/raid1/www/Hosts/bankrupt/TCR_Public/191127.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, November 27, 2019, Vol. 23, No. 330
Headlines
BARNEYS NEW YORK: Assets Sold to B. Riley; Debtor Winding DOwn
19 HIGHLINE: Unsecured Creditors Unimpaired in Churchill Plan
4LESS GROUP: Insufficient Revenues Cast Going Concern Doubt
999 BRUSH CREEK: Has Funds for Project; Sales to Fund Payments
AAGS HOLDINGS: Exit Financing, Equity Investment to Pay Off Claims
ABR BUILDERS: Kunofskys Opposes 3rd Party Releases in Plan
ABSOLUTE DIMENSIONS: Dec. 19 Plan Confirmation Hearing Set
ACPRODUCTS INC: S&P Puts 'B' ICR on CreditWatch Developing
ADVANCE CASE: December 18 Confirmation Hearing
ARBOR PHARMACEUTICALS: S&P Alters Outlook to Neg., Affirms 'B' ICR
ATLANTIC CITY, NJ: S&P Raises GO Debt Rating to 'BB-'; Outlook Pos.
AVEANNA HEALTHCARE: S&P Affirms 'B-' Issuer Credit Rating
BAYOU STEEL: Gets Final Nod to Use Cash Collateral
BEASLEY BROADCAST: S&P Lowers ICR to 'B' on Elevated Leverage
BROWNIE'S MARINE: Incurs $322K Net Loss for Sept. 30 Quarter
CARBUCKS OF CAROLINA: Unsecureds to Get 50% Over 60 Months
CHEFS' WAREHOUSE: Moody's Affirms B1 CFR, Outlook Stable
CLINTON NURSERIES: Gets Cash Collateral Access Thru Feb. 2020
COTTAGE CAR: Has Continued Cash Collateral Access Thru Jan. 2020
COTY INC: Moody's Alters Outlook on B2 CFR to Negative
CP#1109 LLC: No Impaired Classes Under 100% Plan
D & M LOGISTICS: Seeks to Continue Prepetition Factoring Agreement
DATTA MANGLAM: Court Conditionally Approves Disclosure Statement
DPW HOLDINGS: Issues New $935,772 Promissory Note to Lender
DPW HOLDINGS: Reports $10.3 Million Net Loss in Third Quarter
EMERALD HEALTH: Defaults on Equity Payment Under Sunfarm Agreement
EVERGREEN PALLET: Gets Continued Cash Collateral Use Thru Dec. 20
FISION CORP: Sept. 30 Quarter Results Cast Going Concern Doubt
FLOOR AND DECOR: Moody's Hikes CFR to Ba3, Outlook Stable
GROM SOCIAL: Incurs $879K Net Loss in Third Quarter
GTT COMMUNICATIONS: S&P Alters Outlook to Neg. on Elevated Leverage
HARBOR FREIGHT: S&P Affirms 'BB-' ICR; Outlook Negative
HOME TODAY: Bid Deadline Set for December 20
HOSPITAL ACQUISITION: Unsecureds Out of Money Under Plan
ICONIC BRANDS: Accumulated Deficit Casts Going Concern Doubt
INDRA HOLDINGS: Moody's Lowers CFR to Ca, Outlook Negative
INTERFACE NETWORK: Nov. 18 Hearing on Disclosure Statement
J-H-J INC: Seeks to Use SuperValu Cash Collateral
J. ASHTON DEVELOPMENT: Has Interim OK to Use Cash Collateral
JOY ENTERPRISES: Unsecured Creditors Secured by Assets
KCD IP LLC: Hilco IP To Hold Public Auction on Dec. 5
KHAN AVIATION: Trustee Seeks to Hire A.L. Mitchell as Accountant
KHRL GROUP: Plan to Pay 100% to Unsecured Creditors in 8 Years
KINNEY FARMS: Unsecureds get $50,000 Annually for 5 Years
LACONIA LLC: Sandy Spring Still Disclosures Still Need Changes
LAKESHORE FARMS: Unsecureds to Recover 21% Under Plan
LAREDO HOUSING: S&P Reinstates CCC+ Rating on Mortgage Rev. Bonds
LIFESTYLE YACHTS: Court Denies Cash Collateral Motion as Moot
MARINE BUILDERS: Dec. 10 Hearing on Disclosure Statement Set
MASTER LUBE: To Present Plan for Confirmation Dec. 17
MATTAMY GROUP: S&P Rates New $450MM Senior Unsecured Notes 'BB'
MD AMERICA ENERGY: S&P Affirms 'B-' ICR; Outlook Stable
MIDWEST BIOMEDICAL: Jan. 22 Hearing on Disclosure Statement
MJ HOLDINGS: Recurring Net Losses Cast Going Concern Doubt
MOLTO BENE: Italian Restaurant to Return 8% to Unsecured Creditors
MUSCLE MAKER: Incurs $2.3M Net Loss for Quarter Ended Sept. 30
NEST EXTENDED: Feb. 6 Filing Deadline for Plan and Disclosures
NEW BEGINNERS: Dec. 18 Hearing on Disclosure Statement Set
NORTH AMERICAN LIFTING: S&P Lowers ICR to 'CCC-'; Outlook Negative
NORTHCREST INC: Fitch Affirms BB+ Rating on 2018A/B Bonds
NORTHERN DYNASTY: Needs More Financing to Remain Going Concern
NOVA CHEMICALS: Fitch Lowers IDR to BB+, Outlook Negative
ORIGINCLEAR INC: Needs More Capital, Sales to Remain Going Concern
OWENS PRECISION: Gets Interim Court Nod on Cash Request
P&D INVESTMENTS: AIP Says Plan Outline Inadequate
PACIFIC GAS: Court Extends Deadline to File Fire Claims to Dec. 31
PATERSON SCHOOL: S&P Alters Revenue Bonds Outlook to Positive
PC-RA LLC: All Creditors Unimpaired Under Plan
PH BEAUTY HOLDING: S&P Alters Outlook to Stable, Affirms 'B-' ICR
PINE CREEK MEDICAL: LPPF Says Plan Disclosures Inadequate
PLATTSBURGH MEDICAL: Court Conditionally Approves Disclosure Statem
POET TECHNOLOGIES: Needs Additional Funds to Remain Going Concern
QUICKEN LOANS: S&P Alters Outlook to Stable, Affirms 'BB' ICR
QUITMAN COUNTY: Jan. 15 Hearing on Disclosure Statement
RORA LLC: Court Approves Disclosure Statement
SPARKS TOURISM 1: Moody's Rates $78MM 2019A Refunding Bonds Ba2
SPORTCO HOLDINGS: Files 4th Amended Plan & Disclosures
SPYBAR MANAGEMENT: Dec. 11 Hearing on Disclosure Statement Set
ST. JOHN'S RIVERSIDE HOSPITAL: S&P Cuts Rev. Bond Rating to 'CCC+'
STEARNS HOLDINGS: S&P Raises ICR to 'CCC' After Bankruptcy Exit
TELESAT CANADA: S&P Affirms 'BB-' ICR; Outlook Stable
TRAQIQ INC: Accumulated Deficit Casts Going Concern Doubt
UMATRIN HOLDING: Posts $14,662 Net Loss for Quarter Ended Sept. 30
UNITED HEATING: Taps Weiland Law Firm as Legal Counsel
WATER NOW: Significant Operating Losses Cast Going Concern Doubt
WELLS FARGO 2019-4: Moody's Assigns Ba2 Rating on Cl. B-4 Debt
WILBER'S BARBEQUE: Claims to be Paid From Sale Proceeds
WINNEBAGO INDUSTRIES: S&P Raises Secured Term Loan Rating to 'BB+'
ZENERGY BRANDS: Seeks to Hire Foley & Lardner as Legal Counsel
[*] Brian Whittman Joins Alvarez & Marsal's Restructuring Practice
[*] David Guess Joins Greenberg Traurig's Bankruptcy Practice
[*] Keith Costa Joins Drinker Biddle's Restructuring Group
[] Getzler Henrich Named to 2019 Outstanding Turnaround List
*********
BARNEYS NEW YORK: Assets Sold to B. Riley; Debtor Winding DOwn
---------------------------------------------------------------
Barneys New York, Inc., which has sold its principal assets, has
filed a liquidating plan.
On Oct. 16, 2019, the Debtors selected a bid submitted by
ABG-Barneys LLC as a "stalking horse" bid for substantially all of
the Debtors' assets. When no other qualified bids were received by
the bid deadline, the Debtors cancelled the auction but continued
to discharge their fiduciary duties by exploring and developing
alternative proposals, including a potential going concern
transaction. Despite the Debtors' best efforts, no such indication
of interest could be developed into a viable alternative, however.
On Oct. 31, 2019, the Bankruptcy Court approved the sale, and the
sale closed Nov. 1, 2019.
ABG-Barneys LLC is a wholly-owned subsidiary of B. Riley Financial,
Inc. B. Riley is a publicly traded, diversified financial services
company which takes a collaborative approach to the capital raising
and financial advisory needs of public and private companies and
high net worth individuals. Headquartered in Los Angeles with
offices in major U.S. financial markets, B. Riley consists of over
900 employees whose cross-platform expertise is mobilized to
provide a myriad of financial solutions.
Under the Purchase Agreement and related documents, the Purchasers
can assume certain costs and liabilities arising from and after the
date of assumption of any contracts, leases, and collective
bargaining agreements transferred or assumed and assigned pursuant
to the terms of the Sale Transaction. The designation period
generally continues until the earlier of the Confirmation Date or
the Sale Termination Date (i.e., no later than February 29, 2020).
The Purchasers also agreed to fund a $27 million wind down budget
pursuant to which the Debtors intend to satisfy their post-closing
obligations under the Purchase Agreement and other Sale Transaction
documents and bring these chapter 11 cases to conclusion.
The Plan contemplates that a Plan Administrator will be appointed
on the Effective Date to finalize the wind down the Debtors'
estates, monetize any remaining assets, and make distributions to
creditors in accordance with the Plan. The Plan Administrator will
be M-III Advisory Partners, LP, the Debtors' financial advisor, or
such other entity or individual appointed by the Debtors in
consultation with the Committee. Upon completion of the Wind Down,
the Plan Administrator will take steps to dissolve any remaining
Debtor entity. One or more Debtor may continue to exist after the
Effective Date only to facilitate the conclusion of the Wind Down
process.
Specifically, under the terms of the Plan, Holders of Claims and
Interests will receive the following treatment in full and final
satisfaction, compromise, settlement, release, and in exchange for,
such Holders' Claims and Interests:
* Holders of Allowed Other Secured Claims will be paid in full,
in cash on the Effective Date or otherwise provided treatment as to
render such Claims unimpaired.
* Except to the extent that a Holder of an Allowed Other
Priority Claim agrees to less favorable treatment, each such Holder
shall receive its Pro Rata share of the Other Priority Claims
Recovery on the Effective Date, or as soon as reasonably
practicable thereafter. •Each Holder of an Allowed Prepetition
Secured Claim shall receive a Pro Rata distribution of $25,000 on
the Effective Date or as soon as reasonably practicable thereafter.
* Each Holder of an Allowed General Unsecured Claim shall
receive its Pro Rata share of the General Unsecured Claim Recovery
on the Effective Date or as soon as reasonably practicable
thereafter. The total amount of unsecured claims is $[353.6]
million. The projected recovery less than 1%.
* Each Allowed Intercompany Claim, unless otherwise provided
for under the Plan, will either be Reinstated or canceled and
released at the option of the Debtors; provided that no
distributions shall be made on account of any such Intercompany
Claims.
* Intercompany Interests shall be settled, canceled, released,
and extinguished as of the Effective Date, and will be of no
further force or effect, and Holders of Intercompany Interests will
not receive any distribution on account of such Intercompany
Interests.
* Each Allowed Interest in Barneys shall be canceled, released,
and extinguished, and will be of no further force or effect and no
Holder of Interests in Barneys shall be entitled to any recovery or
distribution under the Plan on account of such Interests.
* Allowed Section 510(b) Claims, if any, will be settled,
canceled, released, and extinguished as of the Effective Date, and
will be of no further force or effect, and Holders of Allowed
Section 510(b) Claims will not receive any distribution on account
of such Allowed Section 510(b) Claims. The Debtors are not aware of
any valid Section 510(b) Claim and believe that no such Section
510(b) Claim exists.
In addition, Holders of Administrative Claims, Priority Tax Claims,
Other Priority Claims, Prepetition Secured Claims, and General
Unsecured Claims that vote to accept or do not object to the Plan
shall be deemed "Released Parties" and benefit from the Debtor
release. The compromises and settlements to be implemented pursuant
to the Plan preserve value by enabling the Debtors to swiftly
emerge from chapter 11. The Debtors believe that the Plan maximizes
stakeholder recoveries in these chapter 11 cases.
The Bankruptcy Court has scheduled the Confirmation Hearing for
January 24, 2020.
The Debtors seek the Bankruptcy Court's approval of the Plan and
urge all Holders of Claims entitled to vote to accept the Plan by
returning their Ballots so that Stretto, the Debtors' solicitation
agent actually receives such Ballots by the Voting Deadline, i.e.,
January 17, 2020 at 4:00 p.m. prevailing Eastern Time. Assuming
the Plan receives the requisite acceptances, the Debtors will seek
the Bankruptcy Court's approval of the Plan at the Confirmation
Hearing. If the Bankruptcy Court does not confirm the Plan or the
Plan is not consummated for any reason, the Plan shall serve as a
motion to dismiss these chapter 11 cases in accordance with the
Bankruptcy Code.
A full-text copy of the Disclosure Statement dated Nov. 15, 2019,
is available at https://tinyurl.com/rxgn8wc from PacerMonitor.com
at no charge.
About Barneys New York
Barneys New York -- https://www.barneys.com/ -- is a creative
destination for modern luxury retail, entertainment and dining.
Barneys is renowned for being a place of discovery for some of the
world's leading designers, and for creating the most discerning
edit across women's and men's ready-to-wear, accessories, shoes,
jewelry, cosmetics, fragrances, and home. Barneys' signature
creativity and style comes to life through its innovative concepts
and experiences, imaginative holiday campaigns, famed window
displays, and exclusive activations. Barneys also operates its
iconic restaurants, Freds at Barneys New York, serving an
Italian-inspired and contemporary American menu within four of its
flagship stores.
Barneys New York, Inc., and four affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in
Poughkeepsie, N.Y. The cases are assigned to Judge Cecelia G.
Morris.
Barneys disclosed $457 million in assets and $377 million in
liabilities as of July 6, 2019.
The Debtors tapped Kirkland & Ellis LLP as legal advisor, Houlihan
Lokey as financial advisor, M-III Partners, L.P., as restructuring
advisor, and Katten Muchin Rosenman LLP as conflicts counsel.
Bankruptcy Management Solutions, Inc., which conducts business
under the name Stretto, is the claims agent.
19 HIGHLINE: Unsecured Creditors Unimpaired in Churchill Plan
-------------------------------------------------------------
19 HighLine Development LLC and Project 19 Highline LLC own a
partially redeveloped building near the HIghline section of midtown
Manhattan at 435-437 19th Street, New York, New York. It was
founded as special purpose vehicle for the sole purpose of
acquiring and developing the property. The project contemplates
construction of high end residential condominiums, with a full
"sell-out price" of approximately $60 million or more. The project
remains incomplete. As of the Petition Date, Churchill is owed
$41,321,819 for loans used to finance the project.
While Churchill initially filed a motion seeking the appointment of
a Chapter 11 trustee, Churchill and the Debtors reached a global
deal on a proposed plan of reorganization.
Churchill Real Estate Fund LP, Specialty Credit Holdings, LLC and
Silver Point Select Opportunities Fund A, L.P., have proposed a
joint plan of reorganization for the resolution of the outstanding
claims against, and equity interests in 19 HighLine Development LLC
and Project 19 Highline LLC.
Churchill is only willing to fund the Plan under this Combined Plan
and Disclosure Statement, and therefore there is the potential that
at auction there will be no funds available for either
administrative or unsecured creditors. As a result, in the absence
of the Plan, the Debtor believes that the estate would have fewer
funds to be distributed in a hypothetical Chapter 7 liquidation
than it would if the Combined Plan and Dislcosure Statement is
confirmed.
Under the Plan, holders of prepetition loan secured claims
(Churchill) in Class 3 will receive 100% of the New Class A Units
in Reorganized HoldCo. General unsecured claims in Class 4 are
unimpaired and will be paid in full in cash on the Effective Date.
Holders of equity interests in Development in Class 5 will receive
100% of the New Class B Units in Reorganized HOldCo and and the
interests in the Litigation Trust.
The Debtors will fund distributions under the Plan, with the
proceeds of the New Project Loan in an amount up to $20,000,000.
The New Project Loan will bear interest at a rate of 20% per
annum.
A full-text copy of the Combined Disclosure Statement and Plan of
Reorganization dated November 6, 2019, is available at
https://tinyurl.com/wchgmb8 from PacerMonitor.com at no charge.
Counsel to Churchill:
Robert K. Dakits
Morrison Cohen LLP
909 Third Ave. 27th Floor
New York, New Yotk 10022
Telephone: (212) 735-8600
About 19 Highline Development and
Project 19 Highline
19 Highline Development LLC owns a 100% membership interest in
Project 19 Highline Development LLC, which owns a condominium
development project located at 435-437 19th Street, New York. The
project contemplates construction of high-end residential
condominiums, with a full "sell-out price" of approximately $60
million.
19 Highline Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-12714) on Sept.r 7,
2018. On April 5, 2019, Project 19 Highline LLC filed a Chapter
11
petition (Bankr. S.D.N.Y. Case No. 19-11068).
At the time of the filing, 19 Highline had estimated assets of
between $10 million and $50 million and liabilities of between $1
million and $10 million. Meanwhile, Project 19 Highline disclosed
$55 million in assets and $40.46 million in liabilities.
The cases are assigned to Judge Michael E. Wiles.
Goldberg Weprin Finkel Goldstein LLP is the Debtors' legal counsel.
4LESS GROUP: Insufficient Revenues Cast Going Concern Doubt
-----------------------------------------------------------
The 4LESS Group, Inc. disclosed in its Form 10-Q filed with the
U.S. Securities and Exchange Commission on November 20, 2019, that
it has a net income of $246,579 on $2,059,700 of revenue for the
three months ended July 31, 2019, compared to a net loss of
$164,187 on $2,052,419 of net revenues for the same period in
2018.
At July 31, 2019, the Company had total assets of $1,148,274, total
liabilities of $6,699,393, and $5,551,119 in total stockholders'
deficit.
The Company has incurred cumulative losses through July 31, 2019 of
$19,255,805 and has a working capital deficit at July 31, 2019 of
$5,758,110. As of July 31, 2019, the Company only had cash and
cash equivalents of $53,141 and had short-term debt in default.
The short-term debt agreements provide legal remedies for
satisfaction of defaults, none of the lenders to this point have
pursued their legal remedies. These conditions raise substantial
doubt about the Company's ability to continue as a going concern
for a period of one year from the date that the financial
statements were issued.
The potential proceeds from the sale of common stock and other
contemplated debt and equity financing, and increases in operating
revenues from new development and business acquisitions might
enable the Company to continue as a going concern. However,
revenues have not been sufficient to cover operating costs that
would permit the Company to continue as a going concern
historically and there can be no assurance that the Company can or
will be able to complete any debt or equity financing, or develop
or acquire one or more business interests under favorable terms.
The Company plans to grow revenues through the funding provided by
investors through the issuance of debt and equity as well as
strategic leveraging of its online brands. The financial
statements do not include any adjustments that might result from
the outcome of this uncertainty.
A copy of the Form 10-Q is available at:
https://is.gd/sGDx4i
The 4LESS Group, Inc. operates as an e-commerce auto and truck
parts sales company. It offers exhaust systems, suspension systems,
wheels, tires, stereo systems, truck bed covers, and shocks. The
company is headquartered in Las Vegas, Nevada.
999 BRUSH CREEK: Has Funds for Project; Sales to Fund Payments
--------------------------------------------------------------
999 Brush Creek Road, LLC, filed a Plan of Reorganization that
provides for the use of all assets of the Estate to fund a classic
"waterfall" distribution scheme.
999 Brush Creek Road, LLC, was formed for the sole purpose of the
development of a luxurious single family home located between Aspen
and Snowmass Village, Pitkin County, Colorado (the "Project"). The
Project is expected to be completed four months after the receipt
of financing as outlined in the Debtor's proposed DIP financing
documents. The delay is because of the winter conditions
experienced in the area in which the residence is located from
December until April. The improvements as outlined in Debtor's
Motion for Authority to Obtain Postpetition Financing are
construction of a Foyer at the outside of the front door of the
residence, extensive landscaping of the property on which the
residence sits and the paving of the driveway from Brush Creek Road
to the residence. The completion of the Project is dependent upon
the Bankruptcy Court's approval of the Debtor's Motion for DIP
financing through EFO Financial Group. The Debtor's Property is
subject to a mortgage in favor of A&D Mortgage, LLC, a Florida
limited liability company ("A&D") as a first position lien interest
in the Debtor's Property. A&D subsequently assigned its first
position lien interest to Okean Investments of Florida, Inc.
("Okean").
The Debtor has attempted to continue completion of the project to
the best of its ability. However, completion of the project will
not be possible absent Court approved DIP financing and/or some
other financial mechanism which would allow the Debtor to finish
the project. The Debtor anticipates the Motion being ready to be
set for hearing by the Bankruptcy Court sometime after Nov. 25,
2019.
The Debtor plans to file an application with the Court to employ a
Real Estate Marketing Firm in order to market and sell the Real
Estate in a timely fashion. Said application will be filed shortly
after Nov. 18, 2019.
Under the Plan, holders of unsecured claims in Class 5 will only be
paid after Class 1: Priority Claims, Class 2: Secured Claims of
EFO, Class 3: Secured Claims of Okean Investments of Florida, Inc.,
and Class 4 Pitkin County Tax Collector are paid in full. The
holders of allowed unsecured claims will receive cash distributions
in an amount equal to 90% percent of their allowed unsecured claims
after all units are sold.
Equity interests will remain in effect but holders will receive no
distributions on account of their equity interests in the Debtor
until all allowed claims have been paid in full.
A full-text copy of the Disclosure Statement dated Nov. 11, 2019,
is available at https://tinyurl.com/vtes484 from PacerMonitor.com
at no charge.
Attorney for the Debtor:
John D. LaSalle
166 Juniper Trl
Carbondale, CO 81623
Tel.: (970) 379-3379
Fax: (970) 963-1576
lasalle@sopris.net
About 999 Brush Creek Road
999 Brush Creek Road LLC, a privately held company engaged in
activities related to real estate, sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 19-16888) on
Aug. 12, 2019. At the time of the filing, the Debtor had estimated
assets of between $10 million and $50 million and liabilities of
between $1 million and $10 million. The case is assigned to Judge
Joseph G. Rosania Jr. The Debtor tapped John D. LaSalle, Esq., as
its bankruptcy attorney.
AAGS HOLDINGS: Exit Financing, Equity Investment to Pay Off Claims
------------------------------------------------------------------
According to its Second Amended Disclosure Statement, AAGS Holdings
LLC is seeking approval of its Second Amended Plan of
Reorganization, which provide that an exit financing in an amount
up to $29,750,000, which, along with an equity contribution from
the Debtor's existing members of approximately $3,850,000 and an
equity contribution from its new Churchill member in the amount of
$250,000, there will be sufficient funds to make all payments
required under the Plan, including funding the Purchase Price,
payments to all creditors under the Plan (including professionals
and reserves for disputed claims), payment of the fees and interest
reserves required in connection with the proposed exit financing
and the payment of the carrying costs for the property through the
maturity date of the Exit Financing. Based upon the foregoing,
upon the occurrence of the Effective Date, the Debtor will be able
to immediately close on the acquisition of the Property pursuant to
the APS under the terms of the Plan.
Under the Plan, holders of general unsecured claims owed $593,861
are unimpaired. They will receive cash equal to the allowed amount
of the claim plus accrued postpetition interest at the Federal
Judgment Rate on the Effective Date.
Equity holders will retain their interests.
A full-text copy of the Second Amended Disclosure Statement dated
Nov. 11, 2019, is available at https://tinyurl.com/sx8nr4s from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
A. Mitchell Greene
ROBINSON BROG LEINWAND GREENE
GENOVESE & GLUCK P.C.
875 Third Avenue
New York, New York 10022
(212) 603-6300
About AAGS Holdings
AAGS Holdings LLC sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 19-13029) on Sept. 20, 2019. Robinson Brog Leinwand
Greene Genovese & Gluck P.C. is the Debtor's counsel.
AAGS Holdings is a a limited liability company currently under
contract to purchase the real property located at 23-10 Queens
Plaza South, Queens, New York. The property is currently owned by
QPS 23-10 Development LLC ("Seller"). The Debtor and Seller
entered into an Agreement of Purchase and Sale dated July 17, 2019
(the "APS") to sell the Property to the Debtor for a purchase price
of $27,500,000, with closing scheduled for Sept. 20, 2019. The
Debtor's emergency filing was precipitated by the Debtor's need for
additional time to consummate the APS with the Seller and to avoid
losing its rights under the APS and its $100,000 deposit.
ABR BUILDERS: Kunofskys Opposes 3rd Party Releases in Plan
----------------------------------------------------------
Glen and Alison Kunofsky (the "Kunofskys") filed an objection to
approval of the Disclosure Statement relating to ABR Builders LLC's
Plan of Reorganization.
The Kunofskys avers that the Debtor's Disclosure Statement does not
contain adequate information that would enable a hypothetical
investor to make an informed judgment about the Plan, and the
impermissible third party release contained in the Plan renders the
Plan patently unconfirmable.
The Kunofskys add that:
* the Disclosure Statement does not contain any information to
support the Debtor's projected operating income.
* The Disclosure Statement does not adequately disclose
information regarding litigation claims.
According to the Kunofskys, the Disclosure Statement should not be
approved because the Plan contains an impermissible third-party
release, which makes the Plan unconfirmable as a matter of law.
"As Metromedia teaches, the circumstances here must be "rare,"
"unique," or "unusual" in order to justify the third-party release
under the Debtor's Plan, which would benefit the non-debtor
Guarantor. But such is not the case here. This is a simple
chapter 11 case, in which the principal of the Debtor gave a
personal guarantee to guarantee the completion of work under the
Contract and Amendment and the repayment of any advanced retainages
under the Amendment. To provide the Guarantor a permanent
injunction against prosecution would require the Court in this case
to ignore the Second Circuit's binding mandate that third party
releases and injunctions be reserved for unusual circumstances,"
counsel for the Kunofskys said.
Counsel for Glen and Alison Kunofsky:
Paul A. Rubin
Hanh V. Huynh
RUBIN LLC
345 Seventh Avenue, 21st Floor
New York, New York 10001
Tel: 212.390.8054
Fax: 212.390.8064
E-mail: prubin@rubinlawllc.com
hhuynh@rubinlawllc.com
About ABR Builders
ABR Builders -- http://abrbuilders.com/-- is a general contractor
serving New York City and the adjoining areas. Since its founding
in 1995, the Company has constructed high-end residential houses
and commercial projects such as private medical clinics. ABR
manufactures all custom architectural, structural, and interior
components through its in-house resources. At the time of filing,
the estimated assets and debts are $1 million to $10 million.
ABR Builders LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 19-11041) on April 4, 2019. The Debtor was estimated to have
$1 million to $10 million in assets and liabilities as of the
bankruptcy filing. Leo Fox, Esq., in New York, serves as counsel
to the Debtor.
ABSOLUTE DIMENSIONS: Dec. 19 Plan Confirmation Hearing Set
----------------------------------------------------------
The Court approved the Disclosure Statement of Absolute Dimensions,
LLC, as containing adequate information.
An evidentiary hearing to consider confirmation of the Chapter 11
Plan will be held by the Court at the United States Courthouse, 401
North Market, Room 150, Wichita Kansas on December 19, 2019 at
10:30 a.m.
Objections to the Chapter 11 Plan shall be filed on or before Dec.
16, 2019.
Dec. 16, 2019 is fixed as the last day for receipt and acceptances
or rejections of the Chapter 11 Plan.
About Absolute Dimensions
Founded in 2004, Absolute Dimensions, LLC --
https://www.absolutedimensions.com/ -- is machine parts
manufacturer and supplier in Wichita, Kansas.
Absolute Dimensions filed a voluntary Chapter 11 petition (Bankr.
D. Kan. Case No. 19-10489) on March 29, 2019. In the petition
signed by Stephen Brittain, managing member, Absolute Dimensions
estimated less than $50,000 assets and less than $10 million debt.
Judge Robert E. Nugent oversees the case. W. Thomas Gilman, Esq.,
at Hinkle Law Firm, LLC, is the Debtor's counsel.
ACPRODUCTS INC: S&P Puts 'B' ICR on CreditWatch Developing
----------------------------------------------------------
S&P Global Ratings placed all its ratings on Texas-based ACProducts
Inc. (ACPI), including its 'B' issuer credit rating and issue-level
ratings, on CreditWatch with developing implications.
The CreditWatch placement follows the announcement that ACProducts
plans to acquire Masco Cabinetry from Masco Corp. The transaction
is valued at $1 billion, which is expected to be funded by $850
million cash and $150 million of preferred stock.
S&P expects to resolve the CreditWatch after it assesses the impact
of the acquisition on ACProducts' business, financial policies, and
capital structure, including a determination of the rating agency's
treatment of the preferred equity for ratio purposes. S&P's
assessment will also consider the business risk of the combined
entity, integration risk of combining two cabinet manufacturers,
and risks of achieving the estimated synergies.
CreditWatch with developing implications reflects the potential S&P
could affirm, raise, or lower the rating depending its assessment
of the impact of the acquisition on the company's business and
capital structure.
If the capital structure (including whether S&P views the preferred
equity as debt or equity) results in a material deleveraging of
ACProducts' balance sheet, and it views the company's business risk
as significantly enhanced, the rating agency could raise its rating
one notch.
"If completion of transaction results in leverage increasing well
above current levels combined with high integration risk, we could
lower the ratings," S&P said.
"Finally, we could affirm the rating if we view the impact on
leverage and the company's business to be largely neutral," the
rating agency said.
ADVANCE CASE: December 18 Confirmation Hearing
----------------------------------------------
Advance Case Parts, Inc., will seek confirmation of its Chapter 11
Plan and final approval of its Disclosure Statement on Dec. 18,
2019.
On Nov., 15, 2019, the bankruptcy judge granted conditional
approval of the Disclosure Statement and ordered that:
* Hearing on final approval of Amended Disclosure Statement,
Confirmation hearing and hearing on fee applications will be held
on Dec. 18, 2019 at 11:00 a.m. in United States Bankruptcy Court,
299 East Broward Blvd, Room 308, Ft. Lauderdale, FL 33301.
* The deadline for objections to claim is Dec. 4, 2019.
* The deadline for filing ballots accepting or rejecting plan is
Dec. 11, 2019
* The deadline for objections to confirmation of the Plan is Dec.
13, 2019
* Deadlines for objections to final approval of amended
disclosure statement is Dec. 13, 2019.
According to the Amended Disclosure Statement, the Debtor is
proposing a Chapter 11 plan that provides that holders of allowed
unsecured claims totaling $6,146,452 will be entitled to receive
their pro rata share of $550,000 to be paid over a period of five
and a half years. The projected recovery for the class is 23%.
As to equity interest holders, all outstanding shares will be
cancelled. The Plan Co-obligor will acquire 100% of Debtor's stock
in exchange for a $100,000 nonrefundable deposit and co-obligation
to secured obligations of Debtor and obligations under Plan to pay
allowed administrative claims and allowed unsecured claims.
A full-text copy of the Disclosure Statement dated Nov. 15, 2019,
is available at https://tinyurl.com/wbkfd9z from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Eyal Berger
AKERMAN LLP
350 E. Las Olas Blvd., Suite 1600
Fort Lauderdale, Florida 33301
Tel: 954-463-2700
Fax: 954-463-2224
E-mail: eyal.berger@akerman.com
About Advance Case Parts
Advance Case Parts, Inc. -- http://www.advancecaseparts.com/--
specializes in service and repair of all supermarket or
food-service equipment. It serves the Southeastern part of the
United States, the Caribbean, and South and Central America.
Advance Case Parts sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-14930) on April 16,
2019. At the time of the filing, the Debtor was estimated to have
assets between $1 million and $10 million and liabilities of the
same range. The case has been assigned to Judge Raymond B. Ray.
Akerman LLP is the Debtor's legal counsel.
ARBOR PHARMACEUTICALS: S&P Alters Outlook to Neg., Affirms 'B' ICR
------------------------------------------------------------------
S&P Global Ratings affirmed the 'B' long-term issuer credit rating
and 'B' senior secured issue-level rating on Atlanta-based Arbor
Pharmaceuticals Inc., but revised the outlook to negative from
stable.
The outlook revision reflects risk to S&P's view of Arbor's
long-term business prospects over the next 12 months, partly due to
product development setbacks.
The company recently received two complete response letters (CRLs)
for recent FDA submissions intended to extend the lifecycle of
current products, exposing BiDil and potentially Nymalize
(depending on the success of in-progress lifecycle management)to
generic competition in 2020. The company intends to file a number
of applications with the FDA in the fourth quarter of 2019, but
given Arbor's recent poor development track record, the company's
long-term growth prospects are uncertain. S&P believes it is
critical for Arbor to successfully launch new products over the
next 12-36 months because the company's core portfolio is maturing,
and the rating agency believes the company will have to demonstrate
long-term revenue sustainability to refinance its secured term loan
that matures in 2023."
The negative outlook reflects the risk that Arbor business
continues to erode amid product development setbacks and
manufacturing issues. S&P currently believes Arbor will
successfully file several applications with the FDA in the fourth
quarter of 2019 and will receive FDA approval in 2020 for drugs in
ADHD, pediatrics, and hospital areas. In its base-case scenario,
revenue declines in the mid-single digits, free cash flow is about
$25 million annually, and leverage is in 6x-7x range.
S&P said it could consider a lower rating if Arbor fails to launch
new products over the next 12 months in order to stabilize revenue
amid patent expirations and volume erosion of legacy products. In
this scenario, the rating agency would revise its view of Arbor's
business lower.
"We could also consider a lower rating if product sales miss our
expectations resulting in adjusted debt leverage in the 7.5x-8x
range and free cash flow below $25 million. Alternatively, we could
consider a lower rating if Arbor makes an acquisition or
partnership agreement that is not immediately accretive to EBITDA
but depletes its cash balance or requires debt financing," S&P
said.
"We could revise the outlook to stable if Arbor successfully gains
approval for multiple pipeline products in 2020 and grow EBITDA and
cash flow from cost cutting. In this scenario, we would expect
leverage in the 6x area and free cash flow of about $30 million or
more," the rating agency said.
ATLANTIC CITY, NJ: S&P Raises GO Debt Rating to 'BB-'; Outlook Pos.
-------------------------------------------------------------------
S&P Global Ratings has raised its long-term and underlying ratings
two notches to 'BB-' from 'B' on Atlantic City, N.J.'s general
obligation (GO) debt and service contract-backed obligations with
the Atlantic City Municipal Utilities Authority. The outlook is
positive.
"The upgrade reflects our opinion of the city's improved operating
environment and structural financial improvement following the
settlement of outstanding tax appeals and other payables, easing
concerns over liquidity and the city's ability to produce balanced
operating results, despite its economic challenges, in the near
term," said S&P Global Ratings credit analyst Victor Medeiros. The
upgrade also reflects the continuation of extensive state
oversight, which S&P believes provides the city the necessary
support required to withstand a modest level of stress and meet its
financial obligations--in line with other 'BB' category rated
peers.
"The positive outlook reflects our view that Atlantic City is
likely to realize stable financial performance, increased reserves
levels, and improved liquidity over our two-year outlook period,
largely reflecting continued state oversight and contingent on
economic stability," said Mr. Medeiros.
The full faith, credit and taxing power of the city secures its GO
bonds payable from ad valorem taxes levied on all real property
within the city without limitation as to rate or amount.
Net revenues of the authority's water system secure the authority
bonds. The bonds are additionally secured by a service agreement
between Atlantic City and the authority, whereby the city agrees to
pay annual charges to make up the authority's revenue deficiencies
so that the authority will have sufficient revenues to pay
operations and maintenance, as well as debt service, among other
items.
AVEANNA HEALTHCARE: S&P Affirms 'B-' Issuer Credit Rating
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Aveanna Healthcare, which currently plans to acquire Maxim Health
Service Inc.'s home care services division for $1.16 billion.
The acquisition will be partially funded with $805 million in new
debt, consisting of $560 million in additional first-lien debt and
$245 million in an additional second-lien term loan.
Meanwhile, S&P assigned its 'B-' issue-level rating to the proposed
$560 million senior secured first-lien debt. The recovery rating is
'3', indicating S&P's expectation for meaningful recovery (50%-70%;
rounded estimate: 55%) in the event of a payment default.
S&P assigned a 'CCC' issue-level rating to the proposed $410
million second-lien term loan. The recovery rating is '6',
indicating S&P's expectation for negligible recovery (0%-10%;
rounded estimate: 0%) in the event of a payment default. The $410
million second-lien term loan consists of $245 million of new debt
and $165 million from Aveanna's existing $240 million second-lien
term loan that will roll in to the new facility.
S&P's rating affirmation reflects Aveanna's increased size, scale,
and business diversity following the Maxim acquisition, offset by
the high leverage of 8.1x in 2020 and 7.2x in 2021 and the rating
agency's expectation of a modest discretionary cash flow deficit in
2020. It believes the Maxim transaction will diversify Aveanna's
business, reducing its Texas exposure to 17% of revenue (from 29%)
while increasing its presence to 34 states (from 23). However, the
company has a limited operating history, narrow operating focus in
a highly competitive industry, and significant government
reimbursement concentration, with Medicaid and Medicare
representing 74% and 7%, respectively, of the payor mix. S&P views
the company's significant exposure to government reimbursement as a
major risk as it sees ongoing pressure to contain health care
spending. Reimbursement rates for Aveanna's pediatric services are
typically stable, but in recent years the company has experienced
several sizeable reimbursement cuts in other therapy areas in
Texas. While some of the rate cuts have recently been partially
restored, along with a sizeable rate increase in California in
2018, S&P continues to view rate cut risk as a key risk for the
company.
The negative rating outlook on Aveanna reflects S&P Global Ratings'
view that the company's very high leverage, combined with execution
risks, leaves little room for error as the company seeks to improve
EBITDA such that the company can generate sustained positive
discretionary cash flow. These risks are related to the integration
of recent and pending acquisitions, the challenging reimbursement
environment, and significant exposure to government payers.
"We could consider a downgrade if the company encounters prolonged
integration issues and fails to improve its margins and cash flows.
We could also lower the rating should the company's leverage remain
very high. A large cut to Medicaid reimbursement that results in
adjusted EBITDA margins remaining below 8%, a level at which we
believe the company would experience sustain cash flow deficits,
could also lead to a lower rating," S&P said.
"We could revise the outlook to stable if the company successfully
integrates the Maxim acquisition and shows a commitment to
maintaining leverage below 9x and positive discretionary cash flow
in 2020 and beyond," the rating agency said.
BAYOU STEEL: Gets Final Nod to Use Cash Collateral
--------------------------------------------------
Judge Karen B. Owens authorized Bayou Steel BD Holdings, L.L.C.,
and debtor affiliates to use cash collateral on a final basis to
and including the earlier of (a) Dec. 20, 2019 at 5:00 p.m. Eastern
Time, or (b) the occurrence of a termination event, pursuant to the
13-week budget approved by the Court. The Final Order was pursuant
to a stipulation reached between the Debtors and Bank of America,
N.A., as administrative agent for itself and the Pre-petition
Lenders.
The Court ruled that:
* the Prepetition Secured Parties are granted a valid, binding,
continuing, enforceable, fully perfected, unavoidable replacement
lien on, and security interest in all of the Debtors' assets and
properties, provided that the Adequate Protection Liens will be
first priority but subject to (x) any valid, perfected, and
unavoidable liens in the Debtors' property as of the Petition Date
and (y) any valid and unavoidable liens on the Debtors' property
for amounts outstanding as of the Petition Date that are perfected
after the Petition Date as permitted by Section 546(b) of the
Bankruptcy Code.
* the Adequate Protection Obligations due to the Pre-Petition
Secured Parties will also constitute allowed joint and several
super priority administrative claims against each of the Debtors
and their respective estates to the extent of any decrease in value
to the extent provided in Section 507(b) of the Bankruptcy Code.
* the Debtors will pay the Pre-Petition Agent, for the benefit
of the Pre-Petition Lenders, (i) adequate protection payments, in
an amount equal to all accrued and unpaid pre-petition or
post-petition interest at the applicable post-default rate and any
other fees and costs due and payable under the Pre-Petition Claim
Documents on the last business day of each calendar week after the
entry of this Cash Collateral Order.
* the Debtor will pay out of the cash collateral all interest,
fees, costs, and expenses, including reasonable attorneys' fees and
expenses and reasonable financial advisors' fees and expenses, due
at any time to the Pre-Petition Secured Parties that are incurred
as a result of the Debtors' Chapter 11 Cases, on no less frequently
than a weekly basis, up to the aggregate amount for such Lenders'
Costs set forth in the Budget or, if greater than such amount in
the Budget, only if approved in writing by the Pre-Petition Agent.
* budgeted amounts for fees and expenses of Professional Persons
for periods prior to the delivery by the Pre-Petition Agent of a
Carve Out Trigger Notice pursuant to the Final Cash Collateral
Order will be deposited weekly into a segregated account of the
Debtors with the Pre-Petition Agent and held to fund Allowed
Professional Fees of Professional Persons benefiting from the Carve
Out and incurred prior to such delivery of a Carve Out Trigger
Notice with any such excess funds in the Professional Fee Reserve
being subject to the respective interests of the Pre-Petition Agent
and the Pre-Petition Lenders.
* the Carve Out includes (i) all fees payable to the Clerk of
the Court and to the U.S. Trustee, plus applicable interest at the
statutory rate; (ii) all reasonable fees and expenses up to $25,000
incurred by a trustee under Section 726(b) of the Bankruptcy Code
section; (iii) all allowed professional fees; (iv) Allowed
Professional Fees of Professional Persons in an aggregate amount,
after application of all retainers, of up to $50,000 incurred on or
after the first business day following delivery of the Carve Out
Trigger Notice.
A copy of the Final Order is available at https://is.gd/2Q2Lel
from PacerMonitor.com free of charge.
About Bayou Steel
Bayou Steel BD Holdings, L.L.C., is a North American company
focused on the production of long carbon steel products. The
Company manufactures beams, angles, channels, flats, round bars,
and square bars. Bayou Steel Group -- https://bayousteelgroup.com/
-- was formed in 2016 and is headquartered in La Place, Louisiana.
Bayou Steel BD Holdings, L.L.C., BD Bayou Steel Investment, L.L.C,
and BD LaPlace, LLC sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 19-12153) on Oct. 1, 2019.
The Hon. Karen B. Owens is the case judge.
The Debtors tapped POLSINELLI PC as counsel; and CANDLEWOOD
PARTNERS, LLC, as financial advisor and investment banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
BEASLEY BROADCAST: S&P Lowers ICR to 'B' on Elevated Leverage
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Beasley
Broadcast Group Inc. to 'B' from 'B+' following the company's
announcement that it has acquired the Houston Outlaws, an e-sports
team in Activision Blizzard's Overwatch League.
S&P also lowered its issue-level rating on Beasley's senior secured
credit facility to 'B+' from 'BB-'. The '2' recovery rating remains
unchanged.
The downgrade reflects S&P's view that the company will continue to
prioritize growth acquisitions over debt repayment, keeping
leverage in the high-4x area. Despite leverage being elevated
after the WXTU-FM acquisition in 2018, the company acquired WDMK-FM
in June 2019 for $13.5 million and recently acquired the Outlaws.
Before the Outlaws acquisition and pro forma for a full year of
WDMK-FM, leverage was 5.1x as of Sept. 30, 2019. While S&P still
expects Beasley Broadcast Group Inc. to generate discretionary cash
flow of $10 million-$15 million annually, the rating agency
believes the company will likely continue to prioritize tuck-in
acquisitions over voluntary debt reduction to support its radio,
digital, or e-sports businesses.
The stable outlook reflects S&P's expectation that leverage will
remain in the high-4x area over the next year as the company
continues to prioritize growth acquisitions over voluntary debt
repayment.
"We could lower the rating if a deterioration in operating
performance related to lower audience ratings or an unexpected
acceleration in the decline of broadcast radio advertising revenue
due to a recession limits the company's ability to maintain
leverage below 5.5x and maintain at least a 15% margin of EBITDA
compliance with its net leverage covenant. A downgrade could also
occur if the company pursues large debt-financed acquisitions that
increase leverage above 5.5x," S&P said.
"We could raise the rating if the company reduces leverage below
4.5x and commits to sustaining leverage below that level. This
would likely require the company to use most of its free cash flow
for debt reduction and to forego any further acquisitions until
leverage is well below 4.5x. We could also raise the rating if
Beasley better diversifies its revenue sources, expands EBITDA
margins, or the radio industry returns to modest sustainable
growth," the rating agency said.
BROWNIE'S MARINE: Incurs $322K Net Loss for Sept. 30 Quarter
------------------------------------------------------------
Brownie's Marine Group, Inc. filed its quarterly report on Form
10-Q, disclosing a net loss of $321,964 on $841,413 of total net
revenues for the three months ended Sep. 30, 2019, compared to a
net loss of $49,792 on $887,730 of total net revenues for the same
period in 2018.
At Sep. 30, 2019, the Company had total assets of $1,784,630, total
liabilities of $1,680,692, and $103,938 in total stockholders'
equity.
The Company said, "We incurred net losses for the nine months ended
September 30, 2019 and 2018 of $826,315 and $376,935, respectively.
The Company had an accumulated deficit as of September 30, 2019 of
$11,009,093.
"Because the Company believes that existing operational cash flow
may not be sufficient to fund presently anticipated operations,
this raises substantial doubt about our ability to continue as a
going concern. Therefore, the Company will continue to raise
additional funds as needed and is currently exploring alternative
sources of financing. The Company has issued a number of common
shares and convertible debentures as an interim measure to finance
working capital needs and may continue to raise additional capital
through sale of restricted common stock or other securities or
obtaining short term loans.
"If BWMG fails to raise additional funds when needed, or does not
have sufficient cash flows from sales, it may be required to scale
back or cease operations, liquidate assets and possibly seek
bankruptcy protection. The accompanying consolidated financial
statements do not include any adjustments that may result from the
outcome of these uncertainties."
A copy of the Form 10-Q is available at:
https://is.gd/7GX1bd
Brownie's Marine Group, Inc., together with its subsidiaries,
designs, tests, manufactures, and distributes recreational hookah
diving, yacht based scuba air compressor and nitrox generation
systems, and scuba and water safety products in the United States
and internationally. It also develops, manufactures, and sells high
pressure air and industrial gas compressor packages. The company
sells its products on wholesale basis to retail dive stores, marine
stores, and shipyards; and retails its products to boat owners,
recreational divers, and commercial divers, as well as through the
Internet. Brownie's Marine Group, Inc. was founded in 1981 and is
headquartered in Pompano Beach, Florida.
CARBUCKS OF CAROLINA: Unsecureds to Get 50% Over 60 Months
----------------------------------------------------------
Carbucks of Carolina, Inc., filed a plan of reorganization and a
disclosures statement.
The Plan provides that non-insider general unsecured creditors with
allowed claims are classified in Class 2 and will receive a
distribution equal to approximately 50% of their allowed claims if
allowed by the Court or agreed to by the Debtor. The non-insider
general unsecured creditors with an allowed claim, shall be paid by
the Debtor in equal monthly installments over the 60-month term of
the Plan.
Insider general unsecured creditors agree to subordinate their
claims until non-insider allowed claims are paid their 50%
distribution and will receive no Class 2 distributions but will be
eligible to vote.
Unsecured claims total $1,378,805 of which $1,186,157 consists of
the insider/affiliate unsecured claims.
Payments and distributions under the Plan will be funded by the
post confirmation proceeds, cash flow from operations and future
income.
A full-text copy of the Disclosure Statement dated Nov. 15, 2019,
is available at https://tinyurl.com/tvz7k94 from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Alberto F. Gomez, Jr.
JOHNSON, POPE, BOKOR,
RUPPEL & BURNS, LLP
401 E. Jackson Street, Ste. 3100
Tampa, FL 33602
Telephone: 813-225-2500
Facsimile: 813-223-7118
E-mail: Al@jpfirm.com
About Carbucks of Carolina
Carbucks of Carolina, Inc. -- http://www.carbuckscorp.com/-- is a
car and vehicle title loan company operating in Georgia, South
Carolina, and Delaware, and nationally with its online title
lending service. The company provides financing based on the value
of its clients' cars, truck commercial vehicles, boats, and
motorcycles.
Carbucks of Carolina filed a voluntary Chapter 11 petition (Bankr.
M.D. Fla. Case No. 19-06503) on July 10, 2019. In the petition
signed by Philip Heitlinger, president, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.
Alberto F. Gomez Jr., Esq., at Johnson Pope Bokor Ruppel & Bums,
LLP, represents the Debtor.
CHEFS' WAREHOUSE: Moody's Affirms B1 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service affirmed The Chefs' Warehouse, Inc.'s
Corporate Family Rating at B1 and Probability of Default Rating at
B1-PD. In addition, Moody's upgraded its Chefs' senior secured bank
credit facility to B1 from B2. Chef's SGL-2 Speculative Grade
Liquidity rating remained unchanged. The outlook is stable.
"The upgrade of the senior secured bank credit facility reflects
Chefs' issuance of $150 million of convertible senior notes which
increases the amount of the junior debt within its capital
structure," stated Christina Boni, Moody's Senior Credit Officer.
"Our rating reflects the assumption that excess cash will continue
to be deployed toward acquisitions which remain integral to its
business model or toward debt reduction," stated Boni.
Upgrades:
Issuer: The Chefs' Warehouse, Inc.
Senior Secured Bank Credit Facility, Upgraded to B1 (LGD3) from B2
(LGD4)
Affirmations:
Issuer: The Chefs' Warehouse, Inc.
Probability of Default Rating, Affirmed B1-PD
Corporate Family Rating, Affirmed B1
Outlook Actions:
Issuer: The Chefs' Warehouse, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
The Chefs' Warehouse, Inc. B1 rating reflects its position as a
premier distributor of specialty food products in the United States
and Canada. The company benefits from serving customers a product
portfolio with a deep selection of specialty and
center-of-the-plate food products that differentiates its offering
from the larger, traditional broadline foodservice distributors.
The company has been able to command solid operating margins
relative to its peers, while maintaining moderate leverage and good
liquidity. Nonetheless, its scale is remains modest as revenue and
EBITDA are much smaller than its relative public company
foodservice industry peers. Acquisitions remain integral to its
growth and present the inherent risks associated with buying
smaller operators.
The stable outlook reflects Moody's view that Chefs' operating
performance and credit metrics will continue to improve as the
company successfully executes its growth initiatives and focuses on
lowering costs throughout its system while maintaining a balanced
financial policy.
Factors that could result in an upgrade include an ability to
increase its scale while maintaining debt/EBITDA around 3.5 times
and EBITA to interest above 2.75 times on a sustained basis. An
upgrade would also require Chefs' maintaining at least good
liquidity.
Factors that could result in a downgrade include leverage on a debt
to EBITDA basis of around 4.5 times or EBITA coverage of interest
was about 2.25 times on a sustained basis. A deterioration in
liquidity for any reason could also result in a downgrade. The
ratings could also be negatively impacted in the event Chefs'
financial policy towards acquisitions or shareholder returns became
more aggressive.
The Chefs' Warehouse, Inc. distributes specialty food products to
menu-driven independent restaurants, fine dining establishments,
country clubs, hotels, caterers, culinary schools, bakeries,
patisseries, chocolatiers, cruise lines, casinos, and specialty
food stores in the United States and Canada. The company generated
net sales of $1.6 billion for the twelve months ended September 27,
2019.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
CLINTON NURSERIES: Gets Cash Collateral Access Thru Feb. 2020
-------------------------------------------------------------
The Bankruptcy Court authorized Clinton Nurseries, Inc., Clinton
Nurseries of Maryland, Inc., Clinton Nurseries of Florida, Inc.,
and Triem LLC, to use cash collateral pursuant to the budget
through the earlier of (i) Feb. 1, 2020; or (ii) the date of
termination of the use of Cash Collateral due to an Event of
Default. The Court approval is pursuant to the terms issued under
the 21st interim Cash Collateral Order.
The Court ruled that the Debtor will pay the Lender interest at the
contractual, non-default, rate of interest set forth in the
Operating Agreement and the Real Estate Note, all such amounts to
be paid pursuant to the Budget, not to exceed $85,000 for the
October 2019 period.
The Lender is granted valid, binding, enforceable and perfected
senior replacement liens on and security interests in all property
and assets to the extent of any diminution in value of the
Prepetition Collateral arising from using the cash collateral.
A copy of the 21st Interim Order is available at
https://is.gd/Nw4pzp from PacerMonitor.com free of charge.
The Court will continue hearing on the Motion on Jan. 31, 2020 at
10 a.m. Objections must be filed by Jan. 28, 2020.
About Clinton Nurseries
Founded in 1921, Clinton Nurseries, Inc., operates nurseries that
produce ornamental plants and other nursery products. The company
grows trees, flowering shrubs, roses, ornamental grasses & ground
covers, perennials, annuals, herbs and vegetables. Clinton
Nurseries is based in Westbrook, Connecticut.
Clinton Nurseries and its affiliates sought Chapter 11 protection
(Bankr. D. Conn. Case No. 17-31897) on Dec. 18, 2017. David
Richards, president, signed the petition. The cases are jointly
administered under Case No. 17-31897. At the time of filing,
Clinton Nurseries has estimated assets and liabilities at $10
million to $50 million.
Judge James J. Tancredi oversees the cases.
Zeisler & Zeisler, P.C. is the Debtors' legal counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors. The committee tapped Green & Sklarz LLC as
its legal counsel.
COTTAGE CAR: Has Continued Cash Collateral Access Thru Jan. 2020
----------------------------------------------------------------
Judge Melvin S. Hoffman authorized Cottage Car Wash, LLC to
continue using the cash collateral of Radius Bank through Jan. 31,
2020 on an interim basis, pursuant to an agreement between the
Debtor and Radius Bank.
Hearing on the Motion is set for Jan. 28, 2020 at 10:45 a.m. A
copy of the Order is available at https://is.gd/ESrGvv from
PacerMonitor.com free of charge.
About Cottage Car Wash
Based in Norfolk, Massachusetts, Cottage Car Wash, LLC, filed a
voluntary Chapter 11 petition (Bankr. D. Mass. Case No. 19-11013)
on March 28, 2019. In the petition signed by Michael Brabants,
manager, the Debtor had total assets of $2,200,000 and total
liabilities of $1,674,366. The case is assigned to Hon. Melvin S.
Hoffman. The Debtor's counsel is David B. Madoff, Esq., and
Steffani Pelton Nicholson, Esq., at Madoff & Khoury LLP, in
Foxborough, Massachusetts.
COTY INC: Moody's Alters Outlook on B2 CFR to Negative
------------------------------------------------------
Moody's Investors Service changed the rating outlook for Coty Inc.
to negative from stable. At the same time, Moody's affirmed Coty's
Corporate Family Rating at B2, its Probability of Default at B2-PD,
its senior secured term loan and revolver at Ba3, and its unsecured
global notes at Caa1. Coty's Speculative Grade Liquidity Rating
remains at SGL-4. The rating outlook is negative.
The change in the rating outlook to negative from stable reflects
Moody's view that Coty's financial leverage will increase following
its announced $600 million debt financed acquisition of a 51%
majority interest in Kylie Cosmetics. Moody's estimates that
enterprise debt to EBITDA will increase to about 7.3x from 7.0x.
These actions contrast with Moody's expectation that the company
would refrain from making acquisitions, but would instead focus on
deleveraging through debt reduction and some EBITDA growth. The
outlook also reflects Moody's belief that Coty faces high execution
risk. This reflects the company's multi-step turnaround plan that
includes the divestiture of its Professional and Hypermarcus
businesses, proceeds of which are to be used to repay debt, as well
as the turnaround of its Consumer Beauty business.
The following is a summary of Moody's rating actions:
Coty Inc.
Ratings Affirmed:
Corporate Family Rating at B2
Probability of Default at B2-PD
First Lien Senior Secured Bank Credit Facility at Ba3 (LGD2)
Guaranteed Unsecured Global Notes at Caa1 (LGD5)
Outlook changed to negative from stable
RATINGS RATIONALE
Coty's B2 CFR reflects the company's high enterprise debt to EBITDA
financial leverage, estimated at about 7.3x. Debt to EBITDA
includes the $1.77 billion term loan that JAB Holding Company
S.a.r.l. ("JAB") incurred in 2019 in order to increase its
ownership in Coty from 40% to 60%. While the term loan is not a
direct obligation of Coty, the rating agency includes it in total
enterprise debt to reflect that the ultimate source of repayment
are cash flows generated by Coty. The JAB debt can also be repaid
through the subsequent sale of Coty's shares, and stock price
appreciation of those shares will in part reflect Coty's operating
performance.
The high financial leverage is in part due to earnings weakness
reflecting lackluster demand for the company's US consumer beauty
products. The rating also reflects Moody's expectation that the
company will generate weak free cash flow over the next several
quarters due to its ongoing restructuring costs and dividends.
Moody's recognizes Coty's concentration in fragrance and color
cosmetics. This concentration creates exposure to discretionary
consumer spending. It also requires continuous product and brand
investment to minimize revenue volatility as these categories tend
to be more fashion driven than other beauty products. Coty will
remain more concentrated than its primary competitors in mature
developed markets. This creates growth challenges and investment
needs to more fully build its global distribution capabilities and
brand presence. The ratings are supported by the company's large
scale, its portfolio of well-recognized brands, and good product
and geographic diversification. Moody's expects that Coty will
generate modest revenue and organic earnings growth over the next
year.
The SGL-4 Speculative Grade Liquidity Rating reflects Moody's view
that Coty's liquidity is weak. Coty's ongoing restructuring actions
will consume large amounts of cash and Moody's expects the company
to generate modest free cash flow in 2020. The company relies on a
$2.75 billion secured revolving credit facility that had $900
million drawn as of September 30, 2019. Moody's expects the
revolver to be used to fund the acquisition of Coty's 51% majority
interest in Kylie Cosmetics and the company's dividend in 2020. The
revolver is subject to a maximum total net leverage financial
covenant with step downs. As of September 30, 2019 total net
leverage was at 4.08x with a 5.25x maximum. Moody's projects that
the company will have weak headroom under the total net leverage
covenant over the next 12 months.
In terms of Environmental, Social and Governance (ESG)
considerations, the most important factor for Coty's ratings are
governance considerations related to its financial policies and
board independence. Moody's views Coty's financial policies as
aggressive given its appetite for debt financed acquisitions. In
addition, the company's board of directors has limited independence
given that four of the nine board members are related to JAB,
Coty's majority shareholder.
Coty's ratings could be downgraded if the company is unable to
return to positive free cash flow over the next 12-18 months. The
ratings could also be downgraded if the company does not make
meaningful progress in reducing enterprise debt to EBITDA
(inclusive of the JAB term loan) below 6.5x. A downgrade could also
occur if the company is unable to improve liquidity or continues to
pursue material debt funded acquisitions or shareholder returns.
Coty's ratings could be upgraded if the company stabilizes its
operations and generates positive free cash flow. Coty would also
need to reduce its financial leverage and bring enterprise debt to
EBITDA (inclusive of the JAB term loan) below 5.5x before Moody's
would consider an upgrade.
The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.
Coty Inc., a public company headquartered in New York, NY, is one
of the leading manufacturers and marketers of fragrance, color
cosmetics, and skin and body care products. The company's products
are sold in over 150 countries. The company generates roughly $8.6
billion in annual revenues.
CP#1109 LLC: No Impaired Classes Under 100% Plan
------------------------------------------------
CP#1109, LLC, filed an Amended Plan of Reorganization and an
Amended Disclosure Statement that say that because the Plan is
paying creditors 100% of their allowed claims with interest at the
Till rate (equal to prime rate plus risk factor or 1 to 3%), there
is not an impaired class of creditors entitled to vote whether to
accept or reject the Plan.
The classes of claims and interests under the Plan are:
* Class 1: Allowed Secured Claim of Salem Five: $234,379
* Class 2: General Unsecured Claims: $74,832
* Class 3: Unsecured Claims of Insiders: $359,439
As to Salem Five, the Debtor shall continue making its monthly
payment of $2,902.48 in the ordinary course under the pending note
and security instrument. Salem Five shall retain in full any and
all existing liens against the Aircraft.
Allowed unsecured claims of non-insiders will be paid the full
amount plus interest on said amount commencing on the Petition Date
and running through the date of the order allowing the claim at the
Till rate.
The Debtor shall not make any distribution to a Holder of an Class
3 insider claims until the completion of the payments to Class 2
under the Plan.
Class 4 equity will continue in place after confirmation. As of
the Petition Date, the 8819 Forrest English, Inc. owned a 1%
interest in the Debtor and CRO Realty Inc. owned 99% interest in
the Debtor. These entities are controlled by William Ring and
Martin O’Boyle
The source of the funds shall be from affiliates of the Debtor.
A full-text copy of the Disclosure Statement dated Nov. 8, 2019, is
available at https://tinyurl.com/r6q77sh from PacerMonitor.com at
no charge.
Counsel for Debtor:
Gary Murphree
AM LAW
7385 SW 87th Avenue, Suite 100
Miami, FL 33173
PH: 305.441.9530
FX: 305.595.5086
E-mail: gmm@amlaw-miami.com
pleadings@amlaw-miami.com
About CP#1109 LLC
CP#1109, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 18-25821) on Dec. 20, 2018. At the
time of the filing, the Debtor was estimated to have assets of less
than $1 million and liabilities of less than $500,000. The case is
assigned to Judge Mindy A. Mora. AM Law, LLC, is the Debtor's
counsel.
D & M LOGISTICS: Seeks to Continue Prepetition Factoring Agreement
------------------------------------------------------------------
D & M Logistics, LLC, asks the Bankruptcy Court to maintain its
factoring agreement with Advance Business Capital, LLC dba Triumph
Business Capital, and to continue to sell accounts post-petition,
and incur credit.
Under the pre-petition Factoring Agreement, the purchase price for
the Debtor's accounts sold to Triumph is the face amount of the
accounts, less a factoring fee of 2.49% or 3.15% percent, depending
on monthly volume of the accounts purchased by Triumph. Triumph
makes purchase price advances in connection with accounts Triumph
purchases from the Debtor based on an rate of approximately 96.% of
the face amount of the accounts.
The Factoring Agreement requires that the Debtor repurchase certain
accounts, inter alia, if those accounts fail to qualify as
"Eligible Accounts". Contemporaneously, Denis Melic, the Debtor's
principal and managing member, executed a Personal Guaranty in
favor of Triumph, agreeing, among other things, that Mr. Melic, as
guarantor, personally guarantees the Debtor's prompt under the
Factoring Agreement.
Thereafter, the Debtor and Triumph conditionally entered into a
Post-Petition Chapter 11 Bankruptcy Rider to the Factoring and
Security Agreement, to become effective upon approval by the
Bankruptcy Court.
The Debtor also seeks to grant a lien and security interest to
Triumph in the Debtor's post-petition assets, including equipment,
accounts, deposit accounts, and proceeds thereof pursuant to
Section 364(c)(2) to secure the Debtor's obligations under the
Factoring Agreement. The Factoring Agreement grants Triumph an
ownership interest in the purchased accounts and a first-priority
security interest in all Collateral including all non-purchased
accounts, chattel paper, deposit accounts, inventory, equipment,
instruments, investment property, documents, letter of credit
rights, commercial tort claims, and general intangibles and all
proceeds thereof, to secure the Debtor’s performance under the
Factoring Agreement.
The Debtor believes the proceeds from non-purchased accounts
created prepetition are the cash collateral of Triumph. The
Debtor, therefore, seeks entry of interim and final orders
authorizing the Debtor to use the purchase price advances arising
from the sale of the accounts to Triumph to pay operating expenses
and other costs associated with this Chapter 11 case. The monthly
budget provides for $46,000 in expenses, including $42,500 for
payroll, and $1,094 for cargo insurance, a copy of which is
available at https://is.gd/yQ8yNQ from PacerMonitor.com at no
charge.
The Debtor also seek to grant Triumph valid, perfected, and
enforceable new adequate protection liens and security on all
post-petition assets to the extent of any diminution in value of
Cash Collateral caused by the Debtor's use of Triumph's prepetition
Collateral.
A copy of the Motion is available at https://is.gd/kqzaV2 from
PacerMonitor.com free of charge.
About D & M Logistics
D & M Logistics, LLC, provides long haul trucking services
throughout the continental United States. Based in Azle, Texas, D
& M filed a voluntary bankruptcy petition under Chapter 11 of Title
11 of the United States Code (Bankr. N.D. Tex. Case No. 19-44476)
on November 1, 2019, listing under $1 million in both assets and
liabilities. Warren V. Norred at Norred Law, PLLC represents the
Debtor as counsel.
DATTA MANGLAM: Court Conditionally Approves Disclosure Statement
----------------------------------------------------------------
The Bankruptcy Court has ordered that Datta Manglam Hospitality,
LLC's Disclosure Statement dated November 14, 2019 is CONDITIONALLY
approved.
The judge ordered that:
* Dec. 10, 2019, at 5:00 p.m. is fixed as the last day for
returning ballots.
* Dec. 10, 2019, at 5:00 p.m. is fixed as the last day for
filing and serving written objections to the disclosure statement.
* Dec. 10, 2019, at 5:00 p.m. is fixed as the last day for
filing and serving written objections to confirmation of the plan.
* Dec. 17, 2019, at 11 m., is fixed for the hearing on
confirmation of the Plan and final approval of the Disclosure
Statement.
About Datta Manglam Hospitality
Datta Manglam Hospitality, LLC, owns a hotel located at 3334 S. US
77, Kingsville, Texas, valued by the company at $343,160. Datta
Manglam Hospitality sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31726) on March 29,
2019. At the time of the filing, the Debtor disclosed $414,335 in
assets and $1,096,519 in liabilities. The case is assigned to
Judge Eduardo V. Rodriguez. The Law Office of Margaret M. McClure
is the Debtor's counsel.
DPW HOLDINGS: Issues New $935,772 Promissory Note to Lender
-----------------------------------------------------------
DPW Holdings, Inc. entered into an exchange agreement with a lender
on Nov. 15, 2019, pursuant to which the Company issued to the
Lender a convertible promissory note in the principal amount of
$935,772, in exchange for those certain Promissory Notes (i) in the
original principal amount of $575,000 issued on May 10, 2019, and
(ii) in the original principal amount of $230,000 issued on May 21,
2019 held by the Lender. Subject to the approval by the NYSE
American, the New Note will be convertible into shares of common
stock, par value $0.001 per share, at conversion price of $1.80,
subject to equitable adjustments resulting from any stock splits,
stock dividends, combinations, recapitalizations or similar
events.
The New Note has an interest rate of 8% per annum and a maturity
date of Nov. 15, 2020. The New Note will be convertible into such
number of shares of Common Stock issuable determined by dividing
the principal amount of the New Note by the Conversion Price,
subject to adjustments. The New Note contains standard and
customary events of default including, but not limited to, failure
to make payments when due under the New Note, failure to comply
with certain covenants contained in the New Note, or bankruptcy or
insolvency of the Company.
After the occurrence of any Event of Default (as defined in the New
Note) that results in the eventual acceleration of the New Note,
the interest rate on the New Note shall accrue at an additional
interest rate equal to the lower of 12.0% per annum or the maximum
rate permitted under applicable law, shall be compounded daily, and
shall be due and payable on the first Trading Day of each calendar
month during the continuance of such Event of Default.
The New Note was offered and sold to the Lender in reliance upon
exemption from the registration requirements under Section 3(a)(9)
under the Securities Act of 1933, as amended.
About DPW Holdings
DPW Holdings, Inc., formerly known as Digital Power Corp. --
http://www.DPWHoldings.com-- is a diversified holding company
pursuing growth by acquiring undervalued businesses and disruptive
technologies that hold global potential. Through its wholly owned
subsidiaries and strategic investments, the Company provides
mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles. In
addition, the company owns a select portfolio of commercial
hospitality properties and extends credit to select entrepreneurial
businesses through a licensed lending subsidiary. DPW Holdings'
headquarters is located at 201 Shipyard Way, Suite E, Newport
Beach, CA 92663.
DPW Holdings incurred a net loss of $32.98 million in 2018,
following a net loss of $10.89 million in 2017. As of Sept. 30,
2019, the Company had $47.42 million in total assets, $29.50
million in total liabilities, and $17.92 million in total
stockholders' equity.
Marcum LLP, in New York, the Company's auditor since 2016, issued a
"going concern" qualification in its report dated April 16, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, stating that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
DPW HOLDINGS: Reports $10.3 Million Net Loss in Third Quarter
-------------------------------------------------------------
DPW Holdings, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
available to common stockholders of $10.35 million on $6.38 million
of total revenue for the three months ended Sept. 30, 2019,
compared to a net loss available to common stockholders of $7.45
million on $8.34 million of total revenue for the three months
ended Sept. 30, 2018.
For the nine months ended Sept. 30, 2019 the Company reported a net
loss available to common stockholders of $21.09 million on $19.47
million of total revenue compared to a net loss available to common
stockholders of $20.51 million on $20.98 million of total revenue
for the same period during the prior year.
As of Sept. 30, 2019, the Company had $47.42 million in total
assets, $29.50 million in total liabilities, and $17.92 million in
total stockholders' equity.
As of Sept. 30, 2019, the Company had cash and cash equivalents of
$756,652, an accumulated deficit of $76,811,910 and a negative
working capital of $16,085,485. The Company has incurred recurring
losses and reported losses for the three and nine months ended
Sept. 30, 2019, totaled $10,340,851 and $21,110,774, respectively.
In the past, the Company has financed its operations principally
through issuances of convertible debt, promissory notes and equity
securities. During 2019, the Company continued to successfully
obtain additional equity and debt financing and in restructuring
existing debt.
The Company expects to continue to incur losses for the foreseeable
future and needs to raise additional capital to continue its
business development initiatives and to support its working capital
requirements. On April 2, 2019, the Company received gross
proceeds of approximately $7 million in a public offering of its
securities. Management believes that the Company has access to
capital resources through potential public or private issuances of
debt or equity securities. However, if the Company is unable to
raise additional capital, it may be required to curtail operations
and take additional measures to reduce costs, including reducing
its workforce, eliminating outside consultants and reducing legal
fees to conserve its cash in amounts sufficient to sustain
operations and meet its obligations. The Company said these
matters raise substantial doubt about its ability to continue as a
going concern.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/MMgAmP
About DPW Holdings
DPW Holdings, Inc., formerly known as Digital Power Corp. --
http://www.DPWHoldings.com-- is a diversified holding company
pursuing growth by acquiring undervalued businesses and disruptive
technologies that hold global potential. Through its wholly owned
subsidiaries and strategic investments, the Company provides
mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles. In
addition, the company owns a select portfolio of commercial
hospitality properties and extends credit to select entrepreneurial
businesses through a licensed lending subsidiary. DPW Holdings'
headquarters is located at 201 Shipyard Way, Suite E, Newport
Beach, CA 92663.
DPW Holdings incurred a net loss of $32.98 million in 2018,
following a net loss of $10.89 million in 2017. As of June 30,
2019, the Company had $52.42 million in total assets, $30.57
million in total liabilities, and $21.84 million in total
stockholders' equity.
Marcum LLP, in New York, the Company's auditor since 2016, issued a
"going concern" qualification in its report dated April 16, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, stating that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
EMERALD HEALTH: Defaults on Equity Payment Under Sunfarm Agreement
------------------------------------------------------------------
Village Farms International, Inc., on Nov. 19, 2019, disclosed
that, following an equity payment default by Emerald Health
Therapeutics, Inc., pursuant to the Delta 2 option agreement
involving Pure Sunfarms Corp., Village Farms notified Pure Sunfarms
that it has exercised its rights under the Pure Sunfarms
shareholders agreement to increase Village Farms' ownership
position in Pure Sunfarms and advanced an equity payment to Pure
Sunfarms of $5,940,000 (the "VF Additional Equity Contribution").
In accordance with these agreements, Emerald was obligated to pay
$5,940,000 to Pure Sunfarms on November 1, 2019. Following
Emerald's failure to make this equity payment, Pure Sunfarms issued
a default notice to Emerald. Emerald nonetheless remained in
default following the expiration of the contractual cure period
earlier today.
Assuming the VF Additional Equity Contribution is accepted by Pure
Sunfarms, Village Farms will receive an increased equity interest
in Pure Sunfarms effective as of Nov. 19, 2019. The calculation of
the precise increased equity interest requires a determination of
the fair market value of Pure Sunfarms pursuant to an appraisal
process. Accordingly, Village Farms' precise increased equity
interest in Pure Sunfarms is not ascertainable at this time.
However, the aggregate effect of the VF Additional Equity
Contribution and the potential cancellation of Emerald's escrowed
shares of Pure Sunfarms is not expected to have an impact on the
voting control of Pure Sunfarms (which would occur if Emerald were
to hold less than 35% of the equity of Pure Sunfarms).
In light of Emerald's recent pattern of initiating disputes
relating to Pure Sunfarms, no assurance can be given that Emerald
will not similarly initiate a dispute in respect of the VF
Additional Equity Contribution.
Cancellation of Emerald's Escrowed Shares in Pure Sunfarms
In conjunction with entering into the Delta 2 option agreement,
certain shares of Pure Sunfarms were placed in escrow pursuant to
an escrow agreement and were to be released to Emerald once it had
made certain equity contributions to Pure Sunfarms.
As a result of the $5,940,000 payment default by Emerald, Village
Farms has delivered written notice to the escrow agent pursuant to
the escrow agreement to release for cancellation 5,940,000 shares
in Pure Sunfarms that were being held in escrow for Emerald.
Emerald, however, has delivered a written notice to the escrow
agent which disputes any release from escrow of such Pure Sunfarms
shares. Pending the resolution of Emerald's dispute under the
escrow agreement, these 5,940,000 shares in Pure Sunfarms remain
held in escrow. If these shares are ultimately cancelled by Pure
Sunfarms, there will be a further increase in Village Farms' equity
interest in Pure Sunfarms and a corresponding decrease in Emerald's
equity interest.
Update on Pure Sunfarms' Supply Agreement with Emerald Health
As previously announced, pursuant to the terms of a supply
agreement that Pure Sunfarms has with Emerald, Emerald has an
obligation to purchase 40% of Pure Sunfarms' cannabis production at
a fixed price, subject to the terms and conditions of the supply
agreement. To the extent that Emerald does not fulfill its
purchase obligation, Pure Sunfarms is able to sell that excess
production to other parties in the open market. The supply
agreement stipulates that Emerald is required to pay Pure Sunfarms
the difference between the fixed price and the selling price
realized from other parties. During the quarter ended September
30, 2019, Emerald did not fulfill its purchase obligations and Pure
Sunfarms sold the product on the open market to arm's length
parties at prices lower than the fixed price in the supply
agreement. As a result, under the terms of the Supply Agreement,
Pure Sunfarms billed Emerald for the difference which amounted to
approximately C$7.2 million. On October 15, 2019, Emerald issued a
press release that indicated they do not agree that they have any
liability with respect to these amounts.
Village Farms understands that Emerald is in the process of
investigating its supply agreement liability to Pure Sunfarms. If
Emerald does not agree to the liability, Pure Sunfarms has reserved
the right to take such actions as it considers necessary and
appropriate to recover its losses from Emerald for non-payment of
amounts owing by Emerald under the supply agreement.
Village Farms understands from Pure Sunfarms that, as of the close
of business on Nov. 19, Emerald has not made any payments to Pure
Sunfarms in respect to the C$7.2 million that Pure Sunfarms is
seeking from Emerald under the supply agreement.
For greater certainty, Village Farms is not a party to the supply
agreement and any amounts owing thereunder are payable by Emerald
to Pure Sunfarms.
EVERGREEN PALLET: Gets Continued Cash Collateral Use Thru Dec. 20
-----------------------------------------------------------------
Judge Robert D. Berger has extended the authority for Evergreen
Pallet LLC to use cash collateral until Dec. 20, 2019.
The Court has rescheduled the Nov. 15, 2019 hearing on the Cash
Collateral Motion to Dec. 20, 2019 at 2:30 p.m.
About Evergreen Pallet
Evergreen Pallet LLC is a pallet supplier in Wichita, Kansas.
Evergreen Pallet filed a petition seeking relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 19-21983) on
Sept. 17, 2019. In the petition signed by Jeffrey Ralls, member,
the Debtor listed assets at $1,316,600 and liabilities at
$6,624,679. The Hon. Robert D. Berger is the case judge. KRIGEL &
KRIGEL, PC, is the Debtor's counsel.
FISION CORP: Sept. 30 Quarter Results Cast Going Concern Doubt
--------------------------------------------------------------
FISION Corporation filed its quarterly report on Form 10-Q,
disclosing a net loss of $1,441,424 on $108,021 of revenue for the
three months ended Sep. 30, 2019, compared to a net loss of
$908,432 on $134,818 of revenue for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of $1,588,577, total
liabilities of $5,111,697, and $3,523,120 in total stockholders'
deficit.
The Company said, "At September 30, 2019 we had a working capital
deficiency of approximately $3,220,291 and an accumulated deficit
of approximately $27,521,893. In addition, the Company had a net
loss of $5,007,182 and net cash used in operations of $1,140,620.
These conditions raise substantial doubt about our ability to
continue as a going concern for a period of 1 year from the
issuance date of this report. These unaudited interim financial
statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts, or
amounts and classification of liabilities that might result from
this uncertainty.
"We are in the process of raising funds to support an increase in
our marketing and sales personnel and activities to obtain
increased revenues, and otherwise addressing our ability to
continue as a going concern. Our management believes that if we
succeed in raising substantial additional capital to implement
planned increased funding for marketing and sales support, we will
be able to generate material increased revenues and continue as a
going concern. Unless we can raise significant additional working
capital, however, we most likely will not be able to continue our
current business as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/WrUA0H
FISION Corporation, through its subsidiary, Fision Holdings, Inc.,
operates as an Internet platform technology company that provides
proprietary cloud-based software solutions to automate the
marketing functions and activities of its customers. Its Fision
marketing software collects, stores, prioritizes, organizes,
streamlines, integrates, and distributes various digital marketing
assets of its customers, including videos, images, logos and other
brand materials, presentations, social media content, and other
material marketing assets. The company serves banks and other
financial institutions, insurance companies, hotels and other
hospitality enterprises, healthcare and fitness companies,
retailers, product manufacturers, software and other technology
companies, telecommunications companies, and other companies.
FISION Corporation licenses its proprietary software platform
primarily through direct sales and independent national sales
agencies. The company was founded in 2010 is headquartered in
Minneapolis, Minnesota.
FLOOR AND DECOR: Moody's Hikes CFR to Ba3, Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded the ratings of Floor and Decor
Outlets of America, Inc. including its Corporate Family Rating to
Ba3 from B1, Probability of Default Rating to Ba3-PD from B1-PD and
its senior secured term loan B to Ba2 from B1. Floor & Decor's
Speculative Grade Liquidity rating is SGL-2 and the outlook is
stable.
"T[he] upgrade reflects Floor & Decor's steady improvement in
operating profit as new locations are added and operating trends
remain positive for both average check and transactions that has
resulted in a sustained improvement in credit metrics" stated Bill
Fahy, Moody's Senior Credit Officer. Floor & Decor's leverage on a
debt/EBITDA basis has improved to around 3.0x for the LTM period
ended September 2019 from a high of 5.7x at the end of fiscal 2016.
"Moreover, we expects positive operating trends to continue as the
company benefits from a favorable US housing market, more
specifically home remodeling.", stated Fahy.
Upgrades:
Issuer: Floor and Decor Outlets of America, Inc.
Probability of Default Rating, Upgraded to Ba3-PD from B1-PD
Corporate Family Rating, Upgraded to Ba3 from B1
Senior Secured Bank Credit Facility, Upgraded to Ba2 (LGD3) from B1
(LGD3)
Outlook Actions:
Issuer: Floor and Decor Outlets of America, Inc.
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
Floor & Decor benefits from its positive operating trends driven by
continued growth in both traffic and average ticket as well as its
solid competitive position within the hard surface flooring sector,
experienced management which has helped it to navigate a
challenging tariff environment, direct sourcing model and good
liquidity. The breadth and depth of its product offerings and value
focused pricing position it well in the current economic
environment. However, Floor & Decor is constrained by its modest
scale, aggressive growth strategy, limited geographic diversity and
cyclical nature of its core target market -- home remodeling.
The stable outlook reflects Moody's expectation that Floor & Decor
profitably executes its store growth strategy while maintaining
positive operating trends at its existing store base. The outlook
also assumes that the pace of new store openings will allow
management time to adjust the cadence of new openings in the event
the home remodeling sector were to moderate.
Factors that could result in an upgrade include the continued
success of profitably growing its store base which leads to a
steady and meaningful increase in Floor & Decor's scale and
geographic diversification while maintaining positive operating
trends at both existing and new locations. Quantitatively, ratings
could be upgraded if debt to EBITDA remained around 3.0 times and
EBIT to interest coverage was above 4.0 times on a sustained basis.
An upgrade would also require good liquidity driven by sustained
and material positive free cash flow.
Ratings could be downgraded in the event operating performance fell
short of expectations or financial policy were to become more
aggressive in regards to debt financed transactions or shareholder
returns resulting in debt to EBITDA sustained above 4.0 times or
EBIT to interest below 3.0 times. Ratings could also be downgraded
if liquidity were to deteriorate.
Floor & Decor's board of directors is a mix of directors with large
company experience and relatively varied periods of board tenure.
Floor & Decor's board has 11 members, 9 of which are designated as
independent and separate Chairman and CEO roles. Floor & Decor is a
publicly traded company, although 19% remains held by private
equity firms. In addition, the company's financial policy is
balanced with moderate levels of funded debt and no dividend or
share repurchase program. This is due in part to the high level of
capex needed to support its store growth initiative that results in
modest free cash flow and minimal cash balances. Retailers are
highly reliant on external suppliers, and this implies social risks
related to responsible sourcing.
Consumers are increasingly mindful of sustainability issues, the
treatment of work-force, data protection and the source of the
products. While this may not essentially translate into positive or
negative credit pressure, over time these factors can impact brand
image, and retailers will have to work towards sourcing
transparency and investments in sustainable supply chains.
Floor & Decor is a leading retailer of hard surface flooring in the
United States with over 115 stores. Annual revenues are about $2.0
billion. Collectively, private equity firms Ares Management, L.P.
and Freeman Spogli & Co. own about 19% of Floor & Decor.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
GROM SOCIAL: Incurs $879K Net Loss in Third Quarter
---------------------------------------------------
Grom Social Enterprises, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $879,308 on $2.23 million of sales for the three months
ended Sept. 30, 2019, compared to a net loss of $1.14 million on
$2.05 million of sales for the same period during the prior year.
For the nine months ended Sept. 30, 2019, the Company reported a
net loss of $3.64 million on $6.27 million of sales compared to a
net loss of $3.58 million on $5.86 million of sales for the nine
months ended Sept. 30, 2018.
As of Sept. 30, 2019, the Company had $19.22 million in total
assets, $13.32 million in total liabilities, and $5.89 million in
total stockholders' equity.
At Sept. 30, 2019, the Company had $582,597 in cash on hand
compared to $633,593 in cash on hand as of Dec. 31, 2018.
During the nine months ended Sept. 30, 2019, net cash used in
operating activities was $1,123,047 compared to net cash of
$816,634 used in operating activities during the nine months ended
Sept. 30, 2018. The increase of $306,412 in net cash used in
operating activities is primarily attributable to an increase in
non-cash adjustments, in particular the loss on extinguishment of
debt the Company recorded of $363,468. Net cash generated by the
change in its operating assets and liabilities during the nine
months ended Sept. 30, 2019 resulted in a net benefit of $351,041
as compared to a net benefit of $1,207,057 during the nine months
ended Sept. 30, 2018, representing a decrease of $856,016.
Net cash used in investing activities during the period ended Sept.
30, 2019 was $284,629 compared to net cash of $700,493 used in
investing activities during the nine months ended Sept. 30, 2018.
This decrease is attributable to a reduction in the amount of fixed
assets purchased during the nine-month period ended Sept. 30,
2019.
Net cash provided by financing activities was $1,331,000 for the
nine months ended Sept. 30, 2019 compared to $1,639,107 for the
nine months ended 2018. The Company's primary sources of net cash
provided by financing activities were attributable to $1,420,000 in
proceeds from the sale of preferred and common stock in private
placement offerings during the nine months ended Sept. 30, 2019 as
compared to $1,496,389 in proceeds from the sale of convertible
notes during the nine months ended Sept. 30, 2018.
The Company's consolidated financial statements for the nine months
ended Sept. 30, 2019 have been prepared assuming the Company will
continue as a going concern, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of
business for the next twelve-months. The Company has incurred
annual losses since inception and expects it may incur additional
losses in future periods. Additionally, as of Sept. 30, 2019,
excluding related party payables to its officers and principal
shareholders which are not anticipated to be paid for the
foreseeable future, the Company had a working capital deficit of
$9,396,905.
Grom Social currently has a monthly consolidated cash operating
loss ranging between $100,000 to $150,000, or approximately
$1,200,000 to $1,800,000 per year. In order to fund its operations
for the next twelve months, the Company believes it will be
required to raise approximately $2,000,000. As of
Nov. 19, 2019, the Company has no firm commitment from any
investment banker or other traditional funding sources and, while
the Company has had discussions with various potential funding
sources, it has no definitive agreement with any third party to
provide it with financing, either debt or equity. The Company said
the failure to obtain the financing necessary to allow it to
continue to implement its business plan will have a significant
negative impact on its anticipated results of operations.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/D1sftJ
About Grom Social
Headquartered in Boca Raton, Florida, Formerly known as
Illumination America, Inc., Grom Social Enterprises, Inc. --
http://www.gromsocial.com/-- is a social media, technology and
entertainment company that focuses on delivering content to
children between the ages of 5 and 16 in a safe and secure
environment that can be monitored by parents or other guardians.
The Company has several operating subsidiaries, including Grom
Social, which delivers its content through mobile and desktop
environments (web portal and several Apps) that entertain children,
allow kids to interact with their peers, get relevant news, play
proprietary games, while also teaching good digital citizenship.
The Company also owns and operates Top Draw Animation, Inc., which
produces award-winning 2D animation content for some of the largest
international media companies in the world. The Company also owns
Grom Educational Services, which has provided web filtering
services for up to an additional two million children across 3,700
schools.
BF Borgers CPA PC, in Lakewood, Colorado, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated April 16, 2019, on the Company's consolidated financial
statements for the year ended Dec. 31, 2018, stating that the
Company has incurred significant operating losses since inception
and has a working capital deficit which raise substantial doubt
about its ability to continue as a going concern.
Grom Social reported a net loss of $4.87 million for the year ended
Dec. 31, 2018, compared to a net loss of $6.04 million for the year
ended Dec. 31, 2017.
GTT COMMUNICATIONS: S&P Alters Outlook to Neg. on Elevated Leverage
-------------------------------------------------------------------
S&P Global Ratings revised the outlook on U.S.-based internet
protocol (IP) network operator GTT Communications Inc. (GTT) to
negative from stable and affirmed the ratings on the company,
including its 'B-' issuer credit rating.
The outlook revision reflects GTT's weaker-than-expected operating
and financial performance in the third quarter of 2019.
This resulted in S&P Global Ratings-adjusted leverage (which
includes items such as restructuring and transaction expense) of
7.2x LQA at Sept. 30, 2019. Lower-than-expected earnings from
integration missteps of recent acquisitions has contributed to
higher churn and negative net installations. These factors have
resulted in weaker cash flow compared with S&P's previous base-case
forecast. S&P believes revenue trends could improve over the next
12-months because of installation growth, partly driven by an
increase in quota-bearing sales representatives to 500 from 382 at
quarter end." However, the company's new cost-savings initiative
may not offset the increase in expenses to accommodate the
expansion of the GTT's salesforce, resulting in continued margin
degradation and leverage remaining above 7x for an extended period.
Furthermore, the company's ability to reduce leverage could be
constrained by top line pressures even as restructuring expenses
wind down and most of the synergies are realized.
The negative outlook reflects the company's weak operating trends
and limited cushion for additional operational disruptions over the
next year, because leverage is elevated, in the low-7x area, for
the rating. If the company is unable to improve revenue and EBITDA,
its capital structure could ultimately be unsustainable longer
term. Still, S&P recognizes the potential for modest deleveraging
if operating trends improve over the next year.
"We could lower the rating if operational issues lead us to believe
the company is unable to reduce leverage, which would put into
question the sustainability of its capital structure. In addition,
we could lower the rating if the company's liquidity position
begins to deteriorate to the point where the company would depend
on favorable business, financial, and economic conditions to meet
its financial commitments," S&P said, adding that this likely would
be due to negative free cash flow generation resulting from
increased competition from broadband and transport providers
combined with large-scale integration missteps.
"We could revise the outlook to stable if the company successfully
executes its plan to increase earnings in 2020 such that leverage
approaches 6.5x by the end of 2020," the rating agency said.
HARBOR FREIGHT: S&P Affirms 'BB-' ICR; Outlook Negative
-------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating and
'BB-' issue-level rating (with a '3' recovery rating) on discount
tool and equipment retailer Harbor Freight Tools USA Inc.
The rating affirmation follows the company's weak credit measures
in fiscal 2019 (ended July 31), with reduced profit margins and
leverage at 4.1x as of July 31, 2019, because of U.S. tariffs on
certain imports from China, where the company sources a majority of
its private-label products.
Tariff uncertainty represents a threat to the company's operating
performance and competitive position. S&P continues to expect
significant pressure on Harbor Freight's profit margin over the
next few quarters from U.S. tariffs on certain imports from China.
To mitigate the effect of tariffs, S&P expects Harbor Freight to
opportunistically increase prices when feasible. However, given the
company's focus on price value, the rating agency believes the
company's competitive standing could be hurt if higher selling
prices hurt customer traffic. S&P estimates that most of the
company's products are already subject to 25% phase 1 to 4A tariffs
(effective since September 2019), therefore the rating agency
doesn't anticipate 4B tariffs (in December 2019) to materially
weaken margins. Also, S&P believes performance implications could
be mitigated from Harbor Freight's efforts to exclude certain items
from the list of products subject to tariffs, but the timing and
outcome remain uncertain.
The negative outlook reflects the potential for a lower rating over
the next 12 months, as the company may not mitigate tariff-related
cost pressures sufficiently to maintain its historically elevated
profitability and competitive standing. S&P expects EBITDA margins
to continue to decline meaningfully to around 16% in fiscal 2020
but with FFO to debt above the mid-teens percentage area and
leverage around mid-4x. The negative outlook also takes into
account uncertainty around the duration of tariffs and the full
extent of their impact on the company.
"We could lower the rating if leverage approaches the high-4x area.
This could occur if Harbor Freight cannot pass on tariffs in higher
selling prices, with profitability deteriorating below 16%. If this
scenario unfolds, its comparable-store sales at non-cannibalized
stores could turn negative, and we could view its competitive
standing as weaker," S&P said, adding that it could also lower the
rating if the company pursues an aggressive financial policy
despite the challenging tariff environment.
"We could revise the outlook to stable if we believe the company
can mitigate the impact of tariffs without threatening its
competitive standing and low-cost leadership while maintaining a
financial policy that focuses on deleveraging," the rating agency
said.
HOME TODAY: Bid Deadline Set for December 20
--------------------------------------------
Hilco Real Estate, LLC, announced that Dec. 20, 2019, will be the
deadline to submit a qualified bid for the 30-Home Income Producing
Residential Portfolio located in Houston, Texas.
To be considered a qualified bid, each bid must be accompanied by a
good faith cash deposit in the amount of 5% of the proposed
purchase price, to be deposited, prior to the qualifying bid
deadline, with an escrow agent selected by the Trustee pursuant to
the escrow agreement to be provided by Home Today, Inc., to the
potential bidders. In addition, with respect to the properties,
purchasers will pay a buyer's premium equal to 5% to the high bid.
The Buyer's Premium will be added to the high bid and the sum will
be the total purchase price in the asset purchase agreement.
Qualifying Bid Deadline: Dec. 20, 2019, at 5:00 p.m. (PT)
Notication Deadline for Trustee Jan. 3, 2020, at 5:00 p.m. (PT)
to inform Bidders that their bid
qualified for the next phase of
the sales process.
Auction (Location - TBD) Jan. 22, 2020 at 11:00 a.m. (PT)
Detailed bidding procedures are available on Hilco's website at
http://www.HilcoRealEstate.com.
Hilco Real Estate can be reached at:
Hilco Real Estate LLC
5 Revere Drive, Suite 320
Northbrook, IL 60062
Steve Madura
Tel: 847-504-2478
Email: smadura@HilcoGlobal.com
Adam Surkis
Tel: 847-849-2963
Email: asurkis@HilcoGlobal.com
Jake Soyka
Tel: 847-504-3224
Email: jsoyka@HilcoGlobal.com
On Sept. 19, 2019, Home Today filed a voluntary petition for relief
under Chapter 7 of the United States Bankruptcy Code. The trustee
is seeking to sell the Debtor's property consisting of 30
residential rental properties to the highest or best bidder.
Trustee seeks to solicit bids subject to the procedures for the
consideration of the highest or otherwise best price for the
properties.
HOSPITAL ACQUISITION: Unsecureds Out of Money Under Plan
--------------------------------------------------------
Hospital Acquisition LLC, et al., jointly propose a Combined
Disclosure Statement and Plan for the liquidation of the Debtors'
remaining assets and distribution of the proceeds of the Assets to
the holders of allowed claims against the Debtors.
The Debtors' paramount goal in the Chapter 11 cases was to maximize
the value of the estates for the benefit of the Debtors' creditor
constituencies and other stakeholders through the sale of
substantially all of the assets.
An auction was held on Aug. 6, 2019. On Aug. 8, 2019, the Debtors
filed the Notice of (I) Successful Bidders with Respect to the
Debtors' Assets, (II) Supplemental Designated Contracts, and (III)
Supplemental Designated Contract Objection Deadline, which provided
that three purchasers, PAM Squared, LLC, LifeCare 2.0, LLC, and
Select Medical Corporation, were the successful bidders for certain
of the Assets. The total amount of cash consideration achieved
through the Sales was approximately $34.5 million, plus the $5
million PAM Note, the satisfaction of approximately $4 million
worth of postpetition accounts receivable, $2 million of stub-rent
claims, and $11 million of cure obligations. The Debtors' accounts
receivable and equity interests in LifeCare Home Health
Acquisition, LLC were not sold in connection with the Sales. On
August 19, 2019, the Bankruptcy Court entered Orders approving the
PAM Sale and the Select Sale [D.I. 519 & 520], and on August 21,
2019, the Bankruptcy Court entered an Order approving the LifeCare
2.0 Sale.
The Plan provides:
* Class 3 - Prepetition Priming Term Loan Claims. IMPAIRED. Each
Holder of a Prepetition Priming Term Loan Claim shall receive such
Holder's pro rata share of the Distribution Proceeds until the
Prepetition Priming Term Loan Claims are paid in full. Amount of
claim $8.063 million. Projected recovery is 100%.
* Class 4: Prepetition Second Term Facility Claims. IMPAIRED.
Each Holder of a Prepetition Second Term Facility Claim shall
receive such Holder's pro rata share of the Distribution Proceeds
remaining after payment in full of the Prepetition Priming Term
Loan Claims until the Prepetition Second Term Facility Claims are
paid in full. Amount of claim $145.079 million. Projected recovery
is 6.1%.
* Class 5: General Unsecured Claims. IMPAIRED. Holders of
General Unsecured Claims are not entitled to receive any
Distribution or retain any property under the Plan on account of
such Claims.
* Class 7: Interests. IMPAIRED. On the Effective Date, all
Interests will be extinguished as of the Effective Date, and owners
thereof will receive no Distribution on account of such Interests.
The Plan will be implemented by, among other things, the continued
existence of certain of the Debtors solely for purposes of
monetizing existing accounts receivable and only to the extent
determined necessary under applicable law, the establishment of the
Liquidating Trust, the transfer to the Liquidating Trust of the
Liquidating Trust Assets, including, without limitation, all Cash
and Causes of Action, and the making of Distributions by the
Liquidating Trust in accordance with the Plan and Liquidating Trust
Agreement.
A full-text copy of the Combined Disclosure Statement and Joint
Chapter 11 Plan dated Nov. 15, 2019, is available at
https://tinyurl.com/uenrl5u from PacerMonitor.com at no charge.
Counsel for the Debtors:
Scott Alberino
Kevin M. Eide
AKIN GUMP STRAUSS HAUER & FELD LLP
2001 K Street, N.W.
Washington, DC 20006
Telephone: (202) 887-4000
Facsimile: (202) 887-4288
Sarah Link Schultz
2300 N. Field Street, Suite 1800
Dallas, Texas 75201
Telephone: (214) 969-2800
Facsimile: (214) 969-4343
M. Blake Cleary
Jaime Luton Chapman
Joseph M. Mulvihill
Betsy L. Feldman
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
About Hospital Acquisition
Headquartered in Plano, Texas, and founded in 1992, Hospital
Acquisition LLC and its subsidiaries are operators of long-term
acute care hospitals. Through their operating subsidiaries, the
Debtors provide a full range of clinical services to patients with
serious and complicated illnesses or injuries requiring extended
hospitalization. They operate a 49-bed behavioral health hospital
in Pittsburgh, Pennsylvania as well as three out-patient wound care
centers located within its Plano, Texas, Fort Worth, Texas and
Dallas Texas hospitals. As of the petition dte, the Debtors operate
17 facilities in nine states.
Hospital Acquisition LLC and its subsidiaries, including LifeCare
Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 19-10998) on May 6, 2019.
Hospital Acquisition was estimated to have assets of $100 million
to $500 million and liabilities of $100 million to $500 million.
The Debtors tapped Akin Gump Strauss Hauer & Feld LLP and Young
Conaway Stargatt & Taylor, LLP as counsel; Houlihan Lokey, Inc. as
financial advisor; BRG Capital Advisors LLC as investment banker;
Prime Clerk LLC as claims and noticing agent; and Crowe LLP as its
audit and tax advisor.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on May 17, 2019. Greenberg Traurig, LLP, is the
committee's legal counsel.
Jerry Seelig of Seelig + Cussigh HCO LLC was appointed as the
patient care ombudsman in the Debtors' cases. Perkins Coie LLP and
Morris James LLP represent the PCO as legal counsel.
ICONIC BRANDS: Accumulated Deficit Casts Going Concern Doubt
------------------------------------------------------------
Iconic Brands, Inc., filed its quarterly report on Form 10-Q/A,
disclosing a net loss of $1,004,169 on $267,619 of sales for the
three months ended Sep. 30, 2019, compared to a net loss of
$319,908 on $217,139 of sales for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of $4,101,904, total
liabilities of $1,999,488, and $2,102,416 in total stockholders'
equity.
The Company has sustained significant net losses which have
resulted in an accumulated deficit at September 30, 2019 of
$21,302,141 and has experienced periodic cash flow difficulties,
all of which raise substantial doubt regarding the Company's
ability to continue as a going concern.
Continuation of the Company as a going concern is dependent upon
obtaining additional working capital and attaining profitable
operations. The management of the Company has developed a strategy
which it believes will accomplish these objectives and which will
enable the Company to continue operations for the coming year.
However, there is no assurance that these objectives will be met.
These financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts,
or amounts and classification of liabilities that might result from
the outcome of this uncertainty.
A copy of the Form 10-Q/A is available at:
https://is.gd/zNgYFc
Iconic Brands, Inc. develops, markets, and distributes alcoholic
beverages in the United States. It offers vodka, wine, and spirits,
as well as liquor based products infused with hemp and CBD. The
company markets its products under the Bivi and Bellissima brand
names. Iconic Brands, Inc. was founded in 2005 and is headquartered
in Amityville, New York.
INDRA HOLDINGS: Moody's Lowers CFR to Ca, Outlook Negative
----------------------------------------------------------
Moody's Investors Service considers the expiration of Indra
Holdings Corp.'s grace period for the missed October payments on
its first and second lien term loans due 2021 to be a limited
default. The company has signed a restructuring support agreement
with over 95% of its lenders, which will reduce debt and waive the
lenders' rights to exercise remedies with respect to the missed
payments. Totes continues to pay interest on its asset-based
revolver and ABL FILO term loan. Moody's downgraded Totes'
corporate family rating to Ca from Caa3, probability of default
rating to Ca-PD/LD from Caa2-PD, and first lien term loan rating to
C from Caa3. The outlook remains negative.
The proposed debt restructuring is expected to reduce the company's
outstanding debt (excluding revolver borrowings) by almost
three-quarters to less than $100 million. In addition, the planned
transaction will substantially improve the company's liquidity by
addressing its 2021 debt maturities and eliminating two thirds of
cash interest expense.
Moody's took the following rating actions for Indra Holdings
Corp.:
Corporate Family Rating, downgraded to Ca from Caa3;
Probability of Default Rating, downgraded to Ca-PD/LD from
Caa2-PD;
$245 million ($232 million outstanding) senior secured first lien
term loan due 2021, downgraded to C (LGD5) from Caa3 (LGD4);
Negative outlook
RATINGS RATIONALE
Totes' Ca CFR and negative outlook reflect the high likelihood of a
near-term debt restructuring.
Subsequent to this rating action, Moody's has decided to withdraw
the ratings because of inadequate information to monitor the
ratings, due to the issuer's decision to cease participation in the
rating process.
Based in Cincinnati, Ohio, Indra Holdings Corp. is an international
designer, marketer, and distributor of cold and wet weather
accessories, slippers, sandals, headwear, and sunglasses with net
revenues of approximately $261 million for the fiscal year ended
July 2019. The company distributes umbrellas and related products
primarily under the "Totes" and "Raines" brands, cold-weather
products including gloves and hats under the "Isotoner",
"Woolrich", "Manzella", "Grandoe" and C9 brands, and slippers and
sandals under the "Isotoner" and "Acorn" brands as well as private
labels. The company has been controlled by Freeman Spogli & Co. and
Investcorp since May 2014.
The principal methodology used in these ratings was Apparel
Methodology published in October 2019.
INTERFACE NETWORK: Nov. 18 Hearing on Disclosure Statement
----------------------------------------------------------
A hearing will be held to address the conditional approval of the
Disclosure Statement of Interface Network Systems Inc was held on
Nov. 18, 2019. At hearing, the Debtor disclosed that it is filing
an Amended Chapter 11 Plan of Reorganization and Amended Disclosure
Statement.
About Interface Network Systems
Founded in 1998, Interface Network Systems, Inc. --
http://www.interface-networks.com/-- is a network cabling company
based in Tampa, Florida. INS designs and installs various cable
management solutions that provide structural support to organize,
store and secure its clients' cabling.
Interface Network Systems, based in Tampa, FL, filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 19-04596) on May 15, 2019. In
the petition signed by David J. Omlor, president, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities. Buddy D. Ford, Esq., at Buddy D. Ford, P.A., serves
as bankruptcy counsel to the Debtor.
J-H-J INC: Seeks to Use SuperValu Cash Collateral
-------------------------------------------------
JHJ, Inc., and eight debtor affiliates seek Court approval to use
cash collateral nunc pro tunc to the Petition Date, and to provide
adequate protection for the use of the cash collateral. The
Debtors need the proceeds of all accounts receivable, cash on hand
and in bank accounts in the ordinary course of the Debtors'
businesses to pay the expenses of operations incurred, and propose
to use the cash collateral pursuant to a 30-day budget for each
Debtor.
A copy of the Budgets is available at https://is.gd/wbGHOz from
PacerMonitor.com free of charge.
As adequate protection, the Debtors propose to grant SuperValu a
replacement lien on the post-petition accounts receivable,
inventory and cash on hand, retroactive to the Petition Date to the
extent of diminution in value of SuperValu's interest in said cash
collateral. SuperValue asserts at least $7 million of claims in
principal amount extended to the Debtors pre-petition.
About J-H-J, Inc.
J-H-J, Inc., is the lead debtor in the jointly administered cases
with eight debtor affiliates (Bankr. W.D. La. Lead Case No.
19-51367) filed on November 15, 2019 in Lafayette, Louisiana.
JHJ, a Louisiana corporation, was formed in 1984 for the purpose of
owning and operating retail grocery stores in the Baton Rouge
metropolitan area. Currently, JHJ owns and operates two such
stores. Beginning in 1998, the remaining Debtors were formed by
certain shareholders of JHJ for purposes of operating retail
grocery stores in various locations in southern Louisiana.
Collectively, the Debtors currently own and operate 12 grocery
stores under the names Piggly Wiggly or Shoppers Value. All
general administrative duties for the Debtors are handled by JHJ.
The Debtor affiliates are: (i) Lafayette Piggly Wiggly, LLC; (ii)
T.H.G. Enterprises, LLC; (iii) SVFoods Old Hammond, LLC; (iv)
SVFoods Jefferson, LLC; (v) T&S Markets, LLC; (vi) TSD Markets,
LLC; (vii) Baker Piggly Wiggly, LLC; and (viii) BR Pig, LLC. As of
the Petition Date, J-H-J, Inc., is estimated with both assets and
liabilities at $10 million to $50 million. The petition was signed
by Garnett C. Jones, Jr., president.
Judge John W. Kolwe is assigned the cases. THE STEFFES FIRM, LLC
serves as counsel to the Debtors.
J. ASHTON DEVELOPMENT: Has Interim OK to Use Cash Collateral
------------------------------------------------------------
The Bankruptcy Court authorized J. Ashton Development LLC to use
cash collateral of Rockland Trust Company (RTC) on an interim
basis.
The Court ruled that the Debtor may collect and use postpetition
rents and cash collateral assets received from the Debtor's tenants
at the real property located at 776 Belmont Street, Brockton, MA in
which RTC has a perfected security interest, in the operation of
the Debtor's business.
RTC is granted a continuing replacement lien and security interest
in the Debtor's pre- and post-petition assets to the same extent,
validity, perfection, enforceability and priority of the liens and
security interests of RTC in the Collateral as of the Petition
Date.
The Debtor, moreover, will make monthly adequate protection
payments to RTC for $5,918.20, which amount represents the regular
monthly mortgage payments on the First Mortgage ($3,958.54) and
Second Mortgage ($1,959.66).
A further hearing on the Motion is set on Jan. 28, 2020 at 10:15
a.m. The Debtor is directed to file with the Court a proposed
budget for continued use of cash collateral, as well as a
reconciliation of actual receipts and disbursements against the
budget through December 2019 on or before 4:30 p.m. on Jan. 24,
2020.
A copy of the Interim Order is available at https://is.gd/ufbemF
from PacerMonitor.com free of charge.
About J. Ashton Development
J. Ashton Development LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner
of a property located at 776 Belmont Street, Brockton, MA, valued
by the Company at $1 million.
J. Ashton sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Mass. Case No. 19-13529) on Oct. 17, 2019. In the
petition signed by Richard R. Cohen, manager, the Debtor disclosed
$1,231,777 in assets and $1,669,572 in liabilities. The Hon.
Melvin S. Hoffman is the case judge. The Debtor tapped David B.
Madoff, Esq. at Madoff & Khoury LLP to serve as its counsel.
JOY ENTERPRISES: Unsecured Creditors Secured by Assets
------------------------------------------------------
Joy Enterprises, Inc., filed a reorganization plan that proposes
payments or amounts to be either paid or escrowed monthly.
The two most significant obligations of the Debtor involved
balances owed People's Bank and 22nd State Bank are essentially to
be addressed thru rents paid to landlords and from those amounts
servicing of mortgages or secured debts would be made to Peoples
Bank and 22nd State Bank.
A full-text copy of the First Amended Disclosure Statement dated
November 6, 2019, is available at https://tinyurl.com/u9y8ty8 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
C.H. Espy, Jr.
P.O. Drawer 6504
Dothan, Alabama 36302-6704
(334) 793-6288
About Joy Enterprises Inc.
Joy Enterprises Inc., a domestic corporation that operates Subway
restaurants in Alabama, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-10092) on Jan. 17,
2019. At the time of the filing, the Debtor disclosed $384,617 in
assets and $4,684,019 in liabilities. The case has been assigned
to Judge William R. Sawyer. Collier H. Espy, Jr., Esq., at Espy,
Metcalf & Espy, P.C., is the Debtor's legal counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
KCD IP LLC: Hilco IP To Hold Public Auction on Dec. 5
-----------------------------------------------------
Hilco IP Services LLC d/b/a Hilco Streambank, as liquidation agent
on behalf of U.S. Bank National Association ("trustee"), acting as
indenture trustee, on behalf of various secured parties, offers for
sale, at public auction on Dec. 5, 2019, at 2:00 p.m. (prevailing
Eastern Time) at the offices of Nixon Peabody, 55 West 46th Street,
New York, New York 10036-4120, in connection with a public
disposition of the collateral under a certain indenture dated as of
May 18, 2006, by and between KCD IP LLC ("issuer") and trustee.
Offers must be submitted no later than 10:00 a.m. (prevailing
Eastern Time) on Dec. 5, 2019.
All bids must be for cash, and the successful bidder must be
prepared to deliver immediately available funds to pay the purchase
price.
The trustee including the sole noteholder that holds all of the
outstanding notes issued under the indenture with outstanding
principal amount of $900 million, offering collateral, including
U.S. KENMORE Trademarks, the U.S. DIEHARD Trademarks and certain
rights related thereto for sale in connection with the foreclosure
of the notes. Pursuant to the indenture, the noteholder is
entitled to credit bid up to the full amount owed under the notes
at the public auction, which amount is comprised of $900 million in
principal approximately $79.8 million in accrued interest through
and including date of the public auction.
Hilco IP can be reached at:
Hilco IP Services LLC
dba Hilco Streambank
Attn: Gabriel Fried
Email: gfried@hilcostreambank.com
-- and --
Richelle Kalnit
Senior Vice President
Email: rkalnit@hilcostreambank.com
KHAN AVIATION: Trustee Seeks to Hire A.L. Mitchell as Accountant
----------------------------------------------------------------
Kelly Hagan, the Chapter 11 trustee for Khan Aviation, Inc. and its
affiliates, seeks approval from the U.S. Bankruptcy Court for the
Western District of Michigan to hire A.L. Mitchell & Associates as
her accountant.
The firm will provide accounting and bookkeeping services, which
include the preparation of income tax returns; accounting advice on
tax and financial-related matters; review of the Debtors' tax
liability; and gathering and organizing the Debtors' financial
information to prepare their monthly operating reports.
The firm's hourly rates are:
Andrew Mitchell Principal/Accountant $225
Kimberly Underhill Senior Accountant $150
Arlene Forrester Bookkeeper/Administrative $95
Assistant
A.L. Mitchell does not represent any interest adverse to the
Debtors' bankruptcy estates, according to court filings.
The firm can be reached through:
Andrew L. Mitchell
A.L. Mitchell & Associates
P.O. Box 5046
Traverse City, MI 49696
Phone: 231-947-1492
Fax: 231-947-1492
E-mail: amitchell@mitchelltax.com
About Khan Aviation
Khan Aviation, Inc. and its affiliates, GN Investments LLC, KRW
Investments Inc., NJ Realty LLC, NAK Holdings LLC, and Sarah Air
LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Mich. Case Nos. 19-04261, 19-04262, 19-04264,
19-04266, 19-04267 and 19-04268) on Oct. 8, 2019.
The cases are jointly administered with that of Najeeb Ahmed Khan
(Bankr. W.D. Mich. Case No. 19-04258), which is the lead case.
Judge Scott W. Dales presides over the cases.
The Debtors are represented by Robert F. Wardrop, II, Esq., at
Wardrop & Wardrop, P.C.
Kelly Hagan was appointed as Chapter 11 trustee for the Debtors'
bankruptcy estates. The trustee is represented by Hagan Law
Offices, PLC.
At the time of the filing, the Debtors' estimated assets and
liabilities are as follows:
Debtors Assets Liabilities
------- -------------------- ----------------------
Khan Aviation $1-mil. to $10-mil. $1-mil. to $10-mil.
GN Investments $1-mil. to $10-mil. $100-mil. to $500-mil.
KRW Investments $10-mil. to $50-mil. $100-mil. to $500-mil.
NJ Realty $1-mil. to $10-mil. $100-mil. to $500-mil.
NAK Holdings $1-mil. to $10-mil. $100-mil. to $500-mil.
Sarah Air $500,000 to $1-mil. $100-mil. to $500-mil.
KHRL GROUP: Plan to Pay 100% to Unsecured Creditors in 8 Years
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Joint equity holders Kenneth D. Garcia and Hilda Carrillo Garcia
filed a proposed Joint Substantively Consolidating Chapter 11 Plan
for Papa Grande Gourmet Foods, LLC and KHRL Group, LLC.
According to the Shareholders' Plan, Papa Grande will continue to
manage its financial affairs more efficiently than it did prior to
the bankruptcy filing as a part of its Plan of Reorganization.
KHRL Group, LLC's only asset shall be kept and continue to be
leased of Papa Grande. The Debtor will be able to make monthly
plan payments with money generated by its food processing
operations. Kenny Garcia shall continue as president of Papa
Grande and Hilda Garcia its vice president. Additionally, the
Garcia Family will provide an unsecured line of credit to the
Debtors in the amount of $500,000.
KHRL shall be substantively consolidated into Papa Grande and all
assets and liabilities shall be allocated to Papa Grande.
The Plan treats claims as follows:
1. The Debtor shall generally pay non-governmental secured
lenders 4.0 percent interest on their loans unless otherwise stated
in the Plan. The duration of the secured loan payouts shall be in
accordance with the stated plan treatment for each creditor. The
Debtor will pay property taxes currently due and payable for tax
year 2019 in January 2020 using its escrowed property taxes.
2. The Debtor will pay property taxes for tax years prior to 2019
in regular monthly installments within 60 months of the date of the
order for relief and at the statutory interest rate.
3. The Debtor will pay past due federal payroll taxes in regular
monthly installments within 60 months of the date of the order for
relief and at the statutory interest rate in effect on the
confirmation date, currently 6.0%.
4. The Debtor will pay Texas priority comptroller claims in
regular monthly installments within 60 months of the date of the
order for relief and at the statutory interest rate in effect on
the confirmation date.
5. The Debtor will pay critical unsecured vendor claims a 100%
dividend in quarterly payments over 60 months beginning January 1,
2020.
6. The Debtor will pay general unsecured claims ($1.9 million
against Papa Grande and $50,882 against KHRL) a 100% dividend over
8 years beginning October 1, 2020.
7. The Debtor will pay unsecured insider claims a 100% dividend
over 8 years beginning after the general unsecured creditor
payments have completed.
8. Kenneth and Hilda Garcia are the equity holders and will
retain their interests in Debtors
The Garcias say that their pro-forma financial statements
accurately and fairly project the Debtors' future income and
expenses based on current operations and reasonable expectations of
the future. A copy of the financial statements is available at
https://tinyurl.com/qksujtu
A full-text copy of the Joint Amended Disclosure Statement dated
Nov. 8, 2019, is available at https://tinyurl.com/sn4m3sa from
PacerMonitor.com at no charge.
Attorney for the Garcias:
JAMES S. WILKINS
WILLIS & WILKINS, L.L.P.
711 Navarro Street, Suite 711
San Antonio, TX 78205
Telephone: (210) 271-9212
Facsimile: (210) 271-9389
About KHRL Group
Papa Grande Gourmet Foods LLC -- http://garciafoods.com/-- is a
producer of a growing line of Mexican food products including
tamales, fajitas, chorizo, shredded chicken, picadillo, carne
guisada, carnitas, chili, refried beans and rice. Founded in 1956
by Andy Garcia, Papa Grande conducts business under the name
Garcia
Foods.
KHRL Group, LLC owns the real estate used in the business.
KHRL Group and Papa Grande filed voluntary Chapter 11 petitions
(Bankr. W.D. Tex. Lead Case No. 19-50390) on Feb. 25, 2019. At the
time of filing, both Debtors estimated their assets and liabilities
under $10 million. The Hon. Ronald B. King is the case judge.
Ronald J. Smeberg, Esq., at The Smeberg Law Firm, PLLC, is the
Debtors' counsel.
KINNEY FARMS: Unsecureds get $50,000 Annually for 5 Years
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Kinney Farms, Inc., has proposed a Reorganization Plan.
According to its Amended DIsclosure Statement, the Debtor
anticipates that the Plan is feasible and confirmable because it
contemplates sufficient revenue from business operations to pay
going forward creditors on a timely basis while treating the claims
of pre-bankruptcy creditors fairly.
The Plan provides that:
* Class 1. Allowed Secured Claim of Nutrien Ag Solutions (Claim
No. 2, $104,905.43) Collateral: Judgment on Debtor assets.The
Allowed Secured Claim shall be paid in annual installments for a
term of 5 years at 4.0% interest beginning on the Effective Date.
* Class 2. Allowed Secured Claim of Farm Credit of Florida, ACA
(Claim No. 7 $185,395.48) Collateral: Perfected security interest
in Debtor’s farming equipment. The Allowed Secured Claim shall be
paid in annual installments for a term of 5 years at 4.0% interest
beginning on the
Effective Date.
* Class 3. General Unsecured Claims (Estimated amount: $2.4
million). Holders of allowed unsecured claims shall be paid pro
rata. Distributions shall be made annually for a term of 5 years to
begin on the Effective Date. Each Distribution shall be in the sum
of $50,000 for a total dividend to holders of general unsecured
claims of $250,000.
* Class 4. The Equity interests of the Debtor. It is anticipated
that ownership of all property of the estate shall vest with the
Debtor on the Effective Date, with Mr. Kinney to retain his
ownership of the Debtor.
The payments required under this plan will be funded from the
business revenues of the Debtor, consistent with the budget and
projections, to be filed separately.
A full-text copy of the Amended Disclosure Statement dated November
15, 2019, is available at https://tinyurl.com/uyyxjle from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Scott W. Spradley
Law Offices of Scott W. Spradley, P.A.
109 South 5th Street
P.O. Box 1
Flagler Beach, FL 32136
Tel: 386/693-4935
Fax: 386/693-4937
scott@flaglerbeachlaw.com
About Kinney Farms
Kinney Farms is a Florida corporation, whose business is to grow
and sell crop, specifically potatoes, in Flagler County, Florida.
Kinney Farms conducts its business operations at: 400 CR 105 N.,
Bunnell, FL 32110, which is land and improvements owned by John and
Heather Kinney, principals.
Kinney Farms sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 18-04194) on Nov. 30, 2018. At the
time of the filing, the Debtor was estimated to have assets of less
than $50,000 and liabilities of $1 million to $10 million. The
case is assigned to Judge Paul M. Glenn. The Debtor tapped the Law
Offices of Scott W. Spradley, P.A., as its legal counsel.
LACONIA LLC: Sandy Spring Still Disclosures Still Need Changes
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Sandy Spring Bank ("SSB") filed an objection to the Amended
Disclosure Statement filed by debtor Laconia, LLC.
SSB states and avers that the Disclosure Statement filed by the
Debtor is virtually a word for word repeat of the original
disclosure statement that was itself grossly deficient.
SSB points out that the amendment alleges the existence of
contracts of sale, but does not attach the contracts, address
issues that are relevant to any potential closing, or provide for
any method by which purported agreements to fund a Plan by
non-Debtor persons could be
independently verified or enforced by this Court.
SSB further points out that the limited amendments fail in
virtually every respect to cure the deficiencies existing in the
original disclosure statement, and the currently proposed
Disclosure Statement fails by any standard to fulfill the
requirement that it contain “adequate information”.
Counsel to Sandy Spring Bank:
Kevin M. O'Donnell
Bruce W. Henry
Henry & O'Donnell, P.C.
300 N. Washington Street, Suite 204
Alexandria, Virginia 22314
Telephone: 703-548-2100
Facsimile: 703-548-2105
About Laconia L.L.C.
Based in Herndon, Virginia, Laconia L.L.C., a privately held
company engaged in the business of renting and leasing real estate
properties, filed a Chapter 11 petition (Bankr. E.D. Va. Case No
19-11049) on April 2, 2019. At the time of filing, the Debtor was
estimated to have assets and $10 million to $50 million. The case
is assigned to Hon. Brian F. Kenney. The Debtor's counsel is Dylan
G. Trache, Esq., at Nelson Mullins Riley & Scarborough LLP, in
Washington, D.C.
LAKESHORE FARMS: Unsecureds to Recover 21% Under Plan
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According to its Fifth Amended Disclosure Statement, Lakeshore
Farms, Inc., a Missouri Subchapter S corporation, filed a CHapter
11 plan that provides for a 100% distribution to TD Auto and Union
Bank, a 59.99% distribution to Frontier Bank and a 21% distribution
to the unsecured Creditors.
The Debtor estimates that Union Bank would receive 70% of their
claims under a Chapter 7 liquidation, Frontier Bank would receive
32.78% of their claims, ande unsecured creditors would receive 0%
of their claims under a Chapter 7 liquidation
The Plan clearly provides a greater return to both the secured and
the unsecured creditors than that which would be achieved in a
Chapter 7.
The Plan specifically provides that:
* Class 4, Allowed Secured Claims of Frontier Bank fka
Richardson County Bank & Trust Co. IMPAIRED. The Class 4
Claimant’s claim consists of monies owed to the Class 4 Claimant
under loan # 110-052-632.7. As of October 31, 2018, the total debt
on the Class 4 Claim is $2,633,748.93, consisting of $2,207,571.85
in principal and $426,177.08 in accrued interest. The Debtor or
Reorganized Debtor shall pay the total allowed amount of the Class
4 Claim pursuant to the terms of the Original Note and Loan
Documents, subject to the following modifications (hereinafter
referred to as the “Modified Note”): (1) the principal balance
owed under the Modified Note shall be $1,400,000.00, (2) interest
shall accrue on $1,400,000.00 balance of the outstanding principal
balance owed under the interest accruing component of the Modified
Note at the fixed rate of 5.5% per annum from the Effective Date.
* Class 11, Allowed Secured Claims of Cobank Farm Credit
Leasing. IMPAIRED. Class 11 consists of the allowed secured claim
of Cobank Farm Credit Leasing. During this case, payments to this
creditor have not been made according to the terms of the finance
lease. The back payments will be cured on or before December 15,
2020 and the annual payments will continue to be made until the
finance leases are fully paid with the exercise of the purchase
option on their contracted dates at which time, the class 11
claimant shall promptly deliver to the debtor the “paid note”
and release of liens.
* Class 12, Allowed Unsecured Claims. IMPAIRED. The Class 12
claims approximate $2,733,191.00 and include the $$1,233,748.93
Frontier Bank Unsecured Note. These claims will be paid over 7
years in an annual principal reduction payment equal to 3% of each
claimant’s claim beginning on December 15, 2020 and ending on
December 15, 2026. Total payout to the Class 12 claimants under
the plan equals 21% of each class claimant’s claim.
* Class 13, Equity Interests. The Debtor’s principal, Jon
Russell will retain his interest in the Debtor.
Historically, the Debtor and or Jon Russell have generated
sufficient revenue to make the proposed payments under the plan.
A full-text copy of the Fifth Amended Disclosure Statement dated
Nov. 15, 2019, is available at https://tinyurl.com/vr8o7vm from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Ronald S. Weiss
Joel Pelofsky
2850 City Center Square
1100 Main Street
Kansas City, Missouri 64105
E-mail: rweiss@bdkc.com
jpelofsky@bdkc.com
About Lakeshore Farms
Lakeshore Farms, Inc., a Missouri Corporation, was formed by
Jonathan L. Russell as an S Corporation on Jan., 26, 2001. At that
time, the Debtor's primary business was as a custom combine and
trucking company to haul grain for other farmers and operations.
In 2015, at the suggestion of its then lender, Richardson County
Bank & Trust Co., now Frontier Bank, because Mr. Russell was
already farming under another entity and the equipment was owned by
Lakeshore Farms, the Debtor commenced its own farming operations.
Lakeshore Farms leased approximately 7,085 acres spread out over
18 tracts of land, at an annual cost of approximately
$1,885,973.84. The lease payments are typically made in the Spring
from the farm loan. Planting starts in late April with harvesting
commencing in October. Grain is then delivered to the elevators
for sale over several months, using trucks owned by Lakeshore
Farms.
Lakeshore Farms filed a Chapter 11 petition (Bankr. W.D. Mo. Case
No. 18-50077) on Feb. 28, 2018. In the petition signed by Jonathan
L. Russell, president, the Debtor disclosed $8.52 million in total
assets and $5.57 million in total debt. The case is assigned to
Judge Brian T. Fenimore. Evans & Mullinix, P.A., is counsel to the
Debtor.
LAREDO HOUSING: S&P Reinstates CCC+ Rating on Mortgage Rev. Bonds
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S&P Global Ratings reinstated its 'CCC+' long-term rating on Laredo
Housing Finance Corp., Texas' series 1994 single-family mortgage
revenue bonds. The outlook is stable.
"We had previously suspended this rating due to lack of timely
information," said S&P Global Ratings credit analyst Jose Cruz.
"With receipt of the sinking fund schedule and updated trust
balances, we now have sufficient information to maintain the
rating."
The 'CCC+' rating reflects S&P's opinion of the following:
-- Asset-to-liability parity of 73.80% as of Sept. 26, 2019, which
exposes the issue to vulnerability of nonpayment and dependency on
favorable financial conditions;
-- The insufficiency of funds to cover reinvestment risk in the
event of prepayment, based on the 30-day minimum notice period;
and
-- The dependency upon favorable business and economic conditions
for the corporation to meet its financial commitments.
Partially mitigating these weaknesses, in S&P's view, are:
-- Investments held in accordance with a guaranteed investment
contract with Berkshire Hathaway; and
-- The strong credit quality of the Ginnie Mae mortgage-backed
securities and Fannie Mae pass-through certificates, which S&P
considers 'AA+' eligible.
Although debt service continues to be paid in full and on time, S&P
expects that the assets held in trust will be insufficient to pay
full and timely debt service on the bonds prior to maturity.
"The stable outlook reflects our view that during the one-year
outlook period, the corporation might continue to pay debt service
in full and on time, and the credit condition of the project is
commensurate with the 'CCC+' rating, reflecting the
asset-to-liability parity of 73.80%. However, due to the parity
level, we expect that the assets held in trust will be insufficient
to pay full and timely debt service on the bonds prior to
maturity," S&P said.
LIFESTYLE YACHTS: Court Denies Cash Collateral Motion as Moot
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Judge Robert A. Mark denied as moot the Expedited Motion to Use
Cash Collateral Nunc Pro Tunc to October 25, 2019, filed by
Lifestyle Yachts, Inc.
The Motion was denied without prejudice absent proof of a lien by
Fundworks on the Debtor's cash, at which time the Debtor may renew
its Motion to Use Cash Collateral.
About Lifestyle Yachts
Lifestyle Yachts, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-24364) on Oct 25,
2019. At the time of the filing, the Debtor disclosed assets of
less than $50,000 and liabilities of less than $1 million. Judge
Robert A Mark is assigned to the case. The Debtor is represented by
Chad Van Horn, Esq. at Van Horn Law Group, P.A.
MARINE BUILDERS: Dec. 10 Hearing on Disclosure Statement Set
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A hearing to consider the disclosure statement in support of the
Chapter 11 Plan of Marine Builders, Inc., and Marine Industries
Corporation will be held on Dec. 10, 2019, at 10:00 a.m. EST, in
Rm. 103 Federal Building,121 W. Spring St., New Albany, IN 47150.
Any objection to the Disclosure Statement be filed and served at
least 5 days prior to the hearing date.
As reported in the TCR, under the Plan, each holder of an Allowed
Unsecured Claim shall receive their pro rata share of the Unsecured
Creditor Contribution in the amount of $45,000. The first $15,000
will be paid as of the Initial Distribution Date, the second
$15,000 will be paid on the
first Business Day that is six months after the Initial
Distribution Date, and the third $15,000 will be distributed on the
first Business Day that is one year after the Initial Distribution
Date.
A full-text copy of the Disclosure Statement dated Nov. 5, 2019, is
available at https://tinyurl.com/y5d6snvb from PacerMonitor.com at
no charge.
About Marine Builders
Marine Builders -- http://www.marinebuilders.net/-- is a
family-owned and operated company in the boat building business.
With 26-acre site and 14,000-square-foot of fabrication shop,
Marine Builders has both new construction and repair capabilities.
Founded in 1972, Marine Builders manufactures custom vessels,
ranging from work boats and barges to dry docks and excursion
vessels. Its subsidiary, Marine Industries Corporation, primarily
operates in the marine supplies business.
Marine Builders and Marine Industries filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bank. S.D. Ind.
Lead Case No. 19-90632) on April 25, 2019. In the petitions signed
by David A. Evanczyk, president and CEO, the Debtors estimated $1
million to $10 million in both assets and liabilities. The cases
are assigned to Judge Basil H. Lorch III. James R. Irving, Esq.,
at Bingham Greenebaum Doll LLP, represents the Debtors as counsel.
MASTER LUBE: To Present Plan for Confirmation Dec. 17
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Judge John W. Kolwe on Nov. 6, 2019, entered an order conditionally
approving Master Lube #2, Inc.'s Disclosure Statement.
A hearing on final approval of the Disclosure Statement, together
with a hearing on Confirmation of the Chapter 11 Plan, will be held
on Dec. 17, 2019 at 10:00 a.m. at 800 Lafayette Street, 3rd Floor,
Courtroom Five, Lafayette, Louisiana.
Objections to the Disclosure Statement and/or the Chapter 11 Plan
must be filed and served on or before seven days prior to the
hearing date.
The last day for holders of claims and interests to submit ballots
accepting or rejecting the Chapter 11 Plan is seven days prior to
the hearing date.
About Master Lube
Master Lube #2, Inc., is a service company which provides oil
changes for the general public and some oil and gas related service
companies also bring their vehicles to the Debtor for service. It
also provides some vehicle maintenance.
Master Lube sought Chapter 11 protection (Bankr. W.D. La. Case No.
19-51093) on Sept. 17, 2019, estimating less than $1 million in
both assets and liabilities. H. KENT AGUILLARD is the Debtor's
counsel.
MATTAMY GROUP: S&P Rates New $450MM Senior Unsecured Notes 'BB'
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S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to Mattamy Group Corp.'s proposed $450 million
senior unsecured notes due 2027. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of payment default. S&P expects the company
to use issuance proceeds to fully redeem its $425 million of
outstanding 6.875% senior unsecured notes due December 2023.
MD AMERICA ENERGY: S&P Affirms 'B-' ICR; Outlook Stable
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S&P Global Ratings affirmed its 'B-' issuer credit rating on MD
America Energy LLC (MDAE), a Fort-Worth-based crude oil and natural
gas exploration and production (E&P) company. The outlook is
stable.
At the same time, S&P raised its issue-level rating on the
company's senior secured term loan to 'B+' from 'B-', and revised
its recovery rating to '1' from '3'. The '1' recovery rating
indicates S&P's expectation for very high (90%-100%; rounded
estimate: 95%) recovery in the event of a payment default.
The upgrade of the issue-level rating on the term loan reflects the
increase in MDAE's reserves over the past 12 months, as the company
resumed drilling operations in 2018. The issuer credit rating
continues to reflect MDAE's participation in the capital-intensive
and very cyclical oil and gas E&P industry, the very small size and
scale of reserves and production, and the high proportion of proved
undeveloped reserves (about 71% of proved reserves at midyear
2019), which will require significant investments to develop. The
ratings also reflect S&P's expectation that MDAE will spend within
cash flow over the next couple of years under the rating agency's
commodity price assumptions, and that operating cash flow could be
highly volatile due to the company's small scale and high asset
concentration. These factors are partially offset by the high
content of oil and liquids in MDAE's production, which S&P views
favorably compared with natural gas, and the company's exposure to
Louisiana Light Sweet (LLS) crude, which trades at a premium to
West Texas Intermediate (WTI) crude.
The stable outlook reflects S&P's expectation that MDAE will
maintain adequate liquidity and FFO to debt of about 30% over the
next two years under the rating agency's commodity price
assumptions.
"We could lower the rating if FFO to debt fell below 20% for a
sustained period. Such a scenario would be most likely due to
debt-financed acquisitions, weaker-than-expected commodity prices
or production, or higher-than-expected capital spending," S&P
said.
"We consider an upgrade unlikely over the next 12 months given the
company's limited size and scale. However, we could raise the
rating if the company significantly increased its scale, while
maintaining FFO to debt above 30% and adequate liquidity," the
rating agency said.
MIDWEST BIOMEDICAL: Jan. 22 Hearing on Disclosure Statement
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The combined hearing to consider the approval of the disclosure
statement, and on confirmation of the plan of Midwest Biomedical
Resources, Inc., will be held at Courtroom 615 of the United States
Bankruptcy Court, 219 S. Dearborn St., Chicago, Illinois, on Jan.
22, 2020, at 10:00 a.m.
Jan. 14, 2020, is fixed as the last date for filing and serving
written objections to the disclosure statement.
Jan. 14. 2020, is fixed as the last day for filing ballots
accepting or rejecting the plan.
As reported earlier in the TCR, Midwest Biomedical Resources
submitted a Plan of Reorganization and a Disclosure Statement that
provides for payment of $76,340 in installment payments to general
unsecured creditors, to be divided among general unsecured
creditors pro rata. This amount will be paid over a five-year
period, with payments of $3,817 per quarter. General unsecured
creditors will receive a distribution of 20% on their allowed
claims.
A full-text copy of the Disclosure Statement dated Oct. 16, 2019,
is available at https://tinyurl.com/yykk343z from PacerMonitor.com
at no charge.
About Midwest Biomedical Resources
Midwest Biomedical Resources, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ill. Case No. 19-02963) on Feb. 5, 2019,
estimating under $1 million in both assets and liabilities. The
case has been assigned to Judge Janet S. Baer. The Debtor is
represented by David P. Lloyd, Ltd.
MJ HOLDINGS: Recurring Net Losses Cast Going Concern Doubt
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MJ Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $646,488 on $580,228 of net revenue for
the three months ended March 31, 2019, compared to a net loss of
$201,075 on $0 of net revenue for the same period in 2018.
At March 31, 2019, the Company had total assets of $8,934,031,
total liabilities of $5,112,300, and $3,821,731 in total
stockholders' equity.
The Company has recurring net losses, which have resulted in an
accumulated deficit of $8,516,937 as of March 31, 2019. The
Company incurred a net loss of $646,488 and negative cash flows
from operations of $408,147 for the period ended March 31, 2019.
These factors raise substantial doubt about the Company's ability
to continue as a going concern for a period of one year from the
issuance of the financial statements. The ability of the Company
to continue as a going concern is dependent on the Company's
ability to further implement its business plan, raise capital, and
generate revenues. The Financial Statements do not include any
adjustments that might be necessary if the Company is unable to
continue as a going concern.
A copy of the Form 10-Q is available at:
https://is.gd/o04zDn
MJ Holdings, Inc., through its subsidiaries, operates in the
medical marijuana business in Nevada. It offers cultivation
management, licensing support, production management, and asset and
infrastructure development in the cannabis industry. The company is
headquartered in Las Vegas, Nevada.
MOLTO BENE: Italian Restaurant to Return 8% to Unsecured Creditors
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This is the disclosure statement in the small business chapter 11
case of Molto Bene LLC.
Under the Plan, secured claims will receive monthly payments, until
paid in full in Feb. 28, 2024, with interest at 8.25%.
General unsecured creditors will receive monthly payments beginning
on the 27th month and continuing to the 50th month after the
effective date. General unsecured creditors will recover 8% of
their allowed claims.
The 100% equity owner, Peter Adamo, will retain his equity
intersets.
The Debtor will fund the Plan through operating income. The Debtor
expects to have sufficient cash each month to make the payments
required under the Plan.
A full-text copy of the Disclosure Statement dated Nov. 6, 2019, is
available at https://tinyurl.com/tom9hju from PacerMonitor.com at
no charge.
About Molto Bene
Molto Bene LLC is a NJ limited liability company, Since 2009, the
Debtor has been in the business of operating an Italian restaurant
located at 17 N. Main St., Cranbury, New Jersey. Molto Bene LLC
sought Chapter 11 protection (Bankr. D.N.J. Case No. 19-19604) on
May 10, 2019. Darren M. Baldo of the Baldo Law Firm serves as
counsel to the Debtor.
MUSCLE MAKER: Incurs $2.3M Net Loss for Quarter Ended Sept. 30
--------------------------------------------------------------
Muscle Maker, Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $2,348,829 on $1,113,458 of total revenues
for the three months ended Sept. 30, 2019, compared to a net loss
of $1,144,468 on $1,045,380 of total revenues for the same period
in 2018.
At Sept. 30, 2019, the Company had total assets of $6,985,106,
total liabilities of $13,470,999, and $6,485,893 in total
stockholders' deficit.
As of September 30, 2019, the Company had a cash balance, a working
capital deficiency and an accumulated deficit of $1,983,306,
$5,484,122, and $29,777,110, respectively. During the three and
nine months ended September 30, 2019, the Company incurred a
pre-tax net loss of $2,348,829 and $5,374,914, respectively. These
conditions indicate that there is substantial doubt about the
Company's ability to continue as a going concern for at least one
year from the date of the issuance of these condensed consolidated
financial statements.
A copy of the Form 10-Q is available at:
https://is.gd/xqKCyG
Muscle Maker, Inc., operates under the name Muscle Maker Grill as a
franchisor and owner-operator of Muscle Maker Grill restaurants.
The company is based in Burleson, Texas.
NEST EXTENDED: Feb. 6 Filing Deadline for Plan and Disclosures
--------------------------------------------------------------
Nest Extended Stay LLC's case came on for status conference
pursuant to 11 U.S.C. Sec. 105(d) on Nov. 4, 2019. At the status
conference, the Court reviewed the nature and size of the Debtor's
business, the overall status of the case and considered the
respective positions of the parties represented at the Status
Conference. Based on that review, the Court has determined that it
is appropriate in this case to implement the procedures governing
the filing of a plan of reorganization and disclosure statement to
ensure that this case is handled expeditiously and economically.
Accordingly, Judge Caryl E. Delano ordered that the Debtor will
file a Plan and Disclosure Statement on or before Feb. 6, 2020.
If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court will issue an order to show cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to Section 1112(b)(1) of the Bankruptcy Code.
A full-text copy of the Order dated Nov. 6, 2019, is available at
https://tinyurl.com/t3ehube from PacerMonitor.com at no charge.
About Nest Extended Stay
Nest Extended Stay LLC owns a hotel property known as Nest Extended
Stay located at 12 E. Main Street Chanute, KS 66720 having a
current value of $1.15 million. Nest Extended Stay filed a Chapter
11 petition (Bankr. M.D. Fla. Case No. 19-09578) on Oct. 9, 2019,
in Tampa, Fla. In the petition signed by Caleb Walsh, authorized
representative, the Debtor listed total assets at $1,293,500 and
total liabilities at $951,372. The case is assigned to Judge Caryl
E. Delano. Tampa Law Advocates, P.A., A Private Law Firm is the
Debtor's counsel.
NEW BEGINNERS: Dec. 18 Hearing on Disclosure Statement Set
----------------------------------------------------------
The hearing to consider the approval of the Disclosure Statement of
The New Beginners Church, Inc. is scheduled on Dec. 18, 2019, at
2:00 p.m., in U.S. Bankruptcy Court Courtroom 1, 1st Floor 601 W.
4th St. Suite 100, Winston-Salem, NC 27101.
Dec. 10, 2019 is fixed as the last day for filing and serving
written objections to the Disclosure Statement.
Attorney for the Debtor:
Dirk W. Siegmund
Ivey, McClellan, Gatton & Siegmund, LLP
100 S. Elm St., Suite 500
Greensboro, NC 27401
As reported in the TCR, the New Beginners Church Inc. filed a Plan
of Reorganization and
Disclosure Statement. General Unsecured Creditors owed $2,600
(Class X) will receive a
promissory note which provides that each holder shall receive 100%
of its claim, to be paid quarterly over a period of 36 months with
interest to be paid at the Till rate of 7 percent per annum. A
copy of the Disclosure Statement is available at
https://is.gd/x88lJg from PacerMonitor.com free of charge.
About The New Beginners Church
The New Beginners Church was established by Dr. Emma J. Terrell on
April 3, 1988. The first location of the church was in her home.
The church started growing and moved to new locations in order to
accommodate this growth. Dr. Terrell was joined by her son Howard
R. Terrell Jr. who started different outreach programs. In 1996
New Beginners entered into an agreement to purchase 16 acres at
7000 Burlington Road in Whitsett, North Carolina. New Beginners
continued to thrive and soon outgrew the existing building on the
land and in 2000 built a bigger sanctuary. This created another
financial burden but the church was able to maintain the debt
structure. In 2014, Dr. Terrell's husband became ill and this
required a large time commitment and in 2017 he died suddenly.
The New Beginners Church, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 19-10385) on April
9, 2019. The Debtor tapped the Law Firm of Ivey, McClellan, Gatton
& Siegmund as its bankruptcy counsel.
NORTH AMERICAN LIFTING: S&P Lowers ICR to 'CCC-'; Outlook Negative
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on North
American Lifting Holdings Inc. (NALH; parent of TNT Crane & Rigging
Inc.) to 'CCC-' from 'CCC+'. At the same time, S&P also lowered the
issue-level rating on the company's first-lien senior secured term
loan and revolving credit facility to 'CCC-' from 'CCC+', and the
rating on the second-lien term loan to 'C' from 'CCC-'.
The downgrade reflects NALH's inability to extend its revolving
credit facility and refinance its capital structure, which remains
unsustainable, in S&P's view. S&P believes NALH has limited
liquidity sources because it faces the $22 million maturity of its
revolving credit facility in January 2020. S&P understands the
company's financial sponsor, First Reserve, has agreed to provide
the necessary liquidity to address that maturity, if necessary. In
the third quarter, First Reserve funded the company $4 million to
provide additional liquidity for the $25 million threshold, and
provided additional liquidity during the peak turnaround months of
September and October. S&P believes the company will extend the
maturity of the revolver. Even if it successfully manages through
the near-term pressure, it faces the $470 maturity of its
first-lien term loan in November 2020 and the $185 maturity of its
second-lien term loan in November 2021. The company reported
negative free operating cash flow (FOCF), which S&P expects will
continue, severely constraining its ability to service its debt.
The negative outlook on NALH reflects S&P's view of the company's
weak liquidity and that it may default on its obligations in the
near future without a refinancing. the rating agency believes there
is a high likelihood of a distressed restructuring or payment
default within the next year.
"We could lower our rating on NALH if a default becomes certain or
the company announces a debt exchange or other restructuring
transaction that we view as tantamount to a default," S&P said.
"We could raise the rating on NALH if we believe the company is
able to refinance its capital structure to meet its liabilities in
full and on time," the rating agency said.
NORTHCREST INC: Fitch Affirms BB+ Rating on 2018A/B Bonds
---------------------------------------------------------
Fitch Ratings affirmed the 'BB+' rating on the following bonds
issued by the Iowa Finance Authority on behalf of Northcrest,
Inc.:
-- $40 million senior housing revenue bonds, series 2018A;
-- $13 million entrance fee principal redemption bonds, series
2018B.
The Rating Outlook is Stable.
SECURITY
The bonds are secured by a pledge of gross revenues, mortgage on
Northcrest's property and a debt service reserve fund.
KEY RATING DRIVERS
HIGH LONG-TERM LIABILITY PROFILE: Northcrest's long-term liability
profile significantly changed after the issuance of $53 million in
series 2018 bonds. Maximum annual debt service of about $2.7
million amounts to an elevated 36.3% of revenues through the first
six months of fiscal 2019, which is reflective of
below-investment-grade credits. Debt to net available is also high
and measured 14.7x in 2018. Fitch expects Northcrest's long-term
liability profile to moderate due to the additional revenues and
cash flows from its large expansion project.
CAPITAL PROJECTS PROGRESSING WELL: Northcrest is undertaking a
sizable expansion project that includes unit additions and
renovations of existing facilities. Total project costs are
approximately $40 million and will be funded with bond proceeds and
a $2 million equity contribution. About $13 million of the debt
(the series 2018B bonds) will be repaid with proceeds from the sale
of new independent living units (ILUs). As of Nov. 5, 2019, 47 of
the 48 new ILUs have been presold with most of them having paid a
65% deposit, which reduces fill-up risk. Construction has proceeded
well despite some weather delays and the project is expected to be
fully completed in March of 2021.
GOOD OPERATING PROFILE: Northcrest operates in a good service area
with favorable economic indicators, solid demographics and a
moderate competitive environment. These factors have led to strong
residential living demand with ILU occupancy averaging 98% over the
past five years. This is somewhat offset by Northcrest's modest
size with just 164 total units and $7.3 million of operating
revenues for fiscal 2018 that could make them more susceptible to
changing business conditions.
SOLID HISTORICAL FINANCIAL PROFILE: Northcrest's consistent demand
trends and strong financial management practices have resulted in a
solid financial profile. During 2014-2018, Northcrest's 96.9%
average operating ratio was very good given its life care resident
agreements. The operating ratio ticked back up in fiscal 2018 to
96% after falling to a five year low of 92% in fiscal 2017, but
overall operations have remained strong. Northcrest's liquidity
position is adequate, with $21.0 million of unrestricted cash and
investments amounting to 39.4% cash-to-debt as of June 30, 2019,
above Fitch's below investment grade median of 33.0%.
RATING SENSITIVITIES
PROJECT MANAGEMENT: The rating incorporates the risks related to
the expansion project. Construction delays, cost overruns, higher
than expected working capital requirements, and occupancy and
fill-up levels that lag projections could pressure the rating.
FINANCIAL PROFILE: Given the scope and timing of the expansion
project, upward rating movement is not anticipated during the
outlook period. Should Northcrest's profitability significantly
weaken during the construction and fill-up period there could be
negative rating action.
CREDIT PROFILE
Northcrest is a Type A (life care) continuing care retirement
community (CCRC) with 110 ILUs (42 townhomes and 68 apartments), 14
memory care units and a 40-bed skilled nursing facility (SNF).
Northcrest's SNF does not accept Medicaid or Medicare, but its
on-campus residents have access to short-term rehabilitation and
therapy services provided by an outside contractor. Northcrest
opened in 1965 and is located on about 27 acres approximately 35
miles north of Des Moines, IA in Ames.
Residents are offered life care contracts with entrance fees that
become non-refundable after 50 months of occupancy. Any refunds
that would be paid prior to full amortization are subject to
payment of a new entrance fee by the next resident to occupy the
vacated unit. If a resident can no longer live independently,
Northcrest provides nursing care in the SNF at a cost not to exceed
the then current rate, which the resident pays in their ILU.
Additional charges are made for meals and any medication or special
supplies that a resident may require.
EXPANSION PROJECT
Northcrest is undertaking a sizable expansion project that includes
48 new ILUs, relocation of the existing SNF to a new health center,
32 new assisted living units (ALU), renovation of and repurposing
of existing facilities to house common and administrative areas,
construction of a casual dining venue and a new front entrance with
a drive designed around a circular green space. Construction began
in October 2018 and is forecasted to be completed in March of 2021
after persistent unfavorable weather during the fall of 2019 led to
some delays. The project is still on budget and remains under the
construction contingency.
The new ILUs will be larger two-bedroom apartments in a four-story
building to accommodate prospective resident demand and add a new
product to the overall unit mix. Presales began in August 2018 and
demand has been very strong. As of Nov. 5, 2019, 47 of the 48, or
98% of the new ILUs are reserved with signed residency agreements
and most of the deposits are paid at 65% of the entrance fee amount
now that the apartments are 75% complete including any additional
costs of upgraded options.
To better manage the potential for depositor cancellations,
Northcrest instituted a deposit schedule where 10% of the entrance
fee was due before construction, an additional 10% when
construction began, another 20% at 50% completion, 25% at 75%
completion, 25% at 90% completion and the remaining 10% is due when
they are available for occupancy. Provisions for additional
deposits during construction are atypical for the industry so they
are indicative of the strong demand for the new units. This
additional deposit feature also reduces fill-up risk, which Fitch
views favorably. The ILUs are expected to be finished and ready for
move-ins in March of 2020.
The 32 ALUs add a new service line to the community and will be
housed in a new facility constructed as part of the new health
center. The units are expected to be filled with both on campus
residents that reside in the ILUs and SNF, as well as direct
admission from outside the community. The existing 40-bed SNF will
be replaced with a 24-bed facility located adjacent to the new ALUs
in the new health center. Both historical experience and a recent
actuarial study indicate that a 24-bed SNF is adequate for
Northcrest's on-campus residents. Moreover, Northcrest's plan to
replace and right-size the SNF to 24 larger one-bedroom units is
likely to make the community more attractive to potential life care
residents or outside admissions from private pay residents. The
ALUs and the SNF are projected to be completed in August and
September of 2020, respectively.
STRONG MARKET POSITION
Northcrest operates in a PMA with favorable economic indicators,
solid demographics and a moderate competitive environment.
Northcrest's demand for ILU services has been strong due these
factors, its favorable reputation in the PMA and successful history
of providing senior living and care services. Residential living
occupancy has been strong and averaged 98% in the nine month period
ending Sept. 30, 2019. Occupancy in the 14 unit memory care
facility is also good and averaged 97% during the same period.
Memory care demand is supported by admissions from outside the
community, which is an indication of Northcrest's ability to
attract residents who are not just seeking life care agreements.
FINANCIAL PROFILE
Northcrest's consistent demand and strong financial management has
resulted in a consistently solid financial profile as evidenced by
its 96% operating ratio, 23.9% NOMA, and 24.5% excess margin in
fiscal 2018, which are all well above Fitch's below-investment
grade medians. Northcrest's operating performance has slightly
lagged through the interim period due to construction but still
remains adequate with a 101.2% operating ratio, 28.7% NOMA, and 6%
excess margin through the first six months of 2019.
Northcrest's long and successful financial history has led to a
strong liquidity position as well. As of June 30, 2019, Northcrest
held $21.0 million of unrestricted cash and investments amounting
to 1,250 days cash on hand (DCOH), which is an improvement over the
1,193 DCOH held at the end of fiscal 2018. The cushion ratio (7.8x)
and cash to debt (around 39.4%) also improved in the interim period
and remain above Fitch's below-investment grade medians. Fitch
attributes Northcrest's solid performance to strong census levels,
good expense management practices, and consistent cash flow
levels.
LONG-TERM LIABILITY PROFILE
As of fiscal 2018, total long-term debt is estimated to be about
$53 million, with $13.3 million in the form of temporary debt that
is expected to be repaid from initial entrance fees from the sale
of the new ILUs. The total initial entrance fee pool assuming 95%
occupancy is projected to be $14.8 million. As a result, permanent
long-term debt after the fill-up of the new ILUs (projected to
occur in 2020) is expected to moderate to about $39 million. Fitch
expects Northcrest's leverage metrics to remain elevated through
the construction and fill-up period but then to improve once the
new units come fully online.
NORTHERN DYNASTY: Needs More Financing to Remain Going Concern
--------------------------------------------------------------
Northern Dynasty Minerals Ltd. filed its Form 6-K, disclosing a net
loss of CAD19,118,000 on CAD0 of revenue for the three months ended
Sep. 30, 2019, compared to a net loss of CAD21,947,000 on CAD0 of
revenue for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of CAD156,534,000,
total liabilities of CAD19,768,000, and CAD136,766,000 in total
equity.
As at September 30, 2019, the Group had CAD12,962,000 (December 31,
2018 – CAD14,872,000) in cash and cash equivalents for its
operating requirements and a working capital deficiency of
CAD4,747,000. During the nine months ended September 30, 2019 and
2018, the Group incurred a net loss of CAD53,603,000 and
CAD3,460,000, respectively, and had a deficit of CAD540,516,000 as
at September 30, 2019. The Group has prioritized the allocation of
its financial resources in order to meet key corporate and Pebble
Project expenditure requirements in the near term. Additional
financing will be required in order to progress any material
expenditures at the Pebble Project and for working capital
requirements. Additional financing may include any of or a
combination of debt, equity and/or contributions from possible new
Pebble Project participants. There can be no assurances that the
Group will be successful in obtaining additional financing. If the
Group is unable to raise the necessary capital resources and
generate sufficient cash flows to meet obligations as they come
due, the Group may, at some point, consider reducing or curtailing
its operations. As such, there is material uncertainty that raises
substantial doubt about the Group's ability to continue as a going
concern.
A copy of the Form 6-K is available at:
https://is.gd/Fevzvc
Northern Dynasty Minerals Ltd. acquires, explores for, and develops
mineral properties in the United States. Its principal mineral
property is the Pebble copper-gold-molybdenum project that includes
2,402 mineral claims covering approximately 417 square miles
located in southwest Alaska. The company was formerly known as
Northern Dynasty Explorations Ltd. and changed its name to Northern
Dynasty Minerals Ltd. in October 1997. Northern Dynasty Minerals
Ltd. was founded in 1983 and is headquartered in Vancouver,
Canada.
NOVA CHEMICALS: Fitch Lowers IDR to BB+, Outlook Negative
---------------------------------------------------------
Fitch Ratings downgraded NOVA Chemicals Corporation's Issuer
Default Rating and senior unsecured debt ratings to 'BB+' from
'BBB-'. Fitch has affirmed the senior secured revolver and term
loan at 'BBB-'. The Rating Outlook is Negative.
The downgrade reflects Fitch's belief that total debt-to-EBITDA
will be above 4x at the end of 2019 and above 3.0x in 2020 given
the term loan and accounts receivable facility draws to fund the
payment to Dow Chemical Canada ULC and weakness in the ethylene and
polyethylene markets. Fitch currently forecasts total
debt-to-EBITDA to decline but remain around 3x in 2021 through
growth in polyethylene production and modest price recovery. Fitch
believes deleveraging could accelerate thereafter as growth
spending decelerates.
The ratings reflect NOVA's position as a low-cost ethylene and
polyethylene producer globally, sufficient liquidity, and
relatively moderate maintenance capital requirements. Offsetting
factors include the company's elevated capital spending plans,
meaningful through-the-cycle distribution levels, and exposure to
commodity prices at a weak point in the cycle.
KEY RATING DRIVERS
Elevated Debt Levels: Fitch believes that prolonged weakness in the
ethylene markets, high ethane prices, and/or weak oil prices could
result in delays to deleveraging. Elevated debt levels resulted
from the leveraged acquisition of the Geismar operations as well as
partially debt funding the litigation payment to Dow Canada.
NOVA acquired Williams Partners L.P.'s indirect 88.5% ownership
interest in the Geismar, LA olefins plant and interest in the
Ethylene Trading Hub in Mt. Belvieu, TX. in July 2017 for $2.1
billion using the proceeds of new senior unsecured notes to fund
the purchase and for general corporate purposes.
NOVA paid $1.1 billion to Dow Canada to satisfy litigation claims
for the period 2001-2012. NOVA drew the $500 million five-year
delayed term loan and $100 million under accounts receivable
securitization facilities to partially fund the payment on Oct. 10,
2019.
Low-Cost Position: The company benefits from low-cost feedstock at
its Geismar, Louisiana, Joffre, Alberta and Corunna, Ontario sites
after converting the Corunna cracker to 100% ethane feedstock.
Assets have access to some of the most prolific shale oil & gas
basins and the Joffre assets are near Canadian oil sands operations
and integrated into the Alberta Ethane Gathering System. Fitch
expects North American ethylene production to remain cost
advantaged.
Elevated Capital Spending: Remaining items under the NOVA 2020 plan
include the ethylene expansion at Corunna, the Advanced
SCLAIRTECHTM polyethylene plant (start-up targeted for late 2021)
and investments in Bayport Polymers JV (anticipated start-up in
2021). Fitch expects annual capex on the order of $825 million per
year through 2021. Fitch expects FCF to be negative through 2021
but for the $1.5 billion secured revolver to support the shortfall.
Fitch believes it is unlikely that NOVA would delay planned
expenditure, but distributions may be reduced or delayed to
conserve liquidity.
Ethylene/Polyethlyene Supply Expansions: Some of the wave of new
ethylene and polyethylene supply slated to come on line in
2017-2019 in North America was delayed; however, Fitch expects
ethylene margins to remain weak through 2019 and polyethylene
margins to trough in 2020. Virgin plastics demand benefits from
above GDP level growth and China's ban on imported plastic scrap,
although the current trade friction between the U.S. and China has
resulted in overstocking in the U.S. Fitch currently expects the
current wave of polyethylene supply additions to be absorbed in
2021-2022.
DERIVATION SUMMARY
NOVA and Westlake Chemical Corporation (BBB/Stable) are both
regional producers concentrated in ethylene and polyethylene
production but Westlake benefits from greater scale and product
diversification. Both producers have globally competitive costs
bases and have some specialized characteristics resulting in some
margin uplift from pure commodity chemical producers. Orbia Advance
Corporation, S.A.B. de C.V.'s (BBB/Stable) PVC production is
smaller in scale compared with Westlake but the company benefits
from the backward integration and diversification of their PVC and
fluorspar businesses, which extends from the mine to the final
consumer. NOVA's margins are higher than both Westlake and Orbia
given that it does not produce lower margin PVC or building
products. NOVA's size is smaller than Westlake and is similar to
Orbia. NOVA lacks the scale and market position of Dow Chemical
(BBB+/Stable).
NOVA's pro-forma net debt to EBITDA at Sept. 30, 2019 at about 3.0x
is fairly comparable with Orbia's (3.3x at June 30, 2019) but Orbia
is expected to deleverage more rapidly and be below 2.5x in the
short term.
The company is owned by Mubadala Investment Company (AA) but
strategic, legal and operating ties are viewed as weak and NOVA is
rated as a stand-alone entity.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
- Volumes at management's guidance with capacity expansions
coming online on time;
- Ethylene margins trough in 2019 and polyethylene margins to
trough in 2020 with gradual recovery;
- Capital spending and investment in Bayport Polymers JV in the
$0.9 billion-$1.0 billion per annum range in aggregate;
- Revolver and term loan maturity extended to 2024 and accounts
receivable facilities extended annually;
- Annual distributions at 2017 levels on average.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Total debt-to-EBITDA expected to be sustained below 2.5x or
FFO-adjusted leverage expected to be sustained below 3.0x through
the cycle;
- FCF expected to be generally neutral to positive through the
cycle.
The Outlook could be stabilized if capital allocation is focused on
strengthening the credit profile and Fitch has improved visibility
into the integrated polyethylene cycle.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Expectations for prolonged meaningful negative FCF;
- Total debt-to-EBITDA expected to be sustained above 3.0x or
FFO-adjusted leverage expected to be sustained above 3.5x through
the cycle;
- Substantially increased distributions resulting in increased
debt.
LIQUIDITY AND DEBT STRUCTURE
Sufficient Liquidity: At Sept. 30, 2019, pro forma for the $1.1
billion payment for the settlement of Dow litigation, total
liquidity was $1.7 billion. Excluding the effect of the October
2019 payment, cash on hand was $759 million and nearly $1.5 billion
was available under the company's $1.5 billion secured revolver due
Dec. 3, 2023 after $45 million in utilization for letters of
credit. Scheduled debt maturities in advance of the term loan
maturity and the $500 million notes due 2023 are modest. Fitch
expects that the company will have no difficulty complying with the
maximum 65% debt/capital covenant and the maximum 3x secured
debt/cash flow covenant.
The company has a $125 million U.S. accounts receivable
securitization program expiring on Jan. 30, 2020 and a $50 million
Canadian accounts receivable securitization program expiring on
Feb. 11, 2020. The company drew $100 million under the facilities
to fund a portion of the litigation payment and expects to extend
those facilities before they expire. Fitch believes there is
sufficient availability under the revolver should these facilities
not be extended.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch has made no material adjustments that are not disclosed
within the company's financial statements released to its debt
investors.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 -- ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.
ORIGINCLEAR INC: Needs More Capital, Sales to Remain Going Concern
------------------------------------------------------------------
OriginClear, Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $1,220,875 on $939,468 of sales for the
three months ended Sep. 30, 2019, compared to a net income of
$5,318,888 on $1,094,118 of sales for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of $1,286,678, total
liabilities of $20,609,907, and $23,593,719 in total shareholders'
deficit.
The Company's revenue is not yet sufficient to cover its operating
expenditures and the Company has negative cash flows from
operations, which raise substantial doubt about the Company's
ability to continue as a going concern. The ability of the Company
to continue as a going concern and appropriateness of using the
going concern basis is dependent upon, among other things, raising
additional capital and increasing sales. Management believes the
existing shareholders, prospective new investors, current and
future sales will provide the additional cash needed to meet the
Company's obligations as they become due, and will allow the
development of its core business operations. No assurance can be
given that any future financing will be available or, if available,
that it will be on terms that are satisfactory to the Company.
Even if the Company is able to obtain additional financing, it may
contain restrictions on our operations, in the case of debt
financing, or cause substantial dilution for our stockholders, in
case of equity financing.
A copy of the Form 10-Q is available at:
https://is.gd/2pDh1e
OriginClear, Inc. provides water treatment solutions. The company
licenses its Electro Water Separation technology worldwide to treat
heavily polluted waters, as well as to remove harmful
micro-contaminants from drinking water using minimal energy,
chemicals, and materials. It also designs and manufactures a line
of water treatment systems for municipal, industrial, and pure
water applications. In addition, the company offers a range of
services, including maintenance contracts, retrofits, and
replacement assistance; and rents equipment through contracts of
varying duration, as well as provides prefabricated wastewater
treatment products. It operates in the United States, Canada,
Japan, Argentina, and the Middle East. The company was formerly
known as OriginOil, Inc. and changed its name to OriginClear, Inc.
in April 2015. OriginClear, Inc. was founded in 2007 and is
headquartered in Los Angeles, California.
OWENS PRECISION: Gets Interim Court Nod on Cash Request
-------------------------------------------------------
Judge Bruce T. Beesley authorized Owens Precision, Inc., to use the
cash collateral of Marquette Business Credit SPE 1, LLC, on an
interim basis, until the occurrence of any of these termination
dates and events:
* Dec. 13, 2019, unless the Prepetition Lender and Debtor agree
upon mutually acceptable terms for the continued use of cash
collateral;
* the Debtor's failure to schedule and attend a mediation with
Prepetition Lender on or before Dec. 10, 2019;
* the Debtor's failure to timely deliver reporting required by
the terms of this Interim Order;
* reversal, vacatur, or modification of this Interim Order;
* the entry of a Court order, or the filing by the Debtor of a
motion which seeks entry of an order, (i) dismissing the Chapter 11
case, (ii) converting any the Chapter 11 case to a case under
Chapter 7 of the Bankruptcy Code, or (iii) terminating or reducing
the period during which the Debtor has the exclusive right to file
a plan of reorganization and solicit acceptances.
As adequate protection, the Prepetition Lender is granted (i)
additional and replacement valid, binding, enforceable,
non-avoidable, and automatically perfected post-petition liens on,
and security interests in, all property and assets of the Debtor,
and (ii) superpriority claims under Section 507(b) of the
Bankruptcy Code to the extent of the net decrease in the value of
the Adequate Protection Liens.
A copy of the Order is available at https://is.gd/bgixIY from
PacerMonitor.com free of charge.
The Debtor has sought Court permission to use the Lender's cash
collateral to carry on its business affairs as a
debtor-in-possession. A copy of the Motion then filed in Court is
available at https://is.gd/9XUGYO from PacerMonitor.com free of
charge.
Final hearing on the Cash Collateral Motion is scheduled on Dec.
17, 2019 at 2 p.m. (prevailing Pacific Time). Objections must be
filed by 4 p.m. (prevailing Pacific Time) on Dec. 3, 2019.
About Owens Precision
Owens Precision, Inc. -- http://owensprecision.com/-- is a Carson
City, Nevada-based CNC machining shop that provides contract
manufacturing services to the aerospace, defense, semiconductor,
and process control industries.
Owens Precision filed a Chapter 11 petition (Bankr. D. Nev. Case
No. 19-51323) on Nov. 12, 2019 in Reno, Nevada. In the petition
signed by James Mayfield, president and director of Owens
Precision, Inc., the Debtor was estimated with assets $1 million to
$10 million, and liabilities within the same range. Judge Bruce T.
Beesley oversees the case. THE VERSTANDIG LAW FIRM, LLC, is the
Debtor's counsel.
P&D INVESTMENTS: AIP Says Plan Outline Inadequate
-------------------------------------------------
American Investments Properties, Inc. ("AIP") objects to the
Disclosure Statement for the Plan of Reorganization filed by P&D
Investments, LLC, PCD Investments, LLC, and Whale Cay Group,
Limited.
AIP points out that the Disclosure Statement fails to provide
adequate information, as defined in 11 U.S.C. Sec. 1125(a), that
would enable a reasonable investor typical of holders of claims and
interests of the relevant classes to make an informed judgment
about the Plan.
AIP points out that, among other things, the Disclosure Statement
does not provide adequate information with regard to the following
aspects of the Plan:
a. The value of the Debtors' property;
b. How that valuation was determined;
c. The appraisals on which the Debtors' rely;
d. The appraisals on which the Debtors' refuse to rely and their
bases for so refusing;
e. The projected sale price of the property;
f. The projected average per-lot sale price of the property;
g. The projected cost of the Debtors' "plans" to develop the
island.
A full-text copy of the objection is available at
https://tinyurl.com/spmhfsf from PacerMonitor.com free of charge.
Attorneys for American Investment Properties Inc:
Brian M. O'Connell
Ashley Crispin Ackal
O'CONNELL & CRISPIN ACKAL, PLLC
420 Royal Palm Way, Suite 300
Palm Beach, Florida 33480
Telephone: 561-355-0403
Facsimile: 561-355-5133
E-mail: service@OCAlawyers.com
About P&D Investments
P&D Investments LLC, PCD Investments LLC, and Whale Cay Group,
Limited, were established to acquire and develop real estate
properties in The Bahamas.
P&D Investments and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case Nos. 19-18740,
19-18744 and 19-18748) on June 28, 2019. At the time of the
filing, P&D Investments and PCD Investments had estimated assets of
between $1 million and $10 million and liabilities of between $10
million and $50 million. Meanwhile, Whale Cay Group disclosed
assets of between $10 million and $50 million and liabilities of
the same range.
PACIFIC GAS: Court Extends Deadline to File Fire Claims to Dec. 31
------------------------------------------------------------------
The U.S. Bankruptcy Court, Northern District of California, has
extended the deadline to file claims for losses or damages arising
from fires that occurred in Northern California prior to
January 29, 2019. The new deadline is December 31, 2019, 5 p.m.
Pacific Standard Time. Persons or entities who have not filed a
claim should go to officialfireclaims.com for information on how to
file a claim. A general information number is also available at
1-888-909-0100, and six PG&E service centers are open in Chico,
Napa, Redding, Santa Rosa, Marysville, and Oroville (addresses
below).
This extension and information outlets (website, phone number and
service centers) are important to anyone who has not already filed
a claim with the PG&E bankruptcy court, including, but not limited
to: property owners, renters, occupants, businesses and others.
Filing a claim is free and can be filed for any reason, but typical
claims include damages to or loss of a home, personal property and
more. Renters may file claims as well as homeowners.
Non-residents may also file a claim. Persons or entities can also
file claims for losses or damages that were not covered by their
insurance.
Any person or entity who believes money is owed to them by PG&E for
loss or injury resulting from the Northern California fires that
occurred before PG&E filed for Chapter 11 on January 29, 2019, is
eligible to file a fire claim. This includes property owners,
renters, occupants, businesses and others.
In addition to completing a claim online or mailing one in,
claimants may also file in person at a PG&E Service Center location
below between 8:30 a.m. – 5:00 p.m. Pacific Time: 350 Salem
Street (Chico); 3600 Meadow View Rd (Redding); 111 Stony Circle
(Santa Rosa); 231 "D" Street (Marysville); 1850 Soscol Ave., Ste.
105 (Napa); 1567 Huntoon Street, (Oroville).
Quotes from the court-appointed claims representative Michael
Kasolas
"We realize that there were many people who did not file because of
confusion, misinformation, trauma, delayed or missed mail delivery,
relocation, or the overwhelming challenge of day-to-day life after
losing all or part of their property. We have a short window of
time to help more people, but they must complete a claim to receive
the money."
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, is special regulatory counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 12, 2019. The Committee retained
Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor;
Centerview Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PATERSON SCHOOL: S&P Alters Revenue Bonds Outlook to Positive
-------------------------------------------------------------
S&P Global Ratings has revised its outlook to positive from stable
on the New Jersey Economic Development Authority's revenue bonds,
issued for Paterson Charter School for Science and Technology
(PCSST). At the same time, S&P Global Ratings affirmed its 'BB-'
rating on the school's outstanding revenue bonds.
"The outlook revision reflects our view of the school's continued
improvement based on fiscal 2018 financial results, which depict
coverage and days' cash on hand in compliance with bond covenants,
and our expectation that the school's liquidity will show positive
momentum based on draft financial statements for fiscal 2019 and
year-to-date budget-to-actuals for fiscal 2020," said S&P Global
Ratings credit analyst Ann Richardson. The revised outlook also
reflects S&P's view of the school's ability to increase its
enrollment and improve its wait list.
The positive outlook reflects S&P's view that there is at least a
one-in-three chance that it could raise the rating within the next
year. The outlook is based on the school's improving its financial
metrics, including its net income, liquidity, and lease-adjusted
MADS coverage, which is expected to continue through fiscal 2020.
The positive outlook further reflects S&P's view of the school's
enrollment growth and solid demand metrics.
"We could raise the rating if the school is able to maintain cash
and coverage in accordance with its bond covenants, while
continuing to post positive margins and maintain its existing
demand profile," S&P said.
"We could revise the rating to stable if negative operations occur
in fiscal 2020, or are expected to occur in fiscal 2021. We could
also revise the outlook to stable if management's plans for
expansion result in a significant use of its liquidity, weakening
metrics to levels we do not consider comparable with those of
higher-rated peers," the rating agency said.
PC-RA LLC: All Creditors Unimpaired Under Plan
----------------------------------------------
PC-RA, L.L.C., filed a Chapter 11 Plan that provides for the
payment to creditors on their allowed claim in full in accordance
with the priorities set forth in the Bankruptcy Code.
PC-RA's only asset is a single-family home located at 6002 North
33rdStreet, Paradise Valley Arizona 85253. PC-RA believes the home
has a value of $1.4 million in its present condition.
The means to implement the Plan is the monies the Debtor will
borrow in accordance with a loan document and a deed of trust,
that will give the new lender a first position lien, ahead of all
other debt on the property except for statutory liens. The
Debtor's principals will provide any other funding as a capital
contribution that the Debtor needs to satisfy its obligations.
These monies will be to pay allowed priority claims, allowed
secured claims, and allowed unsecured claims. The allowed claims
will be paid within 20 days of when they are determined to be
allowed Claims and the holders of allowed secured claims will be
able to enforce their lien rights as of the Effective Date.
The Plan allows the Debtor to pay the creditors holding an allowed
secured claims in full, allowed priority claims in full, and
allowed unsecured claims in full. This is more than the creditors
would receive in a Chapter 7 liquidation. All creditor classes are
unimpaired under the Plan.
A full-text copy of the Disclosure Statement dated Nov. 6, 2019, is
available at https://tinyurl.com/rb5mlma from PacerMonitor.com at
no charge.
About PC-RA L.L.C.
PC-RA, LLC, is an Arizona limited liability company whose members
are L. Pauline Champ and Larry "Reno" Ammerman. The business of
PC-RA was a 100% member of PC and Development, LLC, an Arizona
limited liability company (PC&D). The business of PC&D was the
management and development of various real estate projects. PC&D
was the holder of promissory notes from Charles Sorensen, which
were loans and advances to the principal of the various real estate
developments for advancing costs to be repaid from the development
of the projects.
PC-RA filed a petition for relief in a chapter 11 Bankruptcy on
March 21, 2010. Charles Sorensen, along with his wife, Stephanie
Sorensen subsequently filed for Chapter 7 bankruptcy on Sept. 1,
2011, and their debts were discharged on May 29, 2012 making their
notes to PC-RA worthless. After trustees' sale on the various real
estate projects for PC&D and the bankruptcy of the Sorensens on
the PC&D notes, the only remaining asset of the Debtor PC-RA is the
property located at 6002 North 33rdStreet, Paradise Valley Arizona
85253. The Debtor had its Plan confirmed on Oct. 15, 2014.
PC-RA again filed a petition for relief in a chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 19-10333) on Aug. 16,
2019.
Attorney for the Debtor:
Robert C. Warnicke
Warnicke Law PLC
2929 North Second Street
Phoenix, Arizona 85012
Robert@WarnickeLaw.net
Tel: (602) 738-7382
PH BEAUTY HOLDING: S&P Alters Outlook to Stable, Affirms 'B-' ICR
------------------------------------------------------------------
S&P Global Ratings affirmed all its ratings on U.S. cosmetics
accessories company pH Beauty Holdings I Inc., including its 'B-'
issuer credit rating on pH Beauty Holdings I Inc. and its
subsidiaries, and revised the outlook to stable from positive.
S&P took the rating actions after the company's recent
third-quarter results showed good revenue growth after three
quarters of sharp declines. However, the rating agency still
expects full-year 2019 revenue to be down in the mid-single-digit
percentage area given the magnitude of revenue declines in the
first half.
Cost savings contributed to deleveraging, but interest coverage is
weak and significant challenges remain, including a soft color
cosmetics market and possible tariff increases. pH Beauty Holdings
was formed in late 2018 when Yellow Wood Partners LLC acquired
makeup accessories company Paris Presents and merged it with
another Yellow Wood portfolio company, Freeman Beauty. The
leveraged buyout and concurrent merger increased S&P's measure of
adjusted pro forma leverage to over 7.5x at closing. Synergies from
the merger and additional cost-saving initiatives helped the
company deleverage despite significant revenue declines in the
first half of fiscal 2019. S&P forecasts leverage in the low-6x
area at the end of 2019. While this measure is only modestly worse
than S&P's previous expectations, and the company is on track to
generate about $15 million-$20 million in free cash flow, the
rating agency revised its outlook on the 'B-' rating to stable from
positive because EBITDA interest coverage is still weak, in the
mid-1x area in 2019, and the rating agency expects it to remain
below 2x in 2020.
The stable outlook reflects S&P's belief that the company will
maintain interest coverage in the mid- to high-1x area and positive
free cash flow through good cost control in the face of potential
continued sales declines.
"We could consider lowering ratings if sales continue to decline
and margin compresses such that free cash flow is not sufficient to
cover mandatory term loan amortization, or if EBITDA interest
coverage falls below 1.5x," S&P said.
"We could raise our rating on pH Beauty if we have confidence that
it will sustain leverage below 7x and EBITDA coverage at about 2x
or better. Higher ratings are also contingent on reversing sales
declines while successfully mitigating the potential tariff impact
and maintaining stable margins," the rating agency said.
PINE CREEK MEDICAL: LPPF Says Plan Disclosures Inadequate
---------------------------------------------------------
Dallas County Hospital District Local Provider Participation Fund
("LPPF"), filed an objection and reservation of rights to the
Disclosure Statement regarding Pine Creek Medical Center, LLC's
Chapter 11 Plan of Reorganization.
LPPF notes that the information in a disclosure statement is
adequate if it contains sufficient detail to enable a hypothetical
investor of the relevant class to make an informed judgment about
the plan.
LPPF complains that the Debtor's proposed Disclosure Statement is
void of any estimate of the expected percentage recovery on Class 5
Allowed General Unsecured Claims.
According to LPPF, the proposed Disclosure Statement gives short
shrift to a statement and analysis of what recovery holders of
Class 5 Allowed General Unsecured Claims should expect to receive
under the Plan versus a chapter 7 liquidation.
LPPF points out that the Disclosure Statement, among other things,
fails to provide unsecured creditors a detailed explanation of what
distribution they should expect to receive under the Plan versus
under an alternative chapter 7 liquidation, it is inadequate.
Counsel to Parkland Health & Hospital System, in its capacity as
Administrator of Dallas County Hospital District Local Provider
Participation Fund:
Camisha L. Simmons
SIMMONS LEGAL PLLC
3131 McKinney Ave., Suite 600
Dallas, Texas 75204
Telephone: (214) 643-6192
Facsimile: (800) 698-9913
About Pine Creek Medical Center
Pine Creek Medical Center, LLC, owns and operates a general medical
and surgical hospital.
Pine Creek Medical Center filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Case No. 19-33079) in Dallas, Texas, on Sept. 13,
2019. In the petition signed by CRO Mark D. Shapiro, the Debtor
was estimated to have assets at $1 million to $10 million and
liabilities at $10 million to $50 million. Judge Harlin DeWayne
Hale oversees the case. HUSCH BLACKWELL, LLP, is the Debtor's
counsel.
PLATTSBURGH MEDICAL: Court Conditionally Approves Disclosure Statem
-------------------------------------------------------------------
Plattsburgh Medical Care, PLLC, won conditional approval of its
Disclosure Statement.
The hearing on final approval of the Disclosure Statement and
confirmation of the Plan is set for 10:30 a.m. on December 18, 2019
at U.S. Courthouse, 445 Broadway, Suite 306, Albany, NY.
Written objections to the Disclosure Statement must be filed and
served no later than seven (7) days prior to the Disclosure Hearing
date.
Written objections to confirmation of the Plan must be filed and
served no later than seven (7) days prior to the hearing on
confirmation.
The Debtor filed a Combined Chapter 11 Disclosure Statement and
Plan of Reorganization. Under the Plan, holders of unsecured
claims totaling $265,000 will receive 10% the allowed amount of
their claims, paid on a monthly basis over the Plan Term,
commencing the first full month following the Effective Date.
A full-text of the Combined Plan and Disclosure Statement is
available at https://tinyurl.com/s4layrr from PacerMonitor.com free
of charge.
Attorney for the Debtor:
Justin A. Heller
Nolan Heller Kauffman LLP
80 State Street, 11th Floor
Albany, NY 12207
About Plattsburgh Medical Care
Plattsburgh Medical Care, PLLC, is a New York corporation with its
principal place of business located at 675 Route 3, Plattsburgh,
N.Y. It is a family medicine medical practice. The sole member is
Glenn Schroyer, M.D., who provides medical services to patient
through the entity.
Plattsburgh Medical Care filed a Chapter 11 bankruptcy petition
(Bankr. N.D.N.Y. Case No. 19-10894) on May 13, 2019, estimating
under $1 million in both assets and liabilities. The Debtor
tapped
Nolan Heller Kauffman LLP as its bankruptcy counsel, and Dreyer
Boyajian LaMarche Safranko as its special counsel.
Shireen T. Hart was appointed Patient Care Ombudsman for
Plattsburgh Medical Care PLLC.
POET TECHNOLOGIES: Needs Additional Funds to Remain Going Concern
-----------------------------------------------------------------
POET Technologies Inc. filed its Form 6-K, disclosing a net loss of
$2,944,215 on $0 of revenue for the three months ended Sep. 30,
2019, compared to a net loss of $4,939,274 on $0 of revenue for the
same period in 2018.
At Sep. 30, 2019, the Company had total assets of $26,366,039,
total liabilities of $11,527,962, and $14,838,077 in total
shareholders' equity.
As at September 30, 2019, the Company has accumulated losses of
$(142,602,567) and working capital of $12,818,881. Working capital
includes $22,273,376 of non-current asset held for sale and
$3,488,090 of disposal group liabilities related to the proposed
sale of the Company's subsidiary, DenseLight Semiconductors Pte.
Ltd. During the nine months ended September 30, 2019, the Company
had negative cash flows from operations of $5,710,735. The Company
has prepared a cash flow forecast which indicates that it does not
have sufficient cash to meet its minimum expenditure commitments
and therefore needs to raise additional funds to continue as a
going concern. As a result, there is substantial doubt about the
Company's ability to continue as a going concern for the next
twelve months from the issuance of these condensed consolidated
financial statements.
A copy of the Form 6-K is available at:
https://is.gd/oZxmSB
POET Technologies Inc. designs, manufactures, and sells
semi-conductor products in the United States, Canada, and
Singapore. It offers optical light source products and photonic
integrated devices for the sensing, data and tele communications,
medical, instrumentation, industrial, defense, and security
markets. The company was formerly known as Opel Technologies Inc.
and changed its name to POET Technologies Inc. in June 2013. POET
Technologies Inc. is headquartered in Toronto, Canada.
QUICKEN LOANS: S&P Alters Outlook to Stable, Affirms 'BB' ICR
-------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Quicken Loans
Inc. to stable from negative. S&P also affirmed its 'BB' issuer
credit and unsecured debt ratings. The recovery rating on the debt
remains '3', reflecting its expectation of meaningful recovery
(50%-70%, rounded estimate: 55%) in a simulated default scenario.
S&P is revising its outlook on Quicken to stable from negative due
to lower-than-expected leverage. Quicken reported a year-over-year
increase of over 150% in adjusted EBITDA for 2019 year to date,
mainly as a result of substantial growth in production as
homeowners refinanced their mortgages in record numbers. As a
result, S&P is forecasting leverage as measured by net debt to
EBITDA below 2.0x for 2019. S&P's rating on Quicken continues to
factor in volatility in earnings inherent in mortgage originations
and particularly inherent in refinance origination volume. For
example, there was 45% year-over-year decline in S&P's adjusted
measure of EBITDA for 2018 that the rating agency expects to be
followed by as much as 300% growth in EBITDA for 2019. This is
consistent with historical volatility in Quicken's EBITDA.
The outlook is stable, reflecting S&P's expectation Quicken will
maintain its leading market position over the next year. S&P
expects net debt to EBITDA to remain below 3.0x in the long term.
It also expects net debt to adjusted tangible equity will remain
below 1.5x because of the company's ability to generate earnings.
"We could lower the rating over the next year if we expect earnings
to deteriorate substantially or if the company pursues a more
aggressive growth strategy. Specifically, we could lower the rating
if we expect net debt to EBITDA to increase above 3.0x on a
sustained basis," S&P said. The rating agency said it could also
lower the rating if it expects debt to tangible equity to stay
above 1.5x (which could be caused by additional shareholder
distributions).
"An upgrade is unlikely, in our view, unless we expect net debt to
EBITDA to remain below 2.0x and the company is able to materially
decrease EBITDA volatility," S&P said.
QUITMAN COUNTY: Jan. 15 Hearing on Disclosure Statement
-------------------------------------------------------
A hearing to consider approval of the Disclosure Statement of
Quitman County Development Organization, Inc., will be held at
Oxford Federal Building, 911 Jackson Avenue, Oxford, MS 38655 on
Jan. 15, 2020 at 10:30 a.m. Objections are due Jan. 9, 2019.
As reported in the TCR, Quitman County Development Organization
filed with the U.S. Bankruptcy Court for the Northern District of
Mississippi a plan of reorganization and a disclosure statement.
The Debtor will not liquidate its office building or any other
structure in which it operates, but it must liquidate the other
real property that it owns, together with one vacant lot on
Anderson Street in Sledge, Mississippi, in order to generate funds
to pay real estate taxes in connection with those properties,
reduce the secured claims that hold those properties as collateral
in effort to "pare down" its assets and liabilities to a point
where its limited income can actually be used to fund its
operations, pay for one or two assets it retains and survive.
Unsecured creditors will receive the net operating income of the
Debtor for the three-year life of the Plan.
A full-text copy of the Disclosure Statement dated Nov. 5, 2019, is
available at https://tinyurl.com/y6p5mrbl from PacerMonitor.com at
no charge.
About Quitman County Development
Quitman County Development Organization, Inc., is a duly qualified
501(c)(3) non-profit organization, that is dedicated, at least in
part, to improving the plight of the citizenry in Quitman County,
Mississippi, by improving housing, recreation, education and
uplifting its citizens to a higher and better quality of life.
Quitman County Development Organization filed a Chapter 11
bankruptcy petition (Bankr. N.D. Miss. Case No. 19-10967) on March
6, 2019. The Debtor hired the Law Offices of Craig M. Geno, PLLC,
as attorney.
RORA LLC: Court Approves Disclosure Statement
---------------------------------------------
That the Disclosure Statement of Rora LLC is approved.
That a hearing to consider confirmation of the Plan will be held in
the Courtroom of the Honorable Elizabeth S. Stong, United States
Bankruptcy Judge, Eastern District of New York, at the Conrad B.
Duberstein U.S. Courthouse located at 271-C Cadman Plaza East,
Brooklyn, New York 11201, on December 19, 2019 at 10:00 a.m.
That any responses or objections to confirmation of the Plan must
be filed and served no later than 5:00 p.m. on December 9, 2019.
That by November 12, 2019, the Debtor will mail the Plan, the
Disclosure Statement, a ballot conforming to Official Form B314,
and a copy of this Order to all creditors, equity security holders,
all parties that have filed a notice of appearance in connection
with this case, and other parties in interest, and must transmit
the same to the United States Trustee, as provided in Fed. R.
Bankr. P. 3017(d).
As reported in the TCR, Rora LLC filed a first amended small
business Chapter 11 plan of
reorganization and accompanying first amended disclosure statement
to, among other things, modify the treatment of all general
unsecured creditors, classified in Class 3, to include payment in
full on the effective date of the Plan plus interest at the rate of
2.60%.
A red-lined version of the Amended Disclosure Statement dated Aug.
14, 2019, is available at https://tinyurl.com/yyenhrsb from
PacerMonitor.com at no charge.
About RORA LLC
RORA LLC, a New York limited liability company organized in March
2011, owns and operates a parking garage located at 404 E. 79th
Street, Manhattan, New York.
RORA LLC, based in Brooklyn, NY, filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 19-40354) on Jan. 21, 2019. In the
petition signed by Robert Litwin, manager, the Debtor was estimated
to have $1 million to $10 million in both assets and liabilities.
Lawrence F. Morrison, Esq., at Morrison Tenenbaum, PLLC, serves as
bankruptcy counsel to the Debtor, and Pick & Zabicki LLP, is
special
transaction counsel.
SPARKS TOURISM 1: Moody's Rates $78MM 2019A Refunding Bonds Ba2
---------------------------------------------------------------
Moody's Investors Service assigned a Ba2 to the City of Sparks
Tourism Improvement District No. 1, NV's Tourism Improvement
District No. 1 (Legends at Sparks Marina) Senior Sales Tax
Anticipation Revenue Refunding Bonds, Series 2019A totaling an
expected $78.9 million. The outlook is stable.
RATINGS RATIONALE
The Ba2 rating reflects the narrow pledge of revenues from a
concentrated tax base that has seen healthy recent revenue growth
and is producing sufficient yearly debt service coverage. The
escalating debt service structure and large bullet maturity that
requires the use of the cash-funded reserve fund to fully cover
debt service add considerable risk, especially should revenues
begin to decline. Projected development within the project will
help solidify revenue receipts, however uncertainty regarding the
stability of current tenants remains.
RATING OUTLOOK
The stable outlook reflects its expectation that the current level
of pledged receipts will fully cover annual debt service with the
beneficial impact of continued in-fill growth in the project's
tenant mix. The outlook also incorporates its expectation of
continued growth in pledged sales taxes and no debt service reserve
draws in the near-term.
FACTORS THAT COULD LEAD TO AN UPGRADE
- Sustained trend of revenue increases leading to improved debt
service coverage
- Significant and sustained commercial expansion within project
area
FACTORS THAT COULD LEAD TO A DOWNGRADE
- Diminished tax receipts resulting in an inability to cover
annual debt service
- Loss of project area tenants that materially impacts the
district's sales tax receipts
LEGAL SECURITY
The bonds are secured by a senior lien pledge of 75% of sales tax
revenues generated within the district through fiscal 2028, net of
an administration fee of 1.75%. The distribution of pledged sales
taxes will cease no later than June 30, 2028.
The bonds were authorized under Nevada's Tourism Improvement
District Law of 2005 that enabled creation of the district by the
City of Sparks in 2007. Under statute, the preponderance of sales
tax collections within the district must be attributable to tourism
activity, subject only to a prior one-time certification.
USE OF PROCEEDS
Not applicable.
PROFILE
The Sparks Tourism Improvement District No. 1 is located in the
City of Sparks (A2) which is part of Washoe County (Aa2 stable) in
the western part of Nevada and shares a border with the City of
Reno (A1 positive). The city covers 36.55 square miles and serves
100,140 people while the district consists of a retail, dining and
entertainment development called The Outlets at Legends.
SPORTCO HOLDINGS: Files 4th Amended Plan & Disclosures
------------------------------------------------------
Sportco Holdings, Inc., et al., propose their Fourth Amended
Combined Plan and Disclosure Statement, that sets forth minor
modifications to the previous iteration of the Plan and Disclosure
Statement.
Holders of Prepetition Term Loan Claims (Class 2) owed $249,800,405
will recover 14.3%. Holders of $43,000,000 in General Unsecured
Claims and $223,828,000 in Prepetition Term Loan Deficiency Claims
(Class 4)'s projected recovery are unknown -- they will share in
recoveries from both Type A and Type B Causes of Action in the
percentage amounts. Equity holders (Class 6) will receive no
distribution.
A black-lined copy of the Fourth Amended Combined Disclosure
Statement dated November 06, 2019, is available at
https://tinyurl.com/slt53lb from PacerMonitor.com at no charge.
About SportCo Holdings
United Sporting Companies, Inc., was founded in 1933 under the name
Ellett Brothers, Inc. before merging with Jerry's Sports, Inc., in
2009 and formally changing its name to United Sporting Companies,
Inc. on July 16, 2010. Headquartered in Chapin, S.C., the companies
are marketers and distributors of a broad line of products and
accessories for hunting and shooting sports, marine, camping,
archery, and other outdoor activities.
The companies' product line of over 55,000 SKUs includes firearms,
reloading, marine electronics, trolling motors, optics, cutlery,
archery equipment, ammunition, leather goods, camping equipment,
sportsman gifts, and a variety of other outdoor sporting goods
products. The companies carry the major brands in the outdoor
sports industry, including Remington, Ruger, Browning, Winchester,
Smith & Wesson, Glock, Bushnell, Sig Sauer, Springfield Armory,
Hornaday, Henry, Magpul, Armscor, MotorGuide, Minn Kota, Lowrance,
Federal, CCI, Taurus, and Leupold. The companies employ 321 people.
SportCo, a Delaware corporation, is a holding company with no
business operations.
SportCo Holdings, Inc. and its affiliates, including United
Sporting Companies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11299) on June 10,
2019. At the time of the filing, SportCo listed less than $50,000
and liabilities between $100 million and $500 million.
The cases are assigned to Judge Laurie Selber Silverstein.
The Debtors tapped McDermott Will & Emery LLP as their bankruptcy
counsel; Polsinelli PC as local Delaware counsel; Winter Harbor LLC
as restructuring advisor; BMC Group, Inc. as notice and claims
agent; and Wilson Kibler, Inc., as real estate broker.
Andrew Vara, acting U.S. trustee for Region 3, on June 17, 2019,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee
retained
Lowenstein Sandler LLP, as counsel, and Morris James LLP, as
co-counsel.
SPYBAR MANAGEMENT: Dec. 11 Hearing on Disclosure Statement Set
--------------------------------------------------------------
A combined hearing on confirmation of the Plan and adequacy of the
Disclosure Statement of Spybar Management, LLC, is set for Dec. 11,
2019 at 10:30 in Courtroom 742 of the Dirksen Federal Building, 219
S. Dearborn St., Chicago, Illinois.
Dec. 6, 2019 is fixed as the last day to file written objections to
confirmation of the Plan or objections to adequacy of the
Disclosure Statement.
Dec. 6, 2019 is fixed as the last day for those creditors entitled
to vote upon the Plan to file, by written ballot, written
acceptances or rejections of the Plan with the Clerk of the United
States Bankruptcy Court.
Attorney for Debtor:
E. Phillip Groben
Matthew T. Gensburg
GENSBURG CALANDRIELLO & KANTER, P.C.
200 West Adams St., Ste. 2425
Chicago, Illinois 60606
Telephone: (312) 263-2200
Facsimile: (312) 263-2242
Email: pgroben@gcklegal.com
Email: mgensburg@ gcklegal.com
As reported earlier in the TCR, Spybar Management, LLC, filed a
Chapter 11 Plan that provides that Allowed non-Insider General
Unsecured Claims (Class 3) estimated to total $231,926.78 will have
projected recovery 100%. Payment in full from operation of
business during months 6 to 60.
A full-text copy of the Disclosure Statement in support of the Plan
dated Nov. 4, 2019, is available at https://tinyurl.com/yybjahah
from PacerMonitor.com at no charge.
About Spybar
Spybar Management, LLC, is an Illinois company organized on Jan. 8,
2008. In conjunction with a non-filing affiliate, Skyline
Management Co., Spybar Management operates Spybar Chicago, a
nightclub in Chicago's vibrant River North neighborhood.
Spybar Management sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 19-05128) on Feb. 27, 2019. The case is assigned to Judge
Carol A. Doyle. Gensburg, Calandriello & Kanter P.C. is the
Debtor's counsel.
ST. JOHN'S RIVERSIDE HOSPITAL: S&P Cuts Rev. Bond Rating to 'CCC+'
------------------------------------------------------------------
S&P Global Ratings lowered its rating to 'CCC+' from 'B-' on
Yonkers Industrial Development Agency, N.Y.'s existing revenue debt
issued for St. John's Riverside Hospital (SJRH). The outlook is
negative.
"The 'CCC+' rating and negative outlook reflect our view of SJRH's
extremely weak financial profile underlined by persistent operating
losses, extremely weak maximum annual debt service (MADS) coverage,
and highly leveraged balance sheet that continues to deteriorate,"
said S&P Global Ratings credit analyst Aamna Shah. "In addition,
liquidity is extremely thin, with just over 6 days' cash on hand in
fiscal 2018," Ms. Shah added.
An even lower rating is precluded at this time due to a pending $29
million NY Statewide Healthcare Facility Transformation grant award
that management indicates will be used to retire its outstanding
debt obligations. Management anticipates the funding will be
received in December 2019; however, if the funds to retire existing
debt are not received, it is S&P's opinion that the hospital's
financial commitments appear to be unsustainable in the long term,
although the issuer may not face a near term (within 12 months)
credit or payment crisis.
In August 2018, the hospital's Board of Trustees approved of a
resolution to begin negotiations to formally integrate into
Montefiore Health System (Montefiore). Management has indicated
that SJRH is working with Montefiore to discuss terms to execute on
a letter of intent to join Montefiore. There is still some
uncertainty regarding timing; however, management has indicated
that a formal affiliation could be possible in 2020. S&P views the
potential integration favorably as the partnership should bring
synergies from both a financial and strategic perspective.
STEARNS HOLDINGS: S&P Raises ICR to 'CCC' After Bankruptcy Exit
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Stearns
Holdings LLC to 'CCC' from 'D'. S&P subsequently withdrew its
ratings on Stearns at the company's request. The outlook was
negative at the time of withdrawal.
The rating action follows Stearns' announcement that it emerged
from its Chapter 11 bankruptcy proceedings. The company's
reorganization plan was approved by the bankruptcy court on Oct.
24, 2019, after the initial filing for bankruptcy on July 9, 2019.
As a part of the reorganization plan, funds of Blackstone increased
their ownership stake in Stearns to 100% (from 70% prior to the
bankruptcy) in exchange for a $77 million new investment. The new
investment funded a recovery to Stearns' senior secured noteholders
(roughly 43 cents on the dollar), wiping out $183 million of
outstanding debt from the balance sheet.
S&P is withdrawing all ratings at the issuer's request.
TELESAT CANADA: S&P Affirms 'BB-' ICR; Outlook Stable
-----------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Ottawa-based satellite company Telesat Canada, which is in the
midst of refinancing its US$2.3 billion term loan B (TLB) with a
new US$1.8 billion TLB and US$500 million in secured notes.
The refinancing precedes a first-half 2020 decision by the company
on the deployment of a low earth orbit (LEO) network that could
have credit implications for Telesat.
In the absence of any definitive announcement regarding the LEO
constellation and funding strategy, the rating reflects the credit
characteristics of the company's existing fixed satellite service
(FSS) operations, strong free cash flow, and large cash balances,
according to S&P.
Meanwhile, S&P assigned its 'BB-' issue-level and '3' recovery
ratings to the company's proposed US$1.8 billion TLB and US$500
million secured notes. A '3' recovery rating indicates an
expectation of meaningful (50%-70%; estimate: 55%) recovery in
default.
S&P's base-case scenario indicates Telesat's gross debt-to-EBITDA
will remain stable with an increasing cash balance.In the absence
of a LEO network deployment, S&P expects Telesat's gross
debt-to-EBITDA to remain close to 5x. Management has historically
followed a conservative capital deployment policy: before executing
on a new satellite build, most of a satellite's capacity would be
assigned to long-term contracts through the satellite's end of
life. Commitments were for either the satellite's full capacity or
a majority of its capacity with an anchor tenant. As a result,
Telesat has a large backlog of about C$3.4 billion. S&P forecasts
the company to generate at least C$700 million in annual EBITDA for
the next two years. In addition, management has no plans to build
new geostationary satellites in the next two-to-three years,
keeping capex at very low levels. As a result, the rating agency
expects Telesat to generate C$400 million-C$410 million of annual
free cash flow, building significant cash on the balance sheet.
The stable outlook on Telesat reflects S&P's view of the company's
revenue and EBITDA visibility over the next two-three years,
supported by Telesat's C$3.4 billion backlog of contracted revenue.
In the absence of a LEO constellation strategy, S&P expects the
company will maintain adjusted gross leverage of about 5x over the
next two years.
"Following the company's decision on its planned LEO constellation
and funding strategy S&P will reassess its ratings and outlook on
the company, either through a reassessment of the business risk
profile or modifiers. In the absence of a LEO strategy, S&P could
lower the ratings on Telesat if adjusted gross debt-to-EBITDA
increases to 6x, which the rating agency believes could occur if
the company adopts aggressive shareholder-friendly actions through
recapitalizations. S&P could also consider a negative rating action
due to secular pressures in the industry or if the company's
business degrades because of pricing pressures, customer losses, or
satellite failures.
"We are unlikely to raise the ratings on Telesat, which are limited
by the company's current ownership structure and debt-to-EBITDA
measures close to 5x. Nevertheless, we could raise the ratings if
Telesat demonstrates a more conservative financial policy,
characterized by adjusted gross debt-to-EBITDA below 4.5x on a
sustained basis with low risk of re-leveraging, while posting
modest revenue growth and sustained profitability," S&P said.
TRAQIQ INC: Accumulated Deficit Casts Going Concern Doubt
---------------------------------------------------------
TraqIQ, Inc. filed its quarterly report on Form 10-Q, disclosing a
net loss of $267,246 on $222,318 of revenue for the three months
ended Sep. 30, 2019, compared to a net loss of $114,528 on $31,124
of revenue for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of $2,614,698, total
liabilities of $3,994,773, and $1,380,075 in total stockholders'
deficit.
The Company has an accumulated deficit of $1,885,117 and a working
capital deficit of $2,621,988, as of September 30, 2019, and a
working capital deficit of $1,658,685 as of December 31, 2018. As
a result of these factors, management has determined that there is
substantial doubt about the Company ability to continue as a going
concern.
A copy of the Form 10-Q is available at:
https://is.gd/5o9Mta
TraqIQ, Inc. provides software solutions. The Company offers
Internet of things technology products and solutions to track,
manage, analyze, and optimize business. TraqIQ serves customers in
the State of Washington.
UMATRIN HOLDING: Posts $14,662 Net Loss for Quarter Ended Sept. 30
------------------------------------------------------------------
Umatrin Holding Limited filed its quarterly report on Form 10-Q,
disclosing a net loss of $14,662 on $308,784 of sales for the three
months ended Sep. 30, 2019, compared to a net loss of $15,368 on
$133,680 of sales for the same period in 2018.
At Sep. 30, 2019, the Company had total assets of $1,371,963, total
liabilities of $1,753,437, and $381,474 in total deficit.
The Company had accumulated deficit of $3,339,354 as of September
30, 2019 which include a profit of $117,453 for the nine months
period ended September 30, 2019.
The Company ability to generate profit in the next 12 months is
uncertain given that the market in which it operates is facing an
economic slowdown. Management's plans include the raising of
capital through the equity markets to fund future operations,
seeking additional acquisitions, and generating profits through its
business operations; however, there can be no assurances the
Company will be successful in its efforts to secure additional
equity financing and obtaining sufficient profit. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
A copy of the Form 10-Q is available at:
https://is.gd/Nzdnp1
Umatrin Holding Limited, together with its subsidiaries, sells
beauty, personal care, health, and wellness products in Malaysia.
It markets its products to retail-based end-users and dealers
through an online platform; and a retail shop. Umatrin Holding
Limited is based in New York City, New York.
UNITED HEATING: Taps Weiland Law Firm as Legal Counsel
------------------------------------------------------
United Heating and Air Conditioning, LLC, received approval from
the U.S. Bankruptcy Court for the Southern District of Iowa to hire
Kenneth Weiland Jr., Esq., and his firm Weiland Law Firm, P.C. as
its legal counsel.
In its order, the court granted the Debtor's application to employ
Mr. Weiland as its attorney for the time period from and after Oct.
29, 2019. Any fees paid without court approval prior to such date
will be returned to the retainer held by Mr. Weiland.
The Debtor tapped the attorney to provide services in connection
with its Chapter 11 case, which include legal advice and
consultation, appearance at court hearings and meetings, and the
preparation and filing of reports and bankruptcy plan.
On Nov. 5, 2019, the Office of the U.S. Trustee filed an objection
to the application, saying there was no request for a retroactive
date of Mr. Weiland's employment and that fees had been paid to the
attorney without receipt of court approval. The objection,
however, did not argue that the employment of the attorney is
improper.
Mr. Weiland maintains an office at:
Kenneth J. Weiland, Jr., Esq.
Weiland Law Firm, P.C.
1414 12th Street, Suite A
Des Moines, IA 50314
Phone: (515) 419-1626
Email: weilandlaw@yahoo.com
About United Heating and Air Conditioning
United Heating and Air Conditioning, LLC offers HVAC repairs,
installation and maintenance services.
United Heating and Air Conditioning filed a voluntary Chapter 7
petition (Bankr. S.D. Iowa Case No. 19-01006) on May 2, 2019. The
case was converted to one under Chapter 11 on May 21, 2019.
The case is assigned to Judge Anita L. Shodeen. The Debtor tapped
Kenneth J. Weiland Jr., Esq., at Weiland Law Firm, P.C. as its
legal counsel.
WATER NOW: Significant Operating Losses Cast Going Concern Doubt
----------------------------------------------------------------
Water Now, Inc. filed its quarterly report on Form 10-Q, disclosing
a net loss of $4,110,150 on $20,092 of net revenues for the three
months ended Sept. 30, 2019, compared to a net loss of $985,481 on
($19,995) of total revenues for the same period in 2018.
At Sept. 30, 2019, the Company had total assets of $4,580,317,
total liabilities of $9,893,838, and $5,313,521 in total
shareholders' deficit.
The Company said, "To date, we have generated revenues of $533,000.
For fiscal 2018, we had a net loss of $4,370,056, resulting in an
accumulated deficit as of December 31, 2018 of $7,979,177. As of
September 30, 2019, we had cash and cash equivalents of $127,129.
Our auditors issued a going concern opinion with respect to our
financial statements as of and for the fiscal year ended December
31, 2018 due to the incurrence of significant operating losses,
which raise substantial doubt about our ability to continue as a
going concern. We have financed our operations to date primarily
through private placements of our common stock and borrowings. For
the nine months ended September 30, 2019, we received $3,192,935 in
net proceeds from borrowings on notes payable and $2,736,000 in net
proceeds from borrowings on revenue sharing agreements. As of
September 30, 2019, we had total liabilities of approximately
$9,894,000. We expect to continue to utilize debt and equity to
finance our operations until we become profitable."
A copy of the Form 10-Q is available at:
https://is.gd/3wTnH9
Water Now, Inc. provides water purification equipment and services.
The Company offers potable machine that turns contaminated water
into clean drinking water. Water Now serves customers in the United
States. The Company is based in Fort Worth, Texas.
WELLS FARGO 2019-4: Moody's Assigns Ba2 Rating on Cl. B-4 Debt
--------------------------------------------------------------
Moody's Investors Service assigned definitive ratings to 24 classes
of residential mortgage-backed securities issued by Wells Fargo
Mortgage Backed Securities 2019-4 Trust. The ratings range from Aaa
(sf) to Ba2 (sf).
WFMBS 2019-4 is the fourth prime issuance by Wells Fargo Bank, N.A.
in 2019. The mortgage loans for this transaction are originated by
Wells Fargo Bank, through its Retail and Correspondent channels,
generally in accordance with its non-conforming underwriting
guidelines. All of the loans are designated as qualified mortgages
under the QM safe harbor rules.
Wells Fargo Bank will service all the loans and will also be the
master servicer for this transaction. The servicer will be
primarily responsible for funding certain servicing advances and
delinquent scheduled interest and principal payments for the
mortgage loans, unless the servicer determines that such amounts
would not be recoverable. In the event a servicer event of default
has occurred and the Trustee terminates the servicer as a result
thereof, the master servicer shall fund any advances that would
otherwise be required to be made by the terminated servicer (to the
extent the terminated Servicer has failed to fund such advances
until such time as a successor servicer is appointed and commences
servicing the mortgage loans). The master servicer and servicer
will be entitled to be reimbursed for any such monthly advances
from future payments and collections (including insurance and
liquidation proceeds) with respect to those mortgage loans.
The WFMBS 2019-4 transaction is a securitization of 790 primarily
30-year, fixed rate, prime residential mortgage loans with an
unpaid principal balance of $606,822,156. The pool has strong
credit quality and consists of borrowers with high FICO scores,
significant equity in their properties and liquid cash reserves.
The pool has clean pay history and weighted average seasoning of
approximately 4 months.
The securitization has a shifting interest structure with a
five-year lockout period that benefits from a senior floor and a
subordinate floor.
The complete rating actions are as follows:
Issuer: Wells Fargo Mortgage Backed Securities 2019-4 Trust
Cl. A-1, Assigned Aaa (sf)
Cl. A-2, Assigned Aaa (sf)
Cl. A-3, Assigned Aaa (sf)
Cl. A-4, Assigned Aaa (sf)
Cl. A-5, Assigned Aaa (sf)
Cl. A-6, Assigned Aaa (sf)
Cl. A-7, Assigned Aaa (sf)
Cl. A-8, Assigned Aaa (sf)
Cl. A-9, Assigned Aaa (sf)
Cl. A-10, Assigned Aaa (sf)
Cl. A-11, Assigned Aaa (sf)
Cl. A-12, Assigned Aaa (sf)
Cl. A-13, Assigned Aaa (sf)
Cl. A-14, Assigned Aaa (sf)
Cl. A-15, Assigned Aaa (sf)
Cl. A-16, Assigned Aaa (sf)
Cl. A-17, Assigned Aa1 (sf)
Cl. A-18, Assigned Aa1 (sf)
Cl. A-19, Assigned Aaa (sf)
Cl. A-20, Assigned Aaa (sf)
Cl. B-1, Assigned Aa3 (sf)
Cl. B-2, Assigned A3 (sf)
Cl. B-3, Assigned Baa3 (sf)
Cl. B-4, Assigned Ba2 (sf)
RATINGS RATIONALE
Summary Credit Analysis and Rating Rationale
Moody's expected loss for this pool in a baseline scenario is 0.22%
and reaches 2.98% at a stress level consistent with the Aaa
ratings.
Its loss estimates are based on a loan-by-loan assessment of the
securitized collateral pool as of the cut-off date using Moody's
Individual Loan Level Analysis model. Moody's published an updated
methodology on October 30, 2019 for rating and monitoring US RMBS
backed by government-sponsored enterprises and private label prime
first-lien mortgage loans originated during or after 2009, "Moody's
Approach to Rating US RMBS Using the MILAN Framework".
The model combines loan-level characteristics with economic drivers
to determine the probability of default for each loan, and hence
for the portfolio as a whole. Severity is also calculated on a
loan-level basis. The pool loss level is then adjusted for
borrower, zip code, MSA level concentrations and any other outside
model adjustments such as origination channel.
Moody's bases its ratings on the certificates on the credit quality
of the mortgage loans, the structural features of the transaction,
its assessments of the origination quality and servicing
arrangement, the strength of the third party due diligence and the
R&W framework of the transaction.
Collateral Description
The WFMBS 2019-4 transaction is a securitization of 790 first lien
residential mortgage loans with an unpaid principal balance of
$606,822,156. The loans in this transaction have strong borrower
characteristics with a weighted average original FICO score of 781
and a weighted-average original loan-to-value ratio of 73.0%. In
addition, 6.5% of the borrowers are self-employed and refinance
loans comprise 28.3% of the aggregate pool. 9.1% (by loan balance)
of the pool comprised of construction to permanent loans. The
construction to permanent is a two part loan where the first part
is for the construction and then it becomes a permanent mortgage
once the property is complete. For all the loans in the pool, the
construction was complete and because the borrower cannot receive
cash from the permanent loan proceeds or anything above the
construction cost, Moody's treated these loans as a rate term
refinance rather than a cash out refinance loan. The pool has a
high geographic concentration with 47.6% of the aggregate pool
located in California and 12.7% located in the New
York-Newark-Jersey City MSA. The characteristics of the loans
underlying the pool are slightly stronger than recent prime RMBS
transactions backed by 30-year mortgage loans that Moody's has
rated.
Origination Quality
The mortgage loans for this transaction are originated by Wells
Fargo Bank, through its Retail and Correspondent channels,
generally in accordance with its non-conforming underwriting
guidelines. After considering the non-conforming underwriting
guidelines from Wells Fargo Bank, Moody's made no adjustments to
its base case and Aaa loss expectations. Majority of the loans are
originated through retail channel i.e. 72.5% of the pool and the
remaining pool i.e. 27.5% is originated through correspondent
channel.
Third Party Review and Reps & Warranties (R&W)
One independent third-party review firm, Clayton Services LLC , was
engaged to conduct due diligence for the credit, regulatory
compliance, property valuation, and data accuracy for all of the
810 loans in the initial population of this transaction (100% of
the mortgage pool).
The credit review consisted of a review of the documentation in
each loan file relating to the creditworthiness of the borrowers,
and an assessment of whether the characteristics of the mortgage
loans and the borrowers reasonably conformed to Wells Fargo Bank's
underwriting guidelines. Where there were exceptions to guidelines,
the TPR firm noted compensating factors. Additionally, the TPR firm
evaluated evidence of the borrower's willingness and ability to
repay the obligation and examined Data Verify/Fraudguard/Interthinx
or similar risk evaluation reports ordered by Wells Fargo Bank or
Clayton.
Clayton Services LLC 's regulatory compliance review consisted of a
review of compliance with the Truth in Lending Act and the Real
Estate Settlement Procedures Act among other federal, state and
local regulations. Additionally, the TPR firm applied SFIG's
enhanced RMBS 3.0 TRID Compliance Review Scope.
The TPR firm's property valuation review consisted of reviewing the
valuation materials utilized at origination to ensure the appraisal
report was complete and in conformity with the underwriting
guidelines. The TPR firm also compared third party valuation
products to the original appraisals. 10% negative variances were
reported and, in some cases, additional appraisals were performed.
There were two loans that have property valuation grade C due to
more than 10% negative variances after multiple valuations. Moody's
ran a sensitivity to account for the variance but did not make
adjustment to its losses for these loans as it was not material.
The overall TPR results were in line with its expectations
considering the clear underwriting guidelines and overall processes
and procedures that Wells Fargo Bank has in place. Many of the
grade B loans were underwritten using underwriter discretion where
the compensating factors were not clearly documented in the loan
file. Areas of discretion included length of insufficient cash
reserves, mortgage/rental history, missing verbal verification of
employment and explanation for multiple credit exceptions. The due
diligence firm noted that these exceptions are minor and/or
provided an explanation of compensating factors. Several of the
compensating factors listed were sufficient to explain the
underwriting exception. As a result, Moody's did not make any
adjustment to its losses for this.
Wells Fargo Bank, as the originator, makes the loan-level
representation and warranties (R&Ws) for the mortgage loans. The
loan-level R&Ws are strong and, in general, either meet or exceed
the baseline set of credit-neutral R&Ws Moody's has identified for
US RMBS. Further, R&W breaches are evaluated by an independent
third party using a set of objective criteria. Similar to JPMMT
transactions, the transaction contains a "prescriptive" R&W
framework. The originator makes comprehensive loan-level R&Ws and
an independent reviewer will perform detailed reviews to determine
whether any R&Ws were breached when loans become 120 days
delinquent, the property is liquidated at a loss above a certain
threshold, or the loan is modified by the servicer. These reviews
are prescriptive in that the transaction documents set forth
detailed tests for each R&W that the independent reviewer will
perform. Moody's believes that Wells Fargo Bank's robust processes
for verifying and reviewing the reasonableness of the information
used in loan origination along with effectively no knowledge
qualifiers mitigates any risks involved. Wells Fargo Bank has an
anti-fraud software tools that are integrated with the loan
origination system (LOS) and utilized pre-closing for each loan. In
addition, Wells Fargo Bank has a dedicated credit risk, compliance
and legal teams oversee fraud risk in addition to compliance and
operational risks. Moody's did not make any adjustment to its base
case and Aaa loss expectations for R&Ws.
Tail Risk and Subordination Floor
The transaction cash flows follow a shifting interest structure
that allows subordinated bonds to receive principal payments under
certain defined scenarios. Because a shifting interest structure
allows subordinated bonds to pay down over time as the loan pool
shrinks, senior bonds are exposed to increased performance
volatility, known as tail risk. The transaction provides for a
senior and subordinate floor of 1.20% of the closing pool balance,
which mitigates tail risk by protecting the senior bonds from
eroding credit enhancement over time. Based on its tail risk
analysis, the level of senior and subordinate floor in WFMBS 2019-4
provides adequate protection against potential tail risk. In
addition, if the subordinate percentage drops below 5.00% of
current pool balance, the senior distribution amount will include
all principal collections and the subordinate principal.
Additionally, there is a subordination lock-out amount which is
1.20% of the closing pool balance.
Moody's considers the possible impact of concentration risk at the
tail end of the transaction and assess the sufficiency of credit
enhancement floors. Moody's calculates the credit neutral floors
for a given target rating as shown in its principal methodology;
for example, for Aaa (sf) target rating, the floor is equal to an
amount which is the sum of the balance of the six largest loans at
closing multiplied by the higher of their corresponding MILAN Aaa
severity or a 35% severity. The same severity criteria is applied
for target ratings of Aa1 (sf), Aa2 (sf), Aa3 (sf), A1 (sf) and A2
(sf) each of which is based upon the aggregate closing balance of
five, four, three, two and one largest loan respectively.
Based on its tail risk analysis, the level of senior and
subordinate floor in WFMBS 2019-4 is consistent with the credit
neutral floor for the assigned ratings.
Transaction structure
The securitization has a shifting interest structure that benefits
from a senior floor and a subordinate floor. Funds collected,
including principal, are first used to make interest payments and
then principal payments to the senior bonds, and then interest and
principal payments to each subordinate bond. As in all transactions
with shifting interest structures, the senior bonds benefit from a
cash flow waterfall that allocates all unscheduled principal
collections to the senior bond for a specified period of time, and
increasing amounts of unscheduled principal collections to the
subordinate bonds thereafter, but only if loan performance
satisfies delinquency and loss tests.
All certificates in this transaction are subject to a net WAC cap.
Realized losses are allocated reverse sequentially among the
subordinate and senior support certificates and on a pro-rata basis
among the super senior certificates.
Other Considerations
In WFMBS 2019-4, unlike other prime jumbo transactions, Well Fargo
Bank is both the servicer and master servicer for the deal.
However, in the case of the termination of the servicer, the master
servicer must consent to the trustee's selection of a successor
servicer, and the successor servicer must have a net worth of at
least $15 million and be Fannie or Freddie approved. The master
servicer shall fund any advances that would otherwise be required
to be made by the terminated servicer (to the extent the terminated
servicer has failed to fund such advances) until such time as a
successor servicer is appointed. Additionally, in the case of the
termination of the master servicer, the trustee will be required to
select a successor master servicer in consultation with the
Depositor. The termination of the master servicer will not become
effective until either the Trustee or successor master servicer has
assumed the responsibilities and obligations of the master servicer
which also includes the advancing obligation.
Factors that would lead to an upgrade or downgrade of the ratings:
Down
Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's original expectations
as a result of a higher number of obligor defaults or deterioration
in the value of the mortgaged property securing an obligor's
promise of payment. Transaction performance also depends greatly on
the US macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.
Up
Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings up. Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the mortgaged property securing an
obligor's promise of payment. Transaction performance also depends
greatly on the US macro economy and housing market.
Methodology
The principal methodology used in these ratings was "Moody's
Approach to Rating US RMBS Using the MILAN Framework" published in
October 2019.
WILBER'S BARBEQUE: Claims to be Paid From Sale Proceeds
-------------------------------------------------------
Debtor Wilber's Barbecue & Restaurant, Inc., submitted a First
Amended Disclosure Statement, which modifies, amends, and
supplements the previously-filed Disclosure Statement on July 31,
2019.
According to the First Amended Disclosure Statement, the Debtor's
Plan proposes to pay its creditors through the sale of real and
personal property owned by the Debtor and its shareholder
Wilberdean M.Shirley.
The Debtor and Mr. Shirley have entered into an Asset Purchase
Agreement dated July 19, 2019, as Seller, with an unrelated
third-party, GOLDPIT PARTNERS. Pursuant to the Asset Purchase
Agreement, the Debtor and Mr. Shirley have agreed to sell, and
GoldPit has agreed to purchase, the real property owned by Mr.
Shirley and all of the personal property owned by the Debtor, which
was utilized by the Debtor in connection with its restaurant
operations, in exchange for payment of the sum of $350,000.
By virtue of the Asset Purchase, and after consideration of the
Purchase Price Adjustments, as contemplated under the Asset
Purchase Agreement, the Debtor estimates that the sum of $140,102
will be available for distribution and payment of creditors in the
Bankruptcy Case, including the NCDOR Tax Liens, which are
encumbrances upon both the Real Property and the Personal Property,
the latter of which is "property of the estate," within the meaning
of Sec. 541 of the Bankruptcy Code, and administrative claims and
expenses, priority claims, and general unsecured claims in the
Bankruptcy Case.
Under the Plan, Holders of Administrative Expense Claims contained
in Class 1, have agreed to assign, for the benefit of General
Unsecured Creditors in Class 9 of the Plan, a portion of the
Administrative Expense Claim in the amount of $2,500 (The
"Assigned Administrative Expense Claim”), which will be
distributed, pro rata, to General Unsecured Creditors in Class 9
on the Effective Date. Holders of general unsecured claims are
owed an estimated $155,279.
A full-text copy of the First Amended Disclosure Statement dated
Nov. 8, 2019, is available at https://tinyurl.com/wrq832k from
PacerMonitor.com at no charge.
Counsel for debtor Wilber's Barbeque & Restaurant:
JOSEPH Z. FROST
STUBBS & PERDUE, P.A.
9208 Falls of Neuse Road, Suite 201
Raleigh, North Carolina 27615
Telephone: (919) 870-6258
Telefax: (919) 870-6259
E-mail: jfrost@stubbsperdue.com
About Wilber's Barbecue
Wilber's Barbecue & Restaurant, Inc., is a North Carolina
corporation, with its principal place of business located in
Goldsboro, Wayne County, North Carolina. It operated a barbeque
restaurant located in Goldsboro, North Carolina, which has served
customers throughout eastern North Carolina since 1962, and is
widely considered one of the most historic and iconic restaurants
within Eastern North Carolina barbeque lore.
Wilber's Barbecue & Restaurant, Inc., filed a voluntary Chapter 11
petition (Bankr. E.D.N.C. Case No. 19-01237) on March 18, 2019, and
is represented by Joseph Zachary Frost, Esq., and Trawick H Stubbs,
Jr., Esq., at Stubbs & Perdue, P.A.
WINNEBAGO INDUSTRIES: S&P Raises Secured Term Loan Rating to 'BB+'
------------------------------------------------------------------
S&P Global Ratings raised the issue-level rating on Winnebago
Industries Inc.'s secured term loan to 'BB+' from 'BB', and revised
the recovery rating to '1' from '2'. S&P also removed the
issue-level rating from CreditWatch with positive implications that
was placed on Oct. 29, 2019.
The rating actions follow Winnebago's acquisition of Newmar Corp.,
which has entered into a joinder agreement through which it became
a loan party and guarantor, and pledged its assets, to Winnebago's
asset-backed lending facility (ABL) and term loan as if it were an
original party to these agreements. S&P increased its enterprise
valuation on Winnebago to reflect the pledge of Newmar's assets to
secured lenders. Newmar will have all of the obligations of a loan
party as described in Winnebago's term loan intercreditor
agreement, and will be bound by covenants and guaranty obligations
in the agreement.
S&P's 'BB-' issuer credit rating on Winnebago and stable outlook
are unchanged.
ISSUE RATINGS—RECOVERY ANALYSIS
Key analytical factors:
-- The recovery rating on the term loan B is '1', and the
issue-level rating is 'BB+'.
-- S&P's recovery analysis incorporates the senior unsecured
convertible notes due 2025 that were issued as part of the Newmar
acquisition. The notes are unrated.
-- S&P's simulated default scenario contemplates a default
occurring in 2023, reflecting a substantial decline in cash flow
due to a prolonged economic downturn and decline in consumer credit
availability, the combination of which significantly reduces demand
for the company's RVs and boats.
-- S&P assumes a reorganization following the default, using an
emergence EBITDA multiple of 6.0x to value the company.
-- S&P assumes that 60% of the unrated $192 million ABL is drawn
at the time of default.
Simulated default assumptions:
-- Simulated year of default: 2023
-- Emergence EBITDA: $83 million
-- Multiple: 6.0x
-- Gross recovery value: $496 million
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): $472
million
-- Obligor/nonobligor valuation split: 100%/0%
-- Priority secured ABL claim: $118 million
-- Net enterprise value available to term loan B lenders: $354
million
-- Secured term loan B claims: $228 million
--Recovery expectations: 90%-100%; rounded estimate: 95%
-- Unsecured debt claims: $303 million
-- Net enterprise value available to unsecured lenders: $126
million
Note: All debt amounts include six months of prepetition interest.
ZENERGY BRANDS: Seeks to Hire Foley & Lardner as Legal Counsel
--------------------------------------------------------------
Zenergy Brands, Inc., seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Texas to hire Foley & Lardner LLP as
its legal counsel.
The firm will provide these services to the company and its
affiliates in connection with their Chapter 11 cases:
a. advise the Debtors of their powers and duties in the
continued operation of their business, including the negotiation
and finalization of any financing agreements;
b. assist in identifying the assets and liabilities of the
Debtors' bankruptcy estates;
c. assist the Debtors in formulating a plan of reorganization
or liquidation and to take necessary legal steps in order to
confirm such plan;
d. prepare and file motions, reports and other legal papers,
and appear in court;
e. analyze claims and competing property interests, and
negotiate with creditors and other parties; and
f. advise the Debtors in connection with any potential sale of
their assets.
The firm's hourly rates are:
Partners $510 - $980
Of Counsel $590 - $920
Senior Counsel $455 - $700
Special Counsel $360 - $650
Associates $210 - $595
Paraprofessionals $60 - $320
The attorneys who will be handling the cases are:
Marcus Helt $620
Jack Haake $470
Edna Dianne Thomas-Nichols $245
Prior to the petition date, Foley received payments totaling
$100,000 as retainer.
Marcus Helt, Esq., a partner at Foley, disclosed in court filings
that the firm's attorneys are "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
Foley can be reached through:
Marcus A. Helt, Esq.
Foley & Lardner LLP
2021 McKinney Avenue, Suite 1600
Dallas, TX 75201
Telephone: (214) 999-3000
Facsimile: (214) 999-4667
Email: mhelt@foley.com
About Zenergy Brands
Zenergy Brands, Inc. -- https://whatiszenergy.com/ -- is a
next-generation energy and technology company engaged in selling
energy-conservation products and services to commercial, industrial
and municipal customers. It is a business-to-business company
whose platform is a combined offering of energy services and smart
controls. Zenergy Brands is a public company, fully reporting to
the Securities and Exchange Commission and currently trading on the
OTCQB.
Zenergy Brands and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 19-42886)
on Oct. 24, 2019. As of June 30, 2019, Zenergy Brands had total
assets of $1,944,089 and liabilities of $8,369,818.
The cases have been assigned to Judge Brenda T. Rhoades.
The Debtors tapped Foley & Lardner LLP as their legal counsel, and
Stretto as their claims, noticing and solicitation agent.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors in the Debtors' cases on
Nov. 4, 2019. The committee is represented by Kane Russell Coleman
Logan PC.
[*] Brian Whittman Joins Alvarez & Marsal's Restructuring Practice
------------------------------------------------------------------
Global professional services firm Alvarez & Marsal (A&M) has
appointed Chicago-based Managing Director Brian Whittman to the
role of Co-Head of the Midwest Region for its North American
Restructuring & Turnaround practice.
Mr. Whittman takes over in this role for A&M Managing Director
Bob Caruso, who will expand his national leadership efforts for the
practice.
"Brian has more than two decades of experience in restructuring and
performance improvement and has led numerous successful engagements
for many clients in the Midwest region and nationwide. His
experience makes him a natural leader for the practice and our
Midwest team," said Chuck Moore, Co-Head of the Midwest Region for
A&M's North American Restructuring Practice. "I look forward to
working alongside him as we continue to build and enhance A&M's
services and capabilities in this region."
For more than two decades, Mr. Whittman has advised companies
requiring performance improvement or financial restructuring across
industries including automotive, communications, distribution,
manufacturing, media, mining and retail. He has served in both
interim management and advisory roles.
"Brian has established himself as a leader in the practice, driving
complex engagements for clients across an array of industries,"
added Jeff Stegenga, Managing Director and Leader of A&M's North
American Restructuring practice. "His vast experience working both
alongside and within companies during their restructuring gives him
a unique perspective to help direct our regional team and provide
strategic advice to our clients."
Throughout his career, Mr. Whittman has been instrumental in
successfully advising multiple large national and multinational
companies through their restructurings. Notably, in 2012 he
completed the successful reorganization of Tribune Company, one of
the nation"€™s largest media companies. Later, Mr. Whittman
served as interim CFO for PSAV during a period of significant
growth in revenue and profitability. In 2016, Mr. Whittman served
as Chief Restructuring Officer for the successful reorganization of
UCI International, which was recognized by the Chicago/Midwest
chapter of the Turnaround Management Association as the turnaround
of the year.
From November 2018 to February 2019, Mr. Whittman served as interim
CFO for Horizon Global Corporation, a manufacturer of branded
towing and trailering equipment.
Mr. Whittman earned bachelor's degrees in finance and accountancy
from the University of Illinois and is a Certified Public
Accountant and a Certified Insolvency and Restructuring Advisor.
About Alvarez & Marsal
Companies, investors and government entities around the world turn
to Alvarez & Marsal (A&M) -- https://www.alvarezandmarsal.com/ --
when conventional approaches are not enough to drive change and
achieve results. Privately held since its founding in 1983, A&M is
a global professional services firm that provides advisory,
business performance improvement and turnaround management
services.
With over 4,000 people across four continents, A&M delivers
tangible results for corporates, boards, private equity firms, law
firms and government agencies facing complex challenges. Its
senior leaders, and their teams, help organizations transform
operations, catapult growth and accelerate results through decisive
action. Comprised of experienced operators, world-class
consultants, former regulators and industry authorities, A&M
leverages its restructuring heritage to turn change into a
strategic business asset, manage risk and unlock value at every
stage of growth.
[*] David Guess Joins Greenberg Traurig's Bankruptcy Practice
-------------------------------------------------------------
Global law firm Greenberg Traurig, LLP, has added experienced
restructuring attorney David M. Guess as a shareholder in the
firm's Orange County office. Mr. Guess, who joins the firm from
Bienert Katzman, focuses on business bankruptcy cases, out-of-court
workouts, and bankruptcy litigation.
"Greenberg Traurig's Restructuring & Bankruptcy Practice is proud
to welcome an attorney of David's caliber and reputation to the
firm and our practice," noted practice co-chairs Mark D. Bloom,
Shari L. Heyen, and David B. Kurzweil. "David is a stellar
attorney who is highly regarded in the Restructuring & Bankruptcy
community. He adds great experience and depth to our team in
California and nationally."
"David's depth of experience in bankruptcy law makes him an
outstanding addition to our office," said Orange County co-managing
shareholders Bruce Fischer and Susan L. Heller. "We are thrilled
to welcome him to Greenberg Traurig and to continue to grow our
Orange County team of attorneys."
Mr. Guess represents debtors, secured and unsecured creditors,
asset purchasers, trustees, committees, liquidation and litigation
trusts, fraudulent transfer defendants, landlords, and others. He
has particular experience in real estate, hospital, skilled nursing
facility, retail, and restaurant bankruptcies; bankruptcy appeals;
and fraudulent transfer litigation arising from failed LBOs and
spinoffs. Mr. Guess has been frequently recognized for his
achievements by publications such as Best Lawyers and Super
Lawyers. Mr. Guess was the only practicing lawyer in California to
be honored by the American Bankruptcy Institute as a 2018 "Top 40
Under 40" Emerging Leader in the Insolvency Practice.
Deeply involved in the national, regional, and local bankruptcy
bars, Guess is an advisory board member of the American Bankruptcy
Institute's Southwest Bankruptcy Conference and Bankruptcy
Battleground West Conference; as well as the Communications Manager
for the Institute's Commercial and Regulatory Law Committee. He is
also a board member and the Secretary-elect of the Turnaround
Management Association Southern California Chapter, a board member
and the Secretary of the Los Angeles Bankruptcy Forum, and a board
member of the California Bankruptcy Forum and Orange County
Bankruptcy Forum. He is also a pro bono volunteer mediator for the
U.S. Bankruptcy Courts for the Central and Southern Districts of
California.
Mr. Guess earned his J.D. from UCLA School of Law, where he was
order of the coif and an editor of the UCLA Law Review; he earned
his B.A., magna cum laude, from University of California at Los
Angeles.
"I am excited to join a restructuring team of this caliber and play
a role in the growth of the practice and the Orange County office,"
Mr. Guess said. "I will continue to provide my clients excellent
service, and I am confident that they will benefit from Greenberg
Traurig's global platform of resources."
Founded in 2004, Greenberg Traurig's Orange County office's work
encompasses corporate and securities; energy and natural resources;
intellectual property and technology; litigation; real estate;
restructuring and bankruptcy; and tax matters.
About Greenberg Traurig's Restructuring & Bankruptcy Practice
Greenberg Traurig's internationally recognized Restructuring &
Bankruptcy Practice provides clients with deep insight and
knowledge acquired over decades of advisory and litigation
experience. The team has a broad and diverse range of experience
developing creative and effective solutions to the highly complex
issues that arise in connection with in- and out-of-court
reorganizations, restructurings, workouts, liquidations, and
distressed acquisitions and sales. Using a multidisciplinary
approach, the firm's vast resources and invaluable business
network, the team helps companies navigate challenging times and
address the full range of issues that can arise in the course of
their own restructurings or dealings with other companies in
distress.
About Greenberg Traurig, LLP
Greenberg Traurig, LLP (GT) -- http://www.gtlaw.com/-- has
approximately 2100 attorneys in 41 locations in the United States,
Latin America, Europe, Asia, and the Middle East. GT has been
recognized for its philanthropic giving, diversity, and innovation,
and is consistently among the largest firms in the U.S. on the
Law360 400 and among the Top 20 on the Am Law Global 100.
[*] Keith Costa Joins Drinker Biddle's Restructuring Group
----------------------------------------------------------
Drinker Biddle & Reath LLP on Nov. 25, 2019, disclosed that Keith
N. Costa has joined the New York office as a partner in the
Corporate Restructuring group. Mr. Costa comes to the firm from
Otterbourg P.C. He is the 27th partner to join Drinker Biddle this
year.
With more than three decades of restructuring experience, Mr. Costa
counsels corporate, banking and other financial services clients,
representing both debtors and creditors. He acts in many fiduciary
roles, including service as a court-appointed Chapter 11 trustee
and examiner, counsel to official committees of unsecured
creditors, and counsel to boards of directors. He is also a
court-certified mediator for the U.S. Bankruptcy Courts in New York
and Delaware.
Mr. Costa previously served more than 10 years with the U.S.
Department of Justice, Office of the United States Trustee,
including as assistant U.S. trustee for the Southern District of
New York under U.S. Trustee Arthur J. Gonzalez.
"Keith has a sophisticated understanding of bankruptcy and
restructuring issues," said Andrew C. Kassner, Drinker Biddle's
chairman and CEO. "His distinguished work in the public sector as
assistant U.S. trustee is the foundation for an impressive track
record of successes in private practice. Keith complements and
builds on the capabilities of our strong, nationally recognized
Corporate Restructuring group."
Mr. Costa has handled numerous high-profile bankruptcy cases
confronting a wide range of legal issues, and has counseled on
Ponzi scheme liquidations and receiverships, including the Madoff
bankruptcy case, and on complex corporate bankruptcies, including
Lehman Brothers.
"Keith is a key addition to our team, and we are delighted to
welcome him to Drinker Biddle," said James H. Millar, who co-chairs
the firm's Corporate Restructuring group. "His breadth of
knowledge and experience on complex matters is impressive."
Michael P. Pompeo, fellow co-chair of the Corporate Restructuring
group, added that Mr. Costa's "sterling reputation and vast
experience across a wide array of industries give him valuable
insight that will immediately benefit our clients in New York and
across the country."
Mr. Costa earned his bachelor's degree from the University of
Connecticut, where he was an Honors Program Scholar, and his Juris
Doctor degree from The American University, Washington College of
Law.
More than 20 lawyers strong, Drinker Biddle's Corporate
Restructuring group provides a full range of services to clients,
maximizing value through creative and cost-effective solutions to
financial challenges. Understanding their clients' businesses and
the steps necessary to achieve their restructuring goals, the group
provides a fully integrated approach to commercial workouts,
refinancings, bankruptcy proceedings and other out-of-court debt
restructurings. The team has been recognized for excellence by
Chambers USA, Crain's New York Business and The Legal
Intelligencer, among others.
About Drinker Biddle
Drinker Biddle & Reath LLP -- http://www.drinkerbiddle.com/-- is a
national, full-service law firm with nearly 575 attorneys in 12
offices across the United States. The firm provides a range of
comprehensive legal services in corporate and securities,
litigation, government and regulatory affairs, health care,
products liability, corporate restructuring, investment management,
labor and employment, insurance litigation, intellectual property,
employee benefits and executive compensation, environment and
energy, white collar defense and corporate investigations, trusts
and estates, and real estate. Its clients include public and
private businesses that span the Fortune 1000, multinational
corporations, startups and companies that are among the most
recognized in the world.
[] Getzler Henrich Named to 2019 Outstanding Turnaround List
------------------------------------------------------------
Getzler Henrich & Associates, one of the nation's premier
turnaround firms, is pleased to announce that it has once again
been named as one of the country's "Outstanding Turnaround Firms"
in the annual report by Turnarounds & Workouts magazine, a
publication of the Beard Group, Inc. "We are proud of the good
work performed, the marketplace reputation earned and the industry
recognition," commented co-chairman William Henrich.
About Getzler Henrich
Getzler Henrich & Associates LLC -- http://www.getzlerhenrich.com/
-- is one of the nation's oldest and most respected names in middle
market corporate restructurings and operations improvement and has
successfully worked with over a thousand companies throughout the
world to achieve growth and profitability. "Founded 50 years ago,
our firm still operates on the same principles of impeccable
integrity, a commitment to honesty, and an overriding focus on
maximizing values for our clients," said co-chairman Joel Getzler.
"We're proud that Getzler Henrich embodies the hallmark of a
world-class turnaround and crisis management consultancy."
Long respected for its results-oriented approach, Getzler Henrich
deploys rapid, pragmatic decision making and metrics-driven
implementation services for its clients. With years of experience
in executive-level positions at major corporations, and a broad
range of advisory expertise, Getzler Henrich professionals have
consistently and successfully guided companies through crises and
growth phases. Working with a wide range of companies, including
publicly-held firms, private corporations, and family-owned
businesses, Getzler Henrich's expertise spans more than fifty
industry sectors, from "new economy" technology and service firms
to "old economy" manufacturing and distribution businesses.
*********
Monday's edition of the TCR delivers a list of indicative prices
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