/raid1/www/Hosts/bankrupt/TCR_Public/250203.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, February 3, 2025, Vol. 29, No. 33
Headlines
1818 OGDEN: Seeks Approval to Hire CBRE Inc as Real Estate Broker
6 SUNSET LANE: Voluntary Chapter 11 Case Summary
9250 BIG HORN: Seeks to Sell Medical Office Property in Auction
ADIENT GLOBAL: S&P Rates Proposed Senior Unsecured Notes 'BB'
ADVANCE IRON: Ill. Appellate Court Affirms Ruling in Contegra Suit
AKOUSTIS TECHNOLOGIES: Committee Taps Paul Hastings as Co-Counsel
ALMOND COW: Claims to be Paid From Available Cash and Income
ALPINE HOSPITALITY: To Sell Ramada Hotel for $8.3-Mil.
AMERGENT HOSPITALITY: Boudreaux's Cajun Kitchen Sale to Polk OK'd
AMERGENT HOSPITALITY: Court OKs Little Big Burger Sale to Randy LLC
ANGIE'S TRANSPORTATION: Hires Summers Compton Wells LLC as Counsel
ANTHONY LEVANDOWSKI: Uber Payment Constitutes Taxable Gross Income
APOLLO BIDCO: S&P Assigns 'B-' ICR, Outlook Positive
ARC ONE PROTECTIVE: Court OKs Cash Collateral Use Until March 11
ASCEND LEARNING: Moody's Affirms 'B3' CFR Following Refinancing
ASCENSUS GROUP: $525MM Loan Add-on No Impact on Moody's 'B3' CFR
ATARA BIOTHERAPEUTICS: Reveals Plans to Reduce Workforce by 50%
ATLANTIC GOLF: Case Summary & 20 Largest Unsecured Creditors
AURORA MEDICAL: Plan Filing Deadline Extended to April 10
AUTO GLASS: Gets Interim OK to Use SBA's Cash Collateral
BELLY RUBS: Jolene Wee of JW Infinity Named Subchapter V Trustee
BESTWALL LLC: Rejects Lawsuit to Restrict Bankruptcy Plan
BLACKFORD ATM: Lender Agrees to Delay Bid for Bankruptcy Trustee
BMF INC: Case Summary & 20 Largest Unsecured Creditors
BONTERRA ENERGY: DBRS Gives Prov. B Issuer Rating, Trend Stable
BOSTON BOATWORKS: Seeks to Hire Hill View Partners as Broker
BOWIE STATE UNIVERSITY: S&P Cuts 2020 Revenue Bond Rating to 'BB+'
BULA DEVELOPMENTS: Plaintiff Can't Rescind Post Judgment Lockout
BUS-TEV LLC: Case Summary & 20 Largest Unsecured Creditors
BUTH-NA-BODHAIGE INC: PayPal Fined for Withholding Funds
CADUCEUS PHYSICIANS: Seeks to Extend Plan Exclusivity to April 25
CAR CONNECTIONS: Court Extends Cash Collateral Access to March 24
CAREPOINT HEALTH: No Decline in Patient Care, 1st PCO Report Says
CAREPOINT HEALTH: Updates Insured Claims Pay Details
CARNIVAL CORP: Moody's Rates New Senior Unsecured Notes 'B2'
CDF INC: Seeks Chapter 11 Protection in Alabama
CELSIUS NETWORK: Court Lifts Stay of Mashinsky, et al. Lawsuit
CELULARITY INC: To Raise $2.46M from Exercise of Amended Warrants
CENTURY MINING: Comm. Taps Force Ten Partners as Financial Advisor
CHEMTRADE LOGISTICS: DBRS Gives BB Rating to Senior Unsec. Notes
CHERRY & CANDLEWOOD: Seeks to Tap Hahn Fife as Financial Advisor
CHESTNUT MED: Seeks to Hire Law Offices of Everett Cook as Counsel
CLEVELAND-CLIFFS INC: Moody's Alters Outlook on 'Ba2' CFR to Neg.
COMARK HOLDINGS: Court to Rule on Retail Sales Amid Restructuring
COMARK HOLDINGS: Liquidity Woes Prompt CCAA Filing; A&M as Monitor
CONFLUENCE TECHNOLOGIES: In Talks with Creditors for More Funding
CONTAINER STORE: Paul Hastings Advised Lenders on Restructuring
CONTAINER STORE: Represented by Latham & Watkins in Restructuring
CORUS ENTERTAINMENT: S&P Lowers ICR to 'CCC-', Outlook Negative
COX OPERATING: Miller Insurance Lawsuit Remanded to State Court
CRICKET AUTOMOTIVE: Seeks to Hire Glyder LLC as Accountant
DHW WELL: To Sell Tractors & Trailers to Anthony Segundo
DIRECTV ENTERTAINMENT: S&P Lowers Secured Debt Ratings to 'BB-'
DITECH HOLDING: $120,919.00 Ray Claim Disallowed
DNC AND TCPA: Updates Unsecured Claims Pay, Files Amended Plan
DORMIFY INC: Committee Taps Potter Anderson & Corroon as Counsel
DR. POWER: Gets Final OK to Use Cash Collateral
DRIP MORE: Trustee Taps Bicher & Associates as Field Agent
DRIP MORE: Trustee Taps Shulman Bastian Friedman & Bui as Counsel
DRIVEHUB AUTO: Case Summary & 20 Largest Unsecured Creditors
EDMOUNDSON STEEL: Continued Operations to Fund Plan Payments
ELITA 7 LLC: Gets Interim OK to Use Cash Collateral Until March 6
EMS WAREHOUSING: Seeks to Hire Condon & Lapsley as Accountant
ENGINEERING RECRUITING: Taps Fisher Tousey as Special Counsel
ESSEX TECHNOLOGY: Prepares for Possible Bankruptcy Filing
EYEMART EXPRESS: S&P Withdraws 'B-' Issuer Credit Rating
FIREFLY STORE: Hires Fortis Business Advisors as Liquidating Agent
FLATIRON NEW: Gets Interim OK to Use Cash Collateral Until Feb. 28
FORTRESS HOLDINGS: Case Summary & Three Unsecured Creditors
FREE SPEECH: Hook Families Resist Jones' Bankruptcy Deposition Bid
FRONTIER COMMUNICATIONS: Court Rules on MCCs' Spoliation Motion
FT DO IT: Taps Wilkins Law Firm as Special Counsel
FTX TRADING: Bankman-Fried's Parents Pursue Trump Pardon for Son
GMT 3435 REALTY: Gets OK to Use Cash Collateral Until Feb. 28
GROOMORE INC: Seeks to Hire Pashman Stein as Bankruptcy Counsel
HARRIS FAMILY: Seeks to Hire Michael D. Hart PC as Counsel
HEALTHIER CHOICES: Board Appoints TAAD to Replace Marcum as Auditor
HERITAGE HOME: To Sell Furniture Business to Minerva's Home
HOLIDAY CREATIONS: Seeks Chapter 11 Protection in Florida
HOPEMAN BROTHERS: Loses Bid to Stay Insurers Settlement Order
HUMAN HOUSING: Bankruptcy Court's Asset Sale Orders Affirmed
HURLEY MEDICAL: Moody's Alters Outlook on 'Ba1' Bond Rating to Pos.
ILEARNINGENGINES INC: Hires Stretto Inc as Administrative Advisor
IM3NY LLC: Feb. 5 Deadline Set for Panel Questionnaires
IMPERIAL PACIFIC: Seeks to Tap KCL & Partners as Special Counsel
JAMES BARCHIESI: Beyond Bespoke, et al. Can't Defer Joint Letter
JANUS INTERNATIONAL: Moody's Alters Outlook on 'Ba3' CFR to Stable
JBRI CONSTRUCTION: To Sell Dozer to Frontier Tractor for $11,000
JEA2 LLC: Seeks Approval to Tap W.F. Bambas Appraisal as Appraiser
JL DANIELS: Voluntary Chapter 11 Case Summary
JOANN INC: U.S. Trustee Appoints Creditors' Committee
JPC LAND: Trustee Seeks to Hire John Mosley as Accountant
KMC MINING: To Sell Assets Under CCAA Protection
KULR TECHNOLOGY: Signs Deal With EDOM for AI Supply Chain Support
LEADPOINT INC: Case Summary & Four Unsecured Creditors
LEGENCE HOLDINGS: S&P Rates Repriced First-Lien Term Loan 'B-'
LEHMAN BROTHERS: Court Tosses O'Hara Foreclosure Suit v. U.S. Bank
LIKELIHOOD LLC: Case Summary & 20 Largest Unsecured Creditors
LILYDALE PROGRESSIVE: Court OKs Continued Access to Cash Collateral
LION ELECTRIC: To Restructure Under CCAA; Deloitte Named Monitor
LISBON CONCRETE: Seeks to Sell Vehicles and Tools
LITTLE DOLLAR: Case Summary & 10 Unsecured Creditors
LOGAN VILLAGE: Judy Wolf Weiker Named Subchapter V Trustee
LONESTAR FIBERGLASS: Taps Villa & White LLP as Bankruptcy Counsel
LONESTAR FIBERGLASS: U.S. Trustee Unable to Appoint Committee
LOTUS OASIS: Case Summary & 20 Largest Unsecured Creditors
LOUISVILLE LUSH: Court Denies Medical Aesthetics Business Sale
LUKITAS INC: Tom Howley Named Subchapter V Trustee
MALLARD COVE: Seeks Chapter 11 Bankruptcy Protection
MEDICAL PROPERTIES: Secures $2.5-Bil. of Debt, Tenant Weighs REIT
MIDWEST MOBILE: Court OKs Continued Access to Cash Collateral
MOSAIC SWNG: Voluntary Chapter 11 Case Summary
MYA POS: Gets Final OK to Use Cash Collateral
NEXTTRIP INC: Board Schedules Annual Meeting for February 27
NORTHVOLT AB: Lawyers Warn of Potential Lawsuits Against Creditors
NOVA CONSTRUCTORS: Case Summary & 20 Largest Unsecured Creditors
NU RIDE: Mediation Not Appropriate in Singh, et al. Suit
NURSES FIRST: Court Extends Cash Collateral Access to March 19
OASIS AUTO SPA: Case Summary & 10 Unsecured Creditors
ONDAS HOLDINGS: Markus Nottelmann Named CEO
ONYX OWNER: Hires Donlin Recano as Claims and Noticing Agent
PALMER DRIVES: Autotech Entitled to Postjudgment Interest
PALOMAR HEALTH: S&P Lowers Various Bond Ratings to 'B'
PAPER IMPEX: To Sell Volvo Vehicle to R. Jumanov for $18,000
PAVILION PROPERTIES: Seeks to Sell Parsippany Property for $4.3MM
PETCO HEALTH: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
PHOENIX SWIMMING: Involuntary Chapter 11 Case Summary
PJP ENTERPRISES: Gets OK to Use Cash Collateral Until Feb. 28
PLURIBUS TECHNOLOGIES: Seeks CCAA Protection, Starts Sale Process
POWER SOLUTIONS: Gagnon Securities, 2 Others Report Equity Stake
PRECISION DRILLING: Moody's Alters Outlook on Ba3 CFR to Positive
PRIMO BRANDS: Moody's Assigns 'B1' CFR, Outlook Positive
PROSPECT MEDICAL: MPT Contests Bankruptcy Funding Plan
PROSPECT MEDICAL: To Sell Pennsylvania Hospital in Private Sale
RAINBOW PRODUCTION: Feb. 20, 2025 Claims Filing Bar Date Set
RANCHO FRESCO: Walter Dahl Named Subchapter V Trustee
REAVIS REHAB: Case Summary & 20 Largest Unsecured Creditors
ROVER PROPERTIES: Court Extends Cash Collateral Access to Feb. 28
RSTZ TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
SADIE ROSE: Seeks to Hire Onyx Asset Advisors as Sales Agent
SCHILLER PARK: Case Summary & 20 Largest Unsecured Creditors
SCILEX HOLDING: SCLX Stock Acquisition Reports Equity Stake
SELECTIS HEALTH: CEO Adam Desmond Takes Interim CFO Role
SHERRY MCGANN: Contempt Order, Sanction Affirmed in Trustee Lawsuit
SHILOH HOMECARE: Lisa Rynard Named Subchapter V Trustee
SINCLAIR INC: Debt Deal Contains Measures to Avert Creditor Fights
SKY GARDENS: Case Summary & 12 Unsecured Creditors
SOAP BOX CLEANERS: Case Summary & 10 Unsecured Creditors
SPICEY PARTNERS: Committee Seeks to Tap ASK LLP as Co-Counsel
SPICEY PARTNERS: Committee Taps Province LLC as Financial Advisor
SPIRIT AIRLINES: Bondholders Back Stand-Alone Plan
SPIRIT AIRLINES: Rejects Frontier Proposal as Plan Hearing Nears
SPIRIT AIRLINES: Says Only SEC, DOJ Stand in Way to Plan Approval
STIMWAVE TECHNOLOGIES: Mediation Not Appropriate in Perryman Suit
STONEPEAK NILE: Moody's Assigns 'Ba1' CFR, Outlook Stable
SVB FINANCIAL: Bid to Seal Information in FDIC Suit Granted in Part
TERRAFORM GLOBAL: Moody's Puts 'Ba3' CFR on Review for Downgrade
TOUCH OF TEXAS: Court Extends Cash Collateral Access to Feb. 11
TRONOX HOLDINGS: Moody's Alters Outlook on 'Ba3' CFR to Negative
TSB VENTURES: Frederick Bunol Named Subchapter V Trustee
TUPPERWARE BRANDS: Lenders Oppose Retiree Committee Formation
URBAN CHESTNUT: Court Extends Cash Collateral Access Until Feb. 14
VERMILION ENERGY: Moody's Rates New $400MM Unsecured Notes 'B3'
VISHAY INTERTECHNOLOGY: S&P Affirms 'BB+' ICR, Outlook Negative
VISTRA ZERO: Moody's Alters Outlook on 'Ba2' Secured Loans to Neg.
VISUAL TECHNOLOGY: Hires Larson & Zirzow LLC as Bankruptcy Counsel
WELLPATH HOLDINGS: Leal Suit Stayed as to Marilyn Reynolds
WELLPATH: Court Won't Lift Stay Order in Day v. Harry, et al. Suit
WILLIAM LAY: Behrooz Vida Named Subchapter V Trustee
WRESTLING COLLECTOR: Jarrod Martin Named Subchapter V Trustee
WYNNE TRANSPORTATION: Hires Landis Rath & Cobb LLP as Counsel
XPLR INFRASTRUCTURE: Moody's Affirms 'Ba1' CFR, Outlook Stable
YELLOW CORP: Gets $67MM Real Estate Asset Sale Court Approval
ZRG INC: Seeks Chapter 11 Protection in New York
[] Foreclosure Sale of Yarmouth Restaurant Set for Feb. 12
*********
1818 OGDEN: Seeks Approval to Hire CBRE Inc as Real Estate Broker
-----------------------------------------------------------------
1818 Ogden Summit, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ CBRE Inc. as
real estate broker.
The broker will sell the property located at 1814 & 1820 Ogden
Drive, Burlingame, CA.
The firm will receive a commission of 5 percent of the gross sales
price.
Eric Chen, a real estate agent at 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:
Eric Chen
CBRE Inc.
4141 Inland Empire Blvd, Suite 100
Ontario, CA 91764
Tel: (909) 418-2000
Email: eric.chen@cbre.com
About 1818 Ogden Summit
1818 Ogden Summit LLC owns a project for a new six-story 90-unit
condominium building located at 1814 & 1820 Ogden Drive,
Burlingame, CA, valued at $30 million.
1818 Ogden Summit LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-18055) on October 1,
2024. In the petition filed by Dongliang Zhang, managing member,
the Debtor disclosed total assets of $30,000,046 and total
liabilities of $19,184,080.
The Honorable Bankruptcy Judge Barry Russell handles the case.
The Law Offices of Michael Jay Berger represents the Debtor as
legal counsel.
6 SUNSET LANE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 6 Sunset Lane, LLC
6 Sunset Lane
Monmouth Beach, NJ 07750
Business Description: 6 Sunset Lane is the fee simple owner of the
real property located at 6 Sunset Lane,
Monmouth Beach, NJ 07705, which is currently
valued at $1.7 million
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 25-11005
Debtor's Counsel: Andrew J. Kelly, Esq.
THE KELLY FIRM, P.C.
1011 Highway 71
Suite 200
Spring Lake, NJ 07762
Tel: 732-449-0525
Fax: 732-449-0592
Email: akelly@kbtlaw.com
Total Assets: $1,700,000
Estimated Liabilities: $1,427,073
The petition was signed by Frank Rubba as managing member.
The Debtor has stated in the petition that there are no unsecured
creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/YYPY5GQ/6_Sunset_Lane_LLC__njbke-25-11005__0001.0.pdf?mcid=tGE4TAMA
9250 BIG HORN: Seeks to Sell Medical Office Property in Auction
---------------------------------------------------------------
Walter R. Dahl, Chapter 11 Trustee of 9250 Big Horn Holdings, Inc.,
seeks permission from the U.S. Bankruptcy Court for the Eastern
District of California, Sacramento Division, to sell certain real
property commonly described as a medical office building located at
9250 Big Horn Road, in Elk Grove, California, free and clear of
interests.
The Debtor's Real Property is an approximately 1.13 acre parcel,
improved with a single-story Class A medical office building of
approximately 12,695 square feet. Suite 100 in the building
comprises approximately 6,297 square feet, and is improved with
patient treatment rooms, offices, and related facilities, and is
occupied by Mahmoud Khattab, Inc., a California corporation, which
does business as Precision M.D. Cosmetic Surgery Center. The
balance of the building, designated Suite 101, is in "shell"
condition, not improved with offices or other tenant improvements.
The Property was listed for sale by Kevin Larscheid, a commercial
real estate agent with CBRE Roseville who was originally engaged by
Debtor to list the Real Property for sale.
Subsequent to his appointment, the Trustee elected to continue to
offer the Real Property for sale though Mr. Larscheid and CBRE
Roseville, with the current listing price of $4,850.000.
The Property is encumbered by the following liens:
-- Sacramento Co. Tax Collector - 1st & 2nd Installment 2024-2025
with $78,930.68
-- Sacramento Co. Tax Collector with $526,815.15
-- Northern California National Bank with $2,203,610.00
-- Sacramento County Dept. of Finance - Utility Lien with $
5,524.44
The Debtor, as Lessor, and MKI, as Lessee were parties to a
Commercial Lease dated as of November 19, 2018. The leased premises
were described as Suite 100, and as of the commencement of
Debtor’s case, the monthly rent was $33,000.00.
The Trustee learned that the approximate fair market monthly rent
for Suite 100 was approximately $3.00 per square foot, or
approximately $18,891.00.
The Trustee and MKI negotiated for and ultimately signed on
December 30, 2024 an amendment to the Commercial Lease, which
confirmed that MKI only occupied Suite 100, reduced the monthly
rent as of October 1, 2024 to $18,891.00 per month
The Trustee has entered into a Purchase and Sale Agreement (PSA)
with Rana Khan, M.D. and spouse, Jing Yang, which have been
designated the Stalking Horse Buyer.
The Stalking Horse agreement provides for a sale for $4,250,000,
subject to over-bidding and court approval. The Stalking Horse
Bidder has tendered to Trustee the Initial Deposit of $100,000 via
wire transfer.
The terms of sale include a real estate brokerage fee of 4.0% of
the sales price, to be shared
equally between Trustee’s broker/agent and Buyer’s
broker/agent, and to be paid directly from escrow
upon closing.
Additional information regarding the Real Property is available to
potential over-bidders via a "data room" established by Trustee’s
real estate agent, Kevin Larscheid of CBRE Roseville.
Other parties may tender overbids at the hearing, so long as such
parties have qualified as an over-bidder by delivering to Trustee
on or before 3:00 PM Pacific on or before Thursday, February 27,
2025, with a substantially identical PSA executed by the
over-bidder; and an initial deposit of $100,000 via cashier’s
check or wire transfer.
The Sale Hearing shall be held on March 3, 2025 at 9:00 AM Pacific,
before the Honorable Fredrick E. Clement, Chief Bankruptcy Judge
and the Stocking Horse Buyer and any pre-qualified over-bidder
shall be entitled to submit overbids at the Sale Hearing.
The initial overbid shall be not less than $4,300,000.00.
Thereafter, minimum bidding increments shall be set and accepted by
the Court. Bidding shall continue until no higher overbids from
qualified bidders are tendered at the Sale Hearing.
At the conclusion of the bidding, the Court shall announce the
highest bid amount, and the name of the highest bidder, and
authorize Trustee to sell the Real Property to the Primary Buyer or
nominee for the highest bid amount.
The Court shall also announce the second-highest bid amount, and
the name of the second-highest bidder, and in the event the Primary
Buyer withdraws or otherwise fails to purchase, authorize Trustee
to sell the Real Property to the Secondary Buyer or nominee for the
second highest bid amount and otherwise upon the terms and
conditions set forth in the PSA.
The sales proceeds shall be distributed by the Escrow Holder in the
following priority:
a. Seller's costs and expenses of sale, including escrow fees,
allocated per the PSA.
b. Seller shall shall pay the full premium for a CLTA owner's
policy of title insurance.
c. A 4.0% real estate brokerage commission split equally between
Trustee's broker/agent, Mr. Larscheid of CBRE Roseville, and
Buyer's broker/agent, if any.
d. Pro-rated current year real property taxes, special and general,
assessment district and service areas owing to Sacramento County
directly or as collection agent, and all delinquent prior years'
real property taxes, special and general, assessment district and
service areas owing to Sacramento County directly or as collection
agent taxes owing to Sacramento County.
e. Payment of the Sacramento County Utility Lien plus interest and
penalties, if any.
f. The balance of the net sales proceeds to Trustee, to be held by
Trustee in a separate interest-bearing blocked account pending
further order of this court, pursuant to Local Bankruptcy Rule
2015-2(b).
The Trustee anticipates that at least some of the parties with
interests in the Real Property shall consent to the sale of the
Real Property free and clear of their interests.
About 9250 Big Horn Holdings, Inc.
9250 Big Horn Holdings, Inc. in Elk Grove, CA, filed its voluntary
petition for Chapter 11 protection (Bankr. E.D. Cal. Case No.
23-23996) on November 7, 2023, listing as much as $1 million to $10
million in both assets and liabilities. Mahmoud Khattab as
president, signed the petition.
Judge Fredrick E Clement presides over the case.
LAW OFFICES OF GABRIEL LIBERMAN, APC serves as the Debtor's legal
counsel.
ADIENT GLOBAL: S&P Rates Proposed Senior Unsecured Notes 'BB'
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '4'
recovery rating to Adient Global Holdings Ltd.'s proposed $795
million senior unsecured notes due 2033. The '4' recovery rating
indicates its expectation of average (30%-50%; rounded estimate:
40%) recovery in the event of a payment default.
The company plans to use the proceeds from this issuance [and cash
on the balance sheet] to redeem its outstanding 2026 notes and pay
related transaction fees and expenses. Because this is largely a
refinancing transaction for debt repayment, Adient's leverage will
not increase and the recovery prospects for its senior unsecured
noteholders will remain mostly unchanged. Therefore, S&P rates the
new senior unsecured notes at the same level as its issue-level
rating on the company's existing senior unsecured debt. However,
the higher interest on the new notes compared to the 2026 notes
will modestly reduce future free operating cash flow (FOCF).
Based on Adient's recently released first quarter results and
updated guidance, we have modestly reduced our forecast for 2025.
S&P said, "We think the company will continue to effectively manage
its cost structure on weaker volumes and maintain S&P Global
Ratings-adjusted EBITDA margins of around 6.3%. However, greater
topline weakness, particularly in China this year, is a headwind to
overall revenues, profits, and FOCF. With the slightly weaker FOCF,
we have decreased our assumption on buybacks to below $200 million
from $225 million, which should keep our leverage forecast only
slightly higher at around 2.6x (versus 2.5x earlier). We now expect
FOCF to debt around 10%-11% (compared with 11%-12% earlier). Given
these metrics, our ratings and outlook on Adient are unchanged.
Still, there continues to be uncertainty regarding the impact of
tariffs, particularly on products from Mexico. To the extent the
company was unable to pass these tariffs on swiftly to original
equipment manufacturers (OEMs; not our base case), this could
decrease the cushion on Adient's credit metrics this year."
ADVANCE IRON: Ill. Appellate Court Affirms Ruling in Contegra Suit
------------------------------------------------------------------
In the case captioned as ADVANCE IRON WORKS, INC.,
Plaintiff-Appellee and Cross-Appellant, v. CONTEGRA CONSTRUCTION
COMPANY, LLC, Defendant-Appellant and Cross-Appellee, No. 1-19-1525
(Ill. App. Ct.), Judges David Navarro, Mary Mikva and Sharon
Oden-Johnson of the Appellate Court of Illinois First District
affirmed the order of the Circuit Court of Cook County denying
Contegra Construction Company, LLC's motion for judgment
notwithstanding the verdict as well as its order granting in part
and denying in part Advance Iron Works, Inc. motion for attorney
fees and costs.
In 2011, defendant, Contegra Construction Company, LLC, and
plaintiff, Advance Iron Works, Inc., entered into a contract
involving metal fabrication for a crime lab in Bellville, Illinois.
In 2012, Contegra filed a replevin action against AIW, seeking
replevin of steel and materials under the contract based on its
allegations that it paid AIW for more fabricated steel than AIW had
delivered to the project site. Thereafter, in 2013, AIW filed the
instant action against Contegra. Following a jury trial, the jury
found in favor of AIW on its claims for breach of contract, fraud,
trespass, wrongful replevin, defamation, and slander of title. The
jury awarded compensatory and punitive damages to AIW. The trial
court denied Contegra's motion for judgment notwithstanding the
verdict and for a new trial and it granted in part and denied in
part AIW's motion for attorney fees and costs.
Contegra appeals, contending that AIW's claims are barred by the
collateral attack doctrine, res judicata, and collateral estoppel.
Contegra also raises numerous issues with the jury's verdict
finding in favor of AIW and argues that the trial court erred when
it denied Contegra's motion for judgment notwithstanding the
verdict. AIW filed a cross-appeal challenging the trial court's
order on its motion for attorney fees and costs.
Fraud
Contegra contends that the trial court erred when it denied its
motion for judgment notwithstanding the verdict on AIW's fraud
claim. It argues that AIW's "settlement theory," which claimed that
Contegra falsely promised that it wanted to settle the parties'
payment dispute in the replevin case when it did not intend to pay
AIW and that Contegra made false settlement promises to induce AIW
into allowing its competitor access to its yard, is based on broken
promises and unfulfilled obligations that are not actionable under
the promissory fraud doctrine. It also argues that AIW did not
prove that it engaged in a scheme to defraud, which is an exception
to promissory fraud.
Contegra asserts that there was no evidence that AIW relied on its
alleged promise to pay when AIW continued fabricating steel or when
AIW allowed Contegra to inspect its premises because AIW was
already obligated under the contract to do both. The Appellate
Court finds the evidence was sufficient for the jury to reasonably
conclude that AIW relied on Contegra's misrepresentations.
Viewing the evidence in the light most favorable to AIW and taking
all reasonable inferences in its favor, the evidence was sufficient
to support that Contegra made false representations as part of a
scheme to defraud. The evidence does not overwhelmingly favor
Contegra such that no contrary verdict could stand based on the
evidence.
Trespass and Wrongful Replevin
Contegra asserts that the wrongful replevin and trespass claims are
barred by the collateral attack and res judicata doctrines. It also
contends that the jury's verdict in favor of AIW on the trespass
claim should be reversed because Contegra entered AIW's premises
pursuant to the replevin orders, which were valid court orders.
Contegra also asserts that AIW failed to prove actual damages
resulting from its alleged trespass and did not provide evidence to
justify the jury's award of $75,000. The Appellate Court finds the
evidence showed that Contegra, without the presence of the Cook
County Sheriff's Office as required by the replevin order, entered
AIW's premises by breaking the lock on its gate, after which it
started taking the steel from its property. Accordingly, the jury
could reasonably conclude that Contegra invaded AIW's property
interest such that AIW was entitled to nominal damages.
Contegra also claims that AIW failed to prove that it incurred
actual damages from the wrongful replevin. According to the
Appellate Court, the evidence was sufficient to support that AIW
incurred damages from the wrongful replevin, as Robert Sutphen, a
licensed structural and professional engineer and AIW's vice
president during the relevant time, testified about the amount and
pieces of steel that Contegra took from its premises during the
replevin process that were not listed in the replevin order.
Accordingly, the trial court did not err when it denied Contegra's
motion for judgment notwithstanding the verdict in AIW's favor on
its claims for trespass and wrongful replevin, the Appellate Court
finds.
Defamation
Contegra contends that the judgment in favor of AIW on its
defamation claim should be reversed because AIW failed to present
any evidence that it made a defamatory statement. It argues that
the trial court erred when it summarily denied Contegra's motion
for summary judgment based on its argument that the alleged
defamatory statements were reasonably capable of an innocent
construction and privileged statements of opinion. The jury found
in favor of AIW on its defamation claim, so it necessarily found
that Contegra abused the privilege. The Appellate Court finds there
was sufficient evidence to support the jury's finding. Accordingly,
the trial court did not err when it denied Contegra's motion for
judgment notwithstanding the verdict in favor of AIW on the
defamation claim.
Slander of Title
Contegra contends that the trial court erred when it denied its
motion for judgment notwithstanding the verdict in favor of AIW on
the slander of title claim because AIW failed to prove that
Contegra acted with malice when it filed the UCC-1.
According to the Appellate Court, the evidence was sufficient for
the jury to conclude that Contegra filed the UCC-1 on Feb. 6, 2012,
that covered "all structural steel" in AIW's yard with reckless
disregard for its truth and that it therefore acted with malice
when it filed the statement. The trial court did not err when it
denied Contegra's motion for judgment notwithstanding the verdict
in favor of AIW on its slander of title claim, the Appellate Court
concludes.
Punitive Damages
Contegra contends that the trial court erred in denying its motion
for judgment notwithstanding the verdict and its motion for
remittitur of the jury's $5 million punitive damages award because
AIW failed to prove that Contegra's conduct was willful, and the
award was excessive. It asserts the jury's award of punitive
damages violates Illinois law and is unconstitutional.
The Appellate Court finds based on the evidence presented, the
jury's award of $5 million in punitive damages is not excessive or
unjustified and is not against the manifest weight of the evidence.
The trial court did not err when it denied Contegra's motion for
judgement notwithstanding the verdict and its motion for
remittitur.
Attorney Fees and Costs
AIW filed its petition seeking $3,911,298.26 in attorney fees and
costs. Following a hearing, the trial court issued a fee order
granting in part and denying in part the fee petition. The trial
court granted AIW's petition for attorney fees in the amount of
$379,836.60, based on the lodestar method for the 664.05 hours of
AIW's counsel's work at a rate of $572 per hour. It also awarded
AIW court costs in the amount of $337. It denied AIW's request for
the contingency attorney fees and for additional costs.
On appeal, AIW first argues that the trial court erred when it
awarded AIW $379,836.60 in attorney fees based on the lodestar
method and declined to award attorney fees based on the contingency
fee agreement between AIW and Moor. Contegra maintains that the
trial court did not abuse its discretion in awarding attorney fees.
The Judges says, "Because we find that the trial court did not
abuse its discretion in using the lodestar method to calculate
reasonable attorney fees, rather than the 40% contingent fee
agreement, it follows that AIW is not entitled to reimbursement for
attorney fees in the amount of 40% of the total postjudgment
interest and attorney fees expended in this appeal."
The Appellate Court holds the trial court did not err when it
rejected defendant's collateral attack, res judicata, and
collateral estoppel affirmative defenses and when it denied
defendant's motion for judgment notwithstanding the verdict.
According to the Appellate Court, the trial court also did not
abuse its discretion when it denied, in part, plaintiff's petition
for attorney fees and costs.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=wbzp6G
Advance Iron Works, Inc. filed a petition for relief under chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court in the Northern District of Illinois on Nov. 20,
2012. The case was dismissed on July 19, 2013.
AKOUSTIS TECHNOLOGIES: Committee Taps Paul Hastings as Co-Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors of Akoustis
Technologies, Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Paul
Hastings LLP as its counsel.
The firm's services include:
(a) general oversight of the Chapter 11 Cases;
(b) evaluation and negotiation of any post-petition financing,
cash collateral usage, or exit financing;
(c) analysis of the Debtors' capital structure, as well as
other claims against and interests in the Debtors;
(d) analysis of the assumption or rejection of the Debtors'
executory contracts and unexpired leases, as well as any
negotiations with third parties to such contracts and leases;
(e) analysis and investigation of the acts, conduct, assets,
liabilities, and financial condition of the Debtors;
(f) analysis and investigation of potential estate claims and
causes of action, including potential avoidance actions arising
under Chapter 5 of the Bankruptcy Code;
(g) evaluation, negotiation, and documentation of any proposed
sale of all or a portion of the Debtors' assets or businesses,
including any proposed bidding procedures, bids, purchase
agreements, and related pleadings and orders;
(h) evaluation, negotiation, confirmation, and implementation
of any chapter 11 plan, disclosure statement, and related
documentation that may be filed in the Chapter 11 Cases;
(i) preparation, on behalf of the Committee, of any pleadings,
motions, applications, orders, memoranda, complaints, answers,
objections, replies, responses, and other legal papers, and the
review and analysis of all other pleadings filed in connection with
the Chapter 11 Cases;
(j) appearances in hearings, litigation conferences,
mediations, or other proceedings pending before this Court (or any
ancillary proceedings related to the Debtors before any other
court) on behalf of the Committee;
(k) any consultations, meetings, and negotiations with the
Debtors, creditors, and other parties-in-interest on behalf of the
Committee;
(l) communications with the Committee's constituents,
consistent with section 1102 of the Bankruptcy Code and otherwise;
and
(m) performance of such other legal services as are necessary
to assist the Committee in discharging its duties and
responsibilities in connection with the Chapter 11 Cases.
The firm's current hourly rates are:
Partners $1,625 to $2,520
Of Counsel $1,575 to $2,395
Associates $825 to $1,520
Paraprofessionals $295 to $670
Paul Hastings provides the following response to the request for
information set forth in Paragraph D.1. of the U.S. Trustee
Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No. Paul Hastings and the Debtors have not agreed to
any variations from, or alternatives to, Paul Hastings' standard
billing arrangements for this engagement.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: The firm has not represented the Committee.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The Committee and Paul Hastings expect to work
together to develop a budget and staffing plan for the Chapter 11
Cases.
Paul Hastings is a "disinterested person" within the meaning of
section 101(14) of the Bankruptcy Code, as modified by section
1107(b), according to court filings.
The firm can be reached through:
Gabriel E. Sasson, Esq.
Frank A. Merola, Esq.
Matthew D. Friedrick, Esq.
PAUL HASTINGS LLP
200 Park Avenue
New York, NY 10166
Telephone: (212) 318-6000
Facsimile: (212) 319-4090
Email: gabesasson@paulhastings.com
frankmerola@paulhastings.com
matthewfriedrick@paulhastings.com
About Akoustis Technologies
Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a
high-tech BAW RF filter solutions company that is pioneering
next-generation materials science and MEMS wafer manufacturing to
address the market requirements for improved RF filters --
targeting higher bandwidth, higher operating frequencies and higher
output power compared to legacy polycrystalline BAW technology. The
Company utilizes its proprietary and patented XBAW(R) manufacturing
process to produce bulk acoustic wave RF filters for mobile and
other wireless markets, which facilitate signal acquisition and
accelerate band performance between the antenna and digital back
end. Superior performance is driven by the significant advances of
poly-crystal, single-crystal, and other high purity piezoelectric
materials and the resonator-filter process technology which enables
optimal trade-offs between critical power, frequency and bandwidth
performance specifications.
Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015
registered commercial wafer-manufacturing facility located in
Canandaigua, NY, which includes a class 100 / class 1000 cleanroom
facility -- tooled for 150-mm diameter wafers -- for the design,
development, fabrication and packaging of RF filters, MEMS and
other semiconductor devices. Akoustis is headquartered in the
Piedmont technology corridor near Charlotte, North Carolina.
Akoustis and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. Akoustis
disclosed $53,371,000 in total assets against $122,586,000 in total
debt as of Sept. 30, 2024.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped K&L Gates, LLP as bankruptcy counsel; Landis
Rath & Cobb, LLP as local counsel. Raymond James & Associates, Inc.
as investment banker; Getzler Henrich & Associates, LLC as
financial advisor; and C Street Advisory Group as strategic
communications advisor. Stretto is the claims agent and has
launched the page https://cases.stretto.com/Akoustis.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
ALMOND COW: Claims to be Paid From Available Cash and Income
------------------------------------------------------------
Almond Cow, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a Plan of Reorganization under
Subchapter V dated January 23, 2025.
Almond Cow develops home consumer appliances, accessories, and
ingredients for the purpose of making plant-based milk at home.
This includes mechanical product design as well as research and
development into milk fluid science.
The company was founded in 2016 and began with an aggressive growth
strategy which resulted in significant growth expenses. The Debtor
needed working capital, but the lenders available to it were high
interest, expensive debt. For a time, the Debtor was able to
service this debt, but ultimately, the high interest debt coupled
with technology issues caused the Debtor to fall behind.
Prior to the Petition Date, the Debtor made a number of operational
changes to cut costs and correct some of the issues created by the
Debtor's aggressive growth. This Chapter 11 is the complementary
balance sheet restructuring to the "operational turnaround" that
occurred prior to the Petition Date.
The Plan provides payment to Holders of Allowed Claims over a
period of five years from the Effective Date with a projected
distribution of approximately forty-six percent to Holders of
Allowed General Unsecured Claims. The Debtor estimates that the
Effective Date of the Plan will occur no later than March 31, 2025.
Class 6 consists of Allowed General Unsecured Claims. Each Holder
of an Allowed General Unsecured Claim shall receive, in full
satisfaction of such Class 6 Claim, an annual payment in an amount
equal to that Holder's Pro Rata Share of the General Unsecured
Claims Fund. Distributions shall be made on the later of (i) a
Distribution Date, or (ii) if an objection to such Claim is filed,
within five Business Days following the entry of a Final Order
allowing such Claim, or as soon as reasonably practicable
thereafter. No Class 6 Allowed General Unsecured Claim shall be
entitled to interest from or after the Petition Date. Class 6
Claims are Impaired.
Class 7 consists of Subordinated Insider Claims. The Subordinated
Insider Claims shall be, at the election of the Holder of a
Subordinated Insider Claim, (i) waived and disallowed in its
entirety with no distribution on such Class 7 Claim, or (ii)
Allowed and subordinated to Holders of Allowed Claim in Classes 2
through 6, such that no distribution shall be made on any Allowed
Class 7 Claim until all Plan Payments have been made to Holders of
Allowed Claims in Classes 2, 3, 4, 5 and 6. Class 7 Claims are
Impaired.
Class 8 consists of Equity Interests. Holders of Equity Interests
in the Debtor shall retain their Equity Interests in the
Reorganized Debtor following Confirmation of the Plan in the same
percentages as they held in the Debtor prior to the Effective Date
but shall receive no Distributions under the Plan on account of
such Equity Interests. Class 8 is Unimpaired by the Plan. All
Holders of Equity Interests in Class 8 are deemed to have accepted
the Plan and, therefore, are not entitled to vote on the Plan.
Allowed Administrative Claims for professional compensation and
expenses awarded under Section 327 or 330 of the Bankruptcy Code
shall be paid first from any retainers provided or reserves
established as contemplated under orders entered in the Chapter 11
Cases and, to the extent any deficiencies remain, from cash on hand
and/or earnings of the Reorganized Debtor. All other Payments to
Holders of Allowed Claims or Interests shall be paid from cash on
hand and/or earnings of the Reorganized Debtor. Except as otherwise
provided in the Plan, no Claims shall bear interest from and after
the Petition Date.
A full-text copy of the Plan of Reorganization dated January 23,
2025 is available at https://urlcurt.com/u?l=Q1wHtQ from
PacerMonitor.com at no charge.
Counsel for the Debtor:
SCROGGINS, WILLIAMSON & RAY, P.C.
J. Robert Williamson, Esq.
Ashley Reynolds Ray, Esq.
4401 Northside Parkway
Suite 230
Atlanta, GA 30327
Email: (404) 893-3880
About Almond Cow
Almond Cow Inc. -- https://almondcow.co -- is a plant-based milk
maker.
Almond Cow filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61376) on October 25,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Brett Goodson, president of Almond Cow,
signed the petition.
Judge Lisa Ritchey Craig oversees the case.
The Debtor is represented by Ashley Reynolds Ray, Esq., at
Scroggins, Williamson & Ray, P.C.
ALPINE HOSPITALITY: To Sell Ramada Hotel for $8.3-Mil.
------------------------------------------------------
Alpine Hospitality, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Colorado, to sell Ramada Hotel, free and
clear of liens, claims and encumbrances.
The Debtor is a Colorado corporation with its principal place of
business located in Denver, Colorado. The Debtor owns and operates
the Ramada by Wyndham Denver International Airport located at 6210
N. Tower Road, Denver, Colorado 80246. The Debtor has operated this
Hotel since 2001. Wanda Bertoia is the President of the Debtor and
sole shareholder.
The Debtor filed a proposed Chapter 11 Plan (Plan) and the Court
set the confirmation hearing for December 2024 (First Confirmation
Hearing). Colorado Hospitality Services, Inc. (CHS) objected to the
Plan and moved to delay the First Confirmation Hearing. The Court
granted the CHS request and set a deadline for filing an amended
plan and also set a two-day confirmation hearing for February 11,
2025 (Second Confirmation Hearing). The Debtor filed an Amended
Plan, and CHS again objected. The SBA (Small Business
Administration) also objected. The Court issued an order on January
31, 2025 vacating the Second Confirmation Hearing and instead set a
scheduling conference on February 10, 2025.
The Debtor employs Marcus & Millichap Real Estate Investment
Services as its commercial real estate broker.
The City and County of Denver holds a first position lien against
the Property. Denver’s priority secured claim arises pursuant to
statute for unpaid real property taxes for the year 2023, as well
as other charges.
As of April 30, 2025, the following is an estimated payoff if the
Property is sold by April 30, 2025:
i. 2023 Real Property Tax: $274,228.66
ii. 2023 Business Personal Property Tax: $15,860.02
iii. 2024 Real Property Tax: $255,882.92 (including a 2024 service
lien)
iv. 2024 Business Personal Property Tax: $14,286.08
v. 2025 Estimated Business Personal Property Tax: $14,236.07
The total owed to Denver is approximately $574,493.75 as of April
30, 2025.
CHS holds a lien against the Property in the second position as the
assignee of a Promissory Note and Deed of Trust dated February 28,
2019 between the Debtor and North Valley Bank in the principal
amount of $5,200,000.
The U.S. Small Business Administration also holds a lien on
personal property pursuant to a note and security agreement.
The Debtor has entered into a proposed Contract to Buy and Sell
Real Estate with a buyer on January 30, 2025, and the buyer wishes
to remain anonymous. The Buyer is a third party who is unrelated to
the Debtor or its owner, Wanda Bertoia. The Contract was entered
through an arms-length transaction with communication between the
Buyer and the Broker.
The Contract provides for the sale of the Property and all of its
contents. The purchase price for the Property is $8,300,000. A
closing is to occur within 90 days after January 30, 2025, with
deadlines of 30 and 60 days for other benchmarks. The principal
terms of the Contract are:
1. The buyer is to pay the purchase price of $8,300,000 as follows:
$200,000 in earnest money and the balance to be paid in cash at
closing.
2. The Debtor shall transfer to the Buyer the Property pursuant to
the Contract.
3. The Contract is scheduled to close within 90 days, or on or
before April 30, 2025. The entire text of the Contract should be
reviewed by anyone interested in the details of the Contract.
The Debtor asserts that it is in the best interest of the Debtor,
its estate and its creditors to sell the Property as soon as
possible. Sale of the Property will provide the Buyer with funds to
pay creditors, will allow the Debtor to reduce debt, and will
enable the Debtor to sell its main asset, providing a benefit to
the estate, for fair market value.
About Alpine Hospitality, Inc.
Alpine Hospitality, Inc. is a Colorado corporation and operates the
Ramada by Wyndham Denver International Airport located at 6210 N.
Tower Road, Denver, Colorado 80246.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Colo. Case No. 24-14064) on July
19, 2024, listing $1 million to $10 million in both assets and
liabilities. The petition was signed by Wanda Bertoia as
president.
Judge Joseph G. Rosania Jr. presides over the case.
The Debtor tapped Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey
Riley, PC as counsel and Ryu Inc. as accountant.
AMERGENT HOSPITALITY: Boudreaux's Cajun Kitchen Sale to Polk OK'd
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, has granted Amergent Hospitality Group Inc. to sell
its Boudreaux’s Cajun Kitchen brand and
associated restaurants for $150,000.
The Court determined that the Debtors have demonstrated a
sufficient basis and compelling circumstances requiring them to
enter into the Agreement and sell the Acquired Assets.
The Court held that the Debtors and their professionals marketed
the Acquired Assets and conducted the marketing and sale process as
set forth in the Motion and in accordance with the Bidding
Procedures Order.
The Court acknowledged the declaration of Harold Polk as the
Successful Bidder pursuant to the Asset Purchase Agreement and as a
Back-Up Bid on the West Loop location.
The Court recognized that the agreement and the transactions
contemplated have been negotiated by the Debtors and the Purchaser
in good faith, at arm's length and without collusion.
The Court has authorized the Debtors to sell and assign the
Acquired Assets free and clear of all Liens.
About Amergent Hospitality Group Inc.
Amergent Hospitality Group Inc. operates a fast food restaurant
concept.
Amergent Hospitality Group Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-42483) on
July 18, 2024. In the petition filed by Mike Pruitt, as president,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
Judge Mark X Mullin presides over the case.
The Debtor is represented by Richard Grant, Esq. at Culhane, PLLC.
AMERGENT HOSPITALITY: Court OKs Little Big Burger Sale to Randy LLC
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, has granted Amergent Hospitality Group Inc. to sell
Little Big Burger brand and associated restaurants.
The Court has authorized the Debtor to sell the Assets as an
appropriate exercise of the Debtor's business judgment and in the
best interests of the Debtors, their estates, and their creditors.
The Court has determined that the Debtors and their professionals
marketed the Acquired Assets and conducted the marketing and sale
process as set forth in the Motion and in accordance with the
Bidding Procedures Order.
The Court approved Randy LLC as the Successful Bidder for the
Little Big Burger Brand Assets with the highest or otherwise best
Bid for the purchase price of $1,000,000 in aggregate
consideration plus the assumption of certain Assumed Liabilities.
The court also recognized the Back-Up Bid made by Old Spaghetti
Factory, Inc. in the amount of $995,000.
The Court ordered that in the event that Randy LLC fails to close
on or prior to January 31, 2025, the Debtor may proceed with
closing of the sale to Old Spaghetti as Backup Bidder pursuant to
the Back-Up Bid and associated agreement.
The Court authorized the Debtor to sell and assign the Acquired
Assets free and clear of all liens.
About Amergent Hospitality Group
Amergent Hospitality Group Inc. operates a fast food restaurant
concept.
Amergent Hospitality Group Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-42483) on
July 18, 2024. In the petition filed by Mike Pruitt, as president,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
Judge Mark X Mullin presides over the case.
The Debtor is represented by Richard Grant, Esq. at Culhane, PLLC.
ANGIE'S TRANSPORTATION: Hires Summers Compton Wells LLC as Counsel
------------------------------------------------------------------
Angie's Transportation, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Eastern District of Missouri to
employ Summers Compton Wells LLC as counsel.
The firm's services include:
a. advising the Debtors with respect to its rights, powers and
duties in this Chapter 11 case;
b. assisting and advising the Debtors in their consultations
with any appointed committee relative to the administration of this
Chapter 11 case;
c. assisting the Debtors in analyzing the claims of creditors
and negotiating with such creditors;
d. assisting the Debtors with investigation of the assets,
liabilities, and financial condition of the Debtor and reorganizing
the Debtors' businesses in order to maximize the value of Debtors'
assets for the benefit of all creditors;
e. advising the Debtors in connection with sale of assets or
the business;
f. assisting the Debtors in their analysis of and any
negotiation with any appointed committee or any third-party
concerning matters related to, among other things, the terms of a
plan of reorganization;
g. assisting and advising the Debtors with respect to any
communication with the general creditor body regarding significant
matters in the case;
h. commencing and prosecuting necessary and appropriate
actions and/or proceedings on behalf of the Debtors;
i. reviewing, analyzing, or preparing, on behalf of the
Debtors, all necessary applications, motions, answers, orders,
reports, schedules, pleadings, and other documents;
j. representing the Debtors at all hearings and other
proceedings;
k. conferring with other professional advisors retained by the
Debtors in providing advice to the Debtors;
l. performing all other necessary legal services in this case
as may by requested by the Debtors in this Chapter 11 case; and
m. assisting and advising the Debtors regarding pending
litigation matters in which the Debtors may be involved, including
continued prosecution or defense of actions and/or negotiations on
the Debtors' behalf.
The firm will be paid at these hourly rates:
Principals $400 - $500
Of Counsel/Associates $325 - $340
Paralegals $175 - $225
Law Clerks $150 - $180
As disclosed in the court filings, Summers Compton Wells is a
"disinterested person" as that phrase is defined in Section 101(14)
of the Bankruptcy Code, as modified by Section 1107(b) of the
Bankruptcy Code.
The firm can be reached through:
Andrew R. Magdy, Esq.
SUMMERS COMPTON WELLS, LLC
903 S. Lindbergh Blvd., #200
St. Louis, MO 63131
Tel: (314) 991-4999
Email: amagdy@summerscomptonwells.com
About Angie's Transportation, LLC
Angie's Transportation LLC is a trucking company in St. Louis,
Missouri.
Angie's Transportation LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Miss. Case No. 24-44594) on
December 16, 2024. In the petition filed by Angelina Twardawa, as
manager, the Debtor reports estimated assets between $1 million and
$10 million and estimated liabilities between $500,000 and $1
million.
Honorable Bankruptcy Judge Bonnie L. Clair handles the case.
The Debtor is represented by Andrew Magdy, Esq., at SCHMIDT BASCH,
LLC.
ANTHONY LEVANDOWSKI: Uber Payment Constitutes Taxable Gross Income
------------------------------------------------------------------
Judge Hannah L. Blumenstiel of the United States Bankruptcy Court
for the Northern District of California concluded that a payment
made by Uber Technologies, Inc. to Google LLC pursuant to a
settlement between Debtor Anthony Scott Levandowski, Uber, and
Google constitutes taxable gross income to Mr. Levandowski.
This case comes before the Bankruptcy Court following entry of an
Opinion Reversing and Remanding Tax Order; Affirming in Part and
Remanding in Part Confirmation Order by the United States District
Court for the Northern District of California. The District Court
Order vacated and remanded the Bankruptcy Court's order of May 2,
2022, which concluded that the Uber Main Payment did not constitute
taxable gross income to Mr. Levandowski.
Mr. Levandowski is an engineer who was employed by Google between
2007 – January 27, 2016. In approximately 2009, Mr. Levandowski
helped found Google's autonomous vehicle project and was in charge
of an engineering team that developed LiDAR laser technology, which
was the technological backbone of that project.
The contracts governing Mr. Levandowski's employment by Google
included provisions prohibiting him from engaging in activities
that conflicted with his obligations to Google or that competed
with Google and from soliciting or recruiting Google employees
within a certain period of time following any termination of his
relationship with Google. These contracts also required Mr.
Levandowski to maintain Google's confidential information (such as
trade secrets and intellectual property) in the strictest
confidence. And he agreed in writing to abide by Google's Code of
Conduct, which addressed conflicts of interest and protection of
confidential information.
While employed by Google, and notwithstanding the foregoing
promises, Mr. Levandowski formed companies that utilized Google's
confidential information for the purpose of competing with Google
in the autonomous vehicle industry, all without telling Google. One
such company was Ottomotto LLC.
In Fall 2015, Mr. Levandowski began serious, secret negotiations
with Uber aimed at forming a major partnership between Uber and
Otto. Ultimately, this transaction morphed into Uber's acquisition
of Otto, which took place in mid-2016. During this period, Mr.
Levandowski also began soliciting Google employees to leave Google
and join Otto, again without informing Google.
Mr. Levandowski resigned from Google on Jan. 27, 2016. On April 11,
2016, Uber finalized its agreement to acquire Otto and entered into
an indemnification agreement with Mr. Levandowski and other
employees who left Google to join Otto. While employed by Google,
Mr. Levandowski received salary and bonuses totaling approximately
$134,000,000.
Approximately two months after Uber publicly announced its
acquisition of Otto, Google commenced the Google Arbitration.
Google alleged that Mr. Levandowski had breached his fiduciary
duties to Google (including his duty of loyalty), had breached his
contracts with Google, and had violated California's Unfair
Competition Law.
The Google Arbitration concluded with entry of the Corrected Final
Award in favor of Google and against Mr. Levandowski. On March 4,
2020, the San Francisco Superior Court confirmed the Corrected
Final Award and entered a judgment against Mr. Levandowski totaling
$179,047,998.64. Just hours later, Mr. Levandowski filed a
voluntary petition under Chapter 11.
Approximately four months after filing this case, Mr. Levandowski
sued Uber in the Bankruptcy Court arguing, among other things, that
Uber should pay the Google Judgment pursuant to the Indemnification
Agreement. The Bankruptcy Court permitted Google to intervene in
the AVP.
On the eve of trial in the AVP, the parties settled. The Settlement
Agreement provided for a payment from Uber to Mr. Levandowski
totaling $2,000,000 to fund the Plan, as well as for the Uber Main
Payment, which was substantially larger. Mr. Levandowski moved for
approval of the settlement on Feb. 10, 2022.
On April 21, 2022, the Bankruptcy Court convened hearings on the
9019 Motion and the Tax Motion and also considered final approval
of Mr. Levandowski's disclosures and confirmation of the Plan.
During the April 21, 2022 hearing, the Bankruptcy Court issued an
oral ruling on the Tax Motion, concluding that the Uber Main
Payment did not constitute taxable gross income to Mr. Levandowski
because it was akin to insurance. On May 2, 2022, the Bankruptcy
Court entered the Tax Order, an order approving the 9019 Motion,
and the Confirmation Order.
The United States Internal Revenue Code defines "gross income" as
"all income from whatever source derived."
Mr. Levandowski argues that Supreme Court of the United States has
defined income for tax purposes as "accession to wealth, clearly
realized, and over which the owner has complete dominion," citing
Comm'r v. Glenshaw Glass Co., 348 U.S. 426, 429 (1955) and Getty v.
Comm'r, 913 F.2d 1486, 1490 (9th Cir. 1990). According to Mr.
Levandowski, the Uber Main Payment did not represent any accession
to wealth for him, and he never had dominion over it, given that it
was a payment made by Uber directly to Google.
The United States Internal Revenue Service and the California
Franchise Tax Board urge the Bankruptcy Court to disregard the
definition Mr. Levandowski draws from Glenshaw Glass and Getty and
to focus on the fact that the Uber Main Payment (partially)
satisfied a debt Mr. Levandowski owed to Google, namely, the Google
Judgment. According to the IRS and FTB, discharge of indebtedness
constitutes gross income. The Court agrees with the IRS and FTB.
Mr. Levandowski also argues that the Uber Main Payment is analogous
to the types of insurance expressly excluded from gross income
under IRC Sec. 61(b): accident insurance, health insurance, and
insurance payments in connection with damage and destruction of a
principal residence. He insists that, under authority pertinent to
these allegedly comparable forms of insurance, insurance payments
intended to replace lost profits are taxable, while those intended
to replace capital are not. According to Mr. Levandowski, the Uber
Main Payment was intended to repay Google for salary, benefits, and
bonuses it paid to Mr. Levandowski and that the Corrected Final
Award ordered him to disgorge, which means that the Uber Main
Payment more closely resembles a recovery of capital rather than
recovery of lost profits.
The Bankruptcy Court finds and concludes that Uber made the Uber
Main Payment pursuant to the Settlement Agreement and not pursuant
to the Indemnification Agreement, which dooms any effort to
analogize this situation to an insurance context. But beyond that,
Mr. Levandowski's examples offer no fair comparison, as they all
involve situations in which the taxpayer received the insurance
payment. Judge Blumenstiel says the Uber Main Payment went directly
to Google, and Mr. Levandowski suffered no loss. He retained the
benefit of the salary and bonuses he wrongfully obtained from
Google. His analogy simply does not work.
The weight of authority supporting the conclusion that the Uber
Main Payment constituted gross income from the discharge of debt,
as argued by the FTB and IRS, overwhelms Mr. Levandowski's
arguments.
The Bankruptcy Court further finds and concludes that the Uber Main
Payment is not excludable from gross income as analogous to
nontaxable insurance; that the "Tax Benefit Rule" does not render
the Uber Main Payment nontaxable; that the Uber Main Payment was
not a nontaxable Working Condition Fringe; and that the Uber Main
Payment was not a deductible reimbursement for Mr. Levandowski's
services on Uber's behalf.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=NTJLUG from PacerMonitor.com.
About Anthony Scott Levandowski
Anthony Scott Levandowski filed for bankruptcy under
Chapter 11 on March 4, 2020 (Bankr. N.D. Cal. Case No. 20-30242).
Mr. Levandowski is represented by Tobias Keller, Esq.
APOLLO BIDCO: S&P Assigns 'B-' ICR, Outlook Positive
----------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to Apollo
BidCo Inc. (d/b/a Lakeview Farms). The outlook is positive.
S&P said, "In addition, we assigned our 'B' issue-level rating to
the company's proposed first-lien credit facility with a '2'
recovery rating (70%-90%, rounded estimate 75%) and our 'CCC'
issue-level rating to the proposed second-lien term loan with a '6'
recovery rating (0% rounded estimate).
"The positive outlook reflects our expectation that Lakeview Farms'
leverage will improve quickly to the mid-6x area by the end of 2025
after generating approximately $25 million of free operating cash
flow (FOCF) this year, achieving planned manufacturing conversion
synergies at recently acquired Raymundo and lowering overhead costs
at Noosa."
Lakeview Farms recently announced the acquisition of specialty
yogurt company Noosa Holdings from Campbells Inc.
In conjunction with the acquisition, the company plans to raise a
five-year $75 million first-lien revolving credit facility, a $500
million first-lien term loan, a $175 million second-lien term loan,
and a seven $75 million first-lien delayed-draw term loan (assumed
undrawn at transaction close).
The 'B-' rating and positive outlook reflect the company's high
leverage because of debt-funded acquisitions that should quickly
decline over the next year. Lakeview Farms' S&P Global
Ratings-adjusted pro forma leverage for this transaction is
approximately 8x. This very high leverage is the result of three
acquisitions over the past two years. The company acquired Fresh
Cravings, which is a refrigerated salsa and hummus brand. It
followed with the acquisition of Raymundo's, which is a
manufacturer of refrigerated desserts. The company is now closing
on Noosa, an "Aussie-style” branded yogurt categorized as more
indulgent than traditional or Greek styles. These acquisitions are
core to management's strategy of increasing its scale and market
share in perimeter-of-the store refrigerated categories at food
retailers. As such, deleveraging is expected from a combination of
economies of scale and higher manufacturing conversion margins by
transitioning manufacturing in-house. The company has a short but
nonetheless successful track record executing this strategy.
Therefore, we believe the company will be able to reduce leverage
to 6.5x 2025.
Brand recognition is still developing into larger nationally known
household names and the product portfolio spans several niche
categories. Lakeview Farms participates in the competitive and
fragmented refrigerated category of the prepared food sector with
some recognizable, albeit still small, brand names in the sauces
and dips category. Although the addition of Noosa as a leading
niche brand in the indulgent yogurt category results in a modest
improvement in product diversification and brand recognition, the
company's small scale and category concentration weigh on its
competitive position.
Integration synergies are a near-term opportunity, yet present
execution risk. S&P believes the company's operating execution and
growth strategy that aims to leverage its refrigerated warehouse
network as a cost advantage in fast-growing product categories
offsets its niche presence because successful execution should
result in margin accretion and deleveraging over the next year. The
company operates five manufacturing facilities across the U.S. that
provides it with national reach. S&P said, "We estimate the
company's average capacity utilization is approximately 70%, so we
project future growth will be margin accretive as the company
benefits from economies of scale by shifting Fresh Cravings' and
Raymundo's manufacturing volumes to its facilities away from
existing lower margin co-manufacturing arrangements. Although Noosa
does not present margin expansion opportunities from manufacturing
conversion as it will continue to operate its existing facility,
cost synergies from reduced overhead for that acquisition exist. We
estimate the company will generate EBITDA margins closer to 13%
from sub-10% as it executes this strategy, but several more
quarters are required for execution prior to reflecting its
strategy and operating performance in a possibly higher rating."
Product recall is a risk for the company. As a participant in the
refrigerated products where spoilage can occur more frequently than
with shelf-stable packaged categories, the company's recall risk is
elevated. So far, it has a track record of effectively mitigating
recall risks. There have been three recalls over the company's
operating history, one related to packing and labeling and two
related to product quality at suppliers. The magnitude of the
recalls was not material. Estimated costs of its most recent recall
in the second quarter of 2024 totaled approximately $0.5 million
with no customer impact or issues. The company also has product
recall insurance coverage of up to $35 million. Still, given the
company's modest size, unanticipated recalls could be more costly
and materially weaken credit measures.
S&P said, "As a sponsor owned company committed to growing through
additional acquisitions, we believe the company will remain highly
leveraged. Lakeview Farms' business strategy to acquire brands and
build out a platform in the refrigerated section of grocery stores
supports our opinion that leverage would likely remain elevated
above 6x as it executes this strategy. The positive outlook
reflects our expectation that the company will remain cash flow
positive despite elevated capital expenditures over the next six
months to the extent it achieves its targeted synergies from
converting the manufacturing volumes of its past two acquisitions
into its own plant network." Executing this integration without any
delays or cost overruns should enable leverage to improve below 7x
and possibly support an upgrade.
S&P said, "The positive outlook reflects our expectation that
Lakeview Farms' leverage will improve quickly to the mid-6x area by
the end of 2025 after achieving planned manufacturing conversion
synergies at recently acquired Raymundo and lower overhead costs at
Noosa. In addition, we expect the company will remain on budget
with its capital investments and integration costs and generate
approximately $25 million of FOCF this year."
S&P could revise its outlook to stable if the company's leverage
does not improve to below 7x in 2025. This could occur if:
-- The company exhibits a more aggressive financial policy, and
undertakes debt-funded acquisitions such that leverage is sustained
above 7x; or
-- Operating performance is weaker than our expectations from
higher-than-expected integration costs; or
-- The company's capital expenditures exceed budget and keep FOCF
from remaining positive.
S&P could raise its ratings if the company's leverage is sustained
below 7x, which could occur if:
-- The company successfully integrates its Raymundo and Noosa
acquisitions, and achieves its planned synergies; and
-- It operates within a financial policy framework where it does
not undertake further debt-funded acquisitions until leverage is
sustained below 7x.
ARC ONE PROTECTIVE: Court OKs Cash Collateral Use Until March 11
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, extended Arc One Protective Services, LLC's
authority to use cash collateral from Jan. 14 to March 11.
The order authorized the company to use its secured creditors' cash
collateral to pay the operational expenses set forth in its budget,
which projects total expenses of $35,390 for January, February and
March.
As protection, secured creditors were granted a post-petition lien
on the cash collateral to the same extent and with the same
validity and priority as their pre-bankruptcy lien.
In addition, Arc was ordered to maintain insurance coverage in
accordance with existing loan and security documents.
The next hearing is scheduled for March 11.
About Arc One Protective Services
Arc One Protective Services, LLC is a full-service security
practitioners' company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02191) on May 1,
2024, listing up to $1 million in both assets and liabilities.
Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla.,
serves as Subchapter V trustee.
Judge Grace E. Robson oversees the case.
The Debtor is represented by:
Jeffrey Ainsworth, Esq.
Bransonlaw, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
ASCEND LEARNING: Moody's Affirms 'B3' CFR Following Refinancing
---------------------------------------------------------------
Moody's Ratings affirmed Ascend Learning, LLC's B3 Corporate Family
Rating, B3-PD Probability of Default Rating and the Caa2 rating on
the senior secured second lien term loan due 2029. At the same
time, Moody's assigned B3 ratings on the company's proposed senior
secured first lien bank credit facilities. The first lien
facilities consist of a $216.9 million revolver expiring in 2028
and a $2.345 billion upsized and repriced term loan due 2028. The
B2 ratings on the existing senior secured first lien revolver and
term loan are unchanged and will be withdrawn at close of the
transaction. The outlook remains stable.
The rating action follows Ascend Learning's announcement that it
will reprice and upsize its existing first lien term loan ($1,949
million outstanding as of September 30, 2024) by $400 million and
use the incremental proceeds to repay a portion of the $755 million
existing second lien term loan due in 2029. Additionally, the
company is extending the maturity of its $216.9 million revolver by
21 months to September 2028. Moody's view the proposed leverage
neutral transaction as credit positive due to interest expense
savings that will improve free cash flow generation.
The affirmation of Ascend Learning's B3 CFR reflects the
transaction's leverage neutral impact. The reduction in cash
interest will provide additional cash flow, which will support the
company's financial flexibility. The company expects the
transactions to provide incremental annual interest cost savings of
about $23 million that should enhance the EBITA-to-interest expense
coverage ratio to 1.7x from 1.5x prior to the transaction as of the
last 12 months ending September 30, 2024. Additionally, Ascend
Learning's cash tax payments are expected to increase over the next
several years. The company's strong cash flow generation ensures it
is well-positioned to cover these higher payments.
The B3 ratings on the first lien credit facility is one notch lower
than the B2 ratings on the existing senior secured revolver and
term loan due to a substantial reduction in Ascend Learning's
second lien debt, which diminishes the loss-absorbing buffer to the
first lien credit facility. As a result, the increase in the loss
given default (LGD) on the first lien debt leads to lower
instrument ratings since the CFR is not changing.
A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee.
RATINGS RATIONALE
Ascend Learning's B3 CFR reflects the company's high financial
leverage in a seasonal business closely tied to the academic
calendar, intense competition and cyclicality related to enrollment
trends.
The company's debt-to-EBITDA leverage remains very high at 8.5x (on
a Moody's adjusted basis, excluding media development costs) for
the last 12 months ending September 30, 2024, which Moody's
consider elevated given the business seasonality and Ascend
Learning's operating profile. The elevated leverage increases
vulnerability to cost pressures that could weaken earnings
including rising wages and increased competition. Moody's
anticipate that Ascend Learning will remain committed to
deleveraging over the next year through earnings growth, and there
is potential for leverage to decline below 7x by 2026. Moody's
nevertheless believe event risk related to debt-financed
acquisitions and shareholder distributions may result in
transactions that keep leverage elevated. The rating also reflects
the company's modest scale as measured by revenue and high
competition in the educational services market, including from
larger companies and open educational resources.
Ascend Learning's credit profile is supported by its
well-established brands, strong market position in the healthcare
test preparation market, relationships with diverse institutional
clients, proprietary content, including subscription-like revenue
streams and broad range of product offerings. The company's
favorable track record of good earnings growth provides an ability
to de-lever rapidly. Ascend Learning's very good liquidity is
supported by a substantial cash balance of $169 million as of
September 30, 2024, and Moody's expectations for annual free cash
flow in the range of $50 to $55 million over the next two years,
with Moody's adjusted free cash flow-to-debt approaching a
mid-single digit percentage by 2026.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects Moody's expectations that Ascend
Learning will be able to reduce debt-to-EBITDA leverage below 8x by
2025 through strong earnings growth and maintain very good
liquidity including generating free cash flow in the $50 to $55
million range over the next 12 months. Additionally, the stable
outlook reflects Moody's expectation that the company may
periodically pursue debt-financed acquisitions and shareholder
distributions that will keep leverage elevated.
The ratings could be upgraded if the company delivers sustained
organic revenue and earnings growth, with Moody's adjusted
debt-to-EBITDA leverage sustained below 7x (after deducting media
development costs) and free cash flow-to-debt is sustained above
5%. An upgrade would also require confidence that the company's
financial policies will support credit metrics sustained at the
aforementioned levels.
The ratings could be downgraded if operating performance weakens
through factors such as declining utilization, pricing pressure or
cost increases. EBITA-to-interest expense less than 1.25x, a
deterioration in liquidity, or a decline in free cash flow could
also lead to a downgrade.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Ascend Learning, LLC is a provider of online educational content,
software and analytics focused on the healthcare, fitness &
wellness, and safety & security market segments, as well as other
licensure-driven professions. The company was acquired by private
equity sponsors Blackstone Group and CPP Investments in a leveraged
buyout transaction July 2017. For the last 12 months ending
September 30, 2024, Ascend Learning generated revenue of
approximately $775 million.
ASCENSUS GROUP: $525MM Loan Add-on No Impact on Moody's 'B3' CFR
----------------------------------------------------------------
Moody's Ratings said all ratings for Ascensus Group Holdings, Inc.
including its B3 Corporate Family Rating, B3-PD Probability of
Default Rating, as well as the B3 rating for the first lien credit
facilities (revolver and term loan) remain unchanged following the
proposed incremental $525 million add-on to its first lien term
loan due 2028. The stable outlook also remains unchanged.
Proceeds from the add-on are expected to be used to fund a
shareholder distribution. Ascensus is owned by private equity firm
Stone Point Capital and GIC (Singapore's sovereign wealth fund).
The increase in debt to fund a shareholder distribution is credit
negative because it will increase financial leverage and cash
interest expense while weakening free cash flow generation. The
company expects the add-on will be fungible with the existing first
lien term loan.
The add-on nevertheless has no impact on Ascensus's B3 CFR because
Moody's anticipate the company's credit metrics as well as free
cash flow generation will remain within Moody's expectation for the
B3 rating category. Pro forma for the $525 million incremental
debt, Moody's adjusted debt-to-EBITDA is over 7.5x of year-end 2024
(Moody's adjusted, only including EBITDA add-backs that Moody's
consider one-time in nature). The company's own leverage
calculation is roughly 5.9x pro forma for the incremental debt.
Moody's expect leverage will decline through earnings growth and
cost savings from its business optimization initiative to below 7x
over the next 12 to 18 months. Additionally, Moody's expect
Ascensus to maintain good liquidity over the next 12 months. The
company has roughly $123 million of cash on balance sheet. Pro
forma for the incremental interest expense, Moody's expect the
company will be able to generate positive free cash flow exceeding
$40 million over the next year, which will provide sufficient
coverage for the approximately $28 million of mandatory first-lien
term loan amortization. Liquidity is also provided by full
availability under the company's $175 million revolver expiring in
August 2027.
RATINGS RATIONALE
Ascensus's B3 CFR reflects the company's high leverage due to
aggressive financial policies and ownership concentration within
the private equity sponsor. Ascensus has moderate revenue
concentration among its top customers, which include state 529
college savings plans, institutional clients, and channel partners.
The company's reliance on channel partners for new plan sales
heightens the risk that losing these relationships could adversely
impact its operating performance. However, the rating is supported
by its well-established and scalable position in the market for
retirement plans and government savings plans (state 529 college
savings plans and state-facilitated retirement plans), which
supports Moody's expectation for positive organic revenue growth
trends, good profit margins, and long-standing customer
relationships with high retention rates. The company's account fees
and long-term contracts provide a degree of revenue visibility and
stability. A general trend of increasing regulatory compliance and
disclosure requirements for retirement asset administration also
supports the growing demand for the company's services.
Ascensus is a service provider primarily focused on record-keeping
and administration for retirement plans and college savings
programs in the United States. The company is controlled by
affiliates of financial sponsor Stone Point Capital and GIC
(Singapore's sovereign wealth fund). Revenue for FY2024 was roughly
$1.2 billion.
ATARA BIOTHERAPEUTICS: Reveals Plans to Reduce Workforce by 50%
---------------------------------------------------------------
Atara Biotherapeutics, Inc., filed a Form 8-K with the Securities
and Exchange Commission to disclose plans for a workforce reduction
that will affect approximately 50% of its current employees. The
Company expects to substantially complete the workforce reduction
by June 2025 and to recognize approximately $7.5 million for
severance and related benefits for employees laid off under the
reduction in force. These charges are primarily one-time
termination benefits and are primarily cash charges. The Company
may also incur other charges or cash expenditures not currently
contemplated due to events that may occur as a result of, or
associated with, the workforce reduction.
About Atara Biotherapeutics
Atara Biotherapeutics -- atarabio.com -- is a biotechnology company
focused on developing off-the-shelf cell therapies that harness the
power of the immune system to treat difficult-to-treat cancers and
autoimmune conditions. With cutting-edge science and
differentiated approach, Atara is the first company in the world to
receive regulatory approval of an allogeneic T-cell immunotherapy.
The Company's advanced and versatile T-cell platform does not
require T-cell receptor or HLA gene editing and forms the basis of
a diverse portfolio of investigational therapies that target EBV,
the root cause of certain diseases, in addition to next-generation
AlloCAR-Ts designed for best-in-class opportunities across a broad
range of hematological malignancies and B-cell driven autoimmune
diseases. Atara is headquartered in Southern California.
Headquartered in San Francisco, California, Deloitte & Touche LLP,
the Company's auditor since 2013, issued a "going goncern"
qualification in its report dated March 28, 2024. The report
highlights that the Company's recurring losses from operations
raises substantial doubt about its ability to continue as a going
concern.
Atara posted a net loss of $276.13 million for the year ended Dec.
31, 2023, following a net loss of $228.30 million for the year
ended Dec. 31, 2022. As of Sept. 30, 2024, the Company had $142.71
million in total assets, $233.25 million in total liabilities, and
a total stockholders' deficit of $90.54 million.
The Company has incurred operating losses since inception and it
expects that existing cash, cash equivalents and short-term
investments as of Sept. 30, 2024, will not be sufficient to fund
its planned operations for at least 12 months from Nov. 12, 2024,
the date of issuance of its condensed consolidated financial
statements contained in its Quarterly Report for the period ended
Sept. 30, 2024.
ATLANTIC GOLF: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Atlantic Golf Management Corporation
489 Forest Hills Parkway
Bayville, NJ 08721
Business Description: The Debtor is primarily involved in the
operation of golf courses, open to the
general public on a contract or fee basis.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 25-10975
Debtor's Counsel: Valerie Palma DeLuisi, Esq.
LAW OFFICES OF NICHOLAS J. PALMA, ESQ. P.C.
1425 Broad Street
Clifton, NJ 07013
Tel: 973-471-1121
Email: vpd@palmalawfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harry Leonard as president.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/6LWSPGY/Atlantic_Golf_Management_Corporation__njbke-25-10975__0001.0.pdf?mcid=tGE4TAMA
AURORA MEDICAL: Plan Filing Deadline Extended to April 10
---------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle
District of Florida extended Aurora Medical Group Corp.'s period
period to file disclosure statement and chapter 11 plan of
reorganization, and enlarge the exclusivity period to file a plan
of reorganization to April 10, 2025.
As shared by Troubled Company Reporter, the Debtor, with Court
approval, entered into an agreement with debt collection agency,
Advantage Collection Professionals ("ACP"), for analysis and
pursuit of its extensive accounts receivables.
The Debtor has rented its surgical suite throughout the month of
December, generating $10,000.00 of cash flow. Additionally, the
Debtor has increased its marketing efforts and is beginning to see
the fruits of those efforts in new client referrals and services
provided.
The Debtor explains that the extension of the deadline will allow
the company ample time to secure a written, long-term, rental
agreement for its surgical suite, and will provide sufficient time
for Debtor's continued marketing efforts to effectuate a ramp up of
new client registration and performance of services. Both of these
alternative income strategies are critical to the formulation of
Debtor's Plan.
Aurora Medical Group Corp., is represented by:
Chad Van Horn, Esq.
Courtney Milam, Esq.
Van Horn Law Group, P.A.
500 NE 4th Street #200
Fort Lauderdale, FL 33301
Telephone: (954) 765-3166
Facsimile: (954) 756-7103
Email: Chad@cvhlawgroup.com
About Aurora Medical Group
Aurora Medical Group Corp. is a medical group that offers cosmetic
surgery including liposuction, J plasma renuvion, abdominoplasty,
brachioplasty, radiesse, fat transfer, vaginal rejuvenation, botox,
fillers, laser hair removal, facials, among other services.
Aurora Medical Group Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03353) on June
13, 2024. In the petition signed by Anisley Lanza Diaz, president,
the Debtor disclosed total assets of $2,348,816 and total
liabilities of $1,308,359.
Judge Roberta A. Colton oversees the case.
Chad Van Horn, Esq., at Van Horn Law Group, P.A., serves as the
Debtor's counsel.
AUTO GLASS: Gets Interim OK to Use SBA's Cash Collateral
--------------------------------------------------------
Auto Glass 2020, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Arizona to use cash
collateral.
Auto Glass 2020 requires the use of cash collateral to pay
operating expenses in accordance with its budget.
The U.S. Small Business Administration will be provided with
adequate protection in the form of a replacement lien on all
receivables and receipts generated post-petition, to the same
nature, extent and priority as its pre-bankruptcy lien.
In addition, the SBA will receive a monthly payment of $2,268.
The order will be effective for 90 days after Jan. 23 unless
extended and may become final if no objections are filed within 14
days.
About Auto Glass 2020
Auto Glass 2020, LLC is a windshield replacement and window tinting
company operating out of two locations located on the east and west
side of metropolitan Phoenix, Ariz.
Auto Glass 2020 sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00374) on January 16,
2025, listing up to $1 million in assets and up to $10 million in
liabilities. Kristy LeSueur, manager, signed the petition.
Judge Madeleine C. Wanslee oversees the case.
The Debtor is represented by:
Alan A. Meda, Esq.
Burch & Cracchiolo, P.A.
1850 N. Central Ave., Suite 1700
Phoenix, AZ 85004
Telephone: (602) 274-7611
Email: ameda@bcattorneys.com
BELLY RUBS: Jolene Wee of JW Infinity Named Subchapter V Trustee
----------------------------------------------------------------
The Acting U.S. Trustee for Region 4 appointed Jolene Wee of JW
Infinity Consulting, LLC as Subchapter V trustee for Belly Rubs Pet
Care, LLC.
Ms. Wee will be compensated at $640 per hour for work performed in
2025. In addition, the Subchapter V trustee will receive
reimbursement for work-related expenses incurred.
Ms. Wee declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jolene E. Wee
JW Infinity Consulting, LLC
447 Broadway 2nd Fl #502
New York, NY 10013
Telephone: (929) 502-7715
Facsimile: (646) 810-3989
Email: jwee@jw-infinity.com
About Belly Rubs Pet Care
Belly Rubs Pet Care, LLC provides pet care services from its
location at Junction Plaza, in Ashburn, Va.
Belly Rubs Pet Care sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 25-10145) on January 23,
2025, with between $50,000 and $100,000 in assets and between
$100,000 and $500,000 in liabilities.
Judge Brian F. Kenney oversees the case.
The Debtor is represented by:
James P Campbell, Esq.
Campbell Flannery, P.C.
1602 Village Market Boulevard #225
Leesburg, VA 20175
Telephone: (703) 771-8344
Facsimile: (703) 777-1485
Email: jcampbell@campbellflannery.com
BESTWALL LLC: Rejects Lawsuit to Restrict Bankruptcy Plan
---------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Georgia-Pacific's talc
liability unit, Bestwall LLC, contends that a lawsuit seeking to
restrict its ability to block future asbestos-related claims in
bankruptcy is premature and unwarranted.
Having spent over seven years in Chapter 11 working to resolve
thousands of product liability lawsuits from cancer patients,
Bestwall urged the U.S. Bankruptcy Court for the Western District
of North Carolina on Wednesday, January 29, 2025, to dismiss what
it considers "unripe" and "not well-founded" claims.
About Bestwall LLC
Bestwall LLC -- http://www.Bestwall.com/-- was created in an
internal corporate restructuring and now holds asbestos
liabilities. Bestwall's asbestos liabilities relate primarily to
joint systems products manufactured by Bestwall Gypsum Company, a
company acquired by Georgia-Pacific in 1965. The former Bestwall
Gypsum entity manufactured joint compounds containing small amounts
of chrysotile asbestos; the manufacture of these
asbestos-containing products ceased in 1977.
Bestwall's non-debtor subsidiary, GP Industrial Plasters LLC
("PlasterCo"), develops, manufactures, sells and distributes gypsum
plaster products, including gypsum floor underlayment, industrial
plaster, metal casting plaster, industrial tooling plaster, dental
plaster, medical plaster, arts and crafts plaster, pottery plaster
and general purpose plaster.
On Nov. 2, 2017, Bestwall sought Chapter 11 protection (Bankr.
W.D.N.C. Case No. 17-31795) in an effort to equitably and
permanently resolve all its current and future asbestos claims. The
Debtor estimated assets and debt of $500 million to $1 billion. It
has no funded indebtedness.
The Hon. Laura T. Beyer is the case judge.
The Debtor tapped Jones Day as bankruptcy counsel; Robinson,
Bradshaw & Hinson, P.A., as local counsel; Schachter Harris, LLP as
special litigation counsel for medicine science issues; King &
Spalding as special counsel for asbestos matters; and Bates White,
LLC, as asbestos consultants. Donlin Recano LLC is the claims and
noticing agent.
On Nov. 8, 2017, the U.S. bankruptcy administrator appointed an
official committee of asbestos claimants in the Debtor's case. The
committee retained Montgomery McCracken Walker & Rhoads, LLP as
legal counsel; and Hamilton Stephens Steele + Martin, PLLC and JD
Thompson Law as local counsel.
On Feb. 22, 2018, the court approved the appointment of Sander L.
Esserman as the future claimants' representative in the Debtor's
case. Mr. Esserman tapped Young Conaway Stargatt & Taylor, LLP, as
legal counsel; Hull & Chandler, P.A., as local counsel; Ankura
Consulting Group, LLC, as claims evaluation consultant; and FTI
Consulting, Inc., as financial advisor.
BLACKFORD ATM: Lender Agrees to Delay Bid for Bankruptcy Trustee
----------------------------------------------------------------
James Nani of Bloomberg Law reports that a distressed ATM network
operator received a last-minute reprieve, fending off a lender's
push for a bankruptcy trustee, which could have resulted in the
removal of its private equity controller.
Lender Silverview Credit Partners LP struck a deal with Blackford
ATM Ventures Fund D LLC to delay its request for a Chapter 7
trustee, contingent on the completion of several key actions, a
Silverview attorney told Judge Mary F. Walrath during a hearing in
the U.S. Bankruptcy Court for the District of Delaware, the report
relates.
About Blackford ATM Ventures
Blackford ATM Ventures is an ATM operator based in Pennsylvania.
Silverview Credit Partners LP sought involuntary Chapter 7 petition
against Blackford under the U.S. Bankruptcy Code (Bankr. D. Del.
Case No. 25-10112) on January 21, 2025.
Honorable Bankruptcy Judge Mary F. Walrath handles the case.
BMF INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: BMF, Inc.
Road 798, Km. 0.6
Rio Canas Ward
Caguas, PR 00725
Business Description: The Debtor is primarily involved in
the manufacturing of beverages.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 25-00356
Judge: Hon. Edward A Godoy
Debtor's Counsel: Hector Eduardo Pedrosa Luna, Esq.
THE LAW OFFICES OF HECTOR EDUARDO PEDROSA LUNA
P.O. Box 9023963
San Juan PR 00902-3963
Tel: 787-920-7983
Email: hectorpedrosa@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Andrew Bert Foti-Tallenger as CEO.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/VMZGS4Y/BMF_INC__prbke-25-00356__0001.0.pdf?mcid=tGE4TAMA
BONTERRA ENERGY: DBRS Gives Prov. B Issuer Rating, Trend Stable
---------------------------------------------------------------
DBRS Limited assigned an Issuer Rating of B with a Stable trend to
Bonterra Energy Corp. (Bonterra or the Company). Morningstar DBRS
also assigned a provisional credit rating of B with a Stable trend
to the Second Lien Notes based on Recovery Rating of RR4 to be
issued by Bonterra.
KEY CREDIT RATING CONSIDERATIONS
Bonterra's primary producing assets are in Pembina Cardium in
Alberta. The Company has access to adequate gathering and
processing infrastructure in its primary development area to
accommodate its moderate medium-term growth plans. For the
nine-month period ended September 2024, liquids accounted for
approximately 56% of the Company's production, the majority of
which is light oil that realizes higher prices/netbacks. Liquids
also accounted for approximately 62% of the Company's reserves for
YE2023, which should allow it to maintain a liquids-rich production
profile.
Bonterra's operations lack the benefit of scale, and consequently
its operating (including transportation) costs are relatively high
compared with its larger liquids-weighted peers. As a result of
continued inflationary pressure, Morningstar DBRS expects operating
costs to remain elevated through 2025. The Company has a modest
decline rate of approximately 25% as its production mix is
dominated by light oil. For 2023, Bonterra was able to replace 89%
of its proved reserves, with a proved reserve life index of 15.5
times (x). The Company's natural gas production is primarily linked
to the AECO pricing benchmark, with limited ability to directly
access the export markets. Morningstar DBRS notes that the Company
maintains hedging of approximately 30% of its production, which
provides a cushion in the low commodity price environment. The
Company's average commodity price realizations are also susceptible
to the West Texas Intermediate - Edmonton price differential for
crude oil. Bonterra had a decommissioning obligation of $123.1
million as of YE2023, the payments for which are expected to be
made between 2024 and 2058. For 2023, the Company's total
decommissioning expenditure was $9.1 million.
As a result of higher commodity prices, the Company generated a
material free cash flow (FCF; cash flow after capital expenditure
(capex) and dividends) surplus over the last three years. The
Company used the FCF surplus to reduce debt, and its financial risk
profile has improved substantially. Bonterra also ventured into the
Charlie Lake and Montney oil plays in 2024 and brought into
production four wells in Charlie Lake and two wells in Montney.
Morningstar DBRS views the Company's diversification as a positive
development for its business risk profile. This expansion reduces
its reliance on a single core area, while providing exposure to
higher-margin, liquid-rich opportunities with strong capital
efficiency. By broadening its asset base, Morningstar DBRS expects
the Company to enhance its operational resilience and mitigate the
impact of potential production or market disruptions in any one
region. Morningstar DBRS views the Company's financial policy as
conservative and expects its financial risk profile to remain
supportive of the credit ratings.
CREDIT RATING DRIVERS
A credit rating upgrade would require a material improvement in the
Company's size as measured by production. A material deterioration
in Bonterra's lease-adjusted debt-to-cash flow above 2.5x on a
sustained basis or a material deterioration in liquidity could
trigger a negative credit rating action.
EARNINGS OUTLOOK
Bonterra has budgeted average production in the range of 14,600
barrels of oil equivalent per day (boe/d) to 14,800 boe/d for 2025,
supported by ongoing development in its key assets including
Cardium, Charlie Lake, and Montney. The Company anticipates a
liquid weighting of approximately 52% to 54%, reflecting its focus
on higher-margin crude oil and natural gas liquids production.
While commodity price volatility remains a risk, Morningstar DBRS
expects Bonterra's hedging program, which includes fixed-price
contracts and collars for a portion of its output, to provide some
cash flow stability. Bonterra's strategic focus on improving
capital efficiencies, particularly in Charlie Lake and Montney,
along with disciplined cost management may position the Company to
sustain FCF despite potential market challenges. The Company,
however, remains exposed to downside risks from fluctuating natural
gas prices and transportation bottlenecks in Western Canada, which
could weigh on earnings if realized prices decline below
Morningstar DBRS' base-case price assumptions.
FINANCIAL OUTLOOK
Morningstar DBRS expects operating cash flow in 2025 to be modestly
lower than in 2024 because of the assumption of lower crude oil
prices. After factoring in the Company's budgeted capex of $65
million to $75 million, Morningstar DBRS expects Bonterra to
generate a modest FCF surplus in 2025. Morningstar DBRS expects
Bonterra to maintain its lease-adjusted debt-to-cash flow ratio
below 2.0x.
CREDIT RATING RATIONALE
The credit ratings are underpinned by Bonterra's (1) light
oil-weighted production mix; (2) relatively diversified asset base;
and (3) relatively strong financial risk profile, which, under
Morningstar DBRS' base-case commodity price assumption, provides an
uplift to the Issuer Rating. Bonterra's credit ratings are
constrained by its small scale of operations (average annual
production of 14,586 boe/d for Q3 2024) and relatively higher cost
structure.
Notes: All figures are in Canadian dollars unless otherwise noted.
BOSTON BOATWORKS: Seeks to Hire Hill View Partners as Broker
------------------------------------------------------------
Boston Boatworks LLC seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire Hill View Partners, LLC
to provide advisory services in connection with the proposed sale
of the Debtor's assets.
The firm's services include:
a. assisting the Debtor in identifying and evaluating
candidates for any potential Sale Transaction;
b. notifying and communicating with prospective purchasers
respecting the Sale Transaction;
c. advising the Debtor in connection with negotiations, and
aiding in the consummation of any such Sale Transaction; and
d. providing testimony, as necessary, with respect to matters
on which Hill View has been engaged to advise in any proceeding
before this Court.
Hill View will be paid the following fees:
-- Fixed Fee: The Debtor shall pay the Hill View a fixed fee in
the amount of $10,000.
-- Strategic Transaction Advisory Fee: To the extent that the
Debtor is acquired or otherwise sells a portion or percentage of
its ownership through any introduction, relationships, or otherwise
either made by Hill View or which otherwise arises or occurs during
Hill View's engagement, Hill View shall earn a fee calculated by
multiplying 5 percent by the Gross Amount of the transaction for
any transactions consummated.
As disclosed in the court filings, Hill View is a "disinterested
person" with respect to the Debtor, as that term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Arthur Petropoulos
Hill View Partners, LLC
220 South Main Street
Providence, RI 02903
Tel: (401) 569-9136
About Boston Boatworks LLC
Boston Boatworks LLC builds ocean-going yachts using composite
materials and cutting-edge manufacturing techniques. The company
also operates a service business offering boat storage,
maintenance, and improvement. For years prior to the Petition Date,
the Debtor built luxury yachts for other companies. In 2021, the
Debtor began designing its own line of luxury yachts.
Boston Boatworks LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 25-10071) on January 14,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Christopher J. Panos handles the case.
The Debtor is represented by D. Ethan Jeffery, Esq., at MURPHY &
KING, PROFESSIONAL CORPORATION, in Boston, Massachusetts.
BOWIE STATE UNIVERSITY: S&P Cuts 2020 Revenue Bond Rating to 'BB+'
------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB+' from
'BBB-' on Maryland Economic Development Corp.'s (MEDCO) series 2020
student housing revenue bonds, issued for Bowie State University's
(BSU) Entrepreneurship Living Learning Community (ELLC) project.
The outlook is stable.
S&P said, "The downgrade reflects our view of lower-than-expected
physical occupancy at ELLC in fall 2023 and fall 2024, resulting in
debt service coverage (DSC) of 1.05x in fiscal 2024, below
covenanted coverage of 1.2x. We expect the project will likely fail
to meet 1.2x coverage again in fiscal 2025, which is just the
project's fourth full year of operations."
"The rating reflects our view of the project's occupancy levels
below 90% in fall 2023 and fall 2024, with modest cushion above
high 85% breakeven occupancy," said S&P Global Ratings credit
analyst Travis Nauert.
S&P said, "The rating also reflects our view of low maximum annual
debt service (MADS) coverage of about 1.0x in fiscal 2024 per
management's calculations and expected DSC and MADS coverage below
1.2x covenanted levels again in fiscal 2025. DSC and MADS coverage
(S&P Global Ratings-calculated), which include subordinate
expenses, are lower at 0.97x and 0.89x, respectively, in fiscal
2024. Finally, the rating reflects our view of the project's fully
funded debt service reserve fund and a replacement fund of
$118,184, which we believe provides modest cushion if occupancy
does not improve.
"The negative outlook reflects our expectation that, over the
one-year outlook period, occupancy levels will remain fairly stable
but that DSC will likely fail to meet 1.2x covenanted coverage in
fiscal 2025."
BULA DEVELOPMENTS: Plaintiff Can't Rescind Post Judgment Lockout
----------------------------------------------------------------
In the case captioned as NATASHA MORA, Plaintiff, v. BLACK HORSE
CAPITAL INC., et al., Defendants, Case No.: 3:25-cv-00017-RBM-AHG
(S.D. Calif.), the Honorable Ruth Bermudez Montenegro of the United
States District Court for the Southern District of California
denied Plaintiff's Ex Parte Application to Rescind Post Judgment
Lockout against Defendants San Diego Sheriff's Department and
Sheriff Kelly A. Martinez. Plaintiff is ordered to show cause in
writing as to why this action should not be dismissed for lack of
subject matter jurisdiction by Jan. 31, 2025.
The Sheriff Defendants oppose the Ex Parte Application. Defendant
Black Horse Capital, Inc. also filed an opposition.
Plaintiff brings this action against Defendants Black Horse Capital
Inc., Bula Developments, Inc., Walter R. Dahl, the San Diego
Sheriff's Department, Sheriff Kelly A. Martinez, and Does 1–50.
She alleges this action relates to an unlawful detainer case
adjudicated in the Superior Court of California, County of San
Diego captioned Black Horse Capital Inc. v. Bula Developments Inc.,
Case Number: 24UD012825C. The State Court Action concerned the
property located at 6389 Castejon Drive, La Jolla, California
92037. Plaintiff alleges that she has held an enforceable lease for
the Property since January 2023.
On Dec. 16, 2024, Superior Court Judge Wendy M. Behan denied the
claims of the right of possession by Plaintiff, and an individual
named Cesar Mora, finding their claims invalid. Superior Court
Judge Behan ordered the Sheriff to proceed with enforcement of the
original writ of possession as deemed amended to include the
claimant occupants, Cesar and Plaintiff.
On Dec. 31, 2024, Plaintiff filed a Chapter 13 bankruptcy petition,
which provided an active automatic stay of the eviction. Plaintiff
claims that she informed the Sheriff Defendants of the automatic
stay, but they continued with their enforcement of the eviction.
Possession of the Property was restored to the landlord on Jan. 8,
2025.
On Jan. 6, 2025, Plaintiff filed her Complaint in this Court
asserting a single cause of action for violation of the Fourteenth
Amendment Due Process Clause. She alleges that the trial court by
refusing to permit Plaintiff to testify on her own behalf violated
her due process. On Jan. 9, 2025, Plaintiff filed the instant Ex
Parte Application, requesting this Court rescind, or direct the
Sheriff to rescind, its Restoration Notice served on Plaintiff on
Jan. 8, 2025, in connection with its enforcement of post judgment
lockout.
Rule 65(a)(1) permits the Court to issue a preliminary injunction
only on notice to the adverse party. The Sheriff Defendants and
Defendant BHC confirm they have not been properly served with the
Complaint. Nothing in the record indicates Plaintiff has made any
attempt to serve each Defendant with a copy of the Ex Parte
Application or the Complaint, and Defendants have not otherwise
appeared in this action to date.
Nor has Plaintiff complied with the procedural requirements for ex
parte applications mandated by the Local Rules and this Court's
Civil Chambers Rules. The Court finds the Complaint and the Ex
Parte Application lack any allegation as to why notice should not
be required for the mandatory injunction. Plaintiff's failure to
comply with the requirements of Civil Local Rule 83.3(g) is
sufficient justification to deny the Ex Parte Application, the
Court concludes.
The Court finds Plaintiff fails to meet her burden on the threshold
inquiry of likelihood of success on the merits and denies the Ex
Parte Application on that basis.
Having reviewed the Complaint's allegations, the Court has
reservations that it has subject matter jurisdiction over this
matter, including whether Plaintiff has standing under Article III.
Although Plaintiff asserts federal question jurisdiction based on
violations of the Fourteenth Amendment, the Fourteenth Amendment
does not itself provide for a private right of action. Plaintiffs
must also point to an appropriate statute that does, as this is not
a responsibility that the Court will assume.
Accordingly, Plaintiff is ordered to show cause in writing as to
why this action should not be dismissed for lack of subject matter
jurisdiction on or before Jan. 31, 2025. If Plaintiff fails to file
a timely response to the OSC, the Court will dismiss this action
for lack of subject matter jurisdiction without further notice.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=aq4Kwf from PacerMonitor.com.
BUS-TEV LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Bus-Tev, LLC
d/b/a Early Morning Seafood
529B Worthen Street
Bronx, NY 10474
Business Description: The Debtor is a merchant wholesaler of
grocery and related products.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 25-10195
Judge: Hon. Philip Bentley
Debtor's Counsel: Gary C. Fischoff, Esq.
BERGER, FISCHOFF, SHUMER, WEXLER & GOODMAN, LLP
6901 Jericho Turnpike
Suite 230
Syosset, NY 11791
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Eric Tevrow as managing member.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/DS44VJQ/Bus-Tev_LLC__nysbke-25-10195__0001.0.pdf?mcid=tGE4TAMA
BUTH-NA-BODHAIGE INC: PayPal Fined for Withholding Funds
--------------------------------------------------------
Angelica Serrano-Roman of Bloomberg Law reports that a U.S.
bankruptcy judge held PayPal Holdings, Inc., in civil contempt for
failing to transfer funds from a digital wallet to the trustee
overseeing the Body Shop's U.S. bankruptcy case.
On January 29, Judge David S. Jones of the U.S. Bankruptcy Court
for the Southern District of New York ordered PayPal to release
over $128,000 that was not transferred despite an October court
order requiring payment within five business days. The Chapter 7
trustee managing the liquidation of the cosmetics retailer's U.S.
operations had been requesting the funds since last April 2024, the
report said.
About Buth-Na-Bodhaige Inc.
Buth-Na-Bodhaige Inc., aka The Body Shop, manufactures and retails
cosmetics products. The Company offers bath, body care, skin care,
make-up, hair care, and fragrance products. The Body Shop operates
globally. [BN]
Buth-Na-Bodhaige Inc. sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10392) on March 8,
2024.
Honorable Bankruptcy Judge
The Debtor is represented by Jennifer Feldsher, Esq., at Morgan
Lewis & Bockius LLP, in Houston, Texas.
CADUCEUS PHYSICIANS: Seeks to Extend Plan Exclusivity to April 25
-----------------------------------------------------------------
Caduceus Physicians Medical Group, a Professional Medical
Corporation d/b/a Caduceus Medical Group, and Caduceus Medical
Services, LLC, asked the U.S. Bankruptcy Court for the Central
District of California to extend their exclusivity periods to file
a plan of reorganization and obtain acceptance thereof to April 25
and March 30, 2025, respectively.
The Debtors explain that their request for an extension of the
exclusivity periods for the filing of a plan and the solicitation
of acceptances to such plan satisfies the general principles
established by courts as guideposts for demonstrating “cause”
within the meaning of Section 1121(d). First, Debtors have made
good faith progress in moving toward reorganization.
Moreover, Debtors have made significant progress towards
reorganization since the Petition Date. Debtors have obtained this
Court's approval the Joint Administration Motion, the Utilities
Motion, the Cash Management Motion, and the Wage Motion, as well as
interim relief regarding the Cash Collateral Motion. The Debtors
simply need additional time to have the bid procedure and sale
motions heard by this Court.
Third, Debtors have continued to pay its bills as they have come
due. Fourth, this is Debtors' second request for an extension.
Debtors have made significant progress towards reorganization by
filing and obtaining orders granting the first-day motions,
entering into the AP Stipulation, rejecting the Lease, setting the
Claims Bar Date and preparing to file a bid procedure and sale
motion.
Counsel to the Debtors:
David A. Wood, Esq.
Matthew W. Grimshaw, Esq.
Sarah R. Hasselberger, Esq.
MARSHACK HAYS WOOD LLP
870 Roosevelt
Irvine, CA 92620-3663
Tel: (949) 333-7777
Fax: (949) 333-7778
Email: dwood@marshackhays.com
About Caduceus Physicians Medical Group
Caduceus Physicians Medical Group, a Professional Medical
Corporation, d/b/a Caduceus Medical Group,
is a physician owned and managed multi-specialty medical group with
locations in Yorba Linda, Anaheim, Orange, Irvine, and Laguna
Beach. It specializes in primary care, pediatrics, and urgent
care.
Caduceus Physicians Medical Group and Caduceus Medical Services,
LLC, filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No.
24-11946) on August 1, 2024. The petitions were signed by CRO
Howard Grobstein.
At the time of the filing, Caduceus Physicians reported $1 million
to $10 million in both assets and liabilities while Caduceus
Medical reported up to $50,000 in both assets and liabilities.
Judge Theodor Albert presides over the cases.
David A. Wood, Esq., at Marshack Hays Wood, LLP, is the Debtors'
legal counsel.
CAR CONNECTIONS: Court Extends Cash Collateral Access to March 24
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
extended Car Connections Inc.'s authority to use cash collateral
from Jan. 27 to March 24.
The order signed by Judge Janet Bostwick approved the use of cash
collateral to pay the expenses, excluding adequate protection
payments, set forth in the company's revised budget filed on Jan.
13, and on the same terms and conditions set forth in her previous
orders.
The budget is subject to a variance of no more than 10% in the
aggregate on a monthly basis.
The next hearing is scheduled for March 18.
About Car Connections
Car Connections Inc. is a car dealership based in Sommerset, Mass.
Car Connections filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. Mass. Case No. 24-11246) on June 21,
2024, with $5,006,636 in assets and $3,186,229 in liabilities.
Stephen Gray of Gray & Company, LLC serves as Subchapter V
trustee.
Judge Janet E Bostwick presides over the case.
The Debtor is represented by:
David B. Madoff
Madoff & Khoury LLP
Tel: 508-543-0040
Email: madoff@mandkllp.com
Steffani M. Pelton
Madoff & Khoury LLP
Tel: 508-543-0040
Email: pelton@mandkllp.com
CAREPOINT HEALTH: No Decline in Patient Care, 1st PCO Report Says
-----------------------------------------------------------------
David Crapo, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the District of Delaware his initial report
regarding the quality of patient care provided by CarePoint Health
Systems, Inc., d/b/a Just Health Foundation, and affiliates.
During the First Reporting Period, the PCO spoke with the Monitor
on four occasions: (i) at the outset of the PCO's appointment on
December 5, 2024; (ii) in a subsequent call on December 12, 2024;
(iii) at Bayonne on December 17, 2024; and (iv) in a call on
January 16, 2025 in response to a media report concerning the
Debtors.
The PCO has not received any information indicating that quality of
care provided to the Debtor's patients (including patient safety)
is not acceptable and is currently declining or is otherwise being
materially compromised, but reserves making an actual finding in
that regard pending the receipt of: (i) additional information to
be requested from the Debtor; (ii) the completion of the PCO's
inspections of the Hospitals; and (iii) the planned interviews of
patients and staff.
The PCO notes that an analysis of multiple sources of information
regarding the current performance of the Hospitals and their
structures, policies and procedures reveals healthcare facilities
that continue to provide the same level of patient care and safety
it historically provided since before the Petition Date. Moreover,
that level of patient care and safety is adequate and stable.
Additionally, adequate systems are in place to monitor the quality
of patient care and safety at the Hospitals to respond to
shortcomings. The minutes of the quality assurance and performance
committee meetings reveal that the Debtors are generally on top of
the patient care and safety issues and respond to them promptly.
The Debtors also enjoy the benefit of a loyal and competent
workforce who see their primary focus as the care and safety of
their patients. The loyalty and competence of the workforce should
serve as a break against a sudden decline in the quality of patient
care and safety, as well as an expeditious source of notice of any
problems.
The PCO does not at this point recommend any remedial action or
external intervention at this time regarding additional monitoring
of clinical or administrative matters at the Hospitals, because
patient care and safety is not likely to be compromised in the
immediate to mid-term future, other than having the PCO perform the
services receive the information outlined.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=eCyJXE from PacerMonitor.com.
The ombudsman may be reached at:
David N. Crapo, CIPP-US
GIBBONS P.C.
One Gateway Center
Newark, New Jersey 07102-5310
Telephone: (973) 596-4523
Facsimile: (973) 639-6244
Email: dcrapo@gibbonslaw.com
About CarePoint Health
CarePoint Health brings quality, patient-focused health care to
Hudson County. Combining the resources of three area hospitals,
Bayonne Medical Center, Christ Hospital in Jersey City, and Hoboken
University Medical Center, CarePoint Health provides a new approach
to deliver health care that puts the patient front and center.
CarePoint Health leverages a network of top doctors, nurses, and
other medical professionals whose expertise and attentiveness work
together to provide complete coordination of care, from the
doctor's office to the hospital to the home. Patients benefit from
the expertise and capabilities of a broad network of leading
specialists and specialized technology. At CarePoint Health, all
medical professionals emphasize preventive medicine and focus on
educating patients to make healthy life choices. For more
information on its facilities, partners and services, visit
www.carepointhealth.org.
CarePoint Health Systems Inc., doing business as Just Health
Foundation, and its affiliates filed voluntary petitions for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.
Del. Lead Case No. 24-12534) on Nov. 3, 2024, with up to $1 million
in assets and up to $50,000 in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Dilworth Paxson LLP as legal counsel, Ankura
Consulting as financial advisor, and Epiq Corporate Restructuring,
LLC as claims and noticing agent and administrative advisor.
CAREPOINT HEALTH: Updates Insured Claims Pay Details
----------------------------------------------------
CarePoint Health Systems Inc., d/b/a Just Health Foundation, et
al., and the Official Committee of Unsecured Creditors submitted a
Third Amended Combined Disclosure Statement and Joint Chapter 11
Plan of Reorganization dated January 23, 2025.
The Plan constitutes a joint chapter 11 plan of reorganization for
the Debtors. Except as otherwise provided by Order of the Court,
Distributions will occur on the Effective Date or as soon
thereafter as is practicable. The Plan provides that, upon the
Effective Date, the Litigation Trust Assets will be transferred to
the Litigation Trust. The Litigation Trust Assets will be
administered and distributed as soon as practicable pursuant to the
terms of the Plan and the Litigation Trust Agreement.
Class 8 consists of all Insured Claims. Holders of Insured Claims
shall recover only from the proceeds of available insurance and
shall not be entitled to any distributions from the Debtors,
Reorganized Debtors, or Litigation Trust. For the avoidance of any
doubt and notwithstanding any other provision of the Plan, Holders
of any Claims arising under PMA's Large Deductible Workers'
Compensation Program shall recover only from the proceeds of
available insurance including any and all amounts within the
applicable deductible limits of those policies with said deductible
amount to be paid by /reimbursed to PMA using any cash collateral,
escrow or security held by PMA under its Deductible Reimbursement
and Security Agreements with Debtors bearing Account number ending
9647.
Like in the prior iteration of the Plan, each Holder of an Allowed
General Unsecured Claim shall receive, on account of, in exchange
for, and in full and final satisfaction, compromise, settlement,
release, and discharge of such Allowed General Unsecured Claim, a
Pro Rata beneficial interest in the Litigation Trust.
The allowed unsecured claims total $162 million. This Class will
receive a distribution of 1% to 2% of their allowed claims.
The Debtors' and/or Reorganized Debtors' Cash on hand and other
Assets and the Litigation Trust Assets shall be used to fund the
distributions to Holders of Allowed Claims against the Debtors in
accordance with the treatment of such Claims provided pursuant to
the Plan and subject to the terms provided herein.
"HRH Exit Facility Credit Agreement" means a credit agreement by
and among, certain of the Debtors and HRH or its designee, in form
and substance acceptable to HRH, the Debtors and the UCC. It will
provide "new money" sufficient to satisfy Allowed Administrative
Expense Claims and Allowed Priority Claims in connection with, and
pursuant to, the Plan, and working capital of the borrowers
thereunder following approval of the Plan, and contain standard
covenants and events of default substantially similar to those
contained in the existing Christ/ HUMC DIP Credit Agreement.
In the event of default, Allowed HRH Claims against Bayonne Opco in
the approximate amount of $62 million are subordinate to Allowed
HRH Claims against Christ Opco and HUMC Opco in the approximate
amount of $35 million. For the avoidance of doubt, the Allowed HRH
Claims against Bayonne Opco embodied in the HRH Exit Facility
Credit Agreement will also be subordinate to the claims of Capitala
under the Capitala Exit Facility Credit Agreement. The Allowed HRH
Claims against Christ Opco and HUMC Opco embodied in the HRH Exit
Facility Creditor Agreement will be pari passu pari passu with the
claims of Capitala under the Capitala Exit Facility Credit
Agreement, in accordance with that certain intercreditor agreement
between Capitala and HRH.
"Other Secured Claim" means an Allowed Secured Claim arising prior
to the Petition Date against any of the Debtors, other than HRH
Claims, Capitala Claims, Capitala Specialty Lending Claims, Maple
Secured Claims, Maple Unsecured Claims, Prior Owner Claims, NJDOH
Secured Claims or Strategic Ventures Secured Claims. Signature RX
Investments, LLC asserts that it is a secured creditor of certain
of the Debtors, pursuant to an Agreement for Sale of Rejected
Accounts, dated as of January 17, 2024, between Signature RX and
CarePoint, HUMC Opco and others.
The Plan Proponents assert that Signature RX does not hold Allowed
Secured Claims because the claims of creditors (including without
limitation the DIP Lender) with asserted security interests in the
collateral allegedly securing Signature R's claim exceed the value
of such collateral. To the extent that it is determined pursuant to
a Final Order of the Court that Signature RX holds: (a) an Allowed
Secured Claim, such claim shall be included in Class 6 (Other
Secured Claims), or (b) an Allowed General Unsecured Claim, such
claim shall be included in Class 7 (General Unsecured Claims).
PMA LARGE DEDUCTIBLE WORKERS' COMPENSATION PROGRAM means six
Workers' Compensation and Employer's Liability Insurance Policies
issued by Pennsylvania Manufacturers' Association Insurance Company
("PMA") to Debtors bearing Account number ending 9647 with
effective dates beginning July 27, 2019 to July 27, 2020 and issued
annually thereafter up to and including the current in force policy
with effective dates of July 27, 2024 to July 27, 2025, written
under Large Deductible Endorsements and corresponding annual
Deductible Reimbursement and Security Agreements requiring a Loss
Deposit Fund and cash collateral security as briefly described in
Debtors' Motion for Entry of Interim and Final Orders (I)
Authorizing the Debtors to (A) Continue Their Insurance Policies
Entered Into Prepetition and Pay Prepetition Obligations in Respect
Thereof, (B) Honor Prepetition Premium Financing Agreement, and (C)
Renew Insurance Premium Financing Agreement in the Ordinary Course
of Business; (II) Authorizing Banks to Honor and Process Check and
Electronic Transfer Requests Related Thereto; and (III) Granting
Related Relief.
A full-text copy of the Third Amended Combined Disclosure Statement
and Joint Plan dated January 23, 2025 is available at
https://urlcurt.com/u?l=7g4E3T from Epiq Corporate Restructuring,
claims agent.
Counsel to the Debtors:
DILWORTH PAXSON LLP
Peter C. Hughes, Esq.
800 King Street, Suite 202
Wilmington, DE 19801
Telephone: (302) 571-9800
E-mail: phughes@dilworthlaw.com
- and -
Lawrence C. McMichael, Esq.
Peter C. Hughes, Esq.
Anne M. Aaronson, Esq.
Jack Small, Esq.
1650 Market St., Suite 1200
Philadelphia, PA 19103
Telephone: (215) 575-7000
E-mail: lmcmichael@dilworthlaw.com
phughes@dilworthlaw.com
aaaronson@dilworthlaw.com
jsmall@dilworhtlaw.com
Counsel to the Official Committee of Unsecured Creditors:
Andrew H. Sherman, Esq.
Boris I. Mankovetskiy, Esq.
SILLS CUMMIS & GROSS, P.C.
One Riverfront Plaza
Newark, NJ 07102
Tel: (973) 643-7000
Fax: (973) 643-6500
E-mail: asherman@sillscummis.com
bmankovetskiy@sillscummis.com
Bradford J. Sandler, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705 (Courier 19801)
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: bsandler@pszjlaw.com
joneill@pszjlaw.com
crobinson@pszjlaw.com
About CarePoint Health
CarePoint Health brings quality, patient-focused health care to
Hudson County. Combining the resources of three area hospitals,
Bayonne Medical Center, Christ Hospital in Jersey City, and Hoboken
University Medical Center, CarePoint Health provides a new approach
to deliver health care that puts the patient front and center.
CarePoint Health leverages a network of top doctors, nurses, and
other medical professionals whose expertise and attentiveness work
together to provide complete coordination of care, from the
doctor's office to the hospital to the home. Patients benefit from
the expertise and capabilities of a broad network of leading
specialists and specialized technology. At CarePoint Health, all
medical professionals emphasize preventive medicine and focus on
educating patients to make healthy life choices. For more
information on its facilities, partners and services, visit
www.carepointhealth.org.
CarePoint Health Systems Inc., doing business as Just Health
Foundation, and its affiliates filed voluntary petitions for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.
Del. Lead Case No. 24-12534) on Nov. 3, 2024, with up to $1 million
in assets and up to $50,000 in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Dilworth Paxson LLP as legal counsel, Ankura
Consulting as financial advisor, and Epiq Corporate Restructuring,
LLC as claims and noticing agent and administrative advisor.
CARNIVAL CORP: Moody's Rates New Senior Unsecured Notes 'B2'
------------------------------------------------------------
Moody's Ratings assigned a B2 rating to the new backed senior
unsecured notes (Notes) that Carnival Corporation (Carnival)
announced earlier. The Notes will be guaranteed by the same
subsidiaries that guarantee the company's other unsecured notes.
Carnival will use the net proceeds plus cash on hand to redeem the
$2.03 billion of 10.375% senior priority subsidiary backed
unsecured notes due May 1, 2028 issued by subsidiary, Carnival
Holdings (Bermuda) Limited. Moody's existing ratings assigned to
Carnival and Carnival plc, including the B1 corporate family
rating, Ba1 backed senior secured bank credit facilities, Ba1
backed senior secured notes and B2 backed senior unsecured ratings
are unaffected by the debt issuance. The SGL-2 speculative grade
liquidity rating and positive outlook are also unaffected.
RATINGS RATIONALE
The B1 corporate family rating balances the company's number one
position in the global ocean cruise industry based on revenue
against its still high financial leverage relative to before the
pandemic. Carnival operates nine brands, the highest in the
industry. It also accounts for about 40% of the industry's annual
revenue, operates the most ships -- representing 37.5% of industry
capacity in 2023 -- and boards the most passengers. Its diverse
brands offer cruise experiences across a wide range of customer
demographics. Moody's expect strong aggregate demand for cruise
vacations inclusive of loyal repeat customers to support growth in
the customer base and passenger cruise days in upcoming years. The
B1 rating also reflects the potential for the pace of deleveraging
to trail Moody's expectations as free cash flow fluctuates from
year to year with the variable timing of capital investment for new
ships and fluctuations in operating expenses. Risks include cost
inflation, including for fuel, demand's exposure to economic cycles
and customers' many options for alternative land-based vacations.
Moody's project debt/EBITDA of about 4.5x at the end of fiscal
2025. Moody's also expect operating margins in the high teens and
funds from operations + interest to interest coverage to approach
3.5x at the end of fiscal 2024 and improve further in fiscal 2025.
Moody's expect Carnival to maintain good liquidity. Moody's project
annual free cash flow of about $1.2 billion in 2025 with an
increase in 2026 on lower investment in new ships. Moody's expect
cash to remain above $1 billion and the $2.9 billion revolving
credit facility to remain undrawn.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Ratings could be upgraded if Carnival continues to retire debt,
resulting in declining financial leverage. Expectations for
debt/EBITDA falling below 4.5x and funds from operations plus
interest to interest approaching 4.0x could support a ratings
upgrade. Ratings could be downgraded if Moody's expect free cash
flow will be no better than breakeven, if funds from operations
plus interest to interest will be sustained below 2.0x or if
debt/EBITDA will be sustained above 5.5x.
The principal methodology used in this rating was Business and
Consumer Services published in November 2021.
Carnival Corporation & Carnival plc is the largest global cruise
company, and among the largest leisure travel companies, with a
portfolio of world-class cruise lines – AIDA Cruises, Carnival
Cruise Line, Costa Cruises, Cunard, Holland America Line, P&O
Cruises (Australia), P&O Cruises (UK), Princess Cruises and
Seabourn. Carnival Corporation and Carnival plc operate as a
dual-listed company and are headquartered in Miami, Florida, US and
Southampton, UK. Net revenue was $19.111 billion in fiscal 2024.
CDF INC: Seeks Chapter 11 Protection in Alabama
-----------------------------------------------
On January 24, 2025, CDF Inc. filed Chapter 11 protection in the
U.S. Bankruptcy Court for the Southern District of Alabama.
According to court filing, the Debtor reports $2,297,454 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About CDF, Inc.
CDF Inc. owns two properties: one located at 208 E 46th Street,
Tulsa, OK 74105, and the other at 4227 Woodglen Trace, Orange
Beach, AL 36561. The combined value of these properties is
$480,000.
CDF Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. Ala. Case No. 25-10197) on January 24, 2025. In its
petition, the Debtor reports total assets of $974,177 and total
liabilities of $2,297,454.
Honorable Bankruptcy Judge Jerry C. Oldshue handles the case.
The Debtor is represented by J. Willis Garrett, III, Esq., at
GALLOWAY, WETTERMARK & RUTENS, LLP, in Mobile, Alabama.
CELSIUS NETWORK: Court Lifts Stay of Mashinsky, et al. Lawsuit
--------------------------------------------------------------
Chief Judge Martin Glenn of the United States Bankruptcy Court for
the Southern District of New York granted the motion filed by
Moshin Y. Meghji, in his capacity as Litigation Administrator for
Celsius Network LLC, for entry of an order lifting the stay of the
adversary proceeding with respect to all defendants in the case
captioned as MOHSIN Y. MEGHJI, as Representative for the
Post-Effective Date Debtors, Plaintiff, v. ALEXANDER MASHINSKY,
SHLOMI DANIEL LEON, HANOCH GOLDSTEIN, RONI COHEN-PAVON, HARUMI
URATATHOMPSON, JEREMIE BEAUDRY, JOHANNES TREUTLER, KRISTINE MEEHAN
MASHINSKY, ALIZA LANDES, AM VENTURES HOLDING, INC., KOALA1 LLC,
KOALA2 LLC, KOALA3 LLC, ALCHEMY CAPITAL PARTNERS, LP, BITS OF
SUNSHINE LLC, AND FOUR THIRTEEN LLC, Defendants, Adv. Proc. No.
24-03667 (MG) (Bankr. S.D.N.Y.). Troutman Pepper LLP and Lowenstein
Sandler LLP's motion to intervene in the adversary proceeding for
the limited purpose of responding to the lift stay motion and any
subsequent scheduling matters is denied.
In July 2023, a Grand Jury in the Southern District of New York
voted an Indictment against Alexander Mashinsky and Roni
Cohen-Pavon, each a defendant in this suit. The Indictment was
unsealed and filed on July 13, 2023, and the case was docketed as
23 CR 347 (JGK). On Sept. 13, 2023, Mr. Cohen-Pavon pleaded guilty
to securities fraud and wire fraud.
Prior to the commencement of the Adversary Proceeding, the Debtors
sought to equitably subordinate claims of certain of the Defendants
in connection with confirmation of their then proposed plan of
reorganization. Prior to the confirmation hearing, the United
States Attorney's Office for the Southern District of New York
requested that the Debtors and the Official Committee of Unsecured
Creditors agree to stay proceedings with respect to equitable
subordination and other related matters.
On Sept. 12, 2023, the Court approved the Joint Stipulation and
Agreed Order Between the Debtors, the Official Committee of
Unsecured Creditors, and the United States Attorney's Office for
the Southern District of New York with Respect to Agreement to Stay
the Proceedings with Respect to Equitably Subordinated Claims,
which was entered in the main case. The First Stipulation provided
that the equitable subordination of claims of certain former
directors, officers, and employees of the Debtors and certain of
their affiliated entities would be stayed until the earlier of (i)
Sept. 12, 2024, or (ii) the final disposition of the Criminal Case.
In addition, the First Stipulation also provided that the draft
Complaint filed by the Committee that made allegations with respect
to, and asserted claims against, the Defendants could be filed and
served but would be subject to the stay set forth in the First
Stipulation.
After entry of the First Stipulation, trial in the Criminal Case
was adjourned from Sept. 17, 2024 to Jan. 28, 2025. Accordingly, by
its terms, the stay imposed under the First Stipulation was set to
expire on Sept. 12, 2024.
On July 10, 2024, the Litigation Administrator filed the Complaint
against the Defendants, commencing the Adversary Proceeding. After
filing of the Complaint, on July 17, 2024, the Litigation
Administrator filed a notice, indicating that the Adversary
Proceeding, which concerns certain of the same subject matter as
Mashinsky's criminal indictment, was governed by the First
Stipulation and stayed until Sept. 12, 2024.
In light of the delay of the Criminal Case, the SDNY requested the
Litigation Administrator agree to extend the stay until the
conclusion of the jury trial in the Criminal Case. The Litigation
Administrator did not object to a further stay, and together with
the SDNY, filed the Joint Stipulation and Agreed Order Between the
Litigation Administrator and the United States Attorney's Office
for the Southern District of New York With Respect to Agreement to
Stay the Proceedings on Aug. 26, 2024, which the Court so-ordered
the next day. The Second Stipulation provided that the proceedings
in Adversary Proceeding would be stayed "until the earlier of (1)
the conclusion of the jury trial with respect to the Criminal Case
that is scheduled to begin on Jan. 28, 2025, or (2) March 31,
2025."
On Sept. 5, 2024, the Court entered an order, granting the
Litigation Administrator's Motion for a Stay of the Proceedings and
making clear that the stay set forth under the Second Stipulation
applied to proceedings with respect to all Defendants, including
the Non-Responsive Defendants.
On Dec. 3, 2024, Defendant Mashinsky pleaded guilty to count two
(commodities fraud) and count five (securities fraud) of the
Indictment in the Criminal Case. The District Court accepted
Mashinsky's guilty plea, eliminating the need for the jury trial in
the Criminal Case. Presently, Mashinsky's sentencing hearing is
scheduled for April 8, 2025.
As a result of Mashinsky's guilty plea and the cancellation of the
jury trial in the Criminal Case, the Litigation Administrator
conferred with the SDNY regarding the Stay. The SDNY consented to
the Stay being lifted, agreeing that it was no longer needed.
The Litigation Administrator seeks entry of an order that lifts the
stay of the Adversary Proceeding with respect to all Defendants and
establishes Jan. 24, 2025 as the deadline for all defendants to
respond to the Complaint. The Litigation Administrator asserts
that, because the jury trial with respect to the Indictment has
been cancelled, the Stay has already expired by its terms and is no
longer needed. However, given certain Defendants' opposition to a
lifting of the Stay, the Litigation Administrator seeks entry of an
order that will formally lift the Stay and set a response deadline
to the Complaint.
The Opposing Defendants assert that lifting the Stay is entirely
premature, unnecessary, and prejudicial to Mashinsky's
constitutional rights to a fair sentencing hearing in the pending
Criminal Case and the rights of all defendants in the Customer
Preference Actions.
Thus, they request that the Court deny the Lift Stay Motion and
keep it in place until Mashinsky's criminal sentencing on April 8,
2025 or, in the alternative, through the current expiration date of
March 31, 2025.
The Litigation Administrator continues to argue that the Stay has
expired by its own terms and, in any event, the only two
signatories to the Second Stipulation have agreed that the Stay
should be lifted.
Per the plain language of the Second Stipulation, the Stay of the
Adversary Proceeding expires upon the earlier of (1) the conclusion
of the jury trial with respect to the Criminal Case that is
scheduled to begin on Jan. 28, 2025, or (2) March 31, 2025.
Therefore, the language of the Second Stipulation centers on
whether the Jan. 28 jury trial has concluded.
According to the Court, mere speculation is insufficient to
overcome the plain language of the Second Stipulation, which
focuses solely on whether the Jan. 28 jury trial has concluded. As
the trial is no longer taking place, per the language of the Second
Stipulation, the Stay is no longer in place, the Court finds.
The Court must also note that the Opposing Defendants are not
signatories to the Second Stipulation; rather, only the Litigation
Administrator and the SDNY have signed the document.
The Court notes the strong interest of the Litigation Administrator
to move forward with this proceeding to pursue claims for the
benefit of the Post-Effective Debtors' estates that have been on
hold for one-and-a-half years. Moreover, the Litigation
Administrator has made clear that discovery in this Adversary
Proceeding will only occur after April 8, 2025, the date of
Mashinsky's sentencing. Accordingly, the Motion is granted and the
Stay is lifted as to all Defendants.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=JF8Ya3 from PacerMonitor.com.
Counsel to the Litigation Administrator:
Aaron Colodny, Esq.
WHITE & CASE LLP
555 South Flower Street, Suite 2700
Los Angeles, CA 90071
E-mail: acolodny@whitecase.com
- and -
David M. Turetsky, Esq.
Samuel P. Hershey, Esq.
Kathryn J. Gundersen, Esq
WHITE & CASE LLP
1221 Avenue of the Americas
New York, NY 10020
E-mail: david.turetsky@whitecase.com
sam.hershey@whitecase.com
kathryn.gundersen@whitecase.com
- and -
Jason N. Zakia, Esq.
Gregory F. Pesce, Esq.
WHITE & CASE LLP
111 South Wacker Drive, Suite 5100
Chicago, IL 60606
E-mail: jzakia@whitecase.com
gpesce@whitecase.com
Counsel to Alexander Mashinsky, Koala1 LLC, and AM Ventures
Holding, Inc. and, with authorization from their respective
counsel, Harumi Urata-Thompson, Jeremie Beaudry, Koala2
LLC, and Kristine Meehan:
Sheryl P. Giugliano, Esq.
RUSKIN MOSCOU FALTISCHEK, P.C
1425 RXR Plaza
East Tower, 15th Floor
Uniondale, NY 11556
E-mail: sgiugliano@rmfpc.com
Counsel to the Troutman Group:
Deborah Kovsky-Apap, Esq.
TROUTMAN PEPPER LOCKE LLP
875 Third Avenue
New York, NY 10022
E-mail: deborah.kovsky@troutman.com
Counsel to the Lowenstein Group:
Daniel Besikof, Esq.
LOWENSTEIN SANDLER LLP
1251 Avenue of the Americas
New York, NY 10020
E-mail: dbesikof@lowenstein.com
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsels; Fischer (FBC & Co.) as
special counsel; Centerview Partners, LLC as investment banker; and
Alvarez & Marsal North America, LLC as financial advisor. Stretto
is the claims agent and administrative advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC, serve as the examiner's legal counsel and financial
advisor, respectively.
* * *
On November 9, 2023, the Bankruptcy Court entered the Findings of
Fact, Conclusions of Law, and Order Confirming the Modified Joint
Chapter 11 Plan of Celsius Network LLC and Its Debtor Affiliates.
The Effective Date of the Plan occurred January 31, 2024.
CELULARITY INC: To Raise $2.46M from Exercise of Amended Warrants
-----------------------------------------------------------------
Celularity Inc. filed a Form 8-K with the Securities and Exchange
Commission to disclose an agreement with the holder of warrants,
dated Jan. 16, 2024, to purchase 535,274 shares of Class A common
stock, as well as warrants dated Jan. 9, 2020 (as amended), to
purchase 652,981 shares of Class A common stock. Under the terms
of the agreement, the exercise price of the warrants will be
amended from $2.49 per share to $2.07 per share. The holder has
agreed to exercise the warrants, resulting in gross proceeds to the
Company of approximately $2.46 million.
The shares of Class A common stock issuable upon exercise of the
2020 Warrant are registered pursuant to the Company's Registration
Statement on Form S-1 (File No. 333-258600), which was filed with
the SEC on Aug. 6, 2021 and declared effective by the SEC on Aug.
12, 2021. The shares of Class A common stock issuable upon
exercise of the 2024 Warrant have not been registered.
About Celularity Inc.
Headquartered in Florham Park, N.J., Celularity Inc. --
http://www.celularity.com/-- is a regenerative and cellular
medicines company focused on addressing aging related diseases
including cancer and degenerative diseases. The Company's goal is
to ensure all individuals have the opportunity to live healthier
longer. The Company develops and market off-the-shelf
placental-derived allogeneic advanced biomaterial products
including allografts and connective tissue matrices for soft tissue
repair and reconstructive procedures in the treatment of
degenerative disorders and diseases including those associated with
aging.
Morristown, New Jersey-based Deloitte & Touche LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated July 30, 2024, citing that the Company has suffered
recurring losses and net cash outflows from operations and has
outstanding debt that is currently due for which the Company does
not have sufficient liquidity to repay. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company reported a net loss of $196.3 million for the year
ended Dec. 31, 2023. The Company had an accumulated deficit of
$841.8 million at Dec. 31, 2023 and $0.2 million of cash and cash
equivalents at that date.
CENTURY MINING: Comm. Taps Force Ten Partners as Financial Advisor
------------------------------------------------------------------
The official committee of unsecured creditors of Century Mining,
LLC d/b/a Allegheny Metallurgical seeks approval from the U.S.
Bankruptcy Court for the Northern District of West Virginia to
employ Force Ten Partners, LLC as financial advisor.
The firm will render these services:
a. review and prepare information and analysis relating to the
Plan and Disclosure Statement;
b. review of financial related disclosures and information
relating to the Debtor, the Plan and the Disclosure Statement;
c. advise the Committee with respect to optionality relating
to the Plan, including feasibility and Plan alternatives;
d. assess and monitor the Debtor's short term cash flow,
liquidity, and operating results;
e. review the Debtor's proposed Key Employee Incentive Program
Motion;
f. review the potential disposition or liquidation of both
core and non-core assets;
g. review the claims reconciliation and estimated process;
h. review other financial information prepared by the Debtor;
i. attend meetings and assist in discussions with the Debtor ,
the potential investors, exit financiers, banks and other secured
lenders;
j. evaluate avoidance actions, including fraudulent
conveyances and preferential transfers and other actions relating
to insiders;
k. assist in the prosecution of the Committee
responses/objections to the Debtor's motions; and
l. any other general business consulting or such other
assistance.
The firm will charge these hourly fees:
Partners $890
Managing Directors $595 - $695
Directors, Analysts $340 - $580
As disclosed in court filings, Force Ten Partners is a
"disinterested" person within the meaning of Section 101(14) of the
Bankruptcy Code.
Force 10 Partners can be reached at:
Adam Meislik
FORCE 10 PARTNERS
5271 California Suite 270
Irvine, CA 92617
Tel: (949) 357-2364
Email: nrubin@force10partners.com
About Century Mining, LLC
d/b/a Allegheny Metallurgical
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.
CHEMTRADE LOGISTICS: DBRS Gives BB Rating to Senior Unsec. Notes
----------------------------------------------------------------
DBRS Limited assigned a credit rating of BB with a Stable trend to
Chemtrade Logistics, Inc.'s (Chemtrade or the Company; rated BB
(high), Stable) $125 million of 6.375% Senior Unsecured Notes due
August, 28 2029, which closed on January 16, 2025.
The Company intends to use the net proceeds of the Notes to reduce
indebtedness and for general corporate purposes. The Notes are
senior unsecured obligations of the Company and will rank pari
passu in right of payment with all other existing and future senior
unsecured indebtedness, and senior in right of payment to all
existing and future subordinated indebtedness. The Notes will be
effectively subordinated to all existing and future senior secured
indebtedness.
Chemtrade's credit rating continues to reflect the Company's strong
market position within its key product segments in North America,
solid customer and end-market diversification, and barriers to
entry in a number of its product categories. The credit ratings
also consider the intense competitive environment within the
industry, the Company's exposure to fluctuations in commodity
prices, and uncertainty surrounding the long-term viability of the
production of liquid chlorine products at the Company's North
Vancouver facility
The credit rating assigned to this newly issued debt instrument is
based on the credit rating of an already-outstanding debt series of
the above-mentioned debt instrument.
CHERRY & CANDLEWOOD: Seeks to Tap Hahn Fife as Financial Advisor
----------------------------------------------------------------
Cherry & Candlewood Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Hahn Fife &
Company, LLP as financial advisor and accountants.
The firm will render these services:
(a) assist with the preparation of Monthly Operating Reports;
(b) assist with the preparation of cash flows and
projections;
(c) perform a liquidation analysis;
(d) assist in the formulation, preparation, and confirmation
of a plan of reorganization;
(e) review of financial documents;
(f) prepare estate tax returns; and
(g) provide other reasonable duties necessary and
appropriate.
The hourly rates of the firm's counsel and staff are as follows:
Donald T. Fife, CPA $530
Staff $80
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Fife 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:
Donald T. Fife, CPA
Hahn Fife & Company LLP
1055 East Colorado Blvd., 5th Fl.
Pasadena, CA 91101
Telephone: (626) 792-0855
Facsimile: (626) 270-5701
Email: dfife@hahnfife.com
About Cherry & Candlewood Inc.
Cherry & Candlewood Inc., doing business as Aamco Transmission, is
an American transmission-repair franchise founded by Robert Morgan
and Anthony A. Martino in 1957 in Philadelphia.
Cherry & Candlewood sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-19874)
on December 3, 2024, with $1 million to $10 million in both assets
and liabilities. Michael J. Long, chief executive officer, signed
the petition.
Judge Barry Russell handles the case.
The Debtor is represented by Summer Shaw, Esq. at Shaw & Hanover,
PC.
CHESTNUT MED: Seeks to Hire Law Offices of Everett Cook as Counsel
------------------------------------------------------------------
Chestnut Med LP seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania to hire The Law Offices of
Everett Cook, P.C. as counsel.
The firm will render these services:
(a) provide the Debtor with legal services with respect to its
power and duties as Debtor-in-Possession in continuing the
management of its assets;
(b) prepare on behalf of Debtor necessary Applications,
Answers, Orders, Reports, and other legal papers;
(c) represent the Debtor in any matters involving contests
with secured or unsecured creditors;
(d) assist the Debtor in providing legal services required to
negotiate and prepare a plan of reorganization; and
(e) perform such other legal services for the Debtor as are
necessary and appropriate.
The firm will be paid at these hourly rates:
Everett Cook, Esq. $350 per hour
LAUREN SPECTER $150 per hour
As disclosed in the court filings, The Law Offices of Everett Cook
is a "disinterested person" as that phrase is defined in Section
101(14) of the Bankruptcy Code, as modified by Section 1107(b) of
the Bankruptcy Code.
The firm can be reached through:
Everett Cook, Esq.
The Law Offices of Everett Cook, P.C.
1605 N Cedar Crest Blvd., Suite 520
Allentown PA 18104
Phone: (610) 351-3566
About Chestnut Med LP
Chestnut Med LP is a healthcare business operating at 5600 Chestnut
Street in Philadelphia, Pennsylvania.
Chestnut Med LP sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 25-10176) on January 15,
2025. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $500,000 and $1 million.
Honorable Bankruptcy Judge Patricia M. Mayer handles the case.
The Debtor is represented by John Everett Cook, Esq. at The Law
Offices of Everett Cook, P.C.
CLEVELAND-CLIFFS INC: Moody's Alters Outlook on 'Ba2' CFR to Neg.
-----------------------------------------------------------------
Moody's Ratings changed Cleveland-Cliffs Inc.'s ratings outlook to
negative from stable. At the same time, Moody's affirmed the
company's Ba2 Corporate Family Rating, Ba2-PD Probability of
Default Rating, Ba3 guaranteed senior unsecured notes rating and B1
senior unsecured notes rating. The company's Speculative Grade
Liquidity Rating was downgraded to SGL-2 from SGL-1.
"The change in Cleveland-Cliffs' outlook to negative reflects weak
near-term domestic steel sector fundamentals and the addition of
debt to acquire Stelco Inc., which will result in weak credit
metrics for its rating. It also reflects the risk that additional
import protections are tempered by significant flat rolled steel
capacity additions that lead to sustained lower average steel
prices and profitability." said Michael Corelli, Moody's Ratings'
Senior Vice President and lead analyst for Cleveland-Cliffs Inc.
RATINGS RATIONALE
Cliffs' Ba2 corporate family rating is supported by its large scale
and strong market position as the largest flat-rolled steel
producer in North America and its contract position, particularly
with the automotive industry, which provides a good earnings base.
The rating also reflects the benefits of its position as an
integrated steel producer from necessary raw materials through the
steel making and finishing processes. The company has a strong
position in the North American iron ore markets, and its HBI
facility, scrap processing capabilities and the addition of
Stelco's coke production enhances its vertical integration in raw
materials and enables it to have lower carbon emissions than other
global integrated steel producers.
Nevertheless, Cliffs' rating incorporates the carbon transition
risks related to iron ore and coal mining, coke making and its
reliance on the higher emitting and higher cost legacy blast
furnace and basic oxygen furnace steelmaking process. Cliffs'
rating also reflects its exposure to cyclical end markets and
volatile iron ore and steel prices and Moody's expectation for a
relatively weak operating performance in 2025, which will result in
weak near-term credit metrics for its rating. The rating presumes
the company will use free cash flow to pay down debt and will
maintain moderate financial leverage and ample interest coverage in
a normalized steel price environment.
Cliffs' earnings declined significantly for the third consecutive
year in 2024 from the record high levels achieved in 2021. Moody's
estimate the company produced adjusted EBITDA of about $850
million, including very limited EBITDA generation in the second
half of the year due to lackluster end market demand and weaker
steel prices. Cliffs' earnings should rise in 2025 as it benefits
from the acquisition of Stelco and related synergies. There is also
the potential for improved demand if additional tariffs are
implemented, interest rates decline leading to stronger industrial
demand and construction activity, or if spending ramps up related
to the infrastructure and carbon transition related investments
that will be funded by the Infrastructure Investment and Jobs Act,
the CHIPS Act and the Inflation Reduction Act. Nevertheless,
President Trump has indicated he may curtail some loans, tax
credits and spending related to this legislation and the
implementation of additional tariffs and the magnitude of the
impact remains uncertain. Also, any steel price increases will be
tempered by more intense competitive pressures from significant
steel sheet capacity additions and tariffs on Canadian steel
imports could negatively impact the assets acquired from Stelco.
Moody's anticipate Cliffs will generate adjusted EBITDA in the
range of $1.2 billion - $1.4 billion in 2025 and may not generate
free cash flow due to required interest, pension and OPEB payments
and capital expenditures. Therefore, Moody's do not anticipate
meaningful debt reduction and expect its credit metrics will be
weak for the rating in the near-term with a leverage ratio
(debt/EBITDA) in the range of about 5.0x – 6.0x. If Cliffs'
operating performance and credit metrics do not materially improve
over the next 12-18 months than a ratings downgrade is possible.
Cliffs' Speculative Grade Liquidity Rating of SGL-2 reflects the
company's good liquidity profile, which is supported by its unrated
$4.75 billion asset-based lending facility (ABL). Moody's believe
the company had more than $1 billion of outstanding borrowings on
this facility as of December 2024 as it used borrowings to fund a
portion of the Stelco acquisition and consumed cash in Q4 as
earnings weakened. The company is unlikely to generate material
free cash flow in the near-term.
The Ba3 rating on Cliffs' senior unsecured guaranteed notes
reflects their position in the capital structure relative to its
unrated $4.75 billion ABL which is ranked ahead of the notes, and
the company's sizeable unsecured debt and underfunded pension
liabilities. The senior unsecured guaranteed notes still benefit
from a more favorable position relative to the senior unsecured
notes whose B1 rating reflects their junior position in the capital
structure.
The negative ratings outlook incorporates Moody's expectation for
Cliffs to have a weak operating performance in 2025 and for the
company to maintain credit metrics that are weak for the current
ratings. It also reflects the risk that potential additional import
protections are tempered by significant flat rolled steel capacity
additions that lead to sustained lower average steel prices and
profitability.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Cliffs' ratings could be considered for an upgrade if steel prices
and profit margins are sustained above historical averages and the
company demonstrates a clearly defined and more conservative
financial policy and pursues material debt reduction.
Quantitatively, if Cliffs sustains a leverage ratio of no more than
2.5x and CFO less dividends in excess of 35% of its outstanding
debt through varying steel price points, then its ratings could be
positively impacted.
Cliffs' ratings could be downgraded if leverage is sustained above
3.5x or CFO less dividends below 25% of its outstanding debt or it
fails to maintain a good liquidity profile.
Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc. is the
largest iron ore and flat rolled steel producer in North America
with approximately 27 million gross tons of annual iron ore
capacity and about 20 million tons of crude steelmaking capacity.
The company also has the capacity to produce 1.9 million metric
tons of hot briquetted iron (HBI) and the capability to process
about 3 million tons of scrap at 22 scrap collection and processing
facilities. For the twelve months ended September 30, 2024, Cliffs
had revenues of about $20 billion.
The principal methodology used in these ratings was Steel published
in November 2021.
COMARK HOLDINGS: Court to Rule on Retail Sales Amid Restructuring
-----------------------------------------------------------------
Comark Holdings Inc., on behalf of Bootlegger Clothing Inc., cleo
fashions Inc., and Ricki's Fashions Inc., specialty fashion
retailers serving customers across Canada, announced on Jan. 30,
2025, that it has entered into two separate transaction agreements
that will seek to implement going concern transactions for each of
its three banners.
cleo/Ricki's Transaction
Comark announced that it has entered into an agreement for the sale
of cleo and Ricki's to Putman Investments, owned by Canadian retail
veteran Doug Putman, who also recently acquired the Northern
Reflections retail business.
Under the terms of the cleo/Ricki's transaction, Putman Investments
will purchase the assets of both cleo and Ricki's and seek to
assume leases for certain existing store locations, with the plan
to continue employment for a number of current employees of these
businesses.
The cleo/Ricki's transaction is subject to certain closing
conditions, including approval from the Ontario Superior Court of
Justice (Commercial List) in Comark's ongoing restructuring
proceedings under the Companies' Creditors Arrangement Act, and
Putman Investments successfully reaching go-forward lease
arrangements with the relevant landlords.
If approved by the Court, the transaction is expected to close in
February 2025.
Bootlegger Transaction
Comark is also pleased to announce that it has entered into a
stalking horse transaction agreement for the sale of Bootlegger to
Warehouse One Clothing Ltd. in connection with a proposed sale and
investment solicitation process intended to facilitate a
restructuring of the Bootlegger business, and an exit from the CCAA
proceedings as a going concern. With over 100 store locations,
Warehouse One is a trusted and affordable retailer of jeans in
every size, making it easy for customers to look and feel their
best.
Pursuant to the Sale Process, parties interested in acquiring the
Bootlegger business, and/or certain assets not included in the
cleo/Ricki's transaction, are requested to contact the Monitor for
additional information about participating in the Sale Process.
Qualified bids in the Sale Process must be submitted by February
20, 2025.
The Stalking Horse Transaction agreement and the Sale Process are
both subject to Court approval. If no qualified bids are received
by the deadline, Comark will seek Court approval of the Stalking
Horse Transaction for the sale of Bootlegger to Warehouse One, who
intends to continue the Bootlegger business in at least 25 of the
existing Bootlegger store locations, subject to successfully
reaching go-forward lease arrangements with the relevant
landlords.
Next Steps
As part of the CCAA proceedings, Comark intends to seek Court
approval of the above transactions at a hearing scheduled for
February 4, 2025. Court filings as well as other information
related to the CCAA proceedings is available on the Monitor's
website at www.alvarezandmarsal.com/ComarkRetail.
For additional information regarding the Sale Process, interested
parties can contact the Monitor directly at
ComarkRetail@alvarezandmarsal.com.
Following the closing of the transactions described above, each of
which are pending Court approval, the store locations associated
with the going concern transactions will be removed from the
current liquidation process, which will continue in respect of the
remaining store locations.
About Comark Holdings
Comark Holdings is one of Canada's specialty apparel retailers.
Established in 1976, the Company has over 200 stores operating
under three banners: Ricki's, cleo and Bootlegger. Company stores
are located in shopping malls, big box power centres and strategic
suburban plazas across Canada.
COMARK HOLDINGS: Liquidity Woes Prompt CCAA Filing; A&M as Monitor
------------------------------------------------------------------
Comark Holdings Inc., Bootlegger Clothing Inc., cleo fashions Inc.,
and Ricki's Fashions Inc. commenced court-supervised restructuring
proceedings ("CCAA Proceedings") under the Companies' Creditors
Arrangement Act, as amended ("CCAA") by obtaining an order
("Initial Order") from the Ontario Superior Court of Justice
(Commercial List) ("Court").
The Stay Period may be extended by the Court from time to time.
The Companies intend to seek an extension of the Stay Period at a
hearing to be conducted by the Court on Jan. 17, 2025. Pursuant to
the Initial Order, Alvarez & Marsal Canada Inc. was appointed as
monitor ("Monitor") of the business and financial affairs of the
Companies.
According to Court Documents, The Companies commenced these CCAA
proceedings to obtain the breathing space necessary to engage with
their principal stakeholders and to consider the best manner in
which to monetize their assets. Given the Companies' limited
liquidity and ongoing carrying costs, Companies intend to undertake
a realization process, to commence by no later than Jan. 18, 2025,
to sell Companies' merchandise and inventory ("Inventory") and
goods, furniture, fixtures, equipment and/or improvements to real
property ("FF&E") which is located at or in transit to the
Companies' Liquidating Stores. At present, Companies intend to
conduct the Sale (as defined below) at all of their retail stores
A copy of the Initial Order and all materials filed in these
proceedings may be obtained at the Monitor’s website at
www.alvarezandmarsal.com/ComarkRetail or on request from the
Monitor by calling 1-833-591-1289 or by emailing
ComarkRetail@alvarezandmarsal.com.
Pursuant to the Initial Order, during the Stay Period, all persons
having agreements with the Company or statutory or regulatory
mandates for the supply or license of goods, intellectual property
and/or services to the Company, are restrained until further Order
of the Court from discontinuing, altering, interfering with or
terminating the supply of such goods or services as may be required
by the Company, provided that the normal prices or charges for all
such goods or services received after the date of the Initial Order
are paid by the Company in accordance with normal payment practices
of the Company or such other terms as may be agreed upon by the
supplier or service provider and the Company and the Monitor, or as
may be ordered by the Court.
During the Stay Period, all parties are prohibited from commencing
or continuing legal action against the Companies and all rights and
remedies of any party against or in respect of the Applicants or
their assets are stayed and suspended except with the written
consent of the Applicants and the Monitor or with leave of the
Court.
No claims procedure has been ordered by the Court at this time. If
and when a claims procedure is approved by the Court, further
details and claim forms will be posted to the Monitor's website.
It is through such a claims procedure that creditor claims will be
reviewed and determined.
If you have any questions regarding the foregoing or require
further information, please consult the Monitor's Website at
www.alvarezandmarsal.com/ComarkRetail or should you wish to speak
to a representative of the Monitor, please contact the Monitor at
1-833-591-1289 or by emailing ComarkRetail@alvarezandmarsal.com.
Monitor can be reached at:
Alvarez & Marsal Canada Inc.
Royal Bank Plaza, South Tower
200 Bay Street, Suite 3501
Toronto, Ontario M5J 2J1
Joshua Nevsky
Tel: 416-847-5161
Email: jnevsky@alvarezandmarsal.com
Sven Dedic
Tel: 416-847-2711
Email: sdedic@alvarezandmarsal.com
Connor Good
Tel: 416-847-5181
Email: cgood@alvarezandmarsal.com
Kevin Meng
Tel: 416-847-5494
Email: kmeng@alvarezandmarsal.com
Justin Karayannopoulos
Tel: 416-847-5177
Email: jkarayannopoulos@alvarezandmarsal.com
Lawyers for the Monitor:
Goodmans LLP
Bay Adelaide Centre - West Tower
333 Bay Street, Suite 3400
Toronto, Ontario M5H 2S7
Brendan O'Neill
Tel: 416-849-6017
Email: boneill@goodmans.ca
Bradley Wiffen
Tel: 416-597-4208
Email: bwiffen@goodmans.ca
Josh Sloan
Tel: 416-597-4127
Email: jsloan@goodmans.ca
Lawyers for the Companies:
Osler, Hoskin & Harcourt LLP
1 First Canadian Place
100 King Street West, Suite 6200
Toronto, Ontario M5X 1B8
Tracy C. Sandler
Tel: 416-862-4742
Email: tsandler@osler.com
Shawn Irving
Tel: 416-862-6485
Email: sirving@osler.com
Sean Stidwill
Tel: 416-862-4217
Email: sstidwill@osler.com
Sierra Farr
Tel: 416-862-6499
Email: sfarr@osler.com
Comark Holdings Inc. --
https://www.osler.com/en/about-us/representative-work/comark-holdings-inc/
-- is a fashion retailer serving customers through the Ricki's,
cleo and Bootlegger banners, sought and obtained protection from
their creditors.
CONFLUENCE TECHNOLOGIES: In Talks with Creditors for More Funding
-----------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Confluence Technologies
Inc. is negotiating with creditors for additional funding and
possible interest rate reductions, according to sources familiar
with the matter.
The investment management software provider, backed by private
equity firm Clearlake Capital Group, is expected to receive about
$60 million in liquidity from first-lien lenders, the sources said.
Clearlake would also contribute approximately $20 million in
preferred equity to strengthen Confluence's cash reserves, they
added.
About Confluence Technologies Inc.
Confluence Technologies Inc. designs and develops software
solutions.
CONTAINER STORE: Paul Hastings Advised Lenders on Restructuring
---------------------------------------------------------------
Paul Hastings LLP advised an ad hoc group of term and DIP lenders
in connection with the successful reorganization of The Container
Store Group, Inc., the nation's leading retailer of organizing
solutions, custom spaces, and in-home services.
Through the confirmed plan, The Container Store restructured over
$300 million in liabilities, including by refinancing its
asset-backed lending facility and significantly reducing previous
long-term debt obligations. The ad hoc group advised by Paul
Hastings LLP also injected $40 million in new capital into The
Container Store, which will emerge as a private company under the
ownership of its lenders.
Financial Restructuring Co-Chair Jayme Goldstein and of counsel
Isaac Sasson led the Paul Hastings team, which also included
partners Sal Perrotto, Charles Persons, Zach Cochran, and Matthew
Schwartz, of counsels Gary Silber and Joanne Lau, attorney Liz
Loonam, and associates William Reily, Tess Sadler, Christine Geils,
Yana Gontcharova, Kenneth Bagdasar, Schlea Thomas, Leonie Koch, and
Tori Simon.
About Paul Hastings
With widely recognized elite teams in finance, mergers &
acquisitions, private equity, restructuring and special situations,
litigation, employment, and real estate, Paul Hastings is a premier
law firm providing intellectual capital and superior execution
globally to the world's leading investment banks, asset managers,
and corporations.
About Container Store Group Inc.
The Container Store Group Inc. is a company renowned for for
selling closet organizers and storage solutions.
The Container Store Group Inc. and its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex.) on
December 22, 2024. In its petition, the Lead Debtor reported assets
and liabilities between $100 million and $500 million.
The Hon. Alfredo R Perez is the case judge.
The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS
LLP as legal counsel, and HOULIHAN LOKEY CAPITAL, INC., as
investment banker. VERITA GLOBAL (previously KURTZMAN CARSON
CONSULTANTS LLC) is the claims agent.
CONTAINER STORE: Represented by Latham & Watkins in Restructuring
-----------------------------------------------------------------
The Container Store Group, Inc., a leading retailer of organizing
solutions, custom spaces, and in-home services, has announced that
the company has successfully completed its financial restructuring
process and emerged from Chapter 11 bankruptcy protection. The
Company has implemented its Plan of Reorganization, confirmed by
the U.S. Bankruptcy Court on January 24, 2025. The company achieved
the objectives it set for this process, including restructuring
approximately US$243 million in long-term debt obligations,
accessing US$40 million in new financing through a US$115 million
DIP-to-exit term loan credit facility, and refinancing and upsizing
its asset-backed lending facility to add US$40 million in
additional capacity. Additionally, the company continued to operate
as usual, meeting its obligations to vendors, employees, and
customers throughout the process. The Container Store is now a
private company, under the ownership of its supportive lenders,
with a healthier balance sheet that positions the company for
profitable growth.
Latham & Watkins LLP represented The Container Store in the process
with a restructuring and special situations team led by New York
partner George Davis and Los Angeles partner Ted Dillman and
counsels Hugh Murtagh and Adam Ravin, with associates Jon
Weichselbaum, TJ Li, Kevin Shang, Allie Lisner, Rebekah Presley,
Brian Herskowitz, and Beau Parker. Advice was provided on corporate
matters by New York partners Jenna Cooper and Greg Rodgers, New
York/Century City partner Jason Silvera, and Chicago partner Sean
Parish, with associate Shahar Gonen; on finance matters by New York
partners Joshua Tinkelman and Seniz Yakut, Los Angeles/Bay Area
partner Elizabeth Oh, and counsel Benjamin Gelfand, with associates
Hyunji Lee, Tyler Davis, and Ian Drazen; on tax matters by Chicago
partner Joseph Kronsnoble, with associates Derek Gumm and Tessa
Young; and on litigation matters by Los Angeles partner Amy
Quartarolo.
About Container Store Group Inc.
The Container Store Group Inc. is a company renowned for for
selling closet organizers and storage solutions.
The Container Store Group Inc. and its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex.) on
Dec. 22, 2024. In its petition, the Lead Debtor reported assets
and liabilities between $100 million and $500 million.
The Hon. Alfredo R Perez is the case judge.
The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS
LLP as legal counsel, and HOULIHAN LOKEY CAPITAL, INC., as
investment banker. VERITA GLOBAL (previously KURTZMAN CARSON
CONSULTANTS LLC) is the claims agent.
CORUS ENTERTAINMENT: S&P Lowers ICR to 'CCC-', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Toronto-based, diversified integrated media and content company
Corus Entertainment Inc. to 'CCC-' from 'CCC' and revised its
liquidity assessment downward to weak. At the same time, S&P
lowered its issue-level ratings on the company's senior secured
term loan to 'CCC+' from 'B-'; the '1' recovery rating is
unchanged. S&P also lowered its issue-level rating on Corus'
unsecured debt to 'CC' from 'CCC-', the '5' recovery rating is
unchanged.
The negative outlook reflects the increased likelihood of a
distressed exchange or restructuring over the next six months.
S&P said, "The downgrade reflects our view that Corus will exhaust
its liquidity over the next six to nine months. As of November
2024, the company's liquidity position was about $118.9 million
inclusive of $87.6 cash on balance sheet and $31.2 million
availability under its revolver. As part of Corus' October 2024
amendment to the credit agreement, commitment under the company's
revolving facility was lowered to $150.0 million from $300.0
million, with ability for it to request advances up to $65.0
million. Corus has significant ongoing costs to maintain its
operations. We expect its liquidity to deteriorate due to weak
EBITDA performance, ongoing spending on TV programs, and elevated
interest expense of about $112 million in 2025. We estimate the
company will deplete its liquidity over the next six to nine
months.
"Given the upcoming maturities we expect Corus could consider a
distressed exchange transaction over the next six to 12 months. On
Oct. 24, 2024, the company's credit facility was amended such that,
among other things, the maturity date of its term loan and
revolving credit facility was moved forward to March 2026 from
March 2027 and increase the maximum total debt to cash flow ratio
to 7.25x from Jan. 1, 2025, through and including March 31, 2025.
We believe the company faces hurdles to refinance its revolver and
term loan due in March 2026, given the operating challenges amid
declining advertising revenues and following several covenant
negotiations and reliefs. The company's senior unsecured bonds are
trading significantly below par at around 38 cents- 39 cents,
arguably emphasizing the company's financial stress. We believe
this signals a high likelihood of a distressed exchange or
restructuring whereby lenders would receive less than originally
promised in the near term."
Corus Entertainment Inc. continues to experience operational
headwinds due to decline in linear TV advertising and industrywide
cord-cutting and cord-shaving trends. Following the launch of Home
Network and Flavour Network the risk remains whether the company
can offset subscriber loss in the traditional system with new
streaming subscribers and sustain the same level of advertising
revenue of the former HGTV and Food networks. Over the 12-month
period ended November 2024, the company's S&P Global
Ratings-adjusted EBITDA declined from $281.9 million to $179.6
million resulting in increase in leverage from 4.3x to 6.7x.
Additionally, the company burned $21.5 million of FOCF during the
first quarter of 2025. S&P projects between $130 million and 140
million of FOCF deficit in fiscal 2025 (August) which coupled with
336.6 million of near-term maturities (March 2026) lead it to
believe that capital structure is unsustainable.
S&P said, "The negative outlook indicates that we could lower our
ratings on Corus if it pursues a debt restructuring within the next
six to 12 months or is unable to pay its financial obligations.
"We could lower our rating to 'SD' or 'D' if Corus pursues a
transaction that we consider tantamount to a default, including a
subpar exchange or failure to repay its debt in full at maturity.
"Although unlikely in the next 12 months, we could raise the rating
if Corus either successfully refinances or extends its term loan in
a manner we don't view as distressed, improves its liquidity, and
operations show positive trends."
COX OPERATING: Miller Insurance Lawsuit Remanded to State Court
---------------------------------------------------------------
Judge Carl J. Barbier of the United States District Court for the
Eastern District of Louisiana granted the plaintiffs' motion to
remand the case captioned as MICHAEL D. WARNER, IN HIS CAPACITY AS
CHAPTER 7 TRUSTEE OF COX OPERATING LLC, MLCJR, LLC, COX OIL
OFFSHORE, L.L.C., ENERGY XXI, GOM, LLC, ENERGY XXI GULF COAST, LLC,
EPL OIL & GAS, LLC, AND M21K, LLC VERSUS MILLER INSURANCE SERVICES,
LLP ET AL., CIVIL ACTION NO: 24-2864 to the Civil District Court
for the Parish of Orleans. The defendants' motion to compel
arbitration is denied as moot.
This litigation arises from an insurance dispute over damage by
Hurricane Ida to oil and gas equipment in the Gulf of Mexico. The
equipment, which includes pipelines, production rigs, and
facilities associated with oil and gas leases, is owned by Cox
Operating, L.L.C. and its affiliate entities and was insured by
Subscribing Defendants.
Nearly two years after the hurricane, Cox Operating, L.L.C. filed
for Chapter 11 bankruptcy. At the same time, affiliate entities
MLCJR, LLC; Cox Oil Offshore, L.LC; Energy XXI GOM, LLC; Energy XXI
Gulf Coast, LLC; EPL Oil & Gas, LLC; and M21K, LLC also filed for
bankruptcy. The actions were consolidated and converted to a
Chapter 7 case. Named Plaintiff in this action is Michael D.
Warner, the Chapter 7 bankruptcy trustee of Cox Operating and Cox
Affiliates.
Originally filed in the Civil District Court for the Parish of
Orleans, this action was removed by Subscribing Defendants pursuant
to federal question jurisdiction of 28 U.S.C. Sec. 1331. As their
specific basis, Subscribing Defendants cited the Convention on the
Recognition and Enforcement of Foreign Arbitral Awards, as
confirmed by 9 U.S.C. Sec. 203 of the Federal Arbitration Act. In
their Notice of Removal, Subscribing Defendants contend the New
York Convention applies because multiple insurers are foreign
entities, the United States is a signatory to the Convention, the
agreement arises from a commercial relationship between parties,
and crucially for this matter, the insurance policy at issue
contains an arbitration clause.
Parties now present dueling motions. Subscribing Defendants request
this matter be compelled to arbitration, which Plaintiff opposes.
Plaintiff requests this matter be remanded to state court, which
Subscribing Defendants oppose.
Judge Barbier says the parties agreed to submit for appraisal a
disagreement on the amount of loss. Thus, the appraisal clause
concerned only a portion of the controversy. Although the clause
provided a manner for the selection of appraisers, absent is
mention of evidence submission, witness testimony, or hearing
procedures of any type. Simply, the formalities of arbitration are
missing. Simpler still, Fifth Circuit precedent dictates the
provision's treatment as an appraisal clause. Accordingly, with no
arbitration agreement between parties, the New York Convention does
not apply.
Although this conclusion is sufficient for the treatment of the
jurisdictional question, Plaintiff is also correct in the second
instance: the permissive nature of the clause also places the
dispute outside the confines of the Convention, the District Court
finds.
The clause agreed upon is effective only if both parties agree to
appraisal. Thus, the agreement is merely preparatory, as parties
agree that they may later jointly agree to submit a valuation
dispute for appraisal. According to the District Court, permissive
clauses do not bind parties to alternate dispute resolution. On its
own, the permissive nature of the clause in question makes the
Convention inapplicable, the District Court concludes. Again,
remand is demanded.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=aTxIh3 from PacerMonitor.com.
About Cox Operating LLC
Cox Operating LLC provides offshore drilling services. The Company
extracts oil from wells from offshore Florida to Texas.
On May 12, 2023, certain trade creditors filed an involuntary
petition under chapter 7 of the Bankruptcy Code against debtor Cox
Operating (Bankr. E.D. La. Case No. 23-10734). The petitioning
creditors -- Keystone Chemical, LLC, et al. -- are represented by
the Slyvester Law Firm.
Cox Operating LLC along with affiliates M21K, LLC, EPL Oil & Gas,
LLC, Cox Oil Offshore, L.L.C., Energy XXI Gulf Coast, LLC, and
Energy XXI GOM, LLC, sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90328) on May 14,
2023. The Debtors have sought joint administration of the cases
under In re MLCJR LLC (Bankr. S.D. Tex. Lead Case No. 23-90324).
The cases are overseen by Honorable Bankruptcy Judge Christopher M.
Lopez.
In its petition, Cox Operating estimated assets and liabilities
between $100 million and $500 million each.
The Debtors tapped the law firms of Latham & Watkins LLP and
Jackson Walker LLP as counsel; Alvarez & Marsal North America, LLC,
as financial advisor; and Moelis & Company LLC, as investment
banker.
CRICKET AUTOMOTIVE: Seeks to Hire Glyder LLC as Accountant
----------------------------------------------------------
Cricket Automotive Center LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to hire
Carol-Anne Glyder of Glyder, LLC, as accountant/enrolled agent.
Ms. Glyder will render these services:
a. assist the Debtor with preparing its federal and state tax
returns and monthly, quarterly, and annual tax reports; and
b. perform any other accounting services needed by the Debtor
as part of the bankruptcy proceedings.
Ms. Glyder will charge $225 per hour for her services.
Ms. Glyder assured the court that her firm does not represent any
interest adverse to the Debtor or the estate in the matters upon
which she is to be engaged for the Debtor.
Ms. Glyder can be reached at:
Carol-Anne Glyder, EA
Glyder, LLC
P.O. Box 4404
Pinehurst, NC 28374
Phone: (919) 341-6391
(910) 239-2310
About Cricket Automotive Center
Cricket Automotive Center LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-04172-5) on
December 2, 2024, with $100,001 to $500,000 in assets and $500,001
to $1 million in liabilities.
Judge David M. Warren presides over the case.
William P. Janvier, Esq. at Stevens Martin Vaughn & Tadych, PLLC
represents the Debtor as legal counsel.
DHW WELL: To Sell Tractors & Trailers to Anthony Segundo
--------------------------------------------------------
DHW Well Service, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas, San Antonio Division, to
sell personal property, free and clear of all liens, claims, and
encumbrances.
The Debtor operates a vacuum trucking business in the South Texas
oil field. As a result of its financial difficulties, the Debtor
began efforts to locate buyers for its excess tractors/trailers.
The Debtor has had discussions with parties regarding purchasing
the excess tractors/trailers/equipment. The Debtor has secured a
purchaser Anthony Segundo for the Property for the amount of
$17,500.00 (cash sale).
The Debtor is proposing to sell the tractors/trailers/equipment for
the cash amount of $17,500.00 free and clear of all liens, claims
and encumbrances.
The sales proceeds from the sale of the tractors, trailers and
equipment will be placed in the Debtor's bank account for use in
the Debtor's operations and efforts to reorganize its financial
affairs.
The Debtor believes that the proposed sale of the items of personal
property generates a market value based upon the assets proposed to
be sold and their marketability.
About DHW Well Service, Inc.
DHW Well Service, Inc., a company in Carrizo Springs, Texas,
operates a vacuum trucking business in the South Texas oil field.
DHW Well Service sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Texas Case No. 24-52436) on August 5,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Michael Colvard serves as Subchapter V trustee.
Judge Craig A. Gargotta presides over the case.
William R. Davis, Jr., Esq., at Langley & Banack, Inc., represents
the Debtor as legal counsel.
DIRECTV ENTERTAINMENT: S&P Lowers Secured Debt Ratings to 'BB-'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating -- which
is on CreditWatch Negative -- and '3' recovery rating to DirecTV
Financing LLC's proposed secured debt. This includes a new $750
million term loan-B due 2031 and $1.75 billion secured notes due
2031. The '3' recovery rating indicates its expectation of
meaningful (50%-70%; rounded estimate: 60%) recovery in the event
of a payment default. DirecTV Entertainment Holdings LLC plans to
use proceeds for a previously communicated $1.625 billion dividend
as well as to repay debt.
S&P said, "At the same time, we lowered our existing secured
issue-level ratings one notch to 'BB-' and revised our recovery
rating to '3' from '2'. This is due to the incremental $1.6 billion
in secured claims, which result in our estimated recovery prospects
falling to around 60% from the low-70% area previously.
"All ratings remain on CreditWatch, where we placed them with
negative implications on Sept. 30, 2024, and we will likely lower
the ratings to 'B+' following the completion of TPG's buyout of
AT&T, expected later this year. The downgrade is likely to be
driven primarily by fewer governance protections following AT&T's
divestiture of its 70% stake."
There is cushion in the ICR to accommodate the debt-financed
dividend as S&P-adjusted debt-to-EBITDA will likely be around 2x
from about 1.5x prior to the dividend. This ratio is relatively
strong for the prospective 'B+' rating but upside is limited by
private-equity ownership and challenging industry conditions.
The linear TV industry is rapidly shrinking and the model has been
under pressure for years as programmers have raised rates while
shifting their best content away from linear TV and toward
direct-to-consumer applications. Furthermore, distributors have
limited flexibility to create tailored channel lineups because
programmers include contractual minimum penetration levels per
channel in bundled portfolios. Therefore, households are dropping
paid linear TV services because it's more expensive and includes
too many channels that aren't watched. This resulted in
mid-teen-percent DirecTV subscriber declines in in recent years.
DirecTV has been introducing new offerings in an attempt to stem
these declines by pivoting toward streaming options, including the
recently launched sports-centric skinny bundle. S&P said, "However,
we expect YouTubeTV will continue to gain significant market share
within the industry given its low price point and inclusion of
several channels that carry news and sports. YouTubeTV is owned by
Alphabet and may be willing to accept very low gross programming
margins to gain scale and drive viewers to its platform, which can
enhance its larger advertising business model. Therefore, we do no
currently forecast an improvement in subscriber trends for
DirecTV."
ISSUE RATINGS—RECOVERY ANALYSIS
Key analytical factors
-- S&P said, "Our simulated default scenario considers that
intense competition from cable TV and Dish Network Corp., as well
as an accelerated shift to over-the-top (OTT) viewing, will make TV
services less attractive. This causes increased churn, lower
average revenue per user (ARPU), and declining profitability such
that DirecTV cannot meet fixed charges including interest expense,
capital spending, and debt amortization. Our default scenario also
envisions an unsuccessful pivot more toward streaming platforms
offered by DirecTV."
-- S&P applies a 4x multiple to emergence EBITDA, in line with the
multiple used for Dish due to the intense secular pressure facing
the satellite TV industry.
-- S&P's scenario assumes a LIBOR rate of 2.5% in the default
year; 85% of the revolver is utilized at default; and all estimated
debt claims include six months of accrued interest at default.
Simulated default assumptions
-- Simulated default year: 2028
-- EBITDA at emergence: $1.5 billion
-- EBITDA multiple: 4x Simplified waterfall
-- Gross enterprise value (EV): $6.0 billion
-- Net EV (after 5% administrative costs): $5.7 billion
-- Priority claims: $435 million
-- Collateral available to secured creditors: $5.3 billion
-- Secured claims: $8.7 billion
--Recovery expectation: 50%-70% (rounded estimate: 60%)
DITECH HOLDING: $120,919.00 Ray Claim Disallowed
------------------------------------------------
The Honorable James L. Garrity, Jr., of the United States
Bankruptcy Court for the Southern District of New York entered a
Memorandum Decision and Order sustaining the objection of the
Consumer Claims Trustee in the bankruptcy case of Ditech Holding
Corporation with respect to the proof claim filed by James Ray. The
Court disallows Claim No. 21229.
James Ray is acting pro se herein. He timely filed Proof of Claim
No. 21229 as an unsecured claim in the amount of $120,919.00
against Green Tree Servicing Corp. (f/k/a Conseco Finance Servicing
Corp.). The Consumer Claims Trustee filed the Twenty-Sixth Omnibus
Objection seeking to disallow proofs of claim, including the Claim,
that do not provide sufficient information or documentation to
substantiate liability on the part of Green Tree.
In substance, the Consumer Claims Trustee contends that the Court
should disallow the Claim because it fails to state a claim for
relief against Green Tree.
At a Sufficiency Hearing, the Court employs the legal standard of
review applied to a motion to dismiss for failure to state a claim
upon which relief may be granted under Rule 12(b)(6) of the Federal
Rules of Civil Procedure.
The Court concludes the Claim fails to state a claim to relief
against Green Tree.
On Sept. 19, 2000, James Ray and Zinta Ray executed a promissory
note in in favor of Conseco Finance Servicing Corp. in the amount
of $80,750.00. Under the terms of the Note, Claimant agreed to pay
a balloon payment due Oct. 15, 2015, in the amount of $72,475.26.
The Note is secured by a mortgage on the real property located at
801 Kerri Road, Hopkins, South Carolina 29061. On Sept. 29, 2000,
the Mortgage was recorded in Richland County, South Carolina.
On June 21, 2016, Ditech Financial LLC (f/k/a Green Tree) assigned
the Loan to Wells Fargo Bank N.A., as Trustee for Green Tree
2008-MH1.
The Claim includes two Official Form 410, Proofs of Claim, both of
which list Claimant as the creditor and Zinta Ray as other names
the creditor used with the debtor. First, the Claim asserts an
unsecured claim in the amount of $120,919.00 based on Rejection
Damages. Claimant contends the Claim is subject to a right to set
off and lists the property as Mortgage. Second, Claimant states the
basis of the Claim as Illegal Loan Practice, but does not provide
an amount claimed.
The Consumer Claims Trustee seeks entry of an order disallowing the
Claim due to insufficient information or documentation. She
contends that the upon review of the Debtors' books and records,
she determined that the Claim lacks merit.
The Consumer Claims Trustee interprets the Claim, as supplemented
by the Response, as a claim (i) of entitlement to a permanent loan
modification under the HAMP, (ii) for breach of contract, (iii)
for violations of the Real Estate Settlement Procedures Act, and
the Fair Debt Collection Practices Act, and (iv) for punitive
damages.
The Consumer Claims Trustee contends that Claimant has failed to
state a claim under the HAMP because the HAMP does not provide a
private cause of action unless a borrower shows the existence of a
trial payment plan agreement and seeks to enforce it, which
Claimant has not alleged. She argues that any breach of contract
action against Ditech (as Green Tree's successor) fails because
Claimant has not alleged the existence of an agreement between
Ditech and Claimant, and any such claim is barred by South
Carolina's three-year statute of limitations. She contends that the
RESPA claim fails because Claimant has not alleged that he
submitted a completed loss mitigation application to Green Tree,
any claim would be barred by a three-year statute of limitations,
and RESPA does not allow punitive damages or damages for his
inability to refinance the Loan.
The Consumer Claims Trustee asserts that Claimant has failed to
state a claim under the FDCPA because he has not alleged that
either Green Tree or Ditech was a debt collector under the FDCPA or
that either of them engaged in acts prohibited by the FDCPA. She
also asserts that any claim under the FDCPA is time barred, and
Claimant's requested damages are not available under the FDCPA.
Finally, she contends that Claimant is not entitled to recover
punitive damages because such damages are unavailable against an
insolvent chapter 11 debtor.
Claimant asserts that the Debtors have not acted with the
transparency and integrity required of parties before this Court,
because they have failed to comply with mortgage servicing laws,
consent order obligations, and bankruptcy disclosure requirements.
He contends that the clean hands doctrine prohibits any party
engaged in wrongdoing from obtaining equitable relief, and, in this
case, precludes the Debtors from obtaining relief related to the
foreclosure actions, servicing transfers, or other matters
compromised by their misconduct and misrepresentations.
Application of this equitable doctrine is committed to the sound
discretion of the Court.
The exercise of that discretion favors the Trustee. According to
the Court, the Debtors' alleged failure to comply with mortgage
servicing laws, consent order obligations, and bankruptcy
disclosure requirements is unrelated to whether Claimant has stated
a claim for relief against the Debtors. The doctrine of unclean
hands does not bar the Consumer Claims Trustee from pursuing the
Objection, the Court finds.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=rSRNq8 from PacerMonitor.com.
DNC AND TCPA: Updates Unsecured Claims Pay, Files Amended Plan
--------------------------------------------------------------
DNC and TCPA List Sanitizer, LLC, submitted a Third Amended Small
Business Plan of Reorganization under Subchapter V dated January
23, 2025.
The Debtor's bankruptcy case was initiated in part because of
litigation with Ringba, LLC. The Debtor was not able to resolve the
Ringba judgment before this case was filed. Ringba, filed a writ of
execution on the Debtor's internet payment account, forcing it to
file this bankruptcy.
The Debtor therefore selected the firm of Wadsworth Garber Warner
Conrardy, PC ("WGWC") by reason of their expertise and experience
in bankruptcy matters. The retention of WGWC was approved by the
Court. After the retention of WGWC, the Debtor and Ringba entered
into a settlement agreement and a Motion to approve the settlement
agreement was filed with the Court.
There was a breakdown in the settlement which caused the Debtor to
withdraw the Motion. First, Ringba accused the Debtor and/or its
representative, Mr. O'Hare of violating the proposed settlement
agreement. The Debtor and Mr. O'Hare refute these allegations.
Moreover, Ringba has asked the Debtor and/or Mr. O'Hare to take
additional action beyond the fully executed settlement agreement,
which the Debtor and/or Mr. O'Hare are unwilling to take.
Furthermore, Ringba has indicated it planned on objecting to the
motion to approve the settlement.
Secondly, secured creditor JP Morgan Chase Bank, N.A. filed an
Objection to the Settlement Motion. Resolution of the Chase
objection will either require a hearing or concessions from Ringba.
But, since Ringba was also planning on objecting to the settlement
it signed it is unlikely Ringba would have any motivation to
resolve the Chase objection. The purpose of the Settlement
Agreement, was to resolve issues in this case and allow for the
Debtor to move toward confirmation of a Plan of Reorganization with
substantially less litigation. Given the inevitable litigation over
the settlement, the Debtor elected to withdraw the Motion to
approve the settlement.
The Statement of Financial Affairs discloses that $1,146,561.04 was
paid to insiders during the one year look back period. The Debtor
is still evaluating whether these payments were made in the
ordinary course and/or whether the creditors provided new value
that would provide a defense to any avoidance action. However,
given that the Plan proposes to pay creditors in full, there is no
advantage to bringing avoidance actions since such creditors would
hold claims for the amount paid, thus successful avoidance
claimants would get their money back.
Class 4(a) consists of the non-insider general unsecured creditors
of the Debtor who hold Allowed Claims. Upon the first full month
after the Effective Date of the Plan and every month thereafter
until Administrative Claims are paid in full and then for the
remainder of the term of the Plan, the Debtor will deposit into the
Unsecured Creditor for the Term of the Plan, or until
Administrative Claims and Class 4(a) Allowed Claim are paid in
full: (a) during the first year of the Plan $26,042; (b) during the
second year of the Plan $40,950; (c) during the third year term of
the Plan $53,409; (d) during the fourth year of the Plan $64,502
and (e) during the fifth year of the Plan $77,060.
At the end of each calendar quarter, the balance of the Unsecured
Creditor Account will be distributed to the holders of Allowed
Administrative Claims on a Pro Rata basis until such time as all
holders of Allowed Administrative Claims have been paid in full,
and then will be distributed to Class 4(a) general unsecured
creditors that hold Allowed Claims on a Pro Rata basis. The
obligation to make deposits into the Unsecured Creditor Account
will terminate at the end of the earlier of: (a) the Term of the
Plan or (b) upon satisfaction of Allowed Administrative Claims and
Allowed Claims in Class 4(a).
All funds recovered by the Debtor on account of Avoidance Actions
shall be distributed to Allowed Administrative Claims until paid in
full and then to Class 4(a) claimants holding Allowed Claims on a
Pro-Rata basis, net of attorneys' fees and costs. Whether or not
the Debtor pursues any Avoidance Actions shall be up to the Debtor
and the decision to pursue such claims shall be discretionary with
the Debtor.
Class 4(b) consists of the insider of the Debtor who holds the
Allowed Claims. Class 4(b) is subordinated to Class 1 through 4(a)
and shall not receive any distribution under this Plan until all
Administrative Claims and Classes 2 through 4(a) have been paid in
accordance with this Plan. After such time, the Debtor and the
Class 4(b) claimant can make such arrangements and agreements as
they so choose to satisfy the debt of Class 4(b). The Debtor's
closing of this bankruptcy case and receiving a discharge shall not
be conditioned upon the satisfaction of the Class 4(b) Claim.
Class 5 includes the Interests in the Debtor, which Interests are
unimpaired by the Plan. Upon confirmation of the Plan, all Class 5
Interest holders will retain their ownership Interests in the
Debtor.
The Debtor shall be empowered to take such action as may be
necessary to perform its obligations under this Plan.
On the Effective Date of the Plan, the Debtor (or such other
designee charged with handling the obligations under the Plan) will
open a separate interest-bearing deposit account at a federally
insured commercial bank selected by the Debtor. The bank account
will be maintained by the Debtor as the Unsecured Creditor Account
into which all payments made by the Debtor for the benefit of
holders of Allowed Administrative Claims and Class 4(a) creditors
will be made until the obligations under the Plan are completed.
A full-text copy of the Third Amended Plan dated January 23, 2025
is available at https://urlcurt.com/u?l=5JCvie from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
John A. Cimino, Esq.
Cimino Law Office LLC
5500 East Yale Ave., Suite 201A
Denver, CO 80222
Telephone: (720) 434-0434
Email: JC925AVE@yahoo.com
About DNC and TCPA Sanitizer
DNC and TCPA List Sanitizer, LLC, is a Colorado limited liability
company that is primarily an internet-based business.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 24-12624) on May 16,
2024, with $50,001 to $100,000 in assets and $500,001 to $1 million
in liabilities.
Judge Kimberley H. Tyson oversees the case.
The Debtor tapped John Cimino, Esq., at Cimino Law Office, LLC as
bankruptcy counsel and Vandana Koelsch, Esq., at Allen Vellone Wolf
Helfrich & Factor PC as special litigation counsel.
DORMIFY INC: Committee Taps Potter Anderson & Corroon as Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Dormify, Inc.
seeks approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Potter Anderson & Corroon LLP as its counsel.
The firm's services include:
a. advising the Committee with respect to its rights, powers
and duties;
b. advising the Committee in its consultations with the Debtor
relative to the administration of the Chapter 11 Case;
c. advising the Committee in analyzing the claims of the
Debtor's creditors and in negotiating with such creditors;
d. reviewing financial and operational information furnished
by the Debtor to the Committee;
e. investigating, and advising the Committee with respect
thereto, the acts, conduct, assets, liabilities, and financial
condition of the Debtor and/or insiders, the operations of the
Debtor's business and the desirability of the continuance of such
business, motions filed, assets of the estate and any other matters
relevant to the Chapter 11 Case or to the formulation of a plan
and/or exit strategy;
f. assisting the Committee in its analysis of, and
negotiations with, the Debtor or any third-party concerning matters
related to, among other things, cash collateral usage or financing
to be obtained in the Chapter 11 Case and the terms of any plan of
reorganization or liquidation of the Debtor;
g. conferring with the Debtor's management and counsel and any
other retained professional;
h. conferring with the principals, counsel, and advisors of
the Debtor's lenders;
i. representing the Committee at hearings and other
proceedings;
j. attending the meetings of the Committee;
k. reviewing and analyzing applications, orders, statements of
operations, and schedules filed with the Court and advising the
Committee as to their propriety;
l. taking necessary actions to protect and preserve the
interests of the Committee, including, but not limited to (i)
possible prosecution of actions on its behalf, (ii) if appropriate,
negotiations concerning all litigation in which the Debtor is
involved, and (iii) if appropriate, reviewing and analyzing claims
filed against the Debtor's estate;
m. appearing, as appropriate, before this Court and the
appellate courts, to protect the interests of the Committee before
those courts;
n. assisting the Committee in preparing and filing pleadings,
motions, applications, answers, orders, reports and papers as may
be necessary in furtherance of the Committee's interests and
objections; and
o. performing such other legal services as may be required and
are deemed to be in the interests of the Committee in accordance
with the Committee's powers and duties as set forth in the
Bankruptcy Code.
The firm will be paid at these rates:
Partners $890 per hour
Associates $495 to $540 per hour
Paraprofessionals $390 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
R. Stephen McNeill, Esq., a partner at Potter Anderson & Corroon
LLP, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
R. Stephen McNeill, Esq.
POTTER ANDERSON & CORROON LLP
1313 North Market Street, 6th Floor
Wilmington, DE 19801
Tel: (302) 984-6000
Fax: (302) 658-1192
Email: rmcneill@potteranderson.com
About Dormify, Inc.
Dormify, Inc. filed Chapter 11 petition (Bankr. D. Del. Case No.
24-12634) on November 18, 2024, with $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
Judge Thomas M. Horan oversees the case.
Goldstein & McClintock, LLLP is the Debtor's legal counsel.
DR. POWER: Gets Final OK to Use Cash Collateral
-----------------------------------------------
Dr. Power Washers, Inc. received final approval from the U.S.
Bankruptcy Court for the Eastern District of Texas, Tyler Division,
to use the cash collateral of Mulligan Funding, LLC and the U.S.
Small Business Administration.
The final order signed by Judge Joshua Searcy authorized the
company to use the lenders' cash collateral in accordance with its
projected three-year budget.
The company's authority to use cash collateral automatically
terminates upon the earlier of (i) relief from stay is obtained
with respect to the collateral; (ii) the Chapter 11 case is
dismissed; (iii) the case
is converted to one under Chapter 7; or (iv) a payment is made
which is not authorized by the final order or by the lenders.
The court granted the lenders adequate protection, including
replacement liens on the company's post-petition assets, to secure
their interests in the cash collateral.
As additional protection, Mulligan and the SBA will receive monthly
payments of $3,500 and $1,000, respectively.
About Dr. Power Washers
Dr. Power Washers, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 24-60627) on
October 14, 2024, listing up to $1 million in both assets and
liabilities.
Judge Joshua P. Searcy oversees the case.
The Debtor is represented by:
Gordon Mosley, Esq.
Law Offices of Gordon Mosley
4411 Old Bullard Road, Suite 602
Tyler, TX 75703
Telephone: (903) 534-5396
Facsimile: (903) 581-4038
Email: gmosley@suddenlinkmail.com
DRIP MORE: Trustee Taps Bicher & Associates as Field Agent
----------------------------------------------------------
Lynda T. Bui, Chapter 11 trustee for Drip More, LLC, seeks approval
from the U.S. Bankruptcy Court for the Central District of
California to employ Bicher & Associates as her field agent.
The field agent will assist the Trustee in these matters:
-- all banking;
-- verification of sales and deposits;
-- monitoring bank accounts online and cash flow;
-- identifying creditor claims including reviewing accounts
payable;
-- inventory issues;
-- personnel issues;
-- meeting with employees regarding the Trustee's role;
-- insurance status verification;
-- Trustee liaison;
-- other assignments requested by the Trustee in the furtherance
of her duties;
-- meetings with principals and key employees regarding
operations;
-- assist the Trustee's accountant in completing analysis of
cash flow and best way to liquidate or reorganize;
-- asset analysis; and
-- review business and financial documents and records to assist
in identifying assets of the estate.
The firm's current hourly billing rates, are:
Lori J. Ensley, Field Agent $120
Lori J. Ensley, Professional Services $250
Robert Bicher, Professional
Administrative Services $350
Lori Ensley, principal of Bicher & Associates, assured the court
that the firm is a "disinterested person" within the meaning of
Bankruptcy Code Section 101(14) and represents no interest which
would be adverse to the Debtor, the Estate, or any party in
interest in this proceeding.
The firm can be reached through:
Robert F. Bicher
Lori J. Ensley
Bicher & Associates
1220 Monte Vista Dr.
Redlands, CA 92373
Tel: (909) 793-8068
About Drip More
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DRIP MORE: Trustee Taps Shulman Bastian Friedman & Bui as Counsel
-----------------------------------------------------------------
Lynda T. Bui, Chapter 11 trustee for Drip More, LLC, seeks approval
from the U.S. Bankruptcy Court for the Central District of
California to employ Shulman Bastian Friedman & Bui LLP as her
general counsel.
The firm will render these services:
-- Advise and assist the Trustee regarding issues related to the
continued use of cash collateral and, if necessary, assist in
negotiations and development of a stipulation and/or motion
regarding same.
-- Advise and assist the Trustee regarding the Debtor's business
operations and whether continued operation of same is in the best
interests of the Estate and its creditors.
-- Advise the Trustee with respect to her rights, powers, duties
and obligations as the Trustee in the administration of this case,
the management of the Debtor's business affairs and the management
of the Debtor's property.
-- Advise and assist the Trustee with respect to compliance with
the requirements of the UST.
-- Advise the Trustee regarding matters of bankruptcy law,
including the rights and remedies of the Trustee with respect to
the assets of the Estate and with respect to the claims of
creditors.
-- Represent the Trustee in any proceedings or hearings in the
Bankruptcy Court related to bankruptcy law issues, including the
Settlement Motion.
-- Represent the Trustee in the Harper Action.
-- Conduct examinations of witnesses, claimants, or adverse
parties and prepare and assist in the preparation of reports,
accounts and pleadings related to the Debtor's Chapter 11 case.
-- Advise the Trustee regarding her legal rights and
responsibilities under the Bankruptcy Code and the Federal Rules of
Bankruptcy Procedure.
-- If necessary, assist the Trustee in the negotiation,
preparation and approval of a disclosure statement and the
negotiation, preparation and confirmation of a plan of
reorganization.
-- Review of extraordinary claims filed against the Estate and,
if necessary, bring action to object to certain claims if there is
sufficient cause.
-- Assist Trustee in the investigation of questionable
transactions regarding alleged improper use of funds and other
assets of the Estate.
-- Investigate any and all claims and causes of action which
constitute property of the Estate.
-- Prepare the documents and pleadings necessary to commence
litigation to prosecute the Litigation Claims and to conduct
discovery associated therewith.
-- Prosecute of any Litigation Claims lawsuit to a judgment in an
appropriate trial court.
-- Analyze possible settlement of Litigation Claims and conduct
possible settlement negotiations.
-- If a judgment is obtained in favor of the Estate in any
Litigation Claims lawsuit, oppose any motion for new trial by any
opposing party.
-- Investigate the acts, conduct, assets, liabilities and
financial condition of the Debtor, and any other matters relevant
to the case or the preservation of assets for the benefit of
creditors.
-- Perform any and all other legal services incident and
necessary as the Trustee may require of the Firm in connection with
this Chapter 11 case and as necessary to preserve assets for the
benefit of the Estate and its creditors.
The firm's current hourly billing rates are as follows:
Professionals
Leonard M. Shulman $795
James C. Bastian, Jr. $795
Alan J. Friedman $795
J. Ronald Ignatuk $695
Gary A. Pemberton $695
Franklin J. Contreras, Jr. $695
Ryan O'Dea $695
Shane M. Biornstad $695
Melissa Davis Lowe $645
Rika M. Kido $645
Mimi Lin $595
Bryan Whitmer-Cabrera $525
Max Casal $525
Holly M. Ratzlaff $525
Brooke Thompson $425
Omeed Mahrouyan $425
Paraprofessional
Erlanna L. Lohayza $295
Pamela G. Little $295
Lori Gauthier $295
Anne Marie Vernon $195
Tammy Walsworth $195
Allie D'Alessandro $195
Tonia Wooten $185
Of Counsel
Eric D. Dean $695
Joseph M. Galosic $695
As disclosed in the court filings, Shulman Bastian Friedman & Bui
LLP is a "disinterested person" within the meaning of Bankruptcy
Code Section 101(14) and represents no interest which would be
adverse to the Debtor.
The firm can be reached through:
Alan J. Friedman, Esq.
Rika M. Kido, Esq.
SHULMAN BASTIAN FRIEDMAN & BUI LLP
100 Spectrum Center Drive, Suite 600
Irvine, CA 92618
Tel: (949) 340-3400
Fax: (949) 340-3000
Email: AFriedman@shulmanbastian.com
Email: RKido@shulmanbastian.com
About Drip More
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DRIVEHUB AUTO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: DriveHub Auto Inc.
Ryan & Ryan, Inc.
1117 Tucker Ave.
Orlando, FL 32807
Business Description: DriveHub is a used car dealership located in
Orlando, FL, providing high-quality pre-
owned vehicles to customers. With vast
connections within the dealer network, the
Company is able to offer a diverse selection
of lease returns and trade-ins at
competitive prices.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-00594
Judge: Hon. Grace E Robson
Debtor's Counsel: Daniel A. Velasquez, Esq.
LATHAM LUNA EDEN & BEAUDINE LLP
201 S. Orange Avenue
Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
E-mail: dvelasquez@lathamluna.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yevgen Arnaut as sole shareholder and
president.
A full-text copy of the petition, including a list of the Debtor's
20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/J2KXO4A/DriveHub_Auto_Inc__flmbke-25-00594__0001.0.pdf?mcid=tGE4TAMA
EDMOUNDSON STEEL: Continued Operations to Fund Plan Payments
------------------------------------------------------------
Edmoundson Steel Erection Inc. filed with the U.S. Bankruptcy Court
for the Western District of Arkansas a Small Business Plan of
Reorganization under Subchapter V dated January 23, 2025.
The Debtor is an Arkansas corporation in good standing and is a
going concern engaged in commerce as a provider of steel building
erection and finishing in Fort Smith, Arkansas. The Debtor's sole
shareholder is John Bailey.
The Debtor's business began in 1989 under different ownership.
John Bailey purchased the Debtor in July 2016 and operated it with
consistent revenue growth through 2022. The Debtor first
encountered financial issues in 2023 when it was discovered that an
employee of the Debtor that was handling the company's accounting
had embezzled company funds that were supposed to be paid to
Vendors.
The Debtor filed a police report, went through a full review with
its Insurer, and was eventually paid back a portion of the stolen
funds, but the losses extended beyond just the stolen vendor
accounts payable. To pay vendor bills and keep the business alive,
owner John Bailey began utilizing merchant cash advance loans to
float the Debtor's finances. These loans carried considerable
interest and oppressive terms that led to a cash crunch and the
Debtor's inevitable Chapter 11 filing.
The Debtor shall pay into the plan for 60 months. The Plan
Proponent's financial projections show that the Debtor will have
projected monthly disposable income of $5,470.57 for 5 years and
quarterly disposable income of $16,411.71 for 5 years.
This Plan of Reorganization proposes to pay creditors of the Debtor
from operation of the Debtor's business.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 00.00 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 7 consists of Unsecured Non-priority Claims. The claims of
this class will receive no distributions under this plan. The
Liquidation Analysis found in the Appendix indicates that after
payment of all administrative and secured claims there will be no
dividend available to any unsecured creditor. The claims of this
class are unsecured or are the unsecured portions of secured
claims. This class of claims is impaired.
Class 5 consists of Interests of the Equity Security Holder of the
Debtor. The Debtor has one equity security holder, John Bailey.
John Bailey shall continue to manage the Debtor's business and
shall be paid a salary, but in no event will any equity security
holder receive any dividend or capital distribution on account of
their equity. At the time of the proposal of this Plan John Bailey
is paid a wage of $95,200 per year gross.
The Debtor will continue to engage in the steel and metal building
erection and finishing business. Despite Debtor's financial
struggles over the past 18 months, Debtor has substantial ongoing
quotes with general contractors that build metal buildings for
Walmart, Inc. Debtor has also bid on multiple large projects with
government and military organizations.
A full-text copy of the Plan of Reorganization dated January 23,
2025 is available at https://urlcurt.com/u?l=MI78Wa from
PacerMonitor.com at no charge.
About Edmoundson Steel Erection
Edmoundson Steel Erection, Inc., is a construction company based
out of Fort Smith, Ariz.
Edmoundson Steel Erection sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No.
24-71778) on Oct. 25, 2024, with $100,000 to $500,000 in assets and
$1 million to $10 million in liabilities. John Balley, company
owner, signed the petition.
Judge Bianca M. Rucker handles the case.
The Debtor is represented by Stanley V. Bond, Esq., at Bond Law
Office.
ELITA 7 LLC: Gets Interim OK to Use Cash Collateral Until March 6
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts granted
Elita 7, LLC and Victoria Light, LLC interim approval to use cash
collateral until March 6.
The interim order authorized the companies to use the cash
collateral of DMT SPE I, LLC and other secured lenders in the
ordinary course of business in accordance with their budget.
As protection for any diminution in the value of their collateral,
the secured lenders were granted replacement liens on the
companies' assets to the same extend, priority and enforceability
held by each secured lender as of the petition date.
As additional protection, DMT SPE I, the primary secured lender,
will receive payment of $30,000 by Feb. 15.
The next hearing is scheduled for March 6.
About Elita 7 and Victoria Light
Elita 7, LLC operates a 60-bed Rest Home located at 16 Marble
Street, Worcester, Mass.
Elita 7 and its affiliate, Victoria Light, LLC, filed Chapter 11
petitions (Bankr. D. Mass. Lead Case No. 24-41303) on December 20,
2024. At the time of the filing, the Debtors reported $1 million to
$10 million in both assets and liabilities.
Judge Elizabeth D. Katz oversees the cases.
The Debtors are represented by:
John O. Desmond, Esq.
5 Edgell Road, Suite 30A
Farmingham, MA 01701
Tel: 508-879-9638
Email: attorney@jdesmond.com
EMS WAREHOUSING: Seeks to Hire Condon & Lapsley as Accountant
-------------------------------------------------------------
EMS Warehousing and Distribution, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to employ
Catherine Lapsley, CPA, MST and Condon & Lapsley, LLC as its
accountant.
The firm's services would include, without limitation, general
bookkeeping and assisting the Debtor in the preparation and filing
of its tax returns and chapter 11 reporting requirements.
The firm's rates are:
Bookkeeping, Quickbooks adjustments $125/hour
Tax return preparation/consultation $250/hour
Corporate tax return $1,750 minimum
As disclosed in the court filings, the accountant is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The accountant can be reached through:
Catherine Lapsley, CPA, MST
Condon & Lapsley, LLC
15 Caswell Lane
Plymouth, MA 02360
Tel: (508) 830-0500
Fax: (508) 830-0501
About EMS Warehousing and Distribution
EMS Warehousing and Distribution, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No.
24-41297) on December 19, 2024, with $100,001 to $500,000 in assets
and $1 million to $10 million in liabilities.
Judge Elizabeth D. Katz presides over the case.
Steffani M. Pelton, Esq. at Madoff & Khoury LLP represents the
Debtor as legal counsel.
ENGINEERING RECRUITING: Taps Fisher Tousey as Special Counsel
-------------------------------------------------------------
Engineering Recruiting Experts, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Adam L.
Heiden, Esq. of Fisher, Tousey, Leas & Ball as special counsel.
The counsel will assist in resolving pre-petition payroll tax
issues with the Internal Revenue Service.
Rates for the firm range from $355 to $485 per hour.
Adam L. Heiden, partner of Fisher, Tousey, Leas & Ball, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
The counsel can be reached at:
Adam L. Heiden, Esq.
Fisher, Tousey, Leas & Ball
501 Riverside Ave # 700
Jacksonville, FL 32202
Phone: (904) 356-2600
About Engineering Recruiting Experts
Engineering Recruiting Experts, LLC filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.
Fla. Case No. 24-03292) on Oct. 29, 2024, listing $100,001 to
$500,000 in assets and $1,000,001 to $10 million in liabilities.
Judge Jason A Burgess presides over the case.
Bryan K. Mickler, Esq. at Mickler & Mickler represents the Debtor
as counsel.
ESSEX TECHNOLOGY: Prepares for Possible Bankruptcy Filing
---------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Essex Technology Group,
the discount retailer behind Bargain Hunt, is reportedly preparing
to file for bankruptcy as early as next week, according to sources
familiar with the situation.
The Nashville-based company has engaged Riveron Consulting for
advisory support as it weighs the possibility of shutting down
operations, the sources said, requesting anonymity. They noted that
no final decision has been made, and the plans could still change,
the report states.
Attempts to reach Bargain Hunt and Riveron Consulting for comment
were unsuccessful.
According to its website, Bargain Hunt operates 91 stores across 10
states.
About Essex Technology Group
Essex Technology Group, LLC, doing business as Bargain Hunt,
operates as a retail company. The Company offers food, clothing,
shoes, accessories, electronics, appliances, sporting goods, home
decor, and other related products. Bargain Hunt serves customers in
the United States.
EYEMART EXPRESS: S&P Withdraws 'B-' Issuer Credit Rating
--------------------------------------------------------
S&P Global Ratings withdrew all its ratings on Eyemart Express
Holdings LLC, including the 'B-' issuer credit rating, following
the completion of the company's acquisition by VSP Vision on Jan.
21, 2025, and the subsequent repayment of its rated debt. At the
time of the withdrawal, S&P's outlook on Eyemart was stable.
FIREFLY STORE: Hires Fortis Business Advisors as Liquidating Agent
------------------------------------------------------------------
Firefly Store Solutions, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to
employ Fortis Business Advisors, LLC as liquidating agent.
The firm will render these services:
a. take a comprehensive inventory of all remaining merchandise
in the warehouse;
b. set up a 2-week pick-up-only onsite sale of the remaining
merchandise;
c. reduce inventory from sales;
d. promote sale via current customers and social media; and
e. source bulk orders for the balance of the inventory upon
completion of the on-site sale.
Fortis will charge $15,000 for these services.
Ben Nicholson of Fortis Business Advisors assured the court that
his firm is a "disinterested person" as that term is defined in
11U.S.C. Sec. 101(14).
The firm can be reached through:
Ben Nicholson
Fortis Business Advisors, LLC
10945 State Bridge Road, Suite 401-213
Alpharetta, GA 30022
Phone: (321) 948-9615
Email: btnicholson@fortisba.com
About Firefly Store Solutions, Inc.
Firefly Store has been providing America's retailers with store
solutions, retail store fixtures, and store displays since 1954.
Firefly Store Solutions, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C.
Case No. 24-10591) on September 20, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
Adria Arias as chief executive officer.
Judge Benjamin A Kahn presides over the case.
Dirk W. Siegmund, Esq. at Ivey, Mcclellan, Siegmund, Brumbaugh &
Mcdonough, LLP represents the Debtor as counsel.
FLATIRON NEW: Gets Interim OK to Use Cash Collateral Until Feb. 28
------------------------------------------------------------------
Flatiron New Mexico, LLC received interim approval from the U.S.
Bankruptcy Court for the District of New Mexico to use cash
collateral to pay its operating expenses.
The interim order signed by Judge David Thuma approved the use of
cash collateral for the period from Nov. 27, 2024, to Feb. 28,
2025.
Torro LLC, a secured creditor, will continue to have a security
interest in all assets of Flatiron in which it had a lien or
security interest as of the petition date. The secured creditor
will also have replacement liens against property of the same type
acquired by the company post-petition.
In addition to the replacement liens, Torro will receive monthly
payments of $500 from the company.
About Flatiron New Mexico
Flatiron New Mexico, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D.N.M. Case No. 24-11279) on Nov. 27, 2024, with up to
$50,000 in assets and up to $500,000 in liabilities. Christian
Manzer, manager, signed the petition.
Judge David T. Thuma oversees the case.
The Debtor is represented by:
Chris M. Gatton, Esq.
Gatton & Associates, P.C.
10400 Academy NE, Suite 350
Albuquerque, NM 87111
Tel: (505) 271-1053
Fax: (505) 271-4848
Email: chris@gattonlaw.com
FORTRESS HOLDINGS: Case Summary & Three Unsecured Creditors
-----------------------------------------------------------
Debtor: Fortress Holdings, LLC
d/b/a The Chariot
555 Preakness Avenue
Totowa, NJ 07512
Business Description: Fortress, d/b/a The Chariot, is set
to open a premier catering and event venue
in Totowa, New Jersey, specializing in
weddings and other special occasions. The
venue will feature seven floors, a Kosher
kitchen, and a rooftop restaurant, offering
stunning views of New York City. With a
capacity of over 600 people, the facility
caters to large-scale events and upscale
dining experiences.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 25-10977
Judge: Hon. Vincent F Papalia
Debtor's Counsel: Richard D. Trenk, Esq.
TRENK ISABEL SIDDIQI & SHAHDANIAN P.C.
290 W. Mt. Pleasant Avenue
Suite 2370
Livingston, NJ 07039
Tel: (973) 533-1000
Fax: (973) 533-1111
E-mail: rtrenk@trenkisabel.law
Debtor's
Accountant: VESTCORP LLC
Total Assets: $42,030,291
Total Liabilities: $26,158,690
The petition was signed by Paul Qassis as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/MH5HP5I/Fortress_Holdings_LLC__njbke-25-10977__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Three Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Kuiken Brothers Company Business Debt $17,750
14 Eisenhower Pkwy
Roseland, NJ 07068
Tel: (973) 226-5700
2. Paul Qassis Loans $9,275,000
264 Columbia Avenue
Lodi, NJ 07644
3. Schindler Elevator Business Debt $58,597
20 Whippany Road
Morristown, NJ 07960
Tel: 973-397-6500
FREE SPEECH: Hook Families Resist Jones' Bankruptcy Deposition Bid
------------------------------------------------------------------
Angelica Serrano-Roman and Alex Wolf of Bloomberg Law reports that
the families of Sandy Hook Elementary School shooting victims have
refused to comply with Alex Jones' last-minute demand for a
deposition regarding their proposal to allocate proceeds in his
bankruptcy case.
The families, who have secured more than $1.3 billion in defamation
judgments against Jones for falsely claiming the 2012 massacre was
a hoax, argue that they are not required to testify about a pending
agreement in the bankruptcy case.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
FRONTIER COMMUNICATIONS: Court Rules on MCCs' Spoliation Motion
---------------------------------------------------------------
Chief Judge Martin Glenn of the United States Bankruptcy Court for
the Southern District of New York ruled on the motion filed by the
Movie Company Claimants seeking to impose sanctions on Frontier
Communications Corp. for alleged spoliation, pursuant to Federal
Rule of Civil Procedure 37(e).
The MCCs and RCCs have filed claims against Frontier alleging
secondary copyright infringement liability. To prove secondary
copyright liability of an ISP, the plaintiffs must first prove
direct copyright infringement by an ISP's subscriber.
The RADIUS database allows Frontier to identify its subscribers'
names with the IP addresses assigned to them by Frontier at the
date and time of the alleged infringement included in DMCA notices
sent to Frontier by copyright holders alleging that their protected
works were infringed by Frontier's subscribers. Whether Frontier's
deletion of RADIUS data prejudiced the plaintiffs, and if so, to
what extent, rests in part on the question whether the plaintiffs
have sufficient evidence to prove direct infringement without the
RADIUS data.
Evaluating the spoliation motion requires an understanding of the
Digital Millenium Copyright Act, PUB. L. NO. 105-304 (1998), 15
U,S.C. Secs. 101, et seq., particularly the “safe harbor”
affirmative defense the DMCA creates for an Internet service
provider such as Frontier. The MCC's spoliation motion asserts that
Frontier destroyed digital evidence that the MCCs want to use to
establish Frontier's secondary liability for copyright
infringement, and also to defeat Frontier's safe harbor affirmative
defense. Specifically, the MCCs challenge Frontier's loss of four
or five sources of evidence:
(1) transcripts of customer calls;
(2) the emails and documents of Greg Hartman, a former member of
Frontier's DMCA team who left Frontier in 2019;
(3) system logs; and
(4) accounting tables containing IP address assignment records
from Frontier's RADIUS database.
The Record Company Claimant and Frontier entered into a joint
stipulation preserving the RCCs' right, in lieu of filing a motion
pursuant to FRCP 37, to introduce evidence and argument at trial
that Frontier did not preserve certain Reports data, system logs,
traceback files, and call transcripts, and that the unavailability
of this data has impacted the RCCs' analysis and presentation of
evidence. Frontier, in turn, reserved the right to introduce
evidence and argument in response.
The extent of the prejudice which the MCCs suffered due to the
deletion of the RADIUS database, syslogs, and call transcripts is
not clear from the incomplete record presently before the Court.
The MCCs argue that without these records, they will have a harder
time with both:
(1) proving direct infringement, due to their inability to
identify a large number of subscribers associated with IP addresses
specified in Notices during and predating 2019; and
(2) attacking Frontier's anticipated repeat infringer policy
defense, given the absence of identifying information for many of
Frontier's allegedly infringing subscribers in light of Frontier's
scrubbing of its RADIUS database, and the relative lack of evidence
showing that Frontier reinstated repeat infringers.
Because the Court does not have sufficient evidence to determine
either the extent of the prejudice to the plaintiffs or the mental
state of Frontier's employees that deleted relevant data, the Court
withholds ruling on the majority of the MCCs' Motion at this time.
With two exceptions: the Court denies the MCCs' Motion to the
extent it seeks spoliation sanctions for the deletion of Greg
Hartman's emails and the Records tables. The Court finds that
Frontier had no obligation to preserve Hartman's emails at the time
of their destruction, and that Frontier preserved all Records
tables which it was obligated to keep. With respect to the RADIUS
database entries, the system log text files, and the call
transcripts, for now the Court denies without prejudice the MCCs'
Motion but will permit the MCCs to join with the RCCs in presenting
evidence of Frontier's failure to preserve this evidence and argue
at trial for spoliation sanctions. Frontier will likewise be
permitted to defend the spoliation motion.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=epDK5h from PacerMonitor.com.
Counsel for Reorganized Debtors:
Stanley A. Twardy, Jr., Esq.
DAY PITNEY LLP
One Stamford Plaza
263 Tresser Blvd., 7th Floor
Stamford, CT 06901
E-mail: satwardy@daypitney.com
- and -
Elizabeth A. Alquist, Esq
Matthew J. Letten, Esq.
Caitlin M. Barrett, Esq.
DAY PITNEY LLP
225 Asylum Street
Hartford, CT 06103
E-mail: eaalquist@daypitney.com
mletten@daypitney.com
cbarrett@daypitney.com
- and -
Jonathan B. Tropp, Esq.
Joshua W. Cohen, Esq.
DAY PITNEY LLP
195 Church Street, 15th Floor
New Haven, CT 06510
E-mail: jbtropp@daypitney.com
jwcohen@daypitney.com
Counsel for Movie Company Claimants:
Kerry S. Culpepper, Esq
CULPEPPER IP, LLC
75-170 Hualalai Rd., STE B204
Kailua-Kona, HI 96740
Counsel for Record Company Claimants:
Matthew J. Oppenheim, Esq.
OPPENHEIM + ZEBRAK, LLP
4530 Wisconsin Ave., NW, Fifth Floor
Washington, DC 20016
E-mail: Matt@OandZLaw.com
About Frontier Communications
Frontier Communications Corporation (OTC: FTRCQ) offers a variety
of services to residential and business customers over its
fiber-optic and copper networks in 25 states, including video,
high-speed internet, advanced voice, and Frontier Secure digital
protection solutions. Frontier Business offers communications
solutions to small, medium, and enterprise businesses.
Frontier Communications Corporation and 103 related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-22476) on
April 14, 2020.
Judge Robert D. Drain oversees the cases.
The Debtors tapped Kirkland & Ellis LLP as legal counsel; Evercore
as financial advisor; and FTI Consulting, Inc., as restructuring
advisor. Prime Clerk is the claims agent, maintaining the page
http://www.frontierrestructuring.com/and
https://cases.primeclerk.com/ftr
The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases. The committee
tapped Kramer Levin Naftalis & Frankel LLP as its counsel; Alvarez
& Marsal North America, LLC, as financial advisor; and UBS
Securities LLC as an investment banker.
FT DO IT: Taps Wilkins Law Firm as Special Counsel
--------------------------------------------------
FT Do It Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Wilkins Law Firm,
P.C. as special litigation counsel.
The firm's services include:
a. assisting the Debtor in analyzing/prosecuting/etc. claims
owned by the estate against third parties;
b. preparing and filing such pleadings as are necessary to
pursue the estate's claims against third parties;
c. conducting appropriate examinations of witnesses, claimants
and other parties in interest in connection with such litigation;
d. representing the Debtor in any adversary proceedings and
other proceedings before the Court and in any other judicial or
administrative proceeding in which the claims;
e. collecting any judgement that may be entered in the
contemplated litigation;
f. handling any appeals that may result from the contemplated
litigation;
g. performing any other legal services that may be appropriate
in connection with the prosecution of the litigation; and
h. prosecuting the state court lawsuit against Landmark
Development Group under case number 2022-54169 in the 125th
Judicial District, Harris County, Texas.
The firm will receive 33 percent of any recovery either through
settlement from or judgement against Landmark Development Group,
LLC.
Ralphaell Wilkins, Esq., a partner at Wilkins Law Firm, disclosed
in a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Ralphaell V. Wilkins, Esq.
Wilkins Law Firm, P.C.
4606 San Jacinto
Houston, TX 77004
Tel: (713) 660-9200
Fax: (713) 660-0559
Email: rwilkins@thewilkinslawfirm.net
About FT Do It Enterprises, LLC
FT Do It Enterprises, LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
24-35201) on November 4, 2024, listing under $100,001 to $500,000
in both assets and liabilities.
Judge Jeffrey P Norman presides over the case.
Wai Ping Cheung, Esq. at Carmen Wai Ping Cheung PLLC represents the
Debtor as counsel.
FTX TRADING: Bankman-Fried's Parents Pursue Trump Pardon for Son
----------------------------------------------------------------
Ava Benny-Morrison of Bloomberg News reports that the parents of
FTX co-founder Sam Bankman-Fried are looking into ways to secure a
pardon for their son from President Donald Trump, according to a
source familiar with the situation.
Joseph Bankman and Barbara Fried, both Stanford Law School
professors, have held meetings in recent weeks with lawyers and
others close to Trump to discuss clemency for their 32-year-old
son, who was sentenced to 25 years in prison for fraud, according
to the report. It is unclear whether they have approached the
White House directly, the report says.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GMT 3435 REALTY: Gets OK to Use Cash Collateral Until Feb. 28
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered an interim order authorizing GMT 3435 Realty, LLC to use
the cash collateral of SMS Financial Strategic Investments II.
The interim order signed by Judge Kyu Paek approved the use of cash
collateral until Feb. 28 or until a later time permitted by the
court.
The order granted protection to SMS in the form of a replacement
lien on GMT's assets and a superpriority administrative expense
claim.
As additional protection, the order approved the payment of $20,000
to SMS for January and another $20,000 for February.
GMT's authority to use the cash collateral terminates if its
Chapter 11 case is dismissed or converted to one under Chapter 7,
or if the company fails to comply with the terms of the interim
order.
A final hearing is scheduled for March 4.
SMS can be reached through its counsel:
Daniel Frank Florio, Jr., Esq.
Hugh Garris Jasne, Esq.
Jasne & Florio, L.L.P.
30 Glenn Street, Suite 103
White Plains, NY 10603
Tel: (914) 997-1212
Email: dff@jasneflorio.com
Email: hgj@jasneflorio.com
About GMT 3435 Realty
GMT 3435 Realty, LLC is primarily engaged in renting and leasing
real estate properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-36191) on December 8,
2024, with up to $10 million in both assets and liabilities. George
Gojcaj, manager, signed the petition.
Judge Kyu Young Paek oversees the case.
The Debtor is represented by:
Anne J. Penachio, Esq.
Penachio Malara LLP
245 Main Street, Suite 450
White Plains, NY 10601
Tel: (914) 946-2889
Email: anne@pmlawllp.com
GROOMORE INC: Seeks to Hire Pashman Stein as Bankruptcy Counsel
---------------------------------------------------------------
GrooMore Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to hire Pashman Stein Walder Hayden, P.C. as
bankruptcy counsel.
The firm's services include:
(a) perform all necessary services as the Debtor's bankruptcy
counsel;
(b) take all necessary actions to protect and preserve the
Debtor's estate during this Chapter 11 case;
(c) prepare or coordinate preparation on behalf of the Debtor
any necessary legal papers in connection with the administration of
this Chapter 11 case;
(d) counsel the Debtor with regard to its rights and
obligations;
(e) coordinate with the Debtor's other professionals in
representing it in connection with this Chapter 11 case; and
(f) perform all other necessary or requested legal services.
The firm's hourly rates are as follows:
Partners $473 to $963
Of Counsel $520 to $882
Special Counsel $738 to $738
Counsel $414 to $621
Associates $378 to $558
Paraprofessionals $356 to $387
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the firm received a total retainer
payment of $60,000.
Joseph Barsalona II, Esq., a partner at Pashman Stein Walder
Hayden, 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:
Joseph Barsalona II, Esq.
Pashman Stein Walder Hayden, P.C.
21 Main St., Ste. 200
Hackensack, NJ 07601
Telephone: (201) 488-8200
Email: jbarsalona@pashmanstein.com
About GrooMore Inc.
GrooMore Inc., a company based in Atlanta, Ga., operates a
cloud-based pet grooming software platform providing scheduling,
payment processing, and business management solutions for pet
grooming businesses.
GrooMore sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 25-10018) on January 9,
2025. In its petition, the Debtor reported assets between $100,000
and $500,000 and estimated liabilities between $500,000 and $1
million.
Joseph C. Barsalona II, Esq., at Pashman Stein Walder Hayden, P.C.
represents the Debtor as legal counsel.
HARRIS FAMILY: Seeks to Hire Michael D. Hart PC as Counsel
----------------------------------------------------------
Harris Family Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Virginia to hire Michael D. Hart
PC as counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as a debtor in possession in the continued management and operation
of the Debtor's business and property;
b. advising and consulting on the conduct of this Chapter 11
Case;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtor's estate;
e. preparing pleadings, including motions, applications,
answers, orders, reports, and papers necessary or otherwise
beneficial to the administration of the estate;
f. advising in connection with any potential sale of assets;
g. appearing before the court;
h. taking any necessary action to negotiate, prepare and
obtain approval of a disclosure statement and confirmation of a
chapter 11 plan and all related documents; and
i. performing all other necessary legal services.
The counsel will charge $350 per hour for its services.
As disclosed in the court filings, Michael D. Hart, P.C. is a
"disinterested person" as defined in Sec. 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael D. Hart, Esq.
Michael D. Hart, P.C.
308 2nd Street SW
Roanoke, VA 24011
Tel: (540) 627-6520
Fax: (540) 342-7655
About Harris Family Holdings
Harris Family Holdings, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No. 24-70568) on
August 8, 2024, with up to $1 million in assets and up to $50,000
in liabilities.
Michael Dean Hart, Esq., at Michael D. Hart, PC represents the
Debtor as legal counsel.
HEALTHIER CHOICES: Board Appoints TAAD to Replace Marcum as Auditor
-------------------------------------------------------------------
Healthier Choices Management Corp. filed a Form 8-K with the
Securities and Exchange Commission to disclose that the Audit
Committee of the Board of Directors of the Company dismissed Marcum
LLP as the Company's independent registered public accounting firm,
effective as of Dec. 4, 2024. The decision was made primarily to
create a new audit relationship for the Company following the
spin-off of its subsidiary, Healthy Choice Wellness Corp.
Marcum's audit reports on the Company's consolidated financial
statements for the fiscal years ended Dec. 31, 2023 and 2022 did
not provide an adverse opinion or a disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope or
accounting principles other than expressing substantial doubt about
the Company's ability to continue as a going concern in its report
for the fiscal year ended Dec. 31, 2023.
During the fiscal years Dec. 31, 2023 and 2022 and during the
subsequent interim period through Dec. 4, 2024, the date of
Marcum's dismissal, there were (i) no disagreements (within the
meaning of Item 304(a)(1)(iv) of Regulation S-K and the related
instruction) between the Company and Marcum on any matters of
accounting principles or practices, financial statement disclosure
or auditing scope or procedures, which if not resolved to Marcum's
satisfaction, would have caused Marcum to make reference thereto in
its reports to the subject matter of the disagreements in its
reports on the Company's consolidated financial statements for such
years, and (ii) no "reportable events" as defined in Item
304(a)(1)(v) of Regulation S-K, except that the Company concluded
on material weaknesses in the Company's internal control over
financial reporting as of Dec. 31, 2023 and 2022:
(1) failure to perform periodic and year-end inventory
observations in a timely manner and adequate controls to
sufficiently perform required rollback procedures of inventory
counts to the year-end;
(2) failure to have properly documented and designed disclosure
controls and procedures and testing of the operating effectiveness
of the Company's internal control over financial reporting;
(3) weakness around the Company's purchase orders and inventory
write-off procedures, inclusive of year-end physical inventory
observation procedures as well as physical count procedures;
(4) segregation of duties due to lack of personnel;
(5) failure to follow accounts payable policies and procedures
for vendor information updates; and
(6) ineffective design, implementation and operation of controls
over logical access, program change management, and vendor
management controls.
The Company controls should have included (i) appropriate
restrictions that would adequately prevent users from gaining
inappropriate access to the financially relevant systems, (ii) IT
program and data changes affecting the Company's financial IT
applications & underlying accounts records should have been
identified, tested, authorized and implemented appropriately to
validate that data produce by its relevant IT systems were complete
and accurate and (iii) obtaining and reviewing third party service
provider SOC reports.
Appointment of New Accounting Firm
Effective as of Jan. 22, 2025, the Audit Committee appointed TAAD,
LLP as the Company's independent registered public accounting firm
for the Company's fiscal year ended Dec. 31, 2024. During the
Company's two most recent fiscal years ended Dec. 31, 2023 and Dec.
31, 2022 and during the subsequent interim period through Jan. 22,
2025, neither the Company nor anyone acting on its behalf has
consulted with TAAD, regarding either: (i) the application of
accounting principles to a specific transaction, completed or
proposed, or the type of audit opinion that might be rendered on
the Company's consolidated financial statements, and neither a
written report nor oral advice was provided to the Company that
TAAD concluded was an important factor considered by the Company in
reaching a decision as to any accounting, auditing, or financial
reporting issue, or (ii) any matter that was either the subject of
a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation
S-K) or a "reportable event" (as described in Item 304(a)(1)(v) of
Regulation S-K).
About Healthier Choices Management
Hollywood, FL-based Healthier Choices Management Corp. is a holding
company focused on providing consumers with healthier daily choices
with respect to nutrition and other lifestyle alternatives.
Through its wholly owned subsidiary HCMC Intellectual Property
Holdings, LLC, the Company manages its intellectual property
portfolio. Through its wholly owned subsidiaries, Healthy Choice
Markets, Inc., Healthy Choice Markets 2, LLC, Healthy Choice
Markets 3, LLC, Healthy Choice Markets 3 Real Estate, LLC, Healthy
Choice Markets IV, LLC, and Healthy Choice Markets V, LLC
respectively, the Company operates: Ada's Natural Market, Paradise
Health & Nutrition, Mother Earth's Storehouse, Greens Natural
Foods' eight stores in New York and New Jersey, and Ellwood
Thompson's.
Through its wholly owned subsidiary, Healthy Choice Wellness, LLC,
the Company operates a Healthy Choice Wellness Center in Kingston,
NY and has a licensing agreement for a Healthy Choice Wellness
Center located at the Casbah Spa and Salon in Fort Lauderdale, FL.
Through its wholly owned subsidiary, Healthy Choice Wellness II,
LLC, the Company entered into a joint venture with an established
healthcare provider, and the joint venture is in the process of
creating a structure whereby it will engage in telemedicine
evaluations of patients for semaglutide therapy. The operation
will encompass, generally: medical evaluations of patients;
treatment of patients with semaglutide; coordination with providers
and patients.
Through its wholly owned subsidiary, Healthy U Wholesale, the
Company sells vitamins and supplements, as well as health, beauty
and personal care products on its website www.TheVitaminStore.com.
Additionally, through its wholly owned subsidiary, The Vape Store,
Inc., the Company markets its patented Q-Unit and Q-Cup technology.
Information on these products and the technology is available on
the Company's website at www.theQcup.com.
Saddle Brook, NJ-based Marcum LLP, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
March 27, 2024, citing that the Company has a working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations to sustain its operations.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.
Healthier Choices reported a net loss of $18.48 million for the
year ended Dec. 31, 2023, compared to a net loss of $7.22 million
for the year ended Dec. 31, 2022.
HERITAGE HOME: To Sell Furniture Business to Minerva's Home
-----------------------------------------------------------
Heritage Home Furnishings, LLC, seeks approval from the U.S.
Bankruptcy Court for the Eastern District of California, Modesto
Division, to sell Property to Minerva's Home, Inc., free and clear
of all liens, claims, interests, and encumbrances.
The Debtor operates a retail furniture store from its principal
place of business located at 250 Market St, Turlock, CA 95380.
Lisa Holder is the Subchapter V Trustee of the case
The Debtor proposes to sell its inventory, customer list, and
office equipment/furniture with the purchase price of $119,548.
The Debtor requests that the sale be free and clear of all
Interests, including liens, claims, encumbrances, and other
interests, with such Interests to attach to the sale proceeds in
the same validity, priority, and extent that existed before the
sale.
About Heritage Home Furnishings, LLC
Heritage Home Furnishings LLC, doing business as Minerva's Home
Furnishings, is a furniture and mattress store located in Turlock,
CA that provides furniture for the living room, dining room, home
office, and bedroom. In addition to furniture, the Company carries
mattress sets, innerspring, hybrid, and gel memory foam mattresses,
box springs, and adjustable foundations. It also has mattress
accessories such as pillows, mattress covers, and mattress
protectors.
Heritage Home Furnishings LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No.
24-90528) on Sept. 9, 2024. In the petition filed by Fabiola
Sanchez Sandoval, as managing member, the Debtor estimated assets
up to $50,000 and liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Ronald H. Sargis handles the case.
The Debtor is represented by Brian S. Haddix, Esq., at HADDIX LAW
FIRM.
HOLIDAY CREATIONS: Seeks Chapter 11 Protection in Florida
---------------------------------------------------------
On January 29, 2025, Holiday Creations Pro Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
Florida.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Holiday Creations Pro Inc.
Holiday Creations Pro Inc. is a full-service holiday lighting
company specializing in the design, installation, maintenance,
takedown, and storage of festive lighting displays. The Company
caters to both residential and commercial clients, offering
customized solutions.
Holiday Creations Pro Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.: 25-00154) on
January 29, 2025. In its petition, the Debtor reports estimated
assets between $100,000 and $500,000 and estimated liabilities
between $1 million and $10 million.
Honorable Bankruptcy Judge Caryl E. Delano handles the case.
The Debtor is represented by Michael Dal Lago, Esq., at DAL LAGO
LAW, in Naples, Florida.
HOPEMAN BROTHERS: Loses Bid to Stay Insurers Settlement Order
-------------------------------------------------------------
Judge Keith L. Phillips of the United States Bankruptcy Court for
the Eastern District of Virginia denied the motion filed by
Huntington Ingalls Industries, Inc. and the Roussel Claimants to
stay the order approving a settlement between Debtor Hopeman
Brothers, Inc. and certain of its insurers pending appeal.
The Debtor operated as a ship joiner subcontractor. In that line of
work, Hopeman contracted with shipbuilders to outfit the interior
of ships. Although it ceased operations in the 1980's, the Debtor
has maintained its corporate existence for the purpose of
addressing a considerable number of personal injury claims asserted
against it Those claims allegedly arose out of the
asbestos-containing products used in its role as a ship joiner.
In July 2024, the Debtor filed a motion requesting the Court to
approve a settlement it had negotiated with certain insurers. In
the Settlement Motion, the Debtor pled that it no longer has
sufficient liquidity to funds its share of the claims
reconciliation process pertaining to the Asbestos-Related Claims.
Under the terms of the Settlement Agreement, the Settling Insurers
would pay the Debtor a sum certain, and the Debtor would use that
money to establish a liquidation trust for the purpose of
distributing those funds to the holders of the Asbestos-Related
Claims. Once the Settling Insurers made the payment to the Debtor,
they would be released and discharged from all claims related to
the policies that they had issued to the Debtor. In addition, upon
the payment to the Debtor, it would be deemed that those policies
had been sold back to the Debtor under the provisions of Sec. 363
of the Bankruptcy Code, 11 U.S.C. Sec. 363, and it would be as if
the policies had never been issued to the Debtor.
The Settlement Motion was opposed by the Office of the United
States Trustee, certain individuals who joined the objection of the
U.S. Trustee, and HII. After an evidentiary hearing held Dec. 16,
2024, on the Settlement Motion, the Court overruled the objections
and granted the Settlement Motion. .The Court found that the
Settlement Agreement is fair and equitable and in the best
interests of the bankruptcy estate. The Court approved the sale of
the insurance policies after finding that the Debtor had a sound
business purpose for doing so and that the proposed sale met the
requirements of Sec. 363(f)(2), (4) or (5). In particular, the
Court found that because the asbestos claimants could be compelled
to accept a money satisfaction for their interests, Sec. 363(f)(5)
was applicable.
An order granting the Settlement Motion was entered on Dec. 19,
2024. On Dec. 31, 2024, HHI filed its notice of appeal of the
Settlement Order. Simultaneously, HHI filed the Stay Motion
currently before the Court. On Jan. 7, 2025, the Roussel Claimants
also filed their notice of appeal of the Settlement Order and filed
a joinder to the Stay Motion.
Bankruptcy Rule 8007 permits a court to stay a judgment pending
appeal.
To satisfy its burden, a party must show:
(1) that he will likely prevail on the merits of the appeal,
(2) that he will suffer irreparable injury if the stay is
denied,
(3) that other parties will not be substantially harmed by the
stay, and
(4) that the public interest will be served by granting the
stay.
All four of these requirements must be met for an appellant to
obtain a stay.
Addressing the first element, that it will likely prevail on
appeal, HII places great significance on the Supreme Court's recent
decision in Harrington v. Purdue Pharma, L.P., 603 U.S. 204, 144 S.
Ct. 2071 (2024), arguing that the limitations on third-party
injunctions imposed in that case also apply to Sec. 363 sales. HII
maintains that after Purdue, the propriety of granting an
injunction against third parties or a release to the seller in
connection with a sale pursuant to Sec. 363 is an issue of first
impression in this circuit and argues that therefore this Court's
ruling should be stayed until it can be reviewed by a higher
court.
The Court finds based on the law, the language of Purdue, and
current precedent, HII has failed to establish that it is likely to
succeed on appeal, and it has therefore failed to satisfy the first
requirement for a stay.
With respect to the second factor, HII failed to present any
evidence that it will suffer irreparable harm absent a stay. To
date, there is no evidence that HII, as a codefendant in any
asbestos litigation, has obtained a judgment or pursued a
contribution claim against the Debtor. Although HII may have future
potential contribution claims against the Debtor under state law,
it has failed to demonstrate how the bar order strips HII of
important and valuable state law claims, particularly when its
claims will attach to the settlement proceeds. The insurance
companies are not required to transfer the settlement proceeds to
the Debtor absent a final order and, even if one or more of the
insurance companies were to consummate the settlement, the Court
must approve the disbursement of any settlement proceeds before any
proceeds may be released. Therefore, even without a stay, the
settlement proceeds have been preserved. For these reasons, HII has
failed to show that it will suffer irreparable harm absent a stay
and therefore has not met the burden of establishing the second
factor for a stay pending appeal, the Court finds.
Given HII's failure to present any evidence of potential harm it
may incur without the stay, the balance of harm favors the Debtor.
Thus, the third factor favors denial of the stay.
HII maintains that the public interest would be served by granting
the stay and allowing the appellate court to address this matter of
first impression. Having already rejected the "issue of first
impression" argument, and HII failing to identify any other public
policy favoring granting a stay, the Court finds nothing in the
record to support a determination that the public would be served
by granting the stay. The Insurance Settlement was not opposed by
the Official Committee of Unsecured Creditors, which is tasked with
protecting the interests of the asbestos claimants. It was opposed
by only HII, the Roussel and Landry claimants, and the Office of
the U.S. Trustee. The Debtor contends that public policy would be
better served by denying the stay because doing so would recognize
and maintain the strong policy of finality of bankruptcy sales. The
Court agrees that public policy is best served by preserving the
finality of sales in bankruptcy. For that reason, public policy
supports denying the stay.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=O6U7Gf from PacerMonitor.com.
About Hopeman Brothers
During the 1980s, Hopeman Brothers, Inc. transitioned its business
away from ship joining and into manufacturing check-out counters
used in commercial retail stores such as Walmart. In 2002, Hopeman
spun off its cabinet-making business into Cinnabar Solutions, Inc.
In 2003, Hopeman sold substantially all of its remaining
shipbuilding-related assets to an unrelated party, US Joiner LLC,
pursuant to an asset purchase agreement, dated as of December 23,
2003. Since the asset sale in 2003, Hopeman has had no business
operations and exists solely to defend and, when appropriate,
settle asbestos-related claims.
Hopeman Brothers filed a Chapter 11 petition (Bankr. E.D. Va. Case
No. 24-32428) on June 30, 2024, with $50 million to $100 million in
both assets and liabilities.
The Debtor tapped Hunton Andrews Kurth, LLP as bankruptcy counsel;
Blank Rome, LLP as special insurance counsel; Courington, Kiefer,
Sommers, Marullo & Matherne, LLC as special asbestos counsel; Kutak
Rock LLP as special conflicts counsel; and Stout Risius Ross, LLC
as financial advisor. Kurtzman Carson Consultants, LLC is the
claims and noticing agent.
HUMAN HOUSING: Bankruptcy Court's Asset Sale Orders Affirmed
------------------------------------------------------------
In the case captioned as CLEARVIEW EASTERN FUND, LLC; PAULETTE
LONG; CLARISSE CLEMONS-FERRARA, Appellants, v. ELIZABETH Z.
WOODWARD, Trustee, Appellee, Nos. 23-8025/24-8003 (BAP), Chief
Judge Randal S. Mashburn of the United States Bankruptcy Appellate
Panel of the Sixth Circuit affirmed the orders of the United States
Bankruptcy Court for the Western District of Kentucky at Louisville
approving the sale of Human Housing Henrietta Hyatt, LLC's assets
and the application of the Trustee for Howe Residential LLC's
compensation and reimbursement of expenses.
Appellants are Paulette Long and Clarisse D. Clemons-Ferrara, the
two members of Debtor Human Housing Henrietta Hyatt, LLC, and
Clearview Eastern Fund LLC, a third party interested in purchasing
the Debtor's real property assets. Appellee is Elizabeth Woodward,
the Subchapter V Trustee upon whom the plan conveyed the authority
to sell the Debtor's asset.
The Debtor owned nine parcels of residential real estate in
Louisville, Kentucky, which served as collateral for secured debt
held by Toorak Repo Seller I Trust. At the time of the petition
filing, the Debtor valued the Properties at $863,930 in its
schedules, while the debt to Toorak totaled approximately
$1,112,245. The Debtor represented that it filed bankruptcy with
the goal of selling its assets to a new entity with Toorak's
consent.
Once the Trustee had sale authority, she hired a real estate
broker, Howe Residential LLC, to assist with the listing,
marketing, and sale of the Properties pursuant to listing
agreements signed June 9, 2023. A few days later, the Trustee filed
an application for approval of Howe's employment. The bankruptcy
court approved the application, with Howe's compensation set at the
rate of 6% of sale proceeds, but with the requirement that Howe
apply for approval of compensation and reimbursement of expenses
pursuant to 11 U.S.C. Secs. 330 and 331.
The Trustee first moved to sell the property at 1601 Shelby Street
to buyer Colin Drake by motion filed on Aug. 22, 2023. The
Trustee's sale agreement with Drake set the price at $85,000 and
required bankruptcy court approval. Among other things, the Trustee
asserted that the sale price was close to the initial listing price
and the highest and best offer received by Howe; it was within her
business judgment and was being conducted in good faith; and the
buyer was a non-insider and independent third-party who was
purchasing the property in accordance with an arms-length real
estate purchase transaction under industry standards. The Trustee
requested a finding that the buyer was purchasing the property in
good faith and entitled to the protections of 11 U.S.C. Sec.
363(m).
Along with the Drake Sale Motion, the Trustee filed an application
for compensation for Howe related to the sale of the Drake
Property. In this first application, the Trustee sought interim
approval of compensation for Howe, and she attached a proposed
order that would approve the compensation on an interim basis.
On Nov. 1, 2023, the Trustee filed six additional motions to sell
the Debtor's remaining eight Properties to Impulse LLC. These
motions included all of the same provisions as the Drake Sale
Motion except with respect to the identification of the property,
the buyer, the price, and additional information about tax liens on
each property. The motions included the same request for a finding
that the buyer was purchasing the property in good faith. Although
the Trustee entered into six sale agreements with Impulse for the
eight properties, the agreements all provide that Impulse's offers
were made as part of a portfolio of properties and the seller had
to accept or reject all offers together as one.
In total, Impulse would pay $725,000 for the eight properties.
Including the sale to Colin Drake, the Trustee proposed to sell all
nine Properties for $810,000.
As with the Drake Sale Motion, the Trustee also filed an
application for approval of compensation for Howe related to the
sale of the Impulse Properties. In this application, filed on Nov.
1, 2023, the Trustee did not designate the compensation as
"interim."
On Nov. 29, 2023, the bankruptcy court entered orders granting the
applications for compensation for Howe and all sale motions. It
finds, holds and orders that the buyer under the Sale Agreement is
purchasing the Property in good faith based on the uncontested
representation by the Trustee that the buyer under the Sale
Agreement is a non-insider and independent third-party who is
purchasing the Property in accordance with an arms-length real
estate purchase transaction under the provisions of an industry
standard residential real estate contract and, as such, shall be
afforded the protections of Section 363(m) of the Bankruptcy Code.
On Dec. 10, 2023, Clearview filed a motion for the bankruptcy court
to reconsider the sale motions and the Sale Orders. Clearview did
not object on the basis of any impropriety with the approved sales.
It merely reasserted that it had a higher bid and that its own
counsel had misrepresented its financing at the November 29
hearing. Clearview argued that the mistakes of its counsel and the
Trustee's counsel in describing Clearview's financing resulted in
denial of due process, and that reconsideration was merited under
Bankruptcy Rules 9023 and 9024 and Federal Rules 59 and 60 due to
mistake, inadvertence or excusable neglect.
On Jan. 3, 2024, Clearview filed a motion for stay of the Sale
Orders pending appeal.
On Jan. 10, 2024, the bankruptcy court entered orders denying the
motion for reconsideration and the motion for stay in accordance
with its oral ruling.
Appellants timely appealed the Sale Orders, the Howe Compensation
Orders, and the order denying Clearview's motion for
reconsideration of the Sale Orders.
Although the parties raised multiple issues, the Bankruptcy
Appellate Panel of the Sixth Circuit finds the following issues to
be dispositive:
(i) whether a competing bidder in a court-approved, private sale
has standing to appeal the sale as a person aggrieved; whether
argument and evidence presented to the bankruptcy court after
determination of a motion for reconsideration should be considered
on appeal;
(ii) whether 11 U.S.C. Sec. 363(m) bars any appellate challenge
other than buyers' good faith based on the facts of this case; and
(iii) whether the Appellants adequately objected to the finding
of good faith before the bankruptcy court and preserved the issue
for appeal.
Judge Mashburn concludes that since Appellants seek to reverse on
appeal orders approving the sale of the Debtor's assets, for which
they did not obtain a stay, they are limited on appeal to
challenging the bankruptcy court's determination of purchasers'
good faith. By not raising any argument as to the purchasers' good
faith before the bankruptcy court, Appellants have waived any right
to assert such arguments on appeal. With no reviewable issue on
appeal, the Sale Orders are affirmed. Likewise, the order denying
the motion for reconsideration of the Sale Orders is affirmed.
Similarly, the Appellants waived any challenge to the Howe
Compensation Orders by not objecting to the relief requested in the
bankruptcy court proceedings. The Howe Compensation Orders are also
affirmed.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=zsvx7a from PacerMonitor.com.
About Human Housing Henrietta Hyatt
Human Housing Henrietta Hyatt, LLC, a company in Louisville, Ky.,
filed Chapter 11 petition (Bankr. W.D. Ky. Case No. 22-30060) on
Jan. 17, 2022, with $863,930 in total assets and $1,149,889 in
total liabilities. Judge Alan C. Stout oversees the case.
James F. Guilfoyle, Esq., at Guilfoyle Law Office, LLP serves as
the Debtor's legal counsel.
Elizabeth Woodward, the Subchapter V trustee appointed in the case,
is represented by Gray Ice Higdon, PLLC.
HURLEY MEDICAL: Moody's Alters Outlook on 'Ba1' Bond Rating to Pos.
-------------------------------------------------------------------
Moody's Ratings has affirmed Hurley Medical Center's (MI) Ba1
revenue bond rating. At the same time, Moody's revised the outlook
to positive from stable. Hurley had about $67 million in debt
outstanding at fiscal year-end 2024.
The positive outlook is driven by Hurley's stronger volumes and
favorable changes to Michigan's directed payment program (DPP),
which Moody's expect to support durable financial improvement.
RATINGS RATIONALE
The Ba1 balances Hurley's market essentiality as the City of
Flint's safety-net provider, Level I trauma center and children's
hospital against its high Medicaid and significant reliance on
supplemental funds. OCF margins are running above budgeted levels
of 5%-6% for fiscal 2025 following improved volumes and materially
higher DPP receipt. Still, labor expenses are elevated and
management's focus on cost reduction is key to continued
improvement following a covenant breach in 2023. Hurley will
maintain good liquidity for the system's size and scale with days
cash on hand around 160-170 days. Strong direct debt metrics are a
key credit strength, including debt to cash flow and cash to debt.
However, given Hurley's status as a public entity it carries a high
pension liability comparable to total revenue base, and Moody's
adjusted funded ratio was 52% at fiscal 2024. Hurley's long-term
revenue growth is limited given broader market demographics.
RATING OUTLOOK
The positive outlook reflects the increasing likelihood that
Hurley's OCF margin will stabilize above 5%-6%, allowing for
maintenance of strong days cash and routine capital investment.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Debt to cash flow below 2x in fiscal 2025 and further
improvement thereafter
-- Demonstrated ability to continue growing system revenue base as
measured by positive 3-year operating revenue CAGR
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Inability to maintain OCF margins of at least 4%
-- Material negative change in state supplemental funding
-- Significant decline in liquidity
LEGAL SECURITY
Bonds are secured by a pledge of net revenues of the obligated
group, of which Hurley is the sole member. While Hurley is
component unit of the City of Flint, MI, the bonds are not secured
by the full faith and credit of the City of Flint. There is a debt
service reserve fund for the Series 2013 and Series 2020 bonds.
PROFILE
Hurley Medical Center is a 432-licensed bed tertiary care teaching
facility and safety-net hospital located in Flint, MI and a
component unit of the City of Flint. The hospital maintains
academic affiliations with Michigan State University and the
University of Michigan. The hospital operates a Level I Trauma
Center and a Children's Hospital within the hospital. Hurley only
employs a small number of physicians, most of whom are specialists
and also includes primary care physicians in residency training
faculty roles.
METHODOLOGY
The principal methodology used in these ratings was Not-for-profit
Healthcare published in October 2024.
ILEARNINGENGINES INC: Hires Stretto Inc as Administrative Advisor
-----------------------------------------------------------------
iLearningEngines, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Stretto, Inc.
as administrative advisor.
The firm will render these services:
a) assist with, among other things, solicitation, balloting,
and tabulation of votes; prepare any related reports, as required
in support of confirmation of a chapter 11 plan;
b) prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
d) assist with the preparation of the Debtors' monthly
operating reports and gather data in conjunction therewith;
e) provide a confidential data room;
f) manage and coordinate any distributions pursuant to a
chapter 11 plan if designated as distribution agent under such
plan; and
g) provide claims analysis and reconciliation, case research,
depository management, treasury services, confidential online
workspaces or data rooms, and any related services otherwise
required by applicable law, governmental regulations, or court
rules or orders in connection with these Chapter 11 Cases.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sheryl Betance, a partner at Stretto, Inc., disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Telephone: (714) 716-1872
Email: sheryl.betance@stretto.com
About iLearningEngines
iLearningEngines offers an Artifical Intelligence platform focused
on automation of learning and enabling organizations to drive
mission critical outcomes at scale.
iLearningEngines filed Chapter 11 petition (Bankr. D. Del. Lead
Case No. 24-12826) on December 20, 2024. Bonnie-Jeanne Gerety,
interim chief financial officer of iLearningEngine, signed the
petition. The Debtor reported total assets of $148,848,000 and
total debts of $141,036,000 as of September 30, 2024.
Judge Laurie Selber Silverstein handles the case.
The Debtor is represented by Ian J. Bambrick, Esq., at Faegre
Drinker Biddle & Reath, LLP.
IM3NY LLC: Feb. 5 Deadline Set for Panel Questionnaires
-------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of iM3NY, LLC, et al.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/2rs4uy2y and return by email it to
Jane M. Leamy - Jane.M.Leamy@usdoj.gov - at the Office of the
United States Trustee so that it is received no later than Feb. 5,
2025 at 4:00 p.m. Eastern Time.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About IM3NY LLC
IM3NY LLC -- https://im3ny.com/ -- is an independent lithium-ion
cell manufacturer that is commercializing cell chemistry developed
in the USA.
IM3NY LLC and Imperium3 New York, Inc. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No.
25-10131) on January 27, 2025. In the petition, the Debtors
reported estimated assets between $50 million and $100 million and
estimated liabilities between $100 million and $500 million.
The Honorable Bankruptcy Brendan Linehan Shannon handles the
cases.
The Debtors are represented by William E. Chipman, Jr., Esq., at
Chipman Brown Cicero & Cole, LLP, in Wilmington, Delaware. The
Debtors' financial advisor is Novo Advisors. The Debtors'
investment banker is Hilco Corporate Finance. The Debtors'
noticing claims management and reconciliation consultant is
Stretto, Inc.
IMPERIAL PACIFIC: Seeks to Tap KCL & Partners as Special Counsel
----------------------------------------------------------------
Imperial Pacific International (CNMI), LLC seeks approval from the
U.S. Bankruptcy Court for the District of Northern Mariana Islands
to employ KCL & Partners as special litigation counsel.
The firm will be paid at these hourly rates:
Liu Kwong Chi Nelson, Managing Partner HK$5,800
Yam Chun Fai, Partner HK$5,200
Associate/Assistant Solicitor HK$3,900
Trainee Solicitor HK$1,700
Legal Executive Clerk HK$1,300
As disclosed in the court filings, the counsel does not represent
or hold any interest adverse to the estate in the matters for which
it is to be engaged.
The firm can be reached through:
Liu Kwong Chi Nelson
KCL & Partners
3/F., So Hong Commercial Building,
41-47 Jervois Street,
Sheung Wan, Hong Kong
E-mail: nelsonliu@kclpartners.com
About Imperial Pacific International (CNMI)
Imperial Pacific is engaged in the gaming and resort business.
Imperial Pacific International (CNMI), LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. N.M.I. Case No. 24-00002) on April 19, 2024. At the time of
filing, the Debtor estimated $10 million to $50 million in assets
and $100 million to $500 million in liabilities. The petition was
signed by Howyo Chi as manager.
Judge Ramona V. Manglona presides over the case.
The Debtor tapped Charles H. McDonald, II, Esq. at McDonald Law
Office, LLC as counsel and Verita Global as claims and noticing
agent.
JAMES BARCHIESI: Beyond Bespoke, et al. Can't Defer Joint Letter
----------------------------------------------------------------
In the case captioned BEYOND BESPOKE TAILORS, INC., et al.,
Plaintiffs, -against- JAMES BARCHIESI, et al., Defendants, Case No.
20-CV-5482 (VSB) (S.D.N.Y.), Judge Vernon S. Broderick of the
United States District Court for the Southern District of New York
denied the plaintiffs' request to defer a joint letter regarding
the impact of James Barchiesi's chapter 11 bankruptcy proceedings
on this action.
On Jan. 15, 2025, Barchiesi filed a suggestion of bankruptcy
regarding Debtor's Petition for relief under chapter 11 of the
Bankruptcy Code in the Bankruptcy Court for the Middle District of
Pennsylvania. Debtor claimed that certain acts and proceedings
against the Debtor and his property are stayed as provided for in
Section 362 of the Bankruptcy Code.
On Jan. 16, 2025, Judge Broderick ordered the parties to file a
joint letter explaining which claims and which motions, if any,
should be stayed in light of Debtor's Chapter 11 bankruptcy,
including an explanation of the impact of the bankruptcy proceeding
on Plaintiffs' claims against the Corporate Defendants (i.e., the
Defendants excluding Barchiesi) as well as the various third-party
claims and counterclaims.
On Jan. 19, 2025, Plaintiffs filed a letter requesting deferment of
the joint letter until after the Bankruptcy Court first addresses
these underlying issues. Plaintiffs believe that the Bankruptcy
Court will address its "related to" jurisdiction over the nondebtor
defendants in this case. They also believe that the Bankruptcy
Court will address the legitimacy of the Bankruptcy Court filing
and the scope of the automatic stay as to the Debtor. Plaintiffs
are concerned that Debtor might claim that the automatic stay
precludes them from advocating the prosecution of their claims
against the non-debtor corporate defendants or take a position in
this Court on related-to jurisdiction until those issues are first
raised with the Bankruptcy Court.
According to the District Court, the automatic stay under Section
362 does not apply to either Debtor's third-party claims or
counterclaims.
The parties must file a joint letter by Feb. 20, 2025, informing
Judge Broderick of the status of the Bankruptcy Court in addressing
the scope of the automatic stay as to non-debtor defendants, and
any other issues.
The parties must file a joint letter by Jan. 31, 2025, in
accordance with Judge Broderick's order on Jan. 16, 2025, regarding
the third-party claims and counterclaims.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=zxmNQj from PacerMonitor.com.
James Barchiesi filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Pa. Case No. 5:25-bk-00094-MJC) on Jan. 15, 2025.
JANUS INTERNATIONAL: Moody's Alters Outlook on 'Ba3' CFR to Stable
------------------------------------------------------------------
Moody's Ratings affirmed Janus International Group, LLC's Ba3
corporate family rating, Ba3-PD probability of default rating, and
the Ba3 rating on the company's existing senior secured term loan
B. At the same time, Moody's changed the outlook to stable from
positive. The SGL-1 Speculative Grade Liquidity Rating remains
unchanged.
The rating action reflects Moody's expectation that Janus credit
metrics will likely weaken slightly over the next 12-18 months as a
result of some softening in its end markets compared to previous
expectations. The affirmation reflects Moody's expectation that
Janus will continue to maintain conservative financial policies,
with adjusted debt-to-EBITDA below 3.5x over the next two years
despite declining revenue and earnings. Increased market
uncertainty has been leading to project delays and weakness in the
commercial construction market. Moody's believe that management is
taking actions through their comprehensive cost reduction plan, but
tangible results to markedly improve operations in the near term
may be difficult to achieve in a weaker industry environment.
"The change in outlook to stable from positive reflects Moody's
expectation that Janus' credit metrics including its leverage will
be weaker than previously expected about a year ago but still solid
for the Ba3 rating category, reflecting weaker sales volume to end
customers across all segments," says Peter Doyle, a Moody's
VP-Senior Analyst.
RATINGS RATIONALE
Janus' Ba3 CFR benefits from its strong operating performance, with
adjusted EBITDA margins of above 20% and solid free cash flow
generation. The company's very good liquidity is another credit
strength. These factors and its market leadership in the
construction of new and upgrading of existing self-storage
facilities reinforce Janus' credit profile.
Offsetting these credit strengths is the company's small revenue
base with around $1billion in annual revenue and its narrow product
focus, which makes Janus more susceptible to the cyclicality
inherent to its industry.
As a result of softer end markets compared to previous
expectations, Moody's now expect Janus to experience some revenue
and margin pressure, which will result in debt to EBITDA above 3.0x
and FCF/debt around 15% in 2025 and 2026.
In addition, Janus will return capital to shareholders via share
repurchases. This is capital that could otherwise be deployed
towards enhancing liquidity or acquiring businesses, which would
augment existing products and bolster earnings.
Janus' SGL-1 reflects Moody's view that the company will maintain
very good liquidity, generating $100 million in annual free cash
flow each of the next two years. Cash on hand ($102 million on
September 30, 2024) is more than sufficient to meet potential
working capital needs and other requirements. Janus has no material
maturities until 2028, when the revolving credit facility expires.
Due to the company's substantial cash position, Moody's do not
anticipate utilization of the company's $125 million asset based
revolving credit facility throughout the year except for letters of
credit.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade could occur if end markets remain supportive of
organic growth such that adjusted debt-to-EBITDA is sustained below
3x. Upwards rating movement also requires maintaining robust
operating margins, preservation of very good liquidity and ongoing
conservative financial policies.
A ratings downgrade could occur if Janus' adjusted debt-to-EBITDA
is above 4x. Negative ratings pressure may also transpire if the
company experiences material contraction in operating performance,
weakening of liquidity or adopts aggressive financial policies.
Janus International Group, LLC (NYSE: JBI), headquartered in
Temple, Georgia, is a manufacturer and supplier of turn-key
self-storage, commercial and industrial building solutions, and
facility and door automation technologies. Revenue for 12 months
ended September 30, 2024 was $997 million.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
JBRI CONSTRUCTION: To Sell Dozer to Frontier Tractor for $11,000
----------------------------------------------------------------
JBRI Construction Services LLC seeks permission from the U.S.
Bankruptcy Court for the Southern District of Texas, Houston
Division, to sell 2012 Caterpillar D4K Dozer, free and clear of all
liens, claims, and encumbrances.
The Debtor owns a 2012 Caterpillar D4K Dozer valued on its
schedules for $50,000.00.
In January of 2025, the Dozer ceased operating at a job site where
it remains today. After a detailed analysis it was determined that,
among other issues, the engine had seized and required a complete
rebuild in order to return the Dozer to service. The engine would
cost at least $20,000 to rebuild. This particular Dozer has
approximately 10,515 hours on it, a high number of hours for this
type of machine, and is not needed in the Debtor’s current
operations.
Houston Heavy Machinery offered $9,000 for the Dozer which
represents the salvage value for the machine. However, they
required that the Debtor paid a mechanic to prepare the Dozer for
loading onto a heavy hauler and pay for the transportation of the
Dozer to its facility. This would reduce the net offer on the Dozer
from $9,000 to approximately $7,000.
The Debtor also received an offer from Frontier Tractor Parts in
the amount of $11,000, also as salvage value, and they agreed to be
responsible for transporting the Dozer to their place of business.
The Debtor has not found any potential buyer to offer anything
other than salvage value given the condition of the motor and the
number of hours on the machine. Therefore, the Debtor has accepted
the Frontier Tractor Parts' offer as being the highest and best
offer for the machine.
Jeff Anderson with M&T Equipment Finance suggested that the Debtor
consult the search engine perplexity.ai to determine the value of
the Dozer. That website gave a value between $15,000 to $25,000
with the disclaimer that the actual value could be higher or lower.
As stated previously, the highest offer received by the Debtor is
$11,000, slightly below the range given by perplexity.ai.
M&T is claiming a perfected lien on the Dozer.
The Debtor believes the sale is in the best interest of the estate
because it is the fastest and easiest way to sell the Dozer in its
current position and location and without broker fees/commissions
and advertising expenses. The sale will therefore provide the
estate with the best recovery.
About JBRI Construction Services
LLC
JBRI Construction Services, LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-35173) on
November 4, 2024, with total assets of $1,240,722 and total
liabilities of $1,597,807. Thomas Benevegnu, president of JBRI,
signed the petition.
Judge Eduardo V. Rodriguez handles the case.
The Debtor is represented by Julie M. Koenig, Esq., at Cooper &
Scully, P.C.
JEA2 LLC: Seeks Approval to Tap W.F. Bambas Appraisal as Appraiser
------------------------------------------------------------------
JEA2, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of California to employ W.F. Bambas Appraisal
Company as its appraiser.
The firm will render these services:
a. provide appraisal services regarding the real properties
located at Patterson, California necessary to value it and report
such value in a written appraisal report;
b. analyze any appraisal that might be obtained by another
party in JEA2's case in connection with the proceeding to confirm
the Plan and/or to defend against a motion for relief from the
automatic stay as it pertains to the Real Property; and
c. if necessary, provide expert testimony in connection with
confirmation of a proposed Plan and/or a motion for relief from the
automatic stay in JEA2's chapter 11 case.
The flat fee for the appraisal and report is $3,840, and expert
witness services will be billed at $300 per hour.
As disclosed in the court filings, the appraiser does not represent
or hold any interest adverse to the estate in the matters for which
it is to be engaged.
The firm can be reached through:
William F. Bambas
W.F. Bambas Appraisal Company
2605 Sheridan Way
Stockton, CA 95207
Tel: (209) 478-9204
About JEA2, LLC
JEA2, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal.
Case No. 24-90615) on Oct. 17, 2024. At the time of filing, the
firm estimated $10,000,001 to $50 million in both assets and
liabilities.
The Debtor hires Reynolds Law, LLP as counsel.
JL DANIELS: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: JL Daniels Group, LLC
301 Green Springs Avenue South
Birmingham, AL 35205
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Northern District of Alabama
Case No.: 25-00302
Judge: Hon. D Sims Crawford
Debtor's Counsel: Jacquese Antoinette Gary, Esq.
GARY LAW LLC
PO Box 560
Fairfield, AL 35064
Email: jgary@garylawllc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by James L. Daniels as owner.
The Debtor has stated in the petition that it has no unsecured
creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/2JKNGEQ/JL_Daniels_Group_LLC__alnbke-25-00302__0001.0.pdf?mcid=tGE4TAMA
JOANN INC: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of JOANN Inc.
and its affiliates.
The committee members are:
1. Low Tech Toy Club LLC
Attn: Adrian Zhang
510 Meadowmont Village Circle, Suite 311
Chapel Hill, NC 27517
Phone: 518-966-2537
Email: adrian@thewoobles.com
2. SunYin (HK) Holding Limited
Attn: Brandon Grether
Unit A 25/F One Island South
2 Heung Yip Road
Wong Chuk Hang, Hong Kong, 999077
Hong Kong
Phone: 630-747-5738
Email: Brandon.Grether@sunyin.com
3. Gwen Studios LLC
Attn: Carey Edwards
1377 Broadcloth Street, Suite 202
Fort Mill, SC 29715
Phone: 203-644-2726
Email: carey@gwenstudios.com
4. Brother International Corp.
Attn: Kelly A. Hartman
200 Crossing Blvd.
Bridgewater, NJ 08807
Phone: 908-252-3096
Email: kelly.hartman@brother.com
5. Ormo Ithalat Ihracat A.S.
Attn: Giray Ocalgiray
Merkez Mahallesi
Baglar Caddesi No. 14/B 34406
Kagithane, Istanbul
Turkey
Phone: +90 212-251-4730
Email: gocalgiray@ormo.com.tr
6. Advantus, Corp.
Attn: Kevin Carpenter
12276 San Jose Blvd., Bldg. 618
Jacksonville, FL 32223
Phone: 904-421-1038
Email: kcarpenter@advantus.com
7. Kimco Realty Corporation
Attn: Raymond Edwards
500 North Broadway, Suite 201
Jericho, NY 11753
Phone: 516-869-2586
Email: redwards@kimcorealty.com
8. Simon Property Group, Inc.
Attn: Ronald M. Tucker
225 W. Washington Street
Indianapolis, IN 46204
Phone: 317-263-2346
Email: rtucker@simon.com
9. Regency Centers, L.P.
Attn: Ernst Bell
One Independent Drive, Suite 114
Jacksonville, FL 32202
Phone: 904-598-7685
Email: ernstbell@regencycenters.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Joann Inc.
JOANN operates in the fabric and sewing industry with one of the
largest assortments of arts and crafts products. JOANN has
transformed itself into a fully-integrated, digitally-connected
omni-channel retailer.
JOANN reported a net loss of $200.6 million for the year ended Jan.
28, 2023.
On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 24-10418). JOANN listed
$2,257,700,000 in assets against $2,440,700,000 in liabilities as
of Oct. 28, 2023.
Judge Craig T. Goldblatt oversees the case.
The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan
Lokey Capital, Inc. as investment banker; and Alvarez & Marsal
North America, LLC, as financial advisor. Kroll Restructuring
Administration, LLC is the noticing agent.
JOANN Inc., on April 30, 2024 successfully emerged from its
court-supervised financial restructuring process.
2nd Attempt
Joann Inc. sought voluntary Chapter 11 petition for the second time
under U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10068) on
Jan. 15, 2025.
Kirkland & Ellis is serving as legal counsel to JOANN, with
Centerview Partners LLC serving as financial advisor and Alvarez &
Marsal North America, LLC serving as restructuring advisor.
JPC LAND: Trustee Seeks to Hire John Mosley as Accountant
---------------------------------------------------------
John Patrick Lowe, Chapter 11 Trustee of JPC Land Holdings, LLC,
seeks approval from the U.S. Bankruptcy Court for the Western
District of Texas to employ John Mosley as accountant.
The firm will prepare monthly operating reports, advise the client
regarding tax matters, as well as prepare all necessary tax returns
for the Debtor.
The firm will be paid at $200 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Mosley, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
John Mosley
3834 Spicewood Springs Road Suite 202,
Austin, TX78759
Tel: (512) 327-7777
Fax: (512) 852-4777
About JPC Land Holdings, LLC
JPC Land Holdings is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)). The Debtor owns a 369-acre property
known as Terra Escondido Subdivision valued at $3.2 million.
JPC Land Holdings sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tx. Case No. 24-11180) on September
24, 2024, with up to $3,200,000 total assets and up to $7,537,126
total liabilities. The petition was signed by Raif Castello as
director and president.
Judge Shad Robinson presides over the case.
Stephen W. Sather, Esq., at Barron Newburger, PC, serves as the
Debtor's counsel.
KMC MINING: To Sell Assets Under CCAA Protection
------------------------------------------------
KMC Mining commenced a restructuring proceedings by filing a Notice
of Intention to Make a Proposal ("NOI") pursuant to section 50.4(1)
of the Bankruptcy and Insolvency Act ("BIA").
On January 10, 2025, KMC Mining sought and obtained an initial
order from the Court of the King's Bench of Alberta ("Court") under
the Companies' Creditors Arrangement Act as amended ("CCAA"). The
Initial Order provides, among other things, a stay of proceedings
which may be extended from time to time. Pursuant to the Initial
Order, FTI Consulting Canada Inc. was appointed monitor of the
Debtor. A comeback hearing was scheduled to be heard on January
20, 2025, where the Court will hear arguments with respect to the
relief granted in the Initial Order, an extension of the Stay
Period, and any additional relief that may be sought at the
Comeback Hearing.
The Court authorized KMC to obtain and borrow under a credit
facility provided by certain of the Secured Lenders ("Interim
Lenders") to finance the Company's working capital requirements and
other such general corporate and capital expenditures, not to
exceed $6.0 million ("Interim Financing Charge"). The
Interim Financing Charge currently ranks only in priority to the
claims over the Company's present and after-acquired assets,
property and undertakings of the Secured Lender and the Klemke
Foundation.
The Court extended the stay of proceedings and time within which
the Company is required to file a proposal to its creditors to
February 18, 2025.
Sale and Investment Solicitation
KMC intends to offer all of its assets and business for sale
pursuant to the terms of the Court approved order approving the
sales and investment solicitation process ("SISP"). Ernst & Young
(EY) has been appointed as Sales Agent and will lead the sales
process.
The Teaser highlights the acquisition opportunity and outlines the
overall sales process, as set out in the SISP.
The SISP is a two-phased process with a Qualified Phase I Bid
deadline of Feb. 28, 2025. The Court approved SISP sets specific
provisions (including timelines) for any interested party to
participate. The Court approved process does allow for pre-emptive
sales transactions if certain conditions are met.
Offers for assets that will be considered include offers en bloc,
offers on fleets of assets, offers on individual assets, and offers
for certain other of the KMC's operations, contracts, IP or tax
attributes.
If you have questions and want to learn more about the process and
timelines - or want dataroom access, please reach out directly to
the EY team via their e-mail address KMCSISP@ca.ey.com
A copy of the Initial Order and copies of the materials publicly
filed in the CCAA proceedings may be obtained at the Monitor’s
website: http://cfcanada.fticonsulting.com/KMCMining/.
Pursuant to the Initial Order and during the Stay Period, all
Persons having oral or written agreements with the Debtor or
statutory or regulatory mandates for the supply of goods and/or
services, including without limitation, all computer software,
communication and other data services, centralized banking
services, payroll services, insurance, transportation services,
utility or other services to the Debtor, are hereby restrained
until further order of the Court from discontinuing, altering,
interfering with or terminating the supply of goods or services as
may be required by the Debtor and that the Debtor shall be entitled
to the continued use of their current premises, telephone numbers,
facsimile numbers, internet addresses and domain names, provided in
each case that the normal prices or charges for all such goods or
services received after the date of the Initial Order are paid by
the Debtor in accordance with the normal payment practices of the
Debtor or such other practices as may be agreed upon by the
supplier or service provider and each of the Debtor and the
Monitor, or as may be ordered by the Court. Please contact the
Monitor if you have questions regarding the terms of the Initial
Order.
During the Stay Period, no person shall be prohibited from
requiring immediate payment for goods, services, use of lease or
licensed property or other valuable consideration provided on or
after the date of the Initial Order, nor shall any Person be under
any obligation on or after the date of the Initial Order to advance
any monies or otherwise extend any credit to the Debtor. Nothing
in the Initial Order shall derogate from the rights conferred and
obligations imposed by the CCAA.
A list of known creditors of the Debtor as at the date of the
Initial Order, including the outstanding balances, has been
prepared and is posted on the Monitor's website at
http://cfcanada.fticonsulting.com/KMCMining/under “Other
Documents & Notices”.
No claims procedure has been approved by the Court, as such
creditors are not required to file a proof of claim at this time.
If you have any questions regarding the foregoing or require
further information, please consult the Monitor's website at
http://cfcanada.fticonsulting.com/KMCMining/or contact the Monitor
by calling 1-833-641-6425 or e-mailing KMCMining@FTIConsulting.com.
The Monitor can be reached at:
FTI Consulting Canada Inc.
Attn: Dustin Olver
Lindsay Shierman
1610 - 520 5th Ave SW
Calgary, AB T2P 3R7
Email: dustin.olver@fticonsulting.com
lindsay.shierman@fticonsulting.com
Counsel for the Monitor:
MLT Aikins LLP
Attn: Ryan Zahara
Dana Nowak
Molly McIntosh
MLT Aikins LLP
2100 Livingston Place
222 3rd Ave SW
Calgary, AB T2P 0B4
Email: rzahara@mltaikins.com
dnowak@mltaikins.com
mmcintosh@mltaikins.com
Counsel for the Company:
Duncan Craig LLP
Attn: Darren R. Bieganek, KC
Zach Soprovich
2800, 10060 Jasper Avenue
Edmonton, AB T5J 3V9
Email: dbieganek@dcllp.com
zsoprovich@dcllp.com
Counsel for The Klemke Foundation:
Ogilvie LLP
Attn: Kentigern A. Rowan, KC
Akhil Vohra
2800 Stantec Tower
10220 103 Ave NW
Edmonton, AB T5J 0K4
Email: krowan@ogilvielaw.com
AVohra@ogilvielaw.com
KMC Mining -- https://www.kmcmining.com/ -- provides heavy civil
contract mining services. The Company offers a full suite of
open-pit mining solutions across the project lifecycle, primarily
in surface mining related to the Canadian oil sands.
KULR TECHNOLOGY: Signs Deal With EDOM for AI Supply Chain Support
-----------------------------------------------------------------
KULR Technology Group, Inc. announced on January 27 a strategic
partnership with EDOM Technology (EDOM) (3048.TW), a long-standing
NVIDIA Channel Partner and a premier integration and distribution
company. This collaboration positions KULR to deliver its
innovative KULR Xero Vibe (KXV) and KULR ONE product lines to
Taiwan, a global epicenter of AI supply chain development, by
leveraging its suite of energy management products and solutions to
address the need for large-scale systems cooling within the AI
ecosystem.
The partnership will enable KULR to service both server and edge
computing devices within the AI supply chain while deploying its
suite of energy management products and solutions to meet the needs
of the entire AI ecosystem. By aligning with a strategic partner
like EDOM, KULR is positioning itself to address the global surge
in demand for AI infrastructure, fueled by initiatives like The
Stargate Project making a recent $500 billion push to accelerate AI
infrastructure expansion in the United States.
"Our partnership with EDOM underscores our commitment to scaling
our AI solutions to meet the growing demands of the industry," said
Michael Mo, CEO of KULR Technology Group. "EDOM's deep-rooted
relationship with NVIDIA and extensive expertise in the AI supply
chain make them an ideal partner to integrate and distribute our
technologies, such as the KXV and KULR ONE, across the region."
According to KULR, Taiwan plays a pivotal role in the global AI
supply chain, driving advancements that shape the future of AI
infrastructure. Highlighting this prominence, Bloomberg featured
Taiwan's critical importance in the AI ecosystem. KULR said that,
with EDOM as its strategic partner, it is set to expand its reach
and impact, leveraging EDOM's market expertise to scale its AI
business in Taiwan and across Asia more broadly.
In recent months, the Company has made significant progress
advancing its infrastructure buildout to support the AI ecosystem,
including:
* KXV Licensing Partnership for Data Center Cooling: KULR
secured a licensing partnership with a leading Japanese corporation
specializing in systems integration and advanced semiconductor
solutions. The KXV technology will be utilized to balance
industrial-scale fan systems for data center cooling, HVAC, and
other industrial applications.
* KXV with NVIDIA Jetson: KULR launched KXV integrated with
NVIDIA Jetson, offering enhanced vibration mitigation for edge AI
applications. This integration provides superior vibration control
combined with AI capabilities for high-performance and reliable
operation in edge AI environments.
* Carbon Fiber Cathode Licensing Agreement in Nuclear Reactor
Systems: KULR granted a licensing agreement to a new technology
partner for advanced carbon fiber cathode applications in nuclear
reactor systems in Japan. The license will support laser-based
nuclear fusion systems and small modular reactors (SMRs), a
cutting-edge, cost-effective, and reliable approach to fusion
energy using high-powered lasers. According to Goldman Sachs
Research, nuclear power will be a key part of a suite of new energy
infrastructure built to meet surging data-center power demand
driven by artificial intelligence.
Mo concluded, "With our shared focus on innovation and a commitment
to driving progress, this collaboration with EDOM empowers us to
deliver cutting-edge technologies, from thermal management
solutions to AI-optimized products like the Jetson AI platform, to
the rapidly expanding AI supply chain."
Together, KULR and EDOM are poised to innovate at the intersection
of AI and energy management, building a resilient supply chain
ecosystem to support the next generation of AI technologies.
About KULR Technology Group
Headquartered in San Diego, California, KULR Technology Group Inc.
-- www.kulrtechnology.com -- delivers cutting edge energy storage
solutions for space, aerospace, and defense by leveraging a
foundation of in-house battery design expertise, comprehensive cell
and battery testing suite, and battery fabrication and production
capabilities. The Company's holistic offering allows delivery of
commercial-off-the-shelf and custom next generation energy storage
systems in rapid timelines for a fraction of the cost compared to
traditional programs.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
As of Dec. 31, 2023, the Company had cash of $1,194,764 and working
capital deficit of $2,994,753. During the year ended Dec. 31,
2023, the Company incurred a net loss of $23,693,556 and used cash
in operations of $11,965,387.
LEADPOINT INC: Case Summary & Four Unsecured Creditors
------------------------------------------------------
Debtor: LeadPoint, Inc.
d/b/a SecureRights
6303 Owensmouth Avenue, 10th Floor
Woodland Hills, CA 91367
Business Description: LeadPoint is a technology-driven platform
that revolutionized the online lead
generation industry by creating the first
web-based lead exchange in 2004. It uses
proprietary algorithms, machine learning,
and feedback loops to validate and score
leads, enabling smarter matching and
pricing. The platform connects buyers and
sellers of leads, providing a transparent
and secure environment for real-time data
and consumer-initiated voice leads across
multiple verticals. With over 2,000 buyers
and hundreds of thousands of leads purchased
each month, LeadPoint offers significant
value, control, and revenue for sellers in
the lead marketplace.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10179
Judge: Hon. Martin R Barash
Debtor's Counsel: Ron Bender, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Ave.
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: rb@lnbyg.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Marc Diana as CEO.
A full-text copy of the petition, which includes a list of the
Debtor's four unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/3MKAS3Y/LeadPoint_Inc__cacbke-25-10179__0001.0.pdf?mcid=tGE4TAMA
LEGENCE HOLDINGS: S&P Rates Repriced First-Lien Term Loan 'B-'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to Legence Holdings LLC's repriced $1,595 million
first-lien term loan due December 2027. The '3' recovery rating
indicates its expectation for meaningful recovery (50%-70%; rounded
estimate: 60%) in the event of a default. S&P's 'B-' issuer credit
rating and stable outlook on the company are unchanged. S&P views
this transaction as leverage neutral and expect that it will reduce
Legence's interest expense by up to $10 million, which will
modestly improve its cash flow metrics.
S&P said, "Our 'B-' issuer credit rating on Legence reflects its
good EBITDA growth prospects and aggressive financial policy,
including a history of debt-funded acquisitions and distributions.
In November 2024, the company issued a $315 million fungible add-on
to its first-lien term loan, of which it used $300 million to pay a
dividend to its financial sponsor."
LEHMAN BROTHERS: Court Tosses O'Hara Foreclosure Suit v. U.S. Bank
------------------------------------------------------------------
Chief Judge Martin Glenn of the United States Bankruptcy Court for
the Southern District of New York granted U.S. Bank's motion to
dismiss the case captioned EDWARD O'HARA, Plaintiff, v. U.S. BANK
NAT'L ASS'N, AS TRUSTEE FOR THE LEHMAN XS TRUST 2006-12N,
Defendant, Adv. Pro. Case No. 24-04034 (MG) (Bankr. S.D.N.Y.).
Pending before the Bankruptcy Court is pro se plaintiff Edward
O'Hara's complaint against U.S. Bank seeking damages arising from
the Defendant's foreclosure on the Plaintiff's property.
On May 6, 2006, nonparty Francis O'Hara executed a promissory note
in the principal amount of $695,900 in favor of MortgageIt, Inc.,
U.S. Bank's predecessor-in-interest. On that same date, O'Hara and
Francis executed a mortgage in favor of Mortgage Electronic
Registration Systems, Inc. as nominee for MortgageIt, and pledged
the property located at 1414 King Street, Greenwich, Connecticut
06831 as security for the loan. he note and mortgage were
ultimately assigned to Defendant U.S. Bank. O'Hara contends that
this assignment was "fraudulent and invalid." Francis and O'Hara
failed to pay on the mortgage. U.S. Bank first filed suit against
O'Hara on or around October 11, 2011, in Connecticut Superior
Court, and it appears that O'Hara paid $137,657.64 in 2012 to
settle the issue and temporarily avoid foreclosure. U.S. Bank
commenced a second foreclosure action against O'Hara in the
Connecticut Superior Court on Sept. 30, 2013. On Dec. 14, 2015, the
Connecticut Superior Court granted U.S. Bank's motion for judgment
of foreclosure and sale.
On Sept. 30, 2024, O'Hara filed a Motion for Clarification in the
main Lehman bankruptcy case. He also filed a Stay Motion on the
same day, also in the main bankruptcy proceeding, along with a
document styled as a notice of appearance. Finally, he filed a copy
of his Complaint against U.S. Bank on Oct. 31, on the same day that
the adversary proceeding commenced.
O'Hara filed his first Complaint in this adversary proceeding on
Oct. 31, 2024. U.S. Bank filed its Motion to Dismiss on Dec. 6,
2024. O'Hara then filed his second Stay Motion on Dec. 9, his First
Amended Complaint on Dec. 16, and his Second Amended Complaint on
Dec. 30.
O'Hara's complaint rests on his argument that the Connecticut state
court lacks jurisdiction over the Foreclosure Action and that the
Bankruptcy Court instead has jurisdiction. He argues that the
Bankruptcy Court has sole jurisdiction over matters concerning the
Lehman XS Trust 2006-12 N because, pursuant to one of Judge James
Peck's orders in the main bankruptcy case, all claims brought by
this trust, for which U.S. Bank is the trustee, must be brought in
the Bankruptcy Court for the Southern District of New York.
O'Hara also claims that U.S. Bank never owned the mortgage on the
Connecticut Property, and so never had standing to sue O'Hara.
Because of this alleged lack of standing, he claims that U.S. Bank
committed fraud.
O'Hara seeks damages from U.S. Bank, alleging that due to their
actions, he was not able to profit by selling the Connecticut
Property and had to shoulder the cost of defending against
frivolous law suits in State and federal Court over thirteen years
and the cost from the concomitant loss of reputation and standing
in the community. O'Hara filed four counts against U.S. Bank:
(1) fraud, based on the Defendant's alleged misrepresentations
concerning its ownership of the mortgage;
(2) declaratory judgment for (the same) fraud;
(3) fraud on the court, based on the same facts; and
(4) a violation of the Fair Debt Collection Practices Act, based
O'Hara's allegation that U.S. Bank's pursuing the Foreclosure
Action constitutes harassing, oppressive, and or abusive conduct
toward the Plaintiff. He seeks an immediate stay of the Connecticut
Foreclosure Action, an injunction barring the Defendant from filing
any further motion or other action amended, modified, or
substituted in the CT state superior court action, and the payment
of legal fees and damages.
Motion to Dismiss
U.S. Bank moves to dismiss the Complaint under FED. R. CIV. P.
12(b)(1) and 12(b)(6).
U.S. Bank argues that the Bankruptcy Court lacks subject matter
jurisdiction, as the Rooker-Feldman doctrine provides that federal
courts cannot act as courts of appeal from state court decisions.
Nor can federal courts adjudicate claims that were not raised in a
state court matter but are nonetheless inextricably intertwined
with the state court judgment, meaning, in this instance, the
entirety of O'Hara's Complaint. U.S. Bank argues that O'Hara's
Complaint meets all four requirements of the Rooker-Feldman
doctrine:
(1) the federal court plaintiff lost in state court;
(2) the plaintiff complains of injuries caused by the state
court judgment;
(3) the plaintiff seeks district court review of the judgment;
and
(4) the state court judgment was entered before the plaintiff's
federal court proceedings commenced.
U.S. Bank argues that this Complaint does not arise under, arise
in, or relate to a case under the Bankruptcy Code, so the
Bankruptcy Court lacks jurisdiction over it. O'Hara's claims for
fraud, declaratory judgment, fraud on the court, and the FDCPA
violation all arise from the substantive state law concerning U.S.
Bank's standing to bring a foreclosure action and the Connecticut
state court's jurisdiction over such actions. Additionally, the
loan and O'Hara's property have nothing to do with the Lehman
bankruptcy, nor can they affect Lehman's reorganization. Hence, the
Bankruptcy Court lacks subject matter jurisdiction under 28 U.S.C.
Sec. 1334(b).
U.S. Bank also argues that O'Hara's claims fail as a matter of law
because of res judicata. Applying Connecticut law, U.S. Bank argues
that all four requirements of res judicata are met:
(1) the Foreclosure Judgment constituted a prior adjudication on
the merits,
(2) the Foreclosure Action involved identical parties,
(3) O'Hara had a fair opportunity to litigate his claims in the
Foreclosure Action (and many times in the pursuing 13 years), and
(4) the same underlying claims are at issue.
U.S. Bank argues that the claims are also time-barred. It also
contends that O'Hara fails to plead that U.S. Bank is a debt
collector as defined by the FDCPA.
According to the Bankruptcy Court, no matter the merits of O'Hara's
claims, it lacks subject matter jurisdiction to hear every one of
the claims he alleges because they are all, in substance, attempts
to appeal the Foreclosure Judgment.
It is undisputed that O'Hara lost in state court, hence the entry
of the Foreclosure Judgment against him. The injuries he complains
of all arise from the entry of this judgment against him; it was
the entry of the allegedly fraudulently obtained judgment that gave
rise to his damages ranging from the cost of his house to his
attorneys' fees.
Because the Rooker-Feldman doctrine disposes of all of O'Hara's
claims, the Bankruptcy Court need not reach the other bases for
dismissal of this case.
The Bankruptcy Court cannot hear O'Hara's Complaint nor his second
Stay Motion. The grounds for dismissing the Complaint likewise
support denial of each of the motions that O'Hara filed in the main
case, it concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=vjjSEw from PacerMonitor.com.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more than
150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy on Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in U.S.
history. Several other affiliates followed thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC
sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as
counsel to the Official Committee of Unsecured Creditors. Houlihan
Lokey Howard & Zukin Capital, Inc., is the Committee's investment
banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee
for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. Lehman mad its first payment to creditors under its $65
billion payout plan in April 2012.
LIKELIHOOD LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Likelihood LLC
2201 7th Ave
Seattle, WA 98121
Business Description: Likelihood LLC is a retail company focused
on providing outstanding customer service
and a good shopping experience.
Specializing in footwear, apparel,
accessories, and home goods, they prioritize
attention to detail and personalized
service,
ensuring every interaction is memorable.
Some of their popular products include
Maison Mihara Yasuhiro, Black Comme des
Garcons, Converse, Martine Rose, Crystal
Haze, Reebok, and Teddy Vonranson.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Eastern District of Washington
Case No.: 25-00202
Debtor's Counsel: Jason Wax, Esq.
BUSH KORNFELD LLP
601 Union St., Suite 5000
Seattle, WA 98101-2373
Tel: 206-292-2110
E-mail: jwax@bskd.com
Total Assets: $382,721
Total Liabilities: $5,058,663
The petition was signed by Daniel Carlson as member.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/POZLPHY/LIKELIHOOD_LLC__waebke-25-00202__0001.0.pdf?mcid=tGE4TAMA
LILYDALE PROGRESSIVE: Court OKs Continued Access to Cash Collateral
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended Lilydale Progressive Missionary Baptist Church's authority
to use the cash collateral of CadleRock III, LLC from Jan. 24 to
Feb. 26.
CadleRock asserts interest in the cash collateral based on the loan
it provided to Lilydale, which is secured by a property owned by
the church. As of the petition date, the church owed the lender at
least $504,401.05.
As adequate protection, CadleRock was granted a replacement lien on
all post-petition cash collateral and property of the church to the
same extent and with the same priority as its pre-bankruptcy lien.
The church will make monthly payments to CadleRock in the amount of
$10,000 and will remit to the lender all revenues for the 30-day
period that exceed $45,000.
A status hearing is scheduled for Feb. 19.
CadleRock can be reached through its counsel:
Cynthia G. Feeley, Esq.
Feeley & Associates, P. C.
161 North Clark Street, Suite 1600
Chicago, IL 60601
Tel: 312-541-1200
feeleypc@aol.com
About Lilydale Progressive Missionary
Lilydale Progressive Missionary Baptist Church sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Banker. N.D. Ill.
Case No. 24-12502) on August 26, 2024, with $500,001 to $1 million
in assets and $100,001 to $500,000 in liabilities. Janice Seyedin
serves as Subchapter V trustee.
Judge Janet S. Baer presides over the case.
The Debtor is represented by:
William E. Jamison, Jr., Esq.
Law Office William E. Jamison & Associates
Tel: 312-226-8500
Email: wjami39246@aol.com
LION ELECTRIC: To Restructure Under CCAA; Deloitte Named Monitor
----------------------------------------------------------------
The Superior Court of Quebec (Commercial Division) rendered an
Initial Order pursuant to the Companies' Creditors Arrangement Act
("CCAA") in respect of each of the The Lion Electric Company, Lion
Electric Finance Canada Inc., Lion Electric Vehicle Finance Canada
Inc., Lion Electric Holding USA Inc., Northern Genesis Acquisition
Corp., The Lion Electric Co. USA Inc., Lion Electric Manufacturing
USA Inc., Lion Electric Finance USA Inc. ("Lion") and Deloitte
Restructuring inc. ("Monitor") was appointed to monitor the
business and financial affairs of Lion as an officer of the Court.
Under the Initial Order, the Court ordered a stay of any
proceedings or action against Lion or its property.
According to Court Documents, Given the nature of its business, the
Lion Group requires significant investment and capital to ensure
that it can continue to perform the necessary manufacturing, and
research and development activities required to produce and develop
its product line. In past years, in order to fund its operations
and ensure that enough cash was available on hand, the Lion Group
has had to resort to long-term debt financing and equity
investments.
In order to address the Lion Group's liquidity issues, throughout
2023 and 2024, the Lion Group undertook a formal strategic review
process to explore, review and evaluate a broad range of strategic
alternatives focused on ensuring its financial liquidity, including
but not limited to, possible debt or equity financing, asset sales,
workforce reductions, or other restructuring measures.
Despite the efforts undertaken as part the Pre-Filing Strategic
Process, which efforts are outlined in further detail below, the
Lion Group has been unable to find a workable financing solution to
remedy its significant liquidity issues and capital needs in a way
that would allow it to continue operations in the normal course.
A copy of the Initial Order, the Monitor's report and other
information related to these procedures are available on the
Monitor's website at:
https://www.insolvencies.deloitte.ca/lionelectric
If you are unable to access the Monitor's Website, please
communicate with us at 514-369-9699 or lionelectricco@deloitte.ca,
leaving your name, telephone, as well as your email address or your
postal address, depending on the manner in which you wish to
receive the copies.
At this stage, a claims process in respect of Lion has not been put
in place, such that its creditors are not required, for the time
being, to file proofs of claim. The Monitor will advise such
creditors of any development in that regard in due course.
The Monitor can be reached at:
Deloitte Restructuring Inc.
La Tour Deloitte
100 Adelaide Street West
Toronto, ON
Canada M5H 0B3
Benoit Clouatre
Tel: (514) 393-5391
Email: bclouatre@deloitte.ca
Jean-François Nadon
Tel: (514) 393-7860
Email: jnadon@deloitte.ca
Jean-Francois Boucher
Tel: (514) 393-6208
Email: jeaboucher@deloitte.ca
Counsel to the Monitor:
Lavery, De Billy LLP
1, Place Ville Marie
Suite 4000
Montreal, QC
Canada H3B 4M4
Me Jean Legault
Tel: (514) 878-5561
Email: jlegault@lavery.ca
Me Ouassim Tadlaoui
Tel: (514) 878-5567
Email: otadlaoui@lavery.ca
Me Hugo Carrier-L'Italien
Tel: (514) 346-2562
Email: hcarrierLItalien@lavery.ca
Counsel to the Companies:
Stikeman Elliott LLP
1155 Rene-Levesque Blvd. West
41st Floor
Montreal, QC
Canada H3B 3V2
Me Guy P. Martel
Tel: (514) 397-3163
Email: GMartel@stikeman.com
Me Danny Duy Vu
Tel: (514) 397-6495
Email: DDVu@stikeman.com
Me Nathalie Nouvet
Tel: (514) 397-3128
Email: NNouvet@stikeman.com
Me Darien Bahry
Tel: (514) 397-2441
Email: DBahry@stikeman.com
U.S. Counsel to the Companies:
Troutman Pepper Hamilton Sanders LLP
401 9th Street, N.W.
Suite 1000
Washington, D.C. 20004
United States
Locke Lord LLP
111 South Wacker Drive
Suite 4100
Chicago, IL 60606
United States
Nicole A. Edmonds
Tel: (202) 274-2815
Email: nicole.edmonds@troutman.com
Thomas M. Rose
Tel: (757) 687-7715
Email: thomas.rose@troutman.com
David M. Fournier
Tel: (302) 777-6565
Email: david.fournier@troutman.com
Tori Lynn Remington
Tel: (302) 777-6512
Email: tori.remington@troutman.com
Ken A. Listwak
Tel: (302) 777-6520
Email: ken.listwak@troutman.com
Lion Electric is a Quebec-based company specialized in designing,
developing, manufacturing and distributing purpose-built
all-electric medium and heavy-duty urban vehicles.
LISBON CONCRETE: Seeks to Sell Vehicles and Tools
-------------------------------------------------
Lisbon Concrete Corporation seeks permission from the U.S.
Bankruptcy Court of Eastern District of North Carolina, Raleigh
Division, to sell vehicles, trailers, and tools, free and clear of
liens.
The Debtor owns certain vehicles, trailers, tools and materials and
none are subject of purchase money or other liens.
The Debtor asserts that the value of the Property is at least
$90,000.00 and believes that the highest value that the estate will
receive from the sale of the Property is through public auction.
The Debtor hires Country Boys Auction and Realty Inc. for the
purpose of liquidating the Property.
All net proceeds from the sale shall be deposited into the Debtor's
counsel's IOLTA Trust Account to hold for distribution pursuant to
the Debtor's Liquidating Plan or as otherwise directed by the Court
through subsequent order.
About Lisbon Concrete Corporation
Lisbon Concrete Corporation, filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.C. Case No. 25-00173) on Jan. 16, 2025, disclosing
under $1 million in both assets and liabilities
Judge Pamela W Mcafee presides over the case.
The Debtor is represented by PAUL D. BRADFORD, PLLC.
LITTLE DOLLAR: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: Little Dollar, Inc.
592 Lawton Street
Atlanta, GA 30310
Business Description: The Debtor operates in the real estate
sector.
Chapter 11 Petition Date: February 1, 2025
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 25-51064
Debtor's Counsel: Brad Fallon, Esq.
FALLON LAW PC
1201 W. Peachtree St. NW, Suite 2625
Atlanta, GA 30309
Tel: (404) 849-2199
E-mail: brad@fallonbusinesslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daniel Okoye as CEO.
A full-text copy of the petition, which includes a list of the
Debtor's 10 unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/BNG2QVQ/Little_Dollar_Inc__ganbke-25-51064__0001.0.pdf?mcid=tGE4TAMA
LOGAN VILLAGE: Judy Wolf Weiker Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 10 appointed Judy Wolf Weiker of
Manewitz Weiker Associates, LLC as Subchapter V trustee for Logan
Village Mall, LLC.
Ms. Weiker will be paid an hourly fee of $375 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Weiker declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Judy Wolf Weiker
Manewitz Weiker Associates, LLC
P.O. Box 40185
Indianapolis, IN 46240
Phone: 973-768-2735
Email: JWWtrustee@manewitzweiker.com
About Logan Village Mall
Logan Village Mall, LLC operates retail businesses under the names
Three Rusty Nails Shoppe and The Gathering Place from its location
at 977 Logan Street in Noblesville, Indiana.
Logan Village Mall LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-00252)
on January 17, 2025. In its petition, the Debtor reports estimated
assets up to $50,000 and estimated liabilities between $100,000 and
$500,000.
Honorable Bankruptcy Judge James M. Carr handles the case.
The Debtor is represented by:
KC Cohen, Esq.
KC Cohen, Lawyer, PC
1915 Broad Ripple Ave
Indianapolis, IN 46220
317-715-1845
Email: kc@esoft-legal.com
LONESTAR FIBERGLASS: Taps Villa & White LLP as Bankruptcy Counsel
-----------------------------------------------------------------
LoneStar Fiberglass Components of Texas, LLC seeks approval from
the U.S. Bankruptcy Court for the Western District of Texas to
employ the Villa & White LLP as its counsel.
The firm will render these services:
(a) assist and advise the Debtor relative to its operations as
a debtor-in-possession, and relative to the overall administration
of this Chapter 11 case;
(b) represent the Debtor at hearings to be held before this
Court and communicate with its creditors regarding the matters
heard and the issues raised, as well as the decisions and
considerations of this Court;
(c) prepare, review, and analyze pleadings, orders, operating
reports, schedules, statements of affairs, and other documents
filed and to be filed with this Court by the Debtor or other
interested parties in this Chapter 11 case; advise the Debtor as to
the necessity, propriety and impact of the foregoing upon this
Chapter 11 case; and consent or object to pleadings or orders on
behalf of the Debtor;
(d) assist the Debtor in preparing such applications, motions,
memoranda, adversary proceedings, proposed orders and other
pleadings as may be required in support of positions taken by the
Debtor, as well as preparing witnesses and reviewing documents
relevant thereto;
(e) coordinate the receipt and dissemination of in formation
prepared by and received from the Debtor and the Debtor's
accountants, and other retained professionals, as well as such
information as may be received from accountants or other
professionals engaged by any official committee;
(f) confer with the professionals as may be selected and
employed by any official committee;
(g) assist and counsel the Debtor in its negotiations with
creditors, or Court appointed representatives or interested third
parties concerning the terms, conditions, and import of a plan of
reorganization and disclosure statement to be proposed and filed by
the Debtor;
(h) assist the Debtor with such services as may contribute or
are related to the confirmation of a plan of reorganization in this
Chapter 11 case;
(i) assist and advise the Debtor in its discussions and
negotiations with others regarding the terms, conditions, and
security for credit, if any, during this Chapter 11 case;
(j) conduct such examination of witnesses as may be necessary
in order to analyze and determine, among other things, the Debtor's
assets and financial condition, whether the Debtor has made any
avoidable transfers of its property, and whether causes of action
exist on behalf of the Debtor's estate; and
(k) assist the Debtor generally in performing such other
services as may be desirable or required pursuant to § 1107 of the
Bankruptcy Code.
Morris E. "Trey" White III, a partner in the firm, will be
primarily responsible for the supervision of the case and the
coordination and delegation of its administration. His current rate
is $400 per hour.
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. White 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:
Morris E. "Trey" White III, Esq.
Villa & White LLP
1100 NW Loop 410 Ste 802
San Antonio, TX 78213
Tel: (210) 625-4313
About LoneStar Fiberglass
LoneStar Fiberglass manufactures fiberglass swimming pools and spas
and sells them directly and through dealers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-52593) on December
19, 2024. In the petition signed by Chris Owens, managing member,
the Debtor disclosed up to $10 million in assets and up to $50
million in liabilities.
Judge Michael M. Parker oversees the case.
The Fox Law Corporation represents the Debtor as counsel.
LONESTAR FIBERGLASS: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The U.S. Trustee for Region 7 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of LoneStar Fiberglass Components of Texas, LLC.
About LoneStar Fiberglass
LoneStar Fiberglass manufactures fiberglass swimming pools and spas
and sells them directly and through dealers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-52593) on December
19, 2024. In the petition signed by Chris Owens, managing member,
the Debtor disclosed up to $10 million in assets and up to $50
million in liabilities.
Judge Michael M. Parker oversees the case.
The Fox Law Corporation represents the Debtor as bankruptcy
counsel.
LOTUS OASIS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lotus Oasis Homewood LLC
2940 Johnson Ferry Road
Suite B163
Marietta, Georgia 30062
Business Description: The Debtor operates in the real estate
sector.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 25-50962
Debtor's Counsel: John A. Christy, Esq.
SCHREEDER, WHEELER & FLINT, LLP
1100 Peachtree Street, NE, Suite 800
Atlanta, GA 30309
Tel: (404) 954-9819
E-mail: jchristy@swfllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Manish Poddar as manager.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/O4IKGEQ/Lotus_Oasis_Homewood_LLC__ganbke-25-50962__0001.0.pdf?mcid=tGE4TAMA
LOUISVILLE LUSH: Court Denies Medical Aesthetics Business Sale
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky,
Louisville Division, has denied Louisville Lush Aesthetics, LLC's
emergency motion to sell substantially all of its assets, free and
clear of all liens, claims, and encumbrances.
The Debtor's principal business is focused on providing medical
aesthetics and related services. The Debtor's assets primarily
consist of equipment and machinery used in its business, all of
which are subject to purchase money liens and/or leases.
Additionally, the Debtor's accounts, including but not limited to
its accounts receivable, are also subject to liens.
On March 26, 2024 the Court entered an Order of Confirmation,
confirming the Debtor's Third Amended Plan of Reorganization.
Since the entry of the Confirmation Order, the Debtor's sole
member, Jana Brewer, has continued to operate the business on a
full-time basis, but the Debtor has struggled to make timely
payments in accordance with the terms of the Plan. However, the
Debtor has an opportunity to sell its assets to Well Labs Plus,
LLC, and close the transaction in the next 30 days, and pay all of
its secured claims and pay unsecured claims roughly what they would
be paid over the course of the Debtor's confirmed plan.
Because of the Debtor's current struggles to comply with the Plan
and because of the opportunity to pay its creditors in lump sum
payments within the next 30 days by selling its assets, the Debtor
believes selling its assets as requested is in the best interests
of the Debtor's creditors.
However, the Court denied the motion due to the Debtor's failure to
provide information sufficient for the Court to consider.
The Court has closed the case, discharged the Debtor, and the
attorney for debtor certified the plan was consummated prior to
closing and the Subchapter V Trustee has filed a final report.
There is no pending motion to reopen this case before the Court
that details why this is a matter under this Court's jurisdiction
or requesting the reopening. The matter may be reconsidered if the
Court reopens this case upon the filing and granting of a proper
motion to reopen.
About Louisville Lush Aesthetics, LLC
Louisville Lush Aesthetics, LLC, operates a boutique medspa in
Louisville, Kentucky.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Ky. Case No.
23-32060) on Sept. 1, 2023, with up to $1 million in both assets
and liabilities.
Judge Charles R. Merrill oversees the case.
Michael W. McClain, Esq., at Goldberg Simpson, LLC, is the Debtor's
legal counsel.
LUKITAS INC: Tom Howley Named Subchapter V Trustee
--------------------------------------------------
The U.S. Trustee for Region 7 appointed Tom Howley, Esq., at Howley
Law, PLLC as Subchapter V trustee for Lukitas Inc.
Mr. Howley will be paid an hourly fee of $575 for his services as
Subchapter V trustee and an hourly fee of $200 for support staff
working under his supervision. In addition, the Subchapter V
trustee will receive reimbursement for work-related expenses
incurred.
Mr. Howley declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tom Howley, Esq.
Howley Law, PLLC
711 Louisiana Street, Suite 1850
Houston, TX 77002
Telephone: (713) 333-9120
Email: tom@howley-law.com
About Lukitas Inc.
Lukitas Inc. is a Houston-based manufacturing company operating
under trade names including Alpha Graphics, Jita Printing, and
Burciaga Enterprises.
Lukitas filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 25-30321) on January
20, 2025, with up to $500,000 in assets and up to $1 million in
liabilities. James Burciaga, owner and president of Lukitas, signed
the petition.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor is represented by:
Vicky M. Fealy, Esq.
Fealy Law Firm, PC
1235 North Loop W, Ste 1120
Houston, TX 77008
Phone: 713-526-5220
Fax: 713-526-5227
MALLARD COVE: Seeks Chapter 11 Bankruptcy Protection
----------------------------------------------------
On January 28, 2025, Mallard Cove Senior Development LLC filed
Chapter 11 protection in the U.S. Bankruptcy Court for the Western
District of Pennsylvania.
According to court filing, the Debtor reports between $10 million
and $50 million in debt owed to 200 and 999 creditors. The
petition states funds will be available to unsecured creditors.
About Mallard Cove Senior Development LLC
Mallard Cove Senior Development LLC is a family-owned senior living
community that specializes in two essential care levels: Assisted
Living and Memory Care. Its focus is on providing the lifestyle,
support, and care that its residents desire. Community amenities
include a variety of lifestyle and fitness activities, weekly
housekeeping and laundry services, 24/7 security, scheduled
transportation, and spacious apartment options with full or partial
kitchens. Residents can enjoy walk-in closets, scenic pond views,
as well as carport parking and additional storage.
Mallard Cove Senior Development LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-70026) on
January 28, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
The Debtor is represented by Michael J. Roeschenthaler, Esq., at
RAINES FELDMAN LITTRELL LLP, in Pittsburgh, Pennsylvania.
MEDICAL PROPERTIES: Secures $2.5-Bil. of Debt, Tenant Weighs REIT
-----------------------------------------------------------------
Reshmi Basu, Eliza Ronalds-Hannon, and Jill R. Shah of Bloomberg
News report that hospital landlord Medical Properties Trust Inc.
secured approximately $2.5 billion in debt financing, indicating a
more positive outlook for the company, which had recently tapped
its revolving credit facility to repay loans after two of its
tenants filed for bankruptcy.
A group of credit investors, including GoldenTree Asset
Management—already a holder of some of MPT's outstanding
debt—generated over $10 billion in demand this week for euro- and
dollar-denominated bonds, according to sources familiar with the
matter.
About Medical Properties Trust
Medical Properties Trust, Inc. is a self-advised real estate
investment trust formed in 2003 to acquire and develop net-leased
hospital facilities. From its inception in Birmingham, Alabama, the
Company has grown to become one of the world's largest owners of
hospital real estate with 402 facilities and approximately 40,000
licensed beds in nine countries and across three continents as of
September 30, 2024. MPT's financing model facilitates acquisitions
and recapitalizations and allows operators of hospitals to unlock
the value of their real estate assets to fund facility
improvements, technology upgrades and other investments in
operations. For more information, please visit the Company's
website at www.medicalpropertiestrust.com
* * *
The Troubled Company Reporter on Dec. 6, 2024, reported that
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.
MIDWEST MOBILE: Court OKs Continued Access to Cash Collateral
-------------------------------------------------------------
Midwest Mobile Imaging, LLC received second interim approval from
the U.S. Bankruptcy Court for the Western District of Missouri,
Southern Division to use cash collateral to pay its operating
expenses.
As protection, Community First Bank, a secured creditor, was
granted a replacement security interests in, and liens on, all
post-petition property of the company that is the same type of
property that the bank holds a pre-bankruptcy interest, lien or
security interest.
Additionally, Community First Bank will receive a monthly payment
of $1,200, beginning Feb. 5.
Midwest was authorized to pay Marie Taylor her usual salary of
$45,000 per year and Dan Taylor a salary up to $7,000 per month. No
additional insider compensation is allowed.
The next hearing is scheduled for March 4.
Community First Bank can be reached through its counsel:
Lee J. Viorel, Esq.
Lowther Johnson, LLC
901 St. Louis Street, 20th Floor
Springfield, MO 65806
Office: (417) 866-7777
Fax: (417) 866-1752
lviorel@lowtherjohnson.com
About Midwest Mobile Imaging
Midwest Mobile Imaging, LLC is a full-service mobile diagnostic
x-ray services provider in Springfield, Mo.
Midwest Mobile Imaging sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 25-60002) on January
3, 2025, with up to $500,000 in assets and up to $10 million in
liabilities. Dan Taylor, a member of Midwest Mobile Imaging, signed
the petition.
Judge Brian T. Fenimore oversees the case.
The Debtor is represented by:
Colin N. Gotham, Esq.
Evans & Mullinix, P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Tel: (913) 962-8700
Fax: (913) 962-8701
Email: cgotham@emlawkc.com
MOSAIC SWNG: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Mosaic SWNG LLC
d/b/a Mosaic Apartments
4025 Burke Rd,
Pasadena, TX 77504
Business Description: The Debtor was established in October 2021
with the exclusive purpose of acquiring and
owning the 504-unit multifamily residential
property known as "Mosaic Apartments." The
apartment complex, built in 1981, is located
at 4025 Burke Road, Pasadena, Texas, in
Harris County.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 25-90010
Judge: Hon. Christopher M Lopez
Debtor's Counsel: Melissa A. Haselden, Esq.
HASELDEN FARROW, PLLC
708 Main Street
10th Floor
Houston, TX 77002
Tel: 832-819-1149
Email: MHaselden@HaseldenFarrow.com
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $50 million to $100 million
The petition was signed by Baruch Teitelbaum, Managing Member,
Mosaic SWNG GP LLC, Manager of Sole Member of Debtor.
The Debtor failed to include a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/4XVBDSQ/Mosaic_SWNG_LLC__txsbke-25-90010__0001.0.pdf?mcid=tGE4TAMA
MYA POS: Gets Final OK to Use Cash Collateral
---------------------------------------------
MYA POS Services, LLC received final approval from the U.S.
Bankruptcy Court for the District of New Hampshire to use cash
collateral in accordance with its 13-week budget.
The company's budget shows total cash disbursements of $622,063 for
the 13-week period from Jan. 7 to April 5.
The U.S. Business Administration and each alleged secured creditor
were granted a replacement lien on the company's post-petition
property as protection for the use of their cash collateral.
MYA POS Services was ordered to set aside the sum of $18,000 for
the SBA into a separate bank account and not to use the amount for
its operations. The replacement lien granted to the SBA applies to
the segregated bank account.
The next hearing is scheduled for March 26. Any objections must be
filed by March 19.
About MYA POS Services
MYA POS Services, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. N.H. Case No. 25-10010) on January
7, 2025, with up to $50,000 in assets and up to $10 million in
liabilities. Nicholas Yager, a member of MYA POS, signed the
petition.
Judge Kimberly Bacher oversees the case.
The Debtor is represented by:
Ryan M. Borden, Esq.
Ford, Mcdonald & Borden, P.A.
10 Pleasant Street, Suite 400
Portsmouth, NH 03801
Tel: 603-373-1600
Email: rborden@fordlaw.com
NEXTTRIP INC: Board Schedules Annual Meeting for February 27
------------------------------------------------------------
NextTrip, Inc., filed a Form 8-K with the Securities and Exchange
Commission to disclose that the Board of Directors of the Company
has established Feb. 27, 2025 as the date of the 2025 Annual
Meeting of Stockholders of the Company. The Annual Meeting date,
the record date for the Annual Meeting and detailed information
regarding the proposals to be presented at the Annual Meeting will
be set forth in the Company's Definitive Proxy Statement on
Schedule 14A to be filed with the SEC. Since the Annual Meeting
will take place more than 30 days following the anniversary of the
Company's last Annual Meeting of Stockholders, the due dates for
the submission of any qualified shareholder proposal or qualified
shareholder nominations under applicable SEC rules and the
Company's Amended and Restated Bylaws listed in its Definitive
Proxy Statement on Schedule 14A for the Company's last annual
meeting of stockholders, filed with the SEC on Dec. 1, 2023, are no
longer applicable. Any nominations or proposals, including those
listed on Schedule 14N, must be received by the company no later
than four calendar days following the date of this Current Report
on Form 8-K, dated Jan. 27, 2025. These submissions must comply
with all applicable requirements set forth under the Securities
Exchange Act of 1934, as amended, and the company's Bylaws.
About NextTrip, Inc.
Headquartered in Santa Fe, NM, NextTrip, Inc. -- www.nexttrip.com
-- is an innovative technology company that is building next
generation solutions to power the travel industry. NextTrip
through its subsidiaries, provides travel technology solutions with
sales originating in the United States, with a primary emphasis on
accommodations, hotels, flights, wellness, and all-inclusive travel
packages. Its proprietary booking engine, branded as NXT2.0,
provides travel distributors access to a sizeable inventory.
NextTrip's NXT2.0 booking technology was built upon a platform
acquired in June 2022, which previously powered the Bookit.com
business, a well-established online leisure travel agent.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 4, 2024. The report cites that the Company has
suffered recurring losses from operations and has a negative
working capital that raise substantial doubt about its ability to
continue as a going concern.
As of Feb. 29, 2024, the Company had $5,088,842 in total assets,
$1,960,813 in total liabilities, negative working capital of
$245,005 and a total accumulated deficit of $24,151,139. The
Company had a net loss of $7,339,276 for the fiscal year ended Feb.
29, 2024 and $5,033,496 for the fiscal year ended Feb. 28, 2023.
"We are subject to all the substantial risks inherent in the
development of a new business enterprise within an extremely
competitive industry. Due to the absence of a long-standing
operating history and the emerging nature of the markets in which
it competes, we anticipate operating losses until we can
successfully implement our business strategy, which includes all
associated revenue streams. Our revenue model is new and evolving,
and we cannot be certain that it will be successful. The potential
profitability of this business model is unproven. We may never
achieve profitable operations or generate significant revenues.
Our future operating results depend on many factors, including
demand for our products, the level of competition, and the ability
of our officers to manage our business and growth. Additional
development expenses may delay or negatively impact our ability to
generate profits. Accordingly, we cannot assure you that our
business model will be successful or that we can sustain revenue
growth, achieve or sustain profitability, or continue as a going
concern," the Company stated in its Annual Report for the year
ended Feb. 29, 2024.
NORTHVOLT AB: Lawyers Warn of Potential Lawsuits Against Creditors
------------------------------------------------------------------
Charles Daly of Bloomberg News reports that Northvolt AB's U.S.
bankruptcy lawyers have threatened legal action against Swedish
creditors unless they return funds seized by the country's
Enforcement Authority.
The seizure "violates United States federal law and an order from
the U.S. Bankruptcy Court," Christopher T. Greco, a lawyer at
Kirkland & Ellis LLP, wrote in a letter obtained by Dagens
Industri.
Earlier this January 2025, Sweden's debt-collection authority
withdrew funds from the battery maker's bank accounts on behalf of
local creditors impacted by Northvolt's U.S. bankruptcy filing.
About Northvolt AB
Northvolt AB was established in 2016 in Stockholm, Sweden.
Pioneering a sustainable model for battery manufacturing, the
company has received orders from several leading automotive
companies. The company is currently delivering batteries from its
first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from
its R&D and industrialization campus, Northvolt Labs, in Vasteras,
Sweden.
On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577).
The cases are before the Honorable Alfredo R. Perez.
Northvolt is being advised by Teneo as its restructuring and
communications advisor. Kirkland & Ellis LLP, A&O Shearman and
Mannheimer Swartling Advokatbyra AB are serving as legal counsel.
The company has also engaged Rothschild & Co to run its marketing
process. Stretto is the claims agent.
NOVA CONSTRUCTORS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Nova Constructors, LLC
f/k/a Noble Constructors, LLC
545 Mainstream Drive, #340
Nashville, TN 37228
Business Description: Nova is a full-service building company
specializing in construction, renovation,
and pre-construction consulting. The
company comprehensive design and build
services, handling projects such as terrace
builds, kitchen remodels, new garage
additions, and lake house renovations.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-00389
Judge: Hon. Charles M Walker
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND PAYNE WALDRON, PLLC
9020 Overlook Blvd., Suite 316
Brentwood, TN 37027
Tel: 629-777-6529
Fax: 615 777 3765
Email: alex@dhnashville.com
Total Assets: $917,066
Total Liabilities: $2,775,211
The petition was signed by Daniel Brimer as owner.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/GCTSFJQ/Nova_Constructors_LLC__tnmbke-25-00389__0001.0.pdf?mcid=tGE4TAMA
NU RIDE: Mediation Not Appropriate in Singh, et al. Suit
--------------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware determined that mediation is not
appropriate in the case captioned as RAHUL SINGH, PRAVESH SINGH and
RENU SINGH, Appellants, v. NU RIDE INC., Appellee, Civil Action No.
24-1318-MN (D. Del.).
The parties do not agree as to whether mediation would be helpful.
After conducting an initial review of this matter pursuant to
Section 1 of the Procedures to Govern Mediation of Appeals from the
United States Bankruptcy Court for the District of Delaware, dated
July 19, 2023, the Court concludes that mediation would not be
helpful at this stage.
The parties do not agree as to whether mediation would be helpful.
The Court recommends that the assigned District Judge issue an
order withdrawing the matter from mediation and and setting the
following appellate briefing schedule (agreed to by the parties):
Opening Brief: February 14, 2025
Answering Brief: Thirty (30) days after the filing of the Opening
Brief
Reply Brief: Fourteen (14) days after the filing of the Answering
Brief
A copy of the Court's decision is available at
https://urlcurt.com/u?l=5lt6IA from PacerMonitor.com.
About NU Ride, Inc.
Nu Ride Inc. f/k/a Lordstown Motors Corp. is an electric vehicle
OEM developing innovative light duty commercial fleet vehicles,
with the Endurance all electric pickup truck as its first vehicle.
It has engineering, research, and development facilities in
Farmington Hills, Mich., and Irvine, Calif. The Company emerged
from bankruptcy on March 14, 2024, under the name "Nu Ride Inc."
As of March 31, 2024, the Company has $79.1 million in total
assets, $38 million in total liabilities, and $7.7 million in total
stockholders' equity.
Going Concern
The Company cautioned in its Form 10-Q Report for the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. According to the Company, it had
cash and cash equivalents of approximately $19.7 million, excluding
restricted cash of approximately $57.7 million, an accumulated
deficit of $1.2 billion at March 31, 2024, and a net loss of $8.5
million for the three months ended March 31, 2024.
As a result of the Company's accumulated deficit, lack of any
immediate sources of revenue, and the risks and uncertainties
related to the Company's ability to successfully resolve litigation
and other claims that may be filed against us, the effects of
disruption from the Chapter 11 Cases, including the loss of our
personnel, and the costs of the Chapter 11 Cases, substantial doubt
exists regarding the Company's ability to continue as a going
concern for a period of at least 12 months from the filing of the
report.
NURSES FIRST: Court Extends Cash Collateral Access to March 19
--------------------------------------------------------------
Nurses First Solutions, LLC received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida to use cash
collateral until March 19, marking the second extension since the
company's Chapter 11 filing.
The court's previous order allowed the company to access cash
collateral until Jan. 16 only.
Secured creditors were granted a post-petition lien on cash
collateral to the same extent and with the same validity and
priority as their pre-bankruptcy lien.
In the event of a default, any secured creditor may serve the
company with a notice of default providing the company with 10 days
to cure the default.
If the company fails to timely cure a default, secured creditors
are entitled to request an emergency hearing on a motion to
prohibit use of cash collateral.
The next hearing is scheduled for March 19.
About Nurses First Solutions LLC
Nurses First Solutions, LLC is a nurses staffing agency built by
nurses for nurses.
Nurses First Solutions filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-06700) on December 10, 2024, listing assets between $500,000 and
$1 million and liabilities between $1 million and $10 million.
Alvin D. Cortez, managing member, signed the petition.
Judge Tiffany P. Geyer handles the case.
The Debtor is represented by:
Justin M. Luna, Esq.
Latham, Luna, Eden & Beaudine, LLP
201 S. Orange Avenue, Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
OASIS AUTO SPA: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Oasis Auto Spa LLC
PO Box 2420, 401 Century Pkwy
Allen, TX 75013
Business Description: Oasis Auto is the fee simple owner of a
car wash facility located at 5001 Collin
McKinney Parkway, McKinney, TX 75070, with
an estimated current value of $4 million.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 25-40279
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Robert T DeMarco, Esq.
DEMARCO MITCHELL, PLLC
500 N. Central Expressway Suite 500
Plano TX 75074
Tel: (972) 991-5591
E-mail: robert@demarcomitchell.com
Total Assets: $5,356,749
Estimated Liabilities: $5,683,708
The petition was signed by Frank Brooks as managing member.
A full-text copy of the petition, including a list of the Debtor's
10 unsecured creditors, is available for free on PacerMonitor at:
https://www.pacermonitor.com/view/MQG5ZUA/Oasis_Auto_Spa_LLC__txebke-25-40279__0001.0.pdf?mcid=tGE4TAMA
ONDAS HOLDINGS: Markus Nottelmann Named CEO
-------------------------------------------
Ondas Holdings Inc. announced that Markus Nottelmann has been
appointed as Chief Executive Officer at Ondas Networks Inc. Mr.
Nottelmann, an Ondas Networks board member, has served as a Senior
Advisor at Ondas Holdings since October 2024 where he has primarily
focused on advancing commercial development and strategic activity
at Ondas Networks.
Mr. Nottelmann has extensive experience introducing new
technologies into railroad markets and an accomplished background
as a strategic financial and operating executive. An executive with
a wealth of experience, Mr. Nottelmann has held various financial
and operating roles including leadership positions with Sperry Rail
Service and Acuren Inspections, both subsidiaries of Rockwood
Holdings, LP, as well as Furmanite Inc. and DMA S.r.l. Since 2020,
Mr. Nottelmann has been applying his broad experience as strategic
CFO, leading several companies through strategic assessments,
transformations, and acquisitions.
"I am excited to join Ondas Networks as CEO to advance the business
at this promising juncture in the technological evolution of the
rail ecosystem," said Mr. Nottelmann. "Since October, I've worked
closely with the talented management teams both at Ondas Networks
and Ondas Holdings and have experienced first-hand the exceptional
technology and strategic value that has been created here. As we
drive adoption of our dot16 wireless connectivity platform and
deliver for our customers and industry partners, our pipeline of
opportunities continues to grow."
"I am happy to see Markus take the CEO role at Ondas Networks,"
said Eric Brock, Chairman and CEO of Ondas Holdings. "He has
demonstrated financial and strategic acumen and leadership skills
and is well placed to drive tangible value at Ondas Networks for
customers and investors. His appointment comes at a critical time
as we look to drive adoption of our dot16 wireless connectivity
platform and monetize the significant investments we have made in
technology and market development."
About Ondas Holdings
Marlborough, Mass.-based Ondas Holdings Inc. is a provider of
private wireless, drone, and automated data solutions through its
subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc.,
Airobotics, Ltd, and American Robotics, Inc. Ondas Networks,
American Robotics, and Airobotics together provide users in
defense, homeland security, public safety, and other critical
industrial and government security and infrastructure markets with
improved connectivity, situational awareness, and data collection
and information processing capabilities.
Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 1, 2024, citing that the
Company has experienced recurring losses from operations, negative
cash flows from operations, and a working capital deficit as of
Dec. 31, 2023.
As of September 30, 2024, Ondas Holdings had $80,158,656 in total
assets, $47,063,442 in total liabilities, $18,176,422 in redeemable
noncontrolling interest, and $14,918,792 in total shareholders'
equity.
ONYX OWNER: Hires Donlin Recano as Claims and Noticing Agent
------------------------------------------------------------
Onyx Owner, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire Donlin, Recano & Company, LLC as
claims and noticing agent.
The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Debtor's Chapter 11 case.
The firm will bill these hourly fees:
Senior Bankruptcy Consultant $167 - $190
Case Manager $145 - $156
Consultant $119 - $139
Technology/Programming $81 - $110
Clerical $40 - $50
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Lisa Terry, a senior legal director at Donlin, Recano & Company,
Inc., disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Lisa Terry
Donlin, Recano & Company, Inc.
48 Wall Street
New York, NY 10016
Telephone: (619) 346-1628
About Onyx Owner LLC
Onyx Owner, LLC's business involves a residential apartment project
consisting of 266 residential apartment units and related amenities
located at 1100 First Street SE, Washington DC 2003.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12816) on December 18,
2024. In the petition signed by Joshua Ufberg, authorized
signatory, the Debtor disclosed up to $50 million in both assets
and liabilities.
Robert J. Dehney, Sr., Esq., at Morris, Nichols, Arsht & Tunnell,
LLP represents the Debtor as legal counsel.
PALMER DRIVES: Autotech Entitled to Postjudgment Interest
---------------------------------------------------------
Chief Judge Philip A. Brimmer of the United States District Court
for the District of Colorado granted in part and denied in part the
motion filed by Autotech Technologies, LP d/b/a, EZAUTOMATION for
attorney fees and interest in the case captioned as AUTOTECH
TEHCNOLOGIES, LP, d/b/a EZAUTOMATION, an Illinois Limited
Partnership, Plaintiff, v. PALMER DRIVES CONTROLS AND SYSTEMS,
INC., a Colorado Corporation, and LYNN WEBERG, Defendants, Civil
Action No. 19-cv-00718-PAB-NRN (D. Colo.).
Palmer and Autotech were partners on a project, whereby Palmer
introduced the project's client to one of Autotech's competitors,
whose products the client ultimately used rather than Autotech's.
Beginning on May 22, 2023, a five-day jury trial took place in this
case. At the conclusion of the trial, the jury found in favor of
Autotech. Specifically, the jury found in favor of Autotech on its
claims for breach of contract, intentional interference with
prospective business relations, and breach of fiduciary duty
arising from a confidential relationship, finding that Autotech
suffered damages in the amount of $195,000.
On July 10, 2023, Palmer filed for Chapter 11, Subchapter V,
bankruptcy. The Court administratively closed this case pending
resolution of Palmer's bankruptcy petition. On May 1, 2024, the
Court reopened the case upon the bankruptcy court granting
Autotech's motion for relief from automatic stay so that it could
refile its motion for attorneys' fees.
In the present motion, Autotech requests $98,039 in attorneys' fees
for having obtained a favorable judgment on its breach of fiduciary
duty claim, as well as a prejudgment interest award of $91,518.97
and a postjudgment interest award amount that is to be determined.
Palmer argues that Autotech is not entitled to attorneys' fees
because it does not fall under the breach of trust exception to the
American Rule regarding attorneys' fees. Even if Autotech is
entitled to attorneys' fees, Palmer argues that the "$98,039 figure
is completely arbitrary and grossly inflated." It opposes an award
of prejudgment interest because it is not clear whether the damages
awarded by the jury were allocated for past, present, or future
lost profits.
Based on the jury instructions, the jury's damages award of
$195,000 could have been based on lost profits stemming from any of
Autotech's three claims and could have included any economic losses
that Autotech has had or probably will have in the future, damages
for which Autotech is not entitled to prejudgment interest.
Therefore, Autotech fails to show that its damages award was based
on past lost profit and is entitled to prejudgment interest, the
Court concludes. According to the Court, Autotech merely argues
that prejudgment interest begins to accrue from the time of a
breach of a contract and that one who is damaged by a breach of a
fiduciary duty may recover prejudgment interest from the date of
the breach. Because Autotech has not carried its burden of proof,
it is not entitled to prejudgment interest.
Palmer does not address whether Autotech is entitled to
postjudgment interest.
The Court finds that Autotech is entitled to postjudgment interest
pursuant to 28 U.S.C. Sec. 1961.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=JDoDlF from PacerMonitor.com.
About Palmer Drives Controls and Systems, Inc.
Palmer Drives Controls and Systems, Inc. is a nationally recognized
manufacturer of industrial electrical control equipment, including
magnetic motors starters and industrial controls panels.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 23-13002) on
July 10, 2023. In the petition signed by Lynn Weberg, president,
the Debtor disclosed $3,328,915 in assets and $3,118,969 in
liabilities.
Judge Joseph G. Rosania, Jr. oversees the case.
Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C.,
represents the Debtor as legal counsel.
PALOMAR HEALTH: S&P Lowers Various Bond Ratings to 'B'
------------------------------------------------------
S&P Global Ratings lowered its ratings to 'B' from 'BB+' on the
California Municipal Finance Authority's outstanding general
obligation (GO) bonds, revenue bonds, and certificates of
participation (COPs) issued for Palomar Health (Palomar). At the
same time, S&P Global Ratings removed the ratings from CreditWatch,
where they were placed with negative implications on Nov. 27, 2024.
The outlook is negative.
"The four-notch downgrade reflects Palomar's accelerating operating
losses and rapidly deteriorating unrestricted reserves that
resulted in covenant requirement violations for debt service
coverage and days' cash on hand," said S&P Global Ratings credit
analyst Chloe Pickett. "While management has signed a one-year
forbearance agreement to avoid an event of default and
acceleration, we believe its financial profile is likely to remain
pressured during the outlook period," Ms. Pickett added.
The obligated group's revenue secures the revenue bonds. The GO
bonds are a GO of the district and are secured by revenue from an
unlimited ad valorem property tax. Palomar Health Medical Group
(PHMG; formerly known as Arch Health Partners), a non-profit 1206
(l) medical clinic foundation model medical group of which Palomar
Health is the sole corporate member, are part of the obligated
group.
Palomar is a public health care district in northern San Diego
County.
PAPER IMPEX: To Sell Volvo Vehicle to R. Jumanov for $18,000
------------------------------------------------------------
Paper Impex USA Inc. will approval from the U.S. Bankruptcy Court
for the Eastern District of New York, at a hearing on March 5, 2025
at 11:30 A.M., to sell vehicle, free and clear of liens.
The Debtor's vehicle is the 2019 Volvo VIN# 4V2NC9EH8KN225759. The
Bank Capital Services LLC, also known as, F.N.B. Equipment Finance
is a secured creditor and the holder of a duly perfected security
interest in the vehicle.
The Debtor and the buyer, Ramziddin Jumanov, owner of Jakhon Inc.,
executed a purchase agreement of the vehicle with the purchase
price of $18,000.
The Debtor has obtained consent form Bank Capital Services LLC to
sell the equipment to the buyer.
The closing date will take place at a time and place mutually
agreeable to the Debtor and the buyer.
The Bank Capital Services will be paid from the proceeds of the
sale.
The Debtor seeks to sell the vehicle free and clear of all liens
with the liens to attach to the proceeds of the sale.
About Paper Impex USA Inc.
Paper Impex USA Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
24-41618) on April 16, 2024, listing $2,724 in assets and
$2,715,113 in liabilities. The petition was signed by Zafar
Israilov as president.
Judge Nancy Hershey Lord presides over the case.
Alla Kachan, Esq., at the LAW OFFICES OF ALLA KACHAN, P.C., serves
as counsel of the Debtor.
PAVILION PROPERTIES: Seeks to Sell Parsippany Property for $4.3MM
-----------------------------------------------------------------
Pavilion Properties LLC seeks permission from the U.S. Bankruptcy
Court for the District of New Jersey, to sell real estate, free and
clear of liens.
The Debtor wants to sell the property and improvements situated at
70 Old Bloomfield Ave, Parsippany, New Jersey 07054, to Purchaser,
Kulwinder Singh or his nominee for the gross sale price of
$4,300,000.
The Debtor seeks to pay normal closing costs and brokers
commissions in the amount of 4% of the sale price at closing and to
pay proceeds of sale to mortgagee, Global Bank.
The Debtor also aims to pay administrative fees and pay 100% to
general unsecured claimants at closing.
The Sale is subject to higher or better offers in accordance with
the following bidding procedures:
a. Higher or better offers shall be in writing and served on
Debtor's counsel so as to be received no later than 3 business days
prior to the hearing date. Offers shall be made as follows: (i) by
mail: Robert L. Schmidt, Esq., Ast & Schmidt, PC, 222 Ridgedale
Avenue, P.O. Box 1309, Morristown, NJ 07962; (ii) by fax: (973)
984-1478; or (iii) by
email: robert@astschmidtlaw.com.
b. Competing Bids must be submitted with adequate, documented proof
of the financial ability to support the bid and complete the
transaction in the manner offered, as determined in the sole
business judgment of the Debtor. Failure to provide adequate
documentation of the ability to fund and consummate the Competing
Bid will preclude the bidder from participation in the sale, with
the Debtor to have sole discretion of what constitutes satisfactory
proof.
c. Competing Bids shall be in increments of $25,000 or more.
d. Competing Bids shall be accompanied by a good faith deposit in
guaranteed funds of at least 5% of the amount of the Competing Bid
and the bidder shall be bound to and by the terms and conditions
set forth in the Contract, with all rights, terms, conditions,
indemnifications, responsibilities and liabilities to be deemed
enforceable as if such bidder had signed the Contract.
e. In the event a Competing Bid is proffered in accordance with the
terms hereof, then, on the return date of the Motion, further
bidding may take place in open court in the form of an auction with
the bidding procedures to be announced at that time by Debtor
Counsel.
Any objections to the relief sought by the Debtor in this Motion
shall be filed in writing with the Clerk’s Office, United States
Bankruptcy Court, District of New Jersey, 50 Walnut Street, Third
Floor, Newark, NJ 07102.
About Pavilion Properties LLC
Pavilion Properties, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of
real property located at 70 Old Bloomfield Ave., Parsippany, N.J.,
which is valued at $4.9 million.
Pavilion Properties filed voluntary Chapter 11 petition (Bankr.
D.N.J. Case No. 24-11407) on Feb. 14, 2024, with up to $10 million
in both assets and liabilities. Patricia Puschak, managing member,
signed the petition.
The Debtor tapped Robert L. Schmidt, Esq., at Ast & Schmidt, PC as
bankruptcy counsel and Peter F. Lefkowitz, Esq., at Nurik &
Lefkowitz LLC as special counsel.
PETCO HEALTH: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Ratings changed the outlook for Petco Health and Wellness
Company, Inc. to negative from stable. At the same time, Moody's
affirmed Petco's B3 corporate family rating, B3-PD probability of
default rating and its B3 senior secured first lien term loan
rating. Petco's speculative grade liquidity rating (SGL) remains
unchanged at SGL-2.
The change in outlook to negative from stable reflects Petco's
sustained weak credit metrics as consumers remained challenged and
value focused. While Petco's revenues and earnings have been
showing sequential improvement in 2024 as a result of the company
driving value-focused assortments and managing costs, progress has
been slower than Moody's expected, resulting in weak EBIT/Interest
below 1.0x and negative free cash flow generation. The affirmations
reflect Moody's expectation that Petco will continue to grow in
2025 supporting improved credit metrics, including interest
coverage, and good liquidity with positive free cash flow as
working capital and CAPEX are tightly managed.
RATINGS RATIONALE
Petco's B3 CFR reflects its weakened credit metrics, particularly
EBIT/interest coverage, and free cash flow. EBIT/interest has
fallen to 0.5x for the LTM period ending November 2, 2024 from 0.7x
for FY 2023. Free cash flow was negative $11 million for the LTM
period ending November 2, 2024, compared to negative $10 million in
free cash flow for FY 2023. While Moody's expect the company to
continue to adapt to the value-oriented consumer environment by
improving its value assortments and tightly managing costs, further
improvement in credit metrics will likely take time. Primarily
driven by earnings growth, tight working capital management, and
sustained low CAPEX spending, Moody's expect free cash flow to turn
decidedly positive in 2025, but interest coverage to only recover
to about 0.8x and leverage to decline to about 4.1x from 4.6x as of
the LTM period ending November 2, 2024. Moody's believe Petco can
achieve EBIT/interest coverage of about 1x in 2026 as the company
continues to execute on its turnaround. While lease-adjusted
leverage is moderate, on a funded basis, leverage is much higher at
about 7.2x as of the LTM period ending November 2, 2024. Moody's
expect funded leverage to improve to about 5.3x in 2025. The B3 CFR
also reflects governance considerations, particularly Petco's
majority private equity ownership which can result in financial
strategies that favor shareholders over creditors.
The rating is supported by Petco's large scale, overall pet
category demand resilience due to the recurring nature of pet
needs, and Moody's expectation for good liquidity over the next
12-18 months, including positive free cash flow, growing cash
balances driven by curtailed CAPEX spending and nearly full
availability under Petco's $546 million ABL (not rated) which
expires in March 2029.
The negative outlook reflects the risk of sustained weak credit
metrics from slower business improvement including the potential
for demand trends to worsen as consumer remains challenged and
value focused.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Petco's ratings could be downgraded if operating trends and credit
metrics do not recover as expected, financial policies become more
aggressive, or if liquidity erodes. Specifically, ratings could be
downgraded if operating margins deteriorate, free cash flow remains
negative and if EBIT/interest expense is sustained below 1.0x.
Petco's ratings could be upgraded if the company's operating
performance improves, while maintaining good liquidity supported by
positive free cash flow, and continued commitment to conservative
financial policies. Specific metrics include maintaining
lease-adjusted debt/EBITDA below 5.75x and maintaining
EBIT/interest expense over 1.5x.
Petco Health and Wellness Company, Inc. is a national specialty
retailer of premium and value pet consumables, supplies and
companion animals and services with over 1,500 retail locations
across the US, Mexico and Puerto Rico. Revenue was about $6.2
billion for the LTM period ending November 2, 2024. The company
remains majority owned by CVC Capital Partners and Canada Pension
Plan Investment Board following its January 2021 IPO.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
PHOENIX SWIMMING: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Phoenix Swimming, LLC
26 Auburn Road
Hooksett NH 03106-0000
Involuntary Chapter
11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
District of New Hampshire
Case No.: 25-10052
Petitioners' Counsel: Williams S. Gannon, Esq.
WILLIAMS S. GANNON PLC
740 Chestnut Street
Manchester NH 03104-0000
Tel: 603-401-9259
Email: bgannon@gannonlawfirm.com
A full-text copy of the Involuntary Petition is available for free
on PacerMonitor at:
https://www.pacermonitor.com/view/WTID4MA/Phoenix_Swimming_LLC__nhbke-25-10052__0001.0.pdf?mcid=tGE4TAMA
Alleged creditor who signed the petition:
Petitioner Nature of Claim Claim Amount
Stephen Van Der Beken Court-Ordered $329,238
92 Pennsylvania Avenue Damages
Manchester NH 03104-0000
PJP ENTERPRISES: Gets OK to Use Cash Collateral Until Feb. 28
-------------------------------------------------------------
PJP Enterprises, Inc. got the green light from the U.S. Bankruptcy
Court for the District of Wyoming to use the cash collateral of OSK
X, LLC.
The court order authorized PJP Enterprises to use the creditor's
cash collateral to fund operating expenses and other payments
including the U.S. trustee's quarterly fees until Feb. 28, or upon
conversion of its Chapter 11 case to one under Chapter 7.
PJP was ordered to pay taxes and utility bills during the period
and maintain insurance coverage on its real and personal property
in Cheyenne, Wyo., according to its loan agreement with OSK X.
OSK X can be reached through its attorneys:
Mike Doty, Esq.
Doty Law, LLC
4411 NE Tillamook Street
Portland, OR 97213
mike@dotylawllc.com
(971)442-1032
-- and --
Timothy L. Woznick, Esq.
Crowley Fleck, PLLP
511 West 19th Street, Ste. 100
Cheyenne, WY 82001
(307) 426-4100
Twoznick@crowleyfleck.co
About PJP Enterprises
PJP Enterprises, Inc. is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)). It is the owner of the real
property located at 1781 Fleishli Parkway, Cheyenne, Wyo., valued
at $4.46 million.
PJP filed voluntary Chapter 11 petition (Bankr. D. Wyo. Case No.
24-20373) on September 22, 2024, listing $4,501,000 in assets and
$15,188,709 in liabilities. PJP President Parinda Patel signed the
petition.
Judge Cathleen D. Parker presides over the case.
The Debtor is represented by:
Hampton M. Young, Jr., Esq.
Hampton Young Law
Tel: 307-232-0900
Email: legalgeek@outlook.com
PLURIBUS TECHNOLOGIES: Seeks CCAA Protection, Starts Sale Process
-----------------------------------------------------------------
Pluribus Technologies Corp. and its affiliates sought and obtained
an initial order under the Companies’ Creditors Arrangement Act,
as amended. Pursuant to the Initial Order, B. Riley Farber Inc.
was appointed as Monitor of the Companies.
Pursuant to an Order of the Ontario Superior Court of Justice
(Commercial List), the Monitor, with the assistance of the
Companies, is conducting a sale and investment solicitation process
("SISP") to solicit interest in, and opportunities for, a sale of,
or investment in, all or part of the Companies' assets and business
operations.
Potential bidders must submit a binding offer, in the form of a
fully executed purchase and sale agreement, by no later than Feb.
18, 2025, at 4:00pm EST.
A copy of the initial order is available on the Monitor's website
at
https://brileyfarber.com/engagements/pluribus-techonologies-corp/
The monitor can be reached at:
B. Riley Farber Inc.
150 York Street
Suite 1600
Toronto, ON M5H 3S5
Hylton Levy
Email: hlevy@brileyfin.com
Tel: 437-294-4624
Richard Williams
Email: rwilliams@brileyfin.com
Tel: 437-294-4672
Emily Klein
Email: eklein@brileyfin.com
Tel: 437-294-4663
Lawyers for the Companies:
Miller Thompson LLP
Scotia Plaza, 40 King Street West
Suite 5800, PO Box 1011
Toronto, On M5H 3S1
Kyla Mahar
Email: Kmahar@millerthompson.com
Tel: 416-597-4303
Gina Rhodes
Email: grhodes@millerthompson.com
Tel: 416-597-4321
Jaclyn Torala
Email: jtorala@millerthompson.com
Tel: 416-597-4341
Lawyers for the Monitor:
Aird & Berlis
181 Bay Street
Suite 1800
Toronto, ON M5J 2T9
Kyle Plunkett
Email: kplunkett@airdberlis.com
Tel: 416-865-3406
Miranda Spence
Email: mspence@airdberlis.com
Tel: 416-865-7748
Cristian Delfino
Email: cdelfino@airdberlis.com
Tel: 416-865-7748
Pluribus Technologies Corp. --
https://www.pluribustechnologies.com/ -- specializes in acquiring
small, profitable software companies.
POWER SOLUTIONS: Gagnon Securities, 2 Others Report Equity Stake
----------------------------------------------------------------
Gagnon Securities LLC, Gagnon Advisors, LLC, and Neil Gagnon
disclosed in a Schedule 13G/A filed with the U.S. Securities and
Exchange Commission that as of January 23, 2025, they beneficially
owned shares of Power Solutions International, Inc.'s Common
Stock.
(a) Amount beneficially owned:
* Gagnon Securities LLC - 923,094, representing 4.0% of the
22,968,872 Common Stock outstanding as of October 31, 2024, based
on the Company's Form 10-Q filed with the Securities and Exchange
Commission on November 7, 2024.
* Gagnon Advisors, LLC - 470,165, representing 2% of the
shares outstanding.
* Neil Gagnon - 1,678,849, representing 7.3% of the shares
outstanding.
Neil Gagnon has sole voting and dispositive power over 163,944
shares of the Company's Common Stock, par value $0.001 per share.
In addition, Mr. Gagnon has shared voting power over 1,481,636
shares of Common Stock and shared dispositive power over 1,514,905
shares of Common Stock.
Mr. Gagnon is the managing member and principal owner of Gagnon
Securities LLC, an investment adviser registered with the U.S.
Securities and Exchange Commission under the Investment Advisers
Act of 1940, as amended, and a registered broker-dealer, in its
role as investment manager to several customer accounts,
foundations, partnerships and trusts (collectively, the "Accounts")
to which it furnishes investment advice. GS and Mr. Gagnon may be
deemed to share voting power with respect to 898,225 shares of
Common Stock held in the Accounts and dispositive power with
respect to 923,094 shares of Common Stock held in the Accounts. GS
and Mr. Gagnon expressly disclaim beneficial ownership of all
securities held in the Accounts.
Mr. Gagnon is also the Chief Executive Officer of Gagnon Advisors,
LLC, an investment adviser registered with the SEC under the
Advisers Act. Mr. Gagnon and Gagnon Advisors, in its role as
investment manager to Gagnon Investment Associates, LLC, a private
investment fund, may be deemed to share voting and dispositive
power with respect to the 470,165 shares of Common Stock held by
GIA. Gagnon Advisors and Mr. Gagnon expressly disclaim beneficial
ownership of all securities held by GIA.
The reporting persons may be reached at:
Neil Gagnon
Chief Executive Officer
Gagnon Advisors, LLC
1370 Ave. of Americas, 26th Floor
New York, NY 10019
A full-text copy of Gagnon's SEC Report is available at:
https://tinyurl.com/5ejsyw2x
About Power Solutions
Wood Dale, Ill.-based Power Solutions International, Inc.,
incorporated under the laws of the state of Delaware in 2011,
designs, engineers, manufactures, markets and sells a broad range
of advanced, emission-certified engines and power systems that are
powered by a wide variety of clean, alternative fuels, including
natural gas, propane, and biofuels, as well as gasoline and diesel
options, within the power systems, industrial and transportation
end markets. The Company manages the business as a single
reportable segment.
Chicago, Ill.-based BDO USA P.C., the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
14, 2024, citing that there are significant uncertainties that
exist about the Company's ability to refinance, extend, or repay
its outstanding indebtedness, maintain sufficient liquidity to fund
its business activities and maintain compliance with the covenants
and other requirements under the Company's debt arrangements. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
PRECISION DRILLING: Moody's Alters Outlook on Ba3 CFR to Positive
-----------------------------------------------------------------
Moody's Ratings changed Precision Drilling Corporation's outlook to
positive from stable and affirmed the company's Ba3 corporate
family rating, Ba3-PD probability of default rating and B1 senior
unsecured ratings. Precision's SGL-2 (good) speculative grade
liquidity rating (SGL) is unchanged.
"The positive outlook reflects the company's declining financial
leverage and ongoing commitment to a low debt burden supporting
resiliency through cycles," said Whitney Leavens, Moody's Ratings'
Vice President - Senior Analyst.
RATINGS RATIONALE
Precision benefits from: (1) low financial leverage and strong free
cash flow; (2) solid market positions and international exposure
with a high-quality drilling rig fleet; (3) conservative financial
policy supporting ongoing debt reduction; and (4) good liquidity
track record through industry cycles. The company is challenged by:
(1) exposure to the cyclical nature of the land drilling industry
leading to cash flow volatility and slow recovery out of downturns;
(2) geographic concentration in North America; and (3) small scale
in terms of total assets.
Precision's liquidity is good (SGL-2). At year end, Moody's
estimate sources of about C$700 million compared to uses of C$230
million through 2025. Sources consist of about C$70 million in
cash, C$440 million (US$308 million) available under the C$540
million (US$375 million) committed revolving credit facility
(expiring June 2027) after accounting for about C$75 million in
letters of credit, and Moody's forecast for close to C$200 million
in free cash flow during 2025. Uses include the US$160 million
(C$230 million) in notes due January 2026. Moody's forecast the
company will have ample cushion with its financial covenants
(senior debt to EBITDA less than 2.5x and interest coverage more
than 2.5x) over the same period. Alternative sources of liquidity
are limited principally to the sale of Precision's existing
drilling rigs and well service rigs, which are largely encumbered.
Precision's senior unsecured notes are rated B1, one notch below
the Ba3 CFR, reflecting the priority ranking of the secured credit
facilities in the capital structure.
The positive outlook reflects Moody's expectation that the company
will pursue ongoing debt reduction through 2026, supporting low
leverage through cycles, and continue to build on a track record
characterized by a conservative financial policy and steady free
cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Precision maintains conservative
financial leverage, executes on debt reduction targets, and
maintains strong positive free cash flow and good liquidity.
The ratings could be downgraded if adjusted debt to EBITDA is
sustained above 3.0x, liquidity weakens or Precision generates
ongoing negative free cash flow or implements more aggressive
financial policies.
Precision Drilling Corporation is a Calgary, Alberta-based onshore
driller that also provides well completion and production services
to exploration and production companies in major hydrocarbon basins
across North America and the Middle East.
The principal methodology used in these ratings was Oilfield
Services published in January 2023.
PRIMO BRANDS: Moody's Assigns 'B1' CFR, Outlook Positive
--------------------------------------------------------
Moody's Ratings assigned a B1 Corporate Family Rating and a B1-PD
Probability of Default Rating to Primo Brands Corporation (Primo
Brands). Moody's also assigned Ba3 ratings to the company's
proposed new $750 million senior secured first lien revolving
credit facility and $3.1 billion senior secured first lien term
loan. In addition, Moody's assigned Ba3 ratings to the exchanged
EUR450 backed senior secured notes due 2028, and the exchanged $750
million backed senior secured notes due 2029, which will be
co-issued by subsidiaries Triton Water Holdings, Inc. and Primo
Water Holdings Inc. and guaranteed by Primo Brands Corporation.
Moody's assigned a B3 rating to the exchanged $713 million backed
senior unsecured notes due 2029 that will also be co-issued by
subsidiaries Triton Water Holdings, Inc. and Primo Water Holdings
Inc. and guaranteed by Primo Brands Corporation. The outlook for
Primo Brands is positive and Moody's assigned a SGL-1 Speculative
Grade Liquidity rating. The outlook for Primo Water Holdings Inc.
remains unchanged at stable. The outlook for Triton Water Holdings,
Inc. remains unchanged at positive. Upon closing of the
transactions and refinancing of existing debt, Moody's expect to
withdraw the CFRs for Triton Water Holdings, Inc. (B2) and Primo
Water Holdings Inc (B1) and the related ratings for the existing
notes and term loan.
On November 8, 2024, Primo Water Corporation (Primo Water) merged
with BlueTriton Brands Inc. (BlueTriton) via an all-stock merger
into a newly created entity called Primo Brands Corporation (Primo
Brands). At the time of merger, the debt structures for both Primo
Water and BlueTriton remained in place and separate under their
existing terms and with no cross guarantees between the two
borrowing groups. However, Primo Brands Corporation executed
guarantees of Primo Water Holdings Inc.'s indentures and credit
facility concurrent with the merger. Primo Brands Corporation owns
the equity of Triton Water Holdings, Inc., which is the debt issuer
for the BlueTriton operations. As a result, Primo Water Holdings
Inc. debt holders have an indirect equity claim on the BlueTriton
operations subsequent to the merger. Primo Brands Corporation did
not provide a guarantee of Primo Water Holdings Inc.'s debt.
Primo Brands is now seeking to unify the credit groups with the
proposed transactions. Proceeds from the new term loan will be used
to refinance the existing term loan of Triton Water Holdings, Inc.
The company is offering to issue the secured notes in exchange for
the unsecured notes issued by Primo Water Holdings Inc. with the
same coupon and maturity, and offering to issue the unsecured notes
in exchange for the unsecured notes issued by Triton Water
Holdings, Inc. with the same coupon and maturity. The secured
revolver and term loan and the secured and unsecured notes will be
guaranteed by all material domestic subsidiaries. Primo Brands
Corporation will also guarantee the secured and unsecured notes.
The refinancing will simplify the credit structure of the company
and reduce reporting requirements at the subsidiary level. Unifying
the credit structure will facilitate the free flow of assets and
cash within the guarantor group, thereby making it easier to make
investments across the portfolio and realize business synergies.
Governance is a key consideration in the rating action. Primo
Brand's credit profile is restricted by high leverage and private
equity (PE) majority ownership, which Moody's view as a governance
risk because it creates event risk to potentially facilitate the
exit of the PE firms. These factors along with the company's
leverage target drive the G-3 governance issuer profile score and
CIS-3 credit impact score.
The positive outlook for Primo Brands reflects Moody's expectation
that revenue and earnings of the combined entity will continue to
grow and that combining the credit structure will make it easier to
execute and realize the synergies from the merger that the company
estimates at roughly $200 million annually.
RATINGS RATIONALE
Primo Brands' B1 CFR reflects its leading positions in the US
single-serve ready-to-drink bottled water segment and home and
office water delivery (HOD) business. Primo Brands also has good
business diversity through its growing filtration services
business. The company benefits from positive consumer trends
towards healthier lifestyles in choosing beverages, a diverse
customer base, and positive industry trends due to consumers
seeking alternative sources for clean water due to the aging
municipal water infrastructure. Primo Brands' credit profile is
constrained by commodity-like single use bottled water in a highly
competitive market with large players, some risk of volatility both
from economic downturns, which can pressure profitability in the
HOD water services business. The single server business also faces
some long-term volume pressure in part related to environmental
concerns of pollution from plastic use. Primo Brands faces risk to
integrate the two businesses including merging systems, production
and distribution that could lead to operational disruptions or
challenges realizing synergies. Primo Brands' credit profile is
also restricted by majority PE ownership, which Moody's view as a
governance risk that creates event risk to facilitate the exit of
the private equity firms, as well as a dividend that reduces free
cash flow. The company's financial leverage target range of
2.0x-2.5x net debt-to-EBITDA (3.1x pro-forma estimated by company
as of September 30, 2024) indicates a focus on deleveraging
following the merger.
Moody's expects Primo Brands will generate good annual free cash
flow of approximately $100 million in 2025 and $400 million in
2026, which should be more than sufficient to support investment
across its businesses. Moody's further expect that debt-to-EBITDA
leverage will decline to around 3.6x from 4.1x (incorporating
Moody's adjustments and pro forma for the combined company as of
September 30, 2024) over the next year primarily from the
realization of synergies that will facilitate EBITDA growth.
The SGL-1 speculative grade liquidity rating reflects Primo Brands'
sizable cash balance that Moody's expects will exceed $500 million
by December 2024, good free cash flow generation ability and
absence of meaningful debt maturities over the next 12 months.
Following the close of the transactions, Primo Brands will also
have an undrawn $750 million revolver that expires in 2030 and
provides additional committed liquidity.
A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook for Primo Water Holdings Inc. reflects Moody's
assumption that under the existing credit structure, its revenue
and earnings will continue to grow and that efforts to realize the
synergies from the BlueTriton merger will not materially disrupt
Primo Water's operations or cash flow.
The positive outlook for Triton Water Holdings, Inc. reflects
Moody's assumption that under the existing credit structure that
less aggressive financial policies, particularly around its
dividends, could allow earnings to translate to strong positive
free cash flow and good reinvestment that can support
deleveraging.
The ratings could be upgraded if there is consistent organic
revenue growth with a stable to higher operating margin, and good
realization of planned merger synergies without disrupting the
combined company's operations. The company would also need to
sustain debt to EBITDA leverage below 3.5x, generate strong and
consistent free cash flow and maintain good liquidity to be
upgraded.
The ratings could be downgraded if profitability weakens due to
volume declines or margin contraction, free cash flow is low, or
liquidity weakens. Debt financed share repurchases, dividend
increases, or debt to EBITDA maintained above 5.5x on Moody's
adjusted basis could also lead to a downgrade.
Marketing terms for the new credit facilities (final terms may
differ materially) include the following:
Incremental pari passu debt capacity up to the greater of $536.0
million and 100.00% of TTM Consolidated Adjusted EBITDA, plus
unlimited amounts subject to either 4.75x closing date First Lien
Net Leverage Ratio or leverage neutral incurrence. There is an
inside maturity sublimit up to the greater of $50 million and 50%
of TTM Consolidated Adjusted EBITDA along with any debt incurred
under the Ratio Amount basket.
The credit agreement is expected to include "J. Crew" protections,
to be agreed.
There are no protective provisions restricting an up-tiering
transaction.
Primo Brands Corporation, based in Tampa, Florida and Stamford,
Connecticut, is a leading branded beverage company specializing in
healthy hydration solutions. The company offers a wide range of
water products across various formats, channels, price points, and
consumer occasions. The company produces and sells both regional
spring water and purified national water brands through retail
sales channels and its ReadyRefresh(R) direct-to-consumer and
office delivery services. In November 2024, the company was formed
through the merger of BlueTriton Brands Inc. (BlueTriton) and Primo
Water. Following the merger, Primo Water's former shareholders own
approximately 43% of the diluted shares of Primo Brands with the
majority 57% owned by private equity (PE) partners, One Rock
Capital Partners LLC and Metropoulos & Co. Primo Brands Corporation
is publicly traded on the NYSE under ticker "PRMB". Pro-forma
combined revenue was approximately $6.7 billion for the 12 months
ended September 2024.
The principal methodology used in these ratings was Soft Beverages
published in September 2022.
PROSPECT MEDICAL: MPT Contests Bankruptcy Funding Plan
------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that Medical Properties Trust
Inc. and its affiliates, one of the nation's largest hospital
landlords, are contesting a court-approved bankruptcy financing
plan for tenant Prospect Medical Holdings Inc.
According to Bloomberg Law, MPT has filed an appeal against a court
order that approved the Chapter 11 financing, which was granted
approximately two weeks ago, according to a court document from
Tuesday, January 28, 2025. The document did not outline the reasons
for the appeal, the report notes.
Prospect Medical, a hospital chain, had secured up to $100 million
in super-priority financing from JMB Capital Partners to support
its bankruptcy case, the report states.
About Prospect Medical Holdings
Prospect Medical Holdings owns Roger Williams Medical Center, Our
Lady of Fatima Hospital, and several other healthcare facilities.
Prospect Medical Holdings sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80002) on
January 11, 2025. In the petition filed by Paul Rundell, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $1 billion and $10 billion each.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
The Debtors' General Bankruptcy Counsel is Thomas R. Califano,
Esq., and Rakhee V. Patel, Esq., at Sidley Austin LLP, in Dallas,
Texas, and William E. Curtin, Esq., Patrick Venter, Esq., and Anne
G. Wallice, Esq., at Sidley Austin LLP, in New York.
The Debtors' Financial Advisor is ALVAREZ & MARSAL NORTH AMERICA,
LLC.
The Debtors' Investment Banker is HOULIHAN LIKEY, INC.
The Debtors' Claims, Noticing & Solicitation Agent is OMNI AGENT
SOLUTIONS, INC.
PROSPECT MEDICAL: To Sell Pennsylvania Hospital in Private Sale
---------------------------------------------------------------
Prospect Medical Holdings, Inc. and its affiliates, seek permission
from the U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, to sell the Pennsylvania Hospital in an expedited
private sale to a non-profit entity formed to serve the health care
needs of Delaware Country, free and clear of interests.
The Debtors aim to sell the property to a non-profit entity formed
to serve the health care needs of Delaware Country for and requests
entry into the 9019 Settlement with the Pennsylvania AG, Samuel
Lee, and David Topper, regarding certain mutual releases related to
the Pennsylvania Litigation.
Beginning in 2014 and continuing after the Debtors' acquisition of
the Pennsylvania Hospitals in 2016, the Pennsylvania Hospitals
suffered significant losses. Moody's Ratings downgrade of the
Debtors' credit outlook to negative in 2019 and the sale-leasebacks
with MPT in that same year created additional pressures on the
Pennsylvania Hospitals.
In 2022, the Debtors entered into an agreement to sell the
Pennsylvania Hospitals. Unfortunately, negotiations fell apart six
months later, and the Debtors instead made the decision to close
Delaware County Memorial Hospital, leading to a lawsuit filed by
the Foundation for Delaware County known as the Foundation, a
nonprofit representing the Pennsylvania Hospital's interests.
The Debtors have searched for alternative options since then,
including seeking potential purchasers, working to identify
potential third-party operators for the surrender of the hospitals,
pursuing government funding, and exploring every alternative to
maintain operations. Due to the urgent and unsustainable liquidity
crisis at these hospitals, the Debtors were preparing in earnest
for the potentially unavoidable decision to shut hospital doors and
start turning away patients.
The Debtors assert the Sale Transaction is the only viable
alternative to an immediate, forced shutdown of the Pennsylvania
Hospitals and the attendant costs and disruption that shutdown
would entail. The Debtors' DIP Budget only provides for funding of
the Pennsylvania Hospitals' operations until January 31, 2025. An
expedited shutdown would prove devastating to the Debtors' patients
relying on the Debtors for care and will severely compromise the
Debtors' ability to preserve the value of their remaining assets
for the benefit of their stakeholders.
In connection with the Sale Transaction and as a result of
good-faith, arm's-length negotiation, the Debtors, the Pennsylvania
AG, Samuel Lee, and David Topper reached a settlement known as 9019
Settlement, resolving certain key issues among the parties related
to the Pennsylvania Litigation. The 9019 Settlement affords the
Debtors the opportunity to conserve estate resources that would
otherwise have been expended on the Pennsylvania Litigation,
enabling the Debtors to continue focusing on providing quality care
to their patients and effectuating sale transactions for their
remaining hospitals while alleviating the Debtors' ongoing
liquidity pressures.
The Debtors and their non-Debtor affiliates are significant
providers of coordinated regional healthcare services in
California, Connecticut, Pennsylvania, and Rhode Island. The
Company's business can be broadly divided into two segments: (1)
hospital operations, which consist of, among other things, the
ownership and operation of 16 acute care and behavioral hospitals,
providing a wide range of inpatient and outpatient services
spanning multiple states, and (2) physician-related services,
including certain owned and managed medical groups, independent
physician associations, managed services organizations and risk
taking entities, Prospect Health Plan, Inc., a Knox-Keene licensed
entity, and one licensed acute hospital operating as Foothill
Regional Medical Center.
The Debtors believe that consummation of the Sale Transaction must
be completed as soon as possible in order to ensure stability in
patient care, provide certainty to creditors and parties in
interest regarding the continued provision of medical care in the
served communities, and preserve the value of the Assets.
The Debtors further assert that the expedited private sale of the
Assets to the Purchaser pursuant to the terms and conditions of the
APA is both appropriate and in the best interest of the Debtors,
the estates, and their creditors. Given the extensive prepetition
marketing process of the Assets, the Debtors’ dire liquidity
position, and other efforts to date, the Debtors believe a sale
process on an expedited timeline is not only appropriate, but
necessary.
About Prospect Medical Holdings Inc.
Prospect Medical Holdings owns Roger Williams Medical Center, Our
Lady of Fatima Hospital, and several other healthcare facilities.
Prospect Medical Holdings sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80002) on
January 11, 2025. In the petition filed by Paul Rundell, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $1 billion and $10 billion each.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
The Debtors' General Bankruptcy Counsel is Thomas R. Califano,
Esq., and Rakhee V. Patel, Esq., at Sidley Austin LLP, in Dallas,
Texas, and William E. Curtin, Esq., Patrick Venter, Esq., and Anne
G. Wallice, Esq., at Sidley Austin LLP, in New York.
The Debtors' Financial Advisor is ALVAREZ & MARSAL NORTH AMERICA,
LLC.
The Debtors' Investment Banker is HOULIHAN LIKEY, INC.
The Debtors' Claims, Noticing & Solicitation Agent is OMNI AGENT
SOLUTIONS, INC.
RAINBOW PRODUCTION: Feb. 20, 2025 Claims Filing Bar Date Set
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set Feb. 20,
2025, at 4:00 p.m. (ET) as last date and time for all person and
entities to file their proofs of claim against Rainbow Production
Services LLC and its debtor-affiliates.
The Court also set May 5, 2025, at 4:00 p.m. (ET) as deadline for
all governmental units to file their claims against the Debtors.
All Proofs of Claim must be filed (i) electronically through
Donlin, Recano & Company, Inc.'s website at
https://www.donlinrecano.com/Clients/rps/FileClaim or
ii) If Proof of Claim is sent by mail, send to:
Donlin, Recano & Company, Inc.
Re: Rainbow Production Services, LLC, et al.
P.O. Box 2053
New York, NY 10272-2042
iii) If Proof of Claim is sent by Overnight Mail or
Courier or Hand Delivery, send to:
Donlin, Recano & Company, Inc.
C/O Equiniti
Re: Rainbow Production Services, LLC, et al.
48 Wall Street, 22nd Floor
New York, NY 10005
About Rainbow Production Services
Rainbow Production Services, LLC and its affiliates sought Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 24-12564) on
Nov. 4, 2024. At the time of the filing, Rainbow Production
Services reported $10 million to $50 million in both assets and
liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Bayard, PA and Levene, Neale, Bender, Yoo &
Golubchik, LLP as legal counsel. Donlin, Recano & Company, Inc. is
the claims and noticing agent.
RANCHO FRESCO: Walter Dahl Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 17 appointed Walter Dahl, Esq., a
partner at Dahl Law, as Subchapter V trustee for Rancho Fresco
Turlock, Inc.
Mr. Dahl will be compensated at $485 per hour for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
In court filings, Mr. Dahl declared that he is a disinterested
person according to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Walter R. Dahl
Dahl Law
2304 "N" Street
Sacramento, CA 95816-5716
Telephone: (916) 446-8800
Telecopier: (916) 741-3346
Email: wdahl@dahllaw.net
About Rancho Fresco Turlock
Rancho Fresco Turlock, Inc. sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 25-90029) on
January 21, 2025, with $500,001 to $1 million in assets and $50,001
to $100,000 in liabilities.
Judge Ronald H. Sargis presides over the case.
David C. Johnston, Esq. represents the Debtor as legal counsel.
REAVIS REHAB: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Reavis Rehab & Wellness Center, Inc.
1201 S. IH 35
Round Rock, TX 78664
Business Description: Founded in 1984 in Round Rock, Texas, Reavis
Rehab & Wellness Center is a family-owned
and operated therapy practice specializing
in the treatment of pain, injuries, and
discomfort. The center offers a range of
therapy programs provided by licensed
physical, speech, and occupational
therapists. Each treatment plan is tailored
to meet individual patient goals, taking
into account their symptoms, medical
history, and any relevant health
restrictions.
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 25-10126
Judge: Hon. Shad Robinson
Debtor's Counsel: Stephen W Sather, Esq.
BARRON & NEWBURGER, P.C.
7320 N. MoPac Expressway 400
Austin, TX 78731
Tel: (512) 649-3243
Email: ssather@bn-lawyers.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charise Boone as president.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/7Q22XFA/Reavis_Rehab__Wellness_Center__txwbke-25-10126__0001.0.pdf?mcid=tGE4TAMA
ROVER PROPERTIES: Court Extends Cash Collateral Access to Feb. 28
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland, Baltimore
Division extended Rover Properties, LLC's authority to use cash
collateral from Jan. 31 to Feb. 28.
The consent order signed by Judge Michelle Harner authorized the
company to use its secured creditor's cash collateral to pay
property expenses in accordance with its budget.
Fulton Bank will receive payment of $6,954.01 as protection for its
interest in the cash collateral.
The bank claims it is owed more than $1 million under the loan
agreement. Payment of the loan is secured by a first priority lien
on the Hampstead property.
The next hearing is scheduled for Feb. 24.
About Rover Properties
Rover Properties, LLC owns a gas station, a convenience store, and
three apartments located at 201 Hanover Pike, Hampstead, Md.,
valued at $1.5 million.
Rover Properties sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-18524) on October 9,
2024, with total assets of $1,593,000 and total liabilities of
$968,000. Nikunj M. Patel, company owner, signed the petition.
Judge Michelle M. Harner oversees the case.
The Debtor is represented by:
William Edward Sherwood, Jr., Esq.
FNS Law Group
237 E Main Street
Westminster MD 21157
Tel: 667-755-1000
Email: info@wsherwoodlaw.com
RSTZ TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: RSTZ Transport Inc.
4110 Balsam Bark Drive
Cumming, GA 30028
Business Description: The Debtor is a Georgia-based corporation
operating in the general freight trucking
industry.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 25-20123
Debtor's Counsel: Ian Falcone, Esq.
THE FALCONE LAW FIRM, PC
363 Lawrence St NE
Marietta, GA 30060-2056
Tel: (770) 426-9359
E-mail: imf@falconefirm.com
Total Assets: $3,464,462
Total Liabilities: $4,588,041
The petition was signed by Richard Bethune as CEO.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/7L4UEPI/RSTZ_Transport_Inc__ganbke-25-20123__0001.0.pdf?mcid=tGE4TAMA
SADIE ROSE: Seeks to Hire Onyx Asset Advisors as Sales Agent
------------------------------------------------------------
Sadie Rose Baking Co. and its affiliate seek approval from the U.S.
Bankruptcy Court for the Southern District of California to employ
Onyx Asset Advisors, LLC to serve as sales agent.
Onyx agreed to assist the Debtors in the sale its assets in
exchange for the payment of a base fee of $50,000, plus fees and/or
commissions to be paid from either the Going Concern Sale or the
Liquidation Sale.
Onyx would also be reimbursed its actual, itemized out-of-pocket
expenses up to $35,000 incurred preparing the auction.
Paul Buie, managing director of Onyx Asset Advisors, assured the
court that his firm is a "disinterested person" set forth in Sec.
101(14).
The firm can be reached through:
Paul D. Buie
Onyx Asset Advisors, LLC
10250 Constellation Boulevard, Suite 100
Los Angeles, CA 90067
Tel: (213) 246-2837
Email: pbuie@thinkonyx.com
About Sadie Rose Baking Co.
Sadie Rose Baking Co. makes handmade artisan and specialty bread,
rolls, sandwich buns and flatbreads.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Cal. Case No. 23-03478) on November 3,
2023. In the petition signed by Jennifer Curran, CEO, the Debtor
disclosed $2,212,893 in assets and $9,700,278 in liabilities.
Meredith King, Esq., at Franklin Soto Leeds LLP, represents the
Debtor as legal counsel.
SCHILLER PARK: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Schiller Park Hospitality, LLC
4909 Oakton Street
Skokie, IL 60077
Chapter 11 Petition Date: January 30, 2025
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 25-01447
Judge: Hon. David D Cleary
Debtor's Counsel: Paul M. Bach, Esq.
BACH LAW OFFICES
P.O. Box 1285
Northbrook, IL 60065
E-mail: paul@bachoffices.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Amin Amdani as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/LJYRX7Y/Schiller_Park_Hospitality_LLC__ilnbke-25-01447__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Aimbridge $931,216
5301 Headquarters Dr
Plano, TX 75024
2. Arun Sharma $23,160
10249 W. Irving Park Rd
Schiller Park, IL 60176
3. Commonweath Edison $89,461
PO Box 6111
Carol Stream, IL 60197
4. Commonweath Edison $19,178
PO Box 6111
Carol Stream, IL 60197
5. Constellation Newenery-Gas $147,551
Division LLC
PO Box 5471
Carol Stream, IL
60197-5471
6. Cook County $168,978
Department of Revenue
118 N. Clark
Chicago, IL 60602
7. Cook County Treasurer $343,936
118 N. Clark
Chicago, IL 60602
8. Enterprise Hospitality Staffing $77,312
1420 W. Mockingbird
Lane, Suite 575
Dallas, TX 75247
9. Freepoint Energy $25,467
Solutions LLC
3050 Post Oak Blvd,
Suite 1330
Houston, TX 77056
10. Guest Supply, Inc. $17,913
PO Box 6771
Somerset, NJ
08875-6771
11. HD Supply Facilities $25,098
Main.
PO Box 404468
Atlanta, GA
30384-4468
12. HD Supply Facilities $24,519
Main.
PO Box 404468
Atlanta, GA
30384-4468
13. Illinois Department of Revenue $180,902
P.O. Box 19035
Springfield, IL 62794
14. Marriot International $502,616
13682 Collections
Center Dr
Chicago, IL 60693
15. Mirage Restaurant $34,310
10255 IL-19
Schiller Park, IL
60176
16. Nicor Gas $19,729
PO Box 5407
Carol Stream, IL
60197-5407
17. United Here Health $46,647
PO Box 809335
Chicago, IL
60680-9335
18. Village of Schaumburg $37,489
101 Schaumburg Ct
Schaumburg, IL
60193-1881
19. Village of Schiller $53,504
Park - Occup and Par
9526 West Irving
Park Rd
Schiller Park, IL
60176-1984
20. Village of Schiller $36,429
Park - Water and Sew
9526 West Irving
Park Rd
Schiller Park, IL
60176-1984
SCILEX HOLDING: SCLX Stock Acquisition Reports Equity Stake
-----------------------------------------------------------
SCLX Stock Acquisition JV, LLC disclosed in a Schedule 13D/A filed
with the U.S. Securities and Exchange Commission that as of January
21, 2025, it beneficially owned 80,586,928 shares of Scilex Holding
Company's Common Stock comprised of:
(i) 51,039,214 shares of common stock, par value $0.0001 per
share, of the Company,
(ii) 490,617 shares of Common Stock issuable upon exercise of
warrants exercisable within 60 days of the date on which this
Amendment No. 5 to Schedule 13D has been filed with the Securities
and Exchange Commission, and
(iii) 29,057,097 shares of Series A Preferred Stock, par value
$0.0001 per share, of the Company which are entitled to vote,
together with the holders of Common Stock, and not separately as a
class, on an as converted to Common Stock basis on all matters on
which the holders of shares of Common Stock have the right to vote
(with the number of votes being determined by dividing the stated
value (as determined under the Company's Certificate of
Designations of Series A Preferred Stock, filed with the Delaware
Secretary of State on November 10, 2022) by $10.00) and as of the
date of this Amendment No. 5 such preferred stock is entitled to
32,596,371 votes as a result of adjustments to the conversion price
of such preferred stock in accordance with the terms of the
Certificate of Designations.
The shares owned represent 21.1% of the 243,312,885 shares of
Common Stock outstanding as of January 14, 2025, plus 490,617
shares of Common Stock issuable upon exercise of warrants held by
the Reporting Person that are exercisable within 60 days of the
date on which this Amendment No. 5 has been filed with the SEC.
Shares of Series A Preferred Stock are not convertible into shares
of Common Stock and therefore the 29,057,097 shares of Series A
Preferred Stock held by the Reporting Person are not included in
this percentage. The Reporting Person's aggregate voting power,
including shares of Series A Preferred Stock (which as of the date
of this Amendment No. 5 such preferred stock is entitled to
32,596,371 votes as a result of adjustments to the conversion price
of such preferred stock in accordance with the terms of the
Certificate of Designations) and assuming the exercise of all
warrants held by the Reporting Person, is 30.44%.
SCLX Stock Acquisition may be reached at:
Xiao Xu, Sole Manager
SCLX Stock Acquisition JV LLC
960 San Antonio Road
Palo Alto, CA, 94303
Tel: (650) 516-4310
A full-text copy of SCLX Stock Acquisition's SEC Report is
available at:
https://tinyurl.com/3yzf76ee
About Scilex Holding Company
Palo Alto, Calif.-based Scilex Holding Company --
www.scilexholding.com -- is an innovative revenue-generating
company focused on acquiring, developing and commercializing
non-opioid pain management products for the treatment of acute and
chronic pain and, following the formation of its proposed joint
venture with IPMC Company, neurodegenerative and cardiometabolic
disease. Scilex targets indications with high unmet needs and large
market opportunities with non-opioid therapies for the treatment of
patients with acute and chronic pain and is dedicated to advancing
and improving patient outcomes. Scilex's commercial products
include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription
lidocaine topical product approved by the U.S. Food and Drug
Administration for the relief of neuropathic pain associated with
postherpetic neuralgia, which is a form of post-shingles nerve
pain; (ii) ELYXYB, a potential first-line treatment and the only
FDA-approved, ready-to-use oral solution for the acute treatment of
migraine, with or without aura, in adults; and (iii) Gloperba, the
first and only liquid oral version of the anti-gout medicine
colchicine indicated for the prophylaxis of painful gout flares in
adults.
As of Sept. 30, 2024, Scilex had $100.43 million in total assets,
$311.75 million in total liabilities, and a total stockholders'
deficit of $211.32 million.
As of Sept. 30, 2024, Scilex's negative working capital was $241.7
million, including cash and cash equivalents of approximately $0.1
million. During the nine months ended Sept. 30, 2024, the Company
had operating losses of $55.0 million and cash flows received from
operating activities of $16.8 million. The Company had an
accumulated deficit of $556.6 million as of Sept. 30, 2024.
The Company has plans to obtain additional resources to fund its
currently planned operations and expenditures
and to service its debt obligations for at least 12 months from the
issuance of its unaudited condensed consolidated financial
statements through a combination of equity offerings, debt
financings, collaborations, government contracts or other strategic
transactions. Although the Company believes such plans, if
executed, should provide the Company with financing to meet its
needs, successful completion of such plans is dependent on factors
outside its control. As a result, management has concluded that the
aforementioned conditions, among other things, raise substantial
doubt about the Company's ability to continue as a going concern
for one year after the date the unaudited condensed consolidated
financial statements are issued.
SELECTIS HEALTH: CEO Adam Desmond Takes Interim CFO Role
--------------------------------------------------------
Selectis Health, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that Adam Desmond, the
Company's current Chief Executive Officer, will serve as the
Interim Chief Financial Officer until a permanent CFO is
identified.
On January 17, 2025, James Creamer tendered his resignation as CFO
pursuant to a Separation Agreement and Release.
About Selectis Health
Headquartered in Greenwood Village, Colo., Selectis Health, Inc.
owns and operates, through wholly-owned subsidiaries, Assisted
Living Facilities, Independent Living Facilities, and Skilled
Nursing Facilities across the South and Southeastern portions of
the US. In 2019, the Company shifted from leasing long-term care
facilities to third-party, independent operators towards an owner
operator model.
As of Sept. 30, 2024, Selectis Health had $33.93 million in total
assets, $38.76 million in total liabilities, and a total
stockholders' deficit of $4.83 million.
For the nine months ended September 30, 2024, the Company had
negative operating cash flows of $1,401,076 and
negative net working capital of $16.7 million. As a result of its
losses and its projected cash needs, substantial doubt exists about
the Company's ability to continue as a going concern.
SHERRY MCGANN: Contempt Order, Sanction Affirmed in Trustee Lawsuit
-------------------------------------------------------------------
In the case captioned as SHERRY ANN MCGANN, Appellant, v. JEANNE Y.
JAGOW, Chapter 7 Trustee, Appellee, BAP No. CO-24-7 ((BAP) Judges
Paul R. Thomas, Cathleen Parker and Sarah A. Hall of the United
States Bankruptcy Appellate Panel of the Tenth Circuit affirmed the
decision of the United States Bankruptcy Court for the District of
Colorado finding McGann in contempt and awarding the trustee
attorney's fees as a sanction.
On Dec. 22, 2020, Debtor-Appellant Sherry McGann filed a petition
for chapter 7 bankruptcy relief, and Jeanne Y. Jagow was appointed
as the chapter 7 trustee. On the petition date, the Appellant owned
real property and improvements located at 1535 Grand Avenue, Grand
Lake, Colorado 80447.
On Jan. 5, 2021, the Appellant filed her Schedule C and claimed a
homestead exemption in the amount of $105,000 against the Property.
On March 31, 2021, the Bankruptcy Court entered an order granting
the Appellant a discharge under 11 U.S.C. Sec. 727.
On June 23, 2023, the Appellant filed a Motion to Convert
Chapter 7 to Chapter 11. While the Conversion Motion was pending,
on Aug. 25, 2023, the Trustee filed the First Turnover Motion, to
which Appellant responded.
On Oct. 16-17, 2023, the Bankruptcy Court held a hearing on the
Conversion Motion and the First Turnover Motion. At the October
Hearing, the Appellant made an oral motion to withdraw the
Conversion Motion, which the Bankruptcy Court granted with
prejudice. On Oct. 24, 2023, the Bankruptcy Court entered an Order
Requiring the Debtor to Turnover Property to the Trustee, which
required the Appellant to provide the Trustee with a key to the
Property no later than Nov. 13, 2023, and allow the Trustee
reasonable access to the Property.
The Appellant failed to provide the Trustee with a key to the
Property by Nov. 13, 2023. On Jan. 3, 2024, the Trustee filed (i) a
Motion for Order Requiring the Debtor to Turnover Property (1535
Grand Avenue) to the Trustee requesting the Bankruptcy Court order
Appellant to vacate the Property and remove her possessions and
(ii) a Motion for Order to Show Cause as to Why Debtor Should Not
Be Held in Contempt for Failure to Comply with Turnover Order and
for Sanctions. Less than two weeks before the Feb. 12, 2024 hearing
on the Contempt Motion and, notably, approximately eleven weeks
after the deadline in the First Turnover Order, the Appellant
mailed a key to the Office of the United States Trustee rather than
to the Trustee as required.
At the Contempt Hearing, the Bankruptcy Court considered the
Trustee's contention that the Appellant's failure to provide the
Trustee with the key to the Property in a timely manner caused
damages to the bankruptcy estate. It also considered the United
States Trustee's report about his receipt of the key weeks after
the deadline in the First Turnover Order and Appellant's arguments
regarding the Trustee's "unclean hands" in seeking entry of a
contempt order. It found that the Appellant engaged in civil
contempt of the First Turnover Order and determined that the
Trustee was entitled to attorney's fees as a sanction.
The Appellant timely filed an appeal of the Contempt Order, which
the BAP ultimately determined was a final order.
Although the Appellant presents several issues on appeal, the
central issue is whether the Bankruptcy Court abused its discretion
in finding her in civil contempt for failure to comply with the
First Turnover Order and in awarding attorney's fees as a
sanction.
The Appellant contends the Trustee had no damages and invaded the
Appellant's home on Feb. 28, 2024, therefore they suffered no
losses. The Appellant asserts she does not owe the fees as they
were obtained by unclean hands. Finally, at oral argument, the
Appellant asserted she was subjected to excessive stress and mental
anguish that interfered with her ability to comply with the First
Turnover Order.
The Trustee argues the Bankruptcy Court did not err in finding the
Appellant in civil contempt. Specifically, she argues entry of the
Contempt Order was appropriate based on the Appellant's purposeful
lack of compliance with the First Turnover Order and highlights
that proper notice was given and due process considerations were
fully satisfied plus only compensatory damages were awarded.
The BAP finds it is abundantly clear the Appellant violated the
First Turnover Order as she failed to timely turnover over the key
to the Trustee and failed to timely allow the Trustee reasonable
access to the Property.
The Judges hold that they do not have a definite and firm
conviction that the Bankruptcy Court made a clear error of judgment
or exceeded the bounds of permissible choice when it found the
Appellant in civil contempt. Similarly, the Bankruptcy Court's
determination that the Trustee was entitled to an award of
attorney's fees as a sanction was not an abuse of its discretion.
According to the BAP, the Appellant's argument—that because she
supplied a key to the Property (albeit to the wrong party) and the
Trustee was eventually able to gain access, no damages were
incurred—lacks merit. The record reflects the estate incurred
attorney's fees as a direct consequence of the Appellant's
recalcitrance in failing to timely turn over the key, so the award
of attorney's fees is compensatory in nature and appropriate.
The Appellant's argument that sanctions are inappropriate because
of the Trustee's "unclean hands" is also unpersuasive and not
supported by the record. According to the BAP, there is no evidence
in the record to show the Trustee has acted unlawfully,
unconscionably, or inequitably in bringing the Contempt Motion. The
record supports a finding that the Trustee sought sanctions solely
due to the Appellant's failure to comply with the First Turnover
Order, the BAP concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=s2efQH from PacerMonitor.com.
Sherry Ann McGann filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 19-18971) on October 17, 2019, listing
under $1 million in both assets and liabilities. The Debtor was
represented by Elizabeth Domenico, Esq.
Ms. McGann currently has a Chapter 7 bankruptcy case pending in
Colorado Bankruptcy Court (Bankr. D. Colo. Case No. 20-18118).
Jeanne Jagow is the Chapter 7 Trustee and David M. Miller serves as
counsel for the Trustee.
SHILOH HOMECARE: Lisa Rynard Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Lisa Rynard, Esq.,
at the Law Office of Lisa A. Rynard as Subchapter V trustee for
Shiloh Homecare Corporation.
Ms. Rynard will be paid an hourly fee of $325 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Rynard declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Lisa A. Rynard, Esq.
Law Office of Lisa A. Rynard
240 Broad Street
Montoursville, PA 17754
Phone: (570) 505-3289
Email: larynard@larynardlaw.com
About Shiloh Homecare Corporation
Shiloh Homecare Corporation operates as ComForCare Home Care in
York, Pa., and provides in-home healthcare services including
personal care, dementia care, and private duty nursing. It serves
multiple communities throughout the region.
Shiloh Homecare Corporation sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No. 25-00122) on January
17, 2025, with between $1 million and $10 million in both assets
and liabilities.
Judge Henry W. Van Eck handles the case.
The Debtor is represented by:
Lawrence V. Young, Esq.
CGA Law Firm
135 North George Street
York, PA 17401
Phone: 717-848-4900
Fax: 717-843-9039
Email: lyoung@cgalaw.com
SINCLAIR INC: Debt Deal Contains Measures to Avert Creditor Fights
------------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Sinclair Inc., the
television broadcaster, is the latest corporate borrower to include
strong language in bond agreements, guaranteeing creditors will
retain their priority for repayment if the company faces
significant financial difficulties.
In its $1.4 billion bond sale on January 29, underwritten by
JPMorgan Chase & Co., Sinclair introduced a provision that extends
typical safeguards to cover "all substantial assets," rather than
just intellectual property, in the event the company moves assets
to secure new funding, according to documents reviewed by Bloomberg
and sources familiar with the deal.
About Sinclair Inc.
Headquartered in Hunt Valley, MD, Sinclair, Inc. is the operator of
Tennischannel.com, one of the most popular sports streaming
services in the country dedicated to providing prerecorded and live
coverage of tennis and other racquetball sports.
* * *
The Troubled Company Reporter reported on Jan. 17, 2025, that S&P
Global Ratings lowered the issuer credit rating on Sinclair Inc. to
'B-' from 'B'.
At the same time, S&P lowered the issue-level rating on the
company's existing senior secured debt to 'B' from 'B+' and placed
it on CreditWatch with negative implications.
S&P also lowered the issue-level rating on the company's existing
senior unsecured debt to 'CCC' from 'CCC+'.
SKY GARDENS: Case Summary & 12 Unsecured Creditors
--------------------------------------------------
Debtor: Sky Gardens Residences, LLC
3370 NE 190th Street
Suite 412
Miami, FL 33180
Business Description: Sky Gardens Residences is a single asset
real estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 25-11136
Judge: Hon. Laurel M. Isicoff
Debtor's Counsel: Michael D. Seese, Esq.
SEESE, P.A.
101 N.E. 3rd Avenue
Suite 1500
Fort Lauderdale, FL 33301
Tel: 954-745-5897
Email: mseese@seeselaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Celal Ozkan as designated responsible
party.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/4BD5TQI/Sky_Gardens_Residences_LLC__flsbke-25-11136__0001.0.pdf?mcid=tGE4TAMA
TList of Debtor's 12 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Afin Development Owner Representative $250,000
2020 NE 163rd Street
Suite 300
Miami, FL 33162
2. BC Architects Architectural $77,613
75 Valencia Avenue Services
Suite 1000
Miami, FL 33134
3. Bercow Radell et al. Land Use and $5,421
200 S. Biscayne Blvd. CRA Legal
Suite 300 Services
Miami, FL 33131
4. CEO Contract A.S. Website, $312,780
c/o Celal Ozkan Commercial Works,
3370 NE 190th Street and Exec. Support
Suite 412
Miami, FL 33180
5. Continental PLLC Legal Services $69,055
Attn: Jesus Suarez, Esq.
255 Alhambra Circle
Suite 640
Miami, FL 33134
6. FS Legal Legal Services $6,000
1019 Kane Concourse
Suite 200
Miami Beach, FL 33154
7. Gerson Preston et al. Accounting $73,059
4770 Biscayne Blvd. Services
Suite 400
Miami, FL 33137
8. HV Contracting Pre-Con Service $15,000
4221 Southpoint Blvd. Agreement
Jacksonville, FL 32216
9. JGP Engineering Engineering $45,058
6951 NW 16th Street Services
Miami, FL 33126
10. Martinez-Cid Law Legal Services $15,122
2525 Ponce de Leon Blvd.
5th Floor
Miami, FL 33134
11. MTCI Safe Build Expeditor $6,802
1800 Eller Drive
Suite 600
Fort Lauderdale, FL 33316
12. PIM Insaat A.S. Architectural $273,750
c/o Celal Ozkan Services and 3D
3370 NE 190th Street Rendering
Suite 412
Miami, FL 33180
SOAP BOX CLEANERS: Case Summary & 10 Unsecured Creditors
--------------------------------------------------------
Debtor: Soap Box Cleaners
3526 Geary Blvd
San Francisco, CA 94118
Business Description: The Debtor is engaged in the laundry and dry
cleaning industry, providing laundry pickup
and delivery services.
Chapter 11 Petition Date: January 31, 2025
Court: United States Bankruptcy Court
Northern District of California
Case No.: 25-30084
Debtor's Counsel: Eric J. Gravel, Esq.
THE LAW OFFICES OF ERIC J. GRAVEL
1390 Market St., Suite 200
San Francisco, CA 94102
Tel: (650) 931-6000
Fax: (650) 931-6424
E-mail: ctnotices@gmail.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jonathan Kwan as CEO.
A full-text copy of the petition, which includes a list of the
Debtor's 10 unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/VZWOAMY/Soap_Box_Cleaners__canbke-25-30084__0001.0.pdf?mcid=tGE4TAMA
SPICEY PARTNERS: Committee Seeks to Tap ASK LLP as Co-Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Spicey Partners
Real Estate Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire ASK LLP as its
co-counsel.
The firm's services include:
a. assisting advising, and representing the Committee in its
meetings, consultations and negotiations with the Debtors and other
parties in interest regarding the administration of these Cases;
b. assisting, advising, and representing the Committee in
understanding its powers and its duties under the Bankruptcy Code
and the Bankruptcy Rules and in performing other services as are in
the interests of those represented by the Committee;
c. assisting with the Committee's review of the Debtors'
Schedules of Assets and Liabilities, Statement of Financial Affairs
and other financial reports prepared by or on behalf of the
Debtors;
d. assisting the Committee's investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and its affiliates, including certain transactions
preceding the bankruptcy filing and the formation of the Debtors;
e. assisting and advising the Committee regarding the
identification and prosecution of estate claims and causes of
action;
f. assisting and advising the Committee in its review and
analysis of, and negotiations with the Debtors and any
counterparties related to, any potential sale or restructuring
transactions;
g. reviewing and analyzing all applications, motions,
complaints, orders, and other pleadings filed with the Court by the
Debtors or third parties, and advising the Committee as to their
propriety and, after consultation with the Committee, taking any
appropriate action;
h. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Committee, and
pursuing or participating in contested matters and adversary
proceedings as may be necessary or appropriate in furtherance of
the Committee's duties, interest, and objectives;
i. representing the Committee at hearings held before the Court
and communicating with the Committee regarding the issues raised,
and the decisions of the Court;
j. assisting, advising, and representing the Committee in
connection with the review of filed proofs of claim and
reconciliation of or objections to such proofs of claim and any
claims estimation proceedings;
k. assisting, advising, and representing the Committee in
their participation in the negotiation, formulation, and drafting
of a plan of reorganization/liquidation;
l. assisting, advising, and representing the Committee with
respect to its communications with the general creditor body
regarding significant matters in these Cases;
m. responding to inquiries from individual creditors as to the
status of, and developments in, these Cases; and
n. providing such other services to the Committee as may be
necessary in these Cases or any related proceedings.
ASK's hourly rates are in the following ranges:
2024
Partners $795 to $1,100
Associates $450 to $595
Paralegals $350
2025
Partners $950 to $1,100
Associates $675 to $900
Paralegals $350 to $525
The following information is provided pursuant to paragraph D.1 of
the U.S. Trustee Guidelines:
QUESTION: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: ASK will comply with the United States Trustee’s Fee
Guidelines in connection with this engagement.
QUESTION: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
QUESTION: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Response: No.
QUESTION: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The Committee will approve a budget and general
staffing plan in connection with ASK’s representation of the
Committee.
Jennifer A. Christian, Esq., a partner at ASK, disclosed in a court
filing that her firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jennifer A. Christian, Esq.
ASK, LLP
60 East 42nd Street, 46th Floor
New York, NY 10165
Tel: (347) 534-0836
Fax: (212) 918-3427
Email: jchristian@askllp.com
About Spicey Partners Real Estate Holdings, LLC
Spicey Partners Real Estate Holdings, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. Case No. 24-90572) on Nov. 15, 2024, listing $10
million to $50 million in assets and $100 million to $500 million
in liabilities. The petitions were signed by David G. Howe as chief
operating officer.
Judge Christopher M Lopez presides over the case.
David Robert Eastlake, Esq. at Greenberg Traurig, LLP represents
the Debtor as counsel.
SPICEY PARTNERS: Committee Taps Province LLC as Financial Advisor
-----------------------------------------------------------------
The official committee of unsecured creditors of Spicey Partners
Real Estate Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Province, LLC as
financial advisor.
The firm will provide these services:
a. becoming familiar with and analyzing the Debtors' DIP
budget, assets and liabilities, and overall financial condition;
b. reviewing financial and operational information furnished
by the Debtors;
c. scrutinizing the economic terms of various agreements,
including, but not limited to, various professional retentions;
d. analyzing the Debtors' proposed business plans and
developing alternative scenarios, if necessary;
e. assessing the Debtors' various pleadings and proposed
treatment of unsecured creditor claims therefrom;
f. preparing, or reviewing as applicable, avoidance action and
claim analyses;
g. assisting the Committee in reviewing the Debtors' financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, DIP budgets, and
monthly operating reports;
h. advising the Committee on the current state of these
chapter 11 cases;
i. advising the Committee in negotiations with the Debtors and
third parties as necessary;
j. if necessary, participating as a witness in hearings before
the Court with respect to matters upon which Province has provided
advice; and
k. providing other activities as are approved by the
Committee, the Committee's counsel, and as agreed to by Province.
The firm will be paid at these rates:
Managing Directors/Principals $900 to $1,450 per hour
Vice Presidents/Directors, and
Senior Directors $700 to $1,050 per hour
Analysts/Associates,
and Senior Associates $350 to $825 per hour
Other/Para-Professional $270 to $450 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Atkinson, a partner at Province, LLC, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael Atkinson
Province, LLC
2360 Corporate Circle, Suite 340,
Henderson, NV 89074
Tel: (702) 685-5555
Email: matkinson@provincefirm.com
About Spicey Partners Real Estate Holdings, LLC
Spicey Partners Real Estate Holdings, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. Case No. 24-90572) on Nov. 15, 2024, listing $10
million to $50 million in assets and $100 million to $500 million
in liabilities. The petitions were signed by David G. Howe as chief
operating officer.
Judge Christopher M Lopez presides over the case.
David Robert Eastlake, Esq. at Greenberg Traurig, LLP represents
the Debtor as counsel.
SPIRIT AIRLINES: Bondholders Back Stand-Alone Plan
--------------------------------------------------
Spirit Airlines' bondholders said in court filings that the
low-cost airline' standalone plan of reorganization should be
approved to enable the airline to exit bankruptcy.
Two bondholder groups -- the Ad Hoc Group of Senior Secured
Noteholders and the Ad Hoc Group of Convertible Noteholders --
submitted on Jan. 31, 2025, statements in support of the
confirmation of the Debtors' First Amended Joint Chapter 11 Plan of
Reorganization.
According to the Convertible AHG, the Plan is the culmination of
extensive good faith, arm's-length negotiations prior to the
Petition Date among the key stakeholders party to the Restructuring
Support Agreement (the "RSA"), including the Convertible AHG, and
implements the restructuring transactions that will, among other
things, allow General Unsecured Claims to remain unimpaired as a
result of the substantial investments by the holders of the
Convertible Note Claims and Senior Secured Notes Claims, and enable
the Debtors to emerge from Chapter 11. The Restructuring Support
Agreement and the Plan has the support of over 95% of the holders
of Convertible Notes Claims and 100% of the members of the
Convertible AHG.
Accordingly, the Convertible AHG believes that the Plan complies
with the necessary requirements under the Bankruptcy Code, provides
for treatment (including with respect to the release provisions
under the Plan) consistent with applicable law, and should be
confirmed at the combined hearing scheduled for February 13, 2025.
The Ad Hoc Group of Senior Secured Noteholders notes that prior to
the Petition Date, certain members of the Ad Hoc Group of Senior
Secured Noteholders holding 72.6% of the Senior Secured Notes
Claims negotiated and entered into the Restructuring Support
Agreement, and agreed to the terms of the Plan attached thereto.
In the weeks following the Petition Date, additional holders of
Senior Secured Notes Claims and Convertible Notes Claims joined the
RSA, such that holders of 98% of all Senior Secured Notes Claims
and Convertible Notes Claims -- the only Impaired Claims under the
Plan -- are now party to the RSA.
According to the Secured Noteholders, the Plan and the substantial
compromises contained therein were the product of good faith,
arm's-length and hard-fought negotiations. The Plan represents a
package that provides for, among other things:
(i) the equitization of over $400 million of the Senior Secured
Notes Claims;
(ii) a $350 million new money equity investment to support the
Reorganized Debtors (backstopped by members of the Ad Hoc Group of
Senior Secured Noteholders and the Ad Hoc Group of Convertible
Noteholders);
(iii) the unimpairment of all holders of General Unsecured Claims,
made possible only by the substantial concessions of and
investments by the holders of the Senior Secured Notes Claims and
Convertible Notes Claims; and
(iv) consensual third-party releases and a mechanism that has
been utilized previously in this district and others through which
all creditors, other than those who are party to the Restructuring
Support Agreement and contractually bound to provide the
third-party releases, are afforded the right to opt out of such
releases.
Counsel to the Ad Hoc Group of Convertible Noteholders:
Matthew L. Warren, Esq.
Geoffrey M. King, Esq.
William Reily, Esq.
Valerie Eliasen, Esq.
PAUL HASTINGS LLP
71 South Wacker Drive, Suite 4500
Chicago, IL 60606
Telephone: (312) 499-6000
Counsel to the Ad Hoc Group of Senior Secured Noteholders:
Michael S. Stamer, Esq.
Abid Qureshi, Esq.
Jason P. Rubin, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
One Bryant Park
New York, New York 10036
Telephone: (212) 872-1000
Facsimile: (212) 872-1002
- and -
Blaine Scott, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
2001 K Street N.W.
Washington, DC 20006
Telephone: (202) 887-4000
Facsimile: (202) 887-4288
About Spirit Airlines
Spirit Airlines, Inc. (SAVE) is a low-fare carrier committed to
delivering the best value in the sky by offering an enhanced travel
experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 24-11988) on Nov. 18, 2024, after
reaching terms of a pre-arranged plan with bondholders. At the
time of the filing, Spirit Airlines reported $1 billion to $10
billion in both assets and liabilities. Judge Sean H. Lane
oversees the case.
The Debtors tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC, as financial advisor; and
Perella Weinberg Partners LP as investment banker. Epiq Corporate
Restructuring, LLC, is the claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
The official committee of unsecured creditors retained Willkie Farr
& Gallagher LLP as counsel.
Citigroup Global Markets, Inc., is serving as financial advisor and
Latham & Watkins LLP is serving as legal counsel to Frontier.
SPIRIT AIRLINES: Rejects Frontier Proposal as Plan Hearing Nears
----------------------------------------------------------------
Spirit Airlines, Inc., rejected a fresh merger proposal from rival
low-cost airline Frontier Airlines, saying that it will pursue its
stand-alone bankruptcy-exit plan at a hearing on Feb. 13, 2025.
The two airlines were in talks regarding a possible combination in
the summer of 2024. With talks already discontinued, Spirit
Airlines sought Chapter 11 protection in November 2024 after
agreeing to terms of a pre-arranged plan of reorganization with
bondholders and other stakeholders.
The hearing to consider of the stand-alone plan slated for Jan. 29,
2025, was adjourned to Feb. 13, 2025 at 10 a.m. EST, to allow for
further analysis and exploration of the Frontier proposal.
Spirit said that Frontier on Jan. 7, 2025, submitted a merger
proposal, which provides that
* The Debtors' stakeholders would receive $400 million principal
amount of debt (whose material terms were not provided) issued by
Frontier and 19.0% of Frontier's common equity following the
combination.
* The Consenting Stakeholders would be required to complete the
Company's previously announced equity rights offering of equity
securities in an aggregate amount of $350 million, with the
proceeds used to retire the Company's debtor-in-possession
facility, and any excess proceeds going to the combined company's
balance sheet.
Following discussions among with holders of 8.00% Senior Secured
Notes due 2025 and 4.75% Convertible Senior Notes due 2025, the
Company determined that the Frontier proposal would deliver "less
in value to the Company's stakeholders than what was contemplated
by the Company's existing Plan", is uncertain as to timing and
completion, including the need for regulatory and court approvals,
and is not actionable considering it would require the NDA Parties
to invest $350 million in equity, which they were not willing to do
based on the terms of the Proposal." Furthermore, unless waived by
the relevant Consenting Stakeholders, the Proposal would have
required the Company to pay a $35 million backstop fee under the
Company's court-approved equity rights offering backstop
agreement.
The Company has determined, barring new developments, not to
further delay its planned emergence from Chapter 11. The hearing
to consider confirmation of the Plan is currently scheduled for
Feb. 13, 2025 at 10 a.m. EST, and the Company expects to complete
the restructuring in the first quarter of 2025.
Spirit said its stand-alone plan will significantly deleverage the
Company and position it for long-term success.
In an email sent Jan. 28, 2025, Spirit Chairman Mac Gardner and CEO
Ted Christie told Frontier Chairman Bill Franke and CEO Barry
Biffle, "Should you wish to make a revised proposal that is in fact
capable of closing, and addresses the material deficiencies . . .
and in our many communications, we would be happy to consider it
and again work to activate our stakeholders to do so as well."
About Spirit Airlines
Spirit Airlines, Inc. (SAVE) is a low-fare carrier committed to
delivering the best value in the sky by offering an enhanced travel
experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 24-11988) on Nov. 18, 2024, after
reaching terms of a pre-arranged plan with bondholders. At the
time of the filing, Spirit Airlines reported $1 billion to $10
billion in both assets and liabilities. Judge Sean H. Lane
oversees the case.
The Debtors tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC, as financial advisor; and
Perella Weinberg Partners LP as investment banker. Epiq Corporate
Restructuring, LLC, is the claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
The official committee of unsecured creditors retained Willkie Farr
& Gallagher LLP as counsel.
Citigroup Global Markets, Inc., is serving as financial advisor and
Latham & Watkins LLP is serving as legal counsel to Frontier.
SPIRIT AIRLINES: Says Only SEC, DOJ Stand in Way to Plan Approval
-----------------------------------------------------------------
Spirit Airlines, Inc., said that its First Amended Joint Chapter 11
Plan of Reorganization has achieved remarkable support and
consensus from stakeholders and should be approved at a hearing on
Feb. 13, 2025, notwithstanding objections from the Securities and
Exchange Commission and the Department of Justice's U.S. Trustee.
In court filings dated Jan. 31, 2025, the Debtor pointed out that
only 0.01% of all voting claimants voted to reject the Plan --
99.99% (by amount) voted to accept. Moreover, each of the seven
confirmation objections filed by economic parties in interest has
been withdrawn or otherwise resolved.
"All that is left is a single, narrow legal issue (raised by
parties with no economic stake in these cases and who are not
impacted by the releases): whether the Plan's opt-out releases are
consensual and appropriate. The answer is yes," Spirit Airlines
tells the Court.
Spirit insists that the Plan Article VIII.F's voluntary releases
are consensual, tailored, appropriate, and should be approved --
the voluntary releases are not being "forced" on any party.
In the SEC's view, the Plan contains a nonconsensual third-party
release, which is prohibited under the Supreme Court's ruling in
Harrington v. Purdue Pharma L.P., 144 S.Ct. 2071 (2024). The SEC
believes the release is nonconsensual as it applies to holders of
Senior Secured Notes Claims (Class 4) and unsecured Convertible
Notes Claims (Class 5) who are not signatories to the Restructuring
Support Agreement ("RSA"), because failure by a non-signatory
noteholder to return a ballot with a checked opt-out form is
insufficient evidence of consent to a third party release.
The Debtor asserts that the Court should reject the attempt of the
lone objectors -- the SEC and the U.S. Trustee -- to recast these
consensual Releases as nonconsensual simply because the procedure
for soliciting creditor consent is the one most courts have
authorized -- rather than the one the Objectors would appear to
prefer.
According to Spirit, each of the factors by which the courts have
assessed such releases supports approval:
* the Plan provides for meaningful recoveries for those Classes
provided the opportunity to grant the voluntary Releases;
* those Classes are skillfully represented;
* those Classes have participated extensively in these cases --
including, most notably, in the form of the 98% of impaired
creditors who contractually agreed to the releases in the RSA;
* creditors overwhelmingly support the Plan (99.99 percent!) and
its comprehensive settlements that allowed most creditors to be
entirely unimpaired;
* the voluntary Releases and their procedures have been clearly
and prominently noticed; and
* the Chapter 11 cases have received widespread media attention
given that the Company is a major and well-known passenger
airline.
Spirit notes that only 2 percent (by amount) of Spirit's impaired
creditors were subject to the opt-out mechanism. The other 98
percent are "consenting stakeholders" that have signed on to the
Restructuring Support Agreement and Plan, who already affirmatively
agreed by a separate contract (the RSA) to provide the releases.
About Spirit Airlines
Spirit Airlines, Inc. (SAVE) is a low-fare carrier committed to
delivering the best value in the sky by offering an enhanced travel
experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 24-11988) on Nov. 18, 2024, after
reaching terms of a pre-arranged plan with bondholders. At the
time of the filing, Spirit Airlines reported $1 billion to $10
billion in both assets and liabilities. Judge Sean H. Lane
oversees the case.
The Debtors tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC, as financial advisor; and
Perella Weinberg Partners LP as investment banker. Epiq Corporate
Restructuring, LLC, is the claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
The official committee of unsecured creditors retained Willkie Farr
& Gallagher LLP as counsel.
Citigroup Global Markets, Inc., is serving as financial advisor and
Latham & Watkins LLP is serving as legal counsel to Frontier.
STIMWAVE TECHNOLOGIES: Mediation Not Appropriate in Perryman Suit
-----------------------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware determined that mediation is not
appropriate in the case captioned as BRANDYN PERRYMAN and LAURA
PERRYMAN, Appellants, v. STIMWAVE TECHNOLOGIES INC., et al.,
Appellees, Civil Action No. 24-1320-JLH (D. Del.).
The parties do not agree as to whether mediation would be helpful.
After conducting an initial review of this matter pursuant to
Section 1 of the Procedures to Govern Mediation of Appeals from the
United States Bankruptcy Court for the District of Delaware, dated
July 19, 2023, the Court concludes that mediation would not be
helpful at this stage.
The Court recommends that the assigned District Judge issue an
order withdrawing the matter from mediation.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=eH1wu2 from PacerMonitor.com.
About Stimwave Technologies
Stimwave Technologies Incorporated and Stimwave LLC manufacture,
distribute, and provide ongoing support for implantable, minimally
invasive neurostimulators, which are used as a treatment for
chronic intractable pain.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 22-10541) on June 15, 2022. In
the petition signed by Aure Bruneau, as manager, the Debtors
disclosed up to $100 million in assets and up to $50 million in
liabilities.
Young Conaway Stargatt and Taylor, LLP and Gibson, Dunn and
Crutcher LLP serve as the Debtors' legal counsel. The Debtors also
tapped Honigman LLP and Jones Day as special counsel; Riverson RTS,
LLC as financial advisor; and GLC Advisors and Co., LLC and GLCA
Securities, LLC as investment bankers. Kroll Restructuring
Administration is the Debtors' administrative advisor and notice,
claims, solicitation and balloting agent.
On July 6, 2022, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in these cases. Culhane
Meadows, PLLC and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
STONEPEAK NILE: Moody's Assigns 'Ba1' CFR, Outlook Stable
---------------------------------------------------------
Moody's Ratings has assigned a Ba1 corporate family rating to
Stonepeak Nile Parent LLC, the parent company of Air Transport
Services Group, Inc. (ATSG). Moody's have also assigned Ba1 ratings
to the company's backed senior secured first lien term loan and
revolving credit facility. Stonepeak Nile Parent LLC's outlook is
stable.
Concurrently, Moody's have affirmed the Ba1 CFR of ATSG and the Ba2
backed long-term senior unsecured ratings of its subsidiary, Cargo
Aircraft Management, Inc. (CAM). The outlooks for ATSG and CAM were
changed to stable from negative.
Stonepeak Nile Parent LLC is a new legal entity that has been
established as part of a transaction whereby Stonepeak, a New
York-based alternative investment firm, is acquiring ATSG and
taking the company private. Stonepeak Nile Parent LLC will be the
new borrower under the senior secured revolving credit facility and
term loan. Moody's expect that it will be the borrowing entity of
other secured debt that will be issued shortly after the launch of
the senior secured credit facilities. Moody's refer to Stonepeak
Nile Parent LLC and its wholly owned subsidiaries, including ATSG,
as "ATSG (new)" throughout this press release.
Upon the closing of the acquisition and full repayment of CAM's
senior unsecured debt, Moody's will withdraw ATSG's Ba1 CFR and
CAM's Ba2 backed long-term senior unsecured ratings.
The ratings assigned are subject to Moody's receipt and review of
final documentation upon the close of the proposed transaction.
RATINGS RATIONALE
The Ba1 CFR assigned to Stonepeak Nile Parent LLC reflects the
company's strong position as one of the world's leading providers
of air cargo fleet leasing and related services, including crew,
maintenance and insurance (CMI) services. The company's Cargo
Aircraft Management segment, which comprised 74% of ATSG's EBITDA
for the last twelve months ended September 30, 2024, provides a
level of stability to the company's earnings due to the long-term
nature of the segment's contractual agreements. Moody's expect ATSG
(new)'s debt-to-EBITDA leverage will improve as the company's fleet
on lease has expanded and some of the US Department of Defense
(DOD) and Amazon.com, Inc. (Amazon) contracts have repriced.
Moody's also expect the company will remain within its stated
debt-to-EBITDA target leverage of 3.0x, although the leverage is
vulnerable to volatility based on the cyclicality of the air cargo
industry and the company's customer concentrations.
ATSG (new)'s key credit challenge is the company's high customer
concentrations. As of September 30, 2024, Amazon, DOD, and DHL
accounted for 34%, 26% and 14% of revenues, respectively. This
challenge is partially offset by the strong credit quality of these
customers and their long-term need for the services provided by
ATSG (new). Moody's expect Amazon will continue to benefit from the
improved performance of the company when signing a new lease
contract. Previously, Amazon received warrants that converted at a
certain strike price and gave it 19.5% ownership in the company.
ATSG (new) has a good liquidity position anchored by availability
(combined $400 million outstanding) under its $400 million 5-year
secured revolving credit facility and $100 million 5-year Irish
revolving facility. The company will not have any maturities in the
next 12 months but does plan to have approximately $300 million in
capital expenditures annually, having reduced that number from $433
million in the last twelve months ended September 30, 2024 and $794
million in 2023. The company is focused on improving its free cash
flow generation, which Moody's expect will be approximately $100
million in 2025.
Moody's expect the company will maintain a solid EBITDA cushion to
its covenant of total net debt to EBITDA in the event the revolving
facility's utilization rate exceeds 40%. Moody's also expect that
the company will maintain good collateral coverage of certain
pledged aircraft of at least 1.25x of the outstanding secured debt.
The covenants apply to ATSG (new)'s main revolving credit
facility.
The change in ownership and the transition to a private company
owned by a financial sponsor is a key driver of the rating action,
and an important consideration in Moody's assessment of governance
under Moody's Ratings' General Principles for Assessing
Environmental, Social and Governance Risks.
The stable outlook reflects Moody's expectation of improved
earnings on a sustained basis where leverage will remain at the
stated target debt-to-EBITDA leverage of 3.0x, with the majority of
the business relying on contracted leasing revenue. Additionally,
the stable outlook reflects Moody's expectation of a generally
favorable environment for air cargo, allowing the company to
continue to renew leases in advance of their expirations. The
stable outlook also incorporates Moody's expectation that the
company's relationship with Amazon will remain intact despite the
change in ownership.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade ATSG (new)'s ratings if the company 1)
maintains debt-to-EBITDA of 2.0x or less, 2) maintains
profitability measured as the ratio of net income to average assets
that compares well with peers, 3) effectively manages its customer
concentrations, and 4) grows its capital expenditures and fleet at
a moderate pace.
Moody's could downgrade ATSG (new)'s ratings if 1) the company's
operating results deteriorate, 2) capital or liquidity profiles
weaken as a result of debt-financed acquisitions or capital
expenditures, or 3) the company loses a material customer or
suffers a business disruption that weakens its financial
prospects.
ATSG (new) is an aircraft leasing company that also provides
contracted airline operations and other related support services to
the air transport, e-commerce and logistics industries. In December
2024, Stonepeak announced the acquisition of ATSG in a
going-private transaction for a total consideration of $3.1
billion. As of September 30, 2024, ATSG had total assets of $3.9
billion.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
SVB FINANCIAL: Bid to Seal Information in FDIC Suit Granted in Part
-------------------------------------------------------------------
Judge Beth Labson Freeman of the United States District Court for
the Northern District of California granted in part and denied in
part Plaintiff SVB Financial Group's administrative motion to
consider whether another party's material should be sealed in
connection with its amended complaint in the case captioned as SVB
FINANCIAL GROUP, Plaintiff, v. FEDERAL DEPOSIT INSURANCE
CORPORATION, Defendant, Case No. 23-cv-06543-BLF (N.D. Calif.).
SVBFG has identified portions of its Amended Complaint as
containing information designated by non-party the Federal Deposit
Insurance Corporation, as Receiver for Silicon Valley Bank
("FDIC-R1"), as "highly confidential" pursuant to a protective
order in SVBFG's Chapter 11 proceedings. SVBFG opposes certain
redactions while declining to oppose others.
Unopposed Redactions
The Court agrees with FDIC-R1 as to its unopposed redactions to the
Amended Complaint. FDICR1 argues that these portions include
privileged bank examination information and are exempted from
disclosure pursuant to 12 C.F.R.s Sec. 309.5 and Sec. 309.6.
FDIC-R1 alleges that the portions are "highly confidential"
pursuant to the parties' protective order because they include
communications at the FDIC regarding the FDIC's examinations into
SVBFG and disclosing the portions would reveal SVBFG account and
account holder information. The Court finds compelling reasons to
seal confidential banking examination information related to FDIC's
examination of SVBFG. Accordingly, the Court grants FDIC-R1's
request to seal this narrowly tailored information in the Amended
Complaint that SVBFG declines to oppose.
Opposed Redactions
FDIC-R1 argues that the Opposed Redactions are covered by the bank
examination privilege. FDIC-R1 further contends that the Opposed
Redactions are exempted from disclosure pursuant to 12 C.F.R. Sec.
309.5(g) as the Opposed Redactions include records related to the
internal personnel rules and practices of the FDIC, privileged or
confidential trade secrets and commercial or financial information,
and records related to FDIC's regulation or supervision of
financial institutions.
The Court finds that FDIC-R1 has failed to provide compelling
reasons for its sealing requests concerning the Opposed Redactions.
The redactions that FDIC-R1 seeks are substantial, and FDIC-R1's
statement lacks specificity regarding how the Opposed Redactions is
covered by the bank examination privilege. The Opposed Redactions
includes contents that are largely factual. Similarly, other
portions of the Opposed Redactions allege facts that are not
derived from FDIC's examination of financial institutions and are
not concerning the internal rules and practices of the FDIC. The
Court finds that FDIC-R1's statement lacks specificity regarding
the confidentiality of the Opposed Redactions and any competitive
harm that FDIC may face if they are made public. On that basis, the
Court denies without prejudice the motion to seal as to the Opposed
Redactions.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=HQjGQG from PacerMonitor.com.
TERRAFORM GLOBAL: Moody's Puts 'Ba3' CFR on Review for Downgrade
----------------------------------------------------------------
Moody's Ratings placed TerraForm Global Operating LP's ratings on
review for downgrade, including its Ba3 Corporate Family Rating,
Ba3-PD probability of default rating, and Ba3 senior unsecured
rating. Previously, the outlook was stable.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
This review is prompted by the approaching maturity of $325 million
of holding company senior notes ($190 million as of January 31,
2025) due on March 1, 2026, uncertainty over the sources of funds
to be used to fully repay this debt, a lack of certainty on the
amount and use of proceeds from recent and planned asset sales, and
the expiration of the company's revolving credit facility, which
will go current on July 1, 2026. Moody's view Terraform Global's
notice of redemption on $135 million of the senior notes, which
will reduce the outstanding debt to $190 million later this month,
as a credit positive development that will reduce refinancing risk.
Nevertheless, the company has not publicly disclosed how much of
the proceeds of the sale of its India assets will be used to pay
down additional senior notes and the timing of when its revolving
credit facility will be extended.
The review will focus on the efforts on the part of management to
address its remaining March 2026 holding company debt maturity, the
progress on and use of proceeds of any additional assets sales and
the timing and execution of any extension of its revolving credit
facility.
Profile
Terraform Global Operating LP (TGO) owns and operates a fleet of
wind and solar assets in Brazil, China and India. Excluding the 302
MW portfolio of operating solar and wind assets in India held for
sale, TPO's installed capacity of wind and solar generation
capacity approximates 473 Megawatts (MWs).
The senior unsecured notes are unconditionally guaranteed by TGO's
sole member, TerraForm Global LLC. Terraform Global Inc., TGO's
parent company, is owned by affiliates of Brookfield Corporation
(Brookfield, A3 stable), previously Brookfield Asset Management
Inc. Brookfield Infrastructure Fund III (BIF III), which owns 100%
of BRE GLBL Holdings LP, is TGO's direct parent company. Brookfield
Renewable Partners LP, a subsidiary of Brookfield, holds a 31%
interest in BRE GLBL Holdings LP through its participation in BIF
III. The fund was set up in 2016 with a 12-year term, subject to
one-year extension options.
The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in December
2023.
TOUCH OF TEXAS: Court Extends Cash Collateral Access to Feb. 11
---------------------------------------------------------------
Touch of Texas, LLC received interim approval from the U.S.
Bankruptcy Court for the Northern District of New York to use cash
collateral until Feb. 11, marking the third extension since the
company's Chapter 11 filing.
The court's previous order allowed the company to access cash
collateral until Jan. 21 only.
The third interim order granted secured creditors "valid, binding,
enforceable and perfected continuing rollover" liens and security
interests in the company's collateral.
Touch of Texas was ordered to pay $500 monthly to fund the
Subchapter V trustee's fee escrow, starting this month.
The next hearing is set for Feb. 11.
About Touch of Texas
Touch of Texas, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-60930) on November 19,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge Patrick G. Radel oversees the case.
The Debtor is represented by:
Peter Alan Orville
Orville & Mcdonald Law, PC
Tel: 607-770-1007
Email: peteropc@gmail.com
TRONOX HOLDINGS: Moody's Alters Outlook on 'Ba3' CFR to Negative
----------------------------------------------------------------
Moody's Ratings has changed the outlook to negative from stable on
Tronox Holdings Plc ("Tronox") and its two debt issuing
subsidiaries, Tronox Finance LLC and Tronox Incorporated. At the
same time, Moody's have affirmed Tronox's Ba3 Corporate Family
Rating and Ba3-PD Probability of Default Rating, as well as the Ba2
rating on the backed senior secured bank credit facilities issued
by Tronox Finance LLC. Moody's have downgraded the rating on the
backed senior unsecured notes issued by Tronox Incorporated to B2
from B1. The company's Speculative Grade Liquidity Rating was
downgraded to SGL-3 from SGL-2.
RATINGS RATIONALE
The negative outlook reflects Moody's expectation of Tronox's slow
earnings recovery amid soft market conditions and continuing
investment in its mining projects which will result in a negative
free cash flow and high debt leverage compared to other Ba3 rated
companies over the next 12-18 months.
Moody's expect that a modest improvement in Tronox's earnings from
the recent trough and increasing capital spending will keep Moody's
adjusted debt leverage high at 5.0x-6.0x over the next 12-18
months. A return to more than $600 million in annual EBITDA, after
Moody's adjustments, will be delayed by the still lackluster
housing construction and renovation in the US, sluggish Chinese
property sector and weak European economy. Tronox's debt leverage
deteriorated to 6.6x at the end of September 2024, versus 3.4x at
the end of 2022, as a result of sales declines and additional $350
million debt issued in August 2023 to boost liquidity. The expected
lower interest rates in the US, newly launched tariffs on Chinese
TiO2 imports by European Union and potentially by other nations
will improve sales outlook for Tronox in the coming quarters,
although global trade tensions and macroeconomic uncertainty will
hinder a speedy recovery in earnings.
Due to Tronox's capital spending on several mining projects,
Moody's expect its free cash flow will remain negative and
additional debt will likely be needed in the next one to two years.
Although there is some flexibility on timing, Moody's view its
mining projects in South Africa and Australia as critical to
maintaining the company's nearly $300 to $400 dollar per ton
feedstock cost advantage against peers and restoring its earnings
over time after the existing mining areas are being depleted.
The downgrade to B2 from B1 on the company's $1,075 million 2029
senior unsecured notes reflects Moody's concern that additional
debt issuance could lower the expected recovery rate on the senior
unsecured notes, which are junior in payment to the company's
secured debt including approximately $1,643 million term loans.
Tronox's Ba3 CFR continues to factor in its exposure to the
cyclical TiO2 sector with credit metrics temporarily sliding
outside the rating boundaries. Strong liquidity profile helps
buffer against the sector's downturn until demand recovers. The
company has cost advantaged TiO2 production thanks to its 85%
integration into TiO2 feedstock and its leading market position as
one of the world's largest TiO2 producers.
The SGL-3 Speculative Grade Liquidity Rating reflects the company's
$668 million available liquidity as of September 30, 2024,
including $167 million in cash and $501 million available under
various bank credit facilities (including Ba2 rated $350 million
revolver). Its current liquidity is less than a year ago ($761
million as of Dec 31, 2023) due to higher working capital and
capital expenditure, but large enough to cover the expected cash
consumption in the next one to two years. The company's primary
$350 million cash flow revolver will mature on the earlier of
August 15, 2029 and 91 days prior to the maturity of any debt with
more than $200 million outstanding amount. The $350 million cash
flow revolver contains a springing maximum first lien leverage
ratio of 4.75:1.00 which will trigger if utilization exceeds 35%
(less undrawn LCs and cash collateralized LCs). The term loan and
bonds do not have any financial covenants. The company has an
unrated $230 million accounts receivable securitization program due
in November 2025. As of September 30, 2024, the securitization
program was fully drawn. There is no meaningful debt maturity until
2029.
ESG CONSIDERATIONS
Environmental, social and governance ("ESG") factors are important
considerations in Tronox's credit quality but are not drivers of
the action. Tronox's Credit Impact Score of CIS-3 indicates that
its rating would be higher without considering environmental,
social and governance factors. Although the company had a track
record of reducing debt during the periods of strong earnings, its
debt level is expected to increase due to weak earnings and
business investments. The company is exposed to very high risks in
waste and pollution as well as high risks in health and safety,
water management and responsible production associated with its
mining operations in South Africa and Australia, and its nine
pigment facilities worldwide.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The outlook could return to stable if Tronox improves its earnings
aided by a recovery in construction activities and European tariffs
against Chinese TiO2 imports. An improved cost position through
business investments and a reduction in gross debt to $2.0 billion
could support a higher rating. An upgrade would also be considered
if the company can maintain positive margins, free cash flow and
strong available liquidity during a downturn.
Downgrade could be triggered, if the company fails to improve its
earnings and make meaningful progress to reduce adjusted financial
leverage below 5.0x, or if free cash flow stays negative and
liquidity continues to weaken.
Tronox Holdings Plc ("Tronox") is one of the world's largest
producers of titanium dioxide (TiO2) and is the most backward
integrated among the leading western pigment producers into the
production of titanium ore feedstocks. It also co-produces zircon,
pig iron and other products. The company operates nine pigment
plants and eight mineral sands facilities globally. Tronox's
revenues were roughly $3.1 billion for the twelve months ended
September 30, 2024.
The principal methodology used in these ratings was Chemicals
published in October 2023.
TSB VENTURES: Frederick Bunol Named Subchapter V Trustee
--------------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Frederick Bunol as
Subchapter V trustee for TSB Ventures, LLC.
Mr. Bunol will be paid an hourly fee of $390 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Bunol declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Frederick L. Bunol
3027 Ridgelake Drive
Metairie, LA 70002
Telephone: (504) 207-0913
Facsimile: (504) 832-0327
Email: Fbunol@derbeslaw.com
About TSB Ventures
TSB Ventures, LLC operates as a securities and commodity contracts
intermediation firm headquartered in Baton Rouge, La.
TSB Ventures sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 25-10117) on January
20, 2025, with $1 million to $10 million in both assets and
liabilities.
Judge Meredith S. Grabill handles the case.
The Debtor is represented by:
Ryan James Richmond, Esq.
Sternberg, Naccari & White, LLC
450 Laurel Street, Suite 1450
Baton Rouge, LA 70801
Phone: 225-412-3667
Fax: 225-286-3046
Email: ryan@snw.law
TUPPERWARE BRANDS: Lenders Oppose Retiree Committee Formation
-------------------------------------------------------------
A group of lenders asked the U.S. Bankruptcy Court for the District
of Delaware to deny Tupperware Brands Corp.'s request to appoint an
official retiree committee in the company's Chapter 11 case.
In a court filing, the ad hoc group of secured lenders said the
appointment of a retiree committee is unnecessary since most of the
assets of the company and its affiliates have already been sold.
"The [companies] are in Chapter 11 liquidation proceedings. There
is no go-forward business under which retiree benefits may be
administered as substantially all of the [companies'] assets have
been sold," the lenders said.
The lenders also said the "case is in all likelihood
administratively insolvent."
"There are hardly sufficient funds to satisfy the fees of the many
professionals hired in this case thus far, let alone those of a
retiree committee that will serve no beneficial purpose for any of
the [companies'] stakeholders," the lenders said.
The lenders are Bank of America, N.A., Strategic Investment
Opportunities, LLC, Alden Global Opportunities Master Fund, L.P.,
and Stonehill Institutional Partners, L.P.
The lenders hold, in the aggregate, approximately $472.85 million,
or 58%, of the approximately $817 million principal amount
outstanding under a term loan credit agreement. The loan is secured
by a first lien on substantially all of the companies' assets. The
lenders also hold, in the aggregate, $8 million in principal amount
of loans outstanding under a bridge loan credit agreement, which is
secured by a first lien on certain inventory, and the proceeds,
products, and offspring thereof.
The ad hoc group of secured lenders is represented by:
Robert S. Brady, Esq.
Robert F. Poppiti, Jr., Esq.
S. Alexander Faris, Esq.
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
rbrady@ycst.com
rpoppiti@ycst.com
afaris@ycst.com
-- and --
Allan S. Brilliant, Esq.
Shmuel Vasser, Esq.
Stephen M. Wolpert, Esq.
Miles A. Taylor, Esq.
Dechert LLP
1095 Avenue of the Americas
New York, NY 10036-6797
Tel: (212) 698-3500
Fax: (212) 698-3599
allan.brilliant@dechert.com
shmuel.vasser@dechert.com
stephen.wolpert@dechert.com
miles.taylor@dechert.com
About Tupperware Brands
Tupperware Brands Corporation (NYSE: TUP) --
https://www.tupperwarebrands.com/ -- is a global consumer products
company that designs innovative, functional, and environmentally
responsible products. Founded in 1946, Tupperware's signature
container created the modern food storage category that
revolutionized the way the world stores, serves, and prepares food.
Today, this iconic brand has more than 8,500 functional design and
utility patents for solution-oriented kitchen and home products.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
Tupperware Brands sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12166) on Sept. 17,
2024. In the bankruptcy petition, Tupperware reported more than
$1.2 billion in total debts and $679.5 million in total assets.
Kirkland & Ellis LLP is serving as legal advisor to Tupperware,
Moelis & Company LLC is serving as the Company's investment banker,
and Alvarez & Marsal is serving as the Company's financial and
restructuring advisor. Epiq is the claims agent and has put up the
page https://dm.epiq11.com/Tupperware
URBAN CHESTNUT: Court Extends Cash Collateral Access Until Feb. 14
------------------------------------------------------------------
Urban Chestnut Brewing Company, Inc., received sixth interim
approval from the U.S. Bankruptcy Court for the Eastern District of
Missouri, Eastern Division to use the cash collateral of Midland
States Bank and the U.S. Small Business Administration.
The sixth interim order authorized the company to use $546,500 in
cash collateral in accordance with its budget.
As adequate protection, the order granted Midland States Bank and
the SBA a post-petition replacement lien on the company's
post-petition assets, with the same validity, extent, and priority
as their pre-bankruptcy lien.
In addition, the court approved the payment of $1,030 to the SBA as
adequate protection for Urban Chestnut's pre-bankruptcy
indebtedness.
The next hearing is scheduled for Feb. 12. Objections must be filed
with the court by Feb. 7.
About Urban Chestnut Brewing Company
Urban Chestnut Brewing Co. is a brewer of craft beer in Saint
Louis, Mo., which specializes in German beer and lagers with a
variety of beer styles from IPAs to weissbiers.
Urban Chestnut Brewing Co. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Mo. Case No. 24-43233} on Sept.
6, 2024, with $1 million to $10 million in both assets and
liabilities. David M. Wolfe, president, signed the petition.
Judge Brian C. Walsh oversees the case.
The Debtor is represented by:
Spencer P. Desai, Esq.
The Desai Law Firm, LLC
Tel: 314-666-9781
spd@desailawfirmllc.com
VERMILION ENERGY: Moody's Rates New $400MM Unsecured Notes 'B3'
---------------------------------------------------------------
Moody's Ratings assigned a B3 rating to Vermilion Energy Inc.'s
proposed US$400 million senior unsecured notes due 2033. The B1
corporate family rating, the B1-PD probability of default rating,
and B3 senior unsecured ratings are unchanged. The Speculative
Grade Liquidity Rating (SGL) remains unchanged at SGL-3. The
outlook is unchanged at positive.
Proceeds from the notes will be used to fund a portion of the
Westbrick acquisition, refinance the $275 million in notes due
March 2025, and for general corporate purposes.
RATINGS RATIONALE
Vermilion's CFR is challenged by: (1) smaller scale compared to B1
and Ba3 peers with a historical track record of flat to declining
production and reserves; (2) a trend of increasing production costs
weakening portfolio durability; (3) modest free cash flow at
mid-cycle prices; and (4) exposure to an unfavorable regulatory
environment in Europe.
The rating is supported by: (1) history of robust credit metrics
underpinned by low financial leverage; (2) significant exposure to
stronger international commodity prices compared to North American
benchmarks; and (3) diversified portfolio of assets by geography
and product, providing good capital allocation optionality with
overall low decline rates.
Vermilion has adequate liquidity (SGL-3). Pro forma for the
issuance, the company will have sources of close to C$2.3 billion
compared to uses of C$1.6 billion. Sources consist of minimal cash
on hand, C$1.33 billion (after letters of credit of $21 million)
available under its C$1.35 billion revolving credit facility
expiring May 2028, a C$450 million term loan available at closing
of the Westbrick transaction, and the new US$400 (C$560) million
notes. Uses include the C$1.1 billion Westbrick acquisition, the
US$275 (C$388) million in notes due March 2025 and about C$65
million in cash windfall taxes through Q2 2025. Under strip pricing
assumptions, Moody's project modestly positive free cash flow
through to year end 2025. Moody's expect Vermilion will remain in
compliance with the financial covenants under its revolving credit
facility. Alternate sources of liquidity, if needed, are good as
the company is able to sell up to C$250 million worth of assets
without requiring lender consent.
The senior unsecured notes are rated B3, two notches below the B1
CFR, reflecting the priority ranking of the C$1.35 billion secured
revolving credit facility and the C$450 million term loan ahead of
the unsecured notes in its capital structure.
The positive outlook reflects Moody's view that Vermilion will
reduce debt at a reasonable rate following the acquisition such
that it will maintain strong metrics and good liquidity as it
gradually increases production.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Vermilion's ratings could be upgraded if it successfully integrates
the Westbrick acquisition and deleverages as Moody's expect,
demonstrates steady organic production growth while developing a
track record of increasing reserves and sustaining its leveraged
full-cycle ratio (LFCR) above 1.5x, with retained cash flow (RCF)
to debt above 40%.
The ratings could be downgraded if production or reserves decline,
RCF to debt falls under 25% or the LFCR is sustained below 1x. The
rating would also come under pressure if Vermilion generates
sustained negative free cash flow or liquidity deteriorates.
Vermilion is a public Canadian independent exploration and
production (E&P) company, headquartered in Calgary, Alberta, that
operates a range of onshore and offshore light oil and natural gas
assets. The company has significant operations in Canada, Europe,
Australia and the US.
The principal methodology used in this rating was Independent
Exploration and Production published in December 2022.
VISHAY INTERTECHNOLOGY: S&P Affirms 'BB+' ICR, Outlook Negative
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Vishay Intertechnology
Inc. to negative from stable and affirmed its 'BB+' issuer credit
rating and its 'BB+' issue-level rating on the company's senior
unsecured notes.
S&P said, "The negative outlook reflects our expectation S&P Global
Ratings-adjusted leverage will increase to the low-2x area and free
cash flow will continue to be negative over the next 12 months due
to ongoing revenue and profitability weakness as well as elevated
capital expenditures (capex). Although we expect Vishay's business
performance to rebound and the company to generate sequential
revenue and EBITDA growth over the next 12 months, the negative
outlook captures the risk that cash flow will stay negative beyond
2025, which would result in a downgrade."
Discrete semiconductor and passive electronic component provider
Vishay's financial results continue to be challenged due to
macroeconomic weakness, inventory adjustments throughout the value
chain, pricing pressure in semiconductors and softer industrial
demand. At the same time, the company is investing about $2.6
billion over a five-year period (from 2023 to 2028) to improve its
product mix toward higher margin products.
S&P projects that Vishay will generate negative free operating cash
flow (FOCF) in fiscal 2024 and 2025, with risk of additional cash
flow weakness if business recovery takes longer or the company does
not realize its investment goals.
Vishay faces elevated leverage and negative FOCF amid margin
pressures and strategic investments. Vishay is projected to
maintain elevated leverage levels and experience negative free cash
flow in fiscal 2025. The company's EBITDA margin fell to 13% for
the 12-month period ended in the third quarter of 2024, down from
21% at the close of fiscal 2023. This decline is primarily
attributed to lower average selling prices (ASPs) and rising
expenses. Increased operating costs related to the Newport wafer
fab acquisition have further pressured margins by approximately 200
basis points. Additionally, Vishay incurred $40.6 million in
restructuring charges in the third quarter of 2024, aimed at
optimizing its manufacturing footprint and streamlining operations
as part of its growth strategy. The company plans to bolster its
technical resources and accelerate research and development (R&D)
investments to support these initiatives. S&P said, "We anticipate
the EBITDA margin will end 2024 at 12% and remain under pressure
through the first half of 2025. However, as the industry's excess
inventory challenges begin to resolve, we expect margins to
improve, reaching around 14% by the end of fiscal 2025. Alongside
muted earnings, Vishay is undergoing a structural business
transformation through a multiyear investment cycle, resulting in
elevated capex over several years. Consequently, we project S&P
Global Ratings-adjusted leverage to rise to the low-2x area over
the next 12 months, up from near 0.5x in 2023, which exceeds our
current downside trigger."
S&P said, "We expect market challenges to ease, and revenues and
margins to improve in 2025, but not enough to generate positive
FOCF. In 2024, Vishay experienced a significant decline in sales
volume across various end markets, reflecting a broader market
slowdown and reduced customer demand due to elevated distributor
inventory levels. We anticipate that this challenging market
environment will continue into early 2025, with demand recovery in
the second half of 2025. Our base case assumes Vishay's revenues to
grow by about 5% and EBITDA margins to improve by 2%. Nonetheless,
we continue to expect FOCF to be negative and the company to burn
cash due to elevated investments."
Vishay has adequate liquidity to fund its growth initiatives. The
company is significantly expanding its manufacturing capabilities,
with planned capex of total $2.6 billion between 2023 and 2028,
investing in product innovation in high-demand areas like silicon
carbide (SiC) technology and AI applications. The company has
access to more than $657 million in cash and a $750 million
revolving credit facility maturing in May 2028, ensuring adequate
funding for its expansion. Strategic Newport acquisition for $200
million in June 2024 will enhances their semiconductor capabilities
and market share in automotive and industrial segments. This
strategic focus on capacity expansion and product enhancement
positions Vishay favorably for future growth, particularly in smart
grid infrastructure and AI technologies.
S&P said, "The negative outlook reflects our expectation S&P Global
Ratings-adjusted leverage will increase to the low-2x area and free
cash flow will continue to be negative over the next 12 months due
to ongoing revenue and profitability weakness as well as elevated
capex. Although we expect Vishay's business performance to rebound
and the company to generate sequential revenue and EBITDA growth
over the next 12 months, the negative outlook captures the risk
that cash flow will stay negative beyond 2025, which would result
in a downgrade."
S&P could lower its rating on Vishay to 'BB' if:
-- Vishay is unable to generate revenue growth and improve
profitability despite ongoing growth investments,
-- S&P expects S&P Global Ratings-adjusted leverage to be
sustained above the 2x area over the longer term, or
-- Free cash flow continues to be negative in fiscal 2026.
S&P could revise its outlook on Vishay to stable if
-- The company is able to improve its revenues and EBITDA over the
next 12 months,
-- S&P's 2026 projections point to S&P Global Ratings-adjusted
leverage under 2x and free cash flow turning positive, and
-- S&P sees a path for free cash flow to debt to improve to 25%
over the longer term once the company is done with current elevated
investments.
VISTRA ZERO: Moody's Alters Outlook on 'Ba2' Secured Loans to Neg.
------------------------------------------------------------------
Moody's Ratings changed the outlook of Vistra Zero Operating
Company, LLC's (Vistra Zero) to negative from stable following a
fire at the 300 MW battery storage unit (ML300) at its Moss
Landing, California site. Vistra Zero's Ba2 senior secured bank
credit facility rating is affirmed. The ratings and outlooks of
the other entities within the Vistra Corp. (Vistra, Ba1 CFR) family
are unaffected by this rating action.
RATINGS RATIONALE
"The negative outlook on Vistra Zero reflects the financial and
operational challenges facing the company following a fire that
damaged a substantial portion of the Moss Landing 300 battery
storage facility," said Toby Shea, VP – Sr. Credit Officer,
"Although Vistra Zero should have enough property and business
interruption insurance to manage the financial impact of the fire
if it chooses to rebuild the facility, there will be significant
execution risk. Any rebuilding will require the involvement of
many parties, including insurance companies providing damage
payouts, parent company Vistra providing liquidity and operational
support, the hiring of contractors and vendors to rebuild the
facility within a reasonable time and budget, and long-term power
offtaker acceptance of an extended service interruption.
Vistra Zero is a subsidiary of Vistra that holds a portfolio of
projects consisting mainly of battery storage and solar generation
facilities in California and Texas with long-term contracted cash
flow. Vistra Zero's credit profile is inextricably linked to parent
company Vistra because the subsidiary is dependent on Vistra for
its liquidity needs and about half of its revenues.
Moody's rating on Vistra Zero's $700 million term loan is two
notches below the senior secured notes of affiliate Vistra
Operations Company LLC (Vistra Operations) because the term loan is
non-recourse to Vistra and the collateral is limited solely to
Vistra Zero's assets, which are dominated by battery storage
facilities that have yet to prove to be consistently reliable, as
was demonstrated by the recent fire.
Vistra Zero's projects are secured by long-term contracted
revenues, with approximately 50% coming from resource adequacy
contracts with Pacific Gas & Electric Company (PG&E, Baa2 senior
secured first mortgage bonds, positive) and approximately 50%
coming from tolling agreements with other Vistra affiliates
guaranteed by Vistra Operations (Ba2 senior unsecured, stable).
The ML300 battery storage unit accounted for about a third of
Vistra Zero's EBITDA. Without ML300's cash flow contribution,
Vistra Zero's CFO pre-WC to debt ratio would likely fall from
around 15% to the 8% range. Moody's anticipate that Vistra will
devise a plan over the next few months to use the insurance
proceeds to either rebuild ML300 or pay down the term loan, which
is required under its documentation. Vistra's CFO pre-WC ratio will
likely be stronger than 8% in the long term because this estimate
assumes there is no future cash flow from ML300 and no debt
reduction, which is unlikely.
Given their short and troubled history, Moody's consider Vistra's
Moss Landing battery storage projects to have a high operational
risk. The units are relatively new in terms of both vintage and
technology – reaching commercial operation in the summer of 2021
for the first two units, ML100 and ML300, and the summer of 2023
for the third unit, ML350. In the few years that they have been in
operation, ML100 and ML300 both experienced an incident, resulting
in several months of outages each. The recent fire at ML300 is the
third and most severe operational incident and will result in a
much longer extended outage.
Vistra's credit profile reflects its large and diversified
generation portfolio, profitable retail operation, strong free cash
flow, and moderate leverage. Vistra is among the largest
independent power producers in the US. The company's generation
portfolio is spread across all the unregulated markets in the US
and includes a mix of coal, natural gas, and nuclear. In addition,
it has a small but fast-growing portfolio of renewable assets.
Vistra has some fuel and geographic concentration risks. About 67%
of the company's generating capacity is fueled by natural gas, and
about 70% of its combined cash flow from its generation and retail
business is generated from its home state of Texas. Moody's expect
Vistra to operate at a CFO pre-WC to debt ratio of 20% to 25%,
which is appropriate for its current credit rating.
Vistra's ratings and stable outlook are unaffected by the fire at
the ML300 facility, as the cash flow contribution from Vistra Zero
only comprises a few percentage points of consolidated Vistra cash
flow. However, Vistra's financial and operational support is
critical to Vistra Zero as the subsidiary recovers from the fire.
Moody's expect Vistra to provide that support because the battery
storage business is an important growth area for the organization.
Liquidity
Vistra's SGL-1 speculative grade liquidity rating reflects the
company's very good liquidity. Vistra's underlying business
generates robust free cash flow before growth capital of more than
$2.5 billion annually. As of September 30, 2024, Vistra had about
$0.9 billion of unrestricted cash and $3.1 billion available under
its revolving credit facility and commodity-linked facility.
In October 2024, Vistra Operations expanded its secured revolving
credit facility to $3.44 billion from 3.317 billion and extended
the maturity to October 2029. This facility contains a material
adverse change clause for new borrowing, a credit and liquidity
negative. The facility also has a covenant requiring a consolidated
first-lien net debt to EBITDA of below 4.25x, but it only applies
when the usage for borrowing is above 30%. Vistra has indicated in
its financial disclosure that it is in compliance with this
financial covenant as of September 30, 2024.
Vistra Operations also expanded its commodity-linked facility to
$1.75 billion from $1.575 billion and extended the maturity to
October 2025.
In addition to the revolving and commodity-linked facilities,
Vistra also has $0.45 billion of pre-capitalized trust securities
(P-Caps) that expire in May 2028, $1.162 billion of uncommitted
secured letter of credit facilities, and $0.5 billion of unsecured
alternative letter of credit facilities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an upgrade
An upgrade of Vistra Zero's rating is unlikely, given the negative
outlook. However, Moody's could stabilize the outlook if it becomes
clear that the company will recover from this fire by either
rebuilding the battery storage facility using adequate property
insurance and support from the parent company or by repaying a
material amount of the term loan and restoring its ratio of CFO
pre-W/C to debt to around 14-15%.
Factors that could lead to a downgrade
Moody's could downgrade Vistra Zero's rating should the company
encounter difficulties rebuilding the facility, resulting in
significantly less recurring cash flow from operations, or not pay
down the term loan, resulting in a higher debt burden on the
remaining assets. A downgrade is also possible should Vistra's
support for Vistra Zero decline.
Company profile
Vistra Zero is a non-recourse subsidiary of Vistra, with most of
its cash flow coming from its battery storage units in California.
Vistra is the largest independent power producer in the US, owning
approximately 40 gigawatts (GW) of generating capacity following
the acquisition of Energy Harbor last year. It is also one of the
US's largest residential retail energy suppliers, serving
approximately 5 million customers.
The principal methodology used in this rating was Unregulated
Utilities and Unregulated Power Companies published in December
2023.
VISUAL TECHNOLOGY: Hires Larson & Zirzow LLC as Bankruptcy Counsel
------------------------------------------------------------------
Visual Technology Innovations Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire Larson &
Zirzow, LLC as its bankruptcy counsel.
The firm's services include:
(a) prepare on behalf of the Debtor all necessary or
appropriate legal papers in connection with the administration of
its bankruptcy estate;
(b) take all necessary or appropriate actions in connection
with a plan of reorganization and all related documents, and such
further actions as may be required in connection with the
administration of the Debtor's estate;
(c) take all necessary actions to protect and preserve the
Debtor's estate; and
(d) perform all other necessary legal services in connection
with the prosecution of the Chapter 11 case.
The firm will be paid at these rates:
Matthew C. Zirzow, Principal $650 per hour
Benjamin Chambliss, Associate $450 per hour
Patricia Huelsman, Paralegal $295 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a pre-petition retainer in the amount of
$35,000.
Mr. Zirzow disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Matthew C. Zirzow, Esq.
Larson & Zirzow, LLC
850 E. Bonneville Ave.
Las Vegas, NV 89101
Tel: (702) 382-1170
Fax: (702) 382-1169
Email: mzirzow@lzlawnv.com
About Visual Technology Innovations Inc.
Visual Technology Innovations Inc. is committed to delivering
impactful and immersive viewing experiences to a global audience
through cutting-edge technologies. From smartphones and tablets to
laptops and televisions, consumers continuously seek improvements
that enhance their overall experience. VTI aims to develop and
implement innovative solutions that provide enhanced viewing and
user engagement, utilizing glasses-free and other advanced
technologies.
Visual Technology Innovations sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-10024) on January
6, 2025. In its petition, the Debtor reported estimated assets and
liabilities between $1 million and $10 million each.
Judge August B. Landis handles the case.
Matthew C. Zirzow, Esq., and Zachariah Larson, Esq., at Larson &
Zirzow LLC represent the Debtor as counsel.
WELLPATH HOLDINGS: Leal Suit Stayed as to Marilyn Reynolds
----------------------------------------------------------
In the case captioned as JORGE LUIS LEAL, Plaintiff, v. LT.
PINKERTON, et al., Defendants, Case No. 22-cv-1172-RJD (S.D. Ill.),
Magistrate Judge Reona J. Daly of the United States District Court
for the Southern District of Illinois stayed proceedings in the
claims and causes of action Plaintiff asserts against Defendant
Marilyn Reynolds until Feb. 18, 2025.
This matter comes before the Court on Defendant Marilyn Reynolds'
Updated Suggestion of Bankruptcy and Notice of Automatic Interim
Stay. Plaintiff Jorge Luis Leal filed this action against Reynolds,
among other defendants, under 42 U.S.C. Sec. 1983 for alleged
constitutional deprivations during his pretrial detention at
Williamson County Jail and specifically with respect to Reynolds'
provision of medical services to Plaintiff. Reynolds previously
filed a Suggestion of Bankruptcy and Notice of Stay, advising the
Court that on Nov. 11, 2024, Wellpath, LLC filed a Voluntary
Petition for Non-Individuals Filing Bankruptcy for relief under
Chapter 11 of Title 11 of the United States Code in the United
States Bankruptcy Court for the Southern District of Texas (Houston
Division), commencing Case No. 24-90563ARP. While Wellpath is not a
party in this action, Reynolds argued for an automatic stay
pursuant to 11 U.S.C. Sec. 362 or the Stay Order because the claims
against her arise out of her provision of medical services to
Plaintiff in her capacity as an employee of Wellpath.
On Jan. 13, 2025, the Court entered an Order, finding that
proceedings in this case were not automatically stayed under either
11 U.S.C. Sec. 362(a) or the Stay Order. The Court further rejected
Reynolds' request to stay proceedings on equitable grounds.
Reynolds now filed an Updated Suggestion of Bankruptcy and Notice
of Automatic Interim Stay, wherein she advises the Court of the
bankruptcy court's Stipulated and Agreed Amended Order that was
entered on Jan. 14, 2025. The Amended Staying Order expanded the
scope and application of the automatic stay until Feb. 18, 2025, as
to claims and causes of action filed against Wellpath's current or
former employees. The purpose of the expansion is to allow the
opportunity to confirm and substantiate the scope and extent of
Wellpath's indemnification obligations owed to those parties.
The Amended Staying Order also extends to any claims or causes of
action that have been or may be asserted against any of the
Debtors' current clients or customers or their current or former
employees are stayed pursuant to section 362. Reynolds represents
in her motion that she has been sued in her capacity as a 1) former
or current employee of Wellpath or 2) current or former employee of
a client or customer of Wellpath.
Reynolds is ordered to file a status report with the Court by Feb.
21, 2025, addressing the status of the bankruptcy proceeding. The
Court notes that the Amended Staying Order does not refer to the
claims against co-defendants of Wellpath's current or former
employees. However, for purposes of judicial economy, the Court
will postpone the hearing on the IDOC Defendants' Motion for
Summary Judgment on the Issue of Exhaustion of Administrative
Remedies until receipt of Reynolds' status report
A copy of the Court's decision is available at
https://urlcurt.com/u?l=D8KJxg from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
.
WELLPATH: Court Won't Lift Stay Order in Day v. Harry, et al. Suit
------------------------------------------------------------------
Chief Magistrate Judge Richard A. Lanzillo of the United States
District Court for the Western District of Pennsylvania denied
Plaintiff Anthony Day's motion to lift the stay in the case
captioned as ANTHONY DAY, Plaintiff vs. DR. LAUREL HARRY, SECRETARY
OF CORRECTIONS/PA DOC, ET AL., Defendants, Case No.
1:23-CV-00222-SPB (W.D. Pa.) without prejudice to his right to seek
relief from the automatic stay imposed or extended by the United
States Bankruptcy Court for the Southern District of Texas.
Plaintiff Anthony Day has moved to lift the stay of proceedings
imposed by this Court on Nov. 19, 2024. Day is in the custody of
the Pennsylvania Department of Corrections and dependent upon it
for his medical care. He commenced this civil rights action
alleging that DOC officials and prison medical personnel have
responded and continue to respond with deliberate indifference to
his Opioid Use Disorder in violation of his rights under Eighth and
Fourteenth Amendments to the United States Constitution, the
Americans with Disabilities Act, 42 U.S.C. 12132, Section 504 of
the Rehabilitation Act, 29 U.S.C. Sec. 794, and Pennsylvania law.
The DOC-employed Defendants are Secretary Dr. Laurel Harry,
Medication Assisted Treatment Statewide Coordinator Steven
Seitchik, Bureau of Health Care Services Director Erica Benning,
SCI Albion Superintendent Patricia Thompson, Chief Healthcare
Administrator Michael Edwards, and Registered Nursing Supervisor
Tiffany Wills In addition, Day asserts claims against the following
medical personnel who are employed or otherwise associated with
Wellpath, LLC., a private company with which the DOC has contracted
to provide medical services at its state correctional institutions:
Site Medical Director Dr. Lisa Baird and Physician's Assistants
Daniel Stroup and Zachary Jacobsen. As relief, Day seeks monetary,
injunctive, and declaratory relief.
While proceedings were pending on Day's motion for a preliminary
injunction, the Medical Defendants filed a Suggestion of Bankruptcy
and Notice of Stay regarding Wellpath Holdings, Inc., the parent or
managing member of Wellpath, LLC., advising that on Nov. 11, 2024,
Holdings had filed a petition for relief under Chapter 11 of the
Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of Texas. Holdings' petition for relief included
a corporate ownership statement identifying entities owned by
Holdings that are also considered the debtor under the petition and
subject to the protections of the automatic stay imposed by 11
U.S.C. Sec. 362. These entities include Wellpath, LLC. Based on the
Suggestion of Bankruptcy and the Medical Defendants' representation
that they were employees of Wellpath, LLC, this Court entered an
Order staying this case on No. 19, 2024. Shortly thereafter, Day
moved to lift the stay on the grounds that the Medical Defendants
are not a debtor protected by the automatic stay or the Bankruptcy
Court's interim order extending the stay to related entities.
Thereafter, the Medical Defendants provided affidavits attesting
that Wellpath, LLC employs the physicians, physician assistants,
and certified nurse practitioners who work in the DOC's state
correctional institutions, including the Medical Defendants, and
that it provides the insurance coverage for and is obligated to
defend and indemnify these employees. The Court deferred action on
Day's motion to lift the stay pending further proceedings scheduled
in the Bankruptcy Court that were likely to impact the stay.
On Jan. 14, 2025, pursuant to 11 U.S.C. Sec. 362 and its equitable
power and authority under 11 U.S.C. Sec. 105, the Bankruptcy Court
entered a Stipulated and Agreed Amended Order which, among other
things, enforced the automatic stay as follows:
(1) any claims or causes of action that have been or may be
asserted against the Debtors, the Debtors' director or officers,
the Debtors' current or former employees to the extent the Debtors
are also named defendants in the underlying lawsuit are stayed
pending confirmation of a reorganization plan or dismissal of the
bankruptcy case, and
(2) any claims or causes of action that have been or may be
asserted against any of the Professional Corporations or their
current and former employees, or current or former employees of the
Debtor to the extent the Debtors are not named defendants in the
underlying lawsuit are stayed on an interim basis to and including
Feb. 18, 2025, to provide the Debtors the opportunity to confirm
and substantiate the scope and extent of the Debtors'
indemnification obligations owed to these parties as well as any
relevant insurance considerations.
In this case, the District Court is convinced that the Bankruptcy
Court's Stipulated and Agreed Amended Order is substantively and
procedurally proper under 11 U.S.C. Sec. 362 and 11 U.S.C. Sec.
105. The District Court is mindful that Day has previously alleged
that he was being denied medications necessary to effectively treat
his OUD and that the stay prevents the Court from proceeding with
the hearing on his request for injunctive relief. But any request
for relief from the stay must be made to the Bankruptcy Court. And
the Bankruptcy Court's Stipulated and Agreed Amended Order provides
a procedure whereby consensual stay relief can be granted without a
motion. Thus, Day may seek consensual relief from the stay or file
a motion to lift or modify the stay as it applies to his claim for
injunctive relief. For these reasons, Day's motion to lift the stay
is denied without prejudice to his right to seek such relief
through the Bankruptcy Court. Should the Bankruptcy Court grant
relief from its stay of this case, the District Court will promptly
lift its stay order.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=lGmoQs from PacerMonitor.com.
About Wellpath Holdings, Inc.
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.
WILLIAM LAY: Behrooz Vida Named Subchapter V Trustee
----------------------------------------------------
The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at the
Vida Law Firm, PLLC as Subchapter V trustee for William Lay DDS,
PLLC.
Mr. Vida will be paid an hourly fee of $495 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Vida declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Behrooz P. Vida, Esq.
The Vida Law Firm, PLLC
3000 Central Drive
Bedford, TX 76021
Telephone: (817) 358-9977
Facsimile: (817) 358-9988
Email: behrooz@vidalawfirm.com
About William Lay DDS PLLC
William Lay DDS PLLC is a dental practice based in Arlington,
Texas.
William Lay DDS filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D. Texas Case No. 25-40202) on
January 20, 2025, with between $100,000 and $500,000 in assets and
between $1 million and $10 million in liabilities.
Judge Mark X. Mullin handles the case.
The Debtor is represented by:
Robert Thomas DeMarco, Esq.
Demarco Mitchell, PLLC
12770 Coit Road, Suite 850
Dallas, TX 75251
Tel: (972) 991-5591
Email: robert@demarcomitchell.com
WRESTLING COLLECTOR: Jarrod Martin Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Region 7 appointed Jarrod Martin, Esq., a
practicing attorney in Houston, as Subchapter V trustee for
Wrestling Collector Shop, LLC.
Mr. Martin will be paid an hourly fee of $650 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Martin declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jarrod B. Martin, Esq.
1200 Smith Street, Suite 1400
Houston, TX 77002
Phone: 713-356-1280
Email: JBM.Trustee@chamberlainlaw.com
About Wrestling Collector Shop
Wrestling Collector Shop, LLC is a specialty retailer based in
Cypress, Texas.
Wrestling Collector Shop sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No.
25-30276) on January 15, 2025, with up to $50,000 in assets and
between $100,000 and $500,000 in liabilities.
Judge Alfredo R. Perez handles the case.
The Debtor is represented by:
Reese W. Baker, Esq.
Baker & Associates
950 Echo Lane, Suite 300
Houston, TX 77024
Phone: 713-869-9200
Fax: 713-869-9100
Email: courtdocs@bakerassociates.net
WYNNE TRANSPORTATION: Hires Landis Rath & Cobb LLP as Counsel
-------------------------------------------------------------
Wynne Transportation Holdings LLC seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Landis Rath &
Cobb LLP as counsel.
The firm's services include:
a. providing legal advice regarding Delaware local rules,
practices, precedents, and procedures and providing substantive and
strategic advice on how to accomplish the Debtors' goals in
connection with the prosecution of these cases, in all aspects of
each bankruptcy proceeding;
b. advising and assisting the Debtors with respect to their
rights, powers and duties as debtors-in-possession and taking all
necessary action to protect and preserve the Debtors' estates,
including prosecuting actions on the Debtors' behalf, defending any
actions commenced against the Debtors, negotiating all disputes
involving the Debtors, and preparing objections to claims filed
against the Debtors' estates;
c. preparing and filing necessary pleadings, motions,
applications, proposed orders, notices, schedules, and other
documents, and reviewing all financial and other reports to be
filed in these Chapter 11 Cases, and advising the Debtors
concerning, and preparing responses to, applications, motions,
other pleadings, notices and other papers that may be filed and
served in these cases;
d. handling inquiries and calls from creditors and counsel to
interested parties regarding pending matters and the general status
of these Chapter 11 Cases;
e. appearing in this Court and any appellate courts to
represent and protect the interests of the Debtors and their
estates;
f. attending meetings including any meeting of creditors and
negotiating with representatives of creditors and other
parties-in-interest;
g. advising and assisting the Debtors in maximizing value in
these Chapter 11 Cases, including, without limitation, in
connection with the sales of assets, other transactions and/or a
disclosure statement and chapter 11 plan and all documents related
thereto, and taking all further actions as may be required in
connection with any sale, disclosure statement or plan during
these
Chapter 11 Cases; and
h. performing all other necessary legal services for the
Debtors in connection with the prosecution of these Chapter 11
Cases, including, but not limited to: (i) analyzing the Debtors'
leases and contracts and the assumptions, rejections, or
assignments thereof, (ii) analyzing the validity of liens against
the Debtors, (iii) advising the Debtors on litigation matters, and
(iv) developing a reorganization or liquidation strategy.
The firm's current hourly rates are as follows:
Partners $825 to $1,400
Associates $450 to $595
Paralegals $375
Legal Assistants $235 to $335
The firm received retainer payments on Oct. 18, 2024 and Jan. 9,
2025 from the Debtors in the total amount of $250,000.
As disclosed in the court filings, Landis Rath & Cobb neither holds
nor represents any interest adverse to the Debtors' estates and is
a "disinterested person" within the meaning of Bankruptcy Code
sections 327(a) and 101(14).
The firm can be reached through:
Matthew B. McGuire, Esq.
LANDIS RATH & COBB LLP
919 Market Street, Suite 1800
Wilmington, DE 19801
Tel: (302) 467-4400
Fax: (302) 467-4450
Email: mcguire@lrclaw.com
About Wynne Transportation
Wynne Transportation Holdings LLC, operating as U.S. Crew Change
from its Dallas headquarters, provides specialized transportation
services for industrial and emergency sectors, focusing on LNG,
petrochemical, mining, oil and gas, and construction industries.
Wynne Transportation Holdings LLC and six of its affiliates sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del.
Lead Case No. 25-10027) on January 10, 2025. In its petition, the
Debtors reported estimated assets and liabilities of $10 million to
$50 million each.
Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP, represents the
Debtors as counsel. Omni Agent Solutions acts as claims agent to
the Debtors.
XPLR INFRASTRUCTURE: Moody's Affirms 'Ba1' CFR, Outlook Stable
--------------------------------------------------------------
Moody's Ratings affirmed the ratings of XPLR Infrastructure, LP
(XPLR; formerly known as NextEra Energy Partners, LP) including its
Ba1 Corporate Family Rating and Ba1-PD Probability of Default
Rating. At the same time, Moody's affirmed the Ba1 Backed Senior
Unsecured Rating of XPLR Infrastructure Operating Partners, LP
(XPLR IOP, formerly NextEra Energy Operating Partners, LP), a
subsidiary controlled by XPLR. Moody's upgraded XPLR's speculative
grade liquidity (SGL) rating to SGL-1 from SGL-2. The outlooks of
both entities are stable.
RATINGS RATIONALE
"The affirmation of XPLR's Ba1 ratings reflects the company's
recent strategic repositioning announcement which includes the
indefinite suspension of unitholder distributions, a substantial
reduction in growth by acquisition and a simplification of its
capital structure, which should help the organization to maintain
credit metrics that are appropriate for the current rating," said
Jeff Cassella, VP-Senior Credit Officer. "Although XPLR's
announcement is credit supportive, the company's ability to
successfully execute this strategic repositioning strategy longer
term by largely using retained cash flow and asset sales to meet
convertible equity portfolio financings (CEPFs) obligations will be
paramount to the maintenance of these ratings," added Cassella.
XPLR's Ba1 rating is underpinned by the company's stable and
predictable cash flow generation from a diversified portfolio of
renewable power projects with an average contract life of
approximately 13 years and mid-Baa, on average, investment grade
counterparties. XPLR continues its plan to sell its remaining
natural gas assets (i.e. Meade Pipeline Co. (Meade)) in 2025, which
would leave the company with a portfolio of 100% renewable energy
and battery storage projects.
These credit strengths are offset by a leveraged financial profile
as well as the company's complex balance sheet and organizational
structure, primarily related to the CEPFs. The rating is
constrained by the potential obligations related to CEPF buy-out
options, if exercised, from 2025 through 2034. The rating also
considers execution risk related to XPLR's dividend suspension and
plan to use retained cash flow to address CEPF buy-out obligations
as they come due over time.
For the most part, XPLR's key credit metrics have been relatively
stable historically but can vary at different periods due the
timing of debt issuance and the inclusion of run-rate EBITDA and
cash flow for the assets acquired. For the three-year period ending
September 30, 2024, XPLR's ratio of cash flow from operations
before changes in working capital (CFO pre-W/C) to debt averaged
14.3%. For the 12-months ended September 30, 2024, XPLR's ratio of
CFO pre-W/C to debt was 16.2%. At the same time, XPLR's leverage as
measured by consolidated Debt/EBITDA was about 4.9x for the
12-months ended September 30, 2024.
Over the next few years, Moody's anticipate that XPLR's ratio of
CFO pre-W/C to debt will modestly decline from current levels due
to reduced cash flows associated with a smaller portfolio of assets
as CEPF assets are sold or the company lets assets flip to CEPF
partners, as well as due to the burden of higher interest rate
debt. However, Moody's expect the company to maintain a ratio of
CFO pre-W/C to debt above 12% (the current threshold for a
potential downgrade) and Debt to EBITDA in the 6.0x range (below
the 7.0x threshold for a potential downgrade). Moody's have
increased XPLR's CFO pre-W/C to debt threshold for a potential
downgrade up to 12% from 11% in recognition of the risk associated
with its current financial strategy. There was no change to the
Debt to EBITDA thresholds.
XPLR has historically benefited from its association with the
NextEra Energy, Inc. (NEE, Baa1 stable) corporate family,
particularly from access to assets available for sale within
NextEra Energy Resources' (NEER) large renewable portfolio
consisting of both operating assets and a growth backlog of more
than 25 GW. The linkage to NEER is now less advantageous given
XPLR's reduced growth strategy as the company no longer plans to
grow its portfolio through asset acquisitions in the
near-to-intermediate term. However, NEER continues to operate and
manage XPLR's portfolio of assets through a master services
agreement.
As a consequence of the company's change in strategy, Moody's have
changed XPLR's management credibility and track record score to 3
(moderately negative) from 2 (neutral-to-low). XPLR's governance
issuer profile score remains G-3 largely reflecting the company's
high leverage, strategic transition, complexity around the
convertible equity portfolio financing structures and the majority,
albeit declining, ownership by NEE.
Liquidity Profile
The upgrade of XPLR's speculative grade liquidity rating to SGL-1
from SGL-2 reflects improved liquidity primarily due to the
suspension of unit distributions and the company's stable cash flow
generation from its long-term contracted portfolio of assets. As of
September 30, 2024, XPLR had cash and cash equivalents on its
balance sheet of $290 million.
Over the next few years, Moody's expect operating cash flow to be
in the $650-700 million range annually. Moody's expect the company
to primarily access the capital markets only to finance organic
growth opportunities such as existing wind repowerings or to
refinance debt maturities at the holding company and project level.
The end of dividend distributions to unit holders will allow XPLR
to build up cash on its balance sheet to meet CEPF obligations as
they become due if the buy-out options are exercised.
XPLR has a $2.5 billion senior unsecured revolving credit facility
that expires in February 2029. XPLR was in compliance with all
financial debt covenants related to the revolver as of September
30, 2024. The credit facility allows for same-day borrowing and
there is no material adverse change clause on each borrowing. As of
September 30, 2024, there was $175 million of borrowings on the
credit facility. Historically, XPLR typically has had minimal
borrowings on its revolver because it generally raises long-term
capital prior to significant new asset acquisitions, which allows
the company to maintain liquidity strength.
XPLR's near term debt maturities include $600 million of
convertible notes due in November 2025 and $500 million of
unsecured notes due in June and October 2026.
Outlook
XPLR and XPLR IOP's stable outlooks reflect Moody's expectation
that the company' portfolio of assets will continue to exhibit a
steady operational performance with stable cash flow generation
that will allow the company to generate consistent financial
metrics including a Debt to EBITDA ratio in the 6x range and a
ratio of CFO pre-W/C to debt in the low-teens. The outlook also
reflects Moody's view that the company will execute its revised
capital allocation strategy and finance future CEPF buy-out
obligations, if exercised, in a manner that maintains the company's
financial profile and does not materially increase business risk.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
Given the company is in the midst of a strategic repositioning, an
upgrade of XPLR's ratings over the near-to-intermediate term is
unlikely. However, XPLR's rating could be upgraded if the company
continues to pursue a less aggressive growth by acquisition
strategy; its financial complexity is reduced; and the company
commits to sustain a strong, investment grade financial profile
including a consolidated ratio of Debt/EBITDA below 5x and a ratio
of CFO pre-W/C to debt in the high teens for an extended period.
Factors that could lead to a downgrade
XPLR's rating could be downgraded if there is a deterioration in
the credit quality of its asset portfolio such that contracts have
shorter tenors, weaker counterparties or increased merchant
exposure. A downgrade could also occur if its revised capital
allocation strategy is not successfully executed such that there is
a deterioration in XPLR's financial profile including an increase
in its ratio of consolidated Debt/EBITDA to over 7x or its ratio of
CFO pre-W/C to debt declines to less than 12% on a sustained basis.
A reinstatement of unit distributions or more aggressive financial
policies could cause negative rating pressure.
XPLR is a limited partnership, 51.4% owned by NEE, consisting of a
portfolio of long-term contracted renewable energy and battery
storage projects, and natural gas pipeline assets (which are in the
process of being sold). At September 30, 2024, XPLR owned a
controlling, non-economic general partner interest and a 48.6%
limited partner interest in XPLR Infrastructure Operating Partners,
LP. XPLR IOP's debt obligations are absolutely and unconditionally
guaranteed by XPLR. Through XPLR IOP, XPLR owns a portfolio of
contracted renewable generation assets consisting of 8 gigawatts
(GW) of wind generation, 1.8 GW of solar generation, and 0.2 GW of
battery storage spread over 94 power projects as well as
approximately 0.7 Bcf of natural gas pipeline assets. The projects
are located in 31 states in four broadly diversified regions -- the
Northeast, the West Coast, the southern Great Plains and the upper
Midwest.
LIST OF AFFECTED RATINGS
Issuer: XPLR Infrastructure, LP
Affirmations:
LT Corporate Family Rating, Affirmed Ba1
Probability of Default Rating, Affirmed Ba1-PD
Upgrades:
Speculative Grade Liquidity Rating, to SGL-1 from SGL-2
Outlook Actions:
Outlook, Remains Stable
Issuer: XPLR Infrastructure Operating Partners, LP
Affirmations:
Backed Senior Unsecured, Affirmed Ba1
Outlook Actions:
Outlook, Remains Stable
The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in December
2023.
YELLOW CORP: Gets $67MM Real Estate Asset Sale Court Approval
-------------------------------------------------------------
Yun Park of Law360 reports on January 31, 2025, a Delaware
bankruptcy judge approved Yellow Corp.'s $67 million asset sale,
involving its owned and leased properties.
The court determined that the asset purchase agreements were in
"the best interests" of the debtor, creditors, and stakeholders,
the report states.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow
Corporation had $2,152,200,000 in total assets against
$2,588,800,000 in total liabilities. The petitions were signed by
Matthew A. Doheny as chief restructuring officer.
The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel;
Kasowitz, Benson and Torres, LLP as special litigation counsel;
Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions is the claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve
as counsels to Beal Bank USA and the U.S. Department of the
Treasury, respectively.
On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP and
Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller
Buckfire as investment banker; and Huron Consulting Services, LLC,
as financial advisor.
ZRG INC: Seeks Chapter 11 Protection in New York
------------------------------------------------
On January 29, 2025, ZRG Inc. filed Chapter 11 protection in the
U.S. Bankruptcy Court for the Eastern 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.
About ZRG Inc.
ZRG Inc. holds 100% of the membership interests in two limited
liability companies: 90 Nassau Street LLC, which owns the real
property located at 90 Nassau Street, New York, NY; and 385
Greenwich Street LLC, which owns the real property located at 385
Greenwich Street, New York, NY
.
ZRG Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. E.D.N.Y. Case No. 25-40464) on January 29, 2025. In its
petition, the Debtor reports estimated assets and liabilities
between $10 million and $50 million each.
Honorable Bankruptcy Judge Nancy Hershey Lord handles the case.
The Debtor is represented by Kevin Nash, Esq., at GOLDBERG WEPRIN
FINKEL GOLDSTEIN LLP, in New York.
[] Foreclosure Sale of Yarmouth Restaurant Set for Feb. 12
----------------------------------------------------------
Keenan Auctions Co. Inc. will hold a real estate foreclosure
auction on Feb. 12, 2025, at 11:00 a.m., for the sale of a 6,884
+/- sf fully equipped restaurant, former Muddy Rudder Restaurant at
1335 U.S. Route 1, Yarmouth, Main.
For terms and a property information package visit
https://www.keenanauction.com or contact:
Richard J. Keenan
Keenan Auctions Co. Inc.
2063 Congress Street
Portland, ME 04102
Tel: (207) 885-5100
Email: info@keenanauction.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2025. 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 single-user TCR subscription rate is $1,400 for six months
or $2,350 for twelve 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 per
half-year or $50 annually. For subscription information, contact
Peter A. Chapman at 215-945-7000.
*** End of Transmission ***