/raid1/www/Hosts/bankrupt/TCR_Public/241206.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, December 6, 2024, Vol. 28, No. 340
Headlines
1221 BOYLE ST: Seeks to Hire Rodney D. Shepherd as Legal Counsel
1226 EVERGREEN: Seeks Bankruptcy Protection in New York
200 ARPEGGIO: Claims to be Paid From Rental Income
3125-3129 SUMMIT: Seeks Bankruptcy Protection in New Jersey
921 EAST 84: Seeks to Extend Plan Exclusivity to March 10, 2025
A PLACE ALL MY OWN: Hires Kutner Brinen Dickey Riley as Counsel
ABRAXAS LLC: Case Summary & Six Unsecured Creditors
ADAMS HOMES: S&P Alters Outlook to Negative, Affirms 'B+' ICR
AES CORP: S&P Rates New Junior Subordinated Notes Due 2055 'BB'
AIRWAY AIR: Gets Interim OK to Use Cash Collateral Until Jan. 13
ALAFIA HOLDINGS: Updates Several Secured Claims; Amends Plan
ALCOVY TRUCKING: Unsecureds Will Get 28.14% over 36 Months
AM ARTEAGA DDS: Seeks to Tap Lewis R. Landau as Bankruptcy Counsel
AMARILLO PLATINUM: Taps Gauthier Murphy & Houghtaling as Counsel
AMERICAN REFRACTORY: Seeks Chapter 11 Bankruptcy Protection
ANALABS INC: Case Summary & 14 Unsecured Creditors
ARCON CONSTRUCTION: Court Denies Bid to Use Cash Collateral
ARTEAGA DENTAL: Seeks to Hire Lewis R. Landau as Legal Counsel
ASSETTA ENTERPRISES: Claims to be Paid From Available Cash & Income
ASSOCIATION MOTOR: Gets OK to Use Cash Collateral Until Dec. 19
AVON PRODUCTS: Gets Green Light to Sell to Natura for $125-Mil.
BALLISTIC FABRICATION: Unsecureds Will Get 70% over 5 Years
BARRISTER AND MANN: Unsecureds Will Get 5% of Claims in Plan
BELLISSI FURNITURE: Seeks to Hire Alla Kachan as Legal Counsel
BELLISSI FURNITURE: Seeks to Hire Estelle Miller as Accountant
BEXIN REALTY: Sec. 341(a) Meeting of Creditors on January 9
BIRMINGHAM-SOUTHERN COLLEGE: Defaults After Campus Sale Collapses
BRAD'S RAW: U.S. Trustee Unable to Appoint Committee
BRAVO MULTINATIONAL: Lowers Net Loss to $62K in Third Quarter
BROWNIE'S MARINE: Extends Maturities of $430K Notes to May 2025
BROWNIE'S MARINE: Swings to $174K Net Income in Third Quarter
BUILDING BLOCKS: U.S. Trustee Unable to Appoint Committee
BYJU'S ALPHA: Content Manager, Business Partner Face U.S. Sanctions
CANTON & COMPANY: Gets OK to Use Cash Collateral Until Jan. 17
CAPSTONE BORROWER: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
CENTURY MINING: Hires MorrisAnderson as Restructuring Advisor
CENTURY MINING: Seeks to Hire Supple Law Office as Local Counsel
CHERRY & CANDLEWOOD: Case Summary & Five Unsecured Creditors
CHPPR MIDCO: Moody's Raises CFR to ‘B3’, Outlook Stable
CHRIS' COLLECTION: Hires Kaplan Johnson Abate & Bird as Counsel
CLARITY DIAGNOSTICS: Affiliate Gets OK to Use Cash Collateral
CLOVERIE PLC 2007-52: Fitch Alters Outlook on BB+sf Rating to Pos.
CMG HOLDINGS: Incurs $121K Net Loss in Third Quarter
CNBX PHARMACEUTICALS: Narrows Net Loss to $695K in FY Ended Aug. 31
COLUMBINE HEIGHTS: Gets Approval to Hire CBRE as Broker
COMMERCIAL METALS: Fitch Affirms BB+ LongTerm IDR, Outlook Positive
COMPLETE HEALTH: Files Bare Bones Bankruptcy Petition in N.Y.
CONGRUEX GROUP: S&P Upgrades ICR to 'CCC+' on Debt Restructuring
CREDIT LENDING: Hearing on Use of Cash Collateral Set for Dec. 12
CRESCENT ENERGY: S&P Affirms 'B+' ICR on Acquisition of Ridgemar
CWT GROUP: Fitch Keeps 'CCC+' LongTerm IDR on Watch Positive
D.H. COOKSEY: Voluntary Chapter 11 Case Summary
DIAMOND HR BENEFITS: Case Summary & Four Unsecured Creditors
DIRECTV FINANCING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
ECONOMY TREE: Unsecureds to Split $68K over 34 Months
EL DORADO GAS: Frac and Drilling Fleet Auction Set for Dec. 10
ELEVATION GOLD: Enters Asset Sale Agreement in CCAA Restructuring
EMERGENCY HOSPITAL: Gets OK to Use Cash Collateral Until Dec. 13
ENERFLEX LTD: Moody's Hikes CFR to Ba3 & Alters Outlook to Stable
ENVIVA INC: Seeks to Extend Plan Exclusivity to March 7, 2025
EQM MIDSTREAM: Moody's Affirms 'Ba2' CFR, Outlook Stable
EXTREME RESIDENTIAL: Case Summary & 11 Unsecured Creditors
FIRSTBASE.IO INC: Gets OK to Use Cash Collateral Until Feb. 28
FREE SPEECH: Ethics Chief Suggests 30-Day Suspension for Jones Atty
FS INTERNATIONAL: Seeks to Hire Rodeo Realty as Real Estate Broker
FUEL FITNESS: Hutchens Represents Live Oak & Newtek Small Business
GAUCHO GROUP: Seeks Approval to Hire CBIZ as Auditor
GENERAL ENTERPRISE: Lowers Net Loss to $655K in Third Quarter
GINGER FITNESS: Unsecureds to Split $350K via Quarterly Payments
GLASS MANAGEMENT: Hires Allocco Miller & Cahill as Labor Counsel
GLOBAL MEDICAL: Moody's Alters Outlook on 'B3' CFR to Positive
GREELEY FLATS: Gets Court Nod to Use Cash Collateral
GREGG'S 2.0: Gets Interim OK to Use Cash Collateral
GRISTONE BIO: Committee Hires FTI Consulting as Financial Advisor
GRISTONE BIO: Committee Seeks to Hire ArentFox Schiff as Counsel
GRISTONE BIO: Committee Taps Potter Anderson & Corroon as Counsel
H-FOOD HOLDINGS: Gibson Dunn & Howley Represent Ad Hoc Group
H-FOOD HOLDINGS: Moody's Cuts CFR to Ca Following Chapter 11 Filing
H-FOOD HOLDINGS: Proskauer & Gray Reed Advise Second Lien Claimants
HAWTHORNE FOOD: Seeks to Tap Wyse Advisors as Financial Advisors
HEAVENLY SCENT: Court OKs Use of Cash Collateral Until Dec. 9
HIRSCH GLASS: Court OKs Use of $1.25 Million in Cash Collateral
HORIZON INTERIORS: Gets OK to Use Cash Collateral Until Jan. 31
HUBILU VENTURE: Posts $66.5K Net Income in Third Quarter
HUDSON PACIFIC: Moody's Lowers CFR to B2, Outlook Remains Negative
IDEANOMICS INC: Case Summary & 20 Largest Unsecured Creditors
IDEANOMICS INC: Seeks Bankruptcy Protection After SEC Charges
IHEARTMEDIA INC: Creditors Want to Name New Trustee
IHEARTMEDIA INC: Modifies Terms, Extends Debt Deadline Deadline
INCLINE ENERGY: Hires Ag Management Group as Cash Flow Consultant
INDEPENDENCE CONTRACT: Enters Chapter 11 for Debt Restructuring
INK! COFFEE: Updates Sales & Personal Property Tax Claims
INNOVATIVE MEDTECH: Incurs $884K Net loss in First Quarter
IRECERTIFY LLC: Court OKs Use of Cash Collateral Until Dec. 16
IRON EAGLE: Seeks to Hire DeMarco-Mitchell as Bankruptcy Counsel
JEBB FOOD: Seeks to Hire Springer Larsen as Bankruptcy Counsel
JER INVESTORS: Plan Exclusivity Period Extended to Jan. 27, 2025
JETALL COMPANIES: Involuntary Chapter 11 Case Summary
JOHN STREET: Seeks Approval to Hire Marcus & Millichap as Realtor
K & P COMMERCIAL: Gets Final OK to Use Cash Collateral
KL HOLDCO: Case Summary & 30 Largest Unsecured Creditors
KRAEMER TEXTILES: Amends Berkshire Bank & Kraemer Claims Pay
KYLE CHANDANAIS: Gets OK to Use Pinnacle Bank's Cash Collateral
LEVINTE INC: Unsecureds Will Get 3% of Claims over 5 Years
LIFEPOINT HEALTH: S&P Rates New $499MM First-Lien Term Loan 'B'
LUBBOCK SQUARE: Voluntary Chapter 11 Case Summary
LUGG INC: Worker Objects to Chapter 11 Bankruptcy Plan
MAJESTIC OAK: Ends in Chapter 11 Bankruptcy Filing
MAVENIR SYSTEMS: Moody's Cuts CFR to Caa3 & Alters Outlook to Neg.
MAWSON INFRASTRUCTURE: Creditors File Involuntary Ch.11 Bankruptcy
MAWSON INFRASTRUCTURE: Involuntary Chapter 11 Case Summary
MEDICAL PROPERTIES: Moody's Lowers CFR to Caa1, Outlook Negative
MINIM INC: Signs $2.6 Million Stock Purchase Agreement
MIRAMAR TOWNHOMES: Seeks Bankruptcy Protection in Texas
MKS INSTRUMENTS: Moody's Cuts CFR to Ba2 & Alters Outlook to Stable
MLJ COMPANIES: Seeks Approval to Tap Aced Accounting as Accountant
MP OCTOPUS: Gets Interim OK to Use Cash Collateral
MP OCTOPUS: Hires Ford & Semach and Blanchard Law as Legal Counsel
MR. KNICKERBOCKER: Unsecureds to Get 1.21 Cents on Dollar in Plan
MT. AIRY ONE: Commences Subchapter V Bankruptcy Process
NANO MAGIC: Incurs $1.41 Million Net Loss in Third Quarter
NAYA BIOSCIENCE: Incurs $1.63 Million Net Loss in Third Quarter
NICK'S PIZZA: Seeks Chapter 11 Bankruptcy for 2nd Time
NITRO FLUIDS: Seeks to Extend Plan Exclusivity to March 11, 2025
NORTH EASTERN INDUSTRIES: Unsecureds Will Get 100% of Claims
OCEANS 222: Case Summary & Three Unsecured Creditors
OCEANS 317: Case Summary & Three Unsecured Creditors
OCEANS 330: Case Summary & Four Unsecured Creditors
OPEN TEXT: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
ORIGINCLEAR INC: Incurs $2.77 Million Net Loss in Third Quarter
OXFORD FINANCE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
PAR THREE PROPERTIES: Seeks to Hire Marcus & Millichap as Realtor
PBF HOLDING: Moody's Affirms 'Ba2' CFR & Alters Outlook to Stable
PHOENIX GUARANTOR: S&P Rates New $2.553BB 1st-Lien Term Loan 'B+'
PINT PINT: Case Summary & Six Unsecured Creditors
PREPAID WIRELESS: Gets Final OK to Use Cash Collateral
PRIME HARVEST: Trustee Seeks to Hire Hall Estill as Legal Counsel
PROAMPAC PG: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
PUERTO RICO: Bondholders Accuse Board of Delaying Bankruptcy Exit
QUACK'S 43RD ST: Seeks to Hire The Lane Law Firm as Legal Counsel
QUACK'S 43RD: Seeks Cash Collateral Access
QUAD/GRAPHICS INC: S&P Upgrades ICR to 'BB-' on Improved Leverage
RANPAK HOLDINGS: S&P Assigns 'B' ICR, Outlook Stable
RDB MANAGEMENT Seeks to Hire Kutner Brinen Dickey Riley as Counsel
REALPAGE INC: S&P Rates New Sr. Secured First-Lien Term Loan 'B-'
RECEPTION PURCHASER: S&P Corrects FL3O Term Loan Rating to 'CCC-'
REMNANT OF FAITH: Voluntary Chapter 11 Case Summary
RENALYTIX PLC: Incurs $4.73 Million Net Loss in First Quarter
RESTAURANT CORP: Case Summary & Four Unsecured Creditors
ROCK MEDICAL: Hits Chapter 11 Bankruptcy in Nebraska
ROCKVILLE CENTRE DIOCESE: Ch.11 Plan w/ Optional Releases Gets OK'd
ROTM LOFTS: Gets Interim OK to Use Cash Collateral
SALEM POINTE: Gets Final Approval to Use Cash Collateral
SB CONTRACTORS: Hires Munsch Hardt Kopf & Harr as Special Counsel
SEALED AIR: Moody's Affirms 'Ba1' CFR & Alters Outlook to Stable
SEAQUEST: Seeks Bankruptcy After ABC News, ABC10 Probe
SLANG WORLDWIDE: Shares Delisted from CSE After Bankruptcy Filing
SLATER HOSPITALITY: Kicks Off Chapter 11 Bankruptcy Process
SMC ENTERTAINMENT: Posts $5.69 Million Net Income in Third Quarter
SOLANO HOME: Case Summary & Two Unsecured Creditors
SPD 2010: Sec. 341(a) Meeting of Creditors on January 6
SPIRIT AIRLINES: Akin Gump Represents Senior Secured Noteholders
STAR TRANSPORTATION: U.S. Trustee Unable to Appoint Committee
STRATEGIC ENVIRONMENTAL: Incurs $461,900 Net Loss in Third Quarter
STRATEGIC ENVIRONMENTAL: Issues 4M Preferred Shares to First Block
STRONGHOLD CONSTRUCTION: Seeks Cash Collateral Access
SWC INDUSTRIES: Hires Binder Malter Harris & Rome-Banks as Counsel
TEMADA INC: Hits Chapter 11 Bankruptcy Protection in Florida
TGI FRIDAY'S: Will Sell Five Locations for $30.5-Mil.
THOUGHTWORKS HOLDING: Moody's Confirms 'B2' CFR, Outlook Negative
THREE DELUNA: Unsecured Creditors to Split $75K in Plan
TI FLUID: S&P Places 'BB' ICR on Watch Negative on Acquisition
TROPHY CUPCAKES: Case Summary & 20 Largest Unsecured Creditors
TRUE VALUE: Committee Shows Concern Over Formation of Retiree Panel
UNITED FIBER: Gets Interim OK to Use Cash Collateral Until January
V1 TECH: Case Summary & 20 Largest Unsecured Creditors
VALE46 LLC: Case Summary & Seven Unsecured Creditors
VILLAGE OF OAK: Moody's Upgrades Issuer & GOULT Debt Rating to Ba1
VIVAKOR INC: Incurs $1.69 Million Net Loss in Third Quarter
WALNUT HILLS-GREENVILLE: Seeks Cash Collateral Access
WATERBRIDGE MIDSTREAM: Moody's Alters Outlook on 'B2' CFR to Neg.
WEBER LLC: S&P Places 'CCC+' ICR on CreditWatch Positive
WELLPATH HOLDINGS: Loan Sparks Outcry from DOJ
WEST CENTRO: Court OKs Interim Use of Cash Collateral
WING BOSS: Seeks Approval to Tap The McCardell Law Firm as Counsel
WOK HOLDINGS: S&P Places 'CCC+' ICR on CreditWatch Positive
WOOF HOLDINGS: Moody's Lowers CFR to ‘Caa3’, Outlook Negative
WORLD HEALTH: Incurs $1.05 Million Net Loss in Third Quarter
ZACHRY HOLDINGS: Unsecureds Will Get 100% of Claims in Plan
[*] Juan Burgos Law Offers Free Virtual Bankruptcy Q&A Sessions
[*] November 2024 Sees 14% Rise in U.S. Chapter 7 Filings
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1221 BOYLE ST: Seeks to Hire Rodney D. Shepherd as Legal Counsel
----------------------------------------------------------------
1221 Boyle St. PA, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ Rodney
Shepherd, Esq., an attorney practicing in Pittsburgh, Pa., to
handle its Chapter 11 case.
Mr. Shepherd will be paid at his hourly rate of $300 and received a
pre-petition retainer of $3,000 from the Debtor.
`
Mr. Shepherd 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 attorney can be reached at:
Rodney D. Shepherd, Esq.
2403 Sidney Street, Suite 208
Pittsburgh, PA 15203
Telephone: (412) 471-9670
About 1221 Boyle St.
1221 Boyle St. PA, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
24-22826) on Nov. 18, 2024, listing under $1 million in both assets
and liabilities.
Rodney D. Shepherd, Esq., represents the Debtor as counsel.
1226 EVERGREEN: Seeks Bankruptcy Protection in New York
-------------------------------------------------------
On November 25, 2024, 1226 Evergreen Bapaz LLC filed Chapter 11
protection in the Eastern District of New York. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on December 30,
2024 at 2:00 PM, TELEPHONIC MEETING. CONFERENCE LINE:1 (877)
929-2553, PARTICIPANT CODE:1576337#.
About 1226 Evergreen Bapaz LLC
1226 Evergreen Bapaz LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
1226 Evergreen Bapaz LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44952) on November 25,
2024. In the petition filed by Shahab Berokhim, as managing member,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
Honorable Bankruptcy Judge Jil Mazer-Marino handles the case.
The Debtor is represented by:
Joshua R. Bronstein, Esq.
JOSHUA R. BRONSTEIN & ASSOCIATES, PLLC
Port Washington NY 11050
Tel: 516-698-0202
Email: jbrons5@yahoo.com
200 ARPEGGIO: Claims to be Paid From Rental Income
--------------------------------------------------
200 Arpeggio Way, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a Plan of Reorganization dated
November 4, 2024.
The Debtor is a Florida Corporation that owns property (Hereinafter
the "Property") located at 200 Arpeggio Way, Alpharetta, GA 30009.
Currently, there are tenants in the Property. The Debtor filed this
bankruptcy to stop a foreclosure on the Property so that it can
sell or refinance the Property.
The Debtor's only shareholder is Francis Cobbinah. Mr. Cobbinah is
the CEO of the Debtor and shall continue in this capacity post
confirmation. The Debtor does not have any employees.
The Debtor's only asset is the Property. After paying off the
mortgage and closing costs/trustee fees, the Debtor estimates that
there would be approximately $43,449.89 remaining for general
unsecured creditors. However, the Debtor does not anticipate any
general or priority unsecured claims being filed in this case.
This Plan deals with all property of Debtor and provides for
treatment of all Claims against the Debtor and its property.
Class 1 shall consist of the Secured Claim of US Bank. US Bank
filed a proof of claim for $810.200.11. To secure its claim, US
Bank asserts a lien on the Debtor's property located at 200
Arpeggio Way, Alpharetta, GA 30009. Based on the Debtor's valuation
of the Class 1 Collateral, US Bank's claim if fully secured.
The Debtor shall pay the Secured Class 1 Claim amortized over a
300-month period with interest accruing at an annual rate of 7.5%
from the Effective Date with payment commencing on the 10th of the
month following the Effective Date and continuing on the 10th of
every subsequent month in the estimated amount of $5,987.31 until
the Secured Class 1 Claim is paid. Any payments in excess of the
aforementioned monthly payment after the Effective Date shall be
applied to the principal balance of the Secured Class 1 Claim. Any
payments made prior to the Effective Date and post-petition shall
be applied to the principal balance of the Secured Class 1 Clam.
Class 2 shall consist of General Unsecured Claims. The Debtor does
not anticipate any unsecured claims being filed in this case.
Nonetheless, if there are any claims filed, and the Plan is
confirmed under Section 1191(a) of the Bankruptcy Code, general
unsecured claims will be paid no more than $43,449.89 pro rata in
quarterly installments commencing on the 1st day of each quarter
through and including the 20th quarter following the Effective
Date.
If the Plan is confirmed under Section 1191(b) of the Bankruptcy
Code, Class 2 shall be treated the same as if the Plan were
confirmed under Section 1191(a) of the Bankruptcy Code.
Class 3 consists of Francis Cobbinah as the equity interest holder
of the Debtor and Mr. Cobbinah will retain his interest in the
Reorganized Debtor. This class is not impaired and is not eligible
to vote on the Plan.
The source of funds for the payments pursuant to the Plan is the
rental income from the Property.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=iPx5UB from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Brian Limbocker, Esq.
Limbocker Law Firm, LLC
2230 Towne Lake Parkway, 100-140
Woodstock, GA 30189
678-401-6836
Email: bsl@limbockerlawfirm.com
About 200 Arpeggio Way
200 Arpeggio Way, LLC is a Florida Corporation that owns property
located at 200 Arpeggio Way, Alpharetta, GA 30009.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-58146) on August 6,
2024, with $500,001 to $1 million in both assets and liabilities.
Brian S. Limbocker, Esq. at Limbocker Law Firm, LLC, is the
Debtor's legal counsel.
3125-3129 SUMMIT: Seeks Bankruptcy Protection in New Jersey
-----------------------------------------------------------
On November 26, 2024, 3125-3129 Summit Ave Limited Liability
Company filed Chapter 11 protection in the District of New Jersey.
According to court documents, the Debtor reports $1,077,345 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 January 8,
2025 at 09:00 AM, TELEPHONIC MEETING.
About 3125-3129 Summit Ave Limited Liability Company
3125-3129 Summit Ave Limited Liability Company is a Single Asset
Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor
is the fee simple owner of the real property located at 3125 Summit
Avenue, Union City, New Jersey, 07087 valued at $6 million.
3125-3129 Summit Ave Limited Liability Company sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No.
24-21716) on November 26, 2024. In the petition filed by Mamdouh
Mecheal, as member, the Debtor reports total assets of $6,000,000
and total liabilities of $1,077,345.
The Debtor is represented by:
David Stevens, Esq.
SCURA WIGFIELD, HEYER, STEVENS & CAMMAROTA LLP
1599 Hamburg Turnpike
Wayne NJ 07470
Tel: 973-696-8391
Email: dstevens@scura.com
921 EAST 84: Seeks to Extend Plan Exclusivity to March 10, 2025
---------------------------------------------------------------
921 East 84 Street LLC asked the U.S. Bankruptcy Court for the
Eastern District of New York to extend its exclusivity period to
file a small business chapter 11 plan of reorganization and
disclosure statement to March 10, 2025.
This is the Debtor's third request for an extension of exclusivity
period and the second request for an extension of the time period
to file a Small Business Chapter 11 plan of reorganization and
Disclosure Statement.
The Debtor explains that the requested extension of the exclusivity
period and the time period to file a plan and disclosure statement
is necessary due to the fact that the time to file a plan and
disclosure statement is set to expire on December 9, 2024, and the
Debtor needs additional time to resolve the claim filed by the main
secured Creditor PennyMac Loan Services, LLC, to obtain Court
approval of the reached terms and to file a plan of reorganization
and disclosure statement, offering treatment to the main and other
remaining Creditors of the estate.
The Debtor claims that the requested extensions of the exclusivity
period and the time period to file a plan and disclosure statement
without violating the Bankruptcy Code and to provide treatment to
its Creditors.
921 East 84 Street LLC is represented by:
Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
2799 Coney Island Avenue., Suite 202
Brooklyn, NY 11235
Telephone: (718) 513-3145
Email: alla@kachanlaw.com
About 921 East 84 Street LLC
921 East 84 Street LLC in Brooklyn, NY, filed its voluntary
petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No.
24-40148) on January 11, 2024, listing $529,000 in assets and
$1,005,542 in liabilities. Hillel Stein as president, signed the
petition.
Judge Nancy Hershey Lord oversees the case.
The LAW OFFICES OF ALLA KACHAN, P.C., serves as the Debtor's legal
counsel.
A PLACE ALL MY OWN: Hires Kutner Brinen Dickey Riley as Counsel
---------------------------------------------------------------
A Place All My Own Healthcare, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ Kutner
Brinen Dickey Riley, PC as counsel.
The firm will render these services:
(a) provide the Debtor with legal advice with respect to its
powers and duties;
(b) aid the Debtor in the development of a plan of
reorganization under Chapter 11;
(c) file the necessary petitions, pleadings, reports, and
actions which may be required in the continued administration of
the Debtor's property under Chapter 11;
(d) take necessary actions to enjoin and stay until final
decree herein continuation of pending proceedings and to enjoin and
stay until final decree herein commencement of lien foreclosure
proceedings and all matters; and
(e) perform all other legal services for the Debtor which may
be necessary herein.
The firm's hourly rates are as follows:
Jeffrey Brinen, Esq. $515
Jenny Fujii, Esq. $410
Jonathan Dickey, Esq. $375
Keri Riley, Esq. $375
In addition, the firm will seek reimbursement for expenses
incurred.
The firm also received a pre-petition retainer of $12,649.75 from
the Debtor.
Ms. Riley 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:
Keri L. Riley, Esq.
Kutner Brinen Dickey Riley, PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Telephone: (303) 832-2910
Email: klr@kutnerlaw.com
About A Place All My Own Healthcare
A Place All My Own Healthcare, LLC provides medical services to
children and young adults with developmental disabilities.
A Place All My Own Healthcare filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No.
24-16999) on Nov. 22, 2024. In the petition signed by Patrick
Babcock, co-manager, the Debtor disclosed up to $50,000 in assets
and up to $10 million in liabilities.
Judge Joseph G. Rosania, Jr. oversees the case.
Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, PC serves as
the Debtor's counsel.
ABRAXAS LLC: Case Summary & Six Unsecured Creditors
---------------------------------------------------
Debtor: Abraxas, LLC
d/b/a Asian Chao
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Abraxas, LLC is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06602
Judge: Hon. Grace E Robson
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonio S. Lomoriello as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/S4QZ3JQ/Abraxas_LLC__flmbke-24-06602__0001.0.pdf?mcid=tGE4TAMA
ADAMS HOMES: S&P Alters Outlook to Negative, Affirms 'B+' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S. homebuilder Adams
Homes Inc. to negative from stable. At the same time, S&P affirmed
its 'B+' issuer credit rating on the company, as well as its 'B+'
issue-level rating on its senior unsecured notes due 2028. S&P's
'3' recovery rating on the senior unsecured notes is unchanged.
The negative outlook reflects S&P's expectation that leverage will
remain elevated over the next six months despite solid community
count growth and near-term stable macroeconomic markets.
S&P said, "We expect leverage will remain elevated through 2024 and
into early 2025 due to fewer home closings than previously
forecast. We anticipate that the Adams absorption rate will
decline to 2.0 sales per community per month in 2024, down from our
earlier estimate of 2.5. This slowdown in sales is attributable to
affordability challenges stemming from the current high interest
rate environment, the timing of community openings, and increased
competition in key markets. Consequently, S&P Global
Ratings-adjusted debt to EBITDA is 4.3x as of September 2024,
compared with 3.6x at the end of 2023. We project S&P Global
Ratings-adjusted debt to EBITDA to remain elevated at 3.0x-3.5x
through 2025. Nonetheless, we believe there is a pathway to
deleveraging because the company is seeing growth in community
counts, which we project will increase by 5%-7% over the next year.
Coupled with a stable demand environment, we forecast a 6%-7% rise
in home closings in 2025. We expect the company to maintain its
focus on generating returns from previously invested capital while
continuing its trajectory as a high-volume speculative builder.
"We maintain our forecast of S&P Global Ratings-adjusted EBITDA
margins of about 15%-17% in fiscals 2024 and 2025, which is a
modest improvement due to the absence of shareholder payouts of
about $20 million-$30 million that are included in selling,
general, and administrative (SG&A) spending and the company's
ability to increase average selling prices (ASPs). Slightly
offsetting this benefit are elevated interest rates that we expect
to continue to weigh on the real estate sector and affordability
remaining a challenge. To offset these trends, homebuilders will
continue to offer temporary and permanent rate buy-downs and
closing cost assistance, which will dampen margins. We anticipate
this will keep demand for new homes stable if paired with a sturdy
job market. As a result of these factors, we believe gross margins
will stabilize at approximately 21%-23% from direct cost
reductions, steady construction cycle supply chains, and increased
ASPs.
"We continue to view Adams Homes' liquidity position as adequate
considering its positive free operating cash flows (FOCF) despite
weaker operating results. As of September 2024, the company had a
cash balance of $193 million. In addition, we expect $135
million-$140 million of funds from operations (FFO) in the next 12
months. Although liquidity has remained adequate, we expect the
company's FOCF to be pressured slightly in the near term to about
$50 million-$60 million by the end of 2024, from $165 million in
2023. We expect Adams to generate about $150 million of FOCF in
2025. We do not anticipate any dividend payments through the
forecast period, and there are no near-term debt maturities.
"The negative outlook reflects our expectation that leverage will
remain elevated over the next six months despite solid community
count growth and near-term stable macroeconomic markets. We also
expect Adams Homes' low ASPs will withstand the ongoing
affordability headwinds, with modestly improving earnings growth
over the next two years. We project S&P Global Ratings-adjusted
debt to EBITDA will remain above 3x in 2024 before improving toward
the 3x area by year-end 2025."
S&P could lower its ratings by one notch if:
-- Adams' operating performance did not improve in line with S&P's
current projections, with 2025 adjusted EBITDA remaining below $195
million such that S&P Global Ratings-adjusted debt to EBITDA
remained at or above 3x over the next six to 12 months.
-- The company pursued large, debt-financed acquisitions or
shareholder-friendly actions that sustained adjusted leverage above
3x.
S&P could revise the outlook to stable if:
-- Adams' operating performance improved modestly, with continued
earnings growth leading to EBITDA above $195 million; and
-- Credit protection measures improved modestly, with S&P Global
Ratings-adjusted debt to EBITDA comfortably below 3x with no sign
of degradation.
AES CORP: S&P Rates New Junior Subordinated Notes Due 2055 'BB'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to The AES
Corp.'s (AES) fixed-to-fixed reset rate junior subordinated notes
due July 15, 2055. The company will use the net proceeds from the
offering to repay borrowings under its corporate revolving credit
facility (RCF), as well as for general corporate purposes.
S&P classifies the notes as having intermediate equity content
because of their subordination (they will rank junior to all
existing and future senior indebtedness of AES, including
nonrecourse debt at subsidiaries), permanence (more than 30 years
to maturity with no ability to call 90 days before July 15, 2030,
except under rating or tax events), and optional deferability
features (interest is deferrable for up to 10 consecutive years,
with no limit on the number of times deferral periods occur over
the life of the instrument, as long as the deferral does not extend
the maturity of the notes). Consequently, when calculating AES'
financial ratios, we will treat the issuance as 50% equity. The
notes are rated two notches below S&P's 'BBB-' long-term issuer
credit rating (ICR) on AES to reflect the instrument's
subordination and interest deferability features.
In line with S&P's hybrid criteria, it will no longer recognize the
notes as having intermediate equity content after July 15, 2035,
because the remaining term until their effective maturity will be
less than 20 years.
S&P's ICR on the company of 'BBB-', with a stable outlook, is
unchanged.
AES' trailing 12-month recourse debt-to-EBITDA and funds from
operations (FFO)-to-debt ratios (recourse debt only), were 5.1x and
16%, respectively. Through the third quarter of 2024, AES had
cumulatively invested about $2.1 billion in new projects, and its
distributions from assets, as well as asset sale proceeds, during
this time, were $888 million and $26 million, respectively. To
accommodate investment spending (and other cash requirements, such
as corporate overhead and shareholder dividend), AES had drawn more
than $1.1 billion under its liquidity facilities (RCF and
commercial paper program) as of Sept. 30, 2024. With the completion
of the sale of its Brazilian assets ($630 million, which includes
proceeds from the sale of foreign exchange hedges) in October 2024,
the collection of subsidiary distributions from assets in the
fourth quarter (which tends to be cash heavy due to the timing of
cash flow from the projects), and the proposed hybrid issuance
proceeds, we expect AES to repay its liquidity facilities by the
end of the year. S&P's forecast debt-to-EBITDA and FFO-to-debt
ratios for 2024 are unchanged at 3.8x-4.0x and 20%-22%,
respectively.
AIRWAY AIR: Gets Interim OK to Use Cash Collateral Until Jan. 13
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
granted Airway Air Charter, Inc. interim authorization to use cash
collateral until Jan. 13 next year.
Airway requires the use of cash collateral to pay expenses set
forth in its projected budget, plus an amount not to exceed 10% for
each line item.
Secured creditors, including Signature Bank of Georgia, were
granted a perfected post-petition lien on cash collateral and
proceeds acquired with cash collateral to the same extent and with
the same validity and priority as their pre-bankruptcy lien.
In addition, Signature Bank of Georgia will receive monthly
payments of $13,678.
The next hearing will be held on Jan. 13, via video conference.
About Airway Air Charter
Airway Air Charter, Inc. is a private jet company dedicated to
excellence, personalized service, and adherence to safety
standards. Its private aircraft can land at numerous airports not
serviced by commercial airlines.
Airway sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Fla. Case No. 24-16200) on June 21, 2024, with
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. Jonathan Jackson, president of Airway, signed the
petition.
Judge Robert A. Mark presides over the case.
Daniel A. Velasquez, Esq., at Latham Luna Eden & Beaudine, LLP
represents the Debtor as legal counsel.
ALAFIA HOLDINGS: Updates Several Secured Claims; Amends Plan
------------------------------------------------------------
Alafia Holdings III Inc. submitted a Second Amended Plan under
Subchapter V dated November 5, 2024.
During the term of this Plan, the Debtor shall submit the
disposable income (or value of such disposable income) necessary
for the performance of this plan to the supervision and control of
the Subchapter V Trustee or debtor for distribution to claimants as
provided for under the plan.
The term of this Plan begins on the confirmation date of this Plan
and ends on the 60th month subsequent to that date.
The value of the property to be distributed under the Plan during
the term of the Plan is not less than the Debtor's projected
disposable income for that same period. The Plan provides for the
payment of secured, administrative, and priority claims in
accordance with the Bankruptcy Code.
Class 2 consists of the Allowed Secured Claim of Nick's Amusement
Inc. P.O.C. $141,547.90 Post-petition to be fully paid $13,200.
This Class shall receive monthly payments $3442.17 for 60 months.
Impaired in that note rate of 16% is being paid instead of 24%
default rate.
Class 3 consists of the Claim of Ashman Investments for legal fees
and interest in real property tax in tax sale. Treated as disputed
because no proof of claim was filed by the Claimants even though
the claims were scheduled but were designated as Unliquidated. No
provision in plan.
Class 4 consists the Claim of Mayor and City Council of Baltimore.
This Class has $34,206.84 proof of claim filed to be paid fully in
monthly installments. This Class shall receive monthly payment of
$570.11.
One Jacob Danyali has filed a tax sale foreclosure complaint on
August 08, 2024 for a tax sale certificate unlawfully assigned by
Mayor and City of Baltimore on January 23, 2024 in violation of the
automatic stay. Claim is not scheduled. Baltimore city already
filed its P.O.C for the taxes.
The revenue to fund the plan will come from the rental income as
projected, part of the cash infusion of $25,000 from a private
lender and Bank balance of $3991.68. New rental income is projected
to be $4600 a month upon approval of plan and eviction of current
tenant and clean up of lot for new tenant.
A full-text copy of the Second Amended Plan dated November 5, 2024
is available at https://urlcurt.com/u?l=oLu8R5 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Chidi Onukwugha, Esq.
Onukwugha & Associates
14440 Cherry Lane Court, Suite 112
Laurel, MD 20707
Telephone: (410) 336-2823
Email: attorneyonukwugha@gmail.com
About Alafia Holdings
Alafia Holdings III Inc. was founded in 2011 and commenced the
business of commercial property leasing.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Md. Case No. 23-17234) on Oct. 8, 2023,
with $500,001 to $1 million in assets and $100,001 to $500,000 in
liabilities.
Judge Michelle M. Harner oversees the case.
Chidiebere Onukwugha of Onukwugha & Associates, LLC, is the
Debtor's legal counsel.
ALCOVY TRUCKING: Unsecureds Will Get 28.14% over 36 Months
----------------------------------------------------------
Alcovy Trucking, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a Subchapter V Plan of Reorganization
dated November 4, 2024.
The Debtor is a licensed and DOT registered trucking company
running a freight hauling and dump truck business from Social
Circle, Georgia.
The Debtor experienced a fluctuation in business and account
receivable collections that necessitated filing its voluntary
petition for relief under Chapter 11 Subchapter V of the Bankruptcy
Code on August 6, 2024.
This Plan deals with all property of the Debtor and provides for
the treatment of all Claims against the Debtor and its properties.
Class 8 shall consist of General Unsecured Claims. The Debtor
believes but does not warrant that all known General Unsecured
Claims in the aggregate amount of approximately $639,642.78.
* If the Plan is confirmed under section 1191(a) of the
Bankruptcy Code, the Debtor shall pay to the Class 8 General
Unsecured Creditors holding Allowed Claims, in full satisfaction of
their respective Allowed Unsecured Claims, a pro rata share of
$5,000.00 per month, commencing on the first business day of each
month thereafter until the Debtor has made a total of 36 monthly
installment payments to Class 8 creditors, in full satisfaction of
the Allowed Class 8 General Unsecured Claims. The Debtor estimates
but does not warrant that if the Plan is confirmed consensually
under Section 1191(a), then Class 8 creditors holding Allowed
General Unsecured Claims will receive Distributions totaling
approximately 28.14% of their Allowed General Unsecured Claims.
Class 8 is impaired.
* If the Plan is confirmed under section 1191(b) of the
Bankruptcy Code, Class 6 shall be treated the same as if the Plan
was confirmed under section 1191(a) of the Bankruptcy Code.
The Allowed Claims of the Class 8 Creditors are impaired by the
Plan and the holders of Allowed Class 8 Claims are entitled to vote
to accept or reject the Plan.
Class 9 consists of Equity Interest Holder Edward Watson. The
Equity Holder will retain his Interest in the Reorganized Debtor as
such Interest existed as of the petition date.
The source of funds for the payments pursuant to the Plan is the
future income of the Debtor from normal business operations.
A full-text copy of the Subchapter V Plan dated November 4, 2024 is
available at https://urlcurt.com/u?l=XJCVcD from PacerMonitor.com
at no charge.
About Alcovy Trucking
Alcovy Trucking LLC is part of the general freight trucking
industry.
Alcovy Trucking sought relief under Subchapter V of Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-58210) on Aug. 6,
2024. In the petition filed by Edward Watkins, as managing member,
the Debtor estimated assets and liabilities between $1 million and
$10 million each.
The Debtor is represented by:
Natalyn Archibong, Esq.
LAW OFFICES OF NATALYN ARCHIBONG
374 Maynard Terrace SE, Suite 206
Atlanta, GA 30316
Tel: (404) 626-9142
Email: nmarchibong@gmail.com
AM ARTEAGA DDS: Seeks to Tap Lewis R. Landau as Bankruptcy Counsel
------------------------------------------------------------------
A.M. Arteaga, DDS, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Lewis
Landau, Esq., an attorney practicing in Calabasas, Cal., as its
counsel.
The attorney will assist the Debtor in fulfilling its duties
including all contested matters but excluding corporate, tax,
employment/labor, real estate and securities related services.
Mr. Landau will be paid at his hourly rate of $745 plus
reimbursement for out-of-pocket expenses incurred.
The attorney also received a total pre-petition retainer of $27,500
from the Debtor.
`
Mr. Landau 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 attorney can be reached at:
Lewis R. Landau, Esq.
22287 Mulholland Hwy., #318
Calabasas, CA 91302
Telephone: (888) 822-4340
Facsimile: (888) 822-4340
Email: Lew@Landaunet.com
About A.M. Arteaga DDS Inc.
A.M. Arteaga DDS Inc. is primarily engaged in the private or group
practice of general or specialized dentistry or dental surgery.
A.M. Arteaga DDS Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-16442)
on October 28, 2024. In the petition filed by Anamaria Arteaga,
chief executive officer, the Debtor disclosed estimated assets
between $50,000 and $100,000 and estimated liabilities between $1
million and $10 million.
Judge Scott H. Yun oversees the case.
Lewis R. Landau, Esq., serves as the Debtor's counsel.
AMARILLO PLATINUM: Taps Gauthier Murphy & Houghtaling as Counsel
----------------------------------------------------------------
Amarillo Platinum, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Tennessee to employ Gauthier
Murphy & Houghtaling, LLC as its special counsel.
The Debtor needs a special counsel to provide representation
regarding insurance matters which include, without limitation, seek
recovery from the insurers under the insurance policies for breach
of contract and bad faith claims.
The firm will be compensated on a contingency fee basis:
(a) 10 percent of the gross amount of any recovery obtained if
the claim(s) are resolved and settled before a lawsuit is filed or
appraisal is invoked;
(b) 33.33 percent of the gross amount of any recovery obtained
if the claim(s) are resolved and settled after a lawsuit is filed;
(c) reimbursement out of any recovery for expenses incurred in
prosecution of claims, which are deducted after the attorney's
fees; and
(d) any amount legally required to be paid out of the
recovery.
Yulia Houghtaling, Esq., an attorney at Gauthier Murphy &
Houghtaling, 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:
Yulia Houghtaling, Esq.
Gauthier Murphy & Houghtaling LLC
3500 North Hullen Street
Metairie, LA 70002
Telephone: (504) 456-8600
Facsimile: (504) 456-8624
About Amarillo Platinum
Amarillo Platinum, LLC d/b/a SpringHill Suites Amarillo filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Tenn. Case No. 24-02447) on July 1, 2024, listing
up to $50,000 in assets and up to $50 million in liabilities. The
petition was signed by Mitul Patel as manager.
Judge Charles M. Walker presides over the case.
The Debtor tapped Henry E. "Ned" Hildebrand, IV, Esq., at Dunham
Hildebrand Payne Waldron, PLLC, as bankruptcy counsel and Yulia
Houghtaling, Esq., at Gauthier Murphy & Houghtaling LLC as special
counsel.
AMERICAN REFRACTORY: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
On November 26, 2024, American Refractory Company LLC filed Chapter
11 protection in the Southern District of West Virginia. According
to court filing, the Debtor reports $1,131,260 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 January 6,
2025 at 9:00 AM, Telephone Conference (U.S. Trustee).
About American Refractory Company LLC
American Refractory Company LLC owns an 8,256 sq ft commerical
building situated on 1 acre lot located at 257 William M Martin
Drive, Mount Hope, WV 25880 valued at $450,000.
American Refractory Company LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-20262) on
November 26, 2024. In the petition filed by Benjamin S. Batton, as
member, the Debtor reports total assets of $867,400 and total
liabilities of $1,131,260.
The Debtor is represented by:
Joe M. Supple, Esq.
SUPPLE LAW OFFICE, PLLC
801 Viand Street
Point Pleasant, WV 25550
Tel: 304-675-6249
Fax: 304-675-4372
Email: info@supplelawoffice.com
ANALABS INC: Case Summary & 14 Unsecured Creditors
--------------------------------------------------
Debtor: Analabs, Inc.
196 Dayton Street
Crab Orchard, WV 25827
Business Description: Analabs provides cannabis testing, drug
testing and environmental testing for
corporations of all sizes. The Company's
clients include waste and drinking water
plants, coal companies, engineering firms,
public school systems, grocery stores,
natural gas companies, local, state, and
federal government agencies, and many more.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Southern District of West Virginia
Case No.: 24-50095
Judge: Hon. B Mckay Mignault
Debtor's Counsel: Paul W. Roop, II, Esq.
ROOP LAW OFFICE, LC
P.O. Box 1145
Beckley, WV 25802-1145
Tel: (304) 255-7667
Fax: (304) 256-2295
E-mail: bankruptcy@rooplawoffice.com
Total Assets: $1,882,258
Total Liabilities: $3,188,705
The petition was signed by Kelli Harrison as
director/vice-president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 14 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/UE2THUA/Analabs_Inc__wvsbke-24-50095__0001.0.pdf?mcid=tGE4TAMA
ARCON CONSTRUCTION: Court Denies Bid to Use Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
denied Arcon Construction Corporation's motion to use cash
collateral on an interim basis, stating that the motion is
unnecessary.
About Arcon Construction
Arcon Construction Corp. operates a general construction and
development business in Daly City, Calif., which includes planning,
design, general contracting, and construction management.
Arcon filed Chapter 11 petition (Bankr. N.D. Calif. Case No.
24-30679) on Sept. 13, 2024, with up to $500,000 in assets and up
to $10 million in liabilities. Andrey Libov, chief operating
officer, signed the petition.
Judge Dennis Montali oversees the case.
The Law Offices of Eric J. Gravel represents the Debtor as
bankruptcy counsel.
ARTEAGA DENTAL: Seeks to Hire Lewis R. Landau as Legal Counsel
--------------------------------------------------------------
Arteaga Dental Corporation seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Lewis
Landau, Esq., an attorney practicing in Calabasas, Cal., as its
counsel.
The attorney will assist the Debtor in fulfilling its duties
including all contested matters but excluding corporate, tax,
employment/labor, real estate and securities related services.
Mr. Landau will be paid at his hourly rate of $745 plus
reimbursement for out-of-pocket expenses incurred.
The attorney also received a total pre-petition retainer of $27,500
from the Debtor.
`
Mr. Landau 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 attorney can be reached at:
Lewis R. Landau, Esq.
22287 Mulholland Hwy., #318
Calabasas, CA 91302
Telephone: (888) 822-4340
Facsimile: (888) 822-4340
Email: Lew@Landaunet.com
About Arteaga Dental Corporation
Arteaga Dental Corporation is primarily engaged in the private or
group practice of general or specialized dentistry or dental
surgery.
Arteaga Dental Corporation sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-16441) on October 28, 2024. In the petition filed by Anamaria
Arteaga, chief executive officer, the Debtor disclosed up to
$100,000 in assets and up to $10 million in liabilities.
Judge Wayne E. Johnson oversees the case.
Lewis R. Landau, Esq., serves as the Debtor's counsel.
ASSETTA ENTERPRISES: Claims to be Paid From Available Cash & Income
-------------------------------------------------------------------
Assetta Enterprises, Inc., d/b/a Pini's Pizza filed with the U.S.
Bankruptcy Court for the Eastern Division of Massachusetts a Small
Business Plan of Reorganization under Subchapter V dated November
5, 2024.
The Debtor operated at 511 Broadway, Somerville, Massachusetts for
27 years and was, for the most part, a take-out and delivery pizza
business.
The Debtor believed that it had an agreement with the landlord to
purchase its store as a condominium, but when the landlord decided
that it would open its own restaurant, which not only caused
significant disruption by the constructing of the adjoining
restaurant but interrupted the delivery service. The landlord
reneged on his promises and instead began a campaign of driving the
Debtor out of business.
The sources of payments under the Plan will be available cash or
working capital, and the cash flow from ongoing business
operations. While the net cash flow may be insufficient to make
payment distributions under the Plan for year 2024, considering the
potential continued impact of the Covid-19 pandemic, the Debtor
expects the business to have enough revenue to cover the operating
business expenses, and other payment contemplated under the Plan
going forward in 2025. The Plan is for a period of 5 years.
Class 3 consists of General Unsecured Claims and Undersecured
Claims. In full and complete satisfaction, settlement, release and
discharge of the Class 3 Claims, each holder of the Allowed Class 3
Claim shall receive payment equal to a pro rata share of the cash
distrubition from the Debtor's Disposable Income, if any. In
addition, the Debtor will pay a pro rata share of any litigation
recovery against the Pelrine Group that it receives, after
administrative and tax payments are made attributable to the
recovery.
The holder of an Allowed Class 3 Claim may receive such other less
favorable treatment as may be agreed upon by such holder and the
Debtor. Class 3 is impaired under the Plan.
The holders of Class 4 Interests (Serina Nazzaro) will retain such
Interests in the Debtor.
This Plan will be funded with available cash or working capital,
and cash flow for ongoing business operations, any recovery that is
not subsumed as administrative fees, and funds received as the
payment of any award of damages from The Pelrine, LLC.
A full-text copy of the Plan of Reorganization dated November 5,
2024 is available at https://urlcurt.com/u?l=RjyYf4 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Laurel E. Bretta, Esq.
BRETTA LAW ADVISORS, P.C.
77 Mystic Avenue
Medford, MA 02155
Telephone: (781) 395-1545
Facsimile: (781) 395-0012
E-mail: bglaw@lbretta.com
About Assetta Enterprises
Assetta Enterprises, Inc., operated a take-out and delivery pizza
business.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Mass. Case No. 24-11594) on August 7,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Laurel E. Bretta, Esq. at Bretta Law Advisors, P.C., is the
Debtor's bankruptcy counsel.
ASSOCIATION MOTOR: Gets OK to Use Cash Collateral Until Dec. 19
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
granted Association Motor Club, LLC interim authorization to use
cash collateral through Dec. 19.
The interim order signed by Judge Lisa Ritchey Craig approved the
use of cash collateral to fund critical operations as outlined in
the company's projected budget.
As adequate protection, the lenders, including Kapitus Servicing,
Inc. and First Savings Bank, were granted a replacement lien on the
company's post-petition assets to the same extent as their
pre-bankruptcy liens.
In addition, First Savings Bank will receive three payments, each
in the amount of $7,500.
A final hearing is scheduled for Dec. 19.
About Association Motor Club
Association Motor Club, LLC, doing business as Auto Spa Bistro, is
an Atlanta-based company engaged in cleaning, washing and waxing
automotive vehicles.
Association Motor Club sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-57098) on July 9,
2024, with assets of $100,000 to $500,000 and liabilities of $1
million to $10 million. Lemont Bradley, company owner, signed the
petition.
Judge Lisa Ritchey Craig oversees the case.
The Debtor is represented by William Rountree, Esq., at Rountree,
Leitman, Klein & Geer, LLC.
AVON PRODUCTS: Gets Green Light to Sell to Natura for $125-Mil.
---------------------------------------------------------------
Alex Wittenberg of Law360 reports that a Delaware bankruptcy judge
announced his intent to approve a settlement between Avon Products
Inc. and its Brazilian parent company, Natura, paving the way for
the struggling cosmetics giant to be sold to Natura for $125
million.
About AIO US and Avon Products
AIO US Inc., Avon Products Inc, and some of its affiliates are
manufacturers and marketers of beauty, fashion, and home products
with operations and customers across the globe.
AIO US and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11836) on
Aug. 12, 2024. In the petition filed by Philip J. Gund as chief
restructuring officer, AIO US disclosed $1 billion to $10 billion
in assets and debt.
Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP are
counsel to the Debtors. Ankura Consulting Group LLC serves as
restructuring advisor to the Debtors. Rothschild & Co US Inc is the
Debtors' investment banker and financial advisor. Epiq Corporate
Restructuring LLC acts as claims and noticing agent to the Debtors.
BALLISTIC FABRICATION: Unsecureds Will Get 70% over 5 Years
-----------------------------------------------------------
Ballistic Fabrication, LLC, filed with the U.S. Bankruptcy Court
for the District of Arizona a First Amended Plan of Reorganization
for Small Business dated November 5, 2024.
The Debtor is a manufacturer and retailer of high-end suspension,
differential and steering components for off-road vehicles. The
Debtor has been engaged as a manufacturer in this particular auto
parts manufacturing field since 2006.
In the leadup to the Petition Date, and after it fell into default
of the Shopify LOC and PayPal debts, Debtor began to improve its
own website and switched to bigcommerce.com, another e-commerce
platform. As Debtor anticipated, sales dipped for about three
months after Debtor left the Shopify platform. and Debtor is now
back on track. Debtor's sales rebounded without the need to
increase marketing, which has held steady since the Petition Date.
Since the Petition Date, Debtor has maintained at least four full
time employees (including principal Jeffery Bullock). At present,
Debtor has six full-time employees, including principal Jeffrey
Bullock, and 1 part-time employee.
The Debtor filed for chapter 11 relief in order to reduce its
restructure (not reduce) its secured debt obligations and regain
control and allow for predictability as to its unsecured creditor
payment schedules.
The final Plan payment to unsecured creditors is expected to be
paid 60 months after confirmation of the Plan. The Debtor's Plan
requires the $255,000.00 to be paid out to the creditors with
Allowed Unsecured Claims on a pro-rata basis for five years, but
the Debtor has an option to pre-pay any Plan obligation at any
time.
This Plan of Reorganization under chapter 11 of the Bankruptcy
Code, Subchapter V, proposes to pay creditors of the Debtor from
cash flow from continued business operations.
Non-priority, unsecured creditors holding allowed claims will
receive a pro rata share of $255,000.00 over the life of the plan.
This figure is after all administrative, priority, and secured
creditors payments, on a quarterly basis. This class will be paid
70%. The payments to allowed unsecured nonpriority creditors as
follows: Year 1: one-half of Debtor's earned income tax credits
will be paid within thirty days of receipt. Debtor anticipates the
ERC credits being received in three payments. Debtor projects its
receipt of the first ERC credit payment in April 2025; Year 2:
Debtor shall pay $3,000.00 per month; Year 3: Debtor shall pay
$3,500 per month; Year 4: Debtor shall pay $4,000 per month; Year
5: Debtor shall pay $4,500 per month.
Class 3 consists of Non-priority unsecured claims. Creditors with
Allowed Unsecured Claims in Class 3 shall be paid monthly their pro
rata share of funds paid into the Plan Fund after all
administrative claims are paid in full, their pro-rata share of a
total of $255,000.00 over 60 months. The Debtor may pre-pay Allowed
Non priority Unsecured Claims without penalty. Payments related to
Debtor's receipt of the ERC credit payments shall be made within
thirty days of Debtor's receipt.
The $290,654.00 claim ("Bullock Claim") of Reed and Nancy Bullock
("Bullock Claim") shall not participate in this creditor class, nor
shall it receive any payment under the Plan so long as the Plan is
confirmed as proposed. The Bullock Claim shall also not be
discharged upon either Plan’s confirmation nor its completion.
This Class is unimpaired.
No distribution shall be made to the members of this class on
account of their ownership interests in Debtor during the 5-year
term of this plan. However, Debtor may pay these class members any
wages earned in due course.
The Debtor shall pay the administrative and unsecured creditors
directly and consistent with the Projections. Administrative Claims
shall be paid first, and in full within the first four months of
the Plan except for any amounts owing to Debtor's attorney and is
CPA who will be fully paid in the latter half of year 1 of the
Plan. The Debtor shall establish a separate Plan Fund for the
management of all funds for distribution to administrative and
unsecured creditors with allowed claims.
A full-text copy of the First Amended Plan dated November 5, 2024
is available at https://urlcurt.com/u?l=Pg22BR from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Charles R. Hyde, Esq.
The Law Offices of C.R. Hyde, PLC
2810 N. Swan Rd., Suite 150
Tucson, AZ 85712
Telephone: (520) 270-1110
Facsimile: (520) 547-2475
E-mail: crhyde@gmail.com
About Ballistic Fabrication
Ballistic Fabrication, LLC, a company in Tucson, Ariz., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. D. Ariz. Case No. 24-06403) on August 4, 2024, with up to
$50,000 in assets and up to $1 million in liabilities.
Judge Brenda Moody Whinery oversees the case.
The Debtor tapped Charles R. Hyde, Esq., at the Law Offices of C.R.
Hyde, PLC as bankruptcy counsel and The Ruboyianes Company, PLLC as
accountant.
BARRISTER AND MANN: Unsecureds Will Get 5% of Claims in Plan
------------------------------------------------------------
Barrister and Mann, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of New York a Small Business Plan of
Reorganization under Subchapter V dated November 4, 2024.
The Debtor is a Limited Liability Company duly formed under the
laws of the State of New York. The Debtor is operated and managed
by its Managing Member, Mr. William Carius.
The Debtor is a producer and seller of soaps and related products
with its principal place of business located at 128 Persons Rd.
Hartwick, NY 13348. The Debtor was formed on January 4, 2016, and
sells its products primarily through e-commerce
(www.barristerandmann.com). The Debtor does not operate a brick and
mortar shop.
Upon formation, the Debtor faced difficulties in securing the
capital necessary to scale its business operations. In an attempt
to scale its business, the Debtor entered into a series of loan
agreements to raise operating capital. The payment terms of these
agreements proved difficult for the Debtor to sustain, and, as a
result, while Debtor saw success in its sales, much of its free
cash was being used to repay these loans on a monthly basis.
Given the relative size of Debtor's operations coupled with its
limited resources, Debtor determined that Bankruptcy protection
would most effectively allow it to consolidate its efforts to
maintain necessary equipment and employees while adjusting its debt
loads to a manageable level in order to continue operations.
At the time of filing, Debtor's assets include its raw materials,
inventory, equipment, and potential causes of action, worth an
estimated $142,800.00.
At the time of filing, Debtor owed secured debts (without
accounting for bifurcation) in the amount of approximately
$640,000.000 arising from various UCC filings by multiple
creditors. At the time of filing, Debtor owed approximately
$26,000.00 in priority unsecured claims and $178,500.00 in general
unsecured debts.
The Debtor's goal in this reorganization is to: (a) maintain
necessary collateral and repay the secured creditors associated
with its necessary equipment the present value of said equipment,
with interest, over the life of the plan of reorganization; and (c)
provide a reasonable dividend back to its general unsecured
creditors.
Creditors who are entitled to payment will be paid as an ongoing
concern over the fiveyear plan term. The Plan shall be funded from
ongoing revenues derived by the Debtor's ongoing business
operations. The final Plan payment is expected to be paid 36 months
from date of Confirmation.
Class 3 consists of the claim of On Deck Capital, Inc. On Deck
Capital's claim of $70,364.99 shall be treated as wholly unsecured
and shall receive distributions in line with Class 4 (general
unsecured creditors).
Class 4 consists of General Unsecured Claims. If allowed, shall
receive their pro rata share of $50,120.00 with a distribution of
no less than 5%. This Class will receive a monthly payment of
$1392.23. This Class is impaired.
Class 5 consists of Equity Interest holders are parties who hold an
ownership interest in the Debtor. In a Corporation, the Equity
Interest holders are its shareholders. Class 5 Equity Shareholders
shall make additional contributions, as necessary, to further fund
the Debtor's operations.
Class 5 consists of Equity Shareholders hold pre-petition general
unsecured claims against the Debtor. In contemplation of
maintaining full ownership interest in the Debtor, Equity
Shareholders have agreed to waive any claims owed by Debtor to Mr.
Carius or Ms. Carius.
The Plan will be implemented by the Debtor remitting payment to
creditors as provided for herein from the Debtor's cash flow as
well as ongoing capital contributions (as necessary) from the
Debtor's membership.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=u8mX2n from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Michael L. Boyle, Esq.
Boyle Legal, LLC
64 2nd Street
Troy, NY 12180
Telephone: (518) 407-3121
Email: mike@boylebankruptcy.com
About Barrister and Mann
Barrister and Mann, LLC, is a producer and seller of soaps and
related products with its principal place of business located at
128 Persons Rd. Hartwick, NY 13348.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-60635) on August 5,
2024, with up to $500,000 in assets and up to $1 million in
liabilities.
Judge Patrick G. Radel oversees the case.
Michael Leo Boyle, Esq., at Boyle Legal, LLC, is the Debtor's
bankruptcy counsel.
BELLISSI FURNITURE: Seeks to Hire Alla Kachan as Legal Counsel
--------------------------------------------------------------
Bellissi Furniture Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ the Law
Offices of Alla Kachan, PC as legal counsel.
The firm will render these services:
(a) assist the Debtor in administering this Chapter 11 case;
(b) make such motions or take such action as may be
appropriate or necessary under the Bankruptcy Code;
(c) represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate and such other actions as it deems
appropriate;
(d) take such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;
(e) negotiate with the Debtor's creditors in formulating a
plan of reorganization in this case;
(f) draft and prosecute the confirmation of the Debtor's plan
of reorganization in this case; and
(g) render such additional services as the Debtor may require
in this case.
The hourly rates of the firm's counsel and staff are as follows:
Attorneys $475
Clerks and Paraprofessionals $250
In addition, the firm will seek reimbursement for expenses
incurred.
The firm also received an initial retainer of $15,000 from the
Debtor.
Alla Kachan, Esq., an attorney at the Law Offices of Alla Kachan,
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:
Alla Kachan, Esq.
Law Offices of Alla Kachan, PC
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Telephone: (718) 513-3145
About Bellissi Furniture
Bellissi Furniture Inc. filed its voluntary petition for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr.
E.D.N.Y. Case No. 24-44118) on Oct. 2, 2024, with up to $500,000 in
assets and up to $1 million in liabilities.
Judge Nancy Hershey Lord oversees the case.
The Debtor tapped Law Offices of Alla Kachan, PC as counsel and
Estelle Miller, CPA as accountant.
BELLISSI FURNITURE: Seeks to Hire Estelle Miller as Accountant
--------------------------------------------------------------
Bellissi Furniture Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Estelle
Miller, a certified public accountant practicing in Bellmore, New
York.
The accountant will provide these services:
(a) gather and verify all pertinent information required to
compile and prepare monthly operating reports; and
(b) prepare monthly operating reports for the Debtor.
Ms. Miller will be billed at rate of $300 per report plus
reimbursement for out-of-pocket expenses incurred.
The accountant also received an initial retainer of $3,000 from the
Debtor.
Mr. Miller disclosed in a court filing that she is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The accountant can be reached at:
Estelle Miller, CPA
Bellmore, NY 11710
Telephone: (347) 570-7002
Email: estellemillercpa@gmail.com
About Bellissi Furniture
Bellissi Furniture Inc. filed its voluntary petition for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr.
E.D.N.Y. Case No. 24-44118) on Oct. 2, 2024, with up to $500,000 in
assets and up to $1 million in liabilities.
Judge Nancy Hershey Lord oversees the case.
The Debtor tapped Law Offices of Alla Kachan, PC as counsel and
Estelle Miller, CPA as accountant.
BEXIN REALTY: Sec. 341(a) Meeting of Creditors on January 9
-----------------------------------------------------------
On November 27, 2024, Bexin Realty Corporation filed Chapter 11
protection in the Southern District of New York. According to court
filing, the Debtor reports between $10 million and $50 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 9,
2025 at 2:00 PM at Office of UST (TELECONFERENCE ONLY).
About Bexin Realty Corporation
Bexin Realty Corporation is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Bexin Realty Corporation sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-12080) on November 27,
2024. In the petition signed by Bahram Benaresh, as president, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.
Honorable Bankruptcy Judge Martin Glenn handles the case.
The Debtor is represented by:
Jonathan S. Pasternak, Esq.
DAVIDOFF HUTCHER & CITRON LLP
605 Third Avenue
34th Floor
New York, NY 10158
Tel: 212-557-7200
Fax: 212-286-1884
BIRMINGHAM-SOUTHERN COLLEGE: Defaults After Campus Sale Collapses
-----------------------------------------------------------------
Amanda Albright and Nic Querolo of Bloomberg News reports that
Birmingham-Southern College, a liberal arts school in Alabama that
closed earlier this 2024, missed a debt payment due in December,
according to a regulatory filing.
"The College is behind on lease payments intended for the scheduled
mandatory redemption and interest on the Bonds due December 1,
2024. No other funds are available to cover the debt service on the
Bonds under the indenture," the filing stated.
The college is now looking to sell its campus after a planned sale
to Miles College fell through, as reported in November 2024.
About Birmingham-Southern College
Birmingham-Southern College is a liberal arts school in Alabama.
BRAD'S RAW: 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 Brad's Raw Chips, LLC.
About Brad's Raw Chips
Brad's Raw Chips, LLC is a snack food producer based in Quakertown,
Pa.
Brad's Raw Chips sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13412) on Sept. 23,
2024, with $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Arthur Pergament, chief executive officer,
signed the petition.
Judge Ashely M. Chan handles the case.
The Debtor is represented by Albert A. Cirdi III, Esq., at Ciardi
Ciardi & Astin.
BRAVO MULTINATIONAL: Lowers Net Loss to $62K in Third Quarter
-------------------------------------------------------------
Bravo Multinational Incorporated filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $61,509 for the three months ended Sept. 30, 2024,
compared to a net loss of $4.53 million for the three months ended
Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $290,976 compared to a net loss of $4.74 million for
the same period during the prior year.
As of Sept. 30, 2024, the Company had $1,387 in total assets,
$700,966 in total liabilities, and a total stockholders' deficit of
$699,579.
Bravo Multinational said, "The Company has reported recurring
losses from operations and has net current liabilities and an
accumulated deficit. These conditions raise substantial doubt as
to the Company's ability to continue as a going concern.
"While the Company is attempting to continue operations and
generate revenues, the Company's cash position may not be
significant enough to support the Company's daily operations.
Management intends to raise additional funds by way of a public or
private offering. Management believes that the actions presently
being taken to further implement the Company's business plan and
generate revenues provide the opportunity for the Company to
continue as a going concern. While the Company believes in the
viability of its strategy to generate revenues and in its ability
to raise additional funds, there can be no assurances to that
effect. The ability of the Company to continue as a going concern
is dependent upon the Company's ability to further implement its
business plan and generate revenues. During the year ended
December 31,2023 due to lack of revenues the officers of the
Company paid for all expenses through loans to the Company. This
allowed the Company 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/1444839/000109181824000139/brvo0930202410q.htm
About Bravo Multinational
Based in Ontario, Canada, Bravo Multinational Incorporated --
http://www.bravomultinational.com/-- is in pursuit of business
ventures in the entertainment, hospitality, and technology sectors.
BROWNIE'S MARINE: Extends Maturities of $430K Notes to May 2025
---------------------------------------------------------------
Brownie's Marine Group, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Nov. 13, 2024 the
Company and Charles Hyatt, a member of the Company's board of
directors, executed (a) an amendment to a promissory note in the
principal amount of $150,000, which was originally issued by the
Company to Hyatt on Nov. 7, 2023, to extend the 2023 Note's
maturity date from May 7, 2024 to May 7, 2025, and (b) an amendment
to a promissory note in the principal amount of $280,000, which was
originally issued by the Company to Hyatt on Feb. 5, 2024, to
extend the 2024 Note's maturity date from Aug. 5, 2024 to May 5,
2025. Except as specifically amended by the amendments, the terms
and conditions of the 2023 Note and 2024 Note remain in full force
and effect.
About Brownie's Marine
Headquartered in Pompano Beach, Florida, Brownie's Marine Group,
Inc., through its wholly owned subsidiaries, designs, tests,
manufactures, and distributes tankless dive systems, rescue air
systems, and yacht-based self-contained underwater breathing
apparatus ("SCUBA") air compressor and nitrox generation fill
systems. The Company also acts as the exclusive distributor in
North and South America for Lenhardt & Wagner GmbH ("L&W")
compressors in the high-pressure breathing air and industrial gas
markets. The Company is the exclusive United States and Caribbean
distributor for Chrysalis Trading CC, a South African manufacturer
of fitness and dive equipment, which is doing business as Bright
Weights, of a dive ballast system produced in South Africa.
Margate, Florida-based Assurance Dimensions, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated May 9, 2024, citing that the Company had a net loss of
approximately $1,248,115 and cash used in operating activities of
approximately $374,827 for the year ended Dec. 31, 2023, as well as
an accumulated deficit of approximately $17,685,610 as of Dec. 31,
2023. These factors raise substantial doubt about the Company's
ability to continue as a going concern.
BROWNIE'S MARINE: Swings to $174K Net Income in Third Quarter
-------------------------------------------------------------
Brownie's Marine Group, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing
net income of $173,943 on $2.47 million of total revenues for the
three months ended Sept. 30, 2024, compared to a net loss of
$98,549 on $2.28 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 $81,938 on $6.47 million of total revenues compared to
a net loss of $616,315 on $5.99 million of total revenues for the
same period during the prior year.
As of Sept. 30, 2024, the Company had $5.40 million in total
assets, $3.84 million in total liabilities, and $1.57 million in
total stockholders' equity.
At Sept. 30, 2024, the Company had an accumulated deficit of
$17,767,548.
"Despite a working capital surplus of approximately $424,805, at
Sept. 30, 2024, the continued losses and cash used in operations
raise substantial doubt as to the Company's ability to continue as
a going concern. The Company's ability to continue as a going
concern is dependent upon the Company's ability to increase
revenues, control expenses, raise capital and sustain adequate
working capital to finance its operations. The failure to achieve
the necessary levels of profitability and cash flows would be
detrimental to the Company," said Brownie's Marine.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1166708/000149315224046900/form10-q.htm
About Brownie's Marine
Headquartered in Pompano Beach, Florida, Brownie's Marine Group,
Inc., through its wholly owned subsidiaries, designs, tests,
manufactures, and distributes tankless dive systems, rescue air
systems, and yacht-based self-contained underwater breathing
apparatus ("SCUBA") air compressor and nitrox generation fill
systems. The Company also acts as the exclusive distributor in
North and South America for Lenhardt & Wagner GmbH ("L&W")
compressors in the high-pressure breathing air and industrial gas
markets. The Company is the exclusive United States and Caribbean
distributor for Chrysalis Trading CC, a South African manufacturer
of fitness and dive equipment, which is doing business as Bright
Weights, of a dive ballast system produced in South Africa.
Margate, Florida-based Assurance Dimensions, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated May 9, 2024, citing that the Company had a net loss of
approximately $1,248,115 and cash used in operating activities of
approximately $374,827 for the year ended Dec. 31, 2023, as well as
an accumulated deficit of approximately $17,685,610 as of Dec. 31,
2023. These factors raise substantial doubt about the Company's
ability to continue as a going concern.
BUILDING BLOCKS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of Building Blocks Child Development Center, Inc.,
according to court dockets.
About Building Blocks Child Development Center
Building Blocks Child Development Center, Inc. filed Chapter 11
petition (Bankr. N.D. Fla. Case No. 24-30922) on November 4, 2024,
with $500,001 to $1 million in both assets and liabilities.
Judge Jerry C. Oldshue, Jr. oversees the case.
Jodi D. Dubose, Esq., at Stichter, Riedel, Blain & Postler P.A. is
the Debtor's legal counsel.
BYJU'S ALPHA: Content Manager, Business Partner Face U.S. Sanctions
-------------------------------------------------------------------
Steven Church of Bloomberg News reports that Vinay Ravindra, the
chief content officer of the struggling Indian tech firm Byju's,
and Rajendran Vellapalath, a close associate of the company's
founder, are facing financial sanctions in the U.S. for their roles
in transferring software, cash, and other assets from companies
under court supervision.
A federal judge is considering imposing millions of dollars in
sanctions on Ravindra and Vellapalath, who also founded the
Dubai-based tech startup Voizzit Technology.
At a court hearing on Tuesday, December 3, 2024, U.S. Bankruptcy
Judge John T. Dorsey announced plans to issue an "order to show
cause," requiring the executives to justify their actions or face
potential penalties.
About BYJU's Alpha
BYJU's Alpha, Inc., designs and develops education software
solutions.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 24-10140) on Feb. 1, 2024. In the
petition signed by Timothy R. Pohl, chief executive officer, the
Debtor disclosed up to $1 billion in assets and up to $10 billion
in liabilities.
Judge John T. Dorsey oversees the case.
Young Conaway Stargatt & Taylor, LLP and Quinn Emanuel Urquhart &
Sullivan, LLP serve as the Debtor's legal counsel.
GLAS Trust Company LLC, as DIP Agent and Prepetition Agent, is
represented in the Debtor's case by Kirkland & Ellis LLP, Pachulski
Stang Ziehl & Jones, and Reed Smith.
CANTON & COMPANY: Gets OK to Use Cash Collateral Until Jan. 17
--------------------------------------------------------------
Canton & Company, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Maryland, Baltimore Division,
to use the cash collateral of 2111 SW 31st Street, LLC until Jan.
17 next year.
The interim order signed by Judge David Rice approved the use of
the lender's cash collateral to pay the company's expenses
identified in its budget, subject to certain conditions.
These conditions include the payment of $20,000 to the lender; the
timely and full payment of all federal and state payroll
withholding taxes; and the subordination of all guaranteed
payments" to Donald McDaniel and payments under the category "legal
and administrative" in
the budget to the payment of all other budgeted items.
As adequate protection, the lender will be granted replacement
liens on certain assets of Canton & Company in case of any
diminution in the value of its cash collateral.
The next hearing is scheduled for Jan. 15.
Last month, the bankruptcy approved the use of the lender's cash
collateral to pay expenses for the week of Nov. 4, including
$16,933 in net employee wages and $11,623.36 in federal and state
payroll withholding taxes.
About Canton & Company
Canton & Company, LLC is a healthcare growth and strategic services
firm in Baltimore, Md. Its comprehensive suite of growth services
includes Strategy & Insights, Integrated Marketing Solutions, and
Performance Solutions.
The Debtor filed Chapter 11 petition (Bankr. D. Md. Case No.
23-19054) on Dec. 12, 2023, with up to $500,000 in assets and up to
$10 million in liabilities. Richard McDaniel, Jr., manager, signed
the petition.
Judge David E. Rice oversees the case.
Daniel Staeven, Esq., at Frost Law, is the Debtor's bankruptcy
counsel.
CAPSTONE BORROWER: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Capstone Borrower, Inc.'s (dba Cvent)
Long-Term Issuer Default Rating (IDR) at 'B+'. Fitch has also
affirmed Capstone's existing first lien revolver, Term Loan B and
secured notes at 'BB' with a Recovery Rating of 'RR2'. The Outlook
has been revised to Stable from Negative.
The 'B+' IDR reflects Cvent's strong recurring revenues and net
dollar retention rate. The IDR is also supported by the company's
large and diverse customer base and its market leader position.
Cvent's EBITDA leverage has declined but is still high, and its
cash flow profile is relatively weak due to a large cash outflow to
capitalized software.
The Outlook revision is based on faster-than-previously-expected
EBITDA growth, leading to lower EBITDA leverage and stronger cash
flows. Fitch anticipates that EBITDA leverage will decline to 5.0x,
and the (CFO-Capex)/Debt ratio will increase to over 7% by the end
of 2024, supporting the Stable Outlook.
Key Rating Drivers
Improving Cash Flow Profile: Fitch expects (CFO-Capex)/Debt and FCF
margin to become positive in 2024 due to strong financial
performance since the last review. Both metrics are projected to
rise to about 10% by 2027, driven by continued EBITDA growth.
Cvent's capitalized software development costs have ranged between
7% and 8% of revenues in recent years, higher than its software
peers. Fitch anticipates these costs will remain around 8% of
revenue through 2027. In 2023, the (CFO-Capex)/Debt ratio and FCF
were negative due to significant one-time items related to the
take-private transaction.
High but Declining Leverage: Fitch expects EBITDA leverage to
decrease to 5.0x by the end of 2024, down from 6.0x at the end of
2023, due to multiple tuck-in acquisitions and organic growth. In
2024, the company issued a $100 million incremental bond and
prepaid $83 million of the outstanding Term Loan balance. EBITDA
growth outpaced the increase in total debt. Fitch projects that
EBITDA leverage will continue to decline YoY to 3.5x by 2027,
mainly driven by EBITDA growth, with no assumed debt prepayments or
additional debt issuance.
Strong Revenue Visibility and Retention: Cvent has maintained a net
retention rate over 100% since 2021, indicating strong customer
loyalty despite some historical fluctuations. About 50% of Cvent's
customers are on multi-year contracts. As of Sept. 30, 2024, over
90% of LTM revenue was recurring, with majority of this recurring
revenue coming from software subscriptions. Strong demand for
Cvent's software solutions has significantly increased the net
retention rate from 89.2% in 2020 to 108% in 2023. The LTM net
retention rate as of Sept. 30, 2024 was 105%.
Large and Diverse Customer Base: Cvent has approximately 23,500
customers globally, with the majority based in North America,
accounting for about 86% of total revenue. The largest customer
contributes less than 1% of total revenue. The Event Cloud segment
accounted for 68% of 2023 revenue, down from 70% in 2022 and 2021,
and further decreased to 67% in the first three quarters of 2024.
The remaining revenue comes from the Hospitality Cloud segment,
which has been growing YoY at a faster rate than the Event Cloud
segment, leading to more diversified revenue contributions. The
Hospitality Cloud segment includes the Cvent Supplier Network
(CSN), which has over 302,000 hotels and venues.
Market Leader with Growth Opportunities: Cvent is a market leader
in the event and hospitality management software market, being 10x
the size of its nearest competitor. Since the COVID-19 outbreak,
Cvent has pivoted its offerings to meet customer needs, providing
flexible SaaS solutions for virtual, in-person, and hybrid events.
Cvent offers an all-in-one platform, delivering cost-efficient
solutions for its customers. With expected rate cuts, Fitch
anticipates greater growth opportunities for Cvent due to improved
customer financial flexibility.
Derivation Summary
Although there are no direct peers in the Fitch rated universe,
Cvent's credit profile is comparable to other software providers
under private ownership with similar ratings and subscription-based
revenue model, including Waystar (BB-/Positive), MeridianLink
(BB-/Stable), Quartz Acquire Co. (dba Qualtrics, B+/Stable),
ConnectWise (B+/Stable), Constant Contact (B/Stable), and RealPage
(B/Stable).
Waystar has a similar size to Cvent in terms of gross revenue, but
much higher EBITDA margin, lower EBITDA leverage and a much
stronger (CFO-Capex)/Debt ratio. MeridianLink is smaller in size,
but is still much stronger regarding the key credit metrics such as
leverage and cash flows. Therefore, these two peers are rated
higher than Cvent.
ConnectWise and Qualtrics are at the same rating as Cvent.
ConnectWise has a much higher EBITDA margin but is similar in
leverage and other credit metrics. ConnectWise and Cvent are both
leaders in their own niche markets. Qualtrics have similar credit
metrics to Cvent as well except for a weaker cash flow profile, but
is much larger in size.
Compared to issuers at a lower rating such as RealPage and Constant
Contact, Cvent has a lower EBITDA leverage and stronger EBITDA
interest coverage. (CFO-Capex)/Debt in the most recent fiscal year
was weaker than RealPage and Constant Contact, but the growth
forecast is much stronger for the next 18 months to 24 months.
Key Assumptions
- Total revenue increases to $810 million in FY24, and further to
$1.1 billion by FY27 as a result of organic growth and
opportunistic acquisitions;
- $50 million and $100 million cash spent on tuck-in acquisitions
in FY26 and FY27, respectively;
- Total operating expenses as a percentage to total revenue
decreases over time, as the cost reduction plan is completed in
FY25 and the company scales, leading to Fitch adjusted EBITDA
margin rising to high 20% level by FY27;
- SOFRs used for the forecast period are 5.32%, 3.89%, 3.36% and
3.34% for FY24 to FY27, respectively;
- Applicable margin over SOFR for the revolver and TL is assumed to
decrease to 3% in FY26 and further down to 2.75% in FY27, based on
Fitch's expected net leverages;
- No debt prepayment or incremental issuance is assumed for the
period until 2027.
Recovery Analysis
- The recovery analysis assumes that Cvent would be reorganized as
a going concern in bankruptcy rather than liquidated;
- A 10% administrative claim is assumed.
Going-Concern (GC) Approach
The recovery analysis assumes that Cvent enters a distressed
scenario due to the loss of their market share to smaller
competitors such as Hopin and Bizzabo, leading to a decrease in
their top line. In the meantime, Cvent has to increase their
operating expenses to try to boost the growth of its revenue, so
there would be a margin compression in conjunction with revenue
decrease. Fitch forecasts that the company's going concern (GC)
EBITDA is $170 million.
An enterprise value (EV)/EBITDA multiple of 7.0x is applied to the
GC EBITDA to calculate a post-reorganization enterprise value. The
choice of this multiple considered its recurring revenue model, low
customer churn, flexible cost structure and its leader position in
its target market. The multiple is also in line with software
peers' historical bankruptcy exit multiples, as per Fitch's 2024
"Telecom, Media and Technology Bankruptcy Enterprise Values and
Creditor Recoveries" case study. The median TMT multiple of
reorganization EV/EBITDA is ~5.9x, whereas for software companies,
the multiple ranges between 5.5x (Aspect Software Parent Inc.) and
8.4x (Allen Systems Group, Inc.).
Given the 7.0x EV/EBITDA multiple and a GC EBITDA of $170 million,
the recovery EV is $1,071 million after a 10% admin claim, leading
to a recovery rating of 'BB'/'RR2' for the first lien term loan,
revolver and bond, two notches above Cvent's 'B+' IDR.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA Leverage sustained below 4.0x;
- (CFO - Capex)/Debt expected to be 10% or higher on a sustained
basis;
- Sufficient financial flexibility for company to pursue strategic
actions without significant deviation in credit metrics.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA Leverage sustained above 5.5x;
- (CFO - Capex)/Debt below 7% on a sustained basis;
- Erosion in revenue retention rates resulting in organic revenue
growth sustaining near or below 0%.
Liquidity and Debt Structure
Liquidity: As of Sept. 30, 2024, the company had cash and cash
equivalents of $196 million, down from $350 million at the end of
2023, mainly due to acquisitions completed in 2024. Fitch expects
the company to continue growing its EBITDA and generating positive
FCF to support its liquidity needs. In addition, the company also
has $150 million revolver, which is not drawn and fully available.
Debt: In May 2024, the company issued an incremental $100 million
secured bond, and used the proceeds to prepay $83 million of the
outstanding balance of their 1L TL. As of Sept. 30, 2024, the total
outstanding debt was $1,064 million. Fitch does not expect any
incremental debt issuance or prepayment in the forecast period,
other than the scheduled amortization payments of the TL.
There are preferred shares issued under the parent company but
outside of the restricted group of the 1L debts. As per Fitch's
criteria, the preferred shares are treated as non-debt for Cvent
but as 100% debt for the parent company, Capstone TopCo, Inc.
Issuer Profile
Capstone Borrower, Inc. (dba Cvent) offers meetings, events, and
hospitality software solutions to about 23,500 customers.
Approximately 53% of Fortune 500 companies use Cvent. For its
hospitality offerings, it offers over 302,000 venues for the Cvent
Supplier Network.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Capstone
Borrower, Inc. LT IDR B+ Affirmed B+
senior secured LT BB Affirmed RR2 BB
CENTURY MINING: Hires MorrisAnderson as Restructuring Advisor
-------------------------------------------------------------
Century Mining LLC, doing business as Allegheny Metallurgical,
seeks approval from the U.S. Bankruptcy Court for the Northern
District of West Virginia to employ MorrisAnderson & Associates,
Ltd. as restructuring advisor.
The firm will render these services:
(a) tap Mark J. Welch as chief restructuring officer as needed
post-petition;
(b) assist with bankruptcy filing and financial matters;
(c) assist and advise on Section 341 meeting, status
conferences, and court hearings;
(d) assist with financial matters regarding adversarial
hearing and motions;
(e) facilitate and assist with; U.S. Trustee requests, UCC
requests and other procedural requests;
(f) support Section 363 due diligence, auction process, and
sale motion;
(g) assist bankruptcy counsel with financial advisement and
other requests;
(h) assist with Bankruptcy Plan, Disclosure, Claims process as
needed and final disposition;
(i) assist with feasibility analysis or other Plan support as
needed by bankruptcy counsel; and
(j) provide any other tasks as requested by the Debtor and
agreed to by MorrisAnderson and any material changes to
MorrisAnderson's scope of work shall be documented by a written
amendment to this agreement.
The firm will be paid at these hourly rates:
Principals $625 - $850
Managing Directors $495 - $650
Directors $395 - $495
Associates Directors $325 - $395
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a pre-petition retainer of $150,000 from the
Debtor.
Mr. Welch 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:
Mark J. Welch
MorrisAnderson & Associates, Ltd.
55 W. Monrie St.
Chicago, IL 60603
Telephone: (312) 254-0880
About Century Mining LLC
Century Mining LLC, doing as Allegheny Metallurgical, produces
metallurgical coal that is used by steel manufacturers around the
globe.
Century Mining LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. W. Va. Case No. 24-00598) on November
22, 2024. In the petition filed by Keith Hainer, president, the
Debtor disclosed between $50 million and $100 million in both
assets and liabilities.
Judge David L. Bissett oversees the case.
The Debtor tapped Campbell & Levine, LLC as bankruptcy counsel;
Supple Law Office, PLLC as local counsel; and MorrisAnderson &
Associates, Ltd. as restructuring advisor.
CENTURY MINING: Seeks to Hire Supple Law Office as Local Counsel
----------------------------------------------------------------
Century Mining LLC, doing business as Allegheny Metallurgical,
seeks approval from the U.S. Bankruptcy Court for the Northern
District of West Virginia to employ Supple Law Office, PLLC as
local counsel.
The firm will render these services:
(a) give legal advice with respect to the Debtor's duties in
this case and the management of assets;
(b) take all necessary action to protect and preserve the
Debtor's estates;
(c) prepare all necessary legal papers;
(d) perform any and all other legal services for the Debtor in
connection with this Chapter 11 case;
(e) assist the Debtor in the preparation of and the filing of
a plan of reorganization at the earliest possible date;
(f) perform such legal service as the Debtor may request with
respect to any matter appropriate to assist in its efforts to
reorganize; and
(g) coordinate with Campbell & Levine to prevent unnecessary
duplication of legal services.
The firm will be paid at these hourly rates:
Joe Supple, Attorney $500
Paralegals $150
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Supple 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:
Joe M. Supple, Esq.
Supple Law Office, PLLC
801 Viand Street
Point Pleasant, WV 25550
Telephone: (304) 675-6249
Facsimile: (304) 675-4372
About Century Mining LLC
Century Mining LLC, doing as Allegheny Metallurgical, produces
metallurgical coal that is used by steel manufacturers around the
globe.
Century Mining LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. W. Va. Case No. 24-00598) on November
22, 2024. In the petition filed by Keith Hainer, president, the
Debtor disclosed between $50 million and $100 million in both
assets and liabilities.
Judge David L. Bissett oversees the case.
The Debtor tapped Campbell & Levine, LLC as bankruptcy counsel;
Supple Law Office, PLLC as local counsel; and MorrisAnderson &
Associates, Ltd. as restructuring advisor.
CHERRY & CANDLEWOOD: Case Summary & Five Unsecured Creditors
------------------------------------------------------------
Debtor: Cherry & Candlewood, Inc.
d/b/a Aamco Transmission
3029 E South Street
Long Beach, CA 90805
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-19874
Judge: Hon. Barry Russell
Debtor's Counsel: Summer Shaw, Esq.
SHAW & HANOVER, PC
44-901 Village Court, Suite B
Palm Desert, CA 92260
Tel: (760) 610-0000
Fax: (760) 687-2800
E-mail: ss@shaw.law
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael J Long as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/TTKV4XQ/Cherry__Candlewood_Inc__cacbke-24-19874__0001.0.pdf?mcid=tGE4TAMA
CHPPR MIDCO: Moody's Raises CFR to ‘B3’, Outlook Stable
-----------------------------------------------------------
Moody's Ratings upgraded CHPPR Midco Inc.'s (dba Air Methods)
corporate family rating to B3 from Caa1, probability of default
rating to B3-PD from Caa1-PD, and backed senior secured bank credit
facility rating to B3 from Caa1. The outlook is maintained at
stable.
The ratings upgrade reflects Moody's expectation that Air Methods
will continue its earnings growth and solid financial performance.
The delay in the resetting of the Department of Veterans Affairs
reimbursement rates to February 2029 from February 2025 eliminated
the previously expected negative impact on Air Methods' net revenue
per transport for VA payors. Moody's expect the company to maintain
good liquidity and financial leverage around 3.0x as it continues
to invest in its aircraft fleet and pilots' recruitment and
retention.
RATINGS RATIONALE
Air Methods' B3 CFR reflects the company's market position as one
of the two largest providers of medical air transportation services
in the United States. The rating also reflects the company's broad
geographic presence across the US and sizeable revenue base of
around $1.5 billion per annum. The rating is supported by solid
credit metrics, including Moody's expectation that financial
leverage will remain around 3.0x.
The rating is counterbalanced by the requisite capital investment
expected to maintain fleet age, which burdens free cash flow
generation. Continued uncertainty related to an evolving
reimbursement environment is another risk that could impact revenue
and profitability. Inflationary cost pressures due to labor
shortages and volatility from weather conditions also constrain the
rating.
Moody's expect Air Methods to maintain good liquidity over the next
12 to 18 months, supported by $103 million of cash on the balance
sheet as of September 30, 2024. Although free cash flow generation
has been positive through year-to-date September 30, 2024, Moody's
expect free cash flow to be negative in 2025 given expected
increase in capital investment to expand the company's aircraft
fleet. The company has access to a $200 million accounts receivable
securitization facility expiring in December 2026, which is fully
available up to the $188 million borrowing base calculated as of
September 30, 2024. The accounts receivable securitization facility
has a springing minimum fixed charge covenant, which Moody's do not
expect the company to trigger or to violate.
Air Methods' CIS-4 (previously CIS-5) indicates that the rating is
lower than it would have been if ESG risk exposures did not exist.
Air Methods' G-4 score (previously G-5) continues to reflect
governance challenges including those related to financial strategy
and risk management, though the improving score reflects low
leverage, counterbalanced by the company's recent bankruptcy and
reorganization. Social risk considerations (S-4) most notably
reflect exposures to reimbursement changes partly driven by
legislative actions. A portion of services are provided on an
out-of-network basis, often resulting in payment disputes. Air
Methods is also susceptible to human capital risks with labor
shortages, particularly with pilots and skilled clinical personnel.
Lastly, environmental risk considerations (E-3) reflect the
company's use of fossil fuel dependent helicopter fleet which makes
it exposed to carbon transition risk.
The outlook is stable. Moody's expect Air Methods to grow
organically and to maintain solid credit metrics and prudent
financial policies.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Air Methods' ratings could be upgraded if the company increases its
scale while maintaining profitability and leverage below 5.0x. Good
liquidity, including consistent positive free cash flow generation,
would also support an upgrade.
Air Methods' ratings could be downgraded if the company's liquidity
weakens or if the company experiences a material deterioration in
operating performance, EBITDA, and earnings quality. Ratings could
also be downgraded if the company exhibits aggressive financial
policies, such as debt-funded acquisitions or shareholder
distributions.
Air Methods is one of the largest providers of air medical
emergency services in the United States. In addition to its core
air medical emergency services business, the company also provides
aerial tours in select US tourist destinations. The company also
has a small presence in the design, manufacturing, and installation
of medical aircraft interiors for domestic and international
customers. The company generated about $1.5 billion of net revenue
for the last twelve months ended September 30, 2024.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
CHRIS' COLLECTION: Hires Kaplan Johnson Abate & Bird as Counsel
---------------------------------------------------------------
Chris' Collision LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Kentucky to employ Kaplan Johnson Abate
& Bird LLP as counsel.
The firm will render these services:
(a) give legal advice with respect to the Debtor's powers and
duties;
(b) take all necessary action to protect and preserve the
estate;
(c) prepare on behalf of the Debtor all necessary legal papers
in connection with the administration of its estate; and
(d) perform any and all other legal services for the Debtor in
connection with this Chapter 11 case and the formulation and
implementation of its Chapter 11 plan.
The firm received a retainer of $15,000.
Tyler Yeager, Esq., a member at Kaplan Johnson Abate & Bird,
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:
Tyler R. Yeager, Esq.
Kaplan Johnson Abate & Bird LLP
710 W. Main St., 4th Floor
Louisville, Kentucky 40202
Telephone: (502) 416-1630
Facsimile: (502) 540-8282
Email: tyeager@kaplanjohnsonlaw.com
About Chris' Collision
Chris' Collision LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Ky. Case No. 24-32902) on November 22,
2024, listing under $1 million in both assets and liabilities.
Tyler R. Yeager, Esq., at Kaplan Johnson Abate & Bird LLP serves as
the Debtor's counsel.
CLARITY DIAGNOSTICS: Affiliate Gets OK to Use Cash Collateral
-------------------------------------------------------------
Clarity Lab Solutions, LLC, an affiliate of Clarity Diagnostics,
LLC, received interim approval from the U.S. Bankruptcy Court for
the Southern District of Florida, West Palm Beach Division, for
authority to use cash collateral.
As adequate protection, the company will grant its potentially
secured lenders replacement liens of the same extent, validity, and
priority as their prepetition security interests. To the extent the
cash collateral declines in value, those parties will receive a
super-priority administrative claim equal to the amount of the
diminution. However, any replacement lien or administrative claim
will be subordinate to any amounts due to the Clerk of Court or
United States Trustee fees.
During the COVID-19 pandemic, demand for PCR testing skyrocketed.
As one of the labs able to perform highly complex PCR tests, the
Debtor experienced a similar increase in the demand for its
services. While the Debtor performed the testing required to help
fight a global pandemic, insurance companies refused to pay for
that testing. As a result, the Debtor did not experience an
increase in revenue commensurate with the increase in the Debtor's
provision of services.
The largest asset of the Debtor's estate is roughly $5 million in
unpaid insurance claims. The failure of insurance companies to pay
those claims deprived the Debtor of the cash flow necessary to meet
its obligations and avoid bankruptcy.
LQD Business Finance, LLC and Thermo Fisher Financial Services,
Inc. filed financing statements on March 27, 2020, and September
22, 2020, respectively. LQD and Thermo have each filed UCC-3
termination statements for those financing statements. Thermo
likely does not hold a security interest in the Debtor's cash
collateral.
On March 27, 2024, Greenwoods Equipment Finance LLC filed a
financing statement which covers only specified pieces of equipment
as collateral. The Debtor has not sold any of that equipment.
Accordingly, Greenwoods likely does not hold a security interest in
the Debtor's cash collateral.
FCS Advisors, LLC d/b/a Brevet Capital Advisors, LLC is the
assignee of a financing statement filed on September 10, 2020,
which lists all of the Debtor's assets as collateral. Accordingly,
Brevet likely has a first position security interest in the
Debtor's cash collateral.
On August 2, 2024, Olympus Lending LLC filed a UCC-1 financing
statement which lists all of the Debtor’s assets as collateral.
Accordingly, Olympus may have a security interest in the Debtor's
cash collateral junior to Brevet's interest.
About Clarity
Diagnostics
Clarity Diagnostics, a company in Boca Raton, Fla., manufactures
point of care rapid diagnostic tests, diagnostic equipment, and
over-the-counter diagnostic tests that are targeted toward the
Continuum of Care, Alternative Care, Acute Care, Laboratory, and
OTC markets.
Clarity Diagnostics filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 24-18938) on August 30, 2024, with $1 million to $10
million in both assets and liabilities. Clarity Diagnostics
President Richard Simpson signed the petition.
Judge Erik P. Kimball presides over the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page, PA represents the
Debtor as legal counsel.
CLOVERIE PLC 2007-52: Fitch Alters Outlook on BB+sf Rating to Pos.
------------------------------------------------------------------
Fitch Ratings has affirmed the Cloverie PLC 2007-52 and Signum
Verde Limited 2006-02 credit linked notes (CLNs) at 'BB+sf'. The
Rating Outlooks on both notes have been revised to Positive from
Stable.
The Positive Outlook on the CLNs reflects the assessment of the
transaction's main risk driver, Vale S.A., which is the
lowest-rated risk-presenting entity.
Entity/Debt Rating Prior
----------- ------ -----
Cloverie PLC 2007-52
CLN-Companhia
Vale do Rio Doce
XS0329611262 LT BB+sf Affirmed BB+sf
Signum Verde
Limited 2006-02
CLP 5,300,000,000
Fixed Rate Secured
Inflation-Linked
and Credit-Linked
to Vale S.A. Notes
due 2034 XS0278632053 LT BB+sf Affirmed BB+sf
KEY RATING DRIVERS
Credit Quality: The rating on Cloverie PLC 2007-52 considers the
credit quality of Citigroup, Inc. (A/Stable), as the swap
counterparty and issuer of the qualified investment. The rating
also considers the Issuer Default Rating (IDR) of the reference
entity, Vale, S.A. (BBB/Positive).
The rating on Signum Verde Limited 2006-02 considers the credit
quality of Goldman Sachs Group, Inc. (A/Stable), as the swap
counterparty and issuer of the qualified investment. The rating
also considers the IDR of the reference entity, Vale, S.A..
Number of Risk Contributors: Both CLNs have two risk contributors,
and, as such, the two-risk CLN matrix is applied to determine the
rating of the note.
Restructuring as a Credit Event: The ratings for both CLNs
considers the IDR of the reference entity, Vale, S.A. , which is
subject to restructuring as a credit event. Therefore, Fitch has
applied a one-notch downward adjustment to Vales' rating to 'BBB-'
from 'BBB', prior to applying the two-risk matrix. The Positive
Outlook reflects the Outlook on the main risk driver, Vale, which
is the lowest-rated risk-presenting entity.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Cloverie PLC 2007-52
Rating Scenarios Regarding Vale, S.A. (assuming no change to the
rating for Citigroup Inc.)
- A downgrade of one notch would result in a downgrade of the notes
to 'BBsf'.
- A downgrade of two notches would result in a downgrade of the
notes to 'BB-sf'.
Rating Scenarios Regarding Citigroup Inc. (assuming no change to
the rating for Vale, S.A.)
- A downgrade of one notch would not result in a rating action for
the notes at 'BB+sf'.
- A downgrade of two notches would result in a downgrade of the
notes to 'BBsf'.
Signum Verde 2006-02
Rating Scenarios Regarding Vale, S.A. (assuming no change to the
rating for the Goldman Sachs Group, Inc.)
- A downgrade of one notch would result in a downgrade of the notes
to 'BBsf'.
- A downgrade of two notches would result in a downgrade of the
notes to 'BB-sf'.
Rating Scenarios Regarding Goldman Sachs (assuming no change to the
rating for Vale, S.A.)
- A downgrade of one notch would not result in rating action for
the notes at 'BBsf'.
- A downgrade of two notches would result in a downgrade of the
notes to 'BBsf'.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Cloverie PLC 2007-52
Rating Scenarios Regarding Vale, S.A. (assuming no change to the
rating for Citigroup Inc.)
- An upgrade of one notch would result in an upgrade of the notes
to 'BBB-sf'.
- An upgrade of two notches would result in an upgrade of the notes
to 'BBBsf'.
Rating Scenarios Regarding Citigroup Inc. (assuming no change to
the rating for Vale, S.A.)
- An upgrade of one notch would not result in a rating action for
the notes at 'BB+sf'.
- An upgrade of two notches would result in an upgrade of the notes
to 'BBB-sf'.
Signum Verde 2006-02
Rating Scenarios Regarding Vale, S.A. (assuming no change to the
rating for the Goldman Sachs Group, Inc.)
- An upgrade of one notch would result in an upgrade of the notes
to 'BBB-sf'.
- An upgrade of two notches would result in an upgrade of the notes
to 'BBBsf'.
Rating Scenarios Regarding Goldman Sachs (assuming no change to the
rating for Vale, S.A.)
- An upgrade of one notch would not result in a rating action for
the notes at 'BB+sf'.
- An upgrade of two notches would result in an upgrade of the notes
to 'BBB-sf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
CMG HOLDINGS: Incurs $121K Net Loss in Third Quarter
----------------------------------------------------
CMG Holdings Group, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $121,015 on $14,805 of revenues for the three months ended Sept.
30, 2024, compared to a net loss of $97,486 on $146,143 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 $163,372 on $1.18 million of revenues compared to a net
loss of $243,326 on $625,568 of revenues for the same period a year
ago.
As of Sept. 30, 2024, the Company had $1.89 million in total
assets, $1.44 million in total liabilities, and $447,989 in total
stockholders' equity.
As of Sept. 30, 2024, the Company's cash on hand was $146,624.
Cash used in operating activities for the nine months ended Sept.
30, 2024 was $103,817, as compared to cash used in operating
activities of $188,289 for the nine months ended Sept. 30, 2023.
The increase in net loss to net income was mainly attributable to
the Company beginning to come back from the worldwide pandemic that
took place during the previous year.
Cash used in investing activities for the nine months ended Sept.
30, 2024 was $9,280 as compared cash used in investing activities
of $32,500 for the nine months ended Sept. 30, 2023. This was due
to the Company not loaning additional funds to NVT during the
quarter.
Cash provided by financing activities for the nine months ended
Sept. 30, 2024 was $19,123 as compared to $15,000 used in financing
activities the nine months ended September, 2023.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1346655/000101738624000286/cmgo_2024sept30-10qa.htm
About CMG Holdings
Headquartered in Chicago, IL, CMG Holdings Group, Inc. is a
marketing communications company focused on the operation of
organizations in the alternative advertising, digital media,
experiential and interactive marketing, and entertainment industry.
The Company was formed by a core group of executives who have held
senior level positions with several of the largest companies in the
entertainment and marketing management industry. The Company
delivers customized marketing solutions to optimize profitability
by concentrating its resources in those segments of the marketing
communications and entertainment industry. The Company operates
in the sectors of experiential marketing, event marketing,
commercial rights, and talent management.
"[T]he Company's negative cash flow from operations raises
substantial doubt about its ability to continue as a going concern.
The financial statements do not include any adjustments that might
result from the outcome of this uncertainty," said CMG in its
Annual Report for the year ended Dec. 31, 2023.
CNBX PHARMACEUTICALS: Narrows Net Loss to $695K in FY Ended Aug. 31
-------------------------------------------------------------------
CNBX Pharmaceuticals Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$695,198 on $130,074 of revenues for the year ended Aug. 31, 2024,
compared to a net loss of $3.71 million on $410,165 of revenues for
the year ended Aug. 31, 2023.
As of Aug. 31, 2024, the Company had $31,383 in total assets, $2.51
million in total current liabilities, and a total stockholders'
deficit of $2.48 million.
Mitzpe Netofa, Israel-based Elkana Amitai. C.P.A., the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated Nov. 29, 2024, citing that the Company has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1343009/000168316824008433/cnbx_i10k-83124.htm
About CNBX Pharmaceuticals
Headquartered in Bethesda, MD, CNBX Pharmaceuticals Inc. is a
clinical-stage company specializing in the discovery, development
and commercialization of novel cannabinoid-based products and
innovative technologies for the treatment of cancer. The Company's
first lead product candidate is Cannabics SR the oral capsule
developed for the treatment of patients with advanced cancer and
cancer anorexia cachexia syndrome (CACS), showed promising results
in a peer-reviewed clinical study that concluded the results
justify a larger clinical study. For oncology, the Company intends
to pursue a broad strategy of combining its technology platforms
with conventional oncology therapies, based on their mechanisms of
action, safety profiles and versatility. The Company's leading
anti-neoplastic drug candidate under development for Colorectal
Cancer (CRC) is RCC-33, a first-in-class therapy being developed
primarily in two settings: one to reduce tumor cell activity in CRC
patients as a standalone in neoadjuvant treatment or "window of
opportunity" at the time after colonoscopy, prior to cancer
staging; and another for patients with refractory to therapy and
adjuvant to surgery also at the time after colonoscopy.
Neoadjuvant treatment is the administration of antitumor therapy as
a first step to shrink a cancerous tumor prior to surgical
intervention. Upon fundraising the Company intends to initiate a
Phase I/II clinical trials for both candidates in 2026.
COLUMBINE HEIGHTS: Gets Approval to Hire CBRE as Broker
-------------------------------------------------------
Columbine Heights, LLC received approval from the U.S. Bankruptcy
Court for the District of Colorado to employ CBRE, Inc. as broker.
The Debtor needs a broker to sell its real property located in
Fredrick, Colorado.
The broker will receive a commission of 4 percent of the property's
gross sales price.
Martin Roth, executive vice president of CBRE, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin Roth
CBRE, Inc.
1050 Walnut Street, Suite 340
Boulder CO 80302
Telephone: (303) 628-1700
Facsimile: (303) 628-1751
About Columbine Heights LLC
Columbine Heights has equitable interest in real property located
in Weld County, State of Colorado valued at $16 million.
Columbine Heights LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No.
24-15117) on August 30, 2024, listing $16,000,000 in assets and
$2,150,391 in liabilities. The petition was signed by Michael
Blumenthal as manager.
Judge Kimberley H. Tyson presides over the case.
Jeffrey A. Weinman, Esq., at Allen Vellone Wolf Helfrich & Factor
PC represents the Debtor as counsel.
COMMERCIAL METALS: Fitch Affirms BB+ LongTerm IDR, Outlook Positive
-------------------------------------------------------------------
Fitch Ratings has affirmed Commercial Metals Company's (CMC)
Long-Term Issuer Default Rating (IDR) at 'BB+'. Fitch has also
affirmed the company's senior secured revolving credit facility at
'BBB-' with a Recovery Rating of 'RR1' and affirmed the senior
unsecured notes at 'BB+'/'RR4'. The Rating Outlook remains
Positive.
The Positive Outlook reflects Fitch's expectation that CMC's EBITDA
leverage, which was below 2.0x in the past five years, will be
sustained below 2.5x. The Outlook also reflects Fitch's expectation
that EBITDA margins will be sustained above 8%, supported by a
combination of new, low-cost mills coming online, the 2022 TAC
Acquisition Corp. (Tensar) acquisition, and rebar prices above
historical averages. The Outlook could be revised to Stable if
Fitch believes CMC's growth strategy could lead to EBITDA leverage
sustained at 2.5x-3.5x.
Key Rating Drivers
Conservative Leverage Profile: Fitch expects CMC's EBITDA leverage,
which was 1.1x at fiscal YE 2024, to remain below 2.5x over the
rating horizon barring any material leveraging acquisitions,
despite expectations for a slightly weaker rebar price environment
in 2025. CMC has a lengthy history of conservative leverage and
maintained EBITDA leverage below 2.0x in the last five years, even
during the downturn caused by the pandemic in 2020.
Management targets 2.0x net leverage through the cycle. This
supports Fitch's view that the company will continue to maintain
low financial leverage.
New Mills Improve Operational Profile: CMC constructed a new
500,000 ton micro mill in Arizona for roughly $300 million. The
mill began rebar production in fiscal 4Q23 and started producing
merchant bar in 2Q24. lt is the first micro mill globally that can
produce merchant bar quality products through a continuous
production process. The mill produces a wide variety of shapes and
sizes of long steel and was designed with the latest technology in
electric arc furnace (EAF) power supply systems.
In December 2022, CMC announced plans to construct a 500,000 ton
micro mill in West Virginia, which is expected to cost roughly $450
million and begin operations in late 2025. Fitch views the new
mills positively, as they are low-cost facilities, which provides
margin support, in addition to increasing CMC's size and scale.
Fitch expects the West Virginia mill to be funded primarily with a
combination of cash on hand and future cashflow generation.
Emerging Businesses Segment Supports Margins: In FY22, CMC acquired
Tensar, a global provider of engineered solutions for subgrade
reinforcement and soil stabilization used in road, infrastructure
and commercial construction projects, for approximately $550
million. In FY23, CMC also acquired BOSTD America, LLC, a geogrid
manufacturing facility and EDSCO Fasteners, LLC, a leading provider
of anchoring solutions for the electrical transmission market.
These businesses are reported within CMC's Emerging Businesses
Segment and tend to have higher margins than CMC's core steel
business margins.
Europe Segment Near-Term Weakness: CMC's Europe EBITDA generation
declined significantly in fiscals 2023-2024 driven by challenging
European market conditions including an about 21% decline in
average selling prices over the period from FY22, inflation and
rising interest rates. This negatively affected consumer sentiment,
industrial production and delayed European construction starts and
led to negative EBITDA margins over the past three quarters.
Europe Segment Expectations: Fitch expects economic weakness in
Europe to continue into CMC's fiscal 2025 but for EBITDA margins to
gradually improve over the next few years. CMC's operations are
concentrated primarily in strong nonresidential construction demand
regions within the U.S. and secondly in Central Europe, despite
near-term economic weakness in Europe. CMC's operations in Poland
account for approximately 20% of total mill capacity, have
historically been profitable with healthy margins, and provide
diversification from U.S. construction exposure.
Vertically Integrated Business Model: CMC's vertically integrated
business model and focus on pull-through volumes benefit from
consistent capacity utilization and position the company as a
low-cost producer. CMC's recycling facilities are often located in
close proximity to mills, resulting in reduced transportation
costs. The mills also have a steady and captive source of demand
through internal shipments to fabrication facilities, leading to
consistent utilization rates across these segments.
Heavily Levered to Rebar/Construction: CMC is the largest producer
of rebar in the U.S. and highly levered to nonresidential
construction demand and rebar prices. The company's heavy exposure
to rebar is partially offset by its low cost position and
fabrication operations, which provide a steady and consistent
source of demand. Fitch believes funding provided under the U.S.
Infrastructure bill, Inflation Reduction Act, and CHIPS Act, in
addition to reshoring efforts, will continue to support
nonresidential construction and rebar demand over the next several
years.
FCF Provides Flexibility: Fitch believes CMC's stable margin
profile and minimal capex requirements provide the ability to
consistently generate FCF, which allows the company to fund
internal growth and shareholder returns primarily with cash. CMC
announced in fiscal 1Q22 a $350 million share repurchase program
and in 2Q24 announced a $500 million increase to the program. CMC
repurchased approximately $183 million of shares in FY24 and had
approximately $404 million of shares available for repurchase
remaining under the program as of Aug. 31, 2024.
Derivation Summary
CMC is smaller, in terms of annual shipments, compared with EAF
steel producers Nucor Corporation (A-/Stable) and Steel Dynamics,
Inc. (BBB+/Stable), and majority blast furnace producers United
States Steel Corporation (BB/RWP) and Cleveland-Cliffs Inc.
(BB-/Stable). However, the flexible operating structure of its EAF
production and CMC's low cost position results in much less
volatile profitability and more consistent leverage metrics
compared with majority blast furnace producers.
CMC has lower product and end market diversification compared with
Nucor, Steel Dynamics, U. S. Steel, and Cleveland-Cliffs given its
concentration in rebar and construction, respectively. However, CMC
has geographic diversification through its European operations. CMC
generally has more stable, through-the-cycle margins and favorable
leverage metrics compared with U. S. Steel and Cleveland-Cliffs,
and less favorable margins compared with Nucor and Steel Dynamics
given CMC's concentration in rebar, a commoditized product.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
Includes
- Declining rebar prices in FY25 which remain relatively flat on
average thereafter.
- Annual North American external shipments at around 3.0 million
tons in FY25 increasing thereafter as the new West Virginia mill
begins operations in FY26.
- Europe segment earnings remain challenged in fiscal 2025 and
recover slightly over the forecast period.
- EBITDA margins decline in fiscal 2025, then trend to around
11%-12% thereafter.
- Elevated capex of $650 million-$660 million in fiscal 2025
associated with the construction of the new West Virginia mill,
trending toward around $300 million annually thereafter.
- Steady dividends and no additional acquisitions.
- Excess cash allocated to share repurchases.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustained above 3.5x.
- Prolonged negative FCF driven by a material reduction in steel
demand or an influx of rebar imports causing rebar prices to be
depressed for a significant time period.
- Depressed metal margins leading to overall EBITDA margins
sustained below 6%.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Commitment to maintaining a conservative financial policy and
investment-grade credit profile.
- EBITDA leverage sustained below 2.5x.
- EBITDA margins sustained above 8%, representing a sustainably
higher pricing environment for rebar, further cost reduction or an
expansion of its product portfolio into higher value-add mix.
Liquidity and Debt Structure
Solid Liquidity: As of Aug. 31, 2024, CMC had cash and cash
equivalents of $858 million, and $599 million available under its
$600 million secured revolving credit facility due 2027. On Oct.
30, 2024, the company amended the credit facility to extend the
maturity to 2029. The company has around USD74 million under its
PLN288 million (USD74.3 million as of Aug. 31, 2024) Poland
accounts receivable facility. CMC has $152 million of availability
under its Poland credit facilities. CMC has no material maturities
until its $300 million 4.125% senior unsecured notes mature in
2030.
Issuer Profile
CMC manufactures, recycles, and markets steel and metal products,
related materials and services through a network of facilities in
the United States and Poland. The company manufactures long steel
products, primarily rebar, which is particularly tied to
construction demand.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Commercial Metals
Company LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
senior secured LT BBB- Affirmed RR1 BBB-
COMPLETE HEALTH: Files Bare Bones Bankruptcy Petition in N.Y.
-------------------------------------------------------------
On November 26, 2024, Complete Health Dentistry of WNY, P.C. filed
Chapter 11 protection in the Western District of New York.
According to court filing, the Debtor reports $1,561,362 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 30,
2024 at 2:00 PM, TELEPHONIC MEETING. CONFERENCE LINE:866-527-0448,
PARTICIPANT CODE:9516322#.
About Complete Health Dentistry of WNY, P.C.
Complete Health Dentistry of WNY, P.C. is a licensed dentist
primarily engaged in the private or group practice of general or
specialized dentistry or dental surgery.
Complete Health Dentistry of WNY, P.C. sought relief under Chapter
11
Honorable Bankruptcy Judge Carl L. Bucki handles the case.
The Debtor is represented by:
Arthur G. Baumeister, Jr., Esq.
BAUMEISTER DENZ LLP
174 Franklin Street, Suite 2
Buffalo, NY 14202
Tel: (716) 852-1300
Fax: (716) 852-1344
Email: abaumeister@bdlegal.net
CONGRUEX GROUP: S&P Upgrades ICR to 'CCC+' on Debt Restructuring
----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Congruex
Group LLC to 'CCC+' from 'D' (default). At the same time, S&P
raised its issue-level ratings on the company's term loan and
revolving credit facility to 'CCC+' from 'D' with a recovery rating
of '4' (30%-50%; rounded estimate: 45%).
The negative outlook reflects the risk that Congruex's liquidity
position could deteriorate upon termination of the temporary relief
period if market dynamics rebound slower than expected. This could
cause sustained cash flow deficits heightening the risk for a
default or a debt restructuring that S&P would consider tantamount
to default in the next 12 months.
S&P said, "We believe the debt restructure provides Congruex with
some liquidity headroom from reduced cash interest expense and
access to its revolving credit facility. The company's debt
restructuring allows it to convert a portion of its interest
expense on its revolving credit facility and first-lien term loan
to paid-in-kind (PIK) for the next seven quarters, which we
estimate will save the company approximately $23 million and $46
million in cash interest in 2024 and 2025, respectively.
Additionally, the company was granted an amortization holiday over
the next seven quarters, saving it approximately $1.2 million per
quarter in cash outflows. Given these savings, we expect the
company's cash flow generation to materially improve.
"As part of the debt restructuring, Congruex also received
temporary covenant relief that will allow it to access its full
revolver availability through the second quarter of 2025 before the
covenant ratio reverts to its original threshold. We believe the
company's liquidity position has improved following the debt
restructuring such that we do not envision a default scenario over
the next 12 months.
"Despite the improvement in cash flow generation and covenant
headroom, we still see risks to the sustainability of the company's
capital structure beyond the temporary relief period. Congruex's
term loan balance is expected to increase approximately $75 million
over the seven-quarter period as a result of the PIK interest,
which will increase interest expense and refinancing risk following
the seven-quarter relief period. Additionally, the company's
revolver access could become constrained again once the covenant
ratio returns to its previous ratio in the third quarter of 2025
should it not expand its EBITDA generation.
"Our current base-case forecast assumes Congruex generates reported
free cash flow deficits of $10 million-$20 million in 2024,
improving to break-even in 2025 as the company benefits from the
reduced cash interest expense.
"We expect Congruex's top line and S&P Global Ratings-adjusted
EBITDA margins to expand in 2024 and 2025, but we see significant
risks to this forecast based on industry dynamics. Congruex has
experienced stagnant revenue growth and volatile margins over the
past year primarily because of reduced capital expenditures (capex)
from large wireless customers, a segment that typically yields
higher margins for the company. The wireless industry has shown
early signs of a rebound in recent quarters, but volumes are still
depressed relative to historic levels. Our current expectation is
that the company will have flat to minimally positive revenue
growth in 2024 with revenue growth in the 3%-5% area in 2025 as
wireless customer capex spend begins to normalize and the company
begins work on large-scale fiber-buildout projects. However, should
wireless capex spend rebound slower than expected or Congruex lose
market share, the company's revenue growth could fall below our
expectations.
"Congruex's margins have improved over the past few quarters as it
right-sizes its cost structure, improves operational efficiencies,
and receives marginal benefits from the early rebound in wireless
activity. We expect S&P Global Ratings-adjusted margins of
9.5%-10.5% in 2024, up from 9.5% in 2023, growing further to
10.5%-11.5% in 2025 as the company's initiatives continue to take
hold and wireless capex spend improves. However, we note the risks
that the pace of the wireless industry rebound could have on margin
expansion.
"The negative outlook reflects the risk that Congruex's liquidity
position could deteriorate upon termination of the temporary relief
period if market dynamics rebound slower than expected. This could
cause sustained cash flow deficits heightening the risk for a
default or a debt restructuring that we would consider tantamount
to default in the next 12 months."
S&P could lower its ratings on Congruex if its liquidity
deteriorates and S&P envisions a default scenario over the next 12
months. This could occur if:
-- The company's operational performance does not rebound,
potentially due to continued depressed spending from customers,
resulting in sustained free cash flow deficits.
-- S&P anticipates the company's headroom under its covenant
agreement will deteriorate following the reset of its total max
leverage ratio to 6.5x beginning in the third quarter of 2025,
which would reduce availability under the company's revolving
credit facility.
-- S&P could revise its outlook to stable on Congruex if the
company expands its top line and S&P Global Ratings-adjusted EBITDA
margins such that S&P expects it can sustain consistent and stable
positive free cash flow generation beyond the period of PIK
interest deferral, leading to a more comfortable liquidity
position.
CREDIT LENDING: Hearing on Use of Cash Collateral Set for Dec. 12
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California is
set to hold a hearing on Dec. 12 to consider the motion by Credit
Lending Services, Inc. for continued use of cash collateral.
The court previously issued an interim order allowing the company
to use the cash collateral of its secured creditor, The Park
National Bank, until Dec. 5 only.
The interim order granted PNB a continuing non-avoidable
replacement lien on Credit Lending Services' accounts receivables
and directed the company to make monthly interest payments of
$47,000 to the bank. It prohibited the company from using cash
collateral to pay professional fees without prior court approval.
About Credit Lending Services
Credit Lending Services, Inc. is a provider of auto loans in
California specializing in the purchase and servicing of auto loans
through its network of automobile dealers who have non-prime
customers purchasing new and used vehicles.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12182) on March 21,
2024, with $9,008,914 in assets and $10,521,125 in liabilities.
Chad Spindler, shareholder, signed the petition.
Judge Julia W. Brand presides over the case.
Tamar Terzian, Esq., at Hanson Bridgett, LLP, is the Debtor's legal
counsel.
CRESCENT ENERGY: S&P Affirms 'B+' ICR on Acquisition of Ridgemar
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
U.S.-based oil and gas exploration and production (E&P) company
Crescent Energy Co. and its 'BB-' issue-level rating on Crescent's
unsecured debt.
S&P's positive outlook reflects its view that that the company will
use excess cash flow to reduce short-term debt and bring funds from
operations (FFO) to debt close to 60% over the next 12 months.
S&P affirmed its 'B+' issuer credit rating and positive outlook on
Crescent Energy following its most recent acquisition.
The announced acquisition of Ridgemar Energy will boost the
company's scale in the Eagle Ford, solidifying its position as one
of the largest producers in the play based on gross operated
production. The Ridgemar transaction, which will add about 20,000
barrels of oil equivalent per day (boe/d) of production (about 90%
liquids), comes just four months after Crescent closed on its
acquisition of Silverbow Resources, which added about 90,000 boe/d
(46% liquids) in the Eagle Ford. The company will have a pro-forma
540,000 net acres and 177,000 boe/d of production in the play.
Crescent has already achieved the low end of its $65 million-$100
million synergy target for Silverbow, and S&P believes the
company's expanded position in the play will allow for additional
efficiency gains.
The upfront acquisition price will be funded with about 45% equity
and 55% debt.
The Ridgemar acquisition price of $905 million will moderately
boost Crescent's near-term leverage. The acquisition also includes
up to $170 million in contingent payments: $15 million per quarter
in 2026 if West Texas Intermediate (WTI) crude oil prices average
$70 per barrel (bbl) or above; an additional $15 million per
quarter in 2026 if WTI prices average $75/bbl or above; and $12.5
million per quarter in 2027 if WTI prices average $70/bbl or
above.
Crescent announced an upsized public offering for 21.5 million
shares (with another 3.225 million shares for the underwriters) of
Class A common stock, which priced at $14 per share. It also
announced a $300 million add-on to its 7.625% senior unsecured
notes due in 2032 ($700 million outstanding).
Crescent's credit ratios remain weaker than those of most 'BB-'
rated peers.
S&P estimates FFO to debt will be in the low-50% area in 2025 and
improve to about 55% in 2026, assuming the company uses excess free
cash flow to repay amounts drawn on its RBL facility ($540 million
as of Sept. 30, 2024). Although these ratios are somewhat weaker
than those of higher-rated peers such as SM Energy Co., Matador
Resources Co., and Chord Energy Corp., S&P believes they would be
commensurate with a higher rating and support the positive
outlook.
The positive outlook reflects the likelihood of an upgrade if
Crescent uses excess cash flow to repay debt and brings FFO to debt
close to 60% for a sustained period. S&P said, "We would also
expect positive discretionary cash flow and adequate liquidity. We
estimate FFO to debt in the low-50% area in 2025, improving to
about 55% in 2026."
S&P could revise the outlook on Crescent to stable if:
-- S&P no longer expects FFO to debt to approach 60%; or
-- Liquidity deteriorates.
-- This would most likely occur if the acquired assets do not
perform as expected or Crescent does not use excess cash flow to
repay debt as anticipated.
S&P could raise its rating on Crescent if it:
-- Successfully integrates the Silverbow and Ridgemar
acquisitions; and
-- Brings FFO to debt close to 60% for a sustained period.
This would most likely occur if Crescent improves operating
efficiencies, drives down costs on its acquired assets, and uses
excess cash flow to pay down amounts outstanding on its RBL.
CWT GROUP: Fitch Keeps 'CCC+' LongTerm IDR on Watch Positive
------------------------------------------------------------
Fitch Ratings has maintained the Rating Watch Positive on the
'CCC+' Long-Term Issuer Default Rating (IDR) and debt instruments
of CWT Group, LLC, and its co-borrowers (CWT US, LLC; CWT UK Group
Ltd; and CWT Beheermaatschappij BV; collectively, CWT). The
Positive Watch reflects Fitch's expectation that American Express
Global Business Travel's (AmexGBT, or Global Business Travel Group,
Inc. NYSE: GBTG) acquisition of CWT will be credit positive, given
AmexGBT's stronger financial profile.
The $570 million transaction, funded on a cash-free and debt-free
basis, is expected to retire CWT's outstanding debt. The deal is
projected to close in 1Q25, following regulatory approvals.
This acquisition highlights increasing industry consolidation as
companies address the slow recovery in business travel and share
technologies. AmexGBT is expected to gain roughly 4,000 new
clients, adding to its existing 19,000 and expanding its business
and government clientele. Fitch expects to resolve the Positive
Watch once the transaction completes, which may take longer than
six months.
Key Rating Drivers
AmexGBT Acquisition of CWT: The pre-synergy multiple for AmexGBT's
acquisition of CWT is 6.3x based on Fitch's 2024 projected adjusted
EBITDA of $90 million. Including approximately $155 million of
annual run-rate synergies within three years, the multiple is 2.3x.
CWT shareholders will receive $430 million in stock (13% of
AmexGBT) and $70 million in cash on hand. The transaction is
expected to close in 1Q25, pending regulatory approvals. AmexGBT's
current IDR and Outlook is 'BB'/Stable. Pro forma EBITDA leverage
is expected to be in the 1.5x-2.5x at closing, with opportunities
to refinance debt and lower interest expense.
Regulatory Concerns: The U.K. Competition and Markets Authority
(CMA) interim report on AmexGBT's acquisition of CWT has
provisionally found that the proposed merger has the potential to
substantially lessen competition. AmexGBT disagrees with the
conclusion and continues to work with the CMA. The company believes
the report "has erroneously focused on a narrow segment that makes
up a small fraction of business travel spend". Potential changes in
the transaction structure may occur. If the transaction is not
completed, Fitch believes CWT could face additional liquidity
pressures, potentially leading to a distressed debt exchange.
Growth; Secular Headwinds: CWT experienced a strong recovery in
2022 and early 2023. However, revenue has declined in the
mid-single digits over the past four quarters due to
weaker-than-expected travel in North America and slow international
travel recovery to North America. Fitch expects CWT's EBITDA growth
in 2024 will come primarily from cost savings.
The Global Business Travel Association's August 2024 Business
Travel Index Outlook expects global business travel will recover to
its pre-pandemic total of $1.48 trillion in 2024 and grow to almost
$2.0 trillion by 2028. Despite fewer macro headwinds, high travel
costs, meeting technologies adoption, remote working,
sustainability initiatives (ESG), and other uncertainties
(Ukraine/Middle East) may drag on business travel. The industry
traditionally exhibits moderate cyclicality due to demand
volatility from economic cycles or external shocks, though some
issues could indicate secular changes.
Company Diversification: The combined company will have a larger
and more diversified position in corporate business travel. AmexGBT
will gain a stronger presence in government and military travel due
to CWT's strong exposure in that sub-sector. CWT is geographically,
and customer type diversified, which helps moderate the impact from
cyclical travel pressures, excluding idiosyncratic shocks like the
pandemic. A majority of revenue is generated in the Americas and
EMEA, with a growing presence in Asia. No single customer comprises
a meaningful portion of total revenue, and CWT's business clients
are diversified across industries.
Derivation Summary
CWT is a global operator in business travel management services
with historically moderate leverage. Its closest comparable is
AmexGBT ('BB'/Stable), which operates in the same travel vertical.
The other closest Fitch-rated public comparison is Expedia Inc.
(BBB-/Positive), an online travel agency (OTA), which provides
business-to-consumer travel services primarily to individuals and
is more exposed to leisure travel.
Leisure travel saw a strong rebound beginning in 2022 with major
OTAs recording record-level gross bookings. This contrasts with
corporate travel, which Fitch expects will have an elongated path
back to pre-pandemic level of transactions.
AmexGBT is materially larger than CWT in terms of bookings and
generates EBITDA approximately 4x greater. The company maintains a
financial policy of net debt to EBITDA of 1.5x-2.5x and benefits
from its affiliated relationship with American Express.
Expedia has significantly larger scale, which had excess of $25
billion gross B2B (excluding leisure) travel bookings and
approximately $1.8 billion in annual FCF during 2023, while it also
has a long-established track record of adhering to a below 2.0x
gross debt/EBITDA target.
Key Assumptions
- Gross transactions of approximately $35 billion in 2024 and flat
to plus 2% over the forecast horizon;
- Total revenue of $821 million in 2024 and flat to plus 2% over
the forecast horizon;
- EBITDA margins at 11.2% in 2024 and increasing to the 12.5% range
due to cost cutting efforts;
- Capex including capitalized software costs at $30 million over
the forecast horizon;
- Any excess FCF proceeds used to reduce debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A reduction in liquidity due to lower than expected EBITDA growth
or negative FCF;
- Inability to access external liquidity sources;
- Loss of market share and/or long-term continued weakness in
corporate travel;
- EBITDA leverage above 6.5x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch expects to resolve the Positive Watch after completion of
the contemplated transaction under the proposed terms.
Independent of the Transaction:
- An ability to generate positive and sustained FCF with proceeds
used to reduce revolver borrowings and reinvest in growth
initiatives;
- EBITDA margins above 10% that are considered sustainable over
time;
- EBITDA leverage below 5.5x combined with further enhancements in
liquidity.
Liquidity and Debt Structure
CWT had $56.2 million in cash on hand and $0.6 million of
availability under its revolver as of June 30, 2024. The maturity
date of the 2023 Revolving Commitment is the earlier of Dec. 5,
2025, and the date that is six months prior to the maturity date of
the Second Lien Term Loans. The maturity date of the First Lien
Term Loans is the earlier of November 19, 2026 and the date that is
six months prior to the maturity date of the Second Lien Term
Loans.
The company also entered into an agreement with its senior secured
second lien lenders to provide for first-out delayed draw term loan
facility of $20 million. CWT drew down $10 million on June 27, 2024
and drew down the remainder during the third quarter. The loans
accrue at a rate of 18.5% and payable in kind.
Issuer Profile
CWT Group LLC (successor of CWT Travel Group, Inc) through its
parent CWT Holdings, LLC (successor of CWT Travel Holdings, Inc.)
is a Minnetonka, Minn.-based business-to-business employee travel
platform company that serves clients in about 145 countries through
its wholly owned operations, several joint ventures and network of
international contracted partners.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
CWT US, LLC LT IDR CCC+ Rating Watch Maintained CCC+
senior
secured LT B+ Rating Watch Maintained RR1 B+
Senior
Secured
2nd Lien LT B Rating Watch Maintained RR2 B
CWT
Beheermaatschappij
B.V. LT IDR CCC+ Rating Watch Maintained CCC+
senior
secured LT B+ Rating Watch Maintained RR1 B+
Senior
Secured
2nd Lien LT B Rating Watch Maintained RR2 B
CWT Group,
LLC LT IDR CCC+ Rating Watch Maintained CCC+
senior
secured LT B+ Rating Watch Maintained RR1 B+
Senior
Secured
2nd Lien LT B Rating Watch Maintained RR2 B
CWT UK
Group Ltd. LT IDR CCC+ Rating Watch Maintained CCC+
senior
secured LT B+ Rating Watch Maintained RR1 B+
Senior
Secured
2nd Lien LT B Rating Watch Maintained RR2 B
D.H. COOKSEY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: D.H. Cooksey Properties, LLC
1425 Shreveport Road
Minden, LA 71055
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Western District of Louisiana
Case No.: 24-11437
Judge: Hon. John S Hodge
Debtor's Counsel: Angela Smith, Esq.
LAW OFFICE OF ANGELA SMITH
852 Texas Avenue
Shreveport, LA 71101
Tel: (318) 219-8011
Fax: (318) 703-2883
E-mail: amsmithlaw@comcast.net
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Deborah H. Cooksey as sole member and
manager.
The Debtor indicated in the petition it has no unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MN45KCY/DH_Cooksey_Properties_LLC__lawbke-24-11437__0001.0.pdf?mcid=tGE4TAMA
DIAMOND HR BENEFITS: Case Summary & Four Unsecured Creditors
------------------------------------------------------------
Debtor: Diamond HR Benefits LLC
1274 49th Street, Suite 580
Brooklyn, NY 11219
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-45103
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Rachel S. Blumenfeld, Esq.
LAW OFFICE OF RACHEL S. BLUMENFELD PLLC
26 Court Street, Suite 2220
Brooklyn, NY 11242
Tel: 718-858-9600
E-mail: rachel@blumenfeldbankruptcy.com
Total Assets: $2,727,562
Total Liabilities: $3,331,466
The petition was signed by Meir Blum as member & 100% shareholder.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/UBVUVVA/Diamond_HR_Benefits_LLC__nyebke-24-45103__0001.0.pdf?mcid=tGE4TAMA
DIRECTV FINANCING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has removed the Rating Watch Negative (RWN) on the
Long-Term Issuer Default Ratings (IDRs) and senior secured issuance
of DIRECTV Entertainment Holdings LLC (DIRECTV) and its
subsidiaries.
This action follows DIRECTV's termination of its acquisition of
DISH DBS. The RWN reflected increased credit risk due to the
secularly declining nature of the combined business
post-acquisition.
Fitch has affirmed the IDRs of DIRECTV and DIRECTV Financing, LLC
(DIRECTV Financing) at 'BB' and DIRECTV Financing's secured debt at
'BBB-' with a Recovery rating of 'RR1'. Fitch also affirmed the
expected rating on $1.625 billion of proposed senior secured debt
'BBB-'(EXP)/'RR1' and withdrew the proposed secured SubscriberCo
and exchange notes. The Rating Outlook is Stable.
The ratings reflect the company's scale, strong FCF and
conservative leverage, which offset continued industry secular
pressures.
Key Rating Drivers
Termination of Dish DBS Acquisition: DIRECTV cancelled its
agreement to acquire Echostar's video distribution business.
Concurrent with the Dish acquisition announcement, DISH DBS and
DIRECTV commenced an exchange offer for five different series of
DISH DBS notes with a total face value of approximately $9.75
billion. The acquisition was contingent upon a minimum
participation rate of 84.4% on the exchange, translating into a
debt discount of $1.568 billion.
On Oct. 28, 2024, the original exchange offering was amended to
decrease the discount amount to $1.499 billion, increase the
consideration on new notes and extend the expiration date to Nov.
12, 2024. The termination of the agreement follows DISH DBS
noteholders' failure to agree to the proposed exchange debt offer
terms issued by EchoStar, which was a condition of DIRECTV's
obligations to acquire DISH under the EPA.
AT&T's Exit Eliminates Notching Uplift: DIRECTV's IDR of 'BB'
reflects its standalone credit profile. With AT&T's proposed exit
from the DIRECTV joint venture with TPG, Fitch no longer provides a
one-notch uplift benefit to DIRECTV's ratings. Fitch historically
linked DIRECTV Entertainment Holdings LLC's IDR to AT&T Inc.
(BBB+/Stable). Fitch believes AT&T's intention to exit the JV
results in low strategic incentives for DIRECTV. Combined with low
legal and operational incentives, this leads Fitch to assess
DIRECTV on a standalone basis.
Conservative Leverage: Fitch expects EBITDA leverage of 1.6x at YE
2024. DIRECTV's ratings reflect its commitment to remain
conservatively capitalized within its stated target leverage. Fitch
believes the company has sufficient flexibility for deleveraging,
given significant synergy realization and substantial FCF
generation over the rating horizon.
Declining Industry Trends: Secular pressures have resulted in
declining subscribers of traditional linear television, including
satellite pay-TV, due to shifting consumer preferences and
technology changes. The video industry has rapidly evolved over the
last few years, with direct to consumer (DTCs) platforms such
Netflix, Amazon and Disney+ amassing significant subscribers. This
has led to material subscriber losses in traditional video
distributors. Additionally, the growth in broadband accessibility
and speeds makes it easier for over the top (OTT) platforms to
provide streaming services.
Large Scale: DIRECTV's video subscriber base is the third largest
traditional multi-channel video programming distributor (MVPD) in
the U.S. with about 10.1 million subscribers at the end of 2Q24. It
follows Charter Communications, Inc. with 13.3 million and Comcast
with 13.2 million video subscribers. DIRECTV remains the largest on
a video-only revenue basis, but has no broadband or other
operations like its peers. Scale is crucial for MVPD operators as
it provides greater negotiating power with content providers and TV
broadcasters, helping to manage costs amid secular pressures.
Financial Flexibility: Fitch expects FCF will be in the $0.8 -$1.5
billion range (after tax distributions). Fitch assumes slightly
higher capex for potential satellite replacements by decade's end.
DIRECTV's low capex of in the 2%-3% range supports FCF, with
Internet and Streaming services having low subscriber acquisition
costs and self-installation options. Fitch also expects continued
dividends on common equity to TPG as long as it remains within its
target 1.5x to 2x net leverage range. Fitch expects DIRECTV to
fully redeem AT&T's common catch up equity in 2024 and 2025.
Derivation Summary
DIRECTV's publicly rated MVPD peers include Comcast Corp.
(A-/Stable) and Charter Communications, Inc. (BB+/Stable). Comcast
is rated higher than DIRECTV primarily due to significantly greater
revenue size and segment diversification. With more than 10 million
subscribers through the DIRECTV satellite TV, DIRECTV Stream and
U-verse offerings, DIRECTV is the third largest U.S. MVPD behind
Comcast and Charter. However, Fitch believes DIRECTV is more weakly
positioned given its less competitive product offering. This has
disadvantaged it relative to MVPD peers, which benefit from their
ability to use bundling (mainly broadband services) to retain video
subscribers.
Charter's ratings also benefit from segment diversification, scale
and higher FCF that is balanced against higher leverage metrics
(near 4.5x) compared DIRECTV's metrics.
Key Assumptions
- Revenues are expected to decline in the low double digits in 2024
primarily due to declines in DIRECTV satellite subscribers and
U-Verse subscribers, partly offset by higher ARPUs across all three
platforms;
- EBITDA margins are expected to be in the low-to-mid 20 percent
range;
- Fitch-calculated FCF (after tax distributions) is expected to
range in $800 million-$1.5 billion annually over the 2024-2027
range, with capex intensity in the low single digits;
- Fitch assumes the company applies discretionary cash flow beyond
the term loan amortization to additional debt repayments to
maintain leverage, with further discretionary cash distributed to
its owners.
- AT&T common catch-up redemption in 2024 and 2025;
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Successful execution on initiatives to return to revenue/EBITDA
growth;
- EBITDA leverage maintained at 2x or less.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Prolonged declines in revenue and EBITDA, not offset by
reductions in debt, leading to EBITDA leverage of 3x or greater;
- EBITDA leverage greater than 3x due to leveraging transactions,
particularly without a credible deleveraging plan, or a more
aggressive financial policy.
Liquidity and Debt Structure
DIRECTV's liquidity is supported by cash on hand and a $500 million
revolving credit facility. Due to strong FCF generation, the
facility is expected to be undrawn over Fitch's rating case
forecast. The principal financial covenant in the RCF is a 2.25x
springing first lien net leverage ratio, if the RCF is more than
35% drawn. FCF will be supported by low capex. Capital investment
by DIRECTV is expected to be 2%-3% over the coming years.
As of June 30, 2024, DIRECTV's capital structure consisted of $4.5
billion of senior secured notes, a $2.4 billion first lien term
loan, an undrawn $500 million revolving credit facility and $107
million of rolled over unsecured notes at DIRECTV Holdings, LLC.
The debt is issued at DIRECTV Financing, LLC and is guaranteed by
DIRECTV Financing HoldCo, LLC, a wholly owned subsidiary of
DIRECTV. The company also has a three-year accounts receivable
securitization facility due in 2025 with up to $500 million of
availability. The facility was fully drawn at Sept. 30, 2023.
Fitch expects the company will keep rolling over the accounts
receivable facility. In January 2024, the company amended and
extended the maturity of a portion of its term loan B to 2029 from
2027, and extended the revolver maturity to 2028 from 2026. The
company also completed a $750 million notes offering in
mid-January. The net proceeds from the offering were used to repay
the existing term loan due in 2027 in the same amount.
Issuer Profile
DIRECTV provides video entertainment services, consisting of the
DIRECTV direct to home satellite business, U-verse video and
DIRECTV Stream. The company is owned 70% by AT&T and 30% by TPG,
but jointly controlled by both.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
DIRECTV Financing,
LLC LT IDR BB Affirmed BB
senior secured LT BBB-(EXP)Affirmed RR1 BBB-(EXP)
senior secured LT WD Withdrawn BBB-(EXP)
senior secured LT BBB- Affirmed RR1 BBB-
DIRECTV
Entertainment
Holdings LLC LT IDR BB Affirmed BB
DIRECTV Financing
Co-Obligor, Inc.
senior secured LT BBB- Affirmed RR1 BBB-
ECONOMY TREE: Unsecureds to Split $68K over 34 Months
-----------------------------------------------------
Economy Tree Service of Northwest Florida, Inc. submitted an
Amendment to First Amended Plan of Reorganization for Small
Business dated November 5, 2024.
The Debtor amends the First Amended Plan of Reorganization dated
October 18, 2024 as follows:
* Article 10.02 of the Plan is deleted in its entirety.
The Amended Plan does not alter the proposed treatment for
unsecured creditors and the equity holder:
* Class 11 consists of all general unsecured claims.
Commencing on March 10, 2026, and continuing quarterly thereafter
for 34 months, the Debtor shall distribute to each holder of an
allowed Class 11 general unsecured claim its pro-rata share of
$2,000.00. The total amount to be distributed over the course of 34
months to holders of allowed Class 11 general unsecured claims is
$68,000.00. This Class is impaired.
* Class 12 is comprised of all equity interests in the Debtor,
which is owned by David A. Smit, who will retain his equity
interest in the Debtor. No distributions will be made to David A.
Smith until the distributions to Class 11 have been made.
Payments required under the Plan will be funded from existing cash
on hand on the effective date, and revenues generated by continued
business operations.
A full-text copy of the Amended Plan dated November 5, 2024 is
available at https://urlcurt.com/u?l=yKObZF from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Jodi Daniel Dubose, Esq.
STICHTER RIEDEL BLAIN & POSTLER, P.A.
41 N. Jefferson St., Suite 111
Pensacola, FL 32502
Tampa, FL 33602
Tel: (850) 637-1836
Email: jdubose@srbp.com
About Economy Tree Service
of Northwest Florida, Inc.
Economy Tree Service of Northwest Florida, Inc. filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D.
Fla. Case No. 23-30870) on Dec. 8, 2023, with $1 million to $10
million in both assets and liabilities. David A. Smith, president,
signed the petition.
Judge Karen K. Specie signed the petition.
Jodi Daniel Dubose, Esq., at Stichter, Riedel, Blain & Postler,
P.C., is the Debtor's legal counsel.
EL DORADO GAS: Frac and Drilling Fleet Auction Set for Dec. 10
--------------------------------------------------------------
Tiger Group and Liquidity Services are offering El Dorado Gas &
Oil, Inc.'s frac and drilling fleet in a bankruptcy
court-sanctioned liquidation. The two-day online auction features
Quintuplex and Triplex frac pumps, Peterbilt, Freightliner and
Kenworth truck tractors and a wide range of additional industrial
and oilfield equipment assets stored at the oil-and-gas company's
former South Texas site in Alice, Texas.
Day One lots close starting on Tuesday, December 10, at 10 a.m.
(CT). Day Two lots close starting on Wednesday, December 11, at 10
a.m. (CT). Bidding opens on Tuesday, December 3, at 10 a.m. (CT) at
SoldTiger.com.
"This is the largest sale to date in a series of El Dorado
auctions, with a wide array of equipment that will be of interest
to energy and drilling companies as well as truckers, fleet owners
and users of general tools and equipment," said Chad Farrell,
Managing Director of Tiger Commercial & Industrial. "By court
order, there is no buyer's premium in this major liquidation.
Buyers will have an opportunity to buy quality assets at a good
price."
Day One lots closing on December 10 include:
-- 37 trailers -- 29 fluid ends
-- 3 winch trucks
-- drilling rigs
-- drilling equipment including subs, valves, elevators, BOP
trailers
-- a wireline truck
-- large inventories of truck and frac equipment parts
-- radiators
-- perforating/logging systems
-- rigging equipment
Day Two lots closing on December 11 include:
-- 40 Quintuplex and Triplex frac pump trailers featuring Gardner
Denver and SPM pumps
-- 23 Peterbilt and Kenworth truck tractors
-- 20 tanker trailers -- 16 frac sand hoppers by Amber Waves, Inc.
-- 14 frac manifold trailers
-- 6 vacuum trailers
-- Oilfield floats and trailers
-- Welding trailers -- Coiled tubing units
-- Storage containers
-- Cranes and lifts
-- Pipe
-- Drilling equipment
Gulfport, Mississippi-based El Dorado Gas & Oil, Inc. filed for
Chapter 11 (Case No. 23-51715-JAW) this past December. The company
held a diverse array of equipment at 37 locations, primarily in
Mississippi and Texas, but also in Alabama, Louisiana, Nevada,
North Dakota, Ohio, Oklahoma, Tennessee, Virginia, Wyoming, and
other locations.
For asset photos, descriptions, and other information, visit:
https://soldtiger.com/sales/complete-liquidation-of-el-dorado-gas-oil-frac-and-drilling-equipment-fleet/
About Tiger Group
Tiger Group provides asset valuation, advisory and disposition
services to a broad range of retail, wholesale, and industrial
clients. With over 40 years of experience and significant financial
backing, Tiger offers a uniquely nimble combination of expertise,
innovation and financial resources to drive results. Tiger's
seasoned professionals help clients identify the underlying value
of assets, monitor asset risk factors and provide capital or
convert assets to capital quickly and decisively. Tiger maintains
offices in New York, Los Angeles, Boston, Chicago, Houston and
Toronto. https://tigergroup.com/
About Liquidity Services
Liquidity Services operates the world's largest B2B e-commerce
marketplace platform for surplus assets with over $10 billion in
completed transactions to more than five million qualified buyers
and 15,000 corporate and government sellers worldwide. The company
supports its clients' sustainability efforts by helping them extend
the life of assets, prevent unnecessary waste and carbon emissions,
and reduce the number of products headed to landfills.
https://liquidityservices.com/
About El Dorado Gas & Oil Inc.
Hugoton and El Dorado are both Arkansas corporations engaged in the
exploration, production, and development of crude oil and natural
gas properties. El Dorado is a lease holder and operator of oil and
gas wells covering about 4,000 net acres in South Texas. El Dorado
also owns a substantial amount of oil field equipment and owns real
estate in multiple locations and states. Hugoton also owns oil and
gas interests and operates wells in South Texas.
Hugoton Operating Company, Inc. filed a voluntary Chapter 11
petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El
Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed Chapter
11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023,
with $500 million to $1 billion in assets and $50 million to $100
million in liabilities. Thomas L. Swarek, president, signed the
petition.
Judge Jamie A. Wilson oversees the cases.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is counsel to
Debtor Bluestone Natural Resources II-South Texas, LLC and World
Aircraft, Inc.
R. Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo,
Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly
Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11
Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, Inc.
ELEVATION GOLD: Enters Asset Sale Agreement in CCAA Restructuring
-----------------------------------------------------------------
Elevation Gold Mining Corporation previously announced in its press
release dated August 1, 2024, that the Supreme Court of British
Columbia issued an order granting the Company, Eclipse Gold Mining
Corporation, Golden Vertex Corp. and Golden Vertex (Idaho) Corp.
protection under the Companies' Creditors Arrangement Act, RSC
1985, c C-36 and appointing KSV Restructuring Inc. as the monitor
in the above-referenced proceeding. A copy of the Initial Order and
an Amended and Restated Initial Order dated August 12, 2024 can be
found on the Monitor's case website at:
https://www.ksvadvisory.com/experience/case/elevation-gold-mining-corporation-inc.
Pursuant to an order entered by the Clerk of the United States
Bankruptcy Court for the District of Arizona on September 16, 2024,
the US Court recognized the CCAA Proceeding as a foreign main
proceeding under chapter 15 of title 11 of the United States Code,
11 U.S.C. 101-1532.
The Company further advises that it has entered into a purchase and
sale agreement dated December 2, 2024, with an arm's length
purchaser, EG Acquisition LLC, in respect of the purchase and sale
of certain of Elevation's assets, including the outstanding common
shares of GVC, which holds the Moss Mine located in Arizona.
The APS and the Transaction remain subject to approval of the BC
Court in the CCAA Proceeding, which approval hearing has been
scheduled to be heard at 10:00 am PST on December 17, 2024 at the
Vancouver Law Courts, 800 Smithe St, Vancouver, British Columbia,
at which the Companies intend to seek an order, among other things,
approving the Transaction. If the Transaction is approved by the BC
Court, the Companies intend to seek an order from the US Court in
the Chapter 15 Proceedings recognizing and enforcing the Canadian
Approval Order. The hearing at which the Companies intend to seek
the US Approval Order has not yet been scheduled. The Transaction
is also subject to the approval of the TSX Venture Exchange, as
well as other standard conditions precedent.
All notices and documents pertaining to the Canadian Approval
Hearing and the US Approval Hearing will be posted to the Case
Website once available. Closing will occur if, and after, the
Canadian Approval Order and the US Approval Order are granted and
the TSX-V approves of the transaction.
About Elevation Gold Mining Corporation
Elevation Gold Mining Corporation -- https://elevationgold.com/ --
is a publicly listed gold and silver producer, engaged in the
acquisition, exploration, development and operation of mineral
properties located in the United States. Elevation Gold's common
shares are listed on the TSX Venture Exchange in Canada under the
ticker symbol ELVT and on the OTCQB in the United States under the
ticker symbol EVGDF. The Company's principal operation is its 100%
owned Moss Mine in the Mohave County of Arizona. Elevation also
holds the title to the Hercules exploration property, located in
Lyon County, Nevada.
EMERGENCY HOSPITAL: Gets OK to Use Cash Collateral Until Dec. 13
----------------------------------------------------------------
Emergency Hospital Systems, LLC received interim approval from the
U.S. Bankruptcy Court for the Southern District of Texas, Houston
Division to use the cash collateral of its pre-bankruptcy lenders.
The court approved the use cash of collateral for the period from
Nov. 25 to Dec. 13, to pay the company's expenses set forth in its
projected budget. The budget shows total expenses of $2,361,572 for
the interim period.
Pre-bankruptcy lenders, including Central Bank, a Texas banking
corporation, were granted replacement liens on the company's
property, with the same validity and priority as their
pre-bankruptcy liens. In addition, Central Bank will receive three
payments from the company, each in the amount of $26,666.67 as
adequate protection.
The next hearing is scheduled for Dec. 12.
The bankruptcy court previously allowed the company to use cash
collateral for the period from Nov. 8 to 25 for its expenses
totaling $2,310,113.
About Emergency Hospital Systems
Emergency Hospital Systems LLC, doing business as Cleveland
Emergency Hospital, is a system of regional hospitals serving the
communities of The Woodlands, Porter, and Deerbrook, Cleveland.
These facilities support each other with respect to the services
they provide and are united under a common objective to provide
quality healthcare professionally and compassionately.
Emergency Hospital Systems sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34683) on
October 3, 2024, with $10 million to $50 million in both assets and
liabilities. Rafael Delaflor, operating officer, signed the
petition.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor is represented by Kenna Seiler, Esq., at Seiler Rapp &
Guerra, PLLC.
ENERFLEX LTD: Moody's Hikes CFR to Ba3 & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Ratings upgraded Enerflex Ltd.'s corporate family rating to
Ba3 from B1, the probability of default rating to Ba3-PD from B1-PD
and the senior secured notes rating to B1 from B2. The Speculative
Grade Liquidity Rating (SGL) was changed to SGL-2 from SGL-3. The
outlook was changed to stable from positive.
"The upgrade reflects Enerflex's commitment to a conservative
financial policy and Moody's expectation that financial leverage
will decline toward 2.5x in 2025, complemented by sustained free
cash flow," said Whitney Leavens, Moody's Ratings analyst.
RATINGS RATIONALE
Enerflex's CFR benefits from: 1) the maintenance of a conservative
financial policy, including Moody's forecast for debt to EBITDA
declining toward 2.5x; (2) recurring revenue streams, including the
high-margin rental business with a significant contribution from
multiyear, fee-based contracts; and (3) international geographic
presence and vertical integration providing good revenue
diversification and competitive capabilities.
Rating constraints include: (1) inherent industry cyclicality
exposing the company to pricing pressures on shorter-term contract
renewals and periods of lower capital investment by industry
players; (2) free cash flow constrained by modest margins and
capital intensity tied to infrastructure projects; and (3) exposure
to geo-political and emerging market risks.
Enerflex's US$563 million first lien last out senior secured notes
(due 2027) are rated B1, one notch below the corporate family
rating, reflecting their junior position relative to the sizeable
US$800 million first lien first out secured revolver ranking ahead
of them.
Enerflex has good liquidity (SGL-2). As of Q3 2024, sources total
over $600 million, consisting of $95 million in cash, Moody's
forecast for free cash flow of about $40 million through year end
2025, and about $490 million available under the $800 million
committed revolver expiring October 2026 after accounting for
letters of credit totaling $87 million. There are no near-term debt
maturities. The company's secured revolver is subject to interest
and leverage maintenance covenants, including net debt to EBITDA
below 4x. Moody's expect the company to remain in compliance with
all financial covenants. Enerflex has some flexibility to raise
alternate sources of liquidity through asset sales.
The stable outlook reflects Moody's expectation that Enerflex will
reduce adjusted debt to EBITDA toward 2.5x in 2025 through both
EBITDA growth and debt reduction while generating free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Enerflex increases scale and
contracted revenues while sustaining adjusted debt to EBITDA below
2x, generating meaningful free cash flow and maintaining good
liquidity.
The ratings could be downgraded debt to EBITDA is sustained above
3x, there is sustained negative free cash flow or financial
policies become more aggressive.
Headquartered in Calgary, Alberta, Enerflex primarily provides
infrastructure and energy transition solutions to the natural gas
production industry.
The principal methodology used in these ratings was Oilfield
Services published in January 2023.
ENVIVA INC: Seeks to Extend Plan Exclusivity to March 7, 2025
-------------------------------------------------------------
Enviva Inc. and its affiliates asked the U.S. Bankruptcy Court for
the Eastern District of Virginia to extend their exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to March 7, 2025 and May 6, 2025, respectively.
The Debtors explain that the Chapter 11 Cases are sufficiently
large and complex to warrant the requested extension of the
Exclusivity Periods. The Debtors have approximately $1.8 billion in
funded debt obligations and numerous active constituents, including
numerous sophisticated contract counterparties, lenders, and
stakeholders. The size and complexity of these chapter 11 cases
thus weigh in favor of extending the Exclusivity Periods.
The Debtors claim that continued exclusivity will permit the
Debtors to maintain flexibility so competing plans do not derail
the Debtors' restructuring process. Being required to dual-track
negotiations across multiple plans could give rise to uncertainty
and significantly increase professional costs to the detriment of
all stakeholders. Ultimately, extending the Exclusivity Periods
will benefit the Debtors' estates, their creditors, and all other
key parties in interest by allowing the Debtors time to continue to
work to solicit and confirm the Plan.
Since the Petition Date, the Debtors have paid, and will continue
to pay, their post-petition debts in the ordinary course of
business or as otherwise provided by Court order, which further
supports an extension of exclusivity.
The Debtors assert that this is the companies' second request for
an extension of the Exclusivity Periods, and it comes only eight
months after the Petition Date. During this short time, the Debtors
have accomplished a great deal despite the complexity and
challenges arising out of these Chapter 11 Cases and the numerous
parties involved, and continue to work diligently towards their
timely emergence from chapter 11. The Debtors are requesting the
Exclusive Periods extension solely out of an abundance of caution
to facilitate consummation of the Plan free of the distraction and
delay a competing plan may cause, to the detriment of all
stakeholders.
The Debtors further assert that they are not seeking an extension
of the Exclusivity Periods to pressure any of their stakeholders.
To the contrary, all creditor groups or their advisors have had an
opportunity to actively participate in substantive discussions with
the Debtors throughout these Chapter 11 Cases, and the Debtors' key
constituencies have been on notice since the outset of these cases
that the Debtors’ Restructuring Support Agreement milestones
extend beyond the initial and current exclusivity periods.
Further, the Debtors consulted with and provided their key
stakeholders, including the Ad Hoc Group, the Committee, and the
RWE Committee with an opportunity to review and comment on the
Debtors' request for an extension of the Exclusivity Periods prior
to filing this Motion. The Debtors are seeking an extension of the
Exclusivity Periods to preserve and capitalize on the progress made
to date in their restructuring negotiations.
Counsel to the Debtors:
Michael A. Condyles, Esq.
Peter J. Barrett, Esq.
Jeremy S. Williams, Esq.
Kutak Rock LLP
901 East Byrd Street, Suite 1000
Richmond, VA 23219-4071
Tel: (804) 644-1700
Fax: (804) 783-6192
Email: michael.condyles@kutakrock.com
peter.barrett@kutakrock.com;
jeremy.williams@kutakrock.com
About Enviva Inc.
Headquartered in Bethesda, Md., Enviva Inc. --
https://www.envivabiomass.com -- is a producer of industrial wood
pellets, a renewable and sustainable energy source produced by
aggregating a natural resource, wood fiber, and processing it into
a transportable form, wood pellets. Enviva exports its wood pellets
to global markets through its deep-water marine terminals at the
Port of Chesapeake, Virginia, the Port of Wilmington, North
Carolina, and the Port of Pascagoula, Mississippi, and from
third-party deep-water marine terminals in Savannah, Georgia,
Mobile, Alabama, and Panama City, Florida.
Enviva Inc. and certain affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Lead Case No.
24-10453) on March 13, 2024. In the petition signed by Glenn T.
Nunziata, interim chief executive officer and chief financial
officer, Enviva Inc. disclosed $2,893,581,000 in assets and
$2,631,263,000 in liabilities.
Judge Brian F. Kenney oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as general bankruptcy
counsel; Kutak Rock, LLP as local counsel; Lazard Freres & Co., LLC
as investment banker; Alvarez & Marsal Holdings, LLC as financial
advisor; and Kurtzman Carson Consultants, LLC as notice and claims
agent.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Akin Gump Strauss Hauer & Feld, LLP as lead
bankruptcy counsel; Hirschler Fleischer, PC as local counsel;
Ducera Partners, LLC as investment banker; and AlixPartners, LLP as
financial advisor.
EQM MIDSTREAM: Moody's Affirms 'Ba2' CFR, Outlook Stable
--------------------------------------------------------
Moody's Ratings placed EQT Corporation's (EQT) ratings on review
for downgrade, including its Baa3 senior unsecured rating, (P)Baa3
senior unsecured shelf rating, and its (P)Baa3 senior unsecured MTN
program ratings. Previously, the outlook was negative. At the same
time Moody's affirmed EQM Midstream Partners, LP's (EQM) ratings,
including its Ba2 Corporate Family Rating, its Ba2-PD Probability
of Default Rating and its Ba2 senior unsecured notes rating. EQM's
outlook is stable.
RATINGS RATIONALE
The rating actions follow EQT's announcement that it will form a
joint venture with Blackstone Credit & Insurance (BXCI) in which
EQT will contribute its regulated midstream assets and receive a
$3.5 billion contribution from BXCI. While Moody's view the
transaction as largely equity-like and the proceeds EQT will
receive from the JV transaction will be used to repay debt,
expected deleveraging following the Equitrans Midstream Corporation
acquisition earlier this year has lagged Moody's assumptions.
Despite generating asset sales proceeds at the high end of the
range of Moody's expectations, Moody's project that the high cash
distributions to BXCI and weaker than forecasted 2024 cash flow
(and the prospect for weaker than forecast 2025 cash flow, based on
Moody's $2.75/mcf NYMEX natural gas price assumption) will result
in 2025 retained cash flow/debt in the mid 30% range with interest
coverage of 7x to 8x. These measures are considerably weaker than
those of its Ba1 gas-focused peers, even when considering EQT's
added resilience stemming from its improved cost structure and
control over much of its gathering and transmission costs that it
achieved through acquiring EQM.
The review of EQT's ratings will focus on analyzing the timing and
magnitude of company's prospects for additional debt reduction and
leverage metric improvement and other actions the company can take
to support its Baa3 rating. Based on the information available,
Moody's anticipate that a potential downgrade would be limited to
Ba1.
The affirmation of EQM's ratings reflects the sizeable amount of
debt reduction the company will achieve through a $1.275 billion
tender of certain of its notes along with $900 million of other
note redemptions. These actions are expected to close around
year-end 2024 and follow debt repayment of about $1 billion around
the close of its acquisition by EQT. Moody's forecast EQM's pro
forma 2025 leverage to be in the 4.0x to 4.5x range. Following the
JV transaction and related debt reduction, EQM's stand-alone credit
profile comfortably supports its Ba2 rating with no rating uplift
from its ownership by EQT.
EQM's stable outlook reflects Moody's expectation that upon
completion of the announced tenders and redemptions, the bulk of
its deleveraging will have been completed. The outlook also
contemplates EQT will continue to operate and capitalize EQM in a
manner that maintains leverage below 5x.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF EQM'S
RATINGS
EQM's ratings could be upgraded if leverage is maintained below 4x
and EQT's senior unsecured rating is Ba1 or higher. Ratings would
likely be downgraded if leverage exceeds 5x or, though unlikely,
EQT's rating falls below Ba2.
Pittsburgh, PA-based EQT Corporation is a publicly traded
independent exploration and production company with operations
focused in the Appalachian Basin in the US.
EQM Midstream Partners, LP, an indirect wholly-owned subsidiary of
EQT Corporation, owns and operates interstate transmission and
gathering lines in southwestern Pennsylvania, West Virginia, and
southeastern Ohio.
The principal methodology used in rating EQT Corporation was
Independent Exploration and Production published in December 2022.
EXTREME RESIDENTIAL: Case Summary & 11 Unsecured Creditors
----------------------------------------------------------
Debtor: Extreme Residential S.E., Inc.
f/k/a Blue Horizon USA, Inc.
201 River Park North Drive
Woodstock, GA 30188
Chapter 11 Petition Date: December 5, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 24-62902
Judge: Hon. James R Sacca
Debtor's Counsel: Paul Reece Marr, Esq.
PAUL REECE MARR, P.C.
6075 Barfield Road, Suite 213
Sandy Springs, GA 30328-4402
Tel: (770) 984-2255
Fax: (678) 623-5109
E-mail: paul.marr@marrlegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by William R. Hires as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/BCJVMCQ/Extreme_Residential_SE_Inc__ganbke-24-62902__0001.0.pdf?mcid=tGE4TAMA
FIRSTBASE.IO INC: Gets OK to Use Cash Collateral Until Feb. 28
--------------------------------------------------------------
Firstbase.io, Inc. received interim approval from the U.S.
Bankruptcy Court for the Southern District of New York to use cash
collateral to fund its operations until Feb. 28 next year.
The interim order authorized the company to use its secured
creditors' cash collateral for the period from Nov. 12 to Feb. 28,
subject to a budget.
The secured creditors are Harbor Business Compliance Corp., CFT
Clear Finance Technology Corp. and Novel Growth Partners California
Investments, LLC. These creditors will be granted replacement liens
on the cash collateral to protect their interests.
Firstbase.io has entered into several agreements with CFT
concerning the purchase of future receivables, along with a Master
Financing Agreement with Novel. As of the petition date, the
company owes approximately $231,000 to CFT and $1 million to
Novel.
Meanwhile, Harbor holds a judgment against Firstbase.io for
approximately $27.9 million.
The final hearing is scheduled for Feb. 25.
About Firstbase.io Inc.
Firstbase.io, Inc. is a technology company that provides business
formation services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11647) with $1 million
to $10 million in assets and $10 million to $50 million in
liabilities.
Judge Lisa G. Beckerman oversees the case.
The Debtor is represented by Dawn Kirby, Esq., at Kirby Aisner &
Curley, LLP.
FREE SPEECH: Ethics Chief Suggests 30-Day Suspension for Jones Atty
-------------------------------------------------------------------
Aaron Keller of Law360 reports that the Connecticut's legal ethics
watchdog recommended a 30-day suspension for the lead attorney in
Alex Jones' Sandy Hook defamation trial, accusing them of directing
a subordinate to share victims' personal medical records with
Jones' legal team on Wednesday, December 4, 2024.
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.
FS INTERNATIONAL: Seeks to Hire Rodeo Realty as Real Estate Broker
------------------------------------------------------------------
FS International, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Rodeo Realty, Inc.
as broker.
The Debtor needs a broker to sell its property located at 2007 E.
Compton Blvd. and 112d N. Holly Avenue, Compton, California.
The broker will receive a commission of 2.5 percent of the
property's gross sale price.
Susan Hackett, an agent at Rodeo Realty, 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:
Susan L. Hackett
Rodeo Realty Inc.
202 N. Canon Drive
Beverly Hills, CA 90210
Telephone: (310) 633-1431
Email: susanlhackett@gmail.com
About FS International
FS International, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-12776) on October 1,
2024, listing up to $10 million in both assets and liabilities.
Judge Scott C. Clarkson oversees the cases.
Michael R. Totaro, Esq., serves as the Debtor's counsel.
FUEL FITNESS: Hutchens Represents 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 Fitness, 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 Fitness
Fuel Fitness, LLC, a company in Raleigh, N.C., filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr.
E.D.N.C. Case No. 24-03698) on Oct. 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, is the Debtor's legal
counsel.
GAUCHO GROUP: Seeks Approval to Hire CBIZ as Auditor
----------------------------------------------------
Gaucho Group Holdings, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ CBIZ, Inc. as
its auditor.
The firm will audit the Debtor's books, records and Securities and
Exchange Commission filings.
The firm will be paid at these hourly rates:
Partners $500 - $850
Directors/Managers $370 - $665
Supervisors $230 - $430
Staff Auditors $165 - $285
The Debtor seeks approval to pay CBIZ an advance retainer of
$25,000 by a non-debtor subsidiary, Gaucho Group Inc.
Mitchell Watt, a managing director at CBIZ, 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:
Mitchell Watt
CBIZ, Inc.
201 East Kennedy Boulevard, Suite 1500
Tampa, FL 33602
About Gaucho Group Holdings
Gaucho Group Holdings Inc operates as a holding company. The
Company, through its subsidiaries, provides luxury real estate and
consumer marketplace with collection of wine, hospitality, fashion
brands, and real estate holdings. Gaucho Group Holdings serves
customers in the United States and Argentina.
Gaucho Group Holdings Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fl. Case No. 24-21852) on
November 12, 2024, listing up $50 million in both assets and
liabilities.
Mancuso Law, PA serves as the Debtor's counsel.
GENERAL ENTERPRISE: Lowers Net Loss to $655K in Third Quarter
-------------------------------------------------------------
General Enterprise Ventures, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $655,238 on $107,042 of revenue for the three months
ended Sept. 30, 2024, compared to a net loss of $9.08 million on
$174,710 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 $5.08 million on $738,729 of revenue compared to a net
loss of $9.92 million on $258,660 of revenue for the same period
during the prior year.
As of Sept. 30, 2024, the Company had $4.95 million in total
assets, $2.11 million in total liabilities, and $2.83 million in
total stockholders' equity.
The Company has a working capital deficiency of $1,002,764 as of
Sept. 30, 2024. In addition, the Company has been dependent on
related parties to fund operations and has an amount owing to
related parties of $1,255,572 outstanding at September 30, 2024.
According to the Company, these conditions raise substantial doubt
about its ability to continue as a going concern within one year
after the date that the consolidated financial statements are
issued.
General Enterprise said, "Management recognizes that the Company
must obtain additional resources to successfully implement its
business plans. During the nine months ended September 30, 2024,
the Company completed financing from the issuance of Series C
preferred stock, convertible notes and relate party loans,
generating net proceeds of $1,079,189. However, the Company's
existing cash resources and income from operations are not expected
to provide sufficient funds to carry out the Company's operations
and business development through the next twelve (12) months.
"Management plans to continue to raise funds and complete an
Initial Public Offering (IPO) to support our operations in 2024 and
beyond. However, no assurances can be given that we will be
successful. If management is not able to timely and successfully
raise additional capital and/or complete an IPO, the implementation
of the Company's business plan, financial condition and results of
operations will be materially affected. These consolidated
financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts and
classification of liabilities that might be necessary should the
Company be unable 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/894556/000164033424001748/gevi_10q.htm
About General Enterprise
Headquartered in Cheyenne, WY, General Enterprise Ventures, Inc. is
an environmentally sustainable flame retardant and flame
suppression company for the residential home industry throughout
the United States and international markets. The Company acquired
Mighty Fire Breaker, LLC on April 13, 2022, and formed Mighty Fire
Breaker UK Ltd. on November 14, 2022. MFB owns 39 patents and
patents pending for environmentally sustainable flame retardant and
flame suppression technology. MFB's products are currently being
sold to fire departments in the State of California.
San Mateo, California-based WWC, P.C., the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 15, 2024, citing that the Company incurred substantial losses
during the year ended December 31, 2023. As of December 31, 2023,
the Company had a working capital deficit. Accordingly, these
factors give rise to substantial doubt that the Company will be
able to continue as a going concern. Management closely monitors
the Company's financial position and has prepared a plan that
addresses this substantial doubt.
GINGER FITNESS: Unsecureds to Split $350K via Quarterly Payments
----------------------------------------------------------------
Ginger Fitness & Rehabilitation, Inc., filed with the U.S.
Bankruptcy Court for the Middle District of Florida a Plan of
Reorganization dated November 5, 2024.
The Debtor owns and operates two physical therapy clinics in the
Tampa Bay area. The principal of the Debtor, Hoang C. Le, is a
Doctor of Physical Therapy; Dr. Le is the sole owner of Ginger
Fitness and Rehabilitation, Inc.
The Debtor currently operates from two locations: (1) 5035 E. Busch
Boulevard, Tampa, Florida; and (2) 27553 Cashford Circle, Wesley
Chapel, Florida. The Debtor leases its Busch Boulevard location and
subleases space to various tenants. The Debtor owns the Cashford
Circle location and also leases space to various tenants.
The Debtor's Plan will be funded through the current and future
income earned by the Debtor through its driving services,
occupational/physical therapy services, and rental income. The
Debtor proposes a reasonable Plan which is proposed in good faith
and not by any means forbidden by law.
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; eight classes
of secured claims; 1 class of general unsecured claims; and one
class of equity security holders. Unsecured creditors holding
allowed claims will receive a pro-rata share of their allowed claim
payable over five years. 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 10 consists of General Unsecured Creditors. The Debtor will
pay its projected net disposable income to claimants in this class
with allowed claims. The Debtor presently projects this amount to
be approximately $350,000. Creditors in this class will receive a
pro rata distribution of their claim, without interest, in twenty
equal quarterly distributions, with payments commencing on the
start of the calendar quarter immediately following the Effective
Date of Confirmation and continuing for a total of twenty
consecutive quarters. 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.
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 thirty-one days the
entry of the Confirmation Order, unless there is an objection to
claim pending at that time, in which the distribution shall be
final upon the entry of a final, non-appealable order on the
objection to claim.
Class 11 consists of Equity Security Holders of the Debtor. Equity
will retain ownership in the Debtor postconfirmation. No
distributions will be made to equity until such time as all
payments in Class 10 have been made.
Dr. Le 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 5,
2024 is available at https://urlcurt.com/u?l=Rw0BQA from
PacerMonitor.com at no charge.
Attorney for the 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
Email: Buddy@tampaesq.com
Email: Jonathan@tampaesq.com
Email: Heather@tampaesq.com
About Ginger Fitness and Rehabilitation
Ginger Fitness and Rehabilitation, Inc. owns and operates two
physical therapy clinics in the Tampa Bay area.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03754) on July 3,
2024, with $500,001 to $1 million in both assets and liabilities.
Judge Roberta A. Colton presides over the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A., is the Debtor's legal
counsel.
GLASS MANAGEMENT: Hires Allocco Miller & Cahill as Labor Counsel
----------------------------------------------------------------
Glass Management Services, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Allocco, Miller & Cahill, PC as special labor counsel.
The Debtor requires a special labor counsel to render legal
services in connection with labor union and related fringe benefit
fund matters.
The firm will be compensated at these hourly rates:
Todd Miller, Partner $375
Kathleen Cahill Partner $375
Mr. Miller 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:
Todd A. Miller, Esq.
Allocco, Miller & Cahill PC
3409 N Paulina St.
Chicago, IL 60657
Telephone: (773) 868-4841
About Glass Management
Glass Management Services, Inc. is a construction contractor based
in Illinois, specializing in glazing services. Established with a
focus on high-profile projects, the company has been involved in
significant developments, including the Obama Presidential Library,
Terminal 5 at O'Hare Airport, and multiple Chicago Public Schools
and CTA transit stations.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-14036) with
$3,029,997 in assets and $11,989,444 in liabilities. Ernest B.
Edwards, president, signed the petition.
Hon. Janet S. Baer presides the case.
The Debtor tapped David P. Leibowitz, Esq., at Leibowitz, Hiltz &
Zanzig, LLC as legal counsel and Todd A. Miller, Esq., at Allocco,
Miller & Cahill, PC as special labor counsel.
GLOBAL MEDICAL: Moody's Alters Outlook on 'B3' CFR to Positive
--------------------------------------------------------------
Moody's Ratings affirmed the ratings of Global Medical Response,
Inc. (GMR), including its B3 corporate family rating and B3-PD
probability of default rating. At the same time, Moody's affirmed
the B3 ratings on the senior secured first lien term loan and
senior secured notes due 2028 and Caa2 ratings on the senior
secured first lien term loan and senior unsecured notes due 2025.
The outlook was revised to positive from stable.
The rating action reflects Moody's expectation that GMR will
continue to maintain leverage below 5.5x over the next 12 to 18
months. Moody's expect GMR's leverage reduction to be supported by
mid-single-digit revenue and earnings growth from a stronger net
revenue per transport and mix shift toward higher acuity services.
Additionally, Moody's expect GMR will maintain good liquidity,
underpinned by positive free cash flow.
RATINGS RATIONALE
GMR's B3 CFR reflects the company's high financial leverage.
Moody's expect the company's debt/EBITDA to remain around 5.0x
times range over the next 12 to 18 months. The rating is
constrained by GMR's exposure to weather fluctuations in the air
medical transport business, certain labor pressures, and continued
uncertainty surrounding reimbursement rates. The rating is also
constrained by headline risk, with multiple fatal aviation
accidents in the past 18 months.
The rating benefits from the company's scale and leading position
as a provider of pre-hospital healthcare services, including
medical transportation, in the United States. The company also
benefits from significant diversification by geography, payor and
service lines, as well as growing predictability of revenues from
increasingly in-network commercial payor sources.
Moody's expect GMR to maintain good liquidity over the next 12 to
18 months, supported by $144 million of cash as of September 30,
2024. Moody's expect that the company's annual free cash flow will
be approximately $50 to $70 million over the next 12 to 18 months
and that cash flow generation will be sufficient to cover the
company's basic obligations. Liquidity is also supported by a $700
million asset-based revolving credit facility that is undrawn as of
September 30, 2024 with $516 million of available borrowing
capacity after letters of credit. The ABL facility has a springing
minimum fixed charge coverage covenant, which Moody's do not expect
the company to trigger or violate over the next 12 to 18 months.
Alternate liquidity is limited as the majority of assets are
encumbered by bank credit facilities.
The positive outlook reflects Moody's expectation that GMR will
continue to grow organically and to improve earnings, while
maintaining leverage below 5.5x and good liquidity.
GMR's CIS-4 indicates that the rating is lower than it would have
been if ESG risk exposures did not exist. Governance risk
considerations include the company's aggressive financial policies
including a history of operating with high financial leverage and a
distressed exchange transaction. Social risk considerations include
exposure to human capital and the company's susceptibility to labor
shortages with pilots, EMTs, paramedics, and nurses. GMR also has
exposure to health and safety risks, as the company must maintain a
strong safety track record with both its employees and patients
while operating under difficult conditions at times.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company sustains its earnings'
growth and profitability, cash flows and interest coverage.
Quantitatively, the ratings could be upgraded if debt-to-EBITDA is
sustained below 5.5 times on a Moody's Ratings adjusted basis.
GMR's ratings could be downgraded if the company's liquidity
weakens, evident with sustained negative free cash flow. The
ratings could be downgraded if the company experiences a material
deterioration in operating performance, EBITDA, and earnings
quality. Ratings could be downgraded if reimbursement pressures
exceed Moody's expectations. Ratings could also be downgraded if
the company exhibits aggressive financial policies, such as large
debt-funded acquisitions or shareholder distributions.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Global Medical Response, Inc. provides air, ground, specialty and
residential fire services, and managed medical transportation
through its wholly-owned subsidiaries -- Air Medical Group Holdings
LLC and AMR Holdco, Inc. GMR has been a portfolio company of
sponsor Kohlberg Kravis Roberts & Co. (KKR) since 2015. The company
generated about $5.9 billion of revenue for the last twelve months
ended September 30, 2024.
GREELEY FLATS: Gets Court Nod to Use Cash Collateral
----------------------------------------------------
Judge Kimberley Tyson of the U.S. Bankruptcy Court for the District
of Colorado signed a stipulation and agreed order, allowing Greeley
Flats, DST to use the cash collateral of Fannie Mae.
Fannie Mae is Greeley's senior lender. Prior to the petition date,
Greeley and Fannie Mae, as assignee, entered into a Multifamily
Note, Multifamily Loan and Security Agreement, and Multifamily Deed
of Trust, Assignment of Leases and Rents, Security Agreement and
Fixture Filing dated as of April 6, 2018.
Pursuant to the Loan Documents, Greeley incurred loan obligations
in favor of Fannie Mae. Based on the proof of claim filed by Fannie
Mae, as of the Petition Date, the Secured Obligations owed to
Fannie Mae totaled no less than $15.8 million.
As security for the Secured Obligations, Greeley granted to Fannie
Mae a first-priority valid, perfected and enforceable security
interest against the Property and, among other things, all
improvements, insurance proceeds, earnings, accounts receivable,
and rents related to the same.
All of Greeley's cash constitute cash collateral of Fannie Mae.
Prior to the appointment of the Trustee, Fannie Mae, Greeley and
Greeley Flats Investors, LLC agreed that Greeley may use cash
collateral on an interim and final basis.
Since the Trustee's appointment, the Trustee and Fannie Mae have
remained in regular communication regarding the use of cash
collateral and the Trustee has continued to use cash collateral
with the express consent of Fannie Mae.
The Trustee intends to continue Greeley's business operations
during the pendency of the chapter 11 case while seeking a sale of
the Property and business operations as a going concern. To
continue the business operations, make necessary repairs to the
Property to maximize the value of the Property and business as
going concerns, and ensure the fullest possible return to
creditors, the Trustee needs to continue to use the cash
collateral.
While under the Stipulated Order Fannie Mae agreed to interest-only
payments for the Trustee's use of cash collateral, the Trustee has
agreed to provide adequate protection for Fannie Mae's interest in
the cash collateral.
About Greeley
Flats
Greeley Flats, DST, filed a Chapter 11 bankruptcy petition (Bankr.
D. Colo. Case No. 24-11573) on April 3, 2024. At the time of
filing, the Debtor disclosed up to $50 million in both assets and
liabilities.
Judge Kimberley H. Tyson oversees the case.
The Debtor tapped Tucker Ellis LLP as counsel.
On September 23, 2024, the Court appointed Bryan Perkinson as the
Chapter 11 trustee in this bankruptcy case.
GREGG'S 2.0: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
Gregg's 2.0 Mexican, LLC received interim approval the U.S.
Bankruptcy Court for the Middle District of Georgia, Macon
Division, to use cash collateral.
The Debtor requires the use of cash collateral to manage and pay
expenses required for the continued operation of its restaurant in
Warner Robins, Georgia.
Parkview Advance, LLC and U.S. Foods, Inc. assert an interest in
the Debtor's cash collateral.
The Debtor asserts that the interest of Parkview and U.S. Foods in
the cash collateral are adequately protected, as its continued use
is necessary for the debtor to propose a feasible plan.
About Gregg's 2.0 Mexican, LLC
Gregg's 2.0 Mexican, LLC operates a restaurant in Warner Robins,
Georgia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Ga. Case No. 24-51758-RMM) on November
22, 2024. In the petition signed by Valerie Pace, managing member,
the Debtor disclosed up to $50,000 in assets and up to $100,000 in
liabilities.
Calvin L. Jackson, Esq., at Calvin L. Jackson, P.C., represents the
Debtor as legal counsel.
GRISTONE BIO: Committee Hires FTI Consulting as Financial Advisor
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Gristone Bio, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ FTI
Consulting, Inc. as financial advisor.
The firm will render these services:
(a) assist in the review of financial related disclosures
required by the court;
(b) assist in the preparation of analyses required to assess
any proposed debtor-in-possession (DIP) financing or use of cash
collateral;
(c) assist with the assessment and monitoring of the Debtor's
short term cash flow, liquidity, and operating results;
(d) assist with the review of the Debtor's proposed employee
compensation and benefits programs;
(e) assist with the review of the Debtor's potential
disposition or liquidation of both core and non-core assets;
(f) assist with the review of the Debtor's cost/benefit
analysis with respect to the affirmation or rejection of various
executory contracts and leases;
(g) assist with the review of the Debtor's identification of
potential cost savings;
(h) assist with review of any tax issues associated with;
(i) assist in the review of the claims reconciliation and
estimation process;
(j) assist in the review of other financial information
prepared by the Debtor;
(k) attend at meetings and assistance in discussions with the
Debtor, potential investors, banks, other secured lenders, the
committee and any other official committees organized in this
Chapter 11 proceeding, the U.S. Trustee, other parties in interest
and professionals hired by the same, as requested;
(l) assist in the review and/or preparation of information and
analysis necessary for the confirmation of a plan and related
disclosure statement in this Chapter 11 proceeding;
(m) assist in the evaluation and analysis of avoidance
actions, including fraudulent conveyances and preferential
transfers;
(n) assist in the prosecution of committee
responses/objections to the Debtor's motions; and
(o) render such other general business consulting or such
other assistance as the committee or its counsel may deem necessary
that are consistent with the role of a financial advisor and not
duplicative of services provided by other professionals in this
proceeding.
The firm will be paid at these hourly rates:
Senior Managing Directors $1,225 -
$1,525
Directors/Senior Directors/Managing Directors $910 -
$1,115
Consultants/Senior Consultants $515 - $820
Administrative/Paraprofessionals $355 - $385
In addition, the firm will seek reimbursement for expenses
incurred.
Conor Tully, a member at FTI Consulting, 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:
Conor P. Tully
FTI Consulting Inc.
4835 East Cactus Road, Suite 230
Scottsdale, AZ 85254
About Gritstone bio Inc.
Gritstone bio is developing next-generation vaccines for cancer and
infectious disease. Gritstone's approach seeks to generate potent
and durable immune responses by leveraging insights into the immune
system's ability to recognize and destroy diseased ells by
targeting select antigens.
Gritstone bio Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12305) on October 10,
2024. In the petition filed by Celia Economides, chief financial
officer, the Debtor reports total assets as of August 31, 2024
amounting to $124,885,479 and total debts as of August 31, 2024
amounting to $40,000,000.
The Honorable Bankruptcy Judge Karen B. Owens handles the case.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel; Pricewaterhousecoopers LLP as financial advisor; and
Raymond James & Associates, Inc., as investment banker. Fenwick &
West LLP is the corporate counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors appointed in this Chapter 11 case. The committee tapped
ArentFox Schiff LLP as counsel, Potter Anderson & Corroon LLP as
Delaware counsel, and FTI Consulting, Inc. as financial advisor.
GRISTONE BIO: Committee Seeks to Hire ArentFox Schiff as Counsel
----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Gristone bio, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ ArentFox
Schiff LLP as counsel.
The firm will render these services:
(a) advise the committee of its rights, duties, and powers in
this Chapter 11 case;
(b) assist, advise, and represent the committee in its
consultation with the Debtor relative to the administration of this
Chapter 11 case;
(c) assist, advise, and represent the committee in analyzing
the Debtor's assets and liabilities, investigating the extent and
validity of liens and participating in and reviewing any proposed
asset sales or dispositions;
(d) attend meetings and negotiate with the representatives of
the Debtor and secured creditors and other parties-in-interest;
(e) assist and advise the committee in its examination,
investigation, and analysis of the conduct of the Debtor's
affairs;
(f) assist the committee in the review, analysis, and
negotiation of any plan of reorganization or liquidation that may
be filed and to assist the Committee in the review, analysis, and
negotiation of the disclosure statement accompanying any plan of
reorganization or liquidation;
(g) assist the committee in the review, analysis, and
negotiation of any financing or funding agreements;
(h) take all necessary actions to protect and preserve the
interests of unsecured creditors;
(i) generally prepare on behalf of the committee all necessary
legal papers;
(j) appear, as appropriate, before this court, the appellate
courts, and other courts in which matters may be heard and to
protect the interests of the committee before said courts and the
United States Trustee;
(k) perform such other legal services as may be required or
deemed to be in the interests of the committee; and
(l) perform all other necessary legal services in this Chapter
11 case.
The firm will be paid at these hourly rates:
Partners $735 - $1,345
Of Counsel $680 - $1,265
Associates $550 - $805
Paraprofessionals $215 - $470
In addition, the firm will seek reimbursement for expenses
incurred.
Andrew Silfen, Esq., an attorney at ArentFox Schiff, also provided
the following in response to the request for additional information
set forth in Section D of the Revised U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Answer: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Answer: Not applicable.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Answer: ArentFox Schiff expects to develop, and the committee
intends to review a prospective budget and staffing plan to
reasonably comply with the U.S. Trustee's request for information
and additional disclosures, as to which we reserve all rights.
Mr. Silfen 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:
Andrew Silfen, Esq.
ArentFox Schiff LLP
1717 K. St. NW
Washington, DC 20006
Telephone: (202) 857-6000
About Gritstone bio Inc.
Gritstone bio is developing next-generation vaccines for cancer and
infectious disease. Gritstone's approach seeks to generate potent
and durable immune responses by leveraging insights into the immune
system's ability to recognize and destroy diseased ells by
targeting select antigens.
Gritstone bio Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12305) on October 10,
2024. In the petition filed by Celia Economides, chief financial
officer, the Debtor reports total assets as of August 31, 2024
amounting to $124,885,479 and total debts as of August 31, 2024
amounting to $40,000,000.
The Honorable Bankruptcy Judge Karen B. Owens handles the case.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel; Pricewaterhousecoopers LLP as financial advisor; and
Raymond James & Associates, Inc., as investment banker. Fenwick &
West LLP is the corporate counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors appointed in this Chapter 11 case. The committee tapped
ArentFox Schiff LLP as counsel, Potter Anderson & Corroon LLP as
Delaware counsel, and FTI Consulting, Inc. as financial advisor.
GRISTONE BIO: Committee Taps Potter Anderson & Corroon as Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Gristone bio, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Potter
Anderson & Corroon LLP as its Delaware counsel.
The firm will render these services:
(a) provide legal advice regarding local rules, practices, and
procedures and provide substantive and strategic advice on how to
accomplish committee goals, bearing in mind that the Delaware
Bankruptcy Court relies on Delaware counsel such as Potter Anderson
to be involved in all aspects of each bankruptcy proceeding;
(b) draft, review, and comment on drafts of documents to
ensure compliance with the Local Rules, local practices, and local
procedures;
(c) draft, file and service documents, as requested by
ArentFox and/or the committee;
(d) prepare certificates of no objection, certifications of
counsel, and notices of fee applications;
(e) print documents and plead for hearings, and prepare
binders of documents and plead for hearings;
(f) appear in court and at any meetings of creditors on behalf
of the committee in its capacity as Delaware counsel with
ArentFox;
(g) monitor the dockets in this Chapter 11 case for filings
and coordinate with ArentFox on pending matters that may need
responses;
(h) participate in calls with the committee;
(i) provide additional administrative support to ArentFox, as
requested; and
(j) take on any additional tasks or projects the committee may
assign.
The hourly rates of the firm's counsel are as follows:
Partners $850 - $1,075
Associates $495 - $680
Paarprofessionals $360
In addition, the firm will seek reimbursement for expenses
incurred.
Christopher Samis, Esq., a partner at Potter Anderson & Corroon,
also provided the following in response to the request for
additional information set forth in Section D of the Revised U.S.
Trustee Guidelines:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Answer: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Answer: Potter Anderson did not represent the committee in the
12 months prepetition. Potter Anderson may represent in the future
certain committee members and/or their affiliates in their
capacities as members of official committees in other Chapter 11
cases or individually in matters wholly unrelated to this Chapter
11 case.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Answer: Potter Anderson expects to develop a budget and
staffing plan to reasonably comply with the U.S. Trustee's request
for information and additional disclosures, as to which Potter
Anderson reserves all rights. The committee has approved Potter
Anderson's proposed hourly billing rates.
Mr. Samis 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:
Christopher Samis, Esq.
Potter Anderson & Corroon LLP
1313 N. Market St. 6th Fl.
Wilmington, DE 19801
Telephone: (302) 984-6000
About Gritstone bio Inc.
Gritstone bio is developing next-generation vaccines for cancer and
infectious disease. Gritstone's approach seeks to generate potent
and durable immune responses by leveraging insights into the immune
system's ability to recognize and destroy diseased ells by
targeting select antigens.
Gritstone bio Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12305) on October 10,
2024. In the petition filed by Celia Economides, chief financial
officer, the Debtor reports total assets as of August 31, 2024
amounting to $124,885,479 and total debts as of August 31, 2024
amounting to $40,000,000.
The Honorable Bankruptcy Judge Karen B. Owens handles the case.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel; Pricewaterhousecoopers LLP as financial advisor; and
Raymond James & Associates, Inc., as investment banker. Fenwick &
West LLP is the corporate counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors appointed in this Chapter 11 case. The committee tapped
ArentFox Schiff LLP as counsel, Potter Anderson & Corroon LLP as
Delaware counsel, and FTI Consulting, Inc. as financial advisor.
H-FOOD HOLDINGS: Gibson Dunn & Howley Represent Ad Hoc Group
------------------------------------------------------------
In the Chapter 11 cases of H-Food Holdings, LLC, and affiliates,
the Ad Hoc Group filed a verified statement pursuant to Rule 2019
of the Federal Rules of Bankruptcy Procedure.
On or around August 2022, the Ad Hoc Group (as comprised from time
to time) was formed and retained attorneys currently affiliated
with Gibson, Dunn & Crutcher LLP to represent it as counsel in
connection with a potential restructuring of the outstanding debt
obligations of the Debtors.
Subsequently, in November 2024, Gibson Dunn contacted Howley Law
PLLC to serve as Texas co-counsel to the Ad Hoc First Lien Group.
Gibson Dunn and Howley represent the Ad Hoc Group, comprised of the
beneficial holders or the investment advisors or managers for
certain beneficial holders in their capacities as lenders under
that certain Credit Agreement (as amended, restated, amended and
restated, supplemented, or otherwise modified from time to time,
the "First Lien Credit Agreement"), dated as of May 23, 2018, by
and among H-Food Holdings, LLC, as U.S. Borrower, Matterhorn Buyer,
LLC, as Holdings, Goldman Sachs Lending Partners LLC, as
Administrative Agent, the Guarantors party thereto from time to
time (each as defined in the First Lien Credit Agreement), and the
lenders party thereto from time to time.
Gibson Dunn and Howley do not represent or purport to represent any
other entities in connection with the Debtors' chapter 11 cases.
Gibson Dunn and Howley do not represent the Ad Hoc Group as a
“committee” and do not undertake to represent the interests of,
and are not fiduciaries for, any creditor, party in interest, or
other entity that has not signed a retention agreement with Gibson
Dunn.
In addition, the Ad Hoc Group does not represent or purport to
represent any other entities in connection with the Debtors'
chapter 11 cases. Each member of the Ad Hoc Group does not
represent the interests of, nor act as a fiduciary for, any person
or entity other than itself in connection with the Debtors' chapter
11 cases.
The Ad Hoc Group Members' address and the nature and amount of
disclosable economic interests held in relation to the Debtors are:
1. Altai Gate Sarl
100 West Putnam Avenue
Greenwich, CT 06830
* First Lien Term Loans ($27,782.11)
2. Antares Holdings LP and funds or accounts managed, advised, or
subadvised by Antares Capital
Advisers LLC
100 King Street West, Suite 2920
Toronto, ON M5X 1E3 Canada
* Revolving Loans ($24,392,750.00)
* First Lien Term Loans ($164,959,911.07)
3. Apollo Capital Management, L.P.
9 West 57th Street, 41st Floor
New York, NY 10019
* Revolving Loans ($36,842,298.67)
* First Lien Term Loans ($335,484,841.91)
4. Ashton Gate Sarl
100 West Putnam Avenue
Greenwich, CT 06830
* First Lien Term Loans ($60,959.11)
5. Bank of America, N.A.
150 N. College St.,
Charlotte, NC 28255
* First Lien Term Loans ($19,532,484.78)
6. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
or controlled by Blackrock Financial Management, Inc., or an
affiliate thereof
50 Hudson Yards
New York, NY 10001
* First Lien Term Loans ($6,390,341.00)
7. Capital Four US Inc.
280 Park Avenue, 43rd Floor
New York, NY 10017
* First Lien Term Loans ($4,981,666.00)
8. Caspian Capital LP
10 East 53rd Street, 35th Floor
New York, NY 10022
* First Lien Term Loans ($76,702,805.57)
9. CastleKnight Management LP
888 Seventh Avenue, 24th Floor
New York, NY 10019
* First Lien Term Loans ($11,896,041.00)
* Senior Unsecured Notes ($20,000,000.00)
10. DoubleLine Capital LP
2002 N. Tampa Street, Suite 200
Tampa, FL 33602
* First Lien Term Loans ($7,026,174.00)
* Senior Unsecured Notes ($5,390,000.00)
11. Elmwood Asset Management LLC
575 5th Avenue, 34th Floor
New York, NY 10017
* First Lien Term Loans ($41,627,977.00)
12. Funds managed by Hein Park Capital Management LP c/o Hein Park
Capital Management
888 Seventh Avenue, 41st Floor
New York, NY 10019
* First Lien Term Loans ($123,324,754.17)
13. Ivy Hill Asset Management, L.P.
245 Park Avenue, 44th Floor
New York, NY 10167
* First Lien Term Loans ($129,285,558.91)
14. Jefferies Finance LLC
520 Madison Avenue
New York, NY 10022
* Revolving Loans ($16,876,750.00)
* First Lien Term Loans ($29,146,933.40)
15. Kellynch Park Sarl
100 West Putnam Avenue
Greenwich, CT 06830
* First Lien Term Loans ($5,572.33)
16. Knighthead Capital Management, LLC, on behalf of its managed or
advised funds and accounts
280 Park Avenue, 22nd Floor New
York, NY 10017
* First Lien Term Loans ($34,000,000.00)
17. LSF12 Credit Holdings, LLC
6688 North Central Expressway,
Suite 1600 Dallas, TX 75206
* First Lien Term Loans ($939,700.74)
18. Marathon Asset Management LP, in its capacity as investment
manager for certain funds and
accounts
1 Bryant Park, 38th Floor
New York, NY 10036
* Revolving Loans ($40,000,000.00)
* First Lien Term Loans ($115,626,992.05)
19. Nuveen Asset Management, LLC
8625 Andrew Carnegie Blvd.
Charlotte, NC 28262
* First Lien Term Loans ($47,940,557.80)
20. Oaktree Capital Management, L.P., in its capacity as investment
manager for certain funds and
accounts
333 South Grand Avenue, 28th Floor
Los Angeles, CA 90071
* First Lien Term Loans ($255,652,072.99)
21. Pecan Willow, Ltd.
190 Elgin Avenue
George Town Cayman DY1-90
* Revolving Loans ($15,687,500.00)
* First Lien Term Loans ($104,779,095.85)
22. Polar Multi-Strategy Master Fund
94 Solaris Avenue Camana Bay P.O. Box 1348
Grand Cayman KY1-1108, Cayman Islands
* First Lien Term Loans ($49,418,284.48)
23. Rockford Tower Capital Management, on behalf of certain of its
affiliated entities
299 Park Ave, 40th Floor
New York, NY 10171
* First Lien Term Loans ($17,385,737.51)
24. Sound Point Capital Management, LP
375 Park Ave, 33rd Floor
New York, NY 10152
* First Lien Term Loans ($19,620,000.00)
25. Summit House Capital Management, LLC
8235 Douglas Ave, Suite 395
Dallas, TX 75225
* First Lien Term Loans ($29,156,140.32)
26. TCW Asset Management Company LLC
515 South Flower Street
Los Angeles, CA 90071
* Senior Unsecured Notes ($10,179,000.00)
27. Värde Partners, Inc.
520 Madison Avenue, 34th Floor
New York, NY 10022
* First Lien Term Loans ($117,686,639.75)
Attorneys for the Ad Hoc Group:
HOWLEY LAW PLLC
Tom Howley, Esq.
Eric Terry, Esq.
700 Louisiana Street, Suite 4545
Houston, TX 77002
Telephone: 713-333-9125
E-mail: tom@howley-law.com
E-mail: eric@howley-law.com
- and -
Scott J. Greenberg, Esq.
Matthew J. Williams, Esq.
Joshua Brody, Esq.
GIBSON, DUNN & CRUTCHER LLP
200 Park Avenue
New York, New York 10166
Telephone: 212-351-4000
Facsimile: 212-351-4035
Email: sgreenberg@gibsondunn.com
Email: mjwilliams@gibsondunn.com
Email: jbrody@gibsondunn.com
About H-Food Holdings LLC
H-Food Holdings LLC, formerly known as Matterhorn Merger Sub, 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 sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90586) on Nov.
22, 2024. In the petition filed by Robert M. Caruso, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $1 billion and $10 billion each.
Judge Alfredo R. Perez presides over the case.
The Debtors tapped ROPES & GRAY LLP as general bankruptcy counsel;
PORTER HEDGES LLP as co-bankruptcy counsel; EVERCORE GROUP LLC as
investment banker; and ALVAREZ & MARSAL NORTH AMERICA, LLC as
financial advisor.
H-FOOD HOLDINGS: Moody's Cuts CFR to Ca Following Chapter 11 Filing
-------------------------------------------------------------------
Moody's Ratings downgraded H-Food Holdings, LLC's ("Hearthside")
Corporate Family Rating to Ca from Caa3 and Probability of Default
Rating to D-PD from Caa3-PD. At the same time, Moody's affirmed the
Caa3 ratings on Hearthside's senior secured first lien revolving
credit facility and senior secured first lien term loans.
Additionally, Moody's affirmed the C rating on Hearthside's senior
unsecured global notes. The outlook remains negative.
These actions follow Hearthside's announcement on November 22, 2024
that the company initiated Chapter 11 proceedings in the US
Bankruptcy Court of the Southern District of Texas.
RATINGS RATIONALE
Hearthside had an unsustainable capital structure including high
leverage and negative free cash flow that left the company with
limited financial flexibility. The restructuring allows Hearthside
to eliminate $1.9 billion in debt and receive $200 million in new
equity. The company's Chapter 11 filing resulted in the downgrade
of Hearthside's CFR to Ca and PDR to D-PD. The downgrade of the CFR
to Ca reflects the default and a continuation of Moody's
expectation for an average family recovery for debt holders. The
ratings on the company's senior secured first lien revolver, term
loan, and senior unsecured notes reflect Moody's view on potential
recoveries. Subsequent to the rating action, Moody's will withdraw
all the ratings of H-Food Holdings, LLC.
The negative outlook reflects that recovery values could weaken if
the company is unable to stabilize operating performance.
The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.
H-Food Holdings, LLC (Hearthside) is a contract manufacturer and
packager of packaged food products in North America and to a lesser
extent Europe. Primary product categories include refrigerated and
frozen foods, bars and components, baked goods and packaging.
Revenue in the LTM period ended June 30, 2024 was $3.5 billion.
Hearthside is owned by an investment group led by Charlesbank
Capital Partners and Partners Group following an April 2018
leveraged buyout.
H-FOOD HOLDINGS: Proskauer & Gray Reed Advise Second Lien Claimants
-------------------------------------------------------------------
In the Chapter 11 cases of H-Food Holdings, LLC, and affiliates,
the Ad Hoc Group of Second Lien Claimants filed a verified
statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure.
On or around August 2018, the Ad Hoc Group of Second Lien Claimants
retained Proskauer Rose LLP to represent them in connection with
certain financing matters. That representation has extended to
these chapter 11 cases. In November 2024, the Ad Hoc Group of
Second Lien Claimants retained Gray Reed & McGraw LLP to serve as
local counsel with respect to the Chapter 11 Cases and all related
matters.
The members of the Ad Hoc Group of Second Lien Claimants are
holders of the Debtors' second lien loans under that certain Second
Lien Credit Agreement, dated as of November 25, 2018, between
Matterhorn Buyer, LLC, as holdings, H-Food Holdings, LLC, as the
borrower, Ares Capital Corporation, as administrative agent and
collateral agent, and the lenders party thereto (as amended,
restated, supplemented, or otherwise modified from time to time).
Certain members of the Ad Hoc Group of Second Lien Claimants are
also holders of the Debtors' first lien loans under that certain
Credit Agreement, dated as of May 23, 2018, between H-Food
Holdings, LLC, as the U.S. borrower, Hearthside Bidco B.V., as the
Dutch borrower, Matterhorn Buyer, LLC, as holdings, Goldman Sachs
Lending Partners LLC, as administrative agent and collateral agent,
and the lenders party thereto (as amended, restated, supplemented,
or otherwise modified from time to time). Additionally, certain
members of the Ad Hoc Group of Second Lien Claimants also hold
equity interests in certain of the Debtors.
The Ad Hoc Group of Second Lien Claimants' address and the nature
and amount of disclosable economic interests held in relation to
the Debtors are:
1. Ares Capital Corporation
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($27,842,999.56)
* Second Lien Term Loans ($73,029,907.09)
2. Ares Centre Street Partnership, L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($1,319,548.29)
* Second Lien Term Loans ($500,000.00)
* Equity Interests (50 Common Shares)
3. Ares Credit Strategies Insurance Dedicated Fund Series Interests
of The Sali Multi-Series Fund,
L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($251,188.46)
* Second Lien Term Loans ($360,323.12)
* Equity Interests (50 Common Shares)
4. Ares ND Credit Strategies Fund LLC
245 Park Avenue 44th Floor
New York, NY 10167
* Equity Interests (50 Common Shares)
5. Ares European Credit Strategies Fund VIII (BUMA), L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($53,448.13)
* Second Lien Term Loans ($251,889.81)
6. Ares ND CSF Holdings LLC
245 Park Avenue 44th Floo
New York, NY 10167
* First Lien Term Loans ($409,199.25)
* Second Lien Term Loans ($642,823.56)
7. Ares Private Credit Solutions (Cayman), LTD.
245 Park Avenue 44th Floor
New York, NY 10167
* Second Lien Term Loans ($42,071,521.54)
* Equity Interests (4,208 Common Shares)
8. Ares Private Credit Solutions, L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($334.36)
* Second Lien Term Loans ($23,142,534.88)
* Equity Interests (2,314 Common Shares)
9. Ares Senior Direct Lending Master Fund Designated Activity
Company
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($164,330.66)
* Second Lien Term Loans ($707.72)
10. Ares Senior Direct Lending Parallel Fund (L), L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($28,781.08)
* Second Lien Term Loans ($125.41)
11. Ares Senior Direct Lending Parallel Fund (U) B, L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($178,218.93)
* Second Lien Term Loans ($60.66)
12. Ares Senior Direct Lending Parallel Fund (U), L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($312,702.05)
* Second Lien Term Loans ($106.21)
13. ARCC HS LLC
245 Park Avenue 44th Floor
New York, NY 10167
* Equity Interests (5,827 Common Shares)
14. ARES SDL HS Holdings LLC
245 Park Avenue 44th Floor
New York, NY 10167
* Equity Interests (1 Common Share)
15. AG Credit Strategies Fund
245 Park Avenue 44th Floo
New York, NY 10167
* First Lien Term Loans ($5,704,992.20)
16. AN Credit Strategies Fund, L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($616,840.04)
17. AO Middle Market Credit Financing L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($5,729,758.70)
18. Ares CSIDF Holdings LLC
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($143,720.02)
19. Ares Diversified Credit Strategies Fund (S), L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($1,085,134.13)
20. Ares Diversified Credit Strategies Fund II (IM), L.P.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($2,039,854.10)
21. Ares PCS Holdings Inc.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($608.04)
22. Bowhead IMC LP
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($1,252,088.28)
23. Chubb DL (Federal Insurance Company)
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($759,035.17)
24. Crestline Denali CLO XIV, Ltd.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($1,413,750.00)
25. Crestline Denali CLO XV, Ltd.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($909,537.15)
26. Crestline Denali CLO XVII, Ltd.
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($633,573.78)
27. Denali Capital CLO XII, Ltd.
245 Park Avenue 44th Floor
New York, NY 1016
* First Lien Term Loans ($190,300.04)
28. SA Real Assets 20 Limited
245 Park Avenue 44th Floor
New York, NY 10167
* $5,380,235.50
29. SDL Finance 1 LP
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($1,916,649.92)
30. SDL Finance 2 LP
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($339,644.34)
31. Swiss Reinsurance America Corporation
245 Park Avenue 44th Floor
New York, NY 10167
* First Lien Term Loans ($4,485,807.53)
32. Blue Owl Capital Corporation
399 Park Avenue 37th Floor
New York, NY 1002
* Second Lien Term Loans ($121,800,000.00)
* Equity Interests (10,875 Common Shares)
33. Blue Owl Capital Corporation II
399 Park Avenue 37th Floor
New York, NY 10022
* Second Lien Term Loans ($18,200,000.00)
* Equity Interests (1,625 Common Shares)
Counsel to the Ad Hoc Group:
GRAY REED
Jason S. Brookner, Esq.
1300 Post Oak Blvd., Suite 2000
Houston, Texas 77056
Telephone: (713) 986-7000
Facsimile: (713) 986-7100
Email: jbrookner@grayreed.com
- and -
PROSKAUER ROSE LLP
David M. Hillman, Esq.
Vincent Indelicato, Esq.
Matthew R. Koch, Esq.
Eleven Times Square
New York, NY 10036-8299
Telephone: (212) 969-3000
Facsimile: (212) 969-2900
Email: dhillman@proskauer.com
vindelicato@proskauer.com
mkoch@proskauer.com
About H-Food Holdings LLC
H-Food Holdings LLC, formerly known as Matterhorn Merger Sub, 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 sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90586) on Nov.
22, 2024. In the petition filed by Robert M. Caruso, as chief
restructuring officer, the Debtor estimated assets and liabilities
between $1 billion and $10 billion each.
Judge Alfredo R. Perez presides over the case.
The Debtors tapped ROPES & GRAY LLP as general bankruptcy counsel;
PORTER HEDGES LLP as co-bankruptcy counsel; EVERCORE GROUP LLC as
investment banker; and ALVAREZ & MARSAL NORTH AMERICA, LLC as
financial advisor.
HAWTHORNE FOOD: Seeks to Tap Wyse Advisors as Financial Advisors
----------------------------------------------------------------
Hawthorne Food Company seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to employ Wyse Advisors,
LLC as financial advisor.
The firm will provide these services:
(a) manage liquidity;
(b) support management team and its advisors develop and
assess strategic alternatives;
(c) manage the advisors who are assisting the Debtor in its
exploration of strategic alternatives or who are working for the
Debtor's stakeholders;
(d) prepare and approve budgets and cash forecasts and
evaluate variances thereto, as required by the Debtor's lenders;
(e) provide support to the Debtor's finance function;
(f) develop the Debtor's revised business plan and such other
related forecasts as may be required by its lenders in connection
with negotiations or by it for other corporate purposes;
(g) design, negotiate and implement a restructuring strategy
designed to maximize enterprise value;
(h) create and communicare diligence materials and manage the
flow of information to potential acquirers in connection a
potential sale of its assets;
(i) identify, preserve, collect, process, host and produce
electronically store information;
(j) consult regarding information management; and
(k) assist with such other matters as may be requested by the
chief executive officer and are mutually agreeable.
The firm will be paid at a monthly flat fee of $65,000 per month
and a $150,000 success fee upon the closing of a sale of
substantially all of the Debtor's assets or confirmation of a plan
of reorganization.
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the firm received a retainer of $40,000
from the Debtor.
Michael Wyse, a managing partner at Wyse Advisors, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Wyse
Wyse Advisors, LLC
51 JFK Pkwy.
Short Hills, NJ 07078
Telephone: (973) 218-2407
About Hawthorne Food Company
Hawthorne Food Company sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-12096) on October 18,
2024. In the petition filed by William Deacon, CEO, the Debtor
reports estimated assets between $1 million and $10 million and
estimated liabilities between $10 million and $50 million.
Judge Janet E. Bostwick oversees the case.
The Debtor tapped Ascendant Law Group, LLC, as counsel and Wyse
Advisors as financial advisors. Epiq Systems is the claims agent.
HEAVENLY SCENT: Court OKs Use of Cash Collateral Until Dec. 9
-------------------------------------------------------------
Heavenly Scent Commercial Cleaning, Inc. received approval from the
U.S. Bankruptcy Court for the Eastern District of North Carolina to
use its secured creditors' cash collateral.
The court authorized Heavenly Scent to continue using cash
collateral, particularly funds tied to accounts receivable, until
Dec. 9, marking the third extension since the company's Chapter 11
filing in August.
Heavenly Scent said the use of cash collateral is critical for
maintaining its operations such as paying for rent, fuel,
utilities, and labor, while it works toward reorganization.
Secured creditors hold varying liens on the company's assets, with
Newtek Bank having the first-priority lien stemming from a Small
Business Administration loan. Other creditors including Funding
Metrics, LLC, Ameris Bank, and The Fundworks, LLC also have secured
claims. These creditors consented to the company's use of cash
collateral, subject to specific terms.
The court set conditions for the use of cash collateral, including
providing creditors with replacement liens and payment of $4,200 to
Ameris Bank.
The next hearing will be held on Jan. 8 next year.
About Heavenly Scent Commercial Cleaning
Heavenly Scent Commercial Cleaning, Inc. is a Wilmington-based
company offering janitorial cleaning services. It conducts business
under the name Sasquatch Manor, Inc.
Heavenly Scent filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-02669) on August
9, 2024, with $759,141 in assets and $1,614,261 in liabilities.
George Mason Oliver serves as Subchapter V trustee.
Judge Pamela W. McAfee presides over the case.
David J. Haidt, Esq., at Ayers & Haidt, PA represents the Debtor as
legal counsel.
HIRSCH GLASS: Court OKs Use of $1.25 Million in Cash Collateral
---------------------------------------------------------------
Hirsch Glass Corporation received interim approval from the U.S.
Bankruptcy Court for the District of New Jersey to use cash
collateral up to $1.25 million in accordance with its agreement
with the Bank of America.
The company requires the use of cash collateral to pay its
operating expenses.
Bank of America, the secured creditor, was granted a replacement
lien on the company's post-petition collateral and proceeds, with
the same priority as its pre-bankruptcy lien.
In addition, the secured creditor will receive monthly principal
payments of $211,000 and interest payments.
A final hearing is scheduled for Dec. 17.
About Hirsch Glass Corporation
Hirsch Glass Corporation is a stone supplier in New Jersey.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 24-20881) on November 1,
2024, with $6,562,458 in assets and $2,554,600 in liabilities.
Helen Zhao, partner and executive vice president, signed the
petition.
Judge Mark Edward Hall oversees the case.
Marc C. Capone, Esq., at Gillman Capone, LLC, represents the Debtor
as legal counsel.
HORIZON INTERIORS: Gets OK to Use Cash Collateral Until Jan. 31
---------------------------------------------------------------
Horizon Interiors, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Massachusetts to use its
secured creditors' cash collateral until Jan. 31 next year.
The company can use the cash collateral in accordance with its
projected budget that allows for a 10% variance in monthly
expenses.
As protection, secured creditors will receive replacement liens on
the company's post-petition assets with the same priority as their
pre-bankruptcy liens. These replacement liens will be considered
valid and enforceable as long as the pre-bankruptcy liens are also
valid.
Last month, the bankruptcy court granted Horizon Interiors'
emergency motion to exceed authorized expenditures for costs of
goods and sub-contract labor in the usual course of business. The
order dated Nov. 8 allowed the company to use cash collateral to
pay up to $50,000 for the cost of goods sold in November and pay
certain expenses totaling $14,926.09.
The next hearing will take place on Jan. 28.
About Horizon Interiors
Horizon Interiors, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No.
24-11196) on June 17, 2024, with as much as $1 million in both
assets and liabilities. Stephen Darr of Huron Consulting Group
serves as Subchapter V trustee.
Judge Janet E. Bostwick oversees the case.
Marques Lipton, Esq., at Lipton Law Group, LLC represents the
Debtor as legal counsel.
HUBILU VENTURE: Posts $66.5K Net Income in Third Quarter
--------------------------------------------------------
Hubilu Venture Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $66,522 on $616,393 of rental revenue for the three months ended
Sept. 30, 2024, compared to net income of $62,040 on $473,105 of
rental revenue for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported net
income of $3,785 on $1.67 million of rental revenue compared to net
income of $59,952 on $1.31 million of rental revenue for the same
period in 2023.
As of Sept. 30, 2024, the Company had $20.74 million in total
assets, $21.85 million in total liabilities, and a total
stockholders' deficit of $1.11 million.
As of Sept. 30, 2024, the Company's balance of cash on hand was
$58,437, and it had negative working capital of $3,167,357 and an
accumulated deficit of $2,117,118.
"The Company expects to incur further losses in the development of
its business, and may not be able to generate sufficient funds to
sustain our operations for the next twelve months. Accordingly, we
may need to raise additional cash to fund our operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern. In the event revenues do not
materialize at the expected rates, management would seek additional
financing and would attempt to conserve cash by further reducing
expenses. There can be no assurance that we will be successful in
achieving these objectives," Hubilu stated in the 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/1639068/000149315224046885/form10-q.htm
About Hubilu
Hubilu Venture Corporation was formed as a real estate consulting
and acquisition firm that commenced operations in March 5, 2015,
and, until June 2015, was limited to organizational and business
development activities. In June 2015, the Company entered into its
first consulting agreement with a client. As a real estate
advisory and consulting company, the Company assists real estate
investor professionals, as well as established companies, with
advisory and consulting services focused on providing research,
analysis and acquisition opportunities to them. The Company's
mission is to assist investors and professionals in the early stage
analysis of market opportunities and the evaluation of properties
prior to them committing capital for the purchase or the leasing of
real estate properties. The Company is not real estate brokers and
do not intend to offer brokerage services.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company suffered a net loss from
operations and has a net capital deficiency, which raises
substantial doubt about its ability to continue as a going concern.
HUDSON PACIFIC: Moody's Lowers CFR to B2, Outlook Remains Negative
------------------------------------------------------------------
Moody's Ratings downgraded Hudson Pacific Properties, Inc.'s (the
parent REIT to Hudson Pacific Properties, L.P., collectively
referred to as "Hudson Pacific' or 'the REIT') Corporate Family
Rating to B2 from Ba3. The downgrade reflects Moody's expectation
that the REIT's leverage and coverage metrics will remain weak over
the next 12-18 months because of continued pressure on its
operating income.
In the same rating action, Moody's downgraded Hudson Pacific
Properties, L.P.'s backed senior unsecured debt rating to B2 from
Ba3 and its backed senior unsecured shelf rating to (P)B2 from
(P)Ba3. Moody's also downgraded Hudson Pacific Properties, Inc.'s
preferred stock rating to Caa1 from B2 and its preferred stock
shelf rating to (P)Caa1 from (P)B2.
Moody's have maintained the negative outlook on both Hudson Pacific
and Hudson Pacific Pacific Properties, Inc. The negative outlook
reflects the potential that the Hudson Pacific's operating income
will continue to decline meaningfully without sustained strength in
leasing activity. Additionally, the REIT's liquidity position will
weaken if it is unable to execute planned asset sales and secured
financing in the first half of 2025.
Moody's have revised Hudson Pacific's governance risk assessment
score to G-4 from G-3 to reflect the increased risk profile of its
media segment, which continues to contend with difficult operating
conditions and declining financial flexibility.
RATINGS RATIONALE
Hudson Pacific's B2 CFR reflects its weak operating metrics,
elevated net debt to EBITDA, low fixed charge coverage and
diminished liquidity profile. The rating also considers its
elevated lease expirations in 2025, geographic and tenant sector
concentrations, and uncertainty around the long-term prospects for
its studio assets.
The REIT's portfolio occupancy averaged 78.9% in the first three
quarters of 2024, about 560 bps lower than the same period last
year. Its cash same-store net operating income declined by 13.3% in
same period largely because of the decline in occupancy.
Hudson Pacific's leasing volume has been solid with 1.6 million
square feet leased in the first nine months of 2024, 25.3% higher
than the same period in 2023. However, rents on renewed leased were
11.2% lower than the prior lease rental rate.
The REIT's portfolio occupancy rate will decline over the next two
quarters because of elevated lease expirations. Occupancy will
recover modestly to the high 70% range during the second half of
2025.
The REIT's portfolio includes properties in San Francisco, Los
Angeles, Seattle and Vancouver, and therefore has a high proportion
of technology and media tenants. Although leasing volumes have
improved, space rationalization by some large tenants and the
slower return to office trend in the West coast markets continues
to weigh on leasing activity, especially pricing.
Hudson Pacific's four studio properties, including the recently
constructed Sunset Glenoaks property, were 73.8% leased at the end
of the third quarter of 2024. Slower than expected ramp up in
production volume following the multiple strikes and the union
negotiations in the last year, process efficiencies and production
shifting to new locations have been significant operating
challenges for the REIT.
Moody's expect that Hudson Pacific's net debt to EBITDA ratio will
remain well above 12x over the next 4-6 quarters. Its fixed charge
coverage was weak at 1.4x at the end of Q3 2024. It will improve by
20-30 bps in the next 4-6 quarters to the extent the REIT is able
to reduce the debt balance.
Hudson Pacific's SGL-3 rating reflects Moody's assessment that it
has adequate liquidity. External capital sources such as asset
sales and secured financing will, however, be critical to
maintaining its current liquidity profile. The REIT has $600
million of debt maturing in the fourth quarter of 2025 including
$259 million of unsecured private placement notes. Its $900 million
credit facility had $605 million of remaining availability at the
end of the third quarter of 2024 and has an initial expiration date
of December 2025 with two six month extension options.
Hudson Pacific's declining income and still elevated interest
expense has resulted in a declining cushion on its fixed charge
coverage covenant. The buffer will remain close to current levels
until the REIT's interest expense declines.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings are unlikely to be upgraded given the negative outlook
and would require improvement in the REIT's liquidity, portfolio
occupancy in the low 80% range and same-store NOI growth.
Maintaining net debt to EBITDA below 11x and fixed charge coverage
above 1.6x on a consistent basis would also be necessary for a
ratings upgrade.
Hudson Pacific's ratings could be downgraded if its liquidity
position weakens or if operating metrics such as portfolio
occupancy and same-store NOI growth continue to deteriorate.
Increased leverage or a decline in fixed charge coverage below 1.4x
could also result in a downgrade.
The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in February 2024.
Hudson Pacific Properties, Inc. is a publicly traded real estate
investment trust (REIT) that owns 46 in-service office properties
and 4 studio assets in select West Coast markets and Western
Canada. The REIT reported total assets of $8.3 billion, on a GAAP
basis, at the end of the third quarter of 2024.
IDEANOMICS INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Eight affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Ideanomics, Inc. (Lead Case) 24-12728
d/b/a Seven Stars Cloud Group, Inc.
d/b/a Seven Stars Cloud Group, Inc.
d/b/a YOU On Demand Holdings, Inc.
d/b/a Ideanomics
1441 Broadway, 5th Floor
Suite 5116
New York, NY 10018
Wireless Advanced Vehicle Electrification, LLC 24-12727
Justly Holdings, Inc. 24-12729
Justly Markets LLC 24-12730
Solectrac, Inc. 24-12731
Timios Holdings Corp. 24-12732
Via Motors International, Inc. 24-12733
Via Motors, Inc. 24-12734
Business Description: The Debtors are technology companies that
have, in recent years, focused on electric
vehicle ("EV") and EV-adjacent businesses,
including the development of local and last-
mile delivery vehicle concepts and
associated charging products. The Debtors,
through their WAVE business, are leaders in
innovative high-power inductive (i.e.,
wireless) charging solutions for medium and
heavy-duty electric vehicles, allowing for
these vehicles to charge at depot facilities
without the inconvenience of cable-based
charging systems. Among other things,
this technology presents opportunities for
the autonomous EVs of the future to charge
on their routes, at all hours, without human
assistance.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Craig T Goldblatt
Debtors'
Delaware
Co-Counsel: Ricardo Palacio, Esq.
Gregory A. Taylor, Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue, 8th Floor
P.O. Box 1150
Wilmington, DE 19801
Tel: (302) 654-1888
Fax: (302) 654-2067
Email: RPalacio@ashbygeddes.com
GTaylor@ashbygeddes.com
Debtors'
General
Bankruptcy
Counsel: John A. Simon, Esq.
Jake W. Gordon, Esq.
FOLEY & LARDNER LLP
500 Woodward Ave., Suite 2700
Detroit, MI 48226-3489
Tel: (313) 234-7100
Fax: (313) 234-2800
Email: jsimon@foley.com
Jake.gordon@foley.com
- and -
Timothy C. Mohan, Esq.
1400 16th Street, Suite 200
Denver, CO 80202
Tel: (720) 437-2000
Fax: (720) 437-2200
Email: tmohan@foley.com
Debtors'
Notice,
Claims,
Solicitation &
Balloting
Agent: EPIQ CORPORATE RESTRUCTURING
Debtors'
CRO and Financial
Advisor: RIVERON MANAGEMENT SERVICES, LLC
Debtors'
Investment Banker &
Financial Adviser: SSG ADVIVORS, LLC
Total Assets as of December 31, 2023: $553,411,960
Total Debts as of December 31, 2023: $57,854,599
The petitions were signed by Alfred Poor as chief executive
officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KTQNRQY/Ideanomics_Inc__debke-24-12728__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Morgan Stanley Domestic Trade Debt $10,134,126
Holdings
1585 Broadway
New York, NY 10036
CONTACT: Wendy Rushmore
EMAIL: WENDY.RUSHMORE@MORGANSTANLEY.COM
2. MHCC Dealer Liability Floor Plan $9,171,647
800 Connecticut Avenue 4N Lender
Norwalk, CT 06854
CONTACT: Gary Furnas
PHONE: (817) 402-4572
EMAIL: GFURNAS@MHCCNA.COM
3. Arnold & Porter Kaye Scholer LLP Trade Debt $5,059,844
P.O. Box 759451
Baltimore, MD 21275-9451
Contact: Richard M Alexander
Phone: (212) 836-8000
Email: INVOICE@ARNOLDPORTER.COM
4. Jing-Jin Electric North Trade Debt $3,988,509
America, LLC
34700 Grand River Ave.
Farmington, MI 48335
Contact: Steven Dennis
Phone: 586-292-0508
Email: STEVEN.DENNIS@JJECN.COM
5. Blue Sea Advisors LLC Trade Debt $2,450,000
295 Palmas Inn Way
Humacao, PR 00791
Contact: GARY ROSE
Phone: 7876918882
Email: NPENALVERT@BLUESEAADVISORSLLC.COM
6. Autoliv ASP, Inc. Trade Debt $1,567,010
1320 Pacific Dr.
Auburn Hill, MI 48326
Contact: Kevin R Fox
Phone: 248-276-3726
Email: HELPDESK.ADMIN@AUTOLIV.COM
7. Securities & Exchange Trade Debt $1,400,000
Commission
8. Ricardo Inc. Trade Debt $1,197,483
40000 Ricardo Dr.
Van Buren TWP, MI 48111
Contact: Rick; David Shemmans
Phone: 734-394-3942
Email: INFO@RICARDO.COM;
DAVID.MCSHANE@RICARDO.COM
9. JVIS USA Trade Debt $1,047,350
52048 Shelby Parkway
Shelby Township, MI 48315
Contact: Arthur Hariskos
Phone: 586-884-5700
Email: INFO@JVISUSALLC.COM
10. FTI Consulting Trade Debt $822,162
16701 Melford Blvd
Bowie, MD 20715
Contact: Michael Maloney
Phone: 1 202 312 9225
(Michael Maloney)
Email: MICHAEL.MALONEY@FTICONSULTING.COM,
ACCOUNTING@FTICONSULTING.COM
11. Hugh Verrier Trade Debt $756,195
609 Main St. Ste 2900
Houston, TX 77002
Contact: Hugh Verrier
Phone: 713-496-9700
Email: HVERRIER@WHITECASE.COM
12. Venable LLP Trade Debt $702,576
750 E. Pratt St.
Baltimore, MD 21202
Contact: Stuart P. Ingis
Phone: 410-244-7400
Email: SINGIS@VENABLE.COM
13. Mitstubishi HC Floor Plan $683,012
Capital America Lender
801 Connecticut Avenue 4N
Norwalk, CT 06855
Contact: Gary Furnas
Phone: (817) 402-4572
Email: GFURNAS@MHCCNA.COM
14. Brembo North America Trade Debt $680,793
47765 Halyard Dr.
Plymouth, MI 48170
Contact: Stephane Rolland
Phone: 734-892-9280
Email: JCONARD@US.BREMBO.COM
15. K&L Gates Trade Debt $664,365
925 4th Ave
Seattle, WA 98104
Contact: Pallavi Mehta Wahi
Phone: 206.623.7580
Fax: 206.623.7022
Email: PALLAVI.WAHI@KLGATES.COM
16. Google LLC Trade Debt $648,836
1600 Amphitheatre Pkwy
Mountain View, CA 94043
CONTACT: Sundar Pichai
Phone: (650) 253-0001
Fax: 650-253-0001
Email: COLLECTIONS@GOOGLE.COM
17. Lindy-Auburn Hills LLC Rent $594,189
309 York Rd, Ste 211
Jenkintown, PA 19046
Contact: Frank Lindy
Tel: 215-886-8030
Fax: 215-543-7546
Email: INFO@COMEHOMETOLINDY.COM
18. Stephen Heckeroth Note Trade Debt $548,098
30151 Navaro Ridge Rd
Albion, CA 95410
Contact: Stephen Heckeroth
Phone: 916-913-1251
Email: STEVE@RENEWABLE.COM
19. Robert Bosch LLC Trade Debt $548,000
38000 Hills Tech Dr
Farmington Hills, MI 48331
Contact: Markus Heyn
Phone: 248-514-4394
Email: OPENSOURCE@BOSCH.COM;
CLASSIC@BOSCH.COM
20. Wilmer Cutler Pickering Hale Trade Debt $507,918
and Dorr LLP
1875 Pennsylvania Ave NW
Washington DC, DE 00000
Contact: James E Anderson
Phone: (800) 526-6682
Email: WHCASSUPPORT@WILMERHALE.COM
21. Darrah Electric Company Trade Debt $471,208
34700 Grand River Ave.
Farmington, MI 48335
CONTACT: DIANA DARRAH
Phone: 586-292-0508
Email: DIANA.DARRAH@DARRAHELECTRIC.COM
22. Holman Fleet Leasing Lease Payment $462,230
4001 Leadenhall Rd
Mount Laurel, NJ 08054-4611
Contact: Dave Nemerofsky
Phone: (856)-663-5200
Email: DNEMEROFSKY@HOLMANENTERPRISES.COM
23. Carraro SPA - Divisione Trade Debt $429,611
Agritalia
Viale Del Lavoro, 1 - 45100
Rovigo, Italia
Rovigo 00000
Italy
Contact: Andrea Conchetto
Phone: +39 0425 403611
Email: AGRITALIA@CARRARO.COM
24. CBIZ Marks Paneth, LLC Trade Debt $420,018
PO Box 411222
Boston, MA 02241-1222
Contact: Brian Fox, CFO
Phone: (212) 503-8800
Fax: (212) 370-3759
Email: CLAIMS@CBIZ.COM
25. UHY Advisors Inc. Trade Debt $381,036
27725 Stansbury Blvd
Farmington Hills, MI 48334
Contact: Lori Kerch &
Bill Kingsley
Phone: 248-355-1040
Email: WKINGSLEY@UHY-US.COM
26. Mize, Inc. Trade Debt $376,390
12802 Tampa Oaks Blvd, Suite 320
Temple Terrace, FL 33637
Contact: Dean Tennison
Email: DEAN@SPECIALTYAS.COM
27. Toppan Merrill LLC (Corp) Trade Debt $356,468
1502 Energy Park Drive
St Paul, MN 55109
Contact: Joann Kern
Phone: 651-646-4502
Email: TMBILLING@TOPPANMERRILL.COM
28. Speyside Advisors LLC Trade Debt $305,623
1910 Pacific Avenue
Dallas, TX 75201
Contact: Daniel Allen Gillett
Phone: 2142288732
Email: DGILLETT@SPEYSIDEADVISORS.COM
29. Robinhood Markets, Inc. Trade Debt $303,728
85 Willow Road
Menlo Park, CA 94025
Contact: Vladimir Tenev
Phone: 8583376664
Email: BILLING@SAYTECHNOLOGIES.COM
30. Arent Fox LLP Trade Debt $298,465
1717 K Street NW
Washington, DC 20006-5344
Contact: Brian P. Waldman
Phone: 202-857-6384
Fax: 202.857.6395
IDEANOMICS INC: Seeks Bankruptcy Protection After SEC Charges
-------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that Ideanomics Inc., a
New York-based company that owns technology for charging electric
buses and other commercial vehicles, has filed for bankruptcy,
months after securities regulators accused its executives of
misleading investors about the company's financial results.
The company and its affiliates filed a Chapter 11 petition in
Delaware, reporting assets between $50 million and $100 million and
liabilities ranging from $100 million to $500 million, according to
the report. Ideanomics joins a number of electric vehicle
manufacturers and related businesses that have filed for bankruptcy
in the past two years.
The filing caps a years-long decline in Ideanomics' stock, which
had previously seen a significant surge.
About Ideanomics Inc.
New York, N.Y.-based Ideanomics, Inc. is a global electric vehicle
company that is focused on driving the adoption of electric
commercial vehicles and associated sustainable energy consumption.
It is made up of 5 subsidiaries including: VIA Motors, Solectrac,
Treeletrik, Wave, and US Hybrid.
Ideanomics Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12728) on December 4,
2024. In its petition, the Debtor reports assets between $50
million and $100 million and liabilities ranging from $100 million
to $500 million.
Ricardo Palacio, Esq. of Ashby & Geddes, P. A. is the Debtor's
counsel.
IHEARTMEDIA INC: Creditors Want to Name New Trustee
---------------------------------------------------
Reshmi Basu of Bloomberg News reports that a group of creditors of
iHeartMedia Inc. is in the process of appointing a new trustee to
replace US Bancorp, a move often seen as a precursor to litigation,
according to sources familiar with the matter.
Wilmington Savings Fund Society FSB is expected to assume the role
of successor trustee, the sources, who requested anonymity, said.
The consortium represents over 50% of the holders of iHeartMedia's
$500 million in 4.75% notes due in 2028 and operates under a
cooperation agreement that requires them to work together, the
sources added.
About iHeart Media
iHeartmedia Inc. develops, owns, and operates the iHeart.com
Website, which includes a broad selection of video content posted
along with their stories.
* * *
As reported by the Troubled Company Reporter on March 5, 2024, S&P
Global Ratings lowered its issuer credit rating on iHeartMedia Inc.
to 'CCC+' from 'B' because it believes the company is dependent on
favorable business, financial, and economic conditions to meet its
financial obligations.
IHEARTMEDIA INC: Modifies Terms, Extends Debt Deadline Deadline
---------------------------------------------------------------
Reshmi Basu and Irene García Pérez of Bloomberg News reports that
iHeartMedia Inc., the owner of radio stations, has revised the
terms of its proposed debt exchange and extended the deadline for
creditor consent from December 16, 2024 to December 18, according
to a company filing on Wednesday, December 4, 2024.
According to Bloomberg, the company removed the requirement that
holders of at least 95% of the outstanding principal for each
series of debt instruments must agree in order to proceed with a
"comprehensive offer." Additionally, iHeartMedia increased the
consent fee for creditors by $10.
The company also released the results of the early consent period,
revealing that 93.8% of the outstanding 6.375% Senior Secured Notes
due 2026 had been tendered, the report states.
About iHeart Media
iHeartmedia Inc. develops, owns, and operates the iHeart.com
Website, which includes a broad selection of video content posted
along with their stories.
* * *
As reported by the Troubled Company Reporter on March 5, 2024, S&P
Global Ratings lowered its issuer credit rating on iHeartMedia Inc.
to 'CCC+' from 'B' because it believes the company is dependent on
favorable business, financial, and economic conditions to meet its
financial obligations.
INCLINE ENERGY: Hires Ag Management Group as Cash Flow Consultant
-----------------------------------------------------------------
Incline Energy, Inc. and L.M. Graham Family Limited Partnership
seek approval from the U.S. Bankruptcy Court for the Western
District of Texas to employ Ag Management Group as cash flow
consultant.
The Debtors need a cash flow consultant to prepare cash flow
projections to support their Subchapter V Plan of Reorganization
and demonstrate the feasibility of the Plan.
Bart Schilling, a member at Ag Management Group, will charge $150
per hour plus out-of-pocket expenses for his services.
The firm also requires a retainer of $2,500 from the Debtor.
Mr. Schilling 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:
Bart Schilling
Ag Management Group
11915 Frankford Ave., Ste. 300
Lubbock, TX 79424
Telephone: (806) 786-3258
About Incline Energy Inc.
Incline Energy, Inc. sought protection for relief under Chapter 11
of the Bankrutpcy Code (Bankr. W.D. Tex. Case No. 24-70109) on July
31, 2024, listing $100,001 to $500,000 in both assets and
liabilities.
Judge Shad Robinson oversees the case.
David R. Langston, Esq. at Mullin Hoard & Brown, LLP represents the
Debtor as counsel.
INDEPENDENCE CONTRACT: Enters Chapter 11 for Debt Restructuring
---------------------------------------------------------------
Independence Contract Drilling, Inc. announced on Dec. 3, 2024,
that it has entered into a plan of reorganization unanimously
supported by all of the holders of the Company's Senior Secured PIK
Toggle Notes Due 2026. The Plan is expected to substantially reduce
ICD's debt and provide increased financial flexibility, accelerate
investments in the Company's super-spec rig fleet, and position the
Company for long-term success. Under the terms of the Plan, almost
all of the Senior Secured Convertible Notes, including accrued
interest, will be equitized, and all other secured and unsecured
creditors will be paid in the ordinary course without impairment.
Chief Executive Officer Anthony Gallegos commented, "I am pleased
we have reached agreement with the two holders of our Senior
Secured Convertible Notes on a restructuring that materially
strengthens ICD and de-levers our balance sheet. I am excited that
as part of the restructuring the noteholders, who have deep
oilfield experience and have been investors in ICD for some time,
will provide us with additional capital that will support rig
reactivations and continued investments in technology and
performance enhancing features for our rig fleet. I believe this
new capital supports our overall efforts and vision to deliver
contract drilling services exceeding the expectations of our E&P
customer base. I am equally pleased that under the terms of the
negotiated plan, we will continue to operate our business in the
ordinary course, including payment of all vendors and employees."
On December 2, 2024, ICD commenced a prepackaged Chapter 11 process
to implement the Plan in the United States Bankruptcy Court for the
Southern District of Texas, Houston Division. The Plan includes the
following:
-- a debtor-in-possession financing facility provided by the
Noteholders consisting of up to $32.5 million to support the
Company's ongoing operations and obligations and repay outstanding
revolving credit obligations, vendors and employees;
-- the Noteholders' commitment to provide exit financing of $40
million to refinance outstanding DIP financing obligations and $7.5
million of Noteholder claims, and support ICD's future operations
and investments in its super-spec rig fleet;
-- the exchange of all remaining Noteholder claims (totaling
approximately $199.3 million) for equity securities of the
reorganized company, which will not be listed for public trading;
and
-- the cancellation of the Company's common stock.
In connection with the implementation of the Plan, the Company
filed other various "first day" motions with the Court, requesting
customary relief that, once approved by the Court, will further
facilitate the Company operating its businesses during the
streamlined case and facilitate the payment of all vendors and
employees in the ordinary course of business, including undisputed
claims on both a pre-petition and post-petition basis.
Additional information about the Company's case, including access
to Court filings and other documents related to the restructuring
process, is available at https://cases.ra.kroll.com/ICD, a website
administered by Kroll Restructuring Administration LLC, a
third-party bankruptcy claims and noticing agent. The documents and
other information on this website shall not be deemed incorporated
by reference herein. Additional information is also available at
www.icdrilling.com.
About Independence Contract Drilling, Inc.
The Debtors provide land-based contract drilling services for a
broad array of oil and natural gas producers in the United States.
The Debtors utilize their specialized drilling rig fleet, including
super-spec, AC-powered rigs, to support exploration by targeting
unconventional oil and natural gas resources in geographic regions
that can be leveraged by the Debtors' primary Houston, Texas,
Midland, Texas, Odessa, Texas, and Coushatta, Louisiana facilities.
The Debtors' customers include major and independent oil and
natural gas companies, both publicly traded and privately held. The
Debtors' drilling services offer cost-effective drilling models
that assist customers by increasing flexibility of field
development, maximizing production capacity, and installing
unconventional wells through horizontal drilling systems.
Sidley Austin LLP is the Company's restructuring counsel, Riveron
is the restructuring advisor, and Piper Sandler is the investment
banker.
Latham & Watkins LLP is legal counsel for the Noteholders.
INK! COFFEE: Updates Sales & Personal Property Tax Claims
---------------------------------------------------------
Ink! Coffee Company submitted a Second Amended Subchapter V Plan
dated Nov. 4, 2024.
This Plan contemplates that Debtor will sell all or substantially
all of its assets. This Plan further provides the mechanism for
distributing Available Cash to holders of Allowed Administrative
Claims, Priority Claims, Secured Claims, and Unsecured Claims,
following the consummation of a sale of all or substantially all of
Debtor's assets.
Class 2 consists of Sales Tax Claims and Personal Property Tax
Claims (Secured). The amount of claim in this Class total
$69,753.79. Class 2 consists of the Secured Claims of the City and
County of Denver and the Colorado Department of Revenue which shall
be Allowed in the amount of all past due principal, accrued
interest, and penalties as of the Effective Date, less adequate
protection payments made during the case. The Liens of the City and
County of Denver and the Colorado Department of Revenue shall
attach to the Cash Sale Proceeds from the Sale, with the same
validity, extent, and priority as they existed prior to the
Petition Date.
Like in the prior iteration of the Plan, Holders of Allowed Claims
in Class 8 shall receive pro rata payment from remaining Available
Cash, if any, after payment of holders of allowed Administrative
Claims, Priority Tax Claims, and Priority Non-Tax Claims in prior
classes.
The Debtor proposes to pay creditors from a sale of substantially
all of Debtor's assets and Available Cash. Debtor believes the
confirmation of the Plan is not likely to be followed by the need
for further financial reorganization.
A full-text copy of the Second Amended Plan dated November 4, 2024
is available at https://urlcurt.com/u?l=Lt22N3 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Andrew D. Johnson, Esq.
Gabrielle G. Palmer, Esq.
Onsager Fletcher Johnson Palmer, LLC
600 17th Street, Suite 425 North
Denver, CO 80202
Tel: (720) 457-7059
Email: ajohnson@OFJlaw.com
gpalmer@OFJlaw.com
About Ink! Coffee Company
Ink! Coffee Company in Aurora, CO, filed its voluntary petition for
Chapter 11 protection (Bankr. D. Colo. Case No. 24-13445) on June
20, 2024, listing $0 to $50,000 in assets and $1 million to $10
million in liabilities. Keith Herbert as president, signed the
petition.
ONSAGER | FLETCHER | JOHNSON | PALMER LLC serves as the Debtor's
legal counsel. R2 ADVISORS LLC is the financial advisor.
INNOVATIVE MEDTECH: Incurs $884K Net loss in First Quarter
----------------------------------------------------------
Innovative Medtech, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $883,531 on $428,384 of revenue for the three months ended Sept.
30, 2024, compared to a net loss of $165,063 on $480,708 of revenue
for the three months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $1.28 million in total
assets, $6.30 million in total liabilities, and a total
stockholders' deficit of $5.03 million.
Innovative Medtech stated, "The Company believes that additional
capital will be required to fund operations through June 30, 2025
and beyond, as it attempts to generate increasing revenue, and
develop new products. The Company intends to attempt to raise
capital through additional equity offerings and debt obligations.
There can be no assurance that the Company will be successful in
obtaining financing at the level needed or on terms acceptable to
the Company. These conditions 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/1331612/000147793224007512/imth_10qa.htm
About Innovative Medtech
Headquartered in Blue Island, IL, Innovative Medtech, Inc. is a
provider of health and wellness services, and has two divisions:
technology and devices and Adult Day Services. The Company's
technology and devices division has signed a distribution agreement
with 2 products: a high detection vein visualization device and an
Oral Thrush product, and the company's wholly owned subsidiary
SarahCare, an adult day care center franchisor with 2 corporate
owned centers and 24 franchise locations across the United States.
SarahCare offers seniors daytime care and activities ranging from
exercise and medical needs daily to nursing care and salon
services.
Tampa, Florida-based Astra Audit & Advisory, LLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated Oct. 15, 2024, citing that the Company has incurred
net losses and working capital deficits. These factors, and the
need for additional financing in order for the Company to meet its
business plans raises substantial doubt about the Company's ability
to continue as a going concern.
IRECERTIFY LLC: Court OKs Use of Cash Collateral Until Dec. 16
--------------------------------------------------------------
IRecertify, LLC received interim approval from the U.S. Bankruptcy
Court for the District of Utah to use cash collateral to pay its
expenses.
The interim order approved the use of cash collateral for the
period from Nov. 18 to Dec. 16 to pay the items in the company's
projected budget marked as essential "to avoid immediate and
irreparable harm."
Meanwhile, the interim order denied the company's request for
retroactive approval of its use of cash collateral during the
period from Oct. 7 to Nov. 19.
A final hearing is scheduled for Dec. 16.
Last month, the court issued an order denying the company's request
to pay pre-bankruptcy wages without prejudice and approving the use
of $10,000 in cash collateral to pay entities referred to as
"Packsize" and "Nu Packaging" prior to Nov. 18.
About IRecertify
iRecertify, LLC, doing business as Warehouse B, is a merchant
wholesaler of professional and commercial equipment and supplies.
IRecertify sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Utah Case No. 24-25156) on Oct. 7, 2024, with
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. Brett Kitson, managing member, signed the petition.
Judge Peggy Hunt oversees the case.
The Debtor is represented by Russell S. Walker, Esq., at Pearson
Butler, PLLC.
IRON EAGLE: Seeks to Hire DeMarco-Mitchell as Bankruptcy Counsel
----------------------------------------------------------------
Iron Eagle Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to employ DeMarco-Mitchell, PLLC as
counsel.
The firm will provide these services:
(a) take all necessary action to protect and preserve the
estate;
(b) prepare on behalf of the Debtor all necessary legal papers
in connection with the administration of the estate herein;
(c) formulate, negotiate, and propose a plan of
reorganization; and
(d) perform all other necessary legal services in connection
with these proceedings.
The firm will be paid at these hourly rates:
Robert DeMarco, Esq. $300
Michael Mitchell, Esq. $275
Barbara Drake, Paralegal $125
`
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. DeMarco 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 T. DeMarco, Esq.
DeMarco-Mitchell, PLLC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 346-6791
Email: mike@demarcomitchell.com
About Iron Eagle
Iron Eagle, Inc., operates an excavation company, sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case
No. 23-42145) on November 8, 2023. In the petition signed by
Weinlein, president, the Debtor disclosed up to $50,000 in assets
and up to $10 million in liabilities.
Judge Brenda T. Rhoades oversees the case.
Robert T. DeMarco, Esq., at DeMarco-Mitchell, PLLC is the Debtor's
legal counsel.
JEBB FOOD: Seeks to Hire Springer Larsen as Bankruptcy Counsel
--------------------------------------------------------------
Jebb Food Services, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Springer
Larsen, LLC as its legal counsel.
The firm will render these services:
(a) consult with the Debtor concerning its powers and duties
in the continued operation of its business and management of its
financial and legal affairs;
(b) consult with the Debtor and with other professionals
concerning the negotiation, formulation, preparation, and
prosecution of a Chapter 11 plan and disclosure statement;
(c) confer and negotiate with the Debtor's creditors, other
parties in interest, and their respective attorneys and other
professionals concerning its financial affairs and property,
Chapter 11 plans, claims, liens, and other aspects of this case;
(d) appear in court on behalf of the Debtor when required, and
will prepare, file, and serve such applications, motions,
complaints, notices, orders, reports, and other documents and
pleadings as may be necessary in connection with this case; and
(e) provide the Debtor with such other services as it may
request and which may be necessary in the circumstances.
The firm's professionals will be paid at these hourly rates:
Thomas Springer, Attorney $475
Richard Larsen, Attorney $465
`
The firm received a pre-petition retainer of $10,000 from the
Debtor.
Mr. Larsen 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:
Richard G. Larsen, Esq.
Springer Larsen, LLC
300 South County Farm Rd., Suite G
Wheaton Illinois 60187
Telephone: (630) 510-0000
Email: rlarsen@springerbrown.com
About Jebb Food Services
Jebb Food Services Inc. is the owner of 21 properties located in
Chicago, Ill., having a total appraised value of $3.07 million.
Jebb Food Services sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15863) on
October 23, 2024, with total assets of $3,302,156 and total
liabilities of $1,977,800. Demetrio Cardone, president of Jebb Food
Services, signed the petition.
Judge Timothy A. Barnes handles the case.
The Debtor is represented by Richard G Larsen, Esq., at Springer
Larsen, LLC.
JER INVESTORS: Plan Exclusivity Period Extended to Jan. 27, 2025
----------------------------------------------------------------
Judge Thomas M. Horan of the U.S. Bankruptcy Court for the District
of Delaware extended JER Investors Trust Inc., and affiliates'
exclusive periods to file a plan of reorganization and obtain
acceptance thereof to January 27, 2025 and March 24, 2025,
respectively.
As shared by Troubled Company Reporter, an application of the
factors establishes sufficient cause to further extend the
Exclusive Periods. First, the Debtors have continued to make good
faith progress towards confirming a chapter 11 plan. The
Noteholders filed the sole objection to the Combined Disclosure
Statement and Plan, and the Debtors have agreed to participate in
mediation in an attempt to resolve the Plan-Related Issues.
Meanwhile, the Debtors have continued to move these Chapter 11
Cases forward, complying with relevant reporting requirements and
timely seeking to extend the relevant deadlines under the
Bankruptcy Code. The Debtors therefore believe they have made good
faith progress towards confirmation and believe the request to
extend the Exclusive Periods as set forth herein is appropriate and
reasonable.
Relatedly, the Debtors have demonstrated reasonable prospects for
filing a viable plan. Though the Noteholders filed the sole
objection to the Combined Disclosure Statement and Plan, the
Debtors believe mediation may result in a global resolution in
advance of the Confirmation Hearing. To the extent the Plan Related
Issues are not resolved, the Debtors are prepared to seek
confirmation of the Combined Disclosure Statement and Plan at the
Confirmation Hearing.
Third, since the filing of these Chapter 11 Cases, the Debtors have
continued to pay their undisputed postpetition expenses and
invoices.
Fourth, this Motion is not intended to pressure creditors,
including the Noteholders. The Debtors have no ulterior motive in
seeking to extend the Exclusive Periods, but rather seek the
extension requested pursuant to this Motion to protect, not
prejudice, the interests of creditors. An extension of the
Exclusive Periods will allow the Debtors to continue their efforts
to maximize estate value while avoiding the expense and distraction
of a competing plan process, which would likely complicate and
increase the costs of administering these Chapter 11 Cases.
Counsel to the Debtors:
Troutman Pepper Hamilton Sanders LLP
David M. Fournier, Esq.
Kenneth A. Listwak, Esq.
Tori L. Remington, Esq.
Hercules Plaza, Suite 5100
1313 N. Market Street, Suite 5100
Wilmington, DE 19801
Telephone: (302) 777-6500
Email: david.fournier@troutman.com
ken.listwak@troutman.com
tori.remington@troutman.com
-and-
Deborah Kovsky-Apap, Esq.
875 Third Avenue
New York, NY 10022
Telephone: (212) 704-6000
Email: deborah.kovsky@troutman.com
About JER Investors Trust
JER Investors Trust Inc. is a specialty finance company quoted on
the Pink Sheets that manages a portfolio of commercial real estate
structured finance products. Its investments include commercial
mortgage backed securities, mezzanine loans and participations in
mortgage loans, and an interest in the US Debt Fund. JER Investors
Trust Inc. is organized and conducts its operations so as to
qualify as a real estate investment trust ("REIT") for federal
income tax purposes. On the Web: http://www.jerinvestorstrust.com/.
JERIT Non-CDO CMBS 1 LLC and affiliate JER Investors Trust Inc.
sought Chapter 11 protection (Bankr. D. Del. Case No. (23-12108 and
23-12109) on Dec. 29, 2023.
The Hon. Thomas M. Horan is the case judge.
The Debtors tapped TROUTMAN PEPPER HAMILTON SANDERS LLP as counsel;
and DUNDON ADVISERS as financial advisor.
JER Investors estimated assets of $10 million to $50 million and
debt of $100 million to $500 million. JERIT Non-CDO estimated
assets of $10 million to $50 million and debt of just under
$50,000.
JETALL COMPANIES: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Jetall Companies, Inc.
13498 Pond Springs Rd.
Austin TX 78729
Involuntary Chapter
11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-11544
Petitioners' Counsel: Filed Pro Se
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/X5TQZJI/Jetall_Companies__txwbke-24-11544__0001.0.pdf?mcid=tGE4TAMA
Alleged creditor who signed the petition:
Petitioner Nature of Claim Claim Amount
EAO Global LLC (dba PopLabs) Consulting Services $99,994
PO Box 79214
Houston TX 77279
JOHN STREET: Seeks Approval to Hire Marcus & Millichap as Realtor
-----------------------------------------------------------------
John Street Associates, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to employ Marcus & Millichap
as realtor.
The Debtor needs a realtor to sell its property located at 4 John
Street, Morristown, New Jersey.
The firm will receive a commission of 4 percent of the property's
purchase price.
Charles Collins, a member at Marcus & Millichap, 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:
Charles Collins
Marcus & Millichap
250 Pehle Avenue, Suite 501
Saddle Brook, NJ 07663
Telephone: (201) 742-61100
Facsimile: (201) 742-61100
About John Street Associates
John Street Associates, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
24-21112) on Nov. 7, 2024. In the petition signed by Anthony
D'Auria, managing member, the Debtor disclosed up to $10 million in
both assets and liabilities.
Joseph M. Casello, Esq., at Collins, Vella & Casello, LLC
represents the Debtor as counsel.
K & P COMMERCIAL: Gets Final OK to Use Cash Collateral
------------------------------------------------------
K & P Commercial Contractors, LLC received final approval from the
U.S. Bankruptcy Court for the Southern District of Texas to use
cash collateral to pay its operating expenses.
The final order signed by Judge Eduardo Rodriguez approved the use
of cash collateral, including revenue collected in the ordinary
course of business, in accordance with the company's 30-day
budget.
The budget shows projected gross revenue of $80,000 and total
projected cash disbursements of $74,100.
As adequate protection for the use of cash collateral, secured
creditors were granted replacement liens on all post-petition cash
collateral and post-petition property to the same extent and with
the same priority as their pre-bankruptcy liens.
About K & P Commercial Contractors
K & P Commercial Contractors, LLC -- https://kandpconst.com/ -- is
a commercial construction company in Richmond, Texas, which
specializes in hospitality renovations. It conducts business under
the name K&P Construction Services.
K & P filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34688) on Oct. 4,
2024, with total assets of $100,000 to $500,000 and total
liabilities of $1 million to $10 million. Chris Quinn serves as
Subchapter V trustee.
Judge Eduardo V. Rodriguez handles the case.
The Debtor is represented by Robert C. Lane, Esq., at The Lane Law
Firm.
KL HOLDCO: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------
Fourteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
KL Holdco LLC (Lead Case) 24-12711
11333 Iowa Avenue
Los Angeles, California, 90025
KH FEC LLC 24-12712
The Game Room FEC, LLC 24-12713
Cinema Pop-ups LLC 24-12714
Kilburn Live LLC 24-12715
Kilburn Blaster LLC 24-12716
Kilburn Experiences 3, LLC 24-12717
Kilburn Experiences LLC 24-12718
Kilburn Toybox LLC 24-12719
Kilburn PE LLC 24-12720
Kilburn PE Middle East, LLC 24-12721
Kilburn Perceptual, LLC 24-12722
Night Garden LLC 24-12723
PR Live LLC 24-12724
Business Description: Kilburn Live is a family entertainment
company that offers live touring shows and
live theatrical show services. The Company
partners with the biggest brands in the
world to bring their properties to life
through immersive, captivating live touring
shows, experiences, and attractions.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Laurie Selber Silverstein
Debtors'
General
Bankruptcy
Counsel: Mark W. Eckard, Esq.
RAINES FELDMAN LITTRELL LLP
1200 North Broom Street
Wilmington, DE 19806
Tel: 302-647-1018
Email: meckard@raineslaw.com
CRO Provider to
the Debtors: KCP ADVISORY GROUP LLC
Lead Debtor's
Estimated Assets: $0 to $50,000
Lead Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Jacen Dinoff as chief restructuring
officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/JT65NTQ/KL_Holdco_LLC__debke-24-12711__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. MapleMark Bank Bank Loan $47,000,000
c/o Shaughn Sutton, CPA
Freedom Place at
Old Parkland
4143 Maple Avenue,
Suite 100
Dallas, TX 75219
2. Mattel Inc Trade $491,767
333 Continental Blvd.
El Segundo, CA
90245-5012
3. Thomas Licensing, LLC Trade $365,699
333 Continental Blvd.
El Segundo, CA 90245
4. New Wave IC Trade $280,000
(Chicago Warehouse)
6800 Santa Fe Dr.
Unit B2
La Grange, IL 60525
5. Majestic Entertainment Trade $199,836
Partners LLC (M.E
37 Caswell
Branch Road
Freeport, FL 32439
6. Patterson + Sheridan LLP Professional $199,101
595 Shrewsbury Ave. Services
Suite 100
Shrewsbury, NJ 07702
7. Macerich - Santa Monica LP Trade $195,395
401 Wilshire Blvd.
Ste. 700
Santa Monica, CA 90401
8. Lightswitch Architectural LA Trade $193,082
(WKDesigns
10265 Indiana
Court Rancho
Cucamonga, CA 91730
9. AEGIS Logistics Trade $111,997
& International
Movers AL
Khayyal AL
Malaz Dist
Riyadh 12642
10. Show Builders LLC Trade $110,193
7452 Prince
Sultan Rd Al
Khalidyyah
Jeddah 23423
11. Peanuts Worldwide LLC Trade $100,000
352 Park Avenue
South 8th Floor
New York, NY 10010
12. Aggreko LLC Trade $98,333
4610 W. Admiral
Doyle Drive New
Iberia, LA 70560
13. Helix 3d Ltd Trade $82,628
138-140 Nathan Way
London Se28 0au
14. Mesch, PLLC Trade $59,200
600 Texas St.
Fort Worth, TX 76102
15. Flame Trans, Inc. Trade $54,396
1040 S. Mt. Vernon Ave.
Suite G, Unit #301
Colton, CA 92324
16. Salue Transport Service Inc. Trade $53,650
1610 R ST
Ste 300
Sacramento, CA 95811
17. Production Assistance, LLC Trade $51,586
565 Sonora St
San Bernardino, CA 92404
18. Stonebriar Mall, LLC Trade $50,000
2601 Preston Road
Frisco, TX 75034
19. Arthur J. Gallagher & Trade $49,189
Co. Insurance Brok
P.O. Box 742886
Los Angeles, CA 90074-2886
20. MAS Works Pty Ltd Trade $46,990
282 Fieldbuckets
Road Quaama 2550
21. C2 Imaging LLC Trade $42,219
845 Minnehaha Ave East
Saint Paul, MN 55106
22. Alansr Almajhoul Trade $32,494
(Xevent) Olaya St
Riyadh 12241
23. Joshua Coppens Trade $29,971
115 Juan Road Debary, FL
32713
24. Astound Design Trade $27,139
Services ULC (CAD)
1030 Heritage Road
Burlington ON L7L
4X9
25. Affirmative Labor Trade and $26,586
Solutions 1889 Government Contracts
Green Slopes Dr.
Lewisville, TX 75077
26. Hub International Trade $21,268
Insurance
16030 Ventura Blvd.
Suite 500
Encino, CA 91436
27. Fair Park First 3809 Trade $21,089
Grand Avenue
Dallas, TX 75210
28. Anago Janitorial 20 Trade $19,260
SW 27th Avenue
Suite #100
Pompano Beach, FL 33069
29. Spectrum Florida Trade $18,990
Security
3115 N.W.
81 St. Terrace Miami,
FL 33147
30. Zion Fire Protection Trade $18,502
811 E. Plano Pkwy
Space 119
Plano, TX 75074
KRAEMER TEXTILES: Amends Berkshire Bank & Kraemer Claims Pay
------------------------------------------------------------
Kraemer Textiles, Inc., submitted an Amended Plan of Reorganization
for Small Business dated November 4, 2024.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $75,000.
The final Plan payment is expected to be paid within 30 days of
December 31, 2027.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from future operations.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 8.8 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 2 consists of the Secured claim of Berkshire Bank. The
secured claim of Berkshire Bank shall be paid at the rate of
$24,656.18 ($21,547.19 and $3,082.02) per month until the claim is
paid in full. The payments will be made directly by the Debtor.
Berkshire Bank shall retain the liens securing its claims. Per
agreement, Berkshire Bank shall forego payments in the months of
January, February and March 2025 to facilitate, in part, payments
to the Landlord. The claims of Berkshire Bank shall continue to
accrue interest at the rate of 10.50% per annum.
Class 3 consists of the Claim of Kraemer Realty, LLC. The
outstanding arrearages claim of the Landlord shall be paid pursuant
to the Stipulation resolving Kraemer Realty LLC's objection to
Debtor's Motion to Assume Leases, filed on October 28, 2024.
Class 4 consists of Non-priority unsecured creditors. All
non-priority unsecured claims shall be paid a pro rata share of the
Debtor's Disposable Income on a quarterly basis as funds are
available over the life of the Plan.
The Plan shall be funded through the Disposable Income generated by
Debtor's future operations. The Debtor will remit its Disposable
Income to the Subchapter V Trustee for disbursement consistent with
the Plan. The Plan will commence on January 1, 2025, and continue
for 36 months, through December 31, 2027.
No later than the fifteenth date following the end of each calendar
quarter, the Debtor shall deliver to the Subchapter V Trustee: (1)
a report setting forth the calculation of the Disposable Income
distributable to creditors; (2) a copy of the Debtor's bank account
statement(s) and any other backup reasonably requested by the
Subchapter V Trustee to confirm the propriety and accuracy of the
Disposable Income calculation; and (3) a check payable to "Leona
Mogavero, Subchapter V Trustee for the Estate of Kraemer Textiles,
Inc." in the amount of the Disposable Income for the preceding
quarter.
The Debtor shall make direct payments to the Landlord, Kraemer
Realty, LLC, on account of the cure payments related to the Lease
as described in the Plan, the attached Stipulation, and
accompanying projections. Payments to Berkshire Bank also be made
directly by the Debtor to Berkshire Bank and shall continue after
completion of the Plan in the same amounts and with the same
frequency as under the Plan, until the claim is paid in full.
A full-text copy of the Amended Plan dated November 4, 2024 is
available at https://urlcurt.com/u?l=Cq2f5r from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Douglas J. Smillie
Fitzpatrick Lentz & Bubba, P.C.
645 W. Hamilton Street, Suite 800
Allentown, PA 18101
Tel: (610) 797-9000
About Kraemer Textiles
Kraemer Textiles, Inc., is a privately held yarn manufacturing
company. The Company produces and wholesales a variety of custom
spinning yarns made from alpaca, wool, and natural and synthetic
fibers, as well as provides patterns and books on yarns use.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-10931) on March 20,
2024. In the petition signed by David T. Schmidt, president, the
Debtor disclosed $534,419 in assets and $2,330,193 in liabilities.
Judge Patricia M Mayer oversees the case.
Douglas J. Smillie, Esq., at FITZPATRICK LENTZ & BUBBA, P.C., is
the Debtor's legal counsel.
KYLE CHANDANAIS: Gets OK to Use Pinnacle Bank's Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee,
Nashville Division signed an agreed order authorizing Kyle
Chandanais, Inc. to use the cash collateral of Pinnacle Bank in
accordance with their agreement.
Pinnacle Bank, a secured creditor of Kyle Chandanais, has agreed to
allow the company to use the cash collateral to pay its expenses in
the ordinary course of business.
As protection, Pinnacle Bank will be granted a first priority
replacement lien on its collateral and will receive a monthly
payment of $1,000 until Kyle Chandanais' Chapter 11 plan of
reorganization is confirmed, or the agreed order is modified or
terminated.
To the extent the replacement liens granted prove insufficient to
secure any diminution in value of the bank's interest in its
collateral, the bank will be granted an administrative priority
claim.
In 2017, Pinnacle Bank loaned $150,000 to Kyle Chandanais, which is
secured by liens on the company's assets. As of the petition date,
the bank is owed $47,103 by the company.
About Kyle Chandanais
Kyle Chandanais, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-03914) on October
10, 2024, with up to $50,000 in assets and up to $1 million in
liabilities. Timothy Stone of Newpoint Advisors Corporation serves
as Subchapter V trustee.
Judge Randal S. Mashburn oversees the case.
Denis Graham Waldron, Esq., at Dunham Hildebrand Payne Waldron,
PLLC, is the Debtor's legal counsel.
LEVINTE INC: Unsecureds Will Get 3% of Claims over 5 Years
----------------------------------------------------------
Levinte, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Illinois a Plan of Reorganization under
Subchapter V dated November 5, 2024.
The Debtor was opened in 2011 and started out as owner-operator.
Over the years it became an equipment holding company whereas it
leases all of its equipment to PrimeTime Logistics Services,
operating company.
Unfortunately, PrimeTime was not doing so well either, and in the
mid-2024, Levinte reached an agreement with MCL Carrier to have all
of its equipment leased to MCL Carrier. The Debtor's sole income is
derived from its leasing agreements with MCL. Under the Plan the
Debtor is assuming the MCL leases and the Debtor is retaining all
of its vehicles in order to serve the MCL leases.
The Plan provides that all administrative creditors will be paid in
full on the Effective Date of the Plan (which is 30 days after the
Order confirming the Plan is a final Order) unless otherwise
agreed. Priority tax claims will receive 100% of their allowed
claims over the period of the Plan term (5 years). Secured
Creditors will be paid 100% of their secured claims under Class 1
of the Plan.
Class 2 general unsecured creditors will receive a pro rata share
of the Unsecured Creditor Payment over a period of 5 years, which
shall equal approximately 3% distribution on their claims. Class 3
Claims of Equity Holders will not receive a distribution unless all
other classes of creditors receive payment in full.
Class 2 consists of Allowed Unsecured Claims. Holders of allowed
unsecured claims shall receive a pro rata share of the Unsecured
Creditor Payments on an annual basis for a period of 5 years
beginning on the 1st anniversary of the Effective Date of the Plan,
and continuing yearly for another 4 years. The Unsecured Creditor
Payments shall equal $50,000 in the aggregate and each yearly
payment shall be $10,000 for five payments.
Based upon the unsecured claims (which includes deficiency claims
of secured creditors), the estimated distribution to unsecured
creditors is 3%. The unsecured claims consist of repo deficiencies
owed to BMO Bank and Volvo Financial, as well as deficiency
unsecured claims stated above for the SBA, Bank Midwest and TAB
Bank. No distribution will be made for unsecured claims which were
(i) scheduled as disputed; and (ii) no timely proof of claim was
filed.
Class 3 consists of Equity Security Holders. Equity security
holders shall retain their interests in the Debtor. In addition,
the principal of the Debtor will be entitled to a salary for her
work on behalf of the Debtor.
The Plan will be funded from income of the Debtor. The Debtor will
be the disbursing agent and will be responsible for making all of
the payments under the Plan. The principal of the Debtor,
Constantin Levinte, will continue to serve as President of the
Debtor, and will be responsible for effectuating all of the Plan
payments and provisions on behalf of the Debtor.
A full-text copy of the Plan of Reorganization dated November 5,
2024 is available at https://urlcurt.com/u?l=GWuu8o from
PacerMonitor.com at no charge.
Counsel to the Debtor:
David Freydin, Esq.
Law Offices of David Freydin
8707 Skokie Blvd., Suite 312
Skokie, IL 60077
Telephone: (847) 972-6157
Facsimile: (866) 897-7577
Email: david.freydin@freydinlaw.com
About Levinte Inc.
Levinte Inc., a carrier company in Illinois, sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 24-09868) on July 7, 2024. In the petition signed by
Constantin Levinte, president, the Debtor disclosed total assets of
$1,330,900 and total liabilities of $2,949,040.
Judge Jacqueline P. Cox oversees the case.
The Law Offices of David Freydin serves as the Debtor's counsel.
LIFEPOINT HEALTH: S&P Rates New $499MM First-Lien Term Loan 'B'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating to LifePoint
Health Inc.'s new $499 million term loan B. The recovery rating is
'3' indicating its expectation for meaningful (50%-70%: rounded
estimate 60%) recovery in the event of a default. LifePoint will
use the proceeds to refinance its existing term loan of the same
amount, effectively lowering the interest rate. The transaction is
leverage neutral.
Issue Ratings—Recovery Analysis
Key analytical factors
-- LifePoint's capital structure comprises a $800 million ABL
facility due 2028, $1.94 billion term loan B facility and $499
million term loan B facility due 2031, $600 million secured notes
due 2027, $800 million secured notes due 2030, $1.1 billion secured
notes due 2030, $500 million unsecured notes due 2029, and $800
million unsecured notes due 2032.
-- S&P assumes that at the time of default the ABL facility is 60%
drawn.
-- S&P values the company on a going-concern basis using a 6x
multiple of our projected emergence EBITDA, which is consistent
with the multiples we use for its business peers.
-- S&P estimates that for the company to default, its EBITDA would
have to decline significantly, probably due to reimbursement rate
cuts, or significant regulatory changes.
Simulated default assumptions
-- Simulated year of default: 2027
-- EBITDA at emergence: $628 million
-- EBITDA multiple: 6x
Simplified waterfall
-- Net emergence value (after 5% administrative costs): $3.6
billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- First-lien debt: $490 million
-- Collateral value available to senior secured lenders: $3.1
billion
-- Senior secured notes: $5.1 billion
--Recovery expectations: 50%-70% (rounded estimate: 60%)
-- Collateral value available to senior unsecured lenders: $0
-- Senior unsecured debt: $3.4 billion
--Recovery expectations: 0%-10% (rounded estimate: 0%)
LUBBOCK SQUARE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Lubbock Square MFMVP, LLC
4602 50th Street
Lubbock TX 79414
Business Description: Lubbock Square is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-50306
Judge: Hon. Robert L Jones
Debtor's Counsel: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Tel: (972) 503-4033
E-mail: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Bo Fontana as member.
The Debtor filed an empty 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/VEVCANQ/Lubbock_Square_MFMVP_LLC__txnbke-24-50306__0001.0.pdf?mcid=tGE4TAMA
LUGG INC: Worker Objects to Chapter 11 Bankruptcy Plan
------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that a U.S. bankruptcy court
has set a hearing for Lugg Inc., the operator of a moving and
delivery app, on January 21, 2025 to consider its debt plan, Judge
Karen B. Owens announced at a hearing on Tuesday, December 3,
2024.
Lugg plans to use collateral -- including laptops and computer
equipment valued at $34,000 -- to cover roughly $330,000 in secured
claims resulting from lawsuits, according to court filings.
The plan has been challenged by a student who sued the company over
wage-related issues and holds judgment claims, arguing that the
collateral is inadequate.
About Lugg Inc.
Lugg, Inc. is a provider of on-demand same-day moving and delivery
solutions based in San Francisco, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-11032) on May 17, 2024,
with $1,940,289 in assets and $173,950 in liabilities. Eric
Kreutzer, president, signed the petition.
Judge Karen B. Owens presides over the case.
The Debtor tapped Nardella & Nardella as bankruptcy counsel and
Baker & Hostetler, LLP as Delaware counsel. GGG Partners, LLC, is
the Debtor's financial advisor.
MAJESTIC OAK: Ends in Chapter 11 Bankruptcy Filing
--------------------------------------------------
On November 27, 2024, Majestic Oak Estates G.P. LLC filed Chapter
11 protection in the Middle District of Florida. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Majestic Oak Estates G.P. LLC
Majestic Oak Estates G.P. LLC is a limited liability company.
Majestic Oak Estates G.P. LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06488) on
November 27, 2024. In the petition filed by Gene A. Liguori, Jr. as
member, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Tiffany P. Geyer oversees 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
MAVENIR SYSTEMS: Moody's Cuts CFR to Caa3 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Ratings downgraded Mavenir Systems, Inc.'s Corporate Family
Rating to Caa3 from Caa1, Probability of Default Rating to Caa3-PD
from Caa1-PD and senior secured first lien bank credit facility
ratings to Caa3 from Caa1. The outlook was changed to negative from
stable.
The downgrade of the CFR to Caa3 reflects the high risk of default
given the company's weak liquidity, specifically very limited cash,
revolver capacity or alternate sources of capital. After investing
over $1.5 billion, the company's equity sponsors have turned
definitely uncommitted to providing any additional capital support,
leaving no certain back-stop. This was evident in the recent
default when the company missed an interest payment in September.
The company continues to burn cash which Moody's estimate to be
approximately $45 million quarterly, and has limited liquidity
($21.5 million at the end of Q2 and little to no RCF availability).
As a result, the equity sponsors are working to raise bridge
financing nearly quarterly to shore up liquidity and provide
working capital while seeking to raise longer-term equity capital
from new investors. As a result, Moody's project leverage, which is
already very high to further increase and the risk of another
default to remain very probable if the company and or the equity
sponsors fail to raise additional capital to improve the liquidity
profile. Likewise, any restructuring of the debt at a discount is
likely to be considered a distressed exchange, also considered a
default under Moody's definition. Without a material
recapitalization, the capital structure is untenable given the very
high leverage, weak liquidity profile, and poor operating
performance.
RATINGS RATIONALE
Mavenir's credit profile is negatively impacted by governance risk
(as indicated by the G-5 Issuer Profile Score and CIS-5 Credit
Impact Score) which reflects highly concentrated ownership with
private equity sponsors that are pursuing a very aggressive,
venture-capital-like growth strategy in parallel with a core
business which produces at least 85% of consolidated revenue. The
company spends substantial funds on research and development (near
50% of revenue) for new business opportunities, producing very low
profitability, negative free cash flows and very high leverage.
This business model requires the sponsors to regularly pre-fund the
business with capital including both debt and equity to maintain
liquidity. The Company is also relatively small in scale and
revenues are falling rapidly (down 34% over the last 2 years
through FY 2023 plan), and could decline at a mid-teens percent
rate. High customer concentration (near 20% for the top customer),
limited segmental diversity, and a very tiny share of a very large
market with much larger competitors are also constraints.
Strengths to the credit profile include a large target addressable
market. Its niche position to develop and deploy new software,
hardware, and services for next generation 5G OpenRAN wireless
architectures is generating a small, base of new revenue streams.
It also has valuable intellectual property and hundreds of
customers including most of the top 20 carriers and good geographic
revenue diversity which are positive credit factors.
Moody's expect Mavenir's liquidity to be weak over the next 12
months. Mandatory payments will be in excess of internal sources
(including cash plus cash EBITDA). There is limited availability on
the $75 million revolving credit facility (about $68 million
outstanding with a waiver that would otherwise limit the draw to
about $26 million to avoid the springing covenant test (5.6x
consolidated net leverage covenant that springs when the RCF is
more than 35% drawn). Alternate liquidity is very limited with an
all-bank capital structure and asset-lite business model.
Moody's rate the Senior Secured Credit Facilities Caa3, in line
with the CFR reflecting a Caa3-PD Probability of Default Rating and
Moody's expectation for an average recovery of approximately 50% in
a default scenario.
The negative outlook reflects Moody's view that another default is
probable in the near term, with the business generating very
negative EBITDA and free cash flow deficits, driven by declines in
core revenue and very high R&D spending. Moody's do not expect the
company's existing financial sponsors to support the cash needs of
the business with additional capital but will continue to look for
alternate sources of short term and long term capital.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade is unlikely at this time. However, Moody's could
consider a positive rating action if financial sponsors raise
significant equity capital to recapitalize the business, such that
the capital structure is sustainable and the company is
self-funding. An upgrade could also be conditional on improved
liquidity, lower leverage, and improved operating performance.
Moody's could consider a negative rating action if financial
sponsors do not raise alternate sources of capital to support the
business. A downgrade could also be considered if the liquidity
profile or operating performance worsens, or Moody's believe
default recoveries could be lower.
Mavenir Systems, Inc. sells core network infrastructure software
solutions for 4G/5G, to mobile network operators. The Company is a
combination of the former mobile division of Mitel Networks
Corporation and Xura, Inc., excluding Xura's enterprise messaging
business. Mavenir is majority owned and controlled by the private
equity firm, Siris Capital. Koch Strategic Platforms ("KSP"), a
subsidiary of Koch Investments Group, owns a minority interest. The
Company generated approximately $442 million in revenue during the
last 12 months ended July 31, 2024.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
MAWSON INFRASTRUCTURE: Creditors File Involuntary Ch.11 Bankruptcy
------------------------------------------------------------------
Steven Church of Bloomberg News reports that the creditors of
Mawson Infrastructure Group, a company specializing in data centers
for Bitcoin miners and AI firms, have filed court documents seeking
to push the company into bankruptcy after its cash reserves fell to
under $6 million.
On Wednesday, December 4, 2024, creditors, including W Capital
Advisors and Marshall Investments, filed a Chapter 11 petition
against the company in Wilmington, Delaware. The creditors claim
they are owed over 13.5 million Australian dollars (about $8.7
million), the report states.
In its latest quarterly report, Mawson reported a loss of $41.6
million for the nine-month period ending September 30. The company
now has the option to contest the bankruptcy filing.
About Mawson Infrastructure Group
Mawson Infrastructure Group specializes in data centers for Bitcoin
miners and AI firms.
Mawson Infrastructure Group's creditors sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12726)
on December 4, 2024. The petitioning creditors include W Capital
Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty
Ltd.
Honorable Bankruptcy Judge Mary F. Walrath handles the case.
The Debtor's counsel is Robert J. Dehney, Esq. of Morris, Nichols,
Arsht & Tunnell.
MAWSON INFRASTRUCTURE: Involuntary Chapter 11 Case Summary
----------------------------------------------------------
Alleged Debtor: Mawson Infrastructure Group, Inc.
950 Railroad Avenue
Midland PA 15059
Business Description: Mawson Infrastructure is a publicly-
traded technology company focused on
digital infrastructure platforms for
artificial intelligence (AI), high-
performance computing (HPC), and digital
assets markets. The Company has a
strategy to prioritize the usage of
carbon-free energy sources, including
nuclear energy, to power its digital
infrastructure platforms and
computational machines.
Involuntary Chapter
11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-12726
Petitioners' Counsel: Robert J. Dehney, Sr., Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 North Market Street, 16th Flr.
Wilmington, DE 19899-1347
Tel: 302-351-9353
Email: RDehney@morrisnichols.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/D6PE64I/Mawson_Infrastructure_Group_Inc__debke-24-12726__0001.0.pdf?mcid=tGE4TAMA
Alleged creditors who signed the petition:
Amount of Claim
Above the Value
of Any
Petitioner Nature of Claim Lien
---------- --------------- -------------
W Capital Advisors Pty Ltd Secured Loan Deed A$1,661,552 +
Unit 304, 44 Miller Street Interest
North Sydney Australia NSW 2060
Marshall Investments Secured Loan A$12,073,339+
MIG Pty Ltd Interest &
Suite 1, Level 12, 53 Martin Place Default Fees
Sydney Australia NSW 2000
Rayra Pty Ltd. Secured Loan A$50,000+
Unit 58A, 1183-1187 Interest
The Horsley Drive
Wetherill Park, Australia NSW 2164
MEDICAL PROPERTIES: Moody's Lowers CFR to Caa1, Outlook Negative
----------------------------------------------------------------
Moody's Ratings downgraded Medical Properties Trust, Inc.'s (MPT or
the REIT) Corporate Family Rating to Caa1 from B1. Moody's also
downgraded the backed senior unsecured debt rating of the REIT's
operating subsidiary, MPT Operating Partnership, LP's, to Caa1 from
B1. The outlook on all entities is negative. The SGL-4 speculative
grade liquidity (SGL) rating remains unchanged.
The action reflects Moody's views on MPT's financial policies, in
particular liquidity management. MPT is facing significant upcoming
debt maturities, and is reliant on asset sales and external
financing, which involve uncertain timing and event risk. As such,
governance is a key driver of the action. The negative outlook
reflects Moody's concerns over the company's ability to adequately
and comfortably manage its liquidity over the coming two years.
RATINGS RATIONALE
MPT's Caa1 CFR reflects the REIT's high financial leverage, with
net debt/EBITDA (Moody's adjusted) expected to remain above 9x
through 2025, as hospitals that have been vacated by Steward Health
Care (Steward, which filed for bankruptcy earlier this year) and
re-tenanted ramp up rent payment over a two-year period. MPT's
liquidity is weak, and Moody's view the REIT's access to public
capital markets as limited given the current leverage, market
conditions and equity prices.
MPT's Caa1 CFR also reflects the REIT's large scale and geographic
diversification, with around 60% of revenues generated in the
United States, 30% in the UK and 10% from various other countries.
The REIT also maintains some property type diversification with
investments in various types of hospitals and other healthcare
facilities, including inpatient rehabilitation hospitals and
behavioral health facilities, which each serve different patient
populations and have different reimbursement mechanisms.
MPT's liquidity profile is weak as reflected in its SGL-4
speculative grade liquidity rating. The REIT has large maturities
looming, with $1.26 billion of debt maturing in Q1 2025 and around
$2.1 billion in 2026. The company will need to rely on a
combination of new external liquidity sources, assets sales, and
potentially some debt extension to meet the total of its maturing
debt over the next two years. Given the current financial profile
of the company, and the overall financing market conditions,
Moody's believe there is a high level of event risk around
liquidity management and a heightened risk of a liquidity shortfall
over the coming two years.
The negative outlook reflects Moody's concerns over the company's
ability to adequately and comfortably manage its liquidity over the
coming two years.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the imminent liquidity pressures, an upgrade is unlikely in
the short term. Ultimately, a ratings upgrade would require
adequate liquidity and a track record of stable rental income from
ex-Steward portfolio assets.
Further ratings downgrade could occur should the company's
liquidity remain weak as it nears the refinancing of its
maturities, translating into the increased probability of a payment
default.
The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in February 2024.
MINIM INC: Signs $2.6 Million Stock Purchase Agreement
------------------------------------------------------
Minim, Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Nov. 13, 2024, it entered into a
Securities Purchase Agreement with Cao Yu, an individual, Hu Bin,
an individual, and Youxin Consulting Limited, a Hong Kong company,
whereby, at the closing of the transactions contemplated by the
Purchase Agreement, subject to satisfaction of certain closing
conditions, including the Company's stockholders voting in favor of
the transaction at a Special Meeting, the Company will sell, and
the Investors will purchase, 1,984,733 shares of the Company's
Series B Convertible Preferred Stock, $0.001 par value per share,
at a price per share of $1.31, for an aggregate purchase price of
$2,600,000, subject to the conditions, pursuant to the exemptions
afforded by the Securities Act of 1933, as amended, and Regulation
S thereunder.
The Purchase Agreement contains customary representations,
warranties and agreements of the Company and the Investors,
limitations and conditions regarding sales of the Purchased
Securities or underlying Common Stock, indemnification rights and
other obligations of the parties. Furthermore, the Purchase
Agreement contains certain conditions to closing, including: (i) a
resolution appointing three individuals identified in writing by
the Investors to fill the vacancies on the Board of Directors
caused by the resignations of all of the members of the Board of
Directors as of the Closing Date, (ii) satisfactory evidence that
all reasonably required waivers and/or settlement agreements with
the Company's creditors, vendors and employees have been received,
(iii) the Certificate of Designation of the rights and privileges
of the Series B Preferred Stock, (iv) satisfactory evidence that
all third-party and governmental consents have been received or
sent and not revoked, (v) satisfactory evidence that all holders of
equity of the Company with redemption rights or rights to
participate in the issuance of Series B Preferred Stock and the
shares of Common Stock issuable upon conversion of such shares, if
any, have been waived, (vi) satisfactory evidence that all persons
with the right to receive severance, retention bonuses, "stay"
bonuses, change in control bonuses, transaction bonuses or other
similar payments or arrangements have waived any and all rights to
receive such bonuses, (vii) satisfactory evidence that identified
all related party transactions have been terminated, (viii)
satisfactory evidence that all employment agreements have been
terminated, (ix) satisfactory evidence that a satisfactory written
opinion of the Company's counsel that all of the Series B Preferred
Stock and the securities to be purchased pursuant to the Securities
Purchase Agreement, dated on even date of the Purchase Agreement,
by and among David Elliot Lazar and the Investors are, and the
shares of Common Stock underlying the Series B Preferred Stock will
be, duly authorized, validly issued, fully paid and nonassessable,
have been issued in compliance with all federal and state
securities laws, and none of such shares was or would be issued in
violation of any preemptive rights or similar rights to subscribe
for or purchase securities, (x) the Company's shares be listed on
the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq
Global Select Market, or any successors to any of the foregoing by
no later than December 31, 2024, and (xi) the approval from the
stockholders of the Company of the transactions contemplated by the
Purchase Agreement.
The Investors have agreed that they will not engage in or effect,
directly or indirectly, any short sales involving the Company's
securities or any hedging transaction that transfers the economic
risk of ownership of the Common Stock. Additionally, the Board of
Directors of the Company unanimously adopted resolutions granting
the Investors the right to sell, assign or otherwise transfer
either the Series B Preferred Stock (as well as any Common Stock
underlying any such Series B Preferred Stock) and/or its rights to
acquire the Series B Preferred Stock (as well as any Common Stock
underlying any such Securities) pursuant to the Purchase Agreement,
including by way of option for Purchaser to sell and/or a
transferee thereof to purchase, the Securities Purchase Rights.
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.
Minim stated in its recently filed Quarterly Report that, "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."
MIRAMAR TOWNHOMES: Seeks Bankruptcy Protection in Texas
-------------------------------------------------------
On November 27, 2024, Miramar Townhomes SWNG 2 LLC filed Chapter 11
protection in the Southern District of Texas. According to court
filing, the Debtor reports between $10 million and $50 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Miramar Townhomes SWNG 2 LLC
Miramar Townhomes SWNG 2 LLC is owned by Miramar Townhomes SWNG GP
LLC and Miramar Townhomes LP SWNG LLC. Miramar Townhomes SWNG owns
Miramar Townhomes located at 2380 Bering Drive, Houston, TX 77057.
Avenue SWNG TIC 1 and Avenue SWNG TIC 2 are both owned by The
Avenue SWNG LLC. AST1 Debtor and AST2 Debtor own The Avenue
Apartments located at 5050 Yale Street, Houston, TX 77018. Toro
Debtor is owned by Toro Place Holdings, LLC. Toro Debtor owns Toro
Place Apartments located at 12101 Fondren Road, Houston, TX 77035.
Miramar Townhomes SWNG 2 LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90608) on
November 27, 2024. In the petition filed by Baruch Teitelbaum, as
manager, the Debtor reports estimated assets and liabilities
between $10 million and $50 million each.
Honorable Bankruptcy Judge Christopher M. Lopez handles the case.
The Debtor is represented by:
Melissa A. Haselden, Esq.
HASELDEN FARROW PLLC
708 Main Street
10th Floor
Houston, Texas 77002
Tel: (832) 819-1149
Email: MHaselden@HaseldenFarrow.com
MKS INSTRUMENTS: Moody's Cuts CFR to Ba2 & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Ratings downgraded MKS Instruments, Inc.'s corporate family
rating to Ba2 from Ba1 and its probability of default rating to
Ba2-PD from Ba1-PD. Moody's affirmed MKS's senior secured bank
credit facility ratings at Ba1. The speculative grade liquidity
(SGL) rating remains SGL-1. The outlook was changed to stable from
negative.
The downgrade of the CFR reflects MKS's weak credit profile amid
challenging market conditions and elevated financial leverage as a
result of a prior acquisition. MKS has continued to underperform
Moody's expectations and the company's financial metrics will
remain weak over the next 12 to 18 months. As such Moody's believe
MKS will face an extended time frame to reach its stated leverage
target. The affirmation of the senior secured bank credit facility
ratings reflects their relative position to unsecured. The stable
outlook reflects Moody's expectation that the company will continue
to repay debt and reduce leverage to levels appropriate for the Ba2
CFR.
RATINGS RATIONALE
MKS's Ba2 CFR reflects the company's broad portfolio of highly
profitable manufacturing technologies and low capital intensity,
which contributes to free cash flow (FCF) generation. Long customer
relationships, customer qualification requirements, and a large
intellectual property portfolio add a degree of protection to the
company's competitive position and revenue base. The consumable
products and services revenues, which are driven by installed base
and the volume of electronics manufacturing and general industrial
activity, further support stability of the revenues.
However, the acquisition of Atotech Limited in August 2022
increased financial leverage substantially. Given the resulting
interest expense burden and depressed market conditions, leverage
and FCF has been pressured over the years following the
acquisition, and the company's planned de-leveraging has been
severely delayed. Debt/EBITDA (Moody's adjusted) was 6.1x and
FCF/debt (Moody's adjusted) 7.1% at September 30, 2024. Although
recent repayment and repricing of the company's term debt has
reduced interest expense, FCF will remain pressured, and leverage
high over the next 12 to 18 months.
The Speculative Grade Liquidity (SGL) rating of SGL-1 reflects
MKS's very good liquidity, which is supported by consistent FCF
generation and a large cash balance. Moody's expect that MKS will
generate annual FCF (Moody's adjusted) of around $300 million over
the next 12 to 18 months and that the company's cash balance will
likely remain above $700 million. Given the expected FCF generation
and sizable cash balance, Moody's expect that the revolver will
remain largely undrawn. The term loan B does not contain financial
maintenance covenants while the revolver contains a springing
covenant if more than 35% of the facility is drawn.
The instrument level ratings reflect the Ba2-PD PDR, an average
expected family recovery rate of 50% at default given the mix of
secured and unsecured debt in the capital structure, and the
instruments' ranking in the capital structure. The company's senior
secured credit facilities are rated Ba1, one notch above the CFR,
reflecting their senior ranking with respect to the senior
unsecured convertible notes (unrated).
The stable outlook reflects Moody's expectations that debt/EBITDA
(Moody's adjusted) will improve to about mid-5x and FCF to debt
(Moody's adjusted) will be maintained at mid-single digits percent,
respectively, over the next 12 to 18 months. This is predicated on
the company directing significant excess free cash flow towards
additional voluntary debt repayment, which is market dependent and
thus uncertain.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the revenue growth is expected to
be sustained at least in the mid-single digit percentage range,
EBITDA margin (Moody's adjusted) rises to the mid-20% range, and
the company substantially reduces funded debt such debt/EBITDA
(Moody's adjusted) is expected to be maintained below 4x for most
of an industry cycle.
The ratings could be downgraded if revenue declines are expected to
continue, EBITDA margin (Moody's adjusted) declines below 20% and
if debt/EBITDA (Moody's adjusted) is expected to be maintained
above 5x for most of an industry cycle.
MKS Instruments, Inc. makes instruments, subsystems, and process
control systems that measure, monitor, analyze, power, and control
critical parameters of advanced manufacturing processes. MKS also
makes plating chemistries, equipment, and related software used in
the manufacture of printed circuit boards and a variety of consumer
and industrial products.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
MLJ COMPANIES: Seeks Approval to Tap Aced Accounting as Accountant
------------------------------------------------------------------
The MLJ Companies LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Virginia to employ Aced Accounting as
its accountant.
The Debtor needs an accountant to render accounting and tax
preparation services.
The firm will charge a discounted fee of $720 for its services plus
reimbursement of expenses incurred.
Ethan Willse, CPA, a member at Aced Accounting, 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:
Ethan Willse, CPA
Aced Accounting
3257 N. Sheffield Ave., Ste. 112
Chicago, IL 60657
Telephone: (515) 216-0936
Email: ethan@acedaccounting.com
About The MLJ Companies
The MLJ Companies, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. Va. Case No.
24-61250) on Nov. 7, 2024, listing $100,001 to $500,000 in both
assets and liabilities.
Judge Rebecca B. Connelly oversees the case.
The Debtor tapped Kimberly Kalisz, Esq., at Conway Law Group, PC as
counsel and Aced Accounting as accountant.
MP OCTOPUS: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
MP Octopus Pizza, LLC and affiliates received interim approval from
the U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, to use cash collateral.
The companies require the use of cash collateral to pay
payroll-related expenses and other expenses in accordance with
their projected budget.
Connect One Bank holds a lien on the companies' assets securing
obligations totaling $3.963 million. The value of the collateral
securing these obligations is $533,403.
Meanwhile, RN holds a first-priority lien exclusively on
receivables generated from transactions by its members.
As adequate protection for the use of cash collateral, creditors
will have a post-petition lien on the collateral to the same extent
and with the same validity and priority as their pre-bankruptcy
liens.
In addition, the companies will provide a replacement lien on the
post-petition funds to the same extent and with the same validity
and priority as existed pre-bankruptcy.
The next hearing is scheduled for Jan. 9 next year.
About MP Octopus Pizza LLC
MP Octopus Pizza LLC, dba Marco's Pizza, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-06739) on November 15, 2024. In the petition signed by Terry
Burkholder, manager, the Debtor disclosed up to $100,000 in assets
and up to $1 million in liabilities.
Judge Catherine Peek McEwen oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A., represents the Debtor
as legal counsel.
MP OCTOPUS: Hires Ford & Semach and Blanchard Law as Legal Counsel
------------------------------------------------------------------
MP Octopus Pizza, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Middle District of Florida to employ
Ford & Semach, PA and Blanchard Law, PA as bankruptcy counsel.
The firm will render these services:
(a) give the Debtors legal advice with respect to their powers
and duties in the continued operation of their business and
management of their property;
(b) prepare, on the behalf of the Debtors, necessary legal
papers and appear at hearings thereon; and
(c) perform all other legal services for the Debtors.
Blanchard Law's professionals will be paid at these hourly rates:
Attorney $400
Associates $300
Paralegal $150
Ford & Semach's professionals will be paid at these hourly rates:
Buddy D. Ford, Attorney $450
Jonathan Semach, Attorney $400
Heather Reel, Attorney $350
Paralegal $150
In addition, both firms will seek reimbursement for expenses
incurred.
Blanchard Law and Ford & Semach also received retainers of $25,000
and $45,000, respectively, from the Debtors.
Jake Blanchard, Esq., an attorney at Blanchard Law, and Mr. Semach
disclosed in court filings that their firms are "disinterested
persons" as the term is defined in Section 101(14) of the
Bankruptcy Code.
The firms can be reached through:
Jake C. Blanchard, Esq.
Blanchard Law, P.A.
8221 49th Street North
Pinellas Park, FL 33781
Telephone: (727) 531-7068
Facsimile: (727) 535-2086
Email: Jake@jakeblanchardlaw.com
- and -
Jonathan A. Semach, Esq.
Ford & Semach, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615
Telephone: (813) 877-4669
Facsimile: (813) 877-5543
Email: Jonathan@tampaesq.com
About MP Octopus Pizza
MP Octopus Pizza, LLC and its affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 24-06739) on Nov. 15, 2024, listing
under $1 million in both assets and liabilities.
Judge Catherine Peek McEwen oversees the case.
Ford & Semach, P.A. and Blanchard Law, P.A. represent the Debtors
as counsel.
MR. KNICKERBOCKER: Unsecureds to Get 1.21 Cents on Dollar in Plan
-----------------------------------------------------------------
Mr. Knickerbocker, Inc., filed with the U.S. Bankruptcy Court for
the District of South Carolina a Plan of Reorganization for Small
Business.
The Debtor is a South Carolina corporation operating a business
centered around Clemson University apparel, souvenirs, and
memorabilia. The Debtor was incorporated with the South Carolina
Secretary of State on or about September 22, 1978, and remains a
corporation in good standing.
The Debtor was acquired from its original owners by John W.
Yeomans, Jr. and Allan Yeomans (collectively, the "Yeomans") in the
spring of 2019. The Yeomans are the owners of The Print House, LLC,
a screen printing and embroidery business, that even prior to the
Yeomans ownership was a major supplier for the Debtor. Since the
1970's the Debtor has maintained a retain operation in the
commercial business district of Clemson, South Carolina.
Late 2023 and 2024 also introduced the influence of soaring
inflation where many American families curtailed discretionary
spending. By the spring of 2024 the Debtor closed its lifestyle
store in Clemson and its boutique location in Greenville. On or
about June 7, 2024, ACRE-Clemson, LLC, the landlord for the
Debtor's 384 College Avenue, filed an eviction proceeding with the
Magistrate's Court for Pickens County, South Carolina. The Debtor
filed its petition for relief pursuant to Subchapter V of Chapter
11 of the Bankruptcy Code on July 5, 2024.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $213,780. The final Plan
payment is expected to be paid on January 15, 2030.
The Debtor's Plan is dependent upon revenue generated from internet
sales, "pop-up" store events, and wholesale branding through other
retailers. This Plan assumes that the revenue generated through the
Debtor's website will remain relatively flat, but that there will
be an increase in revenue the wholesale and event channels that
will generate an average of $5,000 per month. Further, this Plan
assumes that the Debtor starts each year with a cash reserve of
$40,000. The Plan depends upon average monthly income of $24,745
and monthly operating expenses of $11,930.
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 1.21 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 5 consists of all general unsecured claims to the extent they
are allowed claims. Holders of claims in Class 5 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 5 will also receive an annual payment from any cash on hand
in advance of the Debtor's Cash Reserve annually, beginning in the
13th month of the Plan. The Debtor projects an initial payment from
the surplus funds of $1,800 paid in January 2026, which will be
distributed pro rata to Class 5. Class 5 will also receive pro rata
monthly distributions of $1,800 beginning in month 49 of the Plan.
Class 6 consists of Insider Claims/Equity Security Holders of the
Debtor. The equity interests in the form of the Yeomans 100% stock
of the Debtor shall remain with the Yeomans. Class 6 claims will
receive no distribution pursuant to this Plan.
The Debtor shall fund the plan from earnings generated from its
business operations. Due to the nature of the Debtor's business,
profitability is achieved in the months of November and December
during the Holiday Season. Therefore, the Debtor will be required
to maintain a cash reserve to fund its operations during the slow
months of the year. In order to fund its operation without need for
further reorganization, the Debtor requires $40,000 in cash
reserves at the start of each year. Beginning of the Effective
Date, the Debtor will contribute any funds in excess of the
necessary $40,000 to its Plan obligations.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=YmsHky from
PacerMonitor.com at no charge.
Counsel to the Debtor:
W. Harrison Penn, Esq.
Penn Law Firm, LLC
1517 Laurel Street
Columbia, SC 29201
Tel: (803) 771-8836
Email: hpenn@pennlawsc.com
About Mr. Knickerbocker
Mr. Knickerbocker, Inc., is a retailer of apparel and accessories
in Clemson, S.C.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. S.C. Case No. 24-02433) on July 5, 2024,
with $100,000 to $500,000 in assets and $1 million to $10 million
in liabilities. Christine Brimm, Esq., serves as Subchapter V
trustee.
Judge Helen E. Burris presides over the case.
W. Harrison Penn, Esq., at Penn Law Firm, LLC, is the Debtor's
bankruptcy counsel.
MT. AIRY ONE: Commences Subchapter V Bankruptcy Process
-------------------------------------------------------
On November 27, 2024, Mt. Airy One LLC filed Chapter 11 protection
in the Middle District of North Carolina. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors.
A meeting of creditors under Sec. 341(a) to be held on December 30,
2024 at 11:00 AM at 11:00 AM at (DG-11) Zoom Meeting,
https://www.ncmba.uscourts.gov/zoom 341s.
About Mt. Airy One LLC
Mt. Airy One LLC is a limited liability company.
Mt. Airy One LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-80270) on
November 27, 2024. In the petition filed by Anthony Dilweg, as
manager, the Debtor reports estimated assets between $100,000 and
$500,000 and estimated liabilities between $1 million and $10
million.
The Debtor is represented by:
Laurie B. Biggs, Esq.
BIGGS LAW FIRM PLLC
9208 Falls of Neuse Road Suite 120
Raleigh, NC 27615
Tel: (919) 375-8040
Fax: (919) 341-9942
Email: lbiggs@biggslawnc.com
NANO MAGIC: Incurs $1.41 Million Net Loss in Third Quarter
----------------------------------------------------------
Nano Magic Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $1.41
million on $640,271 of net revenues for the three months ended
Sept. 30, 2024, compared to a net loss of $699,675 on $658,159 of
net revenues for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $2.98 million on $1.84 million of net revenues compared
to a net loss of $2 million on $2.06 million of net revenues for
the nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $2.29 million in total
assets, $2.44 million in total liabilities, and a total
stockholders' deficit of $144,897.
As reflected in the unaudited condensed financial statements, the
Company had losses from operations and net cash used by operations
of $2,974,546 and $1,634,053 for the nine months ended Sept. 30,
2024 and a loss from operations of $2,009,247 and cash used by
operations of $1,057,794 for the nine months ended Sept. 30, 2023.
Moreover, at Sept. 30, 2024, the Company had a working capital
deficit of $(889,966) as compared to positive working capital of
$454,969 at Dec. 31, 2023. The Company said these factors raise
substantial doubt about its ability to continue as a going concern
within one year after the date that these unaudited condensed
financial statements are issued. Management cannot provide
assurance that the Company will ultimately achieve profitable
operations, become cash flow positive or raise additional
capital."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/891417/000149315224046782/form10-q.htm
About Nano Magic
Headquartered in Madison Heights, Michigan, Nano Magic Inc. --
https://nanomagic.com/ -- develops, commercializes, and markets
nanotechnology-powered consumer and industrial cleaners and
coatings to clean, protect, and enhance products for peak
performance. Consumer products include lens and screen cleaners
and coatings, anti-fog solutions, and household and automobile
cleaners and protective coatings sold direct-to-consumer and in big
box retail.
Sterling Heights, Michigan-based UHY LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 2, 2024, citing that the Company has recurring losses
from operations, negative cash flow from operations, and an
accumulated deficit. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
NAYA BIOSCIENCE: Incurs $1.63 Million Net Loss in Third Quarter
---------------------------------------------------------------
NAYA Biosciences, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $1.63 million on $1.43 million of total revenue for the three
months ended Sept. 30, 2024, compared to a net loss of $1.25
million on $974,894 of total revenue for the three months ended
Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $5.47 million on $4.85 million of total revenue
compared to a net loss of $6.04 million on $1.64 million of total
revenue for the nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $17.02 million in total
assets, $17.04 million in total liabilities, and a total
stockholders' deficit of $23,316.
"The Company has been dependent on raising capital from debt and
equity financings to meet its needs for cash used in operating and
investing activities. During the first nine months of 2024, the
Company received $1.6 million from the sale of preferred stock,
$0.9 million from the exercise of warrants, $0.7 million in net
proceeds from the sale of notes, and $0.2 million in net proceeds
from the sale of common stock. Over the next 12 months, the
Company's plan includes growing the Wisconsin Fertility Institute
and pursuing additional IVF clinic acquisitions. Until the Company
can generate positive cash from operations, it will need to raise
additional funding to meet its liquidity needs and to execute its
business strategy. As in the past, the Company will seek debt
and/or equity funding, which may not be available on reasonable
terms, if at all.
"Although the Company's audited consolidated financial statements
for the year ended December 31, 2023 were prepared under the
assumption that it would continue operations as a going concern,
the report of the Company's independent registered public
accounting firm that accompanies the Company's financial statements
for the year ended December 31, 2023 contains a going concern
qualification in which such firm expressed substantial doubt about
the Company's ability to continue as a going concern, based on the
financial statements at that time. Specifically, as noted above,
the Company has incurred significant operating losses, and the
Company expects to continue to incur significant expenses and
operating losses, as it continues to ramp up the commercialization
of INVOcell, develop new INVO Centers, pursue potential
acquisitions of additional established IVF centers, and advance the
recently acquired oncology-related assets of Legacy NAYA. These
prior losses and expected future losses have had, and will continue
to have, an adverse effect on the Company's financial condition.
If the Company cannot continue as a going concern, its stockholders
would likely lose most or all of their investment in the Company,"
the Company stated.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1417926/000149315224046822/form10-q.htm
About Naya
Headquartered in Sarasota, FL, NAYA Biosciences, Inc. (formerly
known as INVO Bioscience, Inc.) is a life science portfolio company
dedicated to bringing breakthrough treatments to patients in
oncology, autoimmune diseases, and fertility. The Company's hub
and spoke model harnesses the shared resources of a parent company
and agility of lean strategic franchises, enabling efficient
acquisition, development, and partnering of assets as well as
optimized return on investment by combining the upside of
innovative clinical-stage therapeutics with scalable, profitable
commercial revenues.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered net losses
from operations and has a net capital deficiency, which raises
substantial doubt about its ability to continue as a going concern.
NICK'S PIZZA: Seeks Chapter 11 Bankruptcy for 2nd Time
------------------------------------------------------
Kirk O'Neil of The Street reports that Nick's Pizza & Pub, located
in Crystal Lake, Ill., has long relied on strong community support
to keep its doors open.
In March 2011, the company was struggling financially, losing
$30,000 a month and seeing sales drop by 30%. By September of that
year, the business faced the risk of missing payroll and
potentially filing for bankruptcy, as reported by the Northwest
Herald.
In a desperate move, owner Nick Sarillo sent a message to 16,000
people on the restaurant's email list, urging them to visit Nick's
Pizza & Pub to help turn things around. The response was dramatic
-- sales doubled the following week, continued to climb, and
remained 80% higher in the following month.
In the months that followed, sales stayed 5%-10% above pre-email
levels. Coupled with some budget cuts, the company managed to avoid
bankruptcy. However, in January 2020, Nick's Pizza & Pub filed a
Chapter 11 petition in the U.S. Bankruptcy Court for the Northern
District of Illinois, just as the Covid-19 pandemic began affecting
businesses nationwide.
Nick's Pizza & Pub emerged from bankruptcy and operated for more
than four years before filing for Chapter 11 protection again on
December 2, 2024, in order to reorganize and restructure its
business with plans to continue operations.
The restaurant chain, which has locations in Crystal Lake and
Elgin, Ill., reported assets between $100,000 and $500,000 and
liabilities ranging from $1 million to $10 million in its Chapter
11 petition.
Founded in 1995 in the Chicago suburbs, the pizza chain has
recently faced industry challenges, including managing perishable
inventory and dealing with seasonal fluctuations in business,
according to court filings. Rising operating costs, driven by
inflation, have likely added to the financial strain.
In its petition, the company indicated that it would have funds
available to distribute to unsecured creditors.
About Nick's Pizza & Pub, Ltd.
Nick's Pizza & Pub, Ltd. is a family-friendly restaurants in
Crystal Lake and Elgin, serving thin-crust Chicago pizza.
Nick's Pizza & Pub, Ltd. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-18037) on December 2,
2024. In the petition filed by Nicholas Sarillo, as president, the
Debtor reports estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Janet S. Baer handles the case.
The Debtor is represented by:
Matthew T. Gensburg, Esq.
GENSBURG CALANDRIELLO & KANTER, P.C.
200 W. Adams St., Ste. 2425
Chicago, IL 60606
Tel: (312) 263-2200
Fax: (312) 263-2242
NITRO FLUIDS: Seeks to Extend Plan Exclusivity to March 11, 2025
----------------------------------------------------------------
Nitro Fluids, LLC, and its affiliates asked the U.S. Bankruptcy
Court for the Southern District of Texas to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to March 11, 2025 and May 12, 2025,
respectively.
The Debtors submit that cause exists for further extending the
Exclusivity Period in these Chapter 11 Cases because the complexity
of the Debtors' distinct operations and recent developments in
Straitline's business with Crescent Pass warrant an extension of
the exclusivity period, which, in turn, will inure benefit to all
stakeholders in the Debtors' chapter 11 estates. Additional time
will enable the Debtors to finalize and implement a strategy to
reorganize Straitline and to continue the sale and marketing of
Leasing's and Fluids's assets to completion.
The Debtors claim that these Chapter 11 Cases involve considerable
oil and gas assets and liabilities in excess of $80 million. The
complexity of these Chapter 11 Cases is further revealed upon an
examination of the sophisticated sale procedures, the sophisticated
professionals assisting the Debtors in such sale process, and the
complexity of the efforts to reorganize.
The Debtors explain that it is their second request for an
extension of the Exclusivity Periods. Because of the complexity of
these Chapter 11 Cases, an additional extension of the Exclusivity
Periods will give the Debtors sufficient and much needed time to
continue negotiating terms of a chapter 11 plan of reorganization
with their stakeholders and memorialize the terms of both a plan
and disclosure statement.
Furthermore, the Debtors' purpose in seeking another extension of
the Exclusivity Periods is a good-faith effort to continue the
reorganization efforts they have initiated without the distraction
and costs of a competing plan process which would be a distraction
and waste of the Debtors' limited time and resources. The relief
requested in the Motion is not intended for the purpose of coercing
or strong-arming any creditor, but rather to benefit all of the
Estates' stakeholders as a whole.
Moreover, a further extension of the Exclusivity Periods will not
result in prejudice to any creditor or party in interest, and
instead, will enable the Debtors to continue focusing on preserving
and enhancing their going-concern value and proposing a viable,
fair, and comprehensive plan that is (ideally) supported by all
major constituents. Such a result is clearly in the best interest
of the Estates.
Counsel for the Debtors:
BONDS ELLIS EPPICH SCHAFER JONES LLP
Joshua N. Eppich, Esq.
Eric T. Haitz, Esq.
420 Throckmorton Street, Suite 1000
Fort Worth, Texas 76102
(817) 405-6900 telephone
(817) 405-6902 facsimile
Email: joshua@bondsellis.com
Email: eric.haitz@bondsellis.com
- and -
Ken Green, Esq.
402 Heights Blvd.
Houston, Texas 77007
(713) 335-4990 telephone
(713) 335-4991 facsimile
Email: ken.green@bondsellis.com
About Nitro Fluids LLC
Nitro Fluids, LLC, filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
24-60018) on May 15, 2024, listing $50 million to $100 million in
both assets and liabilities. The petition was signed by Brad Walker
as chief restructuring officer.
Judge Christopher M. Lopez presides over the case.
Eric Thomas Haitz, Esq. at Bonds Ellis Eppich Schafer Jones LLP
represents the Debtor as counsel.
NORTH EASTERN INDUSTRIES: Unsecureds Will Get 100% of Claims
------------------------------------------------------------
North Eastern Industries, Inc., filed with the U.S. Bankruptcy
Court for the District of Massachusetts a Small Business Plan of
Reorganization dated November 5, 2024.
The Debtor is a corporation formed in 2012. Rielis Mesquita is the
sole officer and stockholder. The Debtor is engaged in the business
selling and installing water filtration systems, primarily, though
not exclusively for residential customers.
Prior to filing its chapter 11 case, the Debtor made efforts to
improve its profitability by eliminating all salaried sales
persons. The Debtor now utilizes independent representatives to
sell its products from New England to Florida and throughout the
eastern part of the United States.
Leading up to the filing of this case, the Debtor was being sued by
a secured creditor, NU Direction in Pennsylvania State Court. The
suit by NU Direction was the impetus for filing this case.
The Debtor's projections show that it will have projected
disposable income in order to fund the Plan payments. The Debtor
believes that the projections are reasonable and based on a sound
business plan. Among other things, the Debtor has identified
suppliers in China that will reduce its product costs by
approximately 50%. In addition, the Debtor expects to reduce its
commission costs over the course of the Plan.
In 2022 and 2023 the Debtor generated gross income of $8,912,648
and $1,884,965 respectively. The Debtor projects that in the first
year of its Plan, it will generate $3,360,000 in gross revenue and
$433,268 in net income. Over the course of its Plan the Debtor
expects to generate $6,483,927 in net income.
Class 5 consists of General Unsecured Creditors. Pursuant to this
Plan the Debtor shall commit to disbursing $95,568 per quarter to
holders of Allowed General Unsecured Claims during the Plan term.
Each holder of a General Unsecured Claim shall receive, in full and
final satisfaction of such Claim, cash in an amount equal to such
Claim's pro rata share of the Projected Disposable Income, which
should result in a recovery of approximately 100% of the Allowed
amount of a holder’s General Unsecured Claim.
Commencing one year after the Effective Date and concluding no
later than the fifth anniversary of the Effective Date, the Debtor
shall distribute the cash to each holder in not more than sixteen
equal installments and not less frequently than one installment
each quarter. Quarterly distributions to holders in General
Unsecured Claims shall equal $95,568, in aggregate. Notwithstanding
the foregoing, a holder may receive such other less favorable
treatment as may be agreed upon by such holder and the Debtor.
The Debtor shall fund the Plan from its income from operations as
set forth in the Projected Disposable Income analysis. Upon the
Effective Date, the Debtor is authorized to take all action
permitted by law, including, without limitation, to use its cash
and other assets for all purposes provided for in the Plan and in
its business operations, and to borrow funds and to transfer funds
for any legitimate purpose.
A full-text copy of the Plan of Reorganization dated November 5,
2024 is available at https://urlcurt.com/u?l=lh1tpy from
PacerMonitor.com at no charge.
Counsel to the Debtor:
James L. O'Connor, Jr., Esq.
Nickless, Phillips and O'Connor
PO Box, 2101
780 Main Street, Suite 401
Fitchburg, MA 01420
Tel: (978) 342-4590
Email: joconnor@npolegal.com
About North Eastern Industries Inc.
North Eastern Industries, Inc. is engaged in the business selling
and installing water filtration systems, primarily, though not
exclusively for residential customers.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-40824) on
August 9, 2024, with $500,001 to $1 million in both assets and
liabilities.
Judge Elizabeth D. Katz oversees the case.
James L. O'Connor, Jr., Esq., at Nickless, Phillips and O'Connor
represents the Debtor as counsel.
OCEANS 222: Case Summary & Three Unsecured Creditors
----------------------------------------------------
Debtor: Oceans 222, LLC
d/b/a Asian Chao
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Oceans 222 is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06603
Judge: Hon. Tiffany P Geyer
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonio S. Lomoriello as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/USA2Z6Y/Oceans_222_LLC__flmbke-24-06603__0001.0.pdf?mcid=tGE4TAMA
OCEANS 317: Case Summary & Three Unsecured Creditors
----------------------------------------------------
Debtor: Oceans 317, LLC
DBA Tobu
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Oceans 317 is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06604
Judge: Hon. Tiffany P Geyer
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Aaron Stevens as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/U5UZKMY/Oceans_317_LLC__flmbke-24-06604__0001.0.pdf?mcid=tGE4TAMA
OCEANS 330: Case Summary & Four Unsecured Creditors
---------------------------------------------------
Debtor: Oceans 330, LLC
d/b/a Asian Chao
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Oceans 330 is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06605
Judge: Hon. Tiffany P Geyer
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Aaron S. Stevens as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/U3QGLQA/Oceans_330_LLC__flmbke-24-06605__0001.0.pdf?mcid=tGE4TAMA
OPEN TEXT: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of Open Text Corporation (OTEX) and its subsidiary, Open Text
ULC at 'BB+'. Fitch has also assigned a 'BB+' IDR to Open Text,
Inc. The subsidiaries and OTEX are co-borrowers on the secured
revolver (collectively all three entities are referred to as Open
Text). The Rating Outlook is Stable.
Fitch has affirmed the 'BBB-' with a Recovery Rating of 'RR1'
rating on the senior secured debt and the 'BB+'/'RR4' rating on the
senior unsecured debt of OTEX. Fitch has assigned 'BB+'/'RR4'
rating on Open Text, Inc.'s senior unsecured debt. Fitch has also
affirmed the 'BBB-'/'RR1' rating on the secured term loan of OTEX
and assigned 'BBB-/RR1' rating on Open Text, Inc.'s senior secured
debt.
The 'BB+' rating for Open Text considers its strong EBITDA margins,
healthy liquidity, and significant cash generation. Approximately
80% of its revenue is recurring. The rating also considers the
company's growth through acquisitions rather than organic means.
On July 1, 2024, Open Text Holdings, Inc. merged with and into Open
Text Inc. (OTI), a wholly-owned indirect subsidiary of the Open
Text Corporation. As a result of the merger, OTI assumed all rights
and obligations of OTHI with respect to Open Text debt. Fitch is
withdrawing the rating of Open Text Holdings, Inc. as the entity no
longer exists.
Fitch is withdrawing the 'BBB-'/'RR1' rating on Open Text
Corporation's secured term loan due May 2025 as the loan has been
fully repaid.
Key Rating Drivers
Organic Revenue Growth Trajectory: Fitch recognizes that Open
Text's organic revenue growth has been somewhat below Fitch's
expectations for FY24. This has been partly offset by an
improvement in EBITDA margins, with the EBITDA margins improving to
35% in Q1 FY25. The improvement reflects Open Text's effective cost
management. In Q1 FY25, cloud revenue continued to increase, and
the company anticipates the cloud revenue growth rate of 2% to 5%
for FY25.
Sustaining a positive organic revenue growth trajectory remains
imperative for long term financial strength. Open Text's growth
will be supported by new technological products, enhanced go to
market strategies, and strategic partnerships.
Lower Leverage Forecast: Fitch forecasts that Open Text's leverage
will drop below 3.5x from FY26 onwards following the divestiture of
AMC assets and debt reduction. The company targets a net leverage
range of 2.5x to 3x in the medium term. Fitch anticipates lower
EBITDA in FY25 due to the absence of AMC assets, with leverage
slightly above 3.5x.
From FY26 onwards, leverage is expected to decrease to between 3.1x
and 3.4x, assuming no major debt-funded acquisitions. Despite the
projected decline, leverage is not expected to fall below 2.5x
during the rating period, which is a key factor for potential
positive rating actions.
Continued Focus on Margin Expansion: Fitch forecasts that Open
Text's margins will expand into the mid-30s range. The margin
expansion is driven by the company's business optimization plan and
changes in market strategies, which are expected to enhance
profitability. Open Text has demonstrated a commitment to strict
cost discipline and efficiency improvements, which are key elements
supporting this positive margin outlook. In Q125, margins expanded
to 35% and Fitch forecasts EBITDA margins to be in the mid to high
30s range over the forecast horizon.
Solid Cash Flow Generation: Fitch views the strong cash flow
generation capacity of Open Text as a credit positive. Over the
past four years, Open Text has generated FCF after dividends,
ranging from $396 million to $650 million. In FY24, FCF rose to
just over $540 million from $396 million in FY23, which was
impacted by the Micro Focus acquisition. Fitch projects lower FCF
in FY25 due to the AMC divestiture's cash tax impact, with growth
expected thereafter. FCF margins are anticipated to rise to the
mid-teens in the forecast period. Management targets $1.2 billion
to $1.3 billion in FCF by FY27 (before dividends).
Recurring Revenue Profile: Fitch views Open Text's revenue
structure favorably, as it comprises over 80% recurring revenue,
ensuring high revenue visibility. The company maintains a high
renewal rate, with a 94% cloud renewal rate in Q1 FY25. This high
level of revenue predictability supports the company's business
profile.
Enhanced Financial Flexibility: Fitch notes that the divestiture of
the higher-margin AMC business has accelerated Open Text's
financial flexibility. This enhanced flexibility allows the company
to increase capital allocation towards shareholder-friendly
activities, such as dividend hikes and share repurchases. In FY24,
Open Text returned $417 million to shareholders through dividends
and share buybacks, with this amount expected to rise to $570
million in FY25. The company has a capital allocation strategy to
allocate 50% of trailing twelve months FCFs to dividends and
buybacks.
Derivation Summary
Open Text's 'BB+' rating reflects its size and scale, which nearly
doubled with the Micro Focus acquisition. It also reflects
expectations for deleveraging, supported by the debt paydown using
proceeds from the AMC divestiture. The company's rating is the same
as Gen Digital Inc. (BB+/Negative), which has much stronger EBITDA
margins of around 50%. Fitch estimates Open Text has EBITDA margins
in the mid-30% range. Gen Digital differs from Open Text
significantly in its strong focus in the consumer market.
Both Open Text and Gen Digital have had leverage over 3.5x, which
is high for the 'BB+' rating. Open Text has a Stable Outlook since
it is expected to have leverage decline below 3.5x in FY26 and
beyond. Gen Digital has a Negative Outlook since its deleveraging
is expected to happen more slowly.
Fitch rates Open Text and its subsidiaries, Open Text, Inc. and
Open Text ULC on a consolidated basis, using the weak parent/strong
subsidiary approach based on the entities operating as a single
enterprise with 'Open' Legal Ring-Fencing and Access & Control
factors.
Key Assumptions
- Revenues for Open Text will be about $5.3 billion in FY25,
reflecting the impact of AMC divestiture. Beyond then, Fitch
projects low single-digit growth;
- Fitch assumes EBITDA margins to be in the mid-30's in FY25 and
remain around there in the forecast period;
- Dividend growth continues throughout the forecast horizon;
- Fitch assumes share repurchases throughout the forecast horizon;
- Capex is projected at 3.0% of revenue;
- Fitch forecasts that cash builds on the balance sheet and is
directed to acquisitions in FY26-FY28.
Recovery Analysis
Fitch has applied the Corporates Recovery Ratings and Instrument
Ratings Criteria to arrive at the rating and notching for the
instruments.
- First lien secured debt is rated one notch up from the IDR;
- Unsecured debt is rated at the IDR level.
RATING SENSITIVITIES
Factors That Could Individually or Collectively, Lead to a Negative
Rating Action/Downgrade
- Should Fitch expect leverage to exceed 3.5x on a sustained basis,
Fitch may downgrade the rating by one notch;
- (CFO-capex)/debt below 10% on a sustained basis;
- Evidence of negative organic revenue growth;
- Significant debt-financed acquisitions or share repurchases that
significantly weaken the company's credit profile for a prolonged
period of time.
Factors That Could, Individually or Collectively, Lead to a
Positive Rating Action/Upgrade
- Fitch's expectation of EBITDA leverage below 2.5x on a sustained
basis;
- (CFO-capex)/debt above 17.5% on a sustained basis.
Liquidity and Debt Structure
Sufficient Liquidity: Open Text had total liquidity of $1.75
billion at Sept. 30, 2024, consisting of $1 billion of cash on the
balance sheet and revolver availability of $750 million. Maturity
of the $750 million revolver was recently extended to December
2028. This, along with Fitch's expectation for significant FCF
generation, supports Open Text's liquidity. The company's nearest
maturity occurs in December 2027, with $1000 million due on the
first lien secured bonds.
Issuer Profile
Open Text Corporation offers customers information management
through cloud-based solutions. It also offers licenses, customer
support and professional services such as consulting. In FY24 (FY
ends June 30), the company generated 58% of its revenues from the
Americas, 33% from EMEA, and 9% from Asia Pacific.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Open Text Inc. LT IDR BB+ New Rating
senior unsecured LT BB+ New Rating RR4
senior secured LT BBB- New Rating RR1
Open Text
Holdings, Inc. LT IDR WD Withdrawn BB+
senior unsecured LT WD Withdrawn BB+
senior secured LT WD Withdrawn BBB-
Open Text
Corporation LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
senior secured LT BBB- Affirmed RR1 BBB-
senior secured LT WD Withdrawn BBB-
Open Text ULC LT IDR BB+ Affirmed BB+
senior secured LT BBB- Affirmed RR1 BBB-
ORIGINCLEAR INC: Incurs $2.77 Million Net Loss in Third Quarter
---------------------------------------------------------------
OriginClear, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $2.77 million on $0 of revenue for the three months ended Sept.
30, 2024, compared to a net loss of $3.30 million on $6,573 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 $15.06 million on $6,573 of revenue compared to a net
loss of $8.08 million on $19,719 of revenue for the same period a
year ago.
As of Sept. 30, 2024, the Company had $3.35 million in total
assets, $49.30 million in total liabilities, $7.62 million in
commitments and contingencies, and a total shareholders' deficit of
$53.57 million.
OriginClear said, "The Company has not generated significant
revenue, and has negative cash flows from operations, which raises
substantial doubt about the Company's ability to continue as a
going concern. The ability of the Company to continue as a going
concern and appropriateness of using the going concern basis is
dependent upon, among other things, raising additional capital and
increasing sales. We obtained funds from investors during the nine
months ending September 30, 2024. No assurance can be given that
any future financing will be available or, if available, that it
will be on terms that are satisfactory to the Company. Even if the
Company is able to obtain additional financing, it may contain
restrictions on our operations, in the case of debt financing, or
cause substantial dilution for our stockholders, in the case of
equity financing."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1419793/000121390024099900/ea0220672-10q_originclear.htm
About OriginClear
Headquartered in Clearwater, Fla., OriginClear was founded as
OriginOil in 2007 and began trading on the OTC in 2008. In 2015,
it was renamed as OriginClear to reflect its new mission to develop
breakthrough businesses in the industrial water sector. Today,
OriginClear structures itself as the Clean Water Innovation Hub and
intends to use its well-developed retail investor development
capabilities to help bring potentially disruptive companies to
market. For the foreseeable future, however, OriginClear intends
to devote its entire capabilities to the success of its subsidiary,
Water On Demand, Inc.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 18, 2024, citing that the Company suffered a net loss
from operations and used cash in operations, which raises
substantial doubt about its ability to continue as a going concern.
OXFORD FINANCE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Oxford Finance LLC (Oxford) and its wholly owned,
debt-issuing subsidiary Oxford Finance Co-Issuer II Inc. at 'BB'.
The Rating Outlook is Stable. Fitch has also affirmed Oxford's
senior unsecured debt rating at 'BB-'.
Key Rating Drivers
Solid Franchise: The rating affirmations reflect Oxford's solid
franchise in the healthcare/life sciences sectors, a well-laddered
and diversified funding profile, focus on senior lending and
relatively consistent operating performance through market cycles.
Additionally, an expanding managed funds business is expected to
grow fee income over time, supported by an experienced management
team.
Higher Leverage a Constraint: Rating constraints include higher
leverage compared to business development company (BDC) peers,
weaker recent asset quality metrics, and a largely secured funding
profile, which reduces funding flexibility. Additional constraints
are the potential liquidity and leverage impact from elevated
charge-offs and meaningful draws on portfolio company revolver
commitments, which typically increase during market downturns.
Furthermore, the less diversified sector focus compared to most BDC
peers and Fitch's expectation of ongoing credit headwinds for the
corporate loan sector in 2025, as rates remain elevated, also
constrain the rating.
Non-Accruals Rise: For the nine months-ended Sept. 30, 2024 (9M24),
the net charge-off to gross loan ratio was 0.3%, while non-accruals
were 4.1% of loans at quarter-end. Non-accruals were well-above the
average of 2.0% from 2020-2023 due to a number of idiosyncratic
issues in the loan portfolio. Fitch expects non-accruals level to
remain elevated into 2025 as elevated interest rates continue to be
a headwind on portfolio companies.
Stable Earnings: Oxford's core earnings remain solid. Pre-tax ROAA
was 4.5% for the 12-months ended Sept. 30, 2024, compared with an
average of 4.2% from 2020-2023. An up-tick in interest income from
portfolio growth was partially offset by $38 million of loan loss
provisions in 9M24, in line with the prior year and driven by
general provisions on the growing portfolio and specific reserves
across a number of positions.
Relative to BDCs, Fitch expects Oxford to have a more stable
earnings profile since it doesn't mark its portfolio to fair value
quarterly and has less exposure to volatile equity investments.
However, core earnings may face headwinds in 2025 due to lower
rates impacting interest income and potential rises in non-accrual
levels. This is partially mitigated by Oxford's focus on lending to
defensive, less cyclical industries.
Leverage Below Target: Oxford targets a leverage ratio of
3.0x-3.5x, measured by consolidated gross debt divided by tangible
equity. Tangible equity is total equity less goodwill and
intangible assets. As of Sept. 30, 2024, leverage was 2.7x, down
from 2.8x at YE23, due to a $100 million equity injection in 1Q24
from shareholders. While higher than other rated BDC peers, it
aligns with other commercial lenders and fits Fitch's 'bbb'
benchmark range of 0.75x-4.0x for finance and leasing companies
with a sector risk operating environment (SROE) score in the 'bbb'
category.
Largely Secured Funding Profile: Oxford's funding profile is
largely secured, but is relatively diversified with well laddered
maturities. At Sept. 30, 2024, the company had seven different
revolving lending facilities from over a dozen banks in addition to
six securitizations and asset-backed note agreements and $400
million of unsecured notes.
Unsecured debt represented 12% of total debt at 3Q24, which is
below the rated BDC average and within Fitch's 'b and below'
funding, liquidity and coverage benchmark range of less than 20%
for finance and leasing companies with an SROE score in the 'bbb'
category. Fitch does not expect a material change to the company's
funding mix over the Outlook horizon, which will continue to
constrain the ratings.
Sound Liquidity Levels: Fitch views Oxford's liquidity profile as
sound. Given its revolver commitments, Fitch expects Oxford to
maintain adequate liquidity to meet potential peak revolver draws
during periods of market stress, similar to 1H20, when revolver
utilization was close to 58%. At Sept. 30, 2024, Oxford had $628
million of liquidity, including unrestricted cash on balance sheet,
availability under debt financing agreements, cash available for
reinvestment and equity commitments This is sufficient to fund the
$433 million of portfolio company revolver commitments outstanding
at 3Q24 and the $104 million of debt coming due over the next
twelve months.
Stable Rating Outlook: The Stable Outlook reflects Fitch's
expectation that, over the Outlook horizon, Oxford will retain
underwriting discipline given the competitive market conditions,
demonstrate sound credit performance, manage leverage within the
targeted range and maintain sufficient liquidity to fund potential
draws on unfunded commitments.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A material deterioration in asset quality;
- Any change in the funding mix, such as the removal of unsecured
funding.
- An inability to maintain sufficient liquidity to fund operating
expenses and revolver draws;
- Sustained increase in leverage above the targeted range; and/or
- A change in the perceived risk profile of the portfolio, and/or
damage to the firm's franchise which negatively impacts its access
to deal flow and industry relationships would be negative for the
ratings.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Maintenance of leverage below 3.0x;
- Improved funding flexibility, as evidenced by unsecured debt
approaching 20% of total debt;
- Increased portfolio diversification by sector and issuer
- Strong and differentiated credit performance of recent vintages;
and/or
- Consistent operating performance and a sufficient liquidity
profile.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The senior unsecured debt rating is one notch below the Long-Term
IDR given the high balance sheet encumbrance and the largely
secured funding profile, which indicates weaker recovery prospects
under a stress scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The unsecured debt rating is expected to move in tandem with the
Long-Term IDR. However, a material increase in the proportion of
unsecured funding or the creation of a sufficient unencumbered
asset pool, which alters Fitch's view of the recovery prospects for
the debt class, could result in the unsecured debt rating being
equalized with the IDR.
SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES
The Long-Term IDR and the unsecured debt rating of Oxford Finance
Co-Issuer II Inc. are equalized with the parent. Oxford Finance
Co-Issuer II Inc. is a wholly owned subsidiary and co-issuer on the
existing unsecured debt with no material operations of its own.
Oxford Finance Co-Issuer II Inc's ratings would be expected to move
in tandem with the parents.
ADJUSTMENTS
The Standalone Credit Profile has been assigned below the implied
Standalone Credit Profile due to the following adjustment
reason(s): Weakest Link - Funding, Liquidity & Coverage (negative).
The Business Profile score has been assigned below the implied
score due to the following adjustment reason(s): Business model
(negative).The Earnings & Profitability score has been assigned
below the implied score due to the following adjustment reason(s):
Historical and future metrics (negative). The Capitalization &
Leverage score has been assigned below the implied score due to the
following adjustment reason(s): Risk profile and business model
(negative).
ESG Considerations
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity. Fitch's ESG Relevance Scores are not inputs
in the rating process; they are an observation of the materiality
and relevance of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Oxford Finance LLC LT IDR BB Affirmed BB
senior unsecured LT BB- Affirmed BB-
Oxford Finance
Co-Issuer II Inc. LT IDR BB Affirmed BB
senior unsecured LT BB- Affirmed BB-
PAR THREE PROPERTIES: Seeks to Hire Marcus & Millichap as Realtor
-----------------------------------------------------------------
Par Three Properties, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to employ Marcus & Millichap
as realtor.
The Debtor needs a realtor to sell its property located at 60 E.
Hanover Avenue, Morris Plains, New Jersey.
The firm will receive a commission of 4 percent of the property's
purchase price.
Charles Collins, a member at Marcus & Millichap, 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:
Charles Collins
Marcus & Millichap
250 Pehle Avenue, Suite 501
Saddle Brook, NJ 07663
Telephone: (201) 742-61100
Facsimile: (201) 742-61100
About Par Three Properties
Par Three Properties Inc. is an excavating contractor in
Morristown, New Jersey.
Par Three Properties Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-21111) on November
7, 2024. In the petition filed by Anthony D'Auria, president, the
Debtor disclosed assets between $10 million and $50 million and
liabilities between $1 million and $10 million.
Joseph M. Casello, Esq., at Collins, Vella & Casello, LLC
represents the Debtor as counsel.
PBF HOLDING: Moody's Affirms 'Ba2' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Ratings changed PBF Holding Company LLC's (PBF) outlook to
stable from positive and downgraded its Speculative Grade Liquidity
Rating (SGL) to SGL-2 from SGL-1. At the same time, Moody's
affirmed the company's Ba2 Corporate Family Rating, Ba2-PD
Probability of Default Rating and Ba3 senior unsecured notes
ratings.
RATINGS RATIONALE
The change in outlook to stable from positive reflects the
deterioration in the company's liquidity and credit metrics.
Cyclically weak cash flow generation in 2024 has been insufficient
to cover capital spending and dividends, which combined with
continued share repurchases has resulted in a substantial decline
in the company's cash balance. The company's EBITDA generation in
2024 will decline meaningfully due to the challenging refining
margin environment and turnaround activities taking longer than
expected, but Moody's expect its EBITDA to improve meaningfully and
for the company to better execute its planned turnarounds in 2025.
PBF's Ba2 CFR reflects the company's volatile cash flow generation
and leverage profile, offset by its large scale, conservative
financial policies, and solid liquidity, including a still
substantial cash balance. The company applied a meaningful portion
of its outsized free cash flow from the strong 2022 refining margin
environment to debt reduction and maintained conservative financial
policies in recent years that has improved the company's balance
sheet and ability to weather the volatile refining business
environment. PBF benefits from a geographically diversified
footprint in the US and owns six refineries with total throughput
capacity of around 1 million barrels per day. However, the company
is exposed to high regulatory risks and uncertainties in
California, where two of its refineries are located.
PBF's parent company, PBF Energy Inc. (PBF Energy), owns PBF
Logistics LP (PBF Logistics), which primarily owns and operates
midstream infrastructure relating to PBF's refineries and is
unleveraged. PBF Energy has 50-50 joint venture (St. Bernard
Renewables LLC) which owns a renewable diesel plant that is
co-located with one of PBF's refineries and for which PBF is the
operator.
PBF's SGL-2 rating reflects Moody's expectation for the company to
maintain good liquidity. As of September 30, 2024, the company had
around $960 million of cash on hand, down from roughly $1.8 billion
at the end of 2023 and $1.3 billion at the end of the second
quarter of 2024. Moody's expect PBF's cash balance to decline
further in the fourth quarter of 2024 and that the company may need
to borrow under its revolver to maintain its minimum cash balance.
The company's ABL revolver has $3.5 billion of commitments,
availability of $2.5 billion and was undrawn as of September 30,
2024 (about $63 million letters of credit were outstanding). The
revolver will mature in August 2028 but if the senior unsecured
notes due February 2028 are outstanding three months prior to their
maturity, the borrowing base will be reduced by the principal
amount of these notes ($802 million as of September 30, 2024). The
revolver has a springing minimum fixed charge covenant (springing
is based on availability thersholds under the facility). Moody's do
not expect this covenant to spring through 2025.
PBF's senior unsecured notes due 2028 and 2030 are rated Ba3. This
is one notch below the CFR and reflects effective subordination to
the senior secured revolver with respect to the collateral securing
the facility. PBF's senior unsecured notes are not guaranteed by
PBF Energy or PBF Logistics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade include PBF improving its
operating performance and free cash flow generation, maintaining
conservative financial policies and low leverage through the cycle.
Maintaining a cadence of shareholder returns that sustains a large
cash balance and strong liquidity through the cycle is important to
supporting further credit improvement.
Factors that could lead to a downgrade include a sustained
weakening in operating performance, deterioration of liquidity or
negative free cash flow, or more aggressive financial policies.
PBF, headquartered in Parsippany, NJ, is a subsidiary of PBF
Energy, a publicly traded refining company in the US with
refineries in multiple states.
The principal methodology used in these ratings was Refining and
Marketing published in August 2021.
PHOENIX GUARANTOR: S&P Rates New $2.553BB 1st-Lien Term Loan 'B+'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '3'
recovery rating to Phoenix Guarantor Inc.'s (d/b/a BrightSpring
Health Services) proposed $2.553 billion first-lien term loan. The
'3' recovery rating indicates our expectation for meaningful
(50%-70%; rounded estimate: 50%) recovery in the event of a payment
default. The transaction is essentially a repricing of the
company’s existing $2.6 billion term loan B, thus all of its
existing ratings are unchanged. S&P expects the transaction will be
leverage neutral because it will not affect BrightSpring’s amount
of total debt.
The 'B+' issuer credit rating and stable outlook reflect S&P's
expectation that the company will maintain the strong performances
in both its provider and pharmacy segments, which will support
continued deleveraging.
ISSUE-RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- BrightSpring's capital structure will comprise a $475 million
first-lien revolver due 2028 and a $2.553 billion term loan B due
2031.
-- Under S&P's hypothetical default scenario, it assumes the
revolving credit facility is 85% drawn.
-- Given the company’s scale, competitive position, and multiple
business segments, we believe it would remain a viable business and
therefore reorganize rather than liquidate following a payment
default.
-- S&P values BrightSpring on a going-concern basis using a 5.5x
multiple of our projected emergence EBITDA, which is consistent
with our treatment of similar peers.
Simulated default assumptions
-- Simulated year of default: 2028
-- EBITDA at emergence: $308 million
-- EBITDA multiple: 5.5x
Simplified waterfall
-- Net emergence value (after 5% administrative costs): $1.61
billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- Collateral value available to first-lien lenders: $1.61
billion
-- Estimated first-lien debt at default: $2.96 billion
--Recovery expectations (50%-70%; rounded estimate: 50%)
Note: All debt amounts include six months of prepetition interest.
PINT PINT: Case Summary & Six Unsecured Creditors
-------------------------------------------------
Debtor: Pint Pint, LLC
d/b/a Asian Chao
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Pint Pint is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06606
Judge: Hon. Grace E Robson
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonio S. Lomoriello as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/VHNNCKI/Pint_Pint_LLC__flmbke-24-06606__0001.0.pdf?mcid=tGE4TAMA
PREPAID WIRELESS: Gets Final OK to Use Cash Collateral
------------------------------------------------------
Prepaid Wireless Group, LLC received final approval from the U.S.
Bankruptcy Court for the District of Maryland to use the cash
collateral of T-Mobile USA, Inc.
The final order signed by Judge Maria Ellena Chavez-Ruark approved
the use of cash collateral to pay the company's operating expenses
set forth in its projected budget.
The budget reflects the company's anticipated net cash flow and
disbursements on a weekly basis for the period from Nov. 29, 2024
to March 31, 2025.
As adequate protection, T-Mobile will be granted a replacement lien
on all post-petition assets of Prepaid Wireless Group (excluding
the so-called avoidance actions) in case of any diminution in value
of its cash collateral.
The bankruptcy court previously issued an interim order, which
allowed Prepaid Wireless Group to use cash collateral for the
period from Oct. 21 to Nov. 29.
About Prepaid Wireless Group
Prepaid Wireless Group, LLC is a provider of wireless
telecommunications services in Rockville, Md.
Prepaid Wireless Group sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-18852) on October 21,
2024, with $10 million to $50 million in both assets and
liabilities. Paul Greene, chief executive officer, signed the
petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
The Debtor is represented by Irving Walker, Esq., at Cole Schotz,
P.C.
PRIME HARVEST: Trustee Seeks to Hire Hall Estill as Legal Counsel
-----------------------------------------------------------------
Jim Parrack, the trustee appointed in the Chapter 11 case of Prime
Harvest, Inc., seeks approval from the U.S. Bankruptcy Court for
the Western District of Oklahoma to employ Hall, Estill, Hardwick,
Gable, Golden & Nelson, PC as his counsel.
The trustee needs a legal counsel to help him carry out his duties
in this Chapter 11 case.
The firm will be paid at these hourly rates:
Larry Ball, Shareholder $465
Littleton Ellett IV, Associate $245
Alexandra Speed, Associate $215
Mr. Ball 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:
Larry G. Ball, Esq.
Hall, Estill, Hardwick, Gable, Golden & Nelson, P.C.
100 North Broadway, Suite 2900
Oklahoma City, OK 73102
Telephone: (405) 553-2828
Facsimile: (405) 553-2855
About Prime Harvest
Prime Harvest, Inc., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-10841) on April 1,
2024. In the petition signed by Calvin Burgess, president, the
Debtor disclosed up to $100 million in assets and up to $50 million
in liabilities.
Stephen J. Moriarty, Esq., at Fellers, Snider, Blankenship, Bailey
& Tippens, PC, serves as the Debtor's legal counsel.
PROAMPAC PG: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
------------------------------------------------------------------
Moody's Ratings affirmed ProAmpac PG Borrower LLC's corporate
family rating at B3 and probability of default rating at B3-PD. At
the same time Moody's affirmed the B3 rating on the backed senior
secured first lien bank credit facility, including the $350 million
backed senior secured first lien revolving credit facility due June
2028 and $2,497 million backed senior secured first lien term loan
due September 2028. The outlook was changed to negative from
stable.
The negative outlook reflects the company's high leverage above 11x
adjusted debt/EBITDA, weak interest coverage, negative free cash
flow, and increased execution risk as it continues to integrate its
most recent acquisitions.
The ratings affirmation reflects ProAmpac's adequate liquidity with
no near term debt maturities and Moody's expectation that revenue
growth from its expanded product offering will support modest
margin improvements as it shifts into more fiber-based solutions.
RATINGS RATIONALE
ProAmpac's B3 CFR reflects the company's high leverage, limited
free cash flow generation, and track record of aggressive growth
through acquisitions. Very high debt levels lead to weak interest
coverage, which Moody's expect to improve only slightly over the
next 12 months as high base rates continue to come down. However,
without meaningful EBITDA growth, material improvements in interest
coverage are unlikely in 2025 and 2026.
ProAmpac has expanded its offering of fiber-based solutions through
recent acquisitions of Gelpac and UP Paper. While potentially
margin-accretive, this also presents additional execution risk as
the company integrates these acquisitions and shifts its product
mix.
Offsetting these challenges are ProAmpac's significant exposure to
staple goods such as food & beverage and foodservice, as well as
its focus on value-added products for its customers. Moody's expect
ProAmpac to continue to expand its material science capabilities
and improve its business mix through sustainability innovation. The
rating also reflects the company's long-term relationships with its
customers, which allows it to win new business within the existing
blue-chip customer base. Nevertheless, ProAmpac's credit profile is
constrained by its lack of long-term contracts on about half of its
business.
Moody's expect ProAmpac to maintain adequate liquidity over the
next 12 to 18 months, supported by $32 million of cash on the
balance sheet and only $49 million drawn on its $350 million
revolving credit facility as of September 30, 2024. Moody's do not
expect ProAmpac to trigger or violate the springing covenant on the
revolving credit facility. Refinancing risk remains minimal as its
nearest maturity is the revolver expiring in June 2028.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could downgrade the ratings if ProAmpac fails to improve
credit metrics or engages in material debt funded acquisitions or
dividend distributions. Specifically, the rating could be
downgraded if total adjusted debt to EBITDA is sustained above
7.0x, EBITDA to interest coverage falls below 2.0x, or free cash
flow to debt turns negative.
While unlikely over the next 12 to 18 months, an upgrade of the
ratings would be dependent upon an improvement in credit metrics,
employment of a less aggressive financial policy and the
maintenance of good liquidity. Specifically, the ratings could be
upgraded if total adjusted debt to EBITDA is sustained below 6.0x,
EBITDA to interest coverage is above 3.0x and free cash flow to
debt is above 3.5%.
Headquartered in Cincinnati, Ohio, ProAmpac PG Borrower LLC is a
manufacturer of flexible plastic packaging products serving
customers primarily in the food, retail, healthcare, and industrial
end markets. ProAmpac is majority owned and controlled by PPC
Partners. The company recorded the revenue of about $2.3 billion
for the twelve months that ended in September 2024.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.
PUERTO RICO: Bondholders Accuse Board of Delaying Bankruptcy Exit
-----------------------------------------------------------------
Bondholders of the Puerto Rico Electric Power Authority, including
GoldenTree Asset Management, LP, Assured Guaranty Inc., and
National Public Finance Guarantee Corporation, on December 3, 2024
issued a statement:
"On November 13, the United States Court of Appeals for the First
Circuit confirmed its June 12 ruling that PREPA's $8 billion plus
of revenue bonds are secured by a properly perfected lien on
PREPA's past, present and future net revenues. Make no mistake, the
bondholders won, and the Financial Oversight and Management Board
(the "Board") lost. We expected such a clear vindication of
creditor rights to result in good faith negotiations towards a
resolution of PREPA's bankruptcy case. Instead, in its recent
public statement the Board has made clear that it intends to
distort and ignore the clear holdings of the First Circuit's
decisions in favor of pursuing more avoidable litigation to the
detriment of PREPA and the people of Puerto Rico.
The bondholders have proposed to resolve the PREPA case on terms
that will promptly advance the interests of Puerto Rico in having a
reliable power system, while ensuring that both electricity charges
are fair and affordable and that the bondholders' rights are
respected. We have done so even though the Board and PREPA have
reneged on three prior settlement agreements. These prior
settlements would have already ended the seven year long
bankruptcy, helped restore stability to PREPA's operations and
finances, and ultimately returned Puerto Rico's proper
self-governance. But rather than engaging now, the Board is instead
spending more of PREPA's money to chase yet another appellate
review of the very same issues the Court has already now decided
twice in the bondholders' favor, keep itself in power, and further
delay PREPA's exit from bankruptcy.
By choosing to continue to fight and refusing to accept the First
Circuit's multiple rulings, PREPA's seven-year bankruptcy case and
the Board's tenure in Puerto Rico is further extended; PREPA is
deprived of access to the public bond market; and most importantly,
PREPA is unable to do what is needed to provide reliable electric
power to the people and businesses of Puerto Rico. And all the
while, the people of Puerto Rico are forced to bear the burden of
paying the Board's high-priced advisors' fees. Such fees exceed
$1.5 billion in the aggregate for all Puerto Rico bankruptcy cases,
and as a result of the Board's litigation strategy costing more
than $50 million per year, now exceed $400 million for PREPA alone.
If the Board had brought PREPA's bankruptcy to a rational
conclusion, these amounts would have been sufficient to service
over $1.5 billion of new PREPA bonds that could now be providing
the people of Puerto Rico what they actually want and really
need--a reliable electric power system.
With PREPA under the Board's direction since 2017, seven years have
now been lost. Hundreds of millions, if not billions, of dollars
have been wasted. What value have the people of Puerto Rico
received from the expenditure of such fees? Under the Board's
oversight, PREPA has been unable to improve its performance
according to industry-accepted metrics, enhance its financial
transparency, or -- perhaps most disturbingly -- meaningfully
access the unprecedented $15 billion in congressional funding aimed
at upgrading and hardening the power grid in Puerto Rico. Instead,
much of PREPA's infrastructure remains in a state of disrepair, and
the people of Puerto Rico continue to suffer the ails of an aged,
broken-down power system. PREPA's endless stay in bankruptcy is the
common, contributing factor in all these failures.
In contrast, investors who hold over 60% of PREPA's revenue bonds
have offered a prompt end to the PREPA bankruptcy premised on five
simple points:
(1) we will accept 50-year replacement bonds that have virtually no
risk of future default;
(2) the amount of those bonds would be set on the basis of
reasonable up-to-date load and other projections (the Board has
failed to update PREPA's fiscal plan since 2023 or even provide
updated projections);
(3) we would get additional bonds for the shortfall between what we
are owed and the amount of the replacement bonds--but these bonds
would only get paid from excess cash flow, if there is any, and
would be retired in 50 years whether or not the bondholders have
been paid anything;
(4) we will provide $2.5 billion of new 50-year revenue bond
funding to begin paying for the desperately needed repair and
improvement of PREPA's electric generation and distribution system;
and
(5) for the duration of the replacement and new 50-year bonds,
electric costs would be set and held at a level the Board has
stated would be fair and affordable, subject to being increased
only to fund cost over-runs or needed capital expenditures not
covered by our new bonds or the $15 billion of FEMA funding (which
the Board has failed to utilize).
Unwilling to accept its First Circuit losses, the Board seems
intent on extending its stay and control in Puerto Rico and leaving
PREPA in bankruptcy indefinitely while manufacturing unprecedented
and unsupportable legal arguments and allowing its advisors to
continue charging grossly excessive fees. In any normal case,
established claims would be respected, and the parties would forge
a solution that works for all sides. We have put such a solution
forward. Given the Board's refusal to move towards a consensual
resolution of PREPA's seven-year bankruptcy case to facilitate the
provision of reliable electricity to the people of Puerto Rico, can
the Board really claim to be working in good faith to meet the
needs of the people of Puerto Rico?"
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case Website https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
QUACK'S 43RD ST: Seeks to Hire The Lane Law Firm as Legal Counsel
-----------------------------------------------------------------
Quack's 43rd St. Bakery, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to employ The
Lane Law Firm, PLLC as counsel.
The firm will provide these services:
(a) assist, advise, and represent the Debtor relative to the
administration of the Chapter 11 case;
(b) assist, advise and represent the Debtor in analyzing its
assets and liabilities, investigating the extent and validity of
lien and claims, and participating in and reviewing any proposed
asset sales or dispositions;
(c) attend meetings and negotiate with the representatives of
the secured creditors;
(d) assist the Debtor in the preparation, analysis and
negotiation of any plan of reorganization and disclosure statement
accompanying any plan of reorganization;
(e) appear, as appropriate, before this court, the appellate
courts, and other courts in which matters may be heard and to
protect the interests of the Debtor before said courts and the
United States Trustee; and
(f) perform all other necessary legal services in this case.
The firm will be paid at these hourly rates:
Robert Lane, Partner $595
Joshua Gordon, Managing Attorney $550
Associate Attorneys $500
Paralegals/Legal Assistants $250
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a total retainer of $35,000 from the Debtor.
Mr. Lane 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 C. Lane, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Telephone: (713) 595-8200
Facsimile: (713) 595-8201
Email: notifications@lanelaw.com
About Quack's 43rd St. Bakery
Quack's 43rd St. Bakery, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex.
Case No. 24-11455) on Nov. 21, 2024, listing under $1 million in
both assets and liabilities.
Judge Shad Robinson presides over the case.
The Lane Law Firm, PLLC represents the Debtor as counsel.
QUACK'S 43RD: Seeks Cash Collateral Access
------------------------------------------
Quack's 43rd St. Bakery, LLC asked the U.S. Bankruptcy Court for
the Western District of Texas, Austin Division, for authority to
use cash collateral.
The company depends on the use of cash collateral for payroll,
insurance, and general operating expenses. Revenue is generated
through the company's business as a bakery and coffee house
business.
The company's revenues suffered dramatically due to Covid
restrictions. The company also had the misfortune of opening a
location in February 2020, just before the crisis.
Forward Financing is the only creditor with an allegedly perfected
lien on the company's cash and accounts.
A court hearing is set for Dec. 10.
About Quack's 43rd St. Bakery
Quack’s 43rd St. Bakery, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-11455) on
November 21, 2024. In the petition signed by Arthur Silver, member,
the Debtor disclosed up to $100,000 in assets and up to $1 million
in liabilities.
Judge Shad Robinson oversees the case.
Robert C Lane, Esq., at The Lane Law Firm, represents the Debtor as
legal counsel.
QUAD/GRAPHICS INC: S&P Upgrades ICR to 'BB-' on Improved Leverage
-----------------------------------------------------------------
S&P Global Ratings raised our issuer credit rating on Sussex,
Wis.-based marketing solutions provider Quad/Graphics Inc. to 'BB-'
from 'B+' to reflect its improved leverage.
At the same time, S&P raised its issue-level rating on Quad's
senior secured debt to 'BB-' from 'B+'. The recovery ratings are
unchanged.
The stable outlook reflects S&P's expectation that the company's
S&P Global Ratings-adjusted leverage will remain below 3x and its
free operating cash flow (FOCF) to debt will remain above 15% over
the next 12 months, primarily due its debt repayment (using the
proceeds from its asset sales) and a modest improvement in its
EBITDA margin to the 8%-9% range in 2024.
Quad has actively repaid debt and lowered its year-end leverage
expectations. The company has used the proceeds from its asset
sales, along with internally generated cash flow, to reduce its
debt by $86 million so far in 2024. In addition, management has
stated it will repay an additional $45 million of debt in the
fourth quarter using the proceeds from the pending sale of its
European print operations. This will reduce Quad's total debt to
$383 million by the end of 2024 from $514.2 million as of the end
of 2023. Due to the company's rapid debt repayment, it now expects
it will reduce its reported net leverage to 1.5x (approximately
2.3x on an S&P Global Ratings-adjusted basis) by the end of 2024,
which is below its 1.5x to 2.0x (2.0x to 2.75x on an S&P Global
Ratings-adjusted basis) leverage target. As of Sept. 30, 2024,
Quad's S&P Global Ratings-adjusted leverage was 2.6x, which is down
from 2.9x as of Dec. 31, 2023.
Quad has managed its cost basis despite continued revenue
pressures. The company's revenue declined by 10.5% year over year
in the first nine months of 2024 due to a reduction in its print
demand, higher interest rates--which negatively affected its
financial services vertical--and client losses. S&P said, "We
expect a slower recovery in Quad's print advertising volumes due to
uncertain macroeconomic conditions and rising postage rates, which
we forecast will reduce its revenue by 9%in fiscal 2024 (ending
Dec. 31, 2024). That said, we expect the company's revenue decline
will slow to about the 6%-7% range in 2025 and 5%-6% in 2026 amid
the secular pressures facing its legacy print business. Quad's
ability to moderate its revenue declines at a faster pace than our
forecast will depend on its success in expanding its new business
initiatives."
Despite the secular pressure on the company's revenue, management
has implemented cost-saving actions to eliminate excess production
capacity, which enabled it to expand its EBITDA margins to about
8.6% on a rolling-12-month basis as of Sept. 30, 2024. Quad is
consolidating work in its manufacturing plants and equipping its
existing facilities with technology to cater to multiple product
lines, thereby improving its productivity and enabling it to
maintain its current margins despite the ongoing revenue pressure.
The company recently closed certain print facilities and completed
other labor cost-reduction initiatives in the first half of the
year, which we expect will provide it with $60 million of savings
in 2024.
Quad's recently revised net leverage target to 1.5x to 2.0x will
maintain S&P Global Ratings-adjusted leverage well below 3x.
During its investor day, the company recently lowered its leverage
target to 1.5x to 2.0x from 1.75x to 2.25x. The company's 1.5x to
2.0x leverage target corresponds to 2.25x to 2.75x S&P Global
Ratings-adjusted leverage. S&P said, "As of Sept. 30, 2024, the
company is not yet at its leverage target, having ended the quarter
at 2.16x, which corresponds to 2.6x S&P Global Ratings-adjusted
leverage. However, by the end of 2024, Quad expects to be below its
recently revised long-term target leverage of 1.5x. At this lower
leverage point, we forecast S&P Global Ratings-adjusted leverage
will be about 2.3x, comfortably below our 3x threshold for the
rating. Also, we expect that despite secular challenges to the
print industry Quad can maintain leverage below 3x on a sustained
basis because of its ability to manage costs and maintain margin in
the 8%-9% range and its demonstrated ability to sell assets to
further reduce debt."
S&P said, "The stable outlook reflects our expectation that the
company's S&P Global Ratings-adjusted leverage will remain below 3x
and its FOCF to debt will remain above 15% over the next 12 months,
primarily due its debt repayment (using the proceeds from its asset
sales) and a modest improvement in its EBITDA margin to the 8%-9%
range in 2024.
"We could lower our rating on Quad in the next 12 months if its S&P
Global Ratings-adjusted leverage increased above 3x or its FOCF to
debt declined below 10%." This could occur if:
-- The company faced accelerating revenue declines due to
worsening secular trends or competitive dynamics that reduce its
EBITDA and cause its leverage to rise above 3x; or
-- The company prioritized dividends and share repurchases over
its planned debt repayment.
Although unlikely over the next 12 months, S&P could raise its
rating if:
-- S&P Global Ratings-adjusted leverage declines and remains below
2x and FOCF to debt remains above 15%; and
-- Quad reduces its exposure to secularly declining legacy print
and growth at its other business lines result in flat revenue and
or EBITDA growth.
RANPAK HOLDINGS: S&P Assigns 'B' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to paper
packaging manufacturer and automation provider Ranpak Holdings
Corp. At the same time, S&P assigned its 'B' issue-level and '3'
recovery ratings to Ranpak Corp.'s new $50 million revolving credit
facility and $410 million term loan B.
S&P said, "The stable rating outlook reflects our expectation of
between 9% and 10% organic revenue growth in 2024 and 2025, with
modest volume expansion from Ranpak's customers transitioning to
paper from plastic products and a solid revenue increase within the
automation business. The outlook also reflects our view that
previous years of investment in its asset base and development of
new facilities will improve EBITDA margins over the next 12 to 18
months and reduce S&P Global Ratings-adjusted leverage to around 5x
by the end of 2025.
"Our rating on Ranpak reflects its limited scale and narrow product
suite within the highly competitive paper packaging industry.
Ranpak is a fiber-based protective packaging manufacturer, but with
revenue of about $336 million in 2023, it is one of the smaller
packaging companies we rate." The company operates within two core
end markets that account for roughly 62% of its revenue. E-commerce
represents about 49% of revenue and industrial manufacturing about
13%. Ranpak's product suite is narrower than other paper packaging
companies with 94% of total revenue derived from three paper
packaging categories: void-fill (40% of 2023 net sales), cushioning
(43%), and wrapping (11%). Most void-fill and wrapping sales are
concentrated within the e-commerce market, which has been volatile
over the past few years, leading to large swings in Ranpak's
profitability.
However, Ranpak benefits from a diverse geographic footprint with
facilities spread across North America and Europe and a global
revenue base, generating 51% of revenues from Europe, 41% from
North America, and 8% from Asia.
Ranpak has shown volatility over the past few years, and cash flows
have been limited, partially due to internal investments. The
company reported 28.7% revenue growth in 2021 followed by a 15%
decline in 2022, and 3% growth in 2023. In addition, S&P Global
Ratings-adjusted EBITDA margins were 29.3%, 14.9%, and 17.8% in
2021, 2022, and 2023, respectively. The combination of topline and
margin volatility led to S&P Global Ratings-adjusted leverage
increasing from 4.7x in 2021 to 14.8x in 2022 and back down to 6.4x
in 2023.
The significant swings in performance and leverage are in part
driven by the company's high concentration to the e-commerce end
market (roughly 49% of revenues); its small scale; and its customer
concentration, with the top four customers representing about 30%
of Ranpak's revenue base. A drop in e-commerce demand or reduced
demand from any of its top customers would most likely cause the
company's credit metrics to drastically deteriorate.
A portion of the company's contracts have contractual pass-throughs
of raw material pricing (which helps keep gross margins relatively
stable), but ultimately we believe Ranpak has limited pricing
power. The company has spent the past few years making strategic
investments aimed to improve its underlying business and expand
margins, including a recently built facility in Malaysia, a new SAP
integration system, consolidation of facilities in the Netherlands,
and continued investment in its automation segment. However, there
is some uncertainty about the magnitude and timing these
investments will contribute to margin expansion and EBITDA growth.
S&P said, "We expect Ranpak's "razor/razor-blade" operating model
and previous investments will result in above-average margins.
The company manufactures paper converters and leases them to
distributors, charging a monthly user fee per converter. The
equipment only operates with Ranpak feedstock, creating an
exclusive relationship with customers. Ranpak manufactures its
fiber-based packaging material at relatively low cost, creating an
attractive profit margin from the sale of paper consumables.
Ranpak's protective packaging business represented about 94% of
revenue in 2023 with above-average profit margins compared to other
rated packaging peers.
"We believe Ranpak is well positioned to benefit from a shift to
more sustainable products within the packaging industry and
increasing demand for automation. The combination of increased
regulations around waste and rising consumer demand for more
environmentally friendly products has pressured packaging customers
to transition toward products with higher recycling rates and
reduced plastic waste. This has created a tailwind for Ranpak's
fiber-based products, offering lower annual waste and higher
recycling rates than plastic and single-use materials. Within the
automation segment, Ranpak's machines optimize box sizing and
minimize in-the-box-packaging, which helps customers meet
regulatory void-fill standards, decreasing labor cost and waste.
"The stable outlook on Ranpak reflects our expectations that it
will maintain steady operating and financial performance over the
next 12 months. We believe its above-average profitability and
solid volume growth should result in S&P Global Ratings-adjusted
leverage around 5x by the end of 2025."
S&P could lower its rating on Ranpak if it believes its S&P Global
Ratings-adjusted debt to EBITDA will remain above 6.5x on a
sustained basis. This could occur if:
-- It pursues a large debt-funded-acquisition; or
-- An economic slowdown significantly deteriorates its credit
measures.
Although unlikely, S&P could raise its rating on Ranpak if it
sustains leverage below 4x. This could occur if:
-- Ranpak's strategic investments allowed the company to maintain
higher margins; and
-- Increased demand in its PPS and automation business resulted in
strong EBITDA growth.
RDB MANAGEMENT Seeks to Hire Kutner Brinen Dickey Riley as Counsel
------------------------------------------------------------------
RDB Management, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to employ Kutner Brinen Dickey Riley,
PC as counsel.
The firm will render these services:
(a) provide the Debtor with legal advice with respect to its
powers and duties;
(b) aid the Debtor in the development of a plan of
reorganization under Chapter 11;
(c) file the necessary petitions, pleadings, reports, and
actions which may be required in the continued administration of
the Debtor's property under Chapter 11;
(d) take necessary actions to enjoin and stay until final
decree herein continuation of pending proceedings and to enjoin and
stay until final decree herein commencement of lien foreclosure
proceedings and all matters; and
(e) perform all other legal services for the Debtor which may
be necessary herein.
The firm's hourly rates are as follows:
Jeffrey Brinen, Esq. $500
Jenny Fujii, Esq. $410
Jonathan Dickey, Esq. $350
Keri Riley, Esq. $350
In addition, the firm will seek reimbursement for expenses
incurred.
The firm also received a pre-petition retainer of $16,738 from the
Debtor.
Ms. Riley 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:
Keri L. Riley, Esq.
Kutner Brinen Dickey Riley, PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Telephone: (303) 832-2910
Email: klr@kutnerlaw.com
About RDB Management
RDB Management, LLC provides personalized in-home care and is
especially skilled in consulting with families about Long-Term Care
insurance (LTCi) policies and identifying other funding sources
that cover the costs of in-home care.
RDB Management filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. Colo. Case No. 24-16998) on Nov. 22,
2024. In the petition signed by Richard Babcock, manager, the
Debtor disclosed $201,342 in assets and $2,481,528 in liabilities.
Judge Michael E. Romero oversees the case.
Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, PC serves as
the Debtor's counsel.
REALPAGE INC: S&P Rates New Sr. Secured First-Lien Term Loan 'B-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to RealPage Inc.'s proposed $500 million
incremental senior secured first-lien term loan due 2028. The '3'
recovery rating indicates its expectation for meaningful (50%-70%;
rounded estimate: 65%) recovery for debtholders in the event of a
payment default. The company plans to use the proceeds from this
nonfungible add-on to partially repay its existing second-lien term
loan.
S&P said, "At the same time, we lowered our issue-level rating on
RealPage's existing $250 million first-lien revolving credit
facility and $3.3 billion term loan B to 'B-' from 'B' and revised
our recovery rating to '3' from '2'. This reflects that, while the
proposed transaction is leverage neutral and does not affect our
'B-' issuer credit rating, the increase in the company's first-lien
claims will reduce the recovery prospects for its first-lien
lenders. We expect the transaction will provide RealPage with about
$14 million of cash interest savings annually based on indicative
pricing estimates of SOFR + 375, which we view as modestly credit
positive because it will help improve its free operating cash flow
(FOCF) generation.
"Our 'B-' issuer-credit rating reflects the company's high S&P
adjusted debt leverage, leading market position in a highly
competitive industry, and financial-sponsor ownership, which leads
it to prioritizes top-line expansion through an acquisitive growth
strategy.'
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Following the proposed transaction, RealPage's debt
capitalization comprises a $250 million revolving credit facility
due 2026 ($120 million outstanding as of Sept. 30, 2024), a $3.3
billion first-lien term loan B due 2028, a $500 million proposed
first-lien term loan B2 due 2028, and $500 million outstanding on
its second-lien term loan due 2029 (not rated).
-- RealPage Inc. is the borrower under the first-lien credit
facilities. The debt is guaranteed by all current and future
material domestic subsidiaries. The debt will be secured with a
first-priority lien on substantially all current and future assets
of the borrower and guarantors. In S&P's analysis, it assumes the
borrower and guarantor entities account for sustainably all of its
emergence enterprise value.
-- S&P's simulated default scenario contemplates a default
occurring in 2026 due to a confluence of factors, including a
failure to innovate or develop products that gain adoption, intense
price competition, poor acquisition integration, execution missteps
that result in customer losses, and a sharp decline in its
profitability and overall business prospects.
-- S&P used an enterprise valuation methodology to gauge its
recovery prospects by applying a 7x distressed multiple to our
projected EBITDA at emergence. The multiple reflects the company's
leading property management platform, existing customer base,
technology, market knowledge, and operating capabilities.
Simulated default assumptions
-- Simulated year of default: 2026
-- EBITDA at emergence: $398 million
-- Implied enterprise valuation multiple: 7.0x
-- Gross enterprise value: $2.8 billion
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $2.64
billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- Value available to first-lien debt: $2.64 billion
-- Estimated first-lien debt claims: $3.98 billion
--Recovery expectations: 50%-70% (rounded estimate: 65%)
RECEPTION PURCHASER: S&P Corrects FL3O Term Loan Rating to 'CCC-'
-----------------------------------------------------------------
S&P Global Ratings corrected its issue-level rating on Bensenville,
Ill.-based Reception Purchaser LLC's (d/b/a STG Logistics) new
first-lien, third-out (FL3O) term loan to 'CCC-'.
S&P had previously incorrectly assigned its 'CCC' issue-level
rating to the $93 million FL3O tranche on the basis of an incorrect
determination of the instrument's recovery prospects. The correct
recovery rating for the obligation is '6' rather than '5'.
Consequently, the correct issue-level rating is 'CCC-' instead of
'CCC'. The '6' recovery rating indicates its expectation for
negligible (0%-10%; rounded estimate: 0%) recovery in the event of
a payment default.
All of S&P's other ratings on STG Logistics, including the issuer
credit rating, are unchanged.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's '1' recovery rating on the new first-lien first-out term
loan indicates its expectation for very high (90%-100%; rounded
estimate: 95%) recovery in the event of a payment default.
-- S&P's '4' recovery rating on the new first-lien second-out term
loan indicates its expectation for average (30%-50%; rounded
estimate: 45%) recovery in the event of a payment default.
-- S&P's '6' recovery rating on the new FL3O term loan and
existing term loan indicate its expectation for negligible (0%-10%;
rounded estimate: 0%) recovery in the event of a payment default.
-- S&P's simulated default scenario contemplates a default
occurring in 2026 following an economic downturn that leads to
reduced intermodal shipments and lower international imports. This
reduces the company's earnings and leads to a payment default.
-- S&P values STG Logistics as a going concern using a 5.5x EBITDA
multiple. This multiple is in line with our standard assumptions
for the sector.
-- S&P believes that if the company were to default it would
continue to have a viable business model due to its supplier
contracts and customer relationships.
-- S&P assumes a 100% draw on the $1.9 million remaining cash flow
revolver and a 20% draw on the letter of credit revolver, assuming
a modest draw related to operating leases.
Simulated default assumptions
-- Simulated year of default: 2026
-- EBITDA at emergence: $111 million
-- EBITDA multiple: 5.5x
Simplified waterfall
-- Net enterprise value (after 5% administrative fees): $580
million
-- Obligor/nonobligor split: 30%/70%
-- Estimated first-lien first-out claims: $219 million
-- Value available for first-lien first-out claims: $219 million
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Estimated first-lien second-out claims: $697 million
-- Value available for first-lien second-out claims: $328 million
--Recovery expectations: 30%-50% (rounded estimate: 45%)
-- Estimated FL3O claims: $105 million
-- Value available for FL3O claims: $0 million
--Recovery expectations: 0%-10% (rounded estimate: 0%)
-- Estimated pre-transaction first-lien debt claims: $61 million
-- Value available for pre-transaction first-lien debt claims: $11
million
--Recovery expectations: 10%-30% (rounded estimate: 15%)
Note: All debt amounts include six months of accrued interest that
S&P assumes will be owed at default.
REMNANT OF FAITH: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Remnant of Faith
a/k/a Remnant of Faith Church of God in Christ
825 West Pentagon
Dallas TX 75224
Business Description: The Debtor is a tax-exempt religious
organization.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 24-42939
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
Email: glyon.attorney@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Lorenzo Plater as president/CEO/pastor.
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/B6Z3WAA/Remnant_of_Faith__txebke-24-42939__0001.0.pdf?mcid=tGE4TAMA
RENALYTIX PLC: Incurs $4.73 Million Net Loss in First Quarter
-------------------------------------------------------------
Renalytix plc filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $4.73
million on $522,000 of revenue for the three months ended Sept. 30,
2024, compared to a net loss of $10.15 million on $459,000 of
revenue for the three months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $4.79 million in total
assets, $16.11 million in total liabilities, and a total
shareholders' deficit of $11.32 million.
Renalytix said, "As a result of the Company's losses and its
projected cash needs, as defined in the accounting literature,
substantial doubt exists about the Company's ability to continue as
a going concern. While subsequent to September 30, 2024, the
Company has successfully raised approximately $14.9 million, net of
expenses, in new equity capital and restructured the existing long
term debt recorded on the Balance Sheet, the company does have a
history of operating losses and it has been expensive to deliver
all of the milestones to commercialize the kidneyintelX.dkd test.
Should the company require additional capital it may not be
available on acceptable terms, or at all, and the Company may not
be able to enter into strategic alliances or other arrangements on
favorable terms, or at all. The terms of any future financing may
adversely affect the holdings or the rights of the Company's
shareholders. Should it be necessary, if the Company is unable to
obtain funding it could be required to delay, curtail or
discontinue research and development programs, product portfolio
expansion or future commercialization efforts, which could
adversely affect its business prospects. As such, management has
concluded that there is a going concern uncertainty."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1811115/000095017024128687/rnlx-20240930.htm
About Renalytix
Headquartered in United Kingdom, Renalytix (LSE: RENX) (NASDAQ:
RNLX) -- www.renalytix.com -- is an in-vitro diagnostics and
laboratory services company that is the global founder and leader
in the new field of bioprognosis for kidney health. The leadership
team, with a combined 200+ years of healthcare and in-vitro
diagnostic experience, has designed its KidneyIntelX laboratory
developed test to enable risk assessment for rapid progressive
decline in kidney function in adult patients with T2D and early CKD
(stages 1-3). The Company believes that by understanding how
disease will progress, patients and providers can take action early
to improve outcomes and reduce overall health system costs.
New York, New York-based CohnReznick LLP, the Company's auditor
since June 2024, issued a "going concern" qualification in its
report dated September 30, 2024, citing that the Company has
suffered recurring losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.
RESTAURANT CORP: Case Summary & Four Unsecured Creditors
--------------------------------------------------------
Debtor: Restaurant Corp Unlimited, LLC
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Restaurant Corp is a fast casual restaurant,
offering meals served quickly while ensuring
unforgettable guest experiences. It is
a premier choice for shoppers seeking a
quick and satisfying bite in malls and
airports across the nation.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06601
Judge: Hon. Grace E Robson
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue, Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonio S. Lomoriello as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ST6LOEQ/Restaurant_Corp_Unlimited_LLC__flmbke-24-06601__0001.0.pdf?mcid=tGE4TAMA
ROCK MEDICAL: Hits Chapter 11 Bankruptcy in Nebraska
----------------------------------------------------
On November 27, 2024, Rock Medical Group LLC filed Chapter 11
protection in the District of Nebraska. 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 January 6,
2025 at 1:30 PM, TELEPHONIC MEETING.
About Rock Medical Group LLC
Rock Medical Group LLC is a solution-focused medical staffing
agency offering medical staffing solutions for hospitals, long-term
care facilities, specialty nursing units, hospice care, memory
care, rehabilitation facilities, surgical centers, and allied
services.
Rock Medical Group LLC sought relief under
The Debtor is represented by:
Patrick R. Turner, Esq.
TURNER LEGAL GROUP, LLC
14707 California Street, #1
Omaha, NE 68154
Tel: 402-690-3675
Email: pturner@turnerlegalomaha.com
ROCKVILLE CENTRE DIOCESE: Ch.11 Plan w/ Optional Releases Gets OK'd
-------------------------------------------------------------------
Rick Archer of Law360 reports that on December 4, 2024, a New York
bankruptcy judge approved the Chapter 11 plan for a Roman Catholic
diocese in Long Island, following the resolution of U.S. Trustee's
Office objections through a two-tier claims release system for
sexual abuse claimants.
About The Roman Catholic Diocese
of Rockville Centre, New York
The Roman Catholic Diocese of Rockville Centre, New York, is the
seat of the Roman Catholic Church on Long Island. The Diocese has
been under the leadership of Bishop John O. Barres since February
2017. The State of New York established the Diocese as a religious
corporation in 1958. The Diocese is one of eight Catholic dioceses
in New York, including the Archdiocese of New York. The Diocese's
total Catholic population is approximately 1.4 million, roughly
half of Long Island's total population of 3.0 million. The Diocese
is the eighth largest diocese in the United States when measured by
the number of baptized Catholics.
To deal with sexual abuse claims, the Roman Catholic Diocese of
Rockville Centre, New York, filed a Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as
$500 million in both assets and liabilities. Judge Martin Glenn
oversees the case.
The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal
North America, LLC, as restructuring advisor, and Sitrick and
Company, Inc., as communications consultant. Epiq Corporate
Restructuring, LLC is the claims agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Diocese's Chapter 11 case. The committee
tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou
Faltischek, PC as its bankruptcy counsel and special real estate
counsel, respectively.
Robert E. Gerber, the legal representative for future claimants of
the Diocese, is represented by the law firm of Joseph Hage
Aaronson, LLC.
ROTM LOFTS: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
The ROTM Lofts, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Maine to use cash collateral.
The company requires the use of cash collateral to have the funds
necessary to maintain its assets, to operate its business in the
ordinary course, to provide financial information, to pay
professionals, and to pay other expenses necessary to maximize the
value of its estate in Chapter 11.
The company owns a historic building in Saco, Maine. The building
houses a brew pub, commercial office space, and micro-apartments.
It acquired the building in 2017 and has since invested in
renovations and improvements. However, the company has faced
financial difficulties due to various factors, including the
COVID-19 pandemic, unexpected capital expenses, and disputes with
creditors. To address these challenges and protect its assets, the
company has filed for Chapter 11 bankruptcy. The goal of the
bankruptcy is to restructure its debt and continue operating the
business.
Accelerated Capital Partners, LLC, Kevin J. Mattson, Geoffrey
Houghton, and Dentons Bingham Greenebaum, LLC as partial assignee
of Mattson and Houghton may assert a potential interest in the cash
collateral.
To the extent any prepetition lienholder is entitled to adequate
protection for the company's use of cash collateral, and solely to
the extent of any diminution in the value of such interest in cash
collateral from and after the petition date (if any), each
prepetition lienholder will be provided with the following adequate
protection:
(i) Through an increase in cash collateral from the petition date
during the relevant time period and the use of cash collateral to
maintain and preserve the building;
(ii) Through the Adequate Protection Liens and Continuing Liens;
and
(iii) To the extent the Adequate Protection Liens and Continuing
Liens are insufficient to cover the Adequate Protection Obligations
in their entirety, the remaining, unsatisfied Adequate Protection
Obligations will constitute allowed administrative claims against
the Debtor to the extent provided by 11 U.S.C. section 507(b).
The final hearing is set for Jan. 16 next year.
About The ROTM Lofts, LLC
The ROTM Lofts, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Maine Case No. 24-10257) on November 21,
2024. In the petition signed by Geoffrey Houghton, manager and
authorized party, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Michael A. Fagone oversees the case.
Adam Prescott, Esq., at BERNSTEIN SHUR SAWYER & NELSON, P.A.,
represents the Debtor as legal counsel.
SALEM POINTE: Gets Final Approval to Use Cash Collateral
--------------------------------------------------------
Salem Pointe Capital, LLC received final approval from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to use the
cash collateral of its secured creditors.
The final order signed by Judge Suzanne Bauknight approved the use
of cash collateral, including cash, deposit accounts and accounts
receivable to pay the company's operating expenses set forth in its
projected budget. The budget shows total monthly expenses of
$463,494.25.
Salem has no significant revenue sources other than the cash
collateral of its secured creditors, including ORNL Federal Credit
Union, the U.S. Small Business Administration, and Kapitus, LLC.
ORNL is owed approximately $6.5 million while the SBA and Kapitus
are owed around $118,000 and $250,000 respectively.
To protect the interests of secured creditors, the final order
authorized the company to grant its secured creditors a replacement
lien in post-petition cash, deposit accounts, and other assets
equivalent to their pre-bankruptcy liens.
About Salem Pointe Capital
Salem Pointe Capital, LLC is a financial services company that
typically focuses on investment and capital management. Its
operations include providing financing solutions, investment
opportunities, and asset management to various sectors.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tenn. Case No. 24-31702) on Sept. 29,
2024, with $10 million to $50 million in both assets and
liabilities.
Judge Suzanne H. Bauknight oversees the case.
The Debtor is represented by James R. Moore, Esq., at Moore &
Brooks.
SB CONTRACTORS: Hires Munsch Hardt Kopf & Harr as Special Counsel
-----------------------------------------------------------------
SB Contractors, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Texas to employ Munsch Hardt Kopf &
Harr, PC as special counsel.
The Debtor needs a special counsel to manage and prosecute state
court litigation related to the collection of unpaid bills against
Integrated Water Services, Inc. (IWS) in McCulloch County and
Travis County.
The firm will be paid at these hourly rates:
Mason Hester, Attorney $600
Adam Richie, Attorney $580
Tim Word, Attorney $416
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Word 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:
Tim Word, Esq.
Munsch Hardt Kopf & Harr, P.C.
500 N. Akard Street, Suite 4000
Dallas, TX 75201
Telephone: (214) 855-7500
Facsimile: (214) 855-7584
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, authorized
signatory, the Debtor estimated assets and liabilities between $1
million and $10 million each.
Judge Michael M Parker oversees the case.
The Debtor tapped Hayward PLLC as bankruptcy counsel and Munsch
Hardt Kopf & Harr, PC as special counsel.
Michael G. Colvard has been appointed as Subchapter V trustee.
SEALED AIR: Moody's Affirms 'Ba1' CFR & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Ratings affirmed Sealed Air Corporation's Ba1 corporate
family rating and Ba1-PD probability of default rating. Moody's
also affirmed all existing instrument ratings of Sealed Air
Corporation including its Ba2 senior unsecured notes ratings, Baa2
senior secured notes ratings and Baa2 senior secured bank credit
facility ratings. Moody's also affirmed the Baa2 senior secured
bank credit facility rating for Sealed Air Limited. At the same
time, Moody's upgraded Sealed Air Corporation's Speculative Grade
Liquidity Rating to SGL-1 from SGL-2. Concurrently, Moody's changed
the outlook of Sealed Air Corporation and Sealed Air Limited to
stable from negative.
"The stable outlook reflects stabilizing sales volumes, improved
liquidity, and Moody's expectation of continued gradual improvement
in profit and leverage over the course of the next 12-18 months,"
said Motoki Yanase, VP - Senior Credit Officer at Moody's Ratings.
RATINGS RATIONALE
The affirmation of Sealed Air Corporation's Ba1 CFR reflects the
company's solid competitive position in the fragmented packaging
industry with a focus on value-added products used for perishable
foods and product protection, which supports high margins; steady
demand from food end markets; and growth in the e-commerce and
industrial markets. In addition, a meaningful installed base of
automated equipment on customers' premises drives recurring
materials and services sales and increases switching costs for
customers.
Current leverage is high. Sealed Air's leverage stood at 4.5x debt
to EBITDA for the 12 months that ended in September 2024, down from
the peak of 4.9x in mid-2023. Moody's expect that improving market
conditions will support leverage declining further to levels below
Moody's downgrade guidance of 4.25x by the end of 2025.
These credit strengths are counterbalanced by the company's credit
weaknesses, including the event risk associated with fresh foods
such as meat and the cyclicality in some of the company's end
markets (industrial and transportation). Sealed Air is an
innovative leader in the markets it serves. However, it operates in
the fragmented and competitive packaging industry that has many
private competitors and strong price competition, particularly in
the protective packaging side of the business.
Sealed Air's SGL-1 speculative grade liquidity rating reflects
Moody's expectation that the company will maintain very good
liquidity, characterized by strong free cash flow generation and
abundant availability under sizable committed credit facilities.
Credit facilities include a $1 billion revolver that expires in
March 2027 and remains undrawn. In addition, the company has US and
European accounts receivable securitization program, both of which
are typically renewed on an annual basis.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade requires a commitment to an investment grade
financial profile including an unencumbered capital structure.
Additionally, an upgrade would require a sustainable improvement in
credit metrics. Specifically, the ratings could be upgraded if debt
to EBITDA is below 3.5x, EBITDA margin is above 22% and free cash
flow to debt is above 12%.
The ratings could be downgraded if there is deterioration in credit
metrics, the competitive environment or liquidity. Additionally, a
large, debt financed acquisition or shareholder return could lead
to a downgrade. Specifically, the ratings could be downgraded if
debt to EBITDA is above 4.25x, EBITDA margin is below 18% or free
cash flow to debt drops below 8%.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.
Headquartered in Charlotte, North Carolina, Sealed Air Corporation
is a global provider of high-performance materials, automation,
equipment and services. The company designs, manufactures and
delivers packaging solutions that preserve food, protect goods and
automate packaging processes. Sealed Air reports in two segments,
Food and Protective, and recorded about $5.4 billion of revenue for
the 12 months that ended September 2024.
SEAQUEST: Seeks Bankruptcy After ABC News, ABC10 Probe
------------------------------------------------------
Andie Judson of abc10 reports that SeaQuest, the contentious
aquarium and zoo located in the Folsom Palladio Mall, filed for
bankruptcy on December 2, 2024.
In 2024, SeaQuest closed locations in Texas, Virginia, Connecticut,
and Colorado, leaving only five locations still in operation, the
report states.
Bankruptcy filings in Idaho reveal that the company's revenue
dropped by $12 million over two years, declining from $27.2 million
in 2022 to $15.28 million in 2024.
SeaQuest's bankruptcy filing reveals $83,350.64 in unpaid rent for
its Folsom Palladio location covering October and November 2024.
The company also owes wages to dozens of employees, including
several in the Folsom/Sacramento area, as stated in court records,
according to report.
"It's appalling to leave employees who worked for your company
without pay," said Laura Hagen, Director of Captive Wildlife at the
United States Humane Society. "They owe money for veterinary bills,
electric utilities, and to businesses they purchased animals
from."
The Chapter 11 filing follows an investigation by ABC10, in
partnership with ABC News and affiliates KSTP and KTNV, which
revealed troubling practices across SeaQuest locations, the report
cites.
At the Folsom site, 19 former employees shared allegations and
evidence, including photos and videos, detailing poor conditions.
Reports included animals that were injured, ill, dying, or dead.
Sources estimate over 1,000 animals have died since the location
opened in 2018. Former staff also described animals being underfed,
housed in cramped enclosures, forced into interactions with
customers, and subjected to unsafe environments such as peeling
paint, infestations, and extreme temperatures—posing risks to
animals, employees, and visitors.
Hagen stated that the U.S. Humane Society has been monitoring
SeaQuest closely and was not surprised by the bankruptcy filing.
"Their business model has relied on exploiting animals and
subjecting them to dangerous public interactions," she said. "It's
no shock they've also engaged in predatory practices."
SeaQuest filed for Chapter 11 bankruptcy, allowing the company to
restructure its debts while continuing operations under court
supervision.
About SeaQuest Holdings, LLC
SeaQuest Holdings, LLC better known as SeaQuest, is an interactive
marine, exotic mammal, and bird/reptile life attraction chain.
Guests are encouraged to connect with animals and learn about their
ecosystems through various hands-on activities which include
hand-feeding sharks, stingrays, birds, and tropical animals.
SeaQuest offers a private event venue ideal for school field trips,
birthday parties, and more.
SeaQuest Holdings, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Idaho Case No. 24-00803) on December 2,
2024. In the petition filed by Aaron Neilsen, as CEO, the Debtor
reports total assets of $659,473 and total liabilities of
$16,653,877.
Honorable Bankruptcy Judge Benjamin P. Hursh handles the case.
The Debtor is represented by:
Matthew Christensen, Esq.
JOHNSON MAY
199 N. Capitol Blvd., Suite 200
Boise, ID 83702
Tel: (208) 384-8588
E-mail: mtc@johnsonmaylaw.com
SLANG WORLDWIDE: Shares Delisted from CSE After Bankruptcy Filing
-----------------------------------------------------------------
SLANG Worldwide Inc. has announced that the Company has filed an
assignment into bankruptcy pursuant to Canada's Bankruptcy and
Insolvency Act.
The Company's common shares, currently halted, will be delisted
from the CSE at market close on December 2, 2024.
About SLANG Worldwide Inc.
SLANG Worldwide Inc. is an industry leader in branded cannabis
consumer packaged goods, with a diversified portfolio of five
distinct brands and products distributed across the U.S. Operating
in 13 legal cannabis markets nationwide. Learn more at slangww.com.
SLATER HOSPITALITY: Kicks Off Chapter 11 Bankruptcy Process
-----------------------------------------------------------
On November 26, 2024, Slater Hospitality LLC filed Chapter 11
protection in the Northern District of Georgia. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 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 1:00 PM via Telephone conference.
About Slater Hospitality LLC
Slater Hospitality LLC is a limited liability company.
Slater Hospitality LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-21516) on November 26,
2024. In the petition filed by Brett Hull-Ryde, as CFO, the Debtor
reports estimated assets up to $50,000 and estimated liabilities
between $1 million and $10 million.
The Debtor is represented by:
William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta GA 30329
Tel: 404-584-1238
Email: wrountree@rlkglaw.com
SMC ENTERTAINMENT: Posts $5.69 Million Net Income in Third Quarter
------------------------------------------------------------------
SMC Entertainment, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $5.69 million for the three months ended Sept. 30, 2024,
compared to a net loss of $295,549 for the three months ended Sept.
30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $8.77 million compared to a net loss of $1.09 million
for the same period during the prior year.
As of Sept. 30, 2024, the Company had $95,546 in total assets,
$11.54 million in total liabilities, and a total stockholders'
deficit of $11.44 million.
SMC Entertainment stated, "The Company has suffered recurring
losses since inception and has no assurance of future
profitability. The Company will continue to require financing from
external sources to finance its operating and investing activities
until sufficient positive cash flows from operations can be
generated. There is no assurance that financing or profitability
will be achieved, accordingly, there is substantial doubt about the
Company's ability to continue as a going concern. The consolidated
financial statements of the Company do not include any adjustments
that may result from the outcome of these uncertainties."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1497230/000165495424014620/smc_10q.htm
About SMC
Boca Raton, Fla.-based SMC Entertainment Inc. --
http://www.smceinc.com-- is a versatile holding company focused on
acquisition and support of proven commercialized financial services
and technology (Fintech) companies. SMC said its multi-discipline
growth by acquisition approach is to enhance revenues and
shareholder equity.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor
since March 2022, issued a "going concern" qualification in its
report dated April 15, 2024, citing that the Company suffered an
accumulated deficit of $17,560,687, net loss of $1,560,683 and a
negative working capital of $3,393,255. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
SOLANO HOME: Case Summary & Two Unsecured Creditors
---------------------------------------------------
Debtor: Solano Home Solutions, LLC
28102 Thornton Road
Thornton, CA 95686
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 24-25470
Judge: Hon. Christopher D Jaime
Debtor's Counsel: Peter G. Macaluso, Esq.
LAW OFFICE OF PETER G. MACALUSO
7230 South Land Park Drive #127
Sacramento, CA 95831
Tel: 916-392-6591
Fax: 916-392-6590
E-mail: info@pmbankruptcy.com
Total Assets: $1,011,090
Total Liabilities: $1,207,009
The petition was signed by Caroline Marie Hegarty as managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/N5I5D4I/Solano_Home_Solutions_LLC__caebke-24-25470__0001.0.pdf?mcid=tGE4TAMA
SPD 2010: Sec. 341(a) Meeting of Creditors on January 6
-------------------------------------------------------
On November 27, 2024, SPD 2010 LLC filed Chapter 11 protection in
the Eastern District of New York. According to court documents, the
Debtor reports between $100,000 and $500,000 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 January 6,
2025 at 3:00 PM, TELEPHONIC MEETING. CONFERENCE LINE:1 (877)
953-2748, PARTICIPANT CODE:3415538#.
About SPD 2010 LLC
SPD 2010 LLC is a limited liability company.
SPD 2010 LLC sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44982) on
November 27, 2024. In the petition filed by Svetlana Kibrik, as
sole owner, member, and president, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $100,000 and $500,000.
The Debtor is represented by:
Sari B. Placona, Esq.
MCMANIMON, SCOTLAND & BAUMAN, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Fax: 973-622-3744
Email: splacona@msbnj.com
SPIRIT AIRLINES: Akin Gump Represents Senior Secured Noteholders
----------------------------------------------------------------
In the Chapter 11 case of Spirit Airlines Inc., the Ad Hoc Group of
Senior Secured Noteholders filed a verified statement pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure.
Akin Gump Strauss Hauer & Feld LLP represents only the Ad Hoc Group
of Senior Secured Noteholders. Akin does not represent or purport
to represent any entities other than the Ad Hoc Group of Senior
Secured Noteholders. Akin does not represent the Ad Hoc Group of
Senior Secured Noteholders as a "committee" (as such term is
employed in the Bankruptcy Code and the Bankruptcy Rules) 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 Ad
Hoc Group of Senior Secured Noteholders.
In addition, the Ad Hoc Group of Senior Secured Noteholders does
not represent or purport to represent any other entities in
connection with the Debtors' chapter 11 cases.
Akin has been advised by the members of the Ad Hoc Group of Senior
Secured Noteholders that each member either holds claims against,
or disclosable economic interests in, the Debtors' estates, or that
the individual members of the Ad Hoc Group of Senior Secured
Noteholders, or one or more of their respective affiliate managed
funds and/or accounts, hold claims against, or disclosable economic
interests in, the Debtors' estates.
Akin does not make any representation regarding the validity,
amount, allowance or priority of such claims and reserves all
rights with respect thereto. Akin does not own, nor has Akin ever
owned, any claims against, or interests in, the Debtors except for
claims for services rendered to the Ad Hoc Group of Senior Secured
Noteholders.
The Ad Hoc Group of Senior Secured Noteholders' address and the
nature and amount of disclosable economic interests held in
relation to the Debtors are:
1. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by AllianceBernstein L.P. and/or its
affiliates
66 Hudson Boulevard East
New York, NY 10001
* Senior Secured Notes ($97,329,125.00)
2. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by Arena Capital Advisors, LLC and/or
its affiliates
12121 Wilshire Blvd Ste 1010
Los Angeles, CA 90025
* Senior Secured Notes ($95,635,046.00)
3. Certain funds, investment vehicles and/or accounts managed or
advised by Ares Management LLC or
its affiliates
1800 Avenue of the Stars, Suite 1400
Los Angeles, CA. 90067
* Senior Secured Notes ($67,619,245.00)
4. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by Canyon Capital Advisors LLC and/or
its affiliates
2728 N. Harwood St., 2nd FL
Dallas, TX 75201
* Senior Secured Notes ($40,698,000.00)
5. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by Citadel Advisors LLC and/or its
affiliates
Southeast Financial Center
200 S Biscayne Boulevard, Suite 3300
Miami, FL 33131
* Senior Secured Notes ($149,292,000.00)
6. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by Fidelity Management & Research
Company LLC and/or its affiliates
88 Black Falcon Ave. Suite 167
Boston, MA 02210-2426
* Senior Secured Notes ($54,110,776.00)
* 2026 Convertible Note
7. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by M&G Investment Management Limited
and/or its affiliates
10 Fenchurch Avenue
London EC3M 5AG
* Senior Secured Notes ($76,849,686.00)
8. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by M&G Investments (USA) Inc. and/or
its affiliates
30 S. Wacker Drive, Suite 3750
Chicago, IL 60606
* Senior Secured Notes ($1,050,000.00)
9. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed, advised,
controlled or represented by Nomura Corporate Research and Asset
Management, Inc. and/or its
affiliates
309 West 49th Street, 24th Floor
New York, NY 10019-7316
* Senior Secured Notes ($11,994,967.00)
10. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed,
advised, controlled or represented by PenderFund Capital
Management Ltd. and/or affiliates
thereof
1830-1066 West Hastings Street
Vancouver, BC V6E 3X2
* Senior Secured Notes ($47,735,906.00)
* 2026 Convertible Notes ($10,850,000.00)
11. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed,
advised, controlled or represented by Pacific Investment
Management Company LLC and/or its
affiliates
650 Newport Center Drive
Newport Beach, CA 92660
* Senior Secured Notes ($136,390,000.00)
* Class A 2015-1 EETC ($77,779,810.00)
* Class AA 2017-1 EETC ($17,040,996.00)
* Class A 2017-1 EETC ($14,682,522.00)
12. RBC CAPITAL MARKETS, LLC, solely in respect of its Distressed
Debt Trading Desk, and not any
other desk, business, unit, group, division or affiliate
thereof
200 Vesey St., Fl 8
New York, NY 10281
* Senior Secured Notes ($19,999,262.00)
13. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed,
advised, controlled or represented by Rokos Capital Management
(US) LP and/or its affiliates
600 Lexington Avenue, New York, NY 10022
* Senior Secured Notes ($42,650,000.00)
14. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed,
advised, controlled or represented by Signal Capital Partners
Limited and/or its affiliates
25 Golden Square, London W1F 9LU,
United Kingdom
* Senior Secured Notes ($46,870,167.00)
* Class AA 2017-1 EETC ($20,830,000.00)
15. Certain funds and/or accounts, or subsidiaries of such funds
and/or accounts, managed,
advised, controlled or represented by Western Asset Management
Company, LLC and/or its
affiliates
385 East Colorado Boulevard,
Pasadena, CA 91101
* Senior Secured Notes ($106,886,152.00)
* Class AA 2017-1 EETC ($382,696.00)
The law firm can be reached at:
AKIN GUMP STRAUSS HAUER & FELD LLP
Michael S. Stamer, Esq.
Abid Qureshi, Esq.
Jason P. Rubin, Esq.
Kevin Zuzolo, Esq.
One Bryant Park
New York, New York 10036
Tel: (212) 872-1000
Fax: (212) 872-1002
Email: mstamer@akingump.com
aqureshi@akingump.com
jrubin@akingump.com
kzuzolo@akingump.com
- and –
Blaine Scott, Esq.
2001 K Street N.W.
Washington, DC 20006
Telephone: (202) 887-4000
Facsimile: (202) 887-4288
About Spirit Airlines
Spirit Airlines Inc. is a major United States ultra-low cost
airline headquartered in Miramar, Florida, in the Miami
metropolitan area.
As of March 31, 2024, the Company had $9.5 billion in total assets,
$8.5 billion in total liabilities, and $1 billion in total
stockholders' equity.
* * *
In June 2024, S&P Global Ratings lowered its issuer credit rating
on Spirit Airlines Inc. to 'CCC' from 'CCC+'. S&P also lowered its
ratings on Spirit's enhanced equipment trust certificates (EETCs)
by one notch, in line with the lower issuer credit rating. The
negative outlook reflects the uncertainty around the company's
ability to address its upcoming 2025 maturities, the sustainability
of its capital structure over the longer term, and S&P's view that
a distressed exchange is likely.
In January 2024, Moody's Investors Service downgraded its ratings
of Spirit Airlines, including the corporate family rating to Caa2
from Caa1 and probability of default rating to Caa2-PD from
Caa1-PD. Moody's also downgraded the backed senior secured rating
assigned to Spirit IP Cayman Ltd.'s 8% senior notes, which are
secured by the company's loyalty program and brand IP, to Caa2 from
B2. The speculative grade liquidity rating remains unchanged at
SGL-3 and the rating outlook remains negative.
The downgrade of the corporate family rating to Caa2 reflects
Moody's belief that the potential of a default has increased since
Judge William Young ruled in January that the agreed acquisition by
JetBlue Airways Corp. would be anti-competitive and a violation of
the Clayton Act. The downgrades of the CFR, as well as of the
senior notes secured by Spirit's loyalty program IP and brand IP,
reflect the increased potential of a default and less than a full
recovery, whether in a formal reorganization or if the senior
secured notes are refinanced or retired for less than face value.
The Caa2 instrument rating incorporates a negative one notch
override of the LGD model to reflect the potential for a more than
nominal loss on the instrument in a restructuring or exchange
scenario. Following the ruling on January 16, the market price of
the notes fell to around 50 from the low to mid-70s since
mid-November. The notes price has increased to the low 60s
following the announcement that Spirit and JetBlue would appeal the
District Court's ruling.
Moody's continues to expect Spirit's operations to generate an
operating loss in 2024 and again in 2025 on a reported basis.
Moody's forecasts about breakeven operating cash flow in 2024, an
improvement from its forecast for negative $150 million in 2023.
Moody's projects cash to fall from the $1.1 billion on hand on
September 30, 2023, towards $700 million by the end of 2024.
The Company's $300 million revolver expires on September 30, 2025.
Alternate sources of liquidity are very limited.
In September 2023, Egan-Jones Ratings Company maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Spirit Airlines, Inc.
STAR TRANSPORTATION: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of Star Transportation PA, Inc., according to court
dockets.
About Star Transportation PA
Star Transportation PA, Inc. offers specialized freight trucking
services in Miami, Fla.
Star Transportation sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21557) on November 1,
2024, with $1 million to $10 million in assets and $10 million to
$50 million in liabilities. Victor Khramov, president of Star
Transportation, signed the petition.
Judge Corali Lopez-Castro oversees the case.
The Debtor is represented by Joseph A. Pack, Esq., at Pack Law.
STRATEGIC ENVIRONMENTAL: Incurs $461,900 Net Loss in Third Quarter
------------------------------------------------------------------
Strategic Environmental & Energy Resources, Inc., filed with the
Securities and Exchange Commission its Quarterly Report on Form
10-Q disclosing a net loss of $461,900 on $888,800 of total revenue
for the three months ended Sept. 30, 2024, compared to a net loss
of $454,300 on $870,300 of total revenue for the three months ended
Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $1.49 million on $2.64 million of total revenue
compared to a net loss of $1.67 million on $2.15 million of total
revenue for the same period during the prior year.
As of Sept. 30, 2024, the Company had $1.18 million in total
assets, $15.96 million in total liabilities, and a total deficit of
$14.78 million.
The Company has experienced recurring losses, and has an
accumulated deficit of approximately $35.9 million as of Sept. 30,
2024. As of Sept. 30, 2024, the Company's current liabilities
exceeded its current assets by approximately $13.1 million.
According to the Company, these factors raise substantial doubt
about the ability of the Company to continue to operate 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/1576197/000149315224046698/form10-q.htm
About Strategic Environmental
Headquartered in Broomfield, CO, Strategic Environmental & Energy
Resources, Inc. was originally organized under the laws of the
State of Nevada on Feb. 13, 2002, for the purpose of acquiring one
or more businesses under the name of Satellite Organizing
Solutions, Inc. ("SOZG"). In January 2008, SOZG changed its name
to Strategic Environmental & Energy Resources, Inc. SEER is
dedicated to assembling complementary service and environmental,
clean-technology businesses that provide safe, innovative,
cost-effective, and profitable solutions in the environmental,
waste management, and renewable energy industries. SEER currently
operates four companies with its headquarters in Broomfield,
Colorado. Through its operating companies, SEER provides
environmental products and solutions throughout North America and
is aggressively pursuing international markets for its technologies
and products.
Deer Park, IL-based LJ Soldinger Associates, LLC, the Company's
auditor since 2013, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the Company has (i)
incurred significant losses since inception, (ii) has an
accumulated deficit of approximately $34.4 million as of Dec. 31,
2023 and (iii) needs to raise substantial amounts of additional
funds to meet its obligations as well as afford it time to develop
profitable operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
STRATEGIC ENVIRONMENTAL: Issues 4M Preferred Shares to First Block
------------------------------------------------------------------
Strategic Environmental & Energy Resources, Inc., disclosed in a
Form 8-K filed with the Securities and Exchange Commission that on
Nov. 19, 2024, it entered into a consulting and investment banking
agreement with First Block, Inc. The Company issued 4,000,000
shares of Series A Preferred Stock to First Block. The 4,000,000
shares of preferred stock will be converted into 3,600,000 common
shares of the Company, only after a shareholder vote to increase
the authorized shares of the Company's Common Stock class. These
preferred shares have a 15 to 1 voting ratio to the Common Stock.
This is the first issuance of Preferred Stock by the Company.
About Strategic Environmental
Headquartered in Broomfield, CO, Strategic Environmental & Energy
Resources, Inc. was originally organized under the laws of the
State of Nevada on Feb. 13, 2002, for the purpose of acquiring one
or more businesses under the name of Satellite Organizing
Solutions, Inc. ("SOZG"). In January 2008, SOZG changed its name
to Strategic Environmental & Energy Resources, Inc. SEER is
dedicated to assembling complementary service and environmental,
clean-technology businesses that provide safe, innovative,
cost-effective, and profitable solutions in the environmental,
waste management, and renewable energy industries. SEER currently
operates four companies with its headquarters in Broomfield,
Colorado. Through its operating companies, SEER provides
environmental products and solutions throughout North America and
is aggressively pursuing international markets for its technologies
and products.
Deer Park, IL-based LJ Soldinger Associates, LLC, the Company's
auditor since 2013, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the Company has (i)
incurred significant losses since inception, (ii) has an
accumulated deficit of approximately $34.4 million as of Dec. 31,
2023 and (iii) needs to raise substantial amounts of additional
funds to meet its obligations as well as afford it time to develop
profitable operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
STRONGHOLD CONSTRUCTION: Seeks Cash Collateral Access
-----------------------------------------------------
Stronghold Construction Inc. asked the U.S. Bankruptcy Court for
the Western District of North Carolina, Asheville Division, for
authority to use the cash collateral of its secured creditors.
The company filed for bankruptcy to address challenges arising from
supply chain disruptions caused by the COVID-19 pandemic. It aims
to reorganize its business, catch up on pending projects, adjust
pricing, and retrain its sales team.
The company has the following secured creditors:
a. Stearns Bank, N.A. holds a Small Business Administration
guaranteed loan with a balance of approximately $34,744. Sterns
will assert a first lien on substantially all of Stronghold's
assets including its accounts receivable, work in progress,
inventory, equipment and proceeds thereof.
b. First Citizens Bank holds a line of credit with a balance of
approximately $224,842. First Citizens will assert a second lien on
substantially all of Stronghold's assets including its accounts
receivable, work in progress, inventory, equipment and proceeds
thereof.
c. Velocity SBA, LLC holds a loan with a balance of approximately
$774,468. Velocity will assert a third lien on substantially all of
Stronghold’s assets including its accounts receivable, work in
progress, inventory, equipment and proceeds thereof.
The creditors have adequate protection against the diminution in
value of the pre-bankruptcy collateral. To further protect against
diminution in the value of the collateral, Stronghold proposed to
provide the creditors with replacement liens in post-petition
assets to the same extent, validity, and priority as existed
pre-bankruptcy, for all cash collateral actually expended during
the duration of the interim cash collateral order.
About Stronghold Construction Inc.
Stronghold Construction Inc. is a professional roofing and
restoration services provider.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. N.C. Case No. 24-31014) on November
21, 2024. In the petition signed by Lincoln Koontz, president, the
Debtor disclosed $1,891,844 in assets and $2,241,228 in
liabilities.
Judge Ashley Austin Edwards oversees the case.
Michael L. Martinez, Esq., at Grier Law, represents the Debtor as
legal counsel.
SWC INDUSTRIES: Hires Binder Malter Harris & Rome-Banks as Counsel
------------------------------------------------------------------
SWC Industries, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Binder Malter Harris & Rome-Banks LLP as their local general
reorganization counsel.
The firm will render these services:
(a) assist the Debtors in protecting and preserving the
interests of secured and unsecured creditors, maximizing the value
of estate property, and administering that property throughout the
case;
(b) advise the Debtors of their powers and responsibilities
under the Bankruptcy Code;
(c) advise the Debtors generally as local general bankruptcy
counsel;
(d) develop, through discussion with parties in interest,
legal positions and strategies with respect to all facets of this
case;
(e) prepare legal papers in connection with representing the
interests of the Debtors;
(f) participate in the resolution of issues related to a plan
of reorganization and the development, approval and implementation
of such plan; and
(g) render such other necessary advice and services that the
Debtors may require in connection with this case.
Prior to the petition date, the firm received a retainer of $90,000
from the Debtors.
Robert Harris, Esq., an attorney at Binder Malter Harris &
Rome-Banks, 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 G. Harris, Esq.
Binder Malter Harris & Rome-Banks LLP
2775 Park Avenue
Santa Clara, CA 95050
Telephone: (408) 295-1700
Email: rob@bindermalter.com
About SWC Industries LLC
With principal operations in California and Massachusetts, SWC
Industries LLC manufactures a range of innovative sealing and
logistics equipment -- and offers related services -- that create
efficiencies and reduce costs across multiple industries. In
addition, the Company's San Diego-based business designs and
develops a full suite of software designed to improve warehouse
operations.
SWC Industries LLC and 12 affiliates sought Chapter 11 protection
(Bankr. N.D. Cal. Lead Case No. 24-51721) on Nov. 13, 2024.
SWC listed assets and debt of $50 million to $100 million as of the
bankruptcy filing.
The Debtors tapped Allen Overy Shearman Sterling US LLP as lead
restructuring counsel; Binder Malter Harris & Rome-Banks LLP as
restructuring co-counsel and local counsel; Getzler Henrich &
Associates LLC as financial advisor; and Gordian Group, LLC, as
investment banker. Stretto, Inc., is the claims agent.
TEMADA INC: Hits Chapter 11 Bankruptcy Protection in Florida
------------------------------------------------------------
On November 26, 2024, Temada Inc. filed Chapter 11 protection in
the Southern District of Florida. According to court documents, the
Debtor reports between $1 million and $10 million in debt owed to 1
and 49 creditors. The petition states that funds will be available
to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 6,
2025 at 10:00 AM , TELEPHONIC MEETING. CONFERENCE
LINE:1-866-816-0394 by U.S. Trustee TELECONFERENCE. To participate
call 866-915-4419 passcode 6071331.
About Temada Inc.
Temada Inc., doing business as Rembrant Auto Body, was founded in
2004. The company's line of business includes the retail sale of
computers, computer peripheral equipment, and software.
Temada Inc. sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-22472) on
November 26, 2024. In the petition filed by Damian Tejera, as
president, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Corali Lopez-Castro handles the case.
The Debtor is represented by:
David W. Langley, Esq.
DAVID W. LANGLEY
8551 W. Sunrise Blvd., Suite 303
Plantation, FL 33322
Tel: 954-356-0450
Email: dave@flalawyer.com
TGI FRIDAY'S: Will Sell Five Locations for $30.5-Mil.
-----------------------------------------------------
Jonathan Randles of Bloomberg News reports that TGI Friday's Inc.
has agreed to sell its locations at Dallas Fort Worth International
Airport and four corporate-owned sites in Maryland for $30.5
million, along with the assumption of certain liabilities, a
company lawyer announced on Wednesday.
The buyer is an affiliate of Sugarloaf Hospitality, though the deal
is subject to higher offers if any emerge in the coming weeks,
according to court filings.
The company is also continuing to market other assets as part of
its Chapter 11 proceedings, lawyers said during a bankruptcy
hearing on Wednesday, December 4, 2024.
About TGI Fridays
Founded in 1965 in New York City, New York, TGI Friday's Inc. and
affiliates are the owners and franchisors of original casual dining
bar and grill, TGI Fridays, offering classic American food and
beverages, with 39 restaurant locations being owned and operated by
the Company. The Company is known for bringing people together to
socialize and celebrate the liberating spirit of "Friday."
TGI Friday's Inc. and about 20 of its affiliates filed for
bankruptcy protection (Bankr. N.D. Texas, Lead Case No. 24-80069)
on November 2, 2024. In petitions signed by Kyle Richter as chief
restructuring officer, the Debtors reported $100 million to $500
million in estimated consolidated assets and estimated consolidated
liabilities.
The Hon. Stacey G. Jernigan presides over the cases.
Ropes and Gray LLP serves as the Debtors' general bankruptcy
counsel, and Foley & Lardner LLP serves as the Debtors'
co-bankruptcy counsel. Berkeley Research Group, LLC acts as
financial advisor to the Debtors and Stretto, Inc. is notice and
claims agent to the Debtors.
THOUGHTWORKS HOLDING: Moody's Confirms 'B2' CFR, Outlook Negative
-----------------------------------------------------------------
Moody's Ratings confirmed ThoughtWorks Holding, Inc.'s
("ThoughtWorks") B2 corporate family rating and B2-PD probability
of default rating, with a negative outlook. Concurrently, Moody's
confirmed ThoughtWorks, Inc.'s $300 million senior secured
first-lien revolving credit facility expiring 2026 and $288 million
outstanding senior secured first-lien term loan due 2028 ratings at
B2, with a negative outlook. Previously, the ratings were on review
for downgrade for both ThoughtWorks and ThoughtWorks, Inc. Based in
Chicago, IL, ThoughtWorks is an information technology services and
consulting company.
On November 13th, 2024 ThoughtWorks announced the closing of its
go-private agreement in which its majority shareholder, Apax
Partners ("Apax") acquired the entirety of the company for $4.40
per share in an all-cash transaction valued at $1.75 billion. This
closing completes the transformation of the issuer from a publicly
traded company with shares listed on the NASDAQ stock exchange to a
private company. ThoughtWorks plans to maintain both its $300
million senior secured first-lien revolving credit facility
expiring 2026 and $288 million senior secured first-lien term loan
due 2028.
The confirmation of the B2 CFR and negative outlook completes
Moody's review for downgrade assessment and reflects governance
considerations related to the change from public ownership to
private ownership, including significantly less transparency as
well as the potential for more aggressive financial strategies
given concentrated equity ownership. As such, governance risk
considerations are a key driver of this rating action.
RATINGS RATIONALE
The B2 CFR and negative outlook reflect the fact that ThoughtWorks
has transformed from a publicly-listed to a privately-owned company
with significantly less transparency and the potential for more
aggressive financial strategies. While the acquisition by Apax is
leverage neutral and does not involve the issuance of additional
debt, it also does not include any liquidity support or equity
infusion to the company's balance sheet. The rating also considers
the recent financial performance of the company which has
deteriorated over the last several quarters as evidenced by thin
EBITDA margins (around 3%), elevated debt levels with
debt-to-EBITDA over 10.0x for the LTM period ended September 30,
2024 and limited to negative cash flow generation. However, Moody's
anticipate improved performance for the company in 2025, in line
with Moody's expectation for increased discretionary spend in the
IT services industry, which could boost growth and margins, but
uncertainty regarding the scale of this improvement remains high
given ThoughtWorks' highly cyclical revenue base.
Other factors include the extended wind down of an extensive
restructuring program as well as the recent change in leadership to
an outsider for the first time in the company's history.
All financial metrics cited reflect Moody's standard adjustments,
unless otherwise noted.
The company competes against both large, established global
information services providers with significant resources, as well
as small, niche-focused companies vying for market share in the
outsourced software development market. ThoughtWorks' long-standing
relationships with a diversified customer base provides support to
the credit profile despite the limited barriers to entry in the
narrow market segment in which it competes. However, Moody's
expectations for high cyclicality of demand for ThoughtWorks'
services are negative credit factors. Moody's anticipate that there
will be no debt funded distributions over the next two years and
that any acquisitions undertaken will be small and tuck-ins that
will be funded by internal cash.
Moody's consider ThoughtWorks' liquidity profile to be adequate.
Internal sources of liquidity consist of a cash balance of
approximately $47 million as of September 30, 2024 and Moody's
anticipation of annual free cash flow of breakeven to around $5
million over the next 12 to 15 months that should improve over
time. These internal sources of cash provide diminishing but still
adequate coverage of the company's annual term loan amortization
and Moody's anticipation for about $7 million of capital
expenditures. The company's $300 million revolver, which Moody's
expects to remain undrawn and fully available, provides additional
external liquidity support.
The B2 senior secured debt ratings are the same as the B2 CFR since
the rated facility represents the preponderance of the debt capital
structure. The rated debt is guaranteed by all US subsidiaries and
secured by a first priority perfected lien on all property and
assets of the issuer and the guarantors, although the liens are
limited to two-thirds of the capital stock of first tier foreign
subsidiaries and ranked behind a small amount of priority trade
claims and ahead of other unsecured claims.
The negative outlook reflects Moody's concern that if ThoughtWorks
does not achieve revenue growth and profitability rate increases
over the next 12 months, financial leverage will remain elevated.
The outlook could be revised to stable if Moody's anticipate
ThoughtWorks will maintain at least low-to-mid single-digit revenue
growth, EBITDA margins in a low-teens range, debt-to-EBITDA below
6.5x and EBITA-to-interest above 1.5x.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
ThoughtWorks' ratings could be upgraded if the company restores its
profitability margins in the mid-teens percent range or above,
achieves strong revenue growth that leads to increased scale,
closer to higher-rated peers, and diversifies its revenue sources
while maintaining strong profitability rates. An upgrade would also
require Moody's expectation that debt-to-EBITDA will remain below
5.0x, as well as a commitment to maintain more conservative
financial policies that include Moody's expectation for an improved
liquidity profile through the cycle.
ThoughtWorks' ratings could be downgraded if organic revenue growth
continues to decline due to client losses, signaling a weakening
competitive position, or as a result of sustained weakness in
demand volumes that result in diminished liquidity. The ratings
could also be downgraded if Moody's expect debt-to-EBITDA will be
sustained above 6.5x, profitability rates decline, with EBITDA
margins remaining below 3%, or liquidity deteriorates materially.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Headquartered in Chicago, Illinois and wholly owned and controlled
by affiliates of private equity sponsor Apax Partners, ThoughtWorks
Holding, Inc. provides information technology services to
enterprises worldwide and is focused on agile software development,
consulting and related tools and information. The company has
approximately 10,500 employees and operates in 19 countries around
the world, with approximately 36% of revenue generated in North
America, which is its largest region, followed closely by APAC (35%
of revenue).
THREE DELUNA: Unsecured Creditors to Split $75K in Plan
-------------------------------------------------------
Three Deluna, LLC, submitted a First Amended Plan of Reorganization
for Small Business.
The Debtor, a Florida limited liability company established in
2022, operates a New Orleans style restaurant in Pensacola,
Florida.
The Debtor's financial projections show that the Debtor will be
able to distribute projected disposable income to the holders of
allowed administrative, priority tax, secured, and unsecured
creditors. The Debtor anticipates that the plan will be confirmed
in January 2025 and distributions to administrative, priority,
secured, and unsecured creditors will be paid.
This first Amended Plan of Reorganization proposes to pay creditors
of the Debtor from its net disposable income.
Class 6 consists of all non-classified, non-priority unsecured
claims. The Debtor estimates that the total amount of claims
asserted in Class 6 will be approximately $471,353.60.
Specifically, this Class includes any allowed unsecured claims of
Florida Power & Light, Freddie Simmons as Trustee of the Fred H.
Simmons Jr. Revocable Trust, Taylor Linen, Wells Fargo Bank, and
the Claims designated to be paid as part of this Class in Classes 1
and 4.
Commencing on the first day of the fifty-fourth month following the
Effective Date, and continuing monthly thereafter for a total of
six months, the Debtor shall distribute to each holder of an
allowed Class 6 general unsecured claim its pro-rata share of
$12,500.00, for a total of $75,000.00 paid to the holders of
unsecured claims under this Plan. Class 6 is Impaired.
Class 7 is comprised of all equity interests in the Debtor, which
is owned by Cy Whitney and John Chisholm (the "Members"), who will
retain their equity interests in the Debtor. No distributions will
be made to the Members until the distributions to Class 6 have been
made. Class 7 is Unimpaired.
Payments required under the Plan will be funded from (i) existing
cash on hand on the Effective Date, and (ii) revenues generated by
continued business operations.
A full-text copy of the First Amended Plan dated November 5, 2024
is available at https://urlcurt.com/u?l=66Z67V from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jodi Daniel Dubose, Esq.
Stichter Riedel Blain & Postler, P.A.
41 N. Jefferson St., Suite 111
Pensacola, FL 32502
Tampa, FL 33602
Tel: (850) 637-1836
Email: jdubose@srbp.com
About Three Deluna
Three Deluna, LLC, a Florida limited liability company established
in 2022, operates a New Orleans style restaurant in Pensacola,
Florida.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Fla. Case No. 23-30793) on Nov. 10,
2023, with $500,001 to $1 million in both assets and liabilities.
Jodi Daniel Dubose, Esq., at Stichter Riedel Blain & Postler, P.A.,
is the Debtor's legal counsel.
TI FLUID: S&P Places 'BB' ICR on Watch Negative on Acquisition
--------------------------------------------------------------
S&P Global Ratings placed all of its ratings on TI Fluid Systems
PLC, including the 'BB' issuer credit rating, on CreditWatch with
negative implications.
S&P expects to resolve the CreditWatch when the transaction closes,
which it expects will occur in the first half of 2025.
TI Fluid Systems PLC has agreed to the terms and conditions of a
recommended acquisition by ABC Technologies Acquisitions Ltd.
(majority owned by Apollo, with a minority equity interest owned by
Oaktree), subject to the receipt of shareholder approval and the
fulfillment of other customary closing conditions.
S&P said, "The CreditWatch negative placement reflects the
potential that we will downgrade TI Fluid following its announced
acquisition by financial-sponsor owned ABC Technologies. We had
previously stated that this announced acquisition would not have an
immediate impact on our credit assessment of the company. However,
after further consideration of the acquirer's financial-sponsor
ownership, we now believe that a downgrade may be warranted
following the transaction, given the likelihood for a
more-aggressive financial policy at TI. The proposed acquisition,
which values the company at a total enterprise value of GBP1.8
billion, was approved by TI's board of directors, which has
recommended its shareholders to provide their approval. We expect
the transaction will close in the first half of 2025, subject to
the receipt of shareholder and other customary approvals. ABC
Technologies is a leading global manufacturer and supplier of
custom highly-engineered technical plastics, components, systems,
and lightweight innovations to the automotive industry.
"The CreditWatch negative placement indicates that we will likely
lower our ratings on TI Fluid following its acquisition by
financial-sponsor owned ABC Technologies. This reflects our view of
financial-sponsor owned companies, as well as our expectation for a
more-aggressive financial policy following the transaction."
TROPHY CUPCAKES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Trophy Cupcakes, LLC
13747 42nd Ave. NE
Seattle, WA 98125-3887
Business Description: Trophy Cupcakes is a cupcake bakery with
four festive locations in Washington --
throughout Seattle and in downtown Bellevue.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Western District of Washington
Case No.: 24-13083
Judge: Hon. Christopher M Alston
Debtor's Counsel: Faye C. Rasch, Esq.
WENOKUR RIORDAN PLLC
600 Stewart St.
Suite 1300
Seattle, WA 98101
Tel: 206-903-0401
E-mail: allie@wrlawgroup.com
Total Assets: $277,411
Total Liabilities: $2,763,347
The petition was signed by Jennifer Shea as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/OG3CGMQ/Trophy_Cupcakes_LLC__wawbke-24-13083__0001.0.pdf?mcid=tGE4TAMA
TRUE VALUE: Committee Shows Concern Over Formation of Retiree Panel
-------------------------------------------------------------------
The official committee of unsecured creditors of True Value
Company, LLC expressed concern over the administrative costs the
bankruptcy estates may incur if an official retiree committee is
appointed in the Chapter 11 cases of the company and its
affiliates.
"While the committee does not object to the appointment of a
retiree committee, the committee is concerned about the
administrative costs of yet another set of professionals in this
case," Bradford Sandler, Esq., the committee's attorney, said in a
filing with the U.S. Bankruptcy Court for the District of
Delaware.
In October, True Value Company filed a motion for the appointment
of an official committee that will be comprised of retirees or
their beneficiaries who receive benefits under its retiree plans.
The company provides post-employment medical, dental and vision
benefits, and life insurance and death benefits to retirees. As of
Oct. 14, the company provides benefits to four retirees under its
retiree health plan, and 303 retirees under its retiree life plan.
Both plans face possible termination in light of the proposed sale
of the company's assets. The sale is scheduled to close by Nov. 25
next year.
"As part of the going concern sale, the estates will be subject to
a transition services agreement, and pursuant to the cash
collateral settlement reached with the committee's support, there
will be a limited winddown budget to pay the administrative
expenses in these cases," Mr. Sandler said.
The attorney further said that the wind-down budget prepared by the
committee and the company would likely pay in full all of the
administrative expenses not otherwise satisfied during the sale
process.
"Until it is known that all administrative creditors are paid in
full, no resolution with any such retiree committee should be paid
out ahead of other administrative creditors," Mr. Sandler said.
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.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.
UNITED FIBER: Gets Interim OK to Use Cash Collateral Until January
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California on
Dec. 4 granted United Fiber Comm., Inc.'s motion for continued use
of cash collateral.
The Dec. 4 order signed by Judge Scott Yun authorized the company
to use cash collateral through the end of the week of Jan. 20.
A continued hearing on the motion will be held on Jan. 16 next
year. Any further opposition to the motion must be filed by Jan.
9.
The bankruptcy court previously granted the company interim
approval to utilize cash collateral until Nov. 21 only. The initial
order issued on Nov. 8 provided alleged lienholders with adequate
protection in the form of a replacement lien pending a final
hearing on the motion.
About United Fiber Comm.
United Fiber Comm., Inc. is a telecommunications contractor in
California, with offices in Goleta, Corona, and Vista.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-16470) on October
29, 2024, with $1,663,379 in assets and $8,172,909 in liabilities.
Raymond Martinez, chief executive officer, signed the petition.
Judge Scott H. Yun oversees the case.
Robert P. Goe, Esq., at Goe Forsythe & Hodges, LLP, represents the
Debtor as legal counsel.
V1 TECH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: V1 Tech, LLC
7721 Sand St. Bldg. 10
Fort Worth, TX 76118
Business Description: V1 Tech ofers RGB frame, wall art, mouse
pads, GPU backplates, GPU support brakets,
RGB fans, and phone cases.
GB Backlit PC Mod Parts, Wall Art, Mouse Pads, and GPU Backplates.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-44509
Debtor's Counsel: Robert T. DeMarco, Esq.
DEMARCO MITCHELL, PLLC
500 N. Central Expressway Suite 500
Plano, TX 75074
Tel: (972) 991-5591
Email: robert@demarcomitchell.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Hassan Alaw as owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4T4DZHQ/V1_Tech_LLC__txnbke-24-44509__0001.0.pdf?mcid=tGE4TAMA
VALE46 LLC: Case Summary & Seven Unsecured Creditors
----------------------------------------------------
Debtor: Vale46, LLC
d/b/a Asian Chao
1000 Savage Court, Suite 200
Longwood, FL 32750
Business Description: Vale46, LLC is part of the MDP Restaurant
Group, a privately owned, multi-concept,
quick-service restaurant managing company
formed in 2020. Headquartered in the
Orlando, Florida area, MDP operates over a
dozen restaurants across five states.
MDP Restaurant Group owns the brands BAMBUU
Asian Eatery and HASUU Japan and operates
Asian Chao, Maki of Japan, Tobu restaurants
as a franchise partner of Food Systems
Unlimited.
Chapter 11 Petition Date: December 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06607
Judge: Hon. Grace E Robson
Debtor's Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonio S. Lomoriello as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/A7OFZ3I/Vale46_LLC__flmbke-24-06607__0001.0.pdf?mcid=tGE4TAMA
VILLAGE OF OAK: Moody's Upgrades Issuer & GOULT Debt Rating to Ba1
------------------------------------------------------------------
Moody's Ratings has upgraded the Village of Oak Lawn, IL's issuer
rating and the rating on outstanding general obligation unlimited
tax (GOULT) debt to Ba1 from Ba2. The village had about $235
million in total debt outstanding at the close of 2023, of which
about $135 million is repaid by other municipal customers of its
regional water system.
The upgrade of the issuer rating to Ba1 is driven by positive
operating performance that has incrementally improved the village's
financial position from very low levels and supported increased
contributions to its public safety pension plans.
RATINGS RATIONALE
The Ba1 issuer rating incorporates recent improvements in financial
position and increased pension contributions. Pension funding will
remain a key challenge for the village going forward because of its
high ANPL and projected increases in the required contribution.
Failure to make the statutory minimum requirement to its public
safety pension plans could expose the village to interception of a
significant amount of state shared revenue. Contributions to police
and fire plans met the state's minimum requirement in 2023, and the
village intends to meet the minimum again in 2024 through a budget
amendment.
The available fund balance ratio was 11% at the close of 2023 (when
adjusted for interfund TIF borrowing) and is expected to further
improve in 2024, providing some cushion against possible shocks.
The long-term liabilities ratio was high at 390% in 2023 and will
likely increase with borrowing for a regional water system and
growth in the ANPL. The fixed-costs ratio was also high at 23%. The
resident income ratio is solid at 97%, and the local economy
benefits from its location near Chicago.
Governance is a driver of this rating action. Management has
demonstrated willingness to increase revenue and make the statutory
minimum contribution to its public safety pension plans, though the
village's official pension funding policy still requires less than
the statutory minimum. While the village retains significant legal
flexibility as a home rule municipality, it has not fully utilized
its revenue raising authority to offset growing pension
liabilities.
RATING OUTLOOK
Moody's do not assign outlooks to local governments with this
amount of debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Budgetary adjustments that allow the village to continue
funding at the statutory minimum requirement, or at least minimize
the gap between statutory and actual contributions relative to
budget
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Failure to contribute at the statutory minimum, or growth in
the gap between statutory and actual contributions relative to
budget
-- Decline in available fund balance or liquidity
-- Increase in long-term liabilities ratio
LEGAL SECURITY
The Village's general obligation unlimited tax debt is backed by
its full faith and credit pledge and the authority to levy a
dedicated property tax unlimited as to rate and amount.
PROFILE
The Village of Oak Lawn is a home rule community located about 15
miles southwest of downtown Chicago. The village provides
comprehensive municipal services including emergency services,
public safety and water distribution and sewer services to an
estimated population of about 58,000.
METHODOLOGY
The principal methodology used in these ratings was US Cities and
Counties published in July 2024.
VIVAKOR INC: Incurs $1.69 Million Net Loss in Third Quarter
-----------------------------------------------------------
Vivakor, Inc., filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss attributable
to the company of $1.69 million on $15.92 million of total revenues
for the three months ended Sept. 30, 2024, compared to a net loss
attributable to the company of $2.52 million on $16.31 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 attributable to the company of $6.88 million on $48.12
million of total revenues compared to a net loss attributable to
the company of $6.90 million on $45.45 million of total revenues
for the same period during the prior year.
As of Sept. 30, 2024, the Company had $72.54 million in total
assets, $55.80 million in total liabilities, and $16.74 million in
total stockholders' equity.
Vivakor said, "We have historically suffered net losses and
cumulative negative cash flows from operations, and as of September
30, 2024, we had an accumulated deficit of approximately $72.8
million. As of September 30, 2024 and 2023, we had a working
capital deficit of approximately $42.5 million and $19 million,
respectively. As of September 30, 2024, we had cash of
approximately $687 thousand. As of September 30, 2024, we have
current obligations to pay approximately $24.8 million of debt. Of
the $24.8 million, $13.8 million can be satisfied through the
issuance of registered common stock under the terms of the debt.
Approximately $13 million ($9.1 million of unearned revenue $3.9
million in accounts payable) is related to the sale leaseback of
our Remediation Processing Unit A & B, wash plant facilities, and
our White Claw Colorado City site pipeline extension. Once
construction is completed of these sites, of the $13 million,
approximately $7.1 million will be financed over eight years and
$3.9 million ... will be financed over four years. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
"During the nine months ended September 30, 2024, subject to
available cash flows, the Company continued to develop its
technologies, its strategy to monetize its intellectual properties
and execute its business plan. To date we have financed our
operations primarily through debt financing, private and public
equity offerings and our working interest agreements. For the
fiscal year 2023 we raised approximately $3 million through debt
financings with individual investors, $2.2 million through a sale
lease back agreement. During the nine months ended September 30,
2024, we raised an additional $4.7 million through debt financings
and $1.4 million through the sale of common stock."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1450704/000182912624007695/vivakor_10q.htm
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc. is a socially responsible
operator, acquirer, and developer of technologies and assets in the
oil and gas industry, as well as related environmental solutions.
Currently, the Company's efforts are primarily focused on operating
crude oil gathering, storage and transportation facilities, as well
as contaminated soil remediation services.
Houston, Texas-based Marcum LLP, the Company's auditor since 2022,
issued a "going concern" qualification in its report dated April
16, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
WALNUT HILLS-GREENVILLE: Seeks Cash Collateral Access
-----------------------------------------------------
Tom Howley, Chapter 11 trustee of Walnut Hills-Greenville Ave, LLC,
asked the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, for authority to use cash collateral.
Walnut's primary asset is a commercial building leased to a
hospital. The company faces financial challenges due to a loan from
United Texas Bank and a complex legal dispute with a shareholder,
Zoo Real Estate Holdings, LLC.
The trustee is currently working on a plan to either refinance the
debt, sell the property, or implement a reorganization plan. This
process is expected to extend into the first quarter of 2025.
The trustee requires the use of cash collateral to continue the
company's operations, preserve its business, and progress toward an
ultimate resolution of the bankruptcy case, whether that be via a
refinancing of the UTB debt, a sale, or a confirmed plan of
reorganization.
As adequate protection, the trustee proposed to pay reasonable fees
and expenses incurred by UTB's counsel up to the amount set forth
in the extended budget.
Any creditor holding an alleged pre-bankruptcy lien on the
company's cash will be granted a replacement lien). Such
replacement lien will be in all cash the company acquires or
generates after the petition date, but solely to the extent the
cash collateral is used. Moreover, the replacement lien will be to
the same extent and priority as existed prior to the petition
date.
A hearing on the matter is set for Dec. 18.
About Walnut Hills-Greenville
Walnut Hills-Greenville Ave, LLC is a commercial real estate entity
focused on managing and operating a property located at 7502
Greenville Avenue in Dallas, Texas.
Walnut Hills-Greenville Ave filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex., Case
No.24-31485) on April 1, 2024, listing approximately $68 million in
assets and approximately $20,667,025.38 in liabilities.
Judge Hon. Thad J. Collins presides over the case.
Joshua Gordon, Esq., at the Lane Law Firm represents the Debtor as
counsel.
WATERBRIDGE MIDSTREAM: Moody's Alters Outlook on 'B2' CFR to Neg.
-----------------------------------------------------------------
Moody's Ratings changed WaterBridge Midstream Operating LLC's
(WaterBridge) outlook to negative from stable. Concurrently,
Moody's affirmed WaterBridge's Corporate Family Rating at B2,
Probability of Default Rating at B2-PD, and backed senior secured
term loan B rating at B2.
RATINGS RATIONALE
WaterBridge's negative outlook reflects risks to the pace of EBITDA
growth, free cash flow generation, and leverage reduction.
WaterBridge's B2 CFR reflects the company's high leverage, modest
scale and exposure to volume risk. Moody's have lowered Moody's
EBITDA expectations in 2024 and 2025 in large part due to customers
slowing their development activities following merger and
acquisition transactions. Operating expenses will also rise as a
result of the expiration of certain fixed rate utility contracts in
2024. The pace of deleveraging through 2025 will be affected by the
level of growth opportunities for WaterBridge, as greater capital
spending would reduce free cash flow that would otherwise be
available for debt reduction. The B2 CFR also reflects the
preferred equity at WaterBridge's parent company, which has
historically been serviced by optional distributions from
Waterbridge. WaterBridge's financial profile could be negatively
affected by a decision to redeem the parent-level preferred
equity.
The B2 CFR is supported by the importance of WaterBridge's produced
water midstream infrastructure to its customers and the large
quantity of dedicated acreage by customers in the highly economic
oil-producing Southern Delaware Basin in Texas. Long-term,
fixed-fee contracts limit direct commodity price risks, but volumes
remain sensitive to capital spending by producers.
Moody's expect WaterBridge to maintain adequate liquidity through
2025. As of June 30, 2024, the company had $17 million of cash on
its balance sheet and an undrawn $100 million revolving credit
facility due 2028. The revolver has a springing maximum net
leverage ratio covenant of 5x when revolver usage is more than $45
million, which constrains borrowings on the facility. Both the
revolver and term loan are subject to minimum debt service coverage
ratio covenants of 1.1x. Moody's expect that WaterBridge will
maintain compliance with these covenants through 2025.
WaterBridge's senior secured term loan due 2029 is rated B2, which
is the same as the CFR, because of the small size of the
super-priority revolver due 2028 relative to the term loan.
WaterBridge Operating, LLC (WaterBridge's parent company), the
entity at which financials are reported, is a guarantor of the term
loan.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a downgrade include debt/EBITDA
remaining above 5x or weakening liquidity.
Factors that could lead to an upgrade include consistent EBITDA
growth and positive free cash flow applied toward debt reduction;
debt/EBITDA sustained below 4x; and good liquidity.
WaterBridge, headquartered in Houston, Texas, owns and operates
water midstream infrastructure in the Southern Delaware Basin in
Texas, and in the Arkoma Basin in Oklahoma. It has integrated
produced water disposal solutions including a scalable network of
water pipelines and produced water disposal wells. The company is
majority owned by investment funds of Five Point Energy LLC.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
WEBER LLC: S&P Places 'CCC+' ICR on CreditWatch Positive
--------------------------------------------------------
S&P Global Ratings placed all ratings on U.S. based grill
manufacturer Weber LLC, including the 'CCC+' issuer credit rating,
on CreditWatch with positive implications pending regulatory
approval of the transaction possibly in the first quarter of
calendar 2025.
Weber LLC has agreed to combine with outdoor griddle manufacturer
Blackstone Products Inc. (unrated) in a deleveraging transaction
that would improve pro forma funds from operations (FFO) cash
interest coverage closer to 2x.
The pending merger with Blackstone Products is deleveraging. The
transaction will be funded exclusively with equity. Net proceeds
would be used to pay existing Blackstone investors an equity
consideration, pay fees and expenses, and repay debt working
capital borrowings at Weber and all debt at Blackstone. S&P said,
"We estimate S&P Global Ratings-adjusted pro forma debt to EBITDA
(including $936 million of preferred equity adjusted as debt) would
be about 12x (compared with trailing 12-month leverage that was
unsustainably high given still negligible EBITDA). We also estimate
pro forma FFO cash interest coverage would exceed 1.5x (likely
closer to 2x given our assumptions for Weber EBITDA for fiscal year
ended Sept. 30, 2024). These credit measures could support an
upgrade to 'B-' if the transaction closes in line with our
expectations, including a continued sequential improvement in
Weber's EBITDA and confirmation of Blackstone's trailing 12-month
EBITDA upon further review of its financial reports."
S&P will seek to resolve the CreditWatch once the regulatory review
is complete. To the extend the transaction receives regulatory
approval, our review will also include confirmation that:
-- The transaction will close in line with our expectation,
including not impacting Weber's existing lenders' debt commitments
and associated terms that could otherwise constitute a selective
default.
-- Weber's performance continues to sequentially improve;
-- Blackstone's EBITDA is largely in line with our current
estimates; and
-- Blackstone's balance sheet is debt-free, including any
potential off-balance items and standard S&P Global Ratings
adjustments.
Meeting these expectations would likely result in FFO cash interest
coverage near 2x and support an upgrade of Weber's issuer credit
rating to 'B-'.
WELLPATH HOLDINGS: Loan Sparks Outcry from DOJ
----------------------------------------------
Randi Love of Bloomberg Law reports that the U.S. Department of
Justice's bankruptcy watchdog has claimed that bankrupt prison
health-care provider Wellpath Holdings Inc. is attempting to
convert secured debt improperly through a loan that would favor
certain lenders at the expense of other creditors.
Wellpath, which filed for Chapter 11 in November 2024 due to rising
labor and legal costs, arranged a $522 million bankruptcy financing
loan. This includes a $417 million roll-up of existing debt,
elevating it to a higher repayment priority, according to an
objection filed by the U.S. Trustee with the U.S. Bankruptcy Court
for the Southern District of Texas on Monday, December 2, 2024.
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.
WEST CENTRO: Court OKs Interim Use of Cash Collateral
-----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Louisiana
issued an interim order permitting West Centro, LLC to use the cash
collateral of Bank of America, N.A.
The interim order approved the use of cash collateral to pay the
expenses and costs set forth in the company's projected budget,
with a 10% variance.
If the company exceeds the permitted variance without BofA's prior
consent, the right to use cash collateral will terminate after
three business days.
BofA was granted adequate protection in the form of a claim for any
post-petition diminution in the value of its security interest in
the company's assets.
The bank was also granted replacement security interests and liens
on the company's post-petition personal property and proceeds.
About West Centro
West Centro, LLC is primarily engaged in renting and leasing real
estate properties. It owns the real property located at 2100-2108
Franklin St., Gretna, La., valued at
$2.4 million.
West Centro filed Chapter 11 petition (Bankr. E.D. La. Case No.
24-11536) on Aug. 7, 2024, with total assets of $3,362,535 and
total liabilities of $3,478,874.
Judge Meredith S. Grabill oversees the case.
The Debtor is represented by Patrick Garrity, Esq., at The Derbes
Law Firm, LLC.
WING BOSS: Seeks Approval to Tap The McCardell Law Firm as Counsel
------------------------------------------------------------------
The Wing Boss, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ The McCardell Law
Firm, PLLC as counsel.
The firm will render these services:
(a) assist the Debtor with the resolution of all contested
claims;
(b) assist the Debtor with the proposing, prosecuting and
consummating the plan of reorganization;
(c) advise the Debtor with regard to any litigation matters
that exist or might arise prior to confirmation of the plan of
reorganization;
(d) prepare all appropriate pleadings to be filed in this
case; and
(e) perform all other legal services that may be appropriate
in connection with this reorganization case.
The firm's counsel and staff will be paid at these hourly rates:
Aaron McCardell, Attorney $350
Assocaite Attorney $250 - $300
Paralegal $75 - $105
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. McCardell 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:
Aaron W. McCardell, Sr., Esq.
The McCardell Law Firm, PLLC
440 Louisiana Street, Suite 1575
Houston, TX 77002
Telephone: (713) 236-8736
Facsimile: (713) 236-8990
Email: amccardell@mccardelllaw.com
About The Wing Boss
The Wing Boss, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-35350) on November
13, 2024, with up to $500,000 in assets and up to $1 million in
liabilities. Anthony James, company owner, signed the petition.
Aaron W. McCardell, Sr., Esq., at The McCardell Law Firm, PLLC,
represents the Debtor as counsel.
WOK HOLDINGS: S&P Places 'CCC+' ICR on CreditWatch Positive
-----------------------------------------------------------
S&P Global Ratings placed all of its ratings on U.S.-based
restaurant company Wok Holdings Inc., including its 'CCC+' issuer
credit rating (ICR), on CreditWatch with positive implications.
S&P expects to resolve the CreditWatch placement once the company
completes the proposed revolver refinancing. At that time, S&P will
likely upgrade Wok Holdings by one notch.
The company expects to extend the maturity of its term loan and is
also expected to refinance its $51.25 million revolving credit
facility ($6 million outstanding as of Oct. 1, 2024), which became
current in September 2024, with a new $30 million revolving credit
facility. Under the newly proposed revolver, the company's current
$20 million reserved LoC will be moved to a substitute insurance
collateral arrangement. If successful, Wok Holdings' proposed
revolver refinancing would improve its liquidity position and
address its short-term refinancing risk. S&P said, "We view the
company's proposed revolver refinancing as a key support for the
rating. We would view the successful refinancing of its revolver as
improving Wok's credit strength because it would provide it with
additional financial flexibility to finance its operations,
particularly its intra-year working capital requirements."
Wok Holding's expected amend-and-extend transaction would
successfully extend the maturity of its term loan
facility--initially due March 2026--by roughly three years to
September 2029, which would address its medium-term maturity
concerns. Given the terms of the transaction, we believe Wok's
debtholders will receive adequate compensation in return for the
maturity extension, thus S&P does not consider the amendment and
extension to be tantamount to a selective default.
S&P said, "We expect to resolve the CreditWatch and raise our ICR
on Wok to 'B-' following the successful refinancing of its revolver
and extension of its term loan facility, which we expect it will
complete in the next 90 days. Alternatively, we could take our
ratings off CreditWatch and affirm the 'CCC+' ICR and issue-level
rating if the company doesn't complete the transaction as
planned."
WOOF HOLDINGS: Moody's Lowers CFR to ‘Caa3’, Outlook Negative
-----------------------------------------------------------------
Moody's Ratings downgraded Woof Holdings, Inc.'s (Wellness Pet)
Corporate Family Rating to Caa3 from Caa2 and its Probability of
Default Rating to Caa3-PD from Caa2-PD. Concurrently, Moody's
downgraded the senior secured first lien and incremental first lien
term loan ratings to Caa3 from Caa2. The senior secured second lien
term loan rating was affirmed at Ca. The outlook is negative.
The downgrade reflects operating pressures evidenced by lower sales
and market share losses to private label and value branded
competitors. Without a material improvement in earnings, the high
interest burden will continue to make it increasingly challenging
for the company to stabilize operations, generate positive free
cash flow and reduce the unsustainably high leverage. As a result,
Wellness Pet will continue to rely on asset sale proceeds and its
ABL revolver to fund operations and debt service and the risk of a
distressed exchange or other restructuring is elevated. Negative
free cash flow and the upcoming maturity of the company's
asset-based revolver in December 2025 is weakening liquidity.
Moody's affirmed the Ca rating on the second lien term loan because
the rating already reflects Moody's low recovery expectations for
the instrument in the event of a default.
RATINGS RATIONALE
The Caa3 CFR reflects Wellness Pet's weak operating trends,
unsustainable financial leverage and negative free cash flow that
are contributing to elevated risk of a distressed exchange or other
default. As of the third quarter ending September 28, 2024,
debt-to-EBITDA was over 16x on a Moody's adjusted basis, and
Moody's do not expect it to improve to a sustainable level. The
company's earnings continue to deteriorate due to inflationary cost
pressures that is causing and consumers looking to economize
spending, and competition that is eroding market share. The company
is facing significant competition from well-established premium
brands with higher market share owned by much larger, diversified
and financially stronger companies as well as fast growing start-up
brands. Moody's expect that Wellness Pet will be challenged to
execute a material earnings turnaround given the demand headwinds
and despite the company's cost efficiency initiatives including
plant consolidation.
The ratings are supported by Wellness Pet's strong brand
recognition in the relatively stable and recurring pet consumables
industry, expanding product portfolio, and diversified channel mix.
Consumption of pet food and treats is expected to grow modestly
over the next 12 months, supported by a large US pet population.
Pet owners are seeking healthy additions to their pets' diets that
Wellness Pet is positioned to address through new flavors and
packaging options. However, consumer spending on super premium and
premium food has moderated because inflationary pressures are
prompting consumers to be more selective.
Liquidity is weak because of negative free cash flow and the
December 2025 revolver expiration. Wellness Pet has generated
consistently negative free cash flow despite efforts to restructure
the company and improve efficiencies. Availability on the $150
million ABL revolver was roughly $80 million as of September 28,
2024, subject to the borrowing base calculation and an outstanding
balance of $43 million. Moody's project negative free cash flow of
$30-40 million in 2025. The company's $90 million cash at the end
of September includes approximately $56 million of proceeds from
the sale of its Mishawaka, Indiana facility held in an unrestricted
subsidiary.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects Moody's concern that challenges
executing an operational turnaround and negative free cash flow
will make it difficult to reduce the unsustainably high
debt-to-EBITDA leverage. These factors could increase the
likelihood of a debt restructuring and weaken recovery prospects.
The ratings could be upgraded if Wellness Pet improves its
operating earnings, materially reduces debt-to-EBITDA leverage, and
restores positive free cash flow. The company would also need to
improve liquidity including proactively addressing the revolver
expiration to be considered for an upgrade.
The ratings could be downgraded if Moody's believe the likelihood
of distressed exchange or other default increases or Moody's
recovery estimates decline.
The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.
Woof Holdings, Inc. (founded in 1926 and headquartered in
Burlington, Massachusetts; Wellness Pet) is a manufacturer of
premium pet food and treats, mainly in North America. The company
owns a portfolio of brands specializing in natural, premium
nutrition focused on health outcomes for both dogs and cats.
Notable brands include Wellness, its flagship brand of premium
natural dry and wet pet food and treats products for dogs and cats,
Whimzees treats focused on dental hygiene, Old Mother Hubbard, Good
Dog, and Good Kitty. The Wellness brand has been established as the
endorser brand over Whimzees and Old Mother Hubbard, Good Dog and
Good Kitty brands. Wellness Pet is positioned within the premium
natural category and is the largest independent pet food
manufacturing company in North America. The company was formed as
part of a leveraged buyout of The Wellness Pet Food Company, Inc.
("WellPet") by Clearlake Capital Group, L.P. in December 2020.
Wellness Pet generated approximately $530 million in net revenue
through the last twelve months (LTM) ending September 28, 2024.
WORLD HEALTH: Incurs $1.05 Million Net Loss in Third Quarter
------------------------------------------------------------
World Health Energy Holdings, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $1.05 million on $71,250 of revenues for the three
months ended Sept. 30, 2024, compared to a net loss of $1.53
million on $27,799 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 $3.60 million on $123,173 of revenues compared to a net
loss of $5.55 million on $162,784 of revenues for the nine months
ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $16.24 million in total
assets, $4.67 million in total liabilities, $5 million in
redeemable shares, and $6.57 million in total stockholders'
equity.
As of Sept. 30, 2024, the Company had unrestricted cash and cash
equivalents of $60,000 available to fund its operations, and an
accumulated deficit of $26,463,000.
"The Group's management expects that the Group will continue to
generate losses and negative cash flows from operations for the
foreseeable future. Based on the projected cash flows and cash
balances as of September 30, 2024, management currently is of the
opinion that its existing cash will be sufficient to fund
operations until the end of the fourth quarter of 2024. As a
result, there is substantial doubt regarding the Company's ability
to continue as a going concern.
"Management endeavors to secure sufficient financing through the
sale of additional equity securities or capital inflows from
strategic partnerships. Additional funds may not be available when
the Company needs them, on favorable terms, or at all. If the
Company is unsuccessful in securing sufficient financing, it may
need to cease operations."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/943535/000149315224046818/form10-q.htm
About World Health Energy Holdings
Boca Raton, Fla.-based World Health Energy Holdings, Inc. --
https://www.whengroup.com/ -- is primarily engaged in the global
telecom and cybersecurity technology field. On April 27, 2020,
WHEN completed a reverse triangular merger pursuant to which SG 77
Inc., a Delaware corporation and at such time a wholly-owned
subsidiary of UCG, the Company's principal shareholder, became a
direct and wholly owned subsidiary of the Company and RNA Ltd.
became an indirect wholly owned subsidiary of the Company through
SG. Each of Gaya Rozensweig and George Baumeohl, directors of the
Company, are also the sole shareholders and directors of UCG.
ZACHRY HOLDINGS: Unsecureds Will Get 100% of Claims in Plan
-----------------------------------------------------------
Zachry Holdings, Inc., and its affiliates filed with the U.S.
Bankruptcy Court for the Southern District of Texas a Disclosure
Statement for the Joint Chapter 11 Plan of Reorganization dated
November 5, 2024.
Zachry Industrial (headquartered in San Antonio, Texas) is the
engineering, construction, maintenance, turnaround, and fabrication
services offshoot of the storied family-owned business that began
as H.B. Zachry Company one hundred years ago.
The Debtors entered these Chapter 11 Cases on May 21, 2024 as a
result of the financial distress caused by one of their major
projects, the liquefied natural gas ("LNG") project that would,
upon completion, treat, process, and liquefy domestic natural gas
in Sabine Pass, Texas (the "GPX Project"). Prior to the Petition
Date, the Debtors and interested parties, including the project
owners and Debtor Zachry Industrial, Inc.'s ("ZII") joint venture
partners, mediated disputes relating to the GPX Project without
reaching a resolution. After the commencement of these cases,
however, and approximately two months of arm's length, hard-fought
negotiations under the guidance of mediator Judge Christopher M.
Lopez, the Debtors and interested parties agreed to the
comprehensive GPX Settlement.
The GPX Settlement provided for, among other things, the orderly
transition of ZII's responsibility as the lead contractor on the
GPX Project to its joint venture partners and the direct payment of
GPX Project vendor claims by the project owner, subject to a
payment cap and certain letter of credit draw rights, as set forth
in the GPX Settlement. The Bankruptcy Court approved the GPX
Settlement on an interim basis on July 25, 2024 and on a final
basis on August 12, 2024. By August 26, 2024, ZII had completely
demobilized from the GPX Project. As of the date of this Disclosure
Statement, the vast majority of the GPX Claims have been satisfied,
and the Debtors do not believe that the GPX Payment Cap will be
exceeded and require adding a GPX Excess L/C Amount to the GPX
L/C.
Following the GPX Settlement, the Debtors began discussions with
their stakeholders, including the Prepetition Lenders and the
Committee, regarding a framework for a consensual plan of
reorganization. That general framework is set forth in the current
version of the Plan, which generally includes the following terms:
* The Prepetition Credit Facility will be amended and restated
and deemed binding on the Debtors and Holders of Prepetition Credit
Facility Claims as of the Plan's Effective Date. The material terms
of that amended and restated facility will be set forth in the A&R
Credit Facility Term Sheet to be filed in the Plan Supplement.
* The Debtors will enter into a new money Junior Exit Facility
that will fund additional capital needs for Plan-related
distributions and the Reorganized Debtors' go-forward business. The
material terms of the Junior Exit Facility will be set forth in the
Junior Exit Facility Term Sheet to be filed in the Plan Supplement.
* Holders of Allowed General Unsecured Claims will receive
payment in full in Cash, excluding any interest on (a) the Initial
Distribution Date (if Allowed on the Effective Date) or (b) on the
first Subsequent Distribution Date after becoming Allowed (if not
Allowed on the Effective Date).
* The Debtors will assume and cure all executory contracts and
unexpired leases that are not otherwise rejected pursuant to the
Plan or a separate motion.
* Interests in Debtor Zachry Holdings, Inc., will be
reinstated and the legal, equitable, and contractual rights
associated with such interests shall remain unaltered.
The Plan will provide the Reorganized Debtors with sufficient
liquidity to continue providing first-class services to their
customers, while also ensuring the Company's long-term viability.
Distributions to all stakeholders, including Holders of Allowed
Prepetition Credit Facility Claims and General Unsecured Claims
will be significantly greater under the Plan than in a chapter 7
liquidation.
Class 5 consists of General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim shall receive payment in full in
Cash of the Allowed amount of such Claim (excluding any interest on
such Claim) on (i) the Initial Distribution Date if such General
Unsecured Claim is Allowed on the Effective Date and (ii) the first
Subsequent Distribution Date after such General Unsecured Claim
becomes Allowed; provided, however, notwithstanding anything to the
contrary in this Plan, all Allowed General Unsecured Claims that
are GPX Claims, to the extent not satisfied prior to the Effective
Date, if any, shall be paid by Golden Pass in accordance with the
terms of the GPX Settlement and the Plan. The allowed unsecured
claims total $139.22. This Class will receive a distribution of
100% of their allowed claims.
Zachry Interests shall be Reinstated on the Plan Effective Date,
and the legal, equitable, and contractual rights to which Holders
of Zachry Interests are entitled shall remain unaltered.
Each distribution and issuance referred to in Article VI of the
Plan shall be governed by the terms and conditions set forth in the
Plan applicable to such distribution or issuance and by the terms
and conditions of the instruments or other documents evidencing or
relating to such distribution or issuance, which terms and
conditions shall bind each Entity receiving such distribution or
issuance. The Debtors and the Reorganized Debtors, as applicable,
shall fund distributions under the Plan with (a) Cash on hand, and
(b) proceeds from the Exit Facilities.
A full-text copy of the Disclosure Statement dated November 5, 2024
is available at https://urlcurt.com/u?l=6Rhb0M from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Charles R. Koster, Esq.
WHITE & CASE LLP
609 Main Street, Suite 2900
Houston, Texas 77002
Tel: (713) 496-9700
Fax: (713) 496-9701
E-mail: charles.koster@whitecase.com
- and -
Bojan Guzina, Esq.
Andrew F. O'Neill, Esq.
RJ Szuba, Esq.
Barrett Lingle, Esq.
111 South Wacker Drive, Suite 5100
Chicago, Illinois 60606
Tel: (312) 881-5400
E-mail: bojan.guzina@whitecase.com
aoneill@whitecase.com
rj.szuba@whitecase.com
barrett.lingle@whitecase.com
About Zachry Holdings
Zachry Holdings, Inc., is the engineering, construction,
maintenance, turnaround and fabrication services offshoot of the
storied family-owned business that began as H.B. Zachry Company one
hundred years ago. The other offshoot, Zachry Construction, has
operated separately from Zachry Industrial since the two businesses
branched off from their common roots in 2008. The Zachry Group
provides engineering and construction services to clients in the
energy, chemicals, power, manufacturing, and industrial sectors
across North America.
None of the entities affiliated with Zachry Construction are
Debtors in the chapter 11 cases.
Zachry Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90377) on May 21, 2024, with $1 billion to $10 billion in
assets and liabilities.
James R. Old, general counsel, signed the petitions.
Judge Marvin Isgur presides over the case.
The Debtors tapped White & Case LLP as general bankruptcy counsel;
Susman Godfrey L.L.P. and Hicks Thomas, LLP as special litigation
counsel; and Kurtzman Carson Consultants as notice & claims agent.
[*] Juan Burgos Law Offers Free Virtual Bankruptcy Q&A Sessions
---------------------------------------------------------------
As Florida continues to face rising personal debt and financial
stress, Juan Carlos Burgos, Esquire, is stepping in to provide
vital legal guidance. Focusing on Chapter 7 and Chapter 13
bankruptcy as well as debt restructuring, Mr. Burgos is hosting
free statewide virtual Q&A sessions in multiple languages
throughout the months of December and January to help individuals
and businesses explore options for a fresh financial start in
2025.
Florida's Growing Debt Crisis
With inflation and stagnant wages straining household budgets,
Florida cities now rank among the highest in non-mortgage debt
nationwide, according to LendingTree. Miami residents carry an
average of $44,230 in non-mortgage debt, Orlando follows at
$43,888, and Tampa at $41,439. This financial strain has
contributed to a 16% increase in national bankruptcy filings in
2024.
"Bankruptcy isn't a failure. It's not the end of the road. It's a
new beginning, and it's a tool designed to give people relief."
says Mr. Burgos. "Whether it's wiping out debt through Chapter 7 or
restructuring payments through Chapter 13, we're here to guide you
with compassion and expertise."
Event Details
What: Free Virtual Legal Q&A Sessions on Bankruptcy and Financial
Recovery
When:
https://juanburgoslaw.com/bankruptcy-financial-recovery-webinars/
Who Should Attend: Florida residents exploring debt relief options,
including individuals, families, and small businesses
Languages: Sessions available in English, Spanish, and Portuguese
What You'll Learn
-- The differences between Chapter 7 and Chapter 13 bankruptcy and
how they apply to individuals and families
-- How businesses can explore debt restructuring to address
financial challenges
-- Practical steps to regain financial stability in 2025
Space is limited, but registration is free! Secure your spot by
visiting
https://juanburgoslaw.com/bankruptcy-financial-recovery-webinars/
Why Consider Bankruptcy?
While bankruptcy may remain on a credit report for seven to ten
years, it offers immediate relief from overwhelming debt, lawsuits,
wage garnishments, and medical bills. On a case-by-case basis, even
student loans may be discharged. Many clients rebuild their
financial standing quickly--qualifying for new credit cards almost
immediately and becoming eligible to apply for a mortgage within
two years, as allowed by law.
About Juan Burgos Law Offices
Located in Orlando, Juan Burgos Law has been serving Florida
communities since 2010. The firm focuses on bankruptcy, personal
injury, and corporate law, offering practical, compassionate legal
solutions for individuals and businesses statewide. With trilingual
services available in English, Spanish, and Portuguese, the firm
ensures accessibility to Florida's diverse population.
Whether you're facing financial difficulties, restructuring your
business, or seeking justice for personal injury, Juan Burgos Law
is your trusted partner for clarity, support, and a path forward.
Reach out now at burgos@yourtrialattorney.net
[*] November 2024 Sees 14% Rise in U.S. Chapter 7 Filings
---------------------------------------------------------
Epiq AACER, the leading provider of U.S. bankruptcy filing data,
reports that total individual Chapter 7 filings in November 2024
were 22,886, a 14 percent increase over the 20,149 filings recorded
in November 2023.
Total bankruptcy filings were 40,271 in November 2024, a 6 percent
increase from the November 2023 total of 37,907. Overall individual
bankruptcy filings registered a 7 percent year-over-year increase,
as the 37,826 filings in November 2024 represented an increase over
the 35,446 individual bankruptcy filings in November 2023. The
14,858 individual chapter 13 filings in November 2024, however,
represented a 3 percent decrease from the 15,241 filings the
previous November.
"The velocity of new filings in November 2024 was down slightly
from prior months, as expected, due to fewer business days and the
holiday season," said Michael Hunter, vice president of Epiq AACER.
"The recent rise of default rates in consumer loans, particularly
credit cards and auto loans, reflect continued financial stress
among households. We anticipate the velocity of new filings to
increase once the holiday season concludes and expect the new
administration's planned regulatory changes to influence filings
into 2025."
Overall commercial filings decreased 1 percent to 2,445 in November
2024, down from the 2,461 commercial filings registered in November
2023. Small business filings, captured as subchapter V elections
within chapter 11, increased 28 percent to 206 in November 2024, up
from 161 in November 2023. November commercial chapter 11 filings
were 680, a decrease of 22 percent from the 865 filings registered
in November 2023.
"Elevated interest rates, tougher lending terms and increased
geopolitical tensions continue to impact the balance sheets of many
struggling businesses and families," said ABI Executive Director
Amy Quackenboss. "While still below the levels recorded prior to
the pandemic, the steady growth in filings reflects the growing
financial challenges faced by distressed companies and consumers."
Most categories of bankruptcy filings typically drop from October
to November due to fewer business days and the Thanksgiving holiday
in November. Total and consumer bankruptcies both decreased 15
percent when compared to their respective October filing totals of
47,114 for total filings and 44,515 for consumer filings.
Individual chapter 7s decreased 16 percent, and chapter 13s
decreased 13 percent, from October's filings. Overall commercial
filings decreased 7 percent from the 2,598 filings registered in
October. Commercial chapter 11s did increase 20 percent from
October's 565 filings, and subchapter V elections within chapter 11
increased 2 percent from the 201 filed in October 2024.
ABI has partnered with Epiq Bankruptcy to provide the most current
bankruptcy filing data for analysts, researchers, and members of
the news media. Epiq Bankruptcy is the leading provider of data,
technology, and services for companies operating in the business of
bankruptcy. Its Bankruptcy Analytics subscription service provides
on-demand access to the industry's most dynamic bankruptcy data,
updated daily. Learn more at
https://bankruptcy.epiqglobal.com/analytics.
About Epiq
Epiq, a global technology-enabled services leader to the legal
industry and corporations, takes on large-scale, increasingly
complex tasks for corporate counsel, law firms, and business
professionals with efficiency, clarity, and confidence. Clients
rely on Epiq to streamline the administration of business
operations, class action and mass tort, court reporting,
eDiscovery, regulatory, compliance, restructuring, and bankruptcy
matters. Epiq subject-matter experts and technologies create
efficiency through expertise and deliver confidence to
high-performing clients around the world. Learn more at
https://www.epiqglobal.com.
About ABI
ABI is the largest multi-disciplinary, nonpartisan organization
dedicated to research and education on matters related to
insolvency. ABI was founded in 1982 to provide Congress and the
public with unbiased analysis of bankruptcy issues. The ABI
membership includes nearly 10,000 attorneys, accountants, bankers,
judges, professors, lenders, turnaround specialists and other
bankruptcy professionals, providing a forum for the exchange of
ideas and information. For additional information on ABI, visit
www.abi.org. For additional conference information, visit
http://www.abi.org/calendar-of-events.
[] BOOK REVIEW: The Turnaround Manager's Handbook
-------------------------------------------------
Author: Richard S. Sloma
Publisher: Beard Books
Soft cover: 226 pages
List Price: $34.95
Review by Gail Owens Hoelscher
In the introduction to this book, the author suggests that an
accurate subtitle could be "How to Become a Successful Company
Doctor." Using everyday medical analogies throughout, he targets
"corporate general practitioners" charged with the fiscal health of
their companies.
As with many human diseases, early detection of turnaround
situations is critical. The author describes turnaround situations
as a continuum differentiated by length of time to disaster: "Cash
Crunch," "Cash Shortfall," "Quantity of Profit," and "Quality of
Profit."
The book centers on 13 steps to a successful turnaround. The steps
are presented in a flowchart form that relates one to another.
Extensive data collection and analysis are required, including the
quantification of 28 symptoms, the use of 48 diagnostic and
analytical tools, and up to 31 remedial actions. (In case the
reader balks at the effort called for, the author points out that
companies that collect and analyze such data on a regular basis
generally don't find themselves in a turnaround situation to begin
with!)
The first step is to determine which of 28 symptoms are plaguing
the company. The symptoms generally pertain to manufacturing firms,
but can be applied to service or retail companies as well. Most of
the symptoms should be familiar to the reader, but the author lays
them out systematically, and relates them to the analytical tools
and remedial actions found in subsequent chapters. The first seven
involve the inability to make various payments, from debt service
to purchase commitments. Others include excessive debt/equity
ratio; eroding gross margin; increasing unit overhead expenses;
decreasing product line profitability; decreasing unit sales; and
decreasing customer profitability.
Step 2 employs 48 diagnostic and analytical tools to derive
inferences from the symptom data and to judge the effectiveness of
any proposed remedy. The author begins by saying ". . . if the
only tool you have is a hammer, you will view every problem only as
a nail!" He then proceeds to lay out all 48 tools in his medical
bag, which he sorts into two kinds, macro- and micro- tools.
Macro-tools require data from several symptoms or assess and
evaluate more than a single symptom, whereas micro-tools more
general-purpose in function. The 12 macro-tools run from "The Art
of Approximation" to "Forward-Aged Margin Dollar Content in Order
Backlog." The 36 micro-tools include "Product Line Gross Margin
Percent Profitability," Finance/Administration People-Related
Expenses As Percent Of Sales," and "Cumulative Gross $ by Region."
Next, managers are directed to 31 possible remedial actions,
categorized by the four stage turnaround continuum described above.
The first six actions are to be considered at the Cash Crunch
stage, and range from a fire-sale of inventory to factoring
accounts receivable. The next six deal with reducing
people-related expenses, followed by 13 actions aimed at reducing
product- and plant-related expenses. The subsequent five actions
include eliminating unprofitable products, customers, channels,
regions, and reps. Finally, managers are advised on increasing
sales and improving gross margin by cost reduction in various
ways.
The remaining steps involve devising the actual turnaround plan,
ensuring management and employee ownership of the plan, and
implementing and monitoring the plan. The advice is comprehensive,
sensible and encouraging, but doesn't stoop to clich, or empty
motivational babble. The author has clearly operated on patients
before and his therapeutics have no doubt restored many a firm's
financial health.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***