/raid1/www/Hosts/bankrupt/TCR_Public/200116.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, January 16, 2020, Vol. 24, No. 15
Headlines
13 HOPE AVENUE: Gets Interim OK to Access Cash Thru Feb. 13
2NDCH LLC: Georgetown Restaurant to Pay Claims in Full
ACTIVE HODLINGS: Gemcap to Auction Off Assets on Jan. 22
ADVISOR GROUP: S&P Lowers ICR to 'B' on Ladenburg Acquisition
AIR INDUSTRIES: Expects New Contract to Generate $61.7M in Sales
AIR TRANSPORT: S&P Assigns 'BB' ICR; Outlook Stable
AMERICANN INC: Posts $4.9 Million Net Loss in FY Ended Sept. 30
APPROACH RESOURCES: U.S. Trustee Unable to Appoint Committee
ARCHBISHOP OF AGANA: TF Investments Buying Accion Hotel for $5.7M
ARISTA IMAGING: U.S. Trustee Unable to Appoint Committee
ARSENAL RESOURCES: Court Confirms Prepackaged Plan
ARW HOLDINGS: U.S. Trustee Unable to Appoint Committee
ASHTON WOODS: Moody's Assigns Caa1 Rating to Proposed $250MM Notes
ASHTON WOODS: S&P Rates New $250MM Senior Unsecured Notes 'B-'
AVON PRODUCTS: Egan-Jones Withdraws B Senior Unsecured Ratings
BARKATH PROPERTIES: Cash Collateral Use Continued Until March 11
BLUE RIDGE SITE: Bankr. Administrator Unable to Appoint Committee
BOOZ ALLEN: S&P Upgrades ICR to 'BB+'; Outlook Stable
BRIDGEMARK CORP: Case Summary & 20 Largest Unsecured Creditors
BROADSTREET PARTNERS: Moody's Affirms B2 CFR, Outlook Stable
BROADSTREET PARTNERS: S&P Assigns 'B' Rating to Term Loan, Revolver
BUZZ MERGER: S&P Assigns 'B' ICR; Outlook Stable
CCS MEDICAL: Court Authorizes Use of Cash Collateral
COMMUNITY HEALTH: Provides Preliminary Guidance for 2020
COMPREHENSIVE CANCER: Has Permission to Use Cash Collateral
COTT CORP: Moody's Affirms B1 CFR, Outlook Stable
COUNTERPATH CORP: Partners with Honeywell to Create Smart Talk
CREATIVE GLOBAL: Lee Withdraws Claim, Disclosures Objections
CRESCENT ASSOCIATES: Non-Insider Unsecureds to Get 100% in Plan
CURE TOPCO: S&P Assigns 'B' ICR After Merger With Remedy Partners
CYTOSORBENTS CORP: Reports Preliminary 2019 Financial Results
DANICA ASSOCIATES: Unsec. Creditors to Get 19.8% Recovery
DATUM TECHNOLOGIES: Plan Declared Effective Dec. 16, 2019
DUNCAN MORGAN: Sink Selling Raleigh Property to Stanley for $172K
FEH INC: S&P Affirms 'BB+' ICR on THL Acquisition; Outlook Neg.
FLEXERA SOFTWARE: Moody's Lowers Rating on 1st Lien Loans to B2
FLORIDA FIRST: Case Summary & 2 Unsecured Creditors
FUELCELL ENERGY: Regains Compliance with Nasdaq Bid Price Rule
GALLEON CONTRACTING: U.S. Trustee Unable to Appoint Committee
GN INVESTMENTS: Proposes RM Sotherby's Auction of Collection
HAGUE TEXTILES: Wins Access to Secured Creditors' Cash Collateral
INPIXON: Chicago Venture Swaps $1.5 Million Note for Equity
INTERIM HEALTHCARE: Hires Cliff Dyer as Accountant
JAGGED PEAK: S&P Hikes ICR to 'BB'; Rating Withdrawn on Merger
K & M SPRAYING: U.S. Trustee Unable to Appoint Committee
MANOMAY LLC: U.S. Trustee Unable to Appoint Committee
MEDICAL DIAGNOSTIC: U.S. Trustee Forms 4-Member Committee
MEG ENERGY: S&P Alters Outlook to Stable, Affirms 'B+' ICR
MEN'S WEARHOUSE: Moody's Alters Outlook on Ba3 CFR to Negative
MOUNTAIN RIDGE: U.S. Trustee Unable to Appoint Committee
MR. COOPER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR
MTE HOLDINGS: Allowed to Use Cash Collateral on Interim Basis
NAJEEB KHAN: Trustee Proposes RM Auction of Vehicle Collection
NAK HOLDINGS: Proposes RM Sotherby's Auction of Car Collection
NEOVASC INC: Gets FDA Administrative Acceptance Review Notification
NORTHRIVER MIDSTREAM: S&P Affirms 'BB+' ICR on Acquisition
NORTONLIFELOCK INC: Egan-Jones Lowers Sr. Unsecured Ratings to BB-
NOVELIS CORP: S&P Rates New US$1.6BB Senior Unsecured Notes 'B+'
OHIO RIVER LABORATORY: Case Summary & 20 Top Unsecured Creditors
ORCHARD HILLS: Summitbridge Says Plan Outline Flawed
PARKINSON SEED: Debtor to Take Back Control If Plan Confirmed
PARSLEY ENERGY: S&P Raises ICR to 'BB' on Jagged Peak Acquisition
PDC ENERGY: Moody's Hikes CFR to Ba2, Outlook Stable
PEN INC: Reports $233K Net Loss for Third Quarter
PHUONG NAM: Unsec. Creditors to Recover 10% in Plan
PIERLESS FISH CORP: Interim Cash Use OK'd; Final Hearing Jan. 23
PIERLESS FISH CORP: Seeks Authority to Use Cash Collateral
PRECIPIO INC: Registers 920,654 Shares for Possible Resale
PRECIPIO INC: Shareholder Update Call on Jan. 20
PROMISE HEALTHCARE: Administrative Claim Deadline Set for Jan. 31
PUGNACIOUS ENDEAVORS: S&P Assigns 'B' ICR; Outlook Stable
PULMATRIX INC: Empery Asset Has 4.9% Stake as of Dec. 31
QUIDDITCH ACQUISITION: S&P Affirms 'B-' ICR; Outlook Stable
ROCK CREEK: Feb. 5 Hearing on Disclosure Statement
RODRIGUEZ-CARDONA: Administrator Unable to Appoint Committee
ROMA USA: Has Interim Approval to Use Cash Collateral
ROMA USA: May Obtain Up to $125K of DIP Loan from Arcas
ROMA USA: Seeks to Obtain Junior Secured Debt from Arcas Int’l
ROMA USA: Seeks to Use Cash Collateral to Continue Operations
RYDER CONTRACTING: Unsecured Creditors Out of Money in Plan
SALDAP LLC: Higher Ground Buying All Assets for $3.6 Million
SEMILEDS CORP: Files Form 10-Q for Quarter Ended Nov. 30
SIGMA LOGISTICS: U.S. Trustee Unable to Appoint Committee
SIX FLAGS: S&P Alters Outlook to Negative, Affirms 'BB' ICR
SPERLING RADIOLOGY: U.S. Trustee Unable to Appoint Committee
SUPPERTIME INC: U.S. Trustee Unable to Appoint Committee
TALLAPOOSA RENEWABLE: Trustee May Use Cash on Interim Basis
TEPA PROPERTIES: La Aurora Wants to Prohibit Cash Collateral Use
TRAFFIC MONSOON: In Receivership; Claims Due April 10
TURIN AVIATION: Proposes Moecker Auction of Jet Provost
TURNING POINT: S&P Alters Outlook to Negative, Affirms 'B+' ICR
VASCULAR ACCESS: Seeks Court Approval to Hire E-Discovery Vendor
VERITY HEALTH: Seeks to Extend Exclusivity Period to March 2
WESCO INTERNATIONAL: Moody's Reviews Ba3 CFR for Downgrade
WHEATON MEDICAL: May Use Cash Collateral Until End of January
WOMEN’S CENTER: Gets Interim Approval to Use Cash Collateral
WOODCREST ACE HARDWARE: Zions Seeks Financial Projection in Plan
WORLD AIRLINE: Case Summary & 10 Unsecured Creditors
XS RANCH FUND: Seeks Court Approval to Employ Dore Group
XS RANCH FUND: Seeks to Hire Teneo Capital's Christopher Wu as CRO
ZEKELMAN INDUSTRIES: S&P Assigns Prelim BB Rating to New Term Loan
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
13 HOPE AVENUE: Gets Interim OK to Access Cash Thru Feb. 13
-----------------------------------------------------------
Judge Christopher J. Panos authorized 13 Hope Avenue Junction LLC
to continue using cash collateral through February 13, 2020. The
Debtor is authorized to use cash collateral of $2,000 per month to
pay (a) First Financial Center, $1,891.67, and (b) estimated
quarterly fees due to the United States Trustee in the amount of
$108.33 per month.
A copy of the interim order and the budget may be accessed free of
charge at https://tinyurl.com/vd89ql2 from PacerMonitor.com.
Hearing on the motion is continued to February 13, 2020 at 10:30
a.m. Objections must be filed by 4:30 p.m. of February 11, 2020.
About 13 Hope Avenue Junction
13 Hope Avenue Junction, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 19-40591) on April
10, 2019. At the time of the filing, the Debtor estimated assets
of less than $1 million and liabilities of less than $1 million.
The case is assigned to Judge Christopher J. Panos. Kovacs Law,
P.C., is the Debtor's counsel.
2NDCH LLC: Georgetown Restaurant to Pay Claims in Full
------------------------------------------------------
Debtor 2ndch, LLC d/b/a Gumbo's North, filed with the U.S.
Bankruptcy Court for the Western District of Texas, Austin
Division, a Combined Disclosure Statement and Plan of
Reorganization that says creditors will be paid from cash on hand
and from income from future operations.
Winstead PC has an unsecured claim in the amount of $3,442. The
members of the Debtor, Denise Page and Shuler Page are co-debtors
of this obligation. This claim will be paid by the Pages on or
after the Effective Date.
The allowed unsecured, non-priority claim of the IRS shall be paid
in 60 monthly installments, due on the first business day of each
month, in the amounts reflected on the projections, commencing on
the first day of the first month following the Effective Date.
There are no other unsecured claims, according to the Disclosure
Statement.
Denise Page and Shuler Page shall retain their membership interests
in the Debtor but will receive no distributions or payments on
account of such membership interests unless and until all payments
required under the Plan are completed.
A full-text copy of the Combined Plan and Disclosure Statement is
available at https://tinyurl.com/rmactmk from PacerMonitor.com at
no charge.
The Debtor is represented by:
KELL C. MERCER, P.C.
1602 E. Cesar Chavez Street
Austin, Texas 78702
Tel: (512) 627-3512
Fax: (512) 597-0767
E-mail: kell.mercer@mercer-law-pc.com
About 2ndCh, LLC
2ndCh, LLC, is a Texas limited liability company formed on August
22, 2012. It owns and operates a restaurant and bar in Georgetown,
Texas. The restaurant does business as "Gumbo's North." It is
owned by Denise Page and Shuler Page. The restaurant's location is
leased in an historic building located in the city square.
2ndCh, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 19-11127) on Aug. 26, 2019. In the
petition signed by its manager, Shuler W. Page, the Debtor
disclosed assets ranging between $500,001 and $1 million and
liabilities of the same range. The Debtor is represented by Kell
C. Mercer, P.C.
ACTIVE HODLINGS: Gemcap to Auction Off Assets on Jan. 22
--------------------------------------------------------
Secured party Gemcap Lending I LLC will conduct telephonically a
public sale to the highest and best bidder on Jan. 22, 2020, at
10:00 a.m. (Pacific Standard Time) to foreclose the security
interest held by the secured party in and to substantially all of
the personal property assets of Active Holdings LLC. For further
details regarding the sale, contact:
Gemcap Lending I LLC
24955 Pacific Coast Highway, Suite A202
Malibu, CA 90265
Attn: David Ellis
Tel: (310) 593-9074
ADVISOR GROUP: S&P Lowers ICR to 'B' on Ladenburg Acquisition
-------------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit rating on
Advisor Group Holdings Inc. to 'B' from 'B+' and removed the rating
from CreditWatch, where the rating agency placed it with negative
implications on Nov. 14, 2019. The outlook is stable.
At the same time, S&P lowered its rating on the firm's existing
first-lien debt to 'B' from 'B+' and senior unsecured notes to
'CCC+' from 'B-'. It also assigned a 'B' rating to Advisor Group's
new first-lien notes.
Advisor Group plans to primarily debt finance its acquisition of
Ladenburg Thalmann. Specifically, it has outlined that it will roll
Ladenburg's existing senior unsecured notes ($324 million
outstanding) and issue $775 million in new first-lien notes. The
remainder of the acquisition will be funded through approximately
$280 million in additional equity from Reverence Capital Partners,
Advisor Group's financial sponsor. The company expects the
transaction to close in the first half of 2020 following
shareholder and regulatory approvals.
The stable outlook reflects S&P's expectation for the acquisition
to successfully close in the first half of the year and for Advisor
Group to have weak profitability and debt service coverage through
at least 2020 as it integrates the acquisition. While S&P expects
profitability and debt service coverage to improve as the company
realizes some of its planned synergies, the rating agency believes
the company's financial policy will remain aggressive (with
negative tangible equity and high leverage) given its financial
sponsor ownership.
"We could lower the rating if we expect debt service coverage to be
sustained at around 1.5x or lower or if covenant leverage
approaches its limits under the revolver. Furthermore, we could
also lower the rating if the company suffers from substantial
attrition in financial advisors or client assets, or experiences
any material adverse legal or regulatory actions such that we
believe its business position has weakened," S&P said.
"An upgrade is unlikely over the next 12 months. However, over a
longer period, we could upgrade Advisor Group if it successfully
integrates the acquisition and develops a solid track record
operating the combined business. An upgrade would also be
contingent upon the company demonstrating a less aggressive
financial policy," S&P said.
AIR INDUSTRIES: Expects New Contract to Generate $61.7M in Sales
----------------------------------------------------------------
Air Industries Group has received a significant new long-term
agreement through its subsidiary Air Industries Machining
Corporation (AIM). This five-year LTA is for "Thrust Struts," a
critical component of the Pratt & Whitney Geared-Turbo-Fan jet
engine. The GTF powers the Airbus A-220 (formerly the Bombardier
C-Series), the Mitsubishi MRJ, and the Embraer E-2 commercial
airliners.
Based on the OEM's forecast, the contract could generate potential
sales of approximately $61.7 million over the five-year term. As
is customary with LTA contracts, Air Industries expects to receive
sequential firm orders for delivery of product against the
Agreement.
Mr. Lou Melluzzo, CEO of Air Industries, commented: "This Agreement
marks a milestone for Air Industries Machining. It is one of the
largest single contracts the company has ever received, and from
our largest customer. In 2014, AIM developed and engineered the
manufacturing processes for this product, and has been producing it
for the past five-years. Since the Geared Turbo-Fan engine entered
into service, we have produced over 1,200 Thrust Struts. This new
contract is a follow-on renewal of the original five-year contract.
With production of the GTF accelerating, our customer is
forecasting a significant increase in demand over the next five
years. We expect to start shipping this product beginning in the
second half of this year."
About Air Industries
Headquartered in Bay Shore, New York, Air Industries Group is an
integrated manufacturer of precision equipment assemblies and
components for aerospace and defense prime contractors.
Air Industries reported a net loss of $10.99 million in 2018
following a net loss of $22.55 million in 2017. As of Sept. 30,
2019, the Company had $50.75 million in total assets, $40.19
million in total liabilities, and $10.56 million in total
stockholders' equity.
Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle Brook,
NJ, the Company's auditor since 2008, issued a "going concern"
qualification in its report dated April 1, 2019, on the Company's
consolidated financial statements for the year ended Dec. 31, 2018,
citing that the Company has suffered a net loss in 2018 and is
dependent upon future issuances of equity or other financing to
fund ongoing operations, all of which raise substantial doubt about
its ability to continue as a going concern.
AIR TRANSPORT: S&P Assigns 'BB' ICR; Outlook Stable
---------------------------------------------------
S&P Global Ratings assigned a 'BB' issuer credit rating to Air
Transport Services Group and a 'B+' issue-level rating and '6'
recovery rating to the $400 million senior unsecured notes, which
the company intends to issue to partially pay down its revolving
credit facility.
S&P believes ATSG will continue to benefit from the growth in
e-commerce and focus on faster delivery times. ATSG is a major
provider of air freight transportation for Amazon.com Inc., with 24
aircraft leased to the company as of September 2019, and contracted
to increase to at least 30 by the end of 2020. The company also
provides airline services (such as crew to fly the planes) on all
the aircraft it leases to Amazon. S&P hence expects ATSG to benefit
from continued growth in the retail e-commerce industry, and from
Amazon in particular. Additionally, the increased focus on faster
delivery times has resulted in higher demand for air freight
transportation. The supply of midsize freighters well suited for
regional air networks is limited, and as a result S&P expects
demand for Boeing 767 freighters (which ATSG flies for Amazon) to
remain strong over the next few years. ATSG operates a fleet of 92
aircraft as of September 2019, with around 75% of them Boeing 767
(767-200s and 767-300s) converted freighters. In this context, S&P
believes ATSG enjoys a differentiated market position, given its
fleet composition, aircraft conversion capabilities, and airline
services offerings. ATSG operates these aircraft under aircraft,
crew, maintenance and insurance (ACMI) contracts for Amazon and
other customers including DHL and the U.S. Department of Defense
(DoD).
The stable outlook on ATSG reflects S&P's expectation of relatively
stable operations through 2021 based on the relatively long-term
nature of its contracts, and generally favorable outlook for cargo
aircraft leasing based on continued growth in e-commerce and
increasing focus on time-efficient freight transportation. S&P
expects the company's EBIT interest coverage to improve to around
3x in 2020 from the mid-2x area in 2019, debt to capital to improve
to around 70% in 2020 from the mid-70% area in 2019 and FFO to debt
to improve to the high-20% in 2020 from the mid-20% area in 2019,
primarily driven by a larger fleet size and improved operating
efficiency.
"We could lower our ratings on ATSG over the next year if aircraft
lease rates deteriorate or if the company has difficulties in
retaining or growing business with some of its largest customers,
causing the company's EBIT interest coverage to fall below 2.4x and
its debt to capital to increase above 75% for a sustained period,"
S&P said.
"Although unlikely, we could raise our ratings on ATSG over the
next year if demand for cargo aircraft increases significantly from
current levels, or if the company pays down debt, causing the
company's EBIT interest coverage to rise above 3.5x and its debt to
capital improves to below 60% for a sustained period. In addition
to improved credit metrics, we would also expect to see increased
diversification in the company's customer base," the rating agency
said.
AMERICANN INC: Posts $4.9 Million Net Loss in FY Ended Sept. 30
---------------------------------------------------------------
Americann, Inc. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K reporting a net loss of $4.90
million on $11,564 of total revenues for the year ended Sept. 30,
2019, compared to a net loss of $4.43 million on $0 of total
revenues for the year ended Sept. 30, 2018.
As of Sept. 30, 2019, the Company had $11.77 million in total
assets, $5.65 million in total liabilities, and $6.11 million in
total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Jan. 14, 2020, citing that the Company has suffered recurring
losses from operations and has an accumulated deficit that raises
substantial doubt about its ability to continue as a going
concern.
Management believes that the actions presently being taken to
further implement its business plan and generate additional
revenues provide the opportunity for the Company to continue as a
going concern. While the Company believes in the viability of its
strategy to generate additional revenues and in its ability to
raise additional funds, there can be no assurances to that effect.
The Company said its ability to continue as a going concern is
dependent upon the Company's ability to further implement its
business plan and generate additional revenues.
A full-text copy of the Form 10-K is available for free at the
SEC's website at:
https://is.gd/84loCv
About Americann
Headquartered in Denver, Colorado, AmeriCann is a cannabis company
that is developing cultivation, processing and manufacturing
facilities. AmeriCann uses greenhouse technology which is superior
to the current industry standard of growing cannabis in warehouse
facilities under artificial lights. AmeriCann is designing GMP
Certified cannabis extraction and product manufacturing
infrastructure. Through a wholly-owned subsidiary, AmeriCann
Brands, Inc., the Company intends to secure licenses to produce
cannabis infused products including beverages, edibles, topicals,
vape cartridges and concentrates. AmeriCann Brands, Inc. plans to
operate a Marijuana Product Manufacturing business at MMCC with
over 40,000 square feet of state-of-the art extraction and product
manufacturing infrastructure.
APPROACH RESOURCES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on Jan. 13, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 cases of Approach Resources, Inc.
and its affiliates.
About Approach Resources Inc.
Forth Worth, Texas-based Approach Resources Inc. --
https://www.approachresources.com/ -- is a publicly owned Delaware
corporation. The company and its subsidiaries comprise an
independent energy company focused on the exploration, development,
production and acquisition of unconventional oil and gas reserves.
Their principal operations are conducted in the Midland Basin of
the greater Permian Basin in West Texas.
Approach Resources Inc. and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 19-36444) on
Nov. 18, 2019, listing $100 million to $500 million in assets and
liabilities. The petitions were signed by Sergei Krylov, chief
executive officer. The Hon. Marvin Isgur presides over the case.
The Debtors tapped Thompson & Knight LLP as legal counsel; Perella
Weinberg Partners LP as investment banker; Alvarez & Marsal North
America, LLC as financial advisor; KPMG US LLP as tax advisor; and
Epiq Corporate Restructuring LLC as claims, noticing and
solicitation agent.
ARCHBISHOP OF AGANA: TF Investments Buying Accion Hotel for $5.7M
-----------------------------------------------------------------
Archbishop of Agana asks the U.S. Bankruptcy Court for the District
of Guam to authorize the sale of the real property known as "Accion
Hotel" located in Yona, Guam to TF Investment, LLC or assigns for
$5.7 million.
The property consists of 72,801 +/- meters of usable land and a
hotel facility consisting of an existing building and development
of 100 units, of which 10 units are unfinished, an administrative
wing, main dining hall, a banquet kitchen, and exterior banquet
area and non-operational swimming pool and generator room. The
hotel also has a sewer waste water treatment plant located on the
property. The Report of the Selling Realtor, Georgina "Gina" Campos
of RE/MAX Diamond Realty, sets forth the particulars of the
property, its condition, and the sales efforts since the listing
agreement with RE/MAX was entered into on July 2, 2018.
The realtor RE/MAX Diamond Realty has sought employment as a
professional in the case, and asks approval for payment of a 5%
commission on the contract price, in the amount of $285,000. The
original listing price was $7.5 million, however, the agreed upon
selling price of $5.7 million is a cash offer with no due diligence
required, and fairly reflects the fair market value of the
property. The real property taxes covering the parcels are
estimated at $33,000 and will be paid in full at closing. Keen
Summit Capital Partners, LLC is also entitled to a commission and
reimbursement of expenses in the amount of $145,141 and, similar to
RE/MAX, to be paid at closing. Finally, there will no pro-ration
of property tax at closing as the Archbishop is "Church Exempt."
The real property is also subject to various access easements,
utility easements and other non-monetary encumbrances, the same
which will not be affected by the sale.
The sale is a private sale to the Buyer, an unrelated third party
to the Debtor. It is anticipated that closing will take place at
Security Title, 356 S. Marine Corps., Drive, Tamuning, Guam 96913.
The closing will take place as soon as possible after Bankruptcy
Court approval and an Order is entered.
The purchase price is $5.7 million, of which $100,000 has been
deposited in escrow, and the balance of $5.6 million will be full
paid at closing.
The real property tax liens of the Guam Department of Revenue and
Taxation are estimated in the amount of $33,000 will be paid at
closing. All non-monetary liens as described in the Motion will
remain on the property.
The Debtor estimates the value of the property to be sold at $5.4
million.
RE/MAX Diamond Realty, Elizabeth Duenas, the listing agent, and
Infinity Realty, Charmaine Walker, the Selling Agent, will split
the real estate commission of 5% of the sale price, or $285,000.
Keen Summit Capital Partners, LLC will be paid a commission of
$145,141. The Archbishop requests authorization for payment of the
commissions at closing.
The title insurance and other escrow costs such as escrow fees are
estimated at $12,000 and will be paid at closing out of proceeds
of sale.
The proceeds from the sale of the Accion Property will be placed in
a separate DIP, and will not be used without further order of the
Court.
A copy of the Commercial Property Purchase Agreement and Joint
Escrow Instructions is available at https://tinyurl.com/swr23ga
from PaceMonitor.com free of charge.
The Debtor asks the Court to waive the 14 days stay of the Order
pursuant to F.R.B.P. 6004(h).
The sale is of non-essential real property of the Archbishop of
Agana. It will allow the Archbishop to continue its operations,
and provides the Debtor with a substantial cash surplus, which with
Court approval can be used toward administrative costs of the
bankruptcy proceedings, and for substantial funding of the
settlement "pot" that is hoped will be agreed to by the survivors
of sexual abuse, and will be incorporated in a consensual plan of
reorganization.
About Archbishop of Agana
Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org/
-- is an ecclesiastical territory or diocese of the Catholic Church
in the United States. It comprises the United States dependency of
Guam. The Diocese of Agana was established on Oct. 14, 1965, as a
suffragan of the Archdiocese of San Francisco, California. It is a
tax-exempt entity (as described in 26 U.S.C. Section 501).
The Archbishop of Agana, also known as the Roman Catholic
Archdiocese of Agana, sought Chapter 11 protection (D. Guam Case
No. 19-00010) on Jan. 16, 2019. Rev. Archbishop Michael Jude
Byrnes, S.T.D., Archbishop of Agana, signed the petition. The
Archdiocese scheduled $22,962,686 in assets and $45,662,941 in
liabilities as of the bankruptcy filing.
The Hon. Frances M. Tydingco-Gatewood is the case judge.
The Archdiocese tapped Elsaesser Anderson, Chtd., as bankruptcy
counsel, and John C. Terlaje, Esq., as special counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 6, 2019. The Committee retained
Stinson Leonard Street LLP as bankruptcy counsel, and The Law
Offices of William Gavras as local counsel.
ARISTA IMAGING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 cases
of Arista Imaging of N. Miami LLC and Presgar Imaging of CMI North
LC, according to court dockets.
About Arista Imaging and Presgar Imaging
Arista Imaging of N. Miami, LLC, and Presgar Imaging of CMI North,
L.C., own and operate a medical imaging business in Miami, Fla.
Arista Imaging and Presgar Imaging filed Chapter 11 petitions
(Bankr. S.D. Fla. Lead Case No. 19-26519) on Dec. 10, 2019,
disclosing under $1 million in both assets and liabilities.
Judge A. Jay Cristol oversees the cases. The Debtors tapped Ross &
Smith, PC and Markowitz, Ringel, Trusty, & Hartog, P.A. as their
legal counsel; and Tom Santoro, principal of GlassRatner Advisory &
Capital Group, LLC, as chief restructuring officer.
ARSENAL RESOURCES: Court Confirms Prepackaged Plan
--------------------------------------------------
Arsenal Resources Development LLC, et al., filed with the U.S.
Bankruptcy Court for the District of Delaware a First Amended Joint
Prepackaged Plan of Reorganization and a Disclosure Statement
On Dec. 19, 2019, Judge Brendan L. Shannon confirmed the Plan and
ordered that the Disclosure Statement is approved in all respects
as containing adequate information in accordance with section 1125
of the Bankruptcy Code.
The judge ruled that modifications made to the Plan, including
those set forth in the First Amended Joint Pre-Packaged Plan of
Reorganization following the solicitation of votes thereon do not
adversely change the treatment of the claim of any Voting Party and
therefore satisfy the requirements of Section 1127 of the
Bankruptcy Code and Bankruptcy Rule 3019, and no further
solicitation is required.
A full-text copy of the Order Confirming the Plan is available at
https://tinyurl.com/wc54d84 from PacerMonitor.com at no charge.
A black-lined copy of the Disclosure Statement explaining the First
Amended Joint Pre-Packaged Plan of Reorganization is available at
https://tinyurl.com/ucb9aa4 from PacerMonitor.com at no charge.
About Arsenal Resources
Arsenal Resources -- http://www.arsenalresources.com/-- is an
independent exploration and production company headquartered in
Pittsburgh, Pennsylvania that is engaged in the acquisition,
exploration, development and production of natural gas in the
Appalachian Basin.
Arsenal Resources Development LLC and 16 affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 19-12347) on Nov. 8,
2019, to implement terms of a prepackaged Chapter 11 plan of
reorganization.
Arsenal was estimated to have at least $500 million in assets and
liabilities as of the bankruptcy filing.
The Company is represented by Simpson Thacher & Bartlett LLP and
Young Conaway Stargatt & Taylor LLP, as legal counsel, PJT Partners
LP, as investment banker and Alvarez & Marsal North America, LLC,
as restructuring advisor.
ARW HOLDINGS: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
ARW Holdings Inc., according to court dockets.
About ARW Holdings
ARW Holdings Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-31227) on Nov. 12,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $50,000 and liabilities of between $50,001 and
$100,000. Judge Jerry C. Oldshue Jr. oversees the case. The
Debtor is represented by Jodi Daniel Dubose, Esq., at Stichter,
Riedel, Blain & Postler, P.A.
ASHTON WOODS: Moody's Assigns Caa1 Rating to Proposed $250MM Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Ashton Woods
USA, LLC's proposed $250 million notes due 2028. Ashton Woods'
other ratings and stable outlook remain unchanged. The proceeds of
the new notes will be used to pay down the existing balance on the
revolver as well as for general corporate purposes. As of January
9, 2020 the company had $224 million drawn on the revolver. While
the transaction is slightly leveraging, the increase in debt
outstanding is somewhat mitigated by the improved debt maturity
profile of the company following the issuance.
Assignments:
Issuer: Ashton Woods USA, LLC
Senior Unsecured Notes, Assigned Caa1 (LGD4)
LGD Adjustments:
Senior Unsecured Notes, Adjusted to (LGD4) from (LGD5)
RATINGS RATIONALE
Ashton Woods' B3 Corporate Family Rating reflects the company's
high debt leverage, thin tangible net worth position and weak gross
operating margin relative to industry peers. These factors are
offset by a conservative land strategy, that consists of a high
optioned component and a highly developed inventory position.
Ashton Woods' liquidity is adequate and takes into consideration
consistently negative free cash flow and regular revolver usage.
Moody's views Ashton Woods' financial policy to be somewhat
aggressive characterized by high financial leverage. The company is
majority owned by a collection of five families and provides
regular tax liability distributions. There is an absence of board
independence, with only one independent member out of five, which
is also incorporated in the B3 CFR.
The Caa1 rating on the company's senior unsecured notes is
positioned one notch below the B3 CFR and reflects the priority
ranking of Ashton Woods' $350 million secured borrowing base
revolver maturing in August 2023.
The stable outlook reflects Moody's expectation that the company
will experience improvements in many of its key credit metrics over
the next 12 to 18 months through modest margin improvement.
The ratings could be downgraded if adjusted homebuilding debt to
book capitalization rises above 70%, EBIT/interest expense coverage
falls below 1.0x, the company continues to experience net losses as
well as increasingly negative free cash flows. Negative ratings
action would also result from impaired liquidity.
Ashton Woods' ratings could be upgraded if the company's tangible
net worth increases above $500 million, adjusted homebuilding debt
to book capitalization is maintained below 55% and interest
coverage is sustained above 3.0x. In addition, further growth in
size and scale would also place upwards pressure on the rating.
The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in January 2018.
Headquartered in Atlanta, Georgia and established in 1989, Ashton
Woods USA, LLC constructs single-family detached and attached homes
in Texas, Arizona, North Carolina, South Carolina, Georgia, and
Florida. Formerly, primarily a move-up builder, the company has
successfully built up its starter home brand, Starlight Homes. For
the 12 months ending November 30, 2019, Ashton Woods generated
approximately $1.7 billion in revenues and $51.9 million in both
pretax and net income (an LLC does not include a provision for
income taxes). The company is majority-owned by an affiliate of the
Great Gulf Group Limited of Canada.
ASHTON WOODS: S&P Rates New $250MM Senior Unsecured Notes 'B-'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '4'
recovery rating to Ashton Woods USA LLC's proposed $250 million
senior unsecured notes due 2028. The '4' recovery rating indicates
S&P's expectation for average (30%-50%; rounded estimate: 40%)
recovery in the event of a payment default.
The company will use the proceeds from the proposed issuance to
reduce the outstanding borrowings under its revolving credit
facility (not rated), add cash to its balance sheet, and for other
general corporate purposes.
AVON PRODUCTS: Egan-Jones Withdraws B Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on January 6, 2020, withdrew its 'B'
foreign currency and local currency senior unsecured ratings on
debt issued by Avon Products, Incorporated to BB+ from BBB-.
Headquartered in London, United Kingdom, Avon Products, Inc. is a
multi-level marketing company in beauty, household, and personal
care categories. Avon had annual sales of $5.5 billion worldwide in
2018. It is the fifth-largest beauty company and, with 6.4 million
representatives, is the second-largest direct-selling enterprise in
the world.
BARKATH PROPERTIES: Cash Collateral Use Continued Until March 11
----------------------------------------------------------------
Judge A. Benjamin Goldgar of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Barkath Properties LLC and
its affiliates to use the cash collateral of Byline Bank to pay
actual, ordinary and necessary operating expenses, pursuant to the
budget, until the earliest of:
* March 11, 2020;
* the appointment of a trustee;
* conversion of the Chapter 11 case to a case under Chapter 7;
* the dismissal of the Debtor's case; or
* the determination of the Court of a material break of the
Fourth Interim Order.
Byline Bank is granted valid, binding, enforceable and perfected
lines and security interests in any of the Debtors' collateral as
of the Petition Date.
A status hearing will be held on March 4, 2020 at 10:00 a.m. The
Debtor must send notice of the next hearing and proposed order to
all known parties-in-interest by Feb. 26, 2019.
A copy of the Fourth Interim Order is available at
https://is.gd/fH2aj9 from PacerMonitor.com free of charge.
About Barkath Properties
Barkath Properties is a privately held company engaged in
activities related to real estate. The Company owns in fee simple a
shopping mall unit in Libertyville, Illinois valued at $1.80
million and a commercial building in Waukegan, Illinois valued at
$150,000.
Barkath Properties sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 19-23544) on Aug. 21, 2019. The petition was signed by
Shoukath Ahmed, manager. As of the Petition Date, Debtor recorded
$2,097,271 in total assets and $5,177,277 in total liabilities.
The LAW OFFICE OF O. ALLAN FRIDMAN is serving as the Debtor's
counsel.
BLUE RIDGE SITE: Bankr. Administrator Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. bankruptcy administrator on Jan. 11, 2020, disclosed in a
filing with the U.S. Bankruptcy Court for the Eastern District of
North Carolina that no official committee of unsecured creditors
has been appointed in the Chapter 11 case of Blue Ridge Site
Development Corporation of NC.
About Blue Ridge Site Development
Corporation of NC
Blue Ridge Site Development Corporation of NC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
19-04528) on Oct. 1, 2019. At the time of the filing, the Debtor
disclosed assets of between $500,001 and $1 million and liabilities
of the same range. Judge Stephani W. Humrickhouse oversees the
case. The Debtor is represented by Danny Bradford, Esq., at Paul
D. Bradford, PLLC.
BOOZ ALLEN: S&P Upgrades ICR to 'BB+'; Outlook Stable
-----------------------------------------------------
S&P Global Ratings raised its issuer credit rating on McLean,
Va.-based government services provider Booz Allen Hamilton Inc. to
'BB+' from 'BB'.
At the same time, S&P raised its issue-level rating on the
company's secured debt to 'BB+' from 'BB' and its issue-level
rating on the company's unsecured debt to 'BB-' from 'B+'. S&P's
'3' recovery rating on the company's secured debt and '6' recovery
rating on the unsecured debt remain unchanged.
Significant earnings growth should improve the company's credit
ratios in 2020. A strong government spending environment has
supported solid revenue growth for Booz Allen in recent years,
which provided it with a significant backlog of nearly $23 billion
as of Sept. 30, 2019 (representing almost three years of forecasted
revenue). Because of its expectation for continued earnings growth,
S&P anticipates that the company's debt to EBITDA will be in the
2.2x-2.6x range in fiscal years 2020 and 2021, which compares with
the rating agency's previous expectation for the 2.8x-3.2x range.
The stable outlook on Booz Allen Hamilton Inc. reflects S&P's
expectation that the solid outlook for U.S. defense spending will
support moderate revenue and earnings growth over the next few
years. However, S&P expects that shareholder returns and potential
acquisitions could limit the improvement in the company's credit
metrics from its higher earnings, which may lead it to report debt
to EBITDA of 2.2x-2.6x in fiscal years 2020 and 2021.
"We could lower our ratings on Booz Allen in the next 12 months if
we believe its leverage will exceed 4x on a sustained basis. This
could occur if the company employs a more-aggressive financial
policy or because of revenue declines stemming from contract losses
or declining EBITDA margins due to heightened competitive
pressures," S&P said.
"Although unlikely in the next 12 months, we could raise our rating
on Booz Allen if management commits to maintain debt to EBTIDA of
less than 3x and its operations continue to perform as expected. We
could also raise our ratings if the company's increased scale or
improved diversity cause us to re-evaluate its business risk
profile," the rating agency said.
BRIDGEMARK CORP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Bridgemark Corporation
17671 Irvine Blvd, Suite 217
Tustin, CA 92780
Business Description: Bridgemark Corporation is in the oil & gas
exploration and production business.
Chapter 11 Petition Date: January 14, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-10143
Judge: Hon. Theodor Albert
Debtor's Counsel: William N. Lobel, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
650 Town Center Drive
Suite 1500
Costa Mesa, CA 92626
Tel: 714-384-4740
E-mail: wlobel@pszjlaw.com
Debtor's
Special
Litigation &
Appellate
Counsel: LOCKE LORD, LLP
- AND -
GREINES, MARTIN, STEIN & RICHLAND LLP
Debtor's
Special
Corporate
Counsel: MCGEE & ASSOCIATES
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Robert Hall, president and CEO.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/2ONnVd
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Placentia Development Judgment $42,517,202
Company LLC
c/o Michael D. Kibler, Esq.
Kibler Fowler and Cave LLP
11100 Santa Monica Blvd.
Suite 360,
Los Angeles, CA 90025
Tel: (310) 409-0401
Email: mkibler@kfc.law.com
2. Oil Well Service Company Trade $24,619
10840 Norwalk Blvd
Santa Fe Springs, CA 90670
Lisa Frances
Tel: (562) 595-4501
Email: lisa@owls.com
3. Clariant Corporation Trade $13,948
Attn: RJ Gonzalez
3618 Collection Center Drive
Chicago, IL 60693
Tel: (562) 436-9901
Email: rj.gonzalez@clariant.com
4. Travelers Insurance Insurance $11,000
Direct Bill Accounting
PO Box 26208
Richmond, VA 23260-6208
Tel: (800) 252-2268
5. Porter Boiler Service Trade $8,863
1166 E. 23rd Street
Signal Hill, CA 90755
Accounting Department
Tel: (562) 426-2528
Fax: (562) 426-5592
Email: info@porterboiler.com
6. Innovative Electrix Inc. Trade $6,918
PO Box 1070
Downey, CA 90240
Tel: (562) 762-6349
Email: innovativeelectric@yahoo.com
7. CW Services, Inc./ Trade $5,362
CWS Vacuum
3806 Madonna Drive
Fullerton, CA 92835
Craig Winberg
Tel: (714) 231-3644
Email: craig@cwsvac.com
8. Western States Trade $4,440
Oilfield Prod, Inc.
11852 Western Ave
Stanton, CA 90680
Accounting Department
Tel: (714) 536-8305
Email: westernstates59@gmail.com
9. SC Fuels Trade $3,777
PO Box 14237
Orange, CA 92863
Accounting Department
Tel: (310) 356-2400
10. Parsons Crime Trade $3,400
Prevention Division
17141 Green Lane
Huntington Beach, CA 92649
Richard Parsons
Tel: (714) 271-3762
Email: pcpdrichard@aol.com
11. Southwest Micro Computers Trade $3,119
2230 Pepperwood
Lane, Corona, CA 92882
Steve M. Walker
Tel: (951) 496-3955
Email: supportme@swmicro.com
12. Weatherford US LP Trade $2,276
(FDC4922)
PO Box 301003
Dallas, TX 75303-100
Accounting Department
Tel: (713) 693-4000
13. Montrose Air Trade $1,915
Quality Services, LLC
PO Box 741137
Los Angeles, CA 90074-1137
Tel: (714) 730-3315
14. InterAct PMTI, Inc. Trade $1,512
260 Maple Court, Suite 210
Ventura, CA 93003
Mike Guilliani
Tel: (805) 658-5600
Email: mike.giuliani@interactprojects.com
15. A&G Compressor Parts, Inc. Trade $1,499
13671 Bora Drive
Santa Fe Springs, CA 90670
Greg Dryden
Tel: (562) 229-0469
Email: GregDryden@AGCompressor.com
16. McFadden-Dale Trade $1,325
Industrial Hardware
129 N. Maple Street,
Unit C, Corona, CA
92880-1735
Accounting Department
Tel: (951) 734-3624
17. John Guzman Crane Service Trade $1,232
2463 Gundry Ave.,
Signal Hill, CA 90755
Accounting Department
Tel: (562) 492-6688
18. Home Depot Trade $1,143
Dept 32-2501439073
PO Box 78047,
Phoenix, AZ 85062-8047
Accounting Department
Tel: (800) 395-7363
Fax: (877) 969-6751
19. State Compensation Workers $982
Insurance Fund Comp
PO Box 7441 Insurance
San Francisco, CA 94120-7441
State Fund
Tel: (925) 523-5100
20. Cintas Trade $950
PO Box 29059
Phoenix, AZ 85038-9059
Accounting Department
Tel: (714) 639-8577
BROADSTREET PARTNERS: Moody's Affirms B2 CFR, Outlook Stable
------------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
and B2-PD probability of default rating of BroadStreet Partners,
Inc. following the company's announcement that it plans to
refinance and increase its credit facilities. Moody's has assigned
B2 ratings to a new $1.1 billion senior secured seven-year term
loan and a new $250 million senior secured five-year revolving
credit facility. Net proceeds from the term loan will be used to
refinance the company's existing $868 million senior secured term
loan, fund acquisitions, and pay related fees and expenses. The new
revolving credit facility represents a $65 million increase versus
the company's existing revolver. The rating agency expects to
withdraw the ratings on the existing term loan and revolver once
the refinancing closes in late January. The rating outlook for
BroadStreet is stable.
RATINGS RATIONALE
BroadStreet's ratings reflect its steady growth in middle market
insurance brokerage, diversification across clients and carriers,
and good EBITDA margins, according to Moody's. BroadStreet's unique
co-ownership model of acquiring majority interests in large
agencies and allowing these partners to operate fairly autonomously
differentiates it from other privately held rated brokers.
These strengths are tempered by the company's elevated financial
leverage, execution and contingent risks associated with majority
investments in core agencies, and exposure to errors and omissions,
a risk inherent in professional services.
For the 12 months through September 2019, Moody's estimates that
BroadStreet had a pro forma debt-to-EBITDA ratio of about 6.5x,
(EBITDA - capex) interest coverage of 2x-2.5x and a
free-cash-flow-to-debt ratio in the high single digits. This
transaction lifts pro forma leverage toward 7x at closing, which is
high for Broadstreet's rating category, but Moody's expects the
company to reduce its leverage to below 6.5x within a few quarters
through earnings growth from existing and acquired operations.
These metrics reflect Moody's accounting adjustments for operating
leases, noncontrolling interest expenses, contingent earnout
liabilities, and run-rate earnings from completed and pending
acquisitions. The rating agency expects BroadStreet to maintain
ample liquidity to meet near-term obligations, including more than
$90 million of cash on hand plus full availability under the new
revolver upon closing the refinancing.
Factors that could lead to an upgrade of BroadStreet's ratings
include: (i) debt-to-EBITDA ratio below 5.5x, (ii) (EBITDA - capex)
coverage of interest consistently exceeding 2.5x, (iii)
free-cash-flow-to-debt ratio consistently exceeding 6%, and (iv)
successful integration of acquisitions.
Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 6.5x, (ii) (EBITDA - capex) coverage of
interest below 1.5x, or (iii) free-cash-flow-to-debt ratio below
3%.
Moody's has affirmed the following ratings (and loss given default
(LGD) assessments):
Corporate family rating at B2;
Probability of default rating at B2-PD;
$185 million senior secured revolving credit facility
maturing in November 2023 at B2 (LGD3);
$868 million senior secured term loan maturing in November
2023 at B2 (LGD3).
Moody's has assigned the following ratings (and LGD assessments):
$250 million senior secured five-year revolving credit facility
at B2 (LGD3);
$1.1 billion senior secured seven-year term loan at B2 (LGD3).
The rating outlook for BroadStreet is stable.
Upon closing of the refinancing, Moody's expects to withdraw the B2
ratings on BroadStreet's existing credit facilities since they will
be repaid/terminated.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in June 2018.
Headquartered in Columbus, Ohio, BroadStreet ranked as the
14th-largest US insurance broker based on 2018 revenue, according
to Business Insurance. The company generated total revenue of $623
million for the 12 months through September 2019.
BROADSTREET PARTNERS: S&P Assigns 'B' Rating to Term Loan, Revolver
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B' debt rating to BroadStreet
Partners Inc.'s proposed $1.11 billion term loan due 2027 and $250
million revolver due 2025. S&P also assigned a '3' recovery rating,
indicating its expectation of meaningful recovery (50%) in the
event of payment default.
The new financing will have similar terms to the previous
first-lien term loan. BroadStreet will use the proceeds to pay down
the current term loan B ($868 million outstanding as of Sept. 30,
2019) and $230 million to pay for acquisitions.
The company's credit quality measures are in line in with S&P's
expectations, including pro forma financial leverage
(debt-to-EBITDA ratio including operating leases) for both the
incremental debt and the earnings from acquisitions of around
5.5x-6.0x for the 12 months ended Sept. 30, 2019.
The 'B' issuer credit rating on BroadStreet is unaffected by the
new term loan issuance and reflects the company's participation and
narrow focus in the highly competitive, fragmented, and cyclical
middle-market insurance brokerage industry.
BUZZ MERGER: S&P Assigns 'B' ICR; Outlook Stable
------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Buzz
Merger Sub Ltd. (doing business as MagicLab) with stable outlook.
At the same time, S&P assigned its 'B+' issue-level rating and '2'
recovery rating to the company's proposed first-lien credit
facility, which includes a $500 million term loan and a $50 million
revolving credit facility. The '2' recovery rating indicates S&P's
expectation of 70%-90% (rounded estimate: 75%) recovery in the
event of default.
S&P's rating on MagicLab reflects its position as the distant
second market leader in online dating, its limited portfolio of
apps, its participation in a competitive industry against larger
and better-capitalized peers, and limited barriers to entry.
MagicLab is best known within the U.S. for its fast-growing dating
app Bumble and outside the U.S. for its more mature dating app
Badoo. Bumble's niche market position, popularity among women,
recent strong revenue growth from improved monetization, and
tailwinds in online dating from mass adoption only partly offset
these risks. In addition, the ratings reflect the company's healthy
free cash flow generation despite its relatively high pro forma
debt leverage of 5.0x on Sept. 31, 2019.
The stable outlook reflects S&P's expectation that MagicLab will
continue to increase revenue between 17% and 25% in 2020 by adding
monthly active users and turning them into paying users. It also
reflects S&P's view that the company's leverage will decline and
remain below 5x, providing the company with cushion for
investments, resolution of its current litigation and make
acquisitions to compete against bigger and better-capitalized
players.
"We could lower the rating if the company experienced materially
weak user engagement and monetization metrics in one or both of its
apps that lead to flat or declining revenues, margin compression,
and limited cash flow generation, resulting in leverage increasing
above 6x on a sustained basis. A downgrade could also occur if
there were an adverse outcome in its litigation proceeding, whereby
liquidity weakened materially as a result of required payments or
ongoing legal expenses. We could also lower the ratings if the
company adopted a more aggressive financial policy that resulted in
the company pursuing sizable debt-financed dividends," S&P said.
"We could raise the rating if MagicLab successfully established a
track record of growing active users and paying subscribers by
developing new features that users find engaging. Furthermore, an
upgrade is also contingent on MagicLab resolving its litigation and
broadening its revenue and EBITDA base while maintaining leverage
in the mid-4x area," the rating agency said.
CCS MEDICAL: Court Authorizes Use of Cash Collateral
----------------------------------------------------
Judge Michael J. Kaplan authorized CCS Medical PLLC to use cash
collateral to pay $651.05 of quarterly fees to the U.S. Trustee.
The Court ruled that Bank of America, N.A., the United States and
all creditors holding liens on or claims against cash collateral or
rights of setoffs are granted (a) roll-over or replacement liens or
rights of set-offs as security to the same extent, in the same
priority, and with respect to the same assets, as served as
collateral for said creditors' prepetition loans, and (b) an
administrative claim with priority over other administrative
expenses under Section 507(a)(2) of the Bankruptcy Code to the
extent that the replacement liens are insufficient to compensate
the secured creditors for the use of cash collateral.
A copy of the 49th emergency order is available at
https://is.gd/A1G9eU from PacerMonitor.com free of charge.
About CCS Medical PLLC
Headquartered in Orchard Park, New York, CCS Medical PLLC is a
provider of primary care and specialty medicine services currently
operating at Orchard Park, Delaware Avenue, and Youngs.
CCS Medical PLLC is an affiliate of Comprehensive Cancer Services
Oncology, P.C., doing business as CCS Oncology, doing business as
CCS Healthcare, which, along with its affiliates, sought Chapter 11
protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2,
2018.
Judge Michael J. Kaplan is the case judge.
Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as
the Debtors' counsel.
Mark Schlant has been named the Chapter 11 trustee.
Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been
appointed patient care ombudsman.
COMMUNITY HEALTH: Provides Preliminary Guidance for 2020
--------------------------------------------------------
Community Health Systems, Inc. is participating in the 38th Annual
J.P. Morgan Healthcare Conference in San Francisco, California on
Jan. 13-16, 2020. In advance of the Company's previously-announced
presentation on Jan. 15, 2020, the Company announced that it
anticipates that its Adjusted EBITDA for the fourth quarter of 2019
will be an amount that will result in the Company's Adjusted EBITDA
for full-year 2019 to be toward the middle portion of the Company's
Adjusted EBITDA guidance for 2019 as included in the Company's
earnings release filed on Oct. 29, 2019.
The Company anticipates net operating revenues for the year ending
Dec. 31, 2020 to be in the range of $12.4 billion to $12.8 billion.
The Company also expects same-store adjusted admissions for the
year ending Dec. 31, 2020 to increase 1.5% to 2.5% as compared with
the Company's anticipated same-store adjusted admissions for the
year ended Dec. 31, 2019. The Company also anticipates Adjusted
EBITDA for the year ending Dec. 31, 2020 to be in the range of
$1.65 billion to $1.80 billion and expects to continue to execute
on its previously-stated margin initiatives.
About Community Health
Community Health -- http://www.chs.net/-- is a publicly traded
hospital company and an operator of general acute care hospitals in
communities across the country. The Company, through its
subsidiaries, owns, leases or operates 102 affiliated hospitals in
18 states with an aggregate of approximately 17,000 licensed beds.
The Company's headquarters are located in Franklin, Tennessee, a
suburb south of Nashville. Shares in Community Health Systems, Inc.
are traded on the New York Stock Exchange under the symbol "CYH."
Community Health reported a net loss attributable to the Company's
stockholders of $788 million for the year ended Dec. 31, 2018,
compared to a net loss attributable to the Company's stockholders
of $2.45 billion for the year ended Dec. 31, 2017. As of Sept. 30,
2019, the Company had $15.89 billion in total assets, $17.16
billion in total liabilities, $498 million in redeemable
noncontrolling interests in equity of consolidated subsidiaries,
and a total stockholders' deficit of $1.76 billion.
* * *
As reported by the TCR on Nov. 29, 2019, S&P Global Ratings raised
its issuer credit rating on U.S.-based hospital operator Community
Health Systems Inc. to 'CCC+' from 'SD' (selective default). The
upgrade to 'CCC+' reflects the company's longer-dated debt maturity
schedule, and S&P's view that Community's efforts to rationalize
its hospital portfolio as well as improve financial performance and
cash flow should strengthen credit measures over the next couple of
years.
Also in November 2019, Fitch Ratings downgraded Community Health
Systems, Inc.'s Issuer Default Rating to 'C' from 'CCC' following
the company's announcement of an offer to exchange a series of
senior unsecured notes due 2022. The downgrade results from Fitch
viewing the transaction as a distressed debt exchange.
COMPREHENSIVE CANCER: Has Permission to Use Cash Collateral
-----------------------------------------------------------
Judge Michael J. Kaplan authorized Comprehensive Cancer Services
Oncology, P.C., to use cash collateral to pay $651.05 of quarterly
fees to the U.S. Trustee.
The Court ruled that Bank of America, N.A., the United States and
all creditors holding liens on or claims against cash collateral or
rights of set-offs are granted roll-over or replacement liens or
rights of set-offs as security to the same extent, in the same
priority, and with respect to the same assets, as served as
collateral for said creditors' pre-petition loans.
Additionally, the pre-petition secured creditors are granted an
administrative claim with priority over other administrative
expenses under Section 507(a)(2) of the Bankruptcy Code, to the
extent that the replacement liens fail to compensate the secured
creditors for the use of cash collateral.
A copy of the 49th emergency order is available at
https://is.gd/A1G9eU from PacerMonitor.com free of charge.
About CCS Oncology
Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president/CEO, CCS estimated at least $50,000 in assets and $10
million to $50 million in liabilities.
CCS Oncology is a professional corporation operating a practice of
medical and radiological oncology treatment, with offices in
Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport.
CSS Medical PLLC is a provider of primary care and specialty
medicine services currently operating at Orchard Park, Delaware
Avenue, and Youngs.
CCS Oncology is the sole member of CCS Medical. CCS Equipment is
the owner of certain medical equipment used in the medical
practices and CCS Oncology is its sole member. CCS Billing was
intended to be developed into a separate billing entity for the
medical practices, but was never funded or operational. CCS
Billing has no assets and has had no activity other than showing a
couple of minimal historical accounting entries. WSEJ is the owner
of certain real property used by the medical practices. The
Debtors are headquartered in Orchard Park, New York.
Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister,
Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel.
Mark Schlant has been named the Chapter 11 trustee. Joseph J.
Tomaino of Grassi Healthcare Advisors LLC has been appointed
patient care ombudsman.
COTT CORP: Moody's Affirms B1 CFR, Outlook Stable
-------------------------------------------------
Moody's Investors Service affirmed Cott Corporation's B1 Corporate
Family ratings, B1 senior unsecured debt ratings and B1-PD
Probability of Default rating following the announcement that it
will acquire Primo Water Corporation for approximately $775
million. The rating outlook is stable.
The affirmation of the B1 CFR reflects Moody's view that the Primo
acquisition makes strategic sense for Cott and will slightly reduce
leverage. Acquiring Primo expands Cott's presence in the US water
category, improves its growth and margin opportunities, expands its
customer base and geographic reach within the US and provides some
customer and price point diversification that could add stability
in a downturn. At the same time, the equity component to funding
means that debt-to-Ebitda leverage will remain modest, in the mid
4x range after closing and Moody's projects leverage (including
Moody's adjustments) will decline to the mid-three times range over
the next three years. Cott's plan to sell the S&D coffee business
would reduce scale and diversification somewhat, but would also
reduce or eliminate the amount of new debt necessary to fund Primo,
and result in even lower leverage.
The affirmation of the B1 senior unsecured notes ratings
additionally reflects Moody's expectation that Cott will sell the
S&D Coffee business within months of the Primo acquisition, so that
any secured financing added in connection with Primo will be
repaid. Should additional secured financing (beyond the $250
million ABL) become a permanent part of the capital structure, this
could result in lower ratings for the unsecured notes given that
the notes would be effectively subordinated to a larger amount of
such secured financing.
Following the closing of the Primo transaction, Cott will rebrand
itself by changing its name to Primo Water Corporation, to better
reflect its pure play water platform and distance itself from the
Cott name's association with private label carbonated soft
beverages.
Affirmations:
Issuer: Cott Corporation
Probability of Default Rating, Affirmed B1-PD
Corporate Family Rating, Affirmed B1
Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD4)
Issuer: Cott Holdings, Inc.
Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD4)
Outlook Actions:
Issuer: Cott Corporation
Outlook, Remains Stable
Issuer: Cott Holdings, Inc.
Outlook, Changed To Stable From No Outlook
RATINGS RATIONALE
Cott's B1 CFR reflects its leading positions in the Home and Office
water delivery business in both North America and Europe. Cott also
has some business diversity through its growing Filtration Services
business in both markets and its much smaller Aimia food and
beverage business in the UK. Cott's credit profile is constrained
by its small scale, somewhat narrow, niche focus and concentration
on the Home and Office water delivery business. Cott has some risk
of volatility both from economic downturns, which can pressure
profitability in the HOD water services business, and fluctuations
in fuel prices, although this is somewhat mitigated through energy
surcharges. In addition, the acquisition of the Primo businesses
provides some protection in downturns since its exchange and refill
water alternatives are less expensive than the high service HOD
business, giving customers a lower-cost option that is still within
the Cott system if they need to cut costs on water. Cott's rating
is also restricted by moderately high financial leverage and
aggressive appetite for acquisitions. Cott has been growing its
presence both inside and outside the U.S., using its presence in
the HOD businesses in North America and Europe as a base for
further tuck-in acquisitions.
In terms of corporate governance, Cott Corporation is a publicly
traded company listed on both the New York and Toronto stock
exchanges. The company's financial policy has not been overly
aggressive, with the company having maintained moderate leverage in
the mid-4x range. However, Cott has had an active acquisition
pipeline. Cott's plans to fund the Primo deal partly with equity
and its articulation of a relatively conservative net debt to
EBITDA target of 3x post synergies (by its definition) reflects
that it is planning to operate with lower leverage than it has
recently maintained. Cott estimates net debt-to-EBITDA leverage
will be in the low 3x range (by its definition) upon completion of
the Primo acquisition and S&D sale and pro forma for run rate
synergies.
The SGL-1 speculative-grade liquidity rating reflects Cott's very
good liquidity because of strong free cash flow, at least 30% of
availability under the $250 million ABL revolver expiring in August
2021, low covenant violation risk and no debt maturities in 2020.
Liquidity would weaken if the revolver expiration is not extended.
Moody's assumes in the stable outlook that Cott will successfully
integrate Primo, realize synergies, and reduce debt/EBITDA leverage
to 4.0x or below over the next 12-18 months. Moody's also assumes
Cott will maintain very good liquidity and a stronger margin
profile as it transforms its business.
A ratings upgrade could be considered if Cott successfully
integrates Primo, generates organic revenue growth with a stable to
higher margin, gains greater scale and business diversification,
lowers debt to EBITDA leverage below 3.5x on a sustained basis, and
maintains good liquidity. A decline in earnings as a result of
volume declines, or margin contraction, any weakening of Cott's
liquidity, or an increase in leverage such that debt-to-EBITDA
exceeds 5.5x could result in a ratings downgrade.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
COUNTERPATH CORP: Partners with Honeywell to Create Smart Talk
--------------------------------------------------------------
CounterPath Corporation has partnered with Honeywell to create
Smart Talk -- a new Unified Communications (UC) software solution
that enables organizations to streamline communications, increase
productivity, and enhance customer experiences by allowing mobile
workers to connect and collaborate on the devices they already use
in their daily operations. Smart Talk empowers workers in
environments such as stores, hospitals, trucks and distribution
centers using mobile devices with voice capabilities to make voice
over internet protocol (VoIP) calls, have push-to-talk
conversations, send instant messages to one or a group of
colleagues, launch video calls and more. The all-in-one
communication solution gives instant mobile communication
capabilities to workers, allowing them to better serve customers on
demand, where they are, providing immediate customer service to
better improve profitability.
The global rugged tablet market is projected to reach US$946
million by 2025, exhibiting a CAGR of 5.9% during the forecast
period (2018-2025). In a predominantly mobile workforce, providing
a communication solution, such as Honeywell Smart Talk, with voice,
video and messaging communications enhances collaboration among
employees, and increases customer satisfaction and overall sales.
This effectively leads to an increase in ROI for the organization,
while also simplifying and streamlining communications across
teams.
Honeywell Smart Talk includes advanced security features that
secure messages and provide voice and video calling encryption,
ensuring worker communications are protected. The software
integrates with all major call servers, PBX business telephone
systems, and VoIP services, allowing enterprises of all sizes to
overlay existing hosted or premise-based
infrastructure—future-proofing their investment.
"We're proud to be powering Honeywell Smart Talk," said Todd
Carothers, chief revenue officer at CounterPath. "In a fast-paced
world, customers expect efficient service. In essence – they
want to get what they want, when they want it. Honeywell Smart
Talk enables retail workers to communicate effectively, addressing
customer concerns, satisfying their needs, and bolstering sales."
"Workers today are expected to know more at a moment's notice than
ever before," said Kevin Dehoff, president of Honeywell's
Productivity Products. "Honeywell Smart Talk software, combined
with our powerful mobile devices, enables these mobile workers to
use one device to access critical information, make calls and send
messages to other employees, getting answers in an instant."
Honeywell and CounterPath will offer live demonstrations of the
software-based solution at booth #4918 at the National Retail
Federation's (NRF's) Big Show, which takes place on Jan. 12-14,
2020, in New York City.
About CounterPath
CounterPath Corporation (NASDAQ: CPAH) --
http://www.counterpath.com/-- designs, develops and sells software
and services that enable enterprises and telecommunication service
providers to deliver Unified Communications (UC) services,
including voice, video, messaging and collaboration functionality,
over their Internet Protocol, or IP, based networks. CounterPath
technology meets the unique requirements of several industries,
including contact center, retail, warehouse, hospitality, and
healthcare verticals.
CounterPath reported a net loss of $5.01 million for the year ended
April 30, 2019, following a net loss of $3.22 million for the year
ended April 30, 2018. As of Oct. 31, 2019, Counterpath had $12.35
million in total assets, $10.43 million in total liabilities, and
$1.92 million in total stockholders' equity.
CounterPath received a letter from the listing qualifications
department staff of the NASDAQ Stock Market on Dec. 16, 2019,
notifying the Company that the stockholders' equity of $1.923
million as reported in the Company's Quarterly Report on Form 10-Q
for the period ended Oct. 31, 2019 was below the minimum
stockholders' equity of $2.5 million.
BDO Canada LLP, in Vancouver, British Columbia, the Company's
auditor since 2006, issued a "going concern" qualification in its
report dated July 10, 2019, on the consolidated financial
statements for the year ended April 30, 2019, citing that the
Company has incurred losses and has an accumulated deficit of
$68.58 million as of April 30, 2019. These events or conditions,
along with other matters, indicate that a material uncertainty
exists that may cast substantial doubt about the Company's ability
to continue as a going concern.
CREATIVE GLOBAL: Lee Withdraws Claim, Disclosures Objections
------------------------------------------------------------
On Dec. 24, 2019, the U.S. Bankruptcy Court for the Central
District of California, Los Angeles Division, approved the
Stipulation By And Among Debtors, Official Committee of Unsecured
Creditors And Jiae Lee Resolving Objection Filed By Jiae Lee To
Disclosure Statement And Other Related Matters by Debtors Creative
Global Investment Inc., CGI Gaju LLC, and CGI Paramount LLC.
CGI commenced its bankruptcy case by filing a voluntary petition
under Chapter 11 of of the Bankruptcy Code on March 20, 2019. Gaju
and Paramount commenced their respective bankruptcy cases by filing
voluntary petitions under Chapter 11 of the Bankruptcy Code on May
20, 2019.
CGI is the majority equityholder in Gaju and Paramount, as well as
three other affiliate companies (collectively with Gaju and
Paramount, the "Operating Affiliates"), each of which operates a
separate The Coffee Bean & Tea Leaf franchise store in Koreatown
and adjacent areas within the City of Los Angeles, California.
On July 23, 2019, Ms. Lee filed a proof of claim in CGI's
bankruptcy case, which claim is denominated by the Clerk of the
Court as Claim No. 3 (the "Lee POC"). The Lee POC asserts a
general unsecured claim against CGI in the sum of $600,000 based
upon an agreement entered into by CGI and Ms. Lee prior to the
commencement of CGI's bankruptcy case, pursuant to which CGI agreed
to exert efforts to open The Coffee Bean & Tea Leaf at Children's
Hospital Los Angeles ("CHLA") and Ms. Lee agreed to invest the sum
of $600,000 in exchange for a 49% interest in the CHLA venture.
Although CGI does not dispute that Ms. Lee invested the sum of
$600,000 in connection with the CHLA venture and that she is
entitled to repayment of such sum in the event that the CHLA
venture does not materialize, CGI contends that Ms. Lee has, at
best, only a potential contingent claim against CGI at this time.
Accordingly, on Dec. 2, 2019, the Debtor filed a motion objecting
to the allowance of the Lee POC (the "Claim Disallowance Motion").
Ms. Lee disputes many of the contentions in the Claim Disallowance
Motion. The Claim Disallowance Motion is currently set for hearing
on Jan. 8, 2020 at 9:00 a.m.
On Oct. 18, 2019, the Debtors and the Committee jointly filed the
Disclosure Statement And Plan Of Reorganization For Debtors.
Concurrently with the Disclosure Statement, the Debtors filed a
motion seeking Court approval of the Disclosure Statement (the
"Disclosure Statement Motion").
On Nov. 13, 2019, in connection with her anticipated opposition to
confirmation of the Plan, Ms. Lee served requests for production of
documents (the "Document Requests") on the Debtors and the
Committee. The Debtors and the Committee submitted written
responses to the Document Requests on December 13, 2019.
On Dec. 4, 2019, Ms. Lee filed a written objection to the
Disclosure Statement[Doc. No. 147] (the "DS Objection") contending
that the Disclosure Statement did not contain adequate information
about a number of matters.
Pursuant to the Stipulation approved by the Court on Dec. 24, 2019,
the parties agreed that:
* the DS Objection filed by Ms. Lee will be deemed withdrawn.
* The Discovery Requests served by Ms. Lee against the Debtors
and the Committee will be deemed withdrawn, and Ms. Lee agrees not
to conduct any further discovery against the Debtors or the
Committee in the Debtors' bankruptcy cases.
* The Lee POC will be deemed withdrawn without prejudice. In
order to avoid confusion in CGI's case docket, Ms. Lee will file a
written notice of withdrawal of the Lee POC.
* The Debtor will file a written notice of withdrawal of the
Claim Disallowance Motion.
* Ms. Lee will file a written notice of withdrawal of the Motion
to Extend.
* The hearings on the Claim Disallowance Motion and the Motion
to Extend will be vacated.
* Ms. Lee will not file any proofs of claims or pleadings,or
take any actions, in the Debtors' bankruptcy cases, other than as
required by this Stipulation, and Ms. Lee will not assist Bryan
Song or his agents/ representatives in (a) opposing confirmation
of the Plan or (b) filing any other pleadings in the Debtors'
bankruptcy cases which may be adverse to the Debtors. Ms. Lee may
exchange information with Bryan Song in connection with Ms. Lee's
pending lawsuit against Damon Lee and Grace Min (the "Lee Action");
provided, however, that Ms. Lee will not provide such information
to Bryan Song prior to Feb. 21, 2020 (unless required to pursuant
to an order of the Court or a properly served subpoena).
* The Debtors and the Committee will not file any pleadings or
take any other actions in a manner which may be adverse to Ms. Lee
in connection with the Debtors' bankruptcy cases or that mentions
Ms. Lee or the Lee POC. The Debtors and the Committee agree that
any claims, rights, or interests that Ms. Lee may hold, and any
objections to or defenses against such claims, rights, or interests
by the Debtors and the Committee, will revert to and remain how
they existed prior to the filing of the Lee POC irrespective of the
outcome of the Debtors' bankruptcy cases.
A full-text copy of the Stipulation is available at
https://is.gd/YbgktH from PacerMonitor.com free of charge.
The Debtors are represented by:
DAVID B. GOLUBCHIK
JULIET Y. OH
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, California 90067
Telephone: (310) 229-1234
Facsimile: (310) 229-1244
E-mail: DBG@LNBYB.com
JYO@LNBYB.com
About Creative Global Investment
Creative Global Investment Inc. is a privately held company engaged
in financial investment activities. Creative Global Investment
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 19-13044) on March 20, 2019. At the time of the
filing, the Debtor disclosed $36,691 in assets and $5,388,873 in
liabilities. The case has been assigned to Judge Sandra R. Klein.
Levene, Neale, Bender, Yoo & Brill LLP is the Debtor's legal
counsel.
CRESCENT ASSOCIATES: Non-Insider Unsecureds to Get 100% in Plan
---------------------------------------------------------------
Debtor Crescent Associates, LLC, filed a Second Amended Chapter 11
Plan of reorganization.
The two properties owned by the Debtor on the Petition Date were
sold in the course of the administration of the Chapter 11
proceeding. As the result of the sales, the Debtor has presently
about $1.6 million in its unrestricted and restricted accounts.
According to the Disclosure Statement, Class 4 General unsecured
claims will be paid in full on the effective date plus interest
unless waived in writing by the creditor/claimant. The Debtor
estimates that the total amount of unsecured claims is
approximately $318,000. Approximately $33,000 of the unsecured
claims are owed to non-insiders, these will be paid on the
effective date; the claims of insiders are expected to be waived.
The current interest holders in Debtor are Edward Friedman and
Samuel Hart who each own a 1/2 interest in the Debtor. The
existing stock will be retained. In return for a total new capital
infusion of $5,000, Edward Friedman and Samuel Hart will each
receive 25 shares of new interest. In all, 50 shares of new
interests will be issued pursuant to the Plan.
The Plan will be funded by funds in the debtor-in-possession
accounts as of the effective date, the sale of the Debtor's
property, the funds in the restricted account, the new value paid
by the members of the Debtor, and any funds derived from any
litigation involving either Dror or EPCO.
A full-text copy of the 2nd Amended Disclosure Statement is
available at https://tinyurl.com/ufqksh6 from PacerMonitor.com at
no charge.
About Crescent Associates
Crescent Associates, LLC, based in Los Angeles, California, filed a
petition seeking relief under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Case No. 18-20654) on Sept. 12, 2018. The Hon.
Julia W. Brand oversees the case. In the petition signed by Edward
Friedman, managing member, the Debtor disclosed $4,350,100 in
assets and $5,214,026 in liabilities. Robert M. Yaspan, Esq., at
the Law Offices of Robert M. Yaspan, serves as bankruptcy counsel
to the Debtor. Turner Friedman Morris & Cohan, LLP, is special
counsel.
CURE TOPCO: S&P Assigns 'B' ICR After Merger With Remedy Partners
-----------------------------------------------------------------
S&P Global Ratings assigned 'B' issuer credit rating to Cure TopCo
LLC (doing business as Signify Health).
S&P's 'B' issue-level ratings on the company's senior secured
revolving credit facility and first-lien term loan remain
unchanged. The '3' recovery ratings (50%-70%, rounded estimate:
60%) also remain unchanged.
Dallas-based health risk assessment (HRA) provider Signify Health
merged with Norwalk, Conn.-based software and advanced analytics
provider in the Centers for Medicare and Medicaid Services' (CMS)
Bundled Payments for Care Improvement (BPCI) program Remedy
Partners to form Cure TopCo LLC (doing business as Signify Health).
Both were portfolio companies of the private-equity investor New
Mountain Capital.
The rating reflects improved but still-limited scale, greater
business mix diversification, and a narrow operating focus with
concentration on two payers. The merger of legacy Signify Health
LLC and Remedy Partners to form Cure TopCo LLC (doing business as
Signify Health) will improve business scale to more than an
estimated $550 million for 2020, but that is small compared with
other larger players. S&P views the merger as positive because it
sees an accelerated shift in the market from fee-for-service toward
value-based payments and arrangements based on quality of services
and total care for patients. Signify Health and Remedy Partners
have different operating business models, and thus there will be
limited overlap in the combined entity. However, with this
combination, there is an opportunity to bring together technology,
data, and other tools to enhance the company's position as a
value-based data and solutions provider.
The stable rating outlook on Signify reflects S&P's view that the
company will successfully manage the merger, generating $30
million-$35 million of free cash flow and leverage around
3.0x-3.5x. It also reflects S&P's expectation that CMS will
continue to use data generated from in-home health assessments to
calculate risk adjustment, and that the merger with Remedy Partners
will help diversify the business, improving scale. However, this
does not rule out the fact that regulatory changes could affect
Signify's business model.
"We could lower the rating if operational challenges result in
customer losses or significant margin declines. We could also lower
the rating amid a significant drop in demand for Signify's
services, which could result from regulation changes or increased
competitive pressures that result in pricing pressure, customer
losses, or sharp declines in revenue per assessment. This may
result in margins dropping about 350 basis points (bps) and free
cash flow falling below $10 million," S&P said.
"We would consider raising the rating if Signify successfully
integrates the two businesses and significantly expands its scale
while maintaining leverage below 4x and generating cash flows of
more than $40 million. This would likely require high-single-digit
percent revenue growth, in addition to margin improvement by more
than 200 bps from our base forecast," the rating agency said.
CYTOSORBENTS CORP: Reports Preliminary 2019 Financial Results
-------------------------------------------------------------
CytoSorbents Corporation issued a stockholder letter from Dr.
Phillip Chan, chief executive officer of the Company, and
pre-announces preliminary unaudited fourth quarter 2019 and
full-year 2019 results ahead of filing its Form 10-K.
Preliminary 2019 Financial Highlights:
The Company expects to announce the following:
* Cumulative CytoSorb treatments surpassed 80,000, up from
56,000 at the end of 2018
* Q4 2019 unaudited total revenue was approximately $7.4
million versus $6.1 million a year ago
* Growth accelerated in Q4 2019, with quarterly unaudited
product sales of approximately $6.6 million, a 21% increase
versus $5.5 million a year ago, bolstered by a 30% increase
in direct sales. On a constant currency basis, Q4 2019
product sales increased 23%
* 2019 unaudited total revenue was approximately $24.9 million
versus $22.5 million in 2018
* 2019 unaudited total product sales were approximately $22.8
million versus $20.3 million in 2018
* On a constant currency basis, 2019 unaudited total revenue
and product sales were $26.0 million and $23.9 million,
representing 16% and 18% growth, respectively
* Preliminary blended product gross margins are expected to be
at or near 80% for Q4 2019, mixing higher margin direct and
lower margin distributor and partner sales
"Dear Stockholders and Friends,
First, let me thank all of you for your patience and support in
2019, which was a challenging year. It was technically our best
year ever, but clearly did not meet our collective expectations. We
disappointed you, and as a stockholder myself, I understand and
share your disappointment.
That said, as we say goodbye to 2019, and warmly welcome the new
decade, we ended the year on a strong note, with a 21% resurgence
in growth and achievement of preliminary, unaudited record Q4 2019
total revenue and product sales of $7.4 million and $6.6 million,
respectively. And despite the growing pains, 2019 was still a year
of progress.
* We have surpassed 80,000 CytoSorb cumulative treatments
delivered, expanded distribution to a total of 58 countries
globally, and continue to sell all of the inventory that we
manufacture, currently at record output
* Over the past year and a half, we made significant investments
to expand our company from 105 people to now approximately 155,
with most joining in the second half of 2019. This positions the
company well for future growth and alleviates key bottlenecks in
our business. The rapid expansion was a major accomplishment that
required, and still requires, the focus and effort of our entire
organization
* Preliminary Q4 2019 unaudited product sales give a glimpse of
the potential return on this investment, where we reversed the
trend of lower quarterly growth. Quarterly sales rebounded 21%
year over year, and 23% on a constant currency basis. This was
powered by a 30% increase in direct sales, as our revised direct
sales strategy was implemented and as new direct sales reps and
territories began to contribute to our results
* We expect to report blended product gross margins for Q4 2019
to be at or near 80%, representing an up to 600 basis point
increase compared to 74% a year ago. We achieved this impressive
margin expansion through a relentless focus on manufacturing
efficiencies and innovations, and economies of scale
* In another major accomplishment, we achieved the renewal of the
CytoSorb CE Mark through May 2024 and annual ISO 13485:2016
certification through September 2022. This effectively defers the
regulatory risk of the new Medical Device Regulation (MDR) criteria
that goes into effect in May 2020. Many products by other
companies will likely be removed from the E.U. market due to this
regulatory hurdle.
* The Germany-funded REMOVE endocarditis randomized controlled
trial has completed its targeted enrollment of 250 patients, and
will complete its over-enrollment of patients this month to account
for potential dropouts. Outcomes for the study are expected to be
reported in mid-2020. A positive study would have important
implications in the U.S. where infective endocarditis is rampant
due to the opiate crisis and use of dirty needles
* The removal of anti-thrombotic agents, also known as blood
thinners, during cardiac surgery has emerged as a potentially
compelling commercial application for CytoSorb. New observational
data in patients taking the well-known drugs, ticagrelor and
rivaroxaban, demonstrated a significant reduction in bleeding
events and costs when used during emergency open heart surgery. We
are currently seeking CE mark label expansion of CytoSorb to
include the removal of certain anti-thrombotic agents. This will
allow us to market CytoSorb on-label for this application. As part
of this strategy, we have begun the U.K. TISORB study, and expect
the study to ramp this quarter with 8 active sites
* We have been working closely with our new contract research
organization to provide the data and data analysis requests of the
Data Monitoring Committee for the REFRESH 2-AKI trial in the first
half of 2020, and to resume the trial as soon as possible.
Meanwhile, we expect a significant reduction in study-associated
expenses during this period
* HemoDefend development progressed steadily throughout the year.
Unfortunately, a manufacturing issue in December, related
specifically to HemoDefend, has delayed our IDE filing with the
FDA, which we are currently working to resolve
* Management acquired more than 100,000 shares within the past 6
months through open market purchases and the exercise and holding
of options, reflecting our confidence in the strength of the
underlying business
For 2020, our focus will be to drive our U.S. and E.U. clinical
programs and maximize sales.
I have personally taken over the role of interim Chief Medical
Officer for the time being, acknowledging with utmost importance
the priority and urgency of our clinical programs. This is being
done in parallel to an aggressive search for a new CMO. As we work
to resume the REFRESH 2-AKI trial, we believe the anti-thrombotic
removal application for cardiac surgery represents a potentially
rapid, relatively inexpensive pathway for U.S. FDA approval and are
aggressively pursuing this strategy. Meanwhile the U.S. and E.U.
clinical teams are working together to advance the U.K. TISORB
study and initiate new company-sponsored critical care and cardiac
surgery studies in the E.U.
From a commercialization standpoint, the company is much stronger
than it was a year ago, with more people and expertise than we have
ever had. For example, we have substantially expanded our sales
and marketing resources in Europe and elsewhere, such that for the
first time, the commercialization team is now approximately the
size of our U.S. operations. Importantly, we have more than
doubled the number of customer facing sales representatives and
specialists in Germany - our core market that accounts for 60-65%
of our product sales. This increase in headcount is intended to
allow our sales people to be more efficient, to better serve our
customers, to communicate the value proposition of CytoSorb more
effectively, and to harvest sales. In addition, we have added
significant resources to better optimize our sales processes, take
advantage of new clinical applications, and strengthen our
marketing messaging. Meanwhile, distributor and partner sales are
expected to increase as well, aided by recent clinical successes,
new clinical data and applications, select reimbursement, and
multiple expected registration approvals in Latin America. This
also includes Mexico registration that is anticipated to accelerate
our partnership with Fresenius Medical Care.
We believe our business has never been as exciting as it is today.
Unlike products that address a single problem, CytoSorb is riding
the wave of multiple macro trends in healthcare. The aging baby
boomer generation is driving the incidence of serious infections
and sepsis, trauma, the use of blood thinners to prevent strokes
and heart attacks, sudden cardiac arrest, and cardiac surgery for
both coronary artery disease and structural heart disease. The
chronic liver disease pandemic that afflicts 1 in 11 people
worldwide, results in millions of people being admitted to
hospitals for acute exacerbations of their disease each year, where
CytoSorb is viewed by some as the next generation liver support
therapy. The advent of cancer immunotherapy has significantly
increased the risk of associated adverse events such as cytokine
release syndrome and infection that CytoSorb was designed to treat.
The opiate crisis and use of dirty needles has resulted in a
devastating burden of critically-ill patients with infective
endocarditis, sepsis and acute heart failure, where CytoSorb is
being used to stabilize patients both intraoperatively and
postoperatively. And last, but not least, critical care is a
crushing economic burden on hospitals and healthcare systems due to
the lack of effective therapies to treat patients. CytoSorb
represents a paradigm shift in the treatment of critically-ill
patients and may dramatically improve the economics of ICU care.
But what makes it all worthwhile is knowing that CytoSorb is being
used to help save lives around the world. Whether it was the
real-world case of a young pregnant woman who held her baby in her
arms just hours after surviving complicated emergency surgeries to
deliver her unborn baby by cesarean section and then repair her
rupturing aorta under the protectiion of CytoSorb. Or the
grandfather who will be there for his grandchildren after being
rescued from massive organ failure and septic shock with CytoSorb
following surgery for colon cancer. Or the young man who collapsed
to the ground in cardiac arrest, underwent nearly 2 hours of CPR in
the field, followed by extracorporeal CPR and CytoSorb, and walked
out of the hospital 2 weeks later, doing well without significant
brain damage. These are real-life examples of how physicians are
using our CytoSorb therapy to make a positive difference in the
lives of patients and their families.
We start the New Year confident that we have the right product, the
right strategy, and most importantly the right people to make this
company successful. We would like to thank all of you in the
extended CytoSorbents family who have given your time, energy, hard
work, expertise, trust, and support to help establish CytoSorb as a
key therapeutic option for those in greatest need. Without you,
none of this would be possible. To the patients and their families,
physicians, nurses, healthcare workers, hospital leadership and
administrators, scientific and clinical researchers, distributors,
strategic partners, service providers, shareholders and especially
our employees and their families ... On behalf of the Board of
Directors and the management team, we are grateful to all of you
for helping to make this a reality and for continuing to share this
journey with us! Our best wishes to you and your loved ones for a
healthy, happy, and successful New Year!"
Dr. Phillip Chan, MD, PhD
Chief Executive Officer
CytoSorbents Corporation
About CytoSorbents
Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is
engaged in critical care immunotherapy, specializing in blood
purification. Its flagship product, CytoSorb is approved in the
European Union with distribution in 55 countries around the world,
as an extracorporeal cytokine adsorber designed to reduce the
"cytokine storm" or "cytokine release syndrome" that could
otherwise cause massive inflammation, organ failure and death in
common critical illnesses. These are conditions where the risk of
death is extremely high, yet no effective treatments exist.
Cytosorbents reported a net loss of $17.21 million for the year
ended Dec. 31, 2018, compared to a net loss of $8.46 million for
the year ended Dec. 31, 2017. As of Sept. 30, 2019, the Company
had $28.68 million in total assets, $21.95 million in total
liabilities, and $6.73 million in total stockholders' equity.
WithumSmith+Brown, PC, in East Brunswick, New Jersey, the Company's
auditor since 2004, issued a "going concern" qualification in its
report on the Company's consolidated financial statements for the
year ended Dec. 31, 2018, noting that the Company sustained net
losses for the years ended Dec. 31, 2018, 2017 and 2016.
Furthermore, the Company believes it will have to raise additional
capital to fund its planned operations for the twelve month period
through March 2020. These matters raise substantial doubt
regarding the Company's ability to continue as a going concern.
DANICA ASSOCIATES: Unsec. Creditors to Get 19.8% Recovery
---------------------------------------------------------
The Plan of Reorganization under chapter 11 of the Bankruptcy Code
proposes to pay creditors of Danica Associates, LLC, Rynic, Inc,
and Branwell, Inc., from cash flow from operations and future
earnings. Unsecured creditors will receive distributions valued at
19.8 cents on the dollar.
The Plan treats claims as follows:
* Class 1 Allowed Secured Claim of Valley National Bank.
IMPAIRED. On the Effective Date, the Secured Claim owed to Class 1
in the secured amount of amount of $60,273.57 will be paid in
monthly installments of $3,348.53 starting in Month 1 through Month
18 of the Plan.
* Class 2 Allowed Priority Unsecured Taxing Authority Claims.
IMPAIRED. Class 2 The Internal Revenue Services will be paid $300
plus any taxes that become in full in compliance with 11 U.S.C
1129(a)(9).
* Class 3 Allowed General Unsecured Claims. IMPAIRED. On the
Effective date the holders of Class 3 Claims will be paid a pro
rata share of $257,829.43 LESS any amounts paid in accordance with
the sales of locations. This amount will be payable in monthly
installments of $3,348.43 per month starting in Month 19 of the
plan through month 95 of the Plan with a final payment in Month 96
of $3,348.75.
Funds to be used to make cash payments under the Plan shall derive
from income and operations of the Debtors, the sales of
non-performing or underperforming locations as well as the
contribution of new value by Rita Weller.
A full-text copy of the Second Amended Plan of Reorganization dated
Dec. 16, 2019, is available at https://tinyurl.com/w8l2hp5 from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
David Lloyd Merrill
THE ASSOCIATES
1525 Prosperity Farms Road, Suite B
West Palm Beach, FL 33403
dlmerrill@theassociates.com
About Danica Associates
Danica Associates, LLC, Rynic, Inc., and Branwell, Inc., sought
Chapter 11 protection (Bankr. S.D. Fla. Case No. 18-12476 to
18-12478) on March 2, 2018. In the petitions signed by Rite K.
Weller, managing member, Danica and Rynic were each estimated to
have at least $50,000 in assets and $100,000 to $500,000 million in
liabilities. The cases are assigned to Judge Paul G. Hyman, Jr.
The Debtors are represented by David Lloyd Merrill, Esq., at
Merrill PA.
DATUM TECHNOLOGIES: Plan Declared Effective Dec. 16, 2019
---------------------------------------------------------
On Dec. 6, 2019, the Bankruptcy Court entered its order approving
Disclosure Statement on final basis and confirming Datum
Technologies LLC's First Amended Chapter 11 Plan. A ll conditions
to the Effective Date have been satisfied or waived. The Effective
Date of the Plan is Dec. 16, 2019.
The Debtor is represented by:
Lara R. Fernandez
TRENAM, KEMKER, SCHARF, BARKIN, FRYE, O'NEILL & MULLIS P.A.
101 E. Kennedy Blvd., Suite 2700
Tampa, FL 33602
Telephone: (813) 223-7474
E-mail: lfernandez@trenam.com
About Datum Technologies
Datum Technologies LLC -- https://www.datumtechnologies.com/ -- is
an IT services company focused on the multi-unit restaurant
industry, managing both restaurant and corporate level technology
throughout the United States. At the store level, the Company
implements, supports, and maintains a variety of points-of-sale
(POS), back office platforms, and integrations (online ordering,
loyalty, gift cards, kitchen video). At the corporate level, it
supports above-store platforms for menu management and reporting,
along with business networking, servers, telecommunications,
desktop & peripheral products.
Datum Technologies sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-09507) on Oct. 7,
2019. In the petition signed by CEO Rafael Alfonzo, the Debtor
disclosed $1,164,551 in assets and $9,846,580 in debt. Lori V.
Vaughan, Esq., at TRENAM LAW, serves as the Debtor's counsel.
DUNCAN MORGAN: Sink Selling Raleigh Property to Stanley for $172K
-----------------------------------------------------------------
Kevin L. Sink, the Chapter 11 Trustee of Duncan Morgan, LLC, asks
the U.S. Bankruptcy Court of the Eastern District of North Carolina
to authorize the sale of the real property located at 9205 Keswick
Woods Court, Raleigh, North Carolina to Casey T. Stanley for
$171,900.
The Debtor owns the Real Property.
On Nov. 25, 2019 the Trustee filed an Application to Employ Realtor
asking to employ Jeff Horton of Allen Tate Realty as his realtor.
The Realtor Application is still pending. Based on the efforts of
the Realtor in listing the Real Property and otherwise, the Trustee
has received an Offer to Purchase and Contract.
The proposed purchaser of the Real Property is Stanley.
The general terms of the Offer are:
a. Sale Price of $171,900;
b. Due Diligence Fee of $1,500;
c. Earnest Money Deposit of $1,000; and
d. Settlement Date of Jan. 23, 2019.
Upon information and belief, the Real Property is subject only to a
mortgage in favor of First National Bank ("FNB"). Such mortgage is
not in the name of the Debtor but does constitute a lien on the
Real Property. Such Mortgage is in the name of Maxwell and Bronwyn
Drummond and Mr. and Mrs. Drummond have been making the payments on
the Mortgage. Bronwyn Drummond is the daughter of Jean Budler, a
party in interest in the bankruptcy proceeding. Upon information
and belief, the approximate balance of the Mortgage is $33,044.
In order to effectuate the sale of the Property, the Trustee
intends to satisfy the Mortgage, which has a maturity date of Aug.
1, 2046, at closing. He is trying to determine the appropriate
party to reimburse the Debtor for the satisfaction of the Mortgage
and reserves all rights and claims relating thereto. The Trustee
has executed the Offer, subject to the express approval of the
Court.
The Trustee asks the Court's approval of the sale of the Real
Property subject to a 6% real estate commission to be paid to the
Realtor upon the later of (i) the Court's approval of the Realtor
Application or (ii) the closing on the Sale of the Real Property,
pursuant to the Offer.
The Real Property is currently vacant and not producing income for
the Debtor. The Trustee believes the Offer represents a fair sales
price for the Real Property.
Upon information and belief, the Purchaser is not an insider of the
Debtor. The Offer actually exceeds the listing price for the Real
Property and it is consistent with comparable properties. The best
interest of the Debtor, its creditors and the estate will be served
by the allowance of the Motion.
The Real Property will be sold free and clear of any and all
liens, encumbrances, rights and claims, if any, asserted against
the Real Property, including the Mortgage, which relate to or arise
as a result of the sale of the Real Property, or which may be
asserted against the buyers of the Real Property, including, but
not limited to, those liens, encumbrances, competing ownership
interests, rights and claims, whether fixed and liquidated or
contingent and unliquidated, that have or may be asserted against
the Real Property or the buyers on the Real Property by the North
Carolina Department of Revenue, the Internal Revenue Service, the
Employment Security Commission, and any and all other taxing and
government authorities.
The Real property will be sold free and clear of all liens and
competing ownership interests, if any, with the rights of lien
creditors and competing ownership interest being transferred to the
proceeds of the sale.
Rule 6004(h) provides that an Order approving the sale of property
is stayed until the expiration of 14 days after entry, unless the
Court rules otherwise. The Trustee asks that the Court finds no
basis exists for the stay of any Order granting the Motion, and
pursuant to Bankruptcy Rule 6004(h), such Order is effective
immediately.
A copy of the Offer to Purchase & Contract is available at
https://tinyurl.com/uy4qwpx from PacerMonitor.com free of charge.
About Duncan Morgan
Duncan Morgan LLC is primarily engaged in renting and leasing real
estate properties.
Duncan Morgan sought Chapter 11 protection (Bankr. E.D.N.C. Case
No. 19-03113) on Oct. 10, 2019. The Debtor was estimated to have
$1 million to $10 million in assets and liabilities as of the
bankruptcy filing.
The Hon. David M. Warren is the case judge.
J.M. Cook, Esq., is the Debtor's counsel.
Kevin L. Sink was appointed as Chapter 11 trustee on Aug. 21, 2019.
The Chapter 11 Trustee can be reached at:
Kevin L. Sink
NICHOLLS & CRAMPTON, PA.
P.O. Box 18237
Raleigh, NC 27619
Telephone: 919-781-1311
Facsimile: 919-782-0465
E-mail: ksink@nichollscrampton.com
FEH INC: S&P Affirms 'BB+' ICR on THL Acquisition; Outlook Neg.
---------------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB+' issuer credit and
senior secured debt ratings on FEH Inc. The outlook remains
negative. The '4' recovery rating on the company's secured debt
remains unchanged, indicating the rating agency's expectation for
an average (35%) recovery in the event of a default.
FEH is launching a $300 million add-on to its secured term loan due
in 2024 to fund the acquisition of THL Credit Advisors LLC. As a
result of this transaction, expected to close during the first
quarter of 2020, S&P predicts that leverage will be slightly below
the 4x debt to adjusted EBITDA downside trigger while interest
coverage ratios remain above 5x.
The negative outlook reflects S&P's expectation that the company's
organic growth will continue to be under pressure during the next
12 months while AUM remains meaningfully concentrated in the global
value strategy and leverage remains below 4.0x.
"We could lower the rating if the company exhibits net outflows or
modest investment performance while the AUM base remains
concentrated. Alternatively, we could lower the ratings if leverage
rises above 4x as a result of lower cash flow generation, further
debt issuances, or a combination of the two," S&P said.
"We do not anticipate raising the ratings in the next 12 months.
That said, we could revise the outlook to stable if the company
exhibits meaningful organic growth and good investment performance
while operating with leverage below 3x," the rating agency said.
FLEXERA SOFTWARE: Moody's Lowers Rating on 1st Lien Loans to B2
---------------------------------------------------------------
Moody's Investors Service affirmed Flexera Software LLC's B2
Corporate Family Rating and B2-PD Probability of Default Rating. At
the same time, Moody's downgraded Flexera's existing first lien
senior secured credit facility ratings to B2 from B1. The rating
outlook is stable.
The rating action follows the announcement that Flexera will issue
a $210 million incremental first lien term loan to fund a $60
million acquisition of a software compliance solutions provider and
fully repay $150 million of second lien debt.
The proposed transaction is broadly leverage neutral as Moody's
adjusted leverage will increase to 6.8x from 6.7x debt-to-EBITDA,
while interest cost savings will be very modest at around $1.5
million annually.
The downgrade of the first lien senior secured ratings to B2
reflects the change in mix of debt to an all first lien secured
debt structure. Full repayment of the second lien debt will remove
the loss absorption support to the first lien credit facilities and
consequently weaken the recovery prospects for the first lien
credit facilities at the time of a default. The Caa1 rating on the
senior secured second lien term loan will be withdrawn upon the
closing of the transaction if the debt is repaid as expected.
Downgrades:
Issuer: Flexera Software LLC
Senior Secured 1st Lien Bank Credit Facility, Downgraded to B2
(LGD4) from B1 (LGD3)
Outlook Actions:
Issuer: Flexera Software LLC
Outlook, Remains Stable
Affirmations:
Issuer: Flexera Software LLC
Probability of Default Rating, Affirmed B2-PD
Corporate Family Rating, Affirmed B2
RATINGS RATIONALE
Flexera's B2 CFR is constrained by the company's high leverage,
limited scale and risks associated with an aggressive
acquisition-based growth strategy. Flexera has a relatively narrow
product suite of core products, facing a high degree of competition
and limited growth potential in some of its products. With pro
forma debt-to-EBITDA of approximately 6.8x as of LTM ended
September 30, 2019 (Moody's adjusted, including synergies and the
expensing of capitalized software development costs, but excluding
deferred revenues; or 6.2x if excluding capitalized software
development costs), the company has limited financial flexibility
to react to increased competition, customer spending reductions or
other unanticipated disruptions.
Nonetheless, Flexera benefits from its growing proportion of
recurring revenues with solid retention rates, leading positions
and well-regarded products in the segments where the company
operates, and positive secular trends in the software asset
management sector. The rating is also supported by the company's
successful track record of deleveraging and good revenue growth
prospects. Flexera's good liquidity, supported by solid free cash
flow generation, also provides credit support.
The stable outlook reflects Moody's expectations for low single
digit revenue growth in 2020, which in combination with stable
margins will result in high single digit EBITDA growth, reducing
leverage to 6.3x by the end of 2020. Moody's also expects that
Flexera will continue to pursue debt-financed acquisitions,
limiting the deleveraging. A prudent approach to the acquisition
strategy remains critical for the rating.
The ratings could be upgraded if Flexera increases revenue scale,
sustains leverage of about 4.5x and demonstrates a more
conservative financial policy. The ratings could be downgraded if
Flexera fails to grow organically, experiences EBITDA margin
compression, or if leverage exceeds 6.5x and free cash flow to debt
is sustained in a low single digit range. The deterioration in
liquidity could also pressure ratings.
The principal methodology used in these ratings was Software
Industry published in August 2018.
Flexera is a provider of software asset management products to
enterprises and software suppliers. For software buyer customers,
products include software license optimization, IT asset data
platform, software vulnerability management and application
readiness. For supplier customers, products include software
monetization, software installation and software composition
analysis. Flexera is owned by Ontario Teachers Pension Plan and TA
Associates. Estimated revenue was $407 million in 2019 pro forma
for acquisitions.
FLORIDA FIRST: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: Florida First City Banks, Inc.
135 Perry Ave, SE
Fort Walton Beach, FL 32548
Business Description: Florida First City Banks, Inc., is a
privately held company that operates in the
banking industry.
Chapter 11 Petition Date: January 15, 2020
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 20-30037
Debtor's Counsel: Steven J. Ford, Esq.
WILSON, HARRELL, FARRINGTON, FORD, ET AL.
307 S. Palafox Street
Pensacola, FL 32502
Tel: 850-438-1111
E-mail: jsf@whsf-law.com
amanda@whsf-law.com
Total Assets: $5,448,525
Total Liabilities: $12,680,735
The petition was signed by Robert E. Bennett, Jr., president.
A copy of the petition containing, among other items, a list of the
Debtor's two unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/pyivgg
FUELCELL ENERGY: Regains Compliance with Nasdaq Bid Price Rule
--------------------------------------------------------------
FuelCell Energy, Inc., received a letter from the Nasdaq Stock
Market on Jan. 13, 2020, confirming that the Company has regained
compliance with the minimum bid price requirement in Nasdaq Listing
Rule 5450(a)(1).
About FuelCell Energy
FuelCell Energy, Inc. -- http://www.fuelcellenergy.com-- designs,
manufactures, undertakes project development of, installs, operates
and maintains megawatt-scale fuel cell systems, serving utilities
and industrial and large municipal power users with solutions that
include both utility-scale and on-site power generation, carbon
capture, local hydrogen production for transportation and industry,
and long duration energy storage.
FuelCell reported a net loss to common stockholders of $62.16
million for the year ended Oct. 31, 2018, following a net loss to
common stockholders of $57.10 million for the year ended Oct. 31,
2017. As of July 31, 2019, the Company had $361.43 million in
total assets, $216.66 million in total liabilities, $59.86 million
in Redeemable Series B preferred stock, $27,000 in Redeemable
Series D preferred stock, and $84.88 million in total stockholders'
equity.
"The terms of any financing and other measures to obtain funds that
may be undertaken by the Company may adversely affect the holdings
or the rights of the Company's stockholders. If the Company is
unable to obtain and retain funding, the Company could be forced to
delay, reduce or eliminate some or all of its research and
development efforts and commercialization efforts and accelerate
its exploration of potential sales of its intellectual property,
other assets, and business, any of which could adversely affect its
business prospects, or the Company may be unable to continue
operations. Although management continues to pursue its business
plans, there is no assurance that the Company will be successful in
obtaining and retaining sufficient funding on terms acceptable to
the Company to fund continuing operations, if at all. If the
Company is unable to obtain external financing and/or increase
liquidity through sales of its assets, its intellectual property or
all or part of its business or through licensing of its technology
and intellectual property, it may not be able to sustain future
operations. As a result, the Company may be required to delay,
reduce and/or cease its operations and/or seek bankruptcy
protection. Based on its recurring losses from operations,
expectation of continuing operating losses for the foreseeable
future, negative working capital, and need to raise additional
capital to finance its future operations, the Company has concluded
that there is substantial doubt about its ability to continue as a
going concern for a period of one year after Sept. 9, 2019 (the
date of filing of its Quarterly Report on Form 10-Q for the period
ended July 31, 2019.
GALLEON CONTRACTING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on Jan. 9, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Galleon Contracting, LLC.
About Galleon Contracting
Galleon Contracting, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 19-52911) on Dec. 9,
2019. The petition was signed by its sole managing member, Maurice
Martinez. At the time of filing the Debtor was estimated to have
both assets and liabilities of less than $1 million. Judge Ronald
B. King oversees the case. The Debtor is represented by Todd J.
Malaise, Esq., at Malaise Law Firm.
GN INVESTMENTS: Proposes RM Sotherby's Auction of Collection
------------------------------------------------------------
Kelly M. Hagan, the Chapter 11 Trustee of GN Investments, LLC, asks
the U.S. Bankruptcy Court for the Western District of Michigan to
authorize the sale of all or a portion of miscellaneous personal
property of the Debtor in conjunction with the sale of five
vehicles held by a related entity NAK Holdings, LLC which consist
of rare, antique and valuable vehicles collection along with
miscellaneous personal property at an auction to be conducted by RM
Auctions, Inc., doing business as RM Sotheby's.
Prior to the Petition Date, the Debtor is alleged to have
perpetuated a fraud on the creditors through a check kiting scheme.
Although the Chapter 11 Trustee understands that the Debtor is
currently the subject of a federal investigation, as of the date,
the Debtor has not been indicted or convicted of any crime related
to the alleged Scheme.
It is necessary that the Chapter 11 Trustee monetize the estate's
assets as promptly and as efficiently as possible in order to
maximize their value for the benefit of the bankruptcy estate and
all constituencies and reduce the expense associated with the
administration of these remaining assets.
The Collection may include car parts, car memorabilia, and office
furnishings and a 1997 S&S 535 LG Trailer. The Trustee believes
that the sale of the Collection along with the assets being sold by
Auctioneer at the same time will maximize the value of the
Collection.
As part of the liquidation of assets of the estate, and in an
effort to maximize the value of such assets for the benefit of the
estate and all constituencies, the Trustee has solicited offers for
the purchase of some or all of the Collection from individuals,
investors and institutions. While a number of individuals, groups
and institutions have expressed interest in certain parts of the
Collection, the Trustee has not received an offer, or offers, that
he deems to be adequate. He requires RM Sotheby's advice and
expertise as to maximizing value of the Collection, and believes
that hiring RM Sothebys as sales agent and auctioneer will maximize
value.
The Chapter 11 Trustee asks authorization and approval to sell
items within the Collection and that such sales be free and clear
of any and all liens, claims, interests and encumbrances. Pursuant
to the Agreement, RM Sotheby's will offer the pieces of the
Collection for sale in one or more public auctions currently
expected to be held on May 1 to 2, 2020. RM Sotheby's may, at its
discretion, group Auction Items into an auction unit for sale at
the auction in an effort to maximize value for such Auction Items.
The Auction Items will be sold by RM Sotheby's pursuant to that
certain Single Vendor Auction Agreement. It is presently
anticipated that the Auction Items will not be subject to a
reserve.
RM Sotheby's will not charge the Chapter 11 Trustee any fees or
selling commissions for items it sells at auction. Instead, it
will charge the prevailing bidder of an Auction Lot a premium based
on the hammer price for each Auction Lot sold and retain such
amount for its account. The Trustee will have no liability to RM
Sotheby's for any Buyer's Premium, which is the sole source of
compensation to RM Sotheby's under the Single Vendor Auction
Agreement with the Chapter 11 Trustee. In addition, RM Sotheby's
will use commercially reasonable efforts to secure irrevocable bids
for the Collection.
In the event that any item or lot is offered at auction but not
sold, RM Sotheby's may attempt to sell such item or lot privately
for a period of 60 days at prices mutually agreed by the Chapter 11
Trustee and RM Sotheby's. The Chapter 11 Trustee's obligations
under the Agreement will be the same as if such items had been sold
at auction, and no commission will be due RM Sotheby's. Thus,
items in a Post-Auction Private Sale conducted by RM Sotheby's will
consist of items offered for sale in one or more auctions conducted
by RM Sotheby's and are subject to this Motion and the relief
requested.
The Trustee asks authority to transfer the entire right, title and
interest in the Auction Items to the Buyer of each respective
Auction Lot in accordance with the Agreement free and clear of all
liens, claims, encumbrances and interests. The Trustee does not
believe that there are currently any liens or other security
interests attached to the Collection, other than asserted blanket
security interests granted within the 90-days prior to the Petition
Date to KeyBank, National Association. The Debtor scheduled such
Asserted Secured Claims as disputed, and commenced Adversary
Proceeding No. 19-80119 (in which the Chapter 11 has substituted
for Debtor) seeking to avoid those liens. Such liens, even if
valid and enforceable, would not preclude approval of the proposed
sale.
The Trustee seeks Court approval of the Agreement, the terms of
which were negotiated by the Chapter 11 Trustee and RM Sotheby's at
arms-length and in good faith and reflect the parties' agreement
with respect to the substantial efforts that will be required to
maximize the value of the Collection.
As part of the services provided by RM Sotheby's under the
Agreement, and upon approval by this Court of such Agreement and RM
Sotheby's employment, RM Sotheby's will take possession of the
Auction Items and provide a sales facility, clerks, support staff,
event advertising (including catalogue production and mailing),
security and promotion. All costs associated with such services
and the Auction will be borne by RM Sotheby's. RM Sotheby's also
will insure the Auction Items while they are in its possession,
custody and control. The Trustee expects that all of RM
Sotheby’s services will be rendered in a highly professional and
effective manner.
Under the Single Vendor Auction Agreement negotiated by the
Trustee, RM Sotheby's has agreed to waive any claim to a Seller's
Commission, as well as its standard entry fee and marketing fees.
Consequently, the only fees that RM Sotheby's will receive for the
Auction will be Buyers' Premium set forth in Section 8.2 of the
Single Vendor Auction Agreement, which provides in pertinent part:
8.2. The Consignor acknowledges that in addition to the
Hammer Price(s) (the last accepted bid(s) is/are the Hammer
Price(s) ("Hammer Price(s)")), the winning Bidder(s) is/are
required to pay RMS a percentage of the Hammer Price(s) as outlined
below, which RMS retains as the Buyers’ Premium for the purchase
of each Motor Car(s) or Any Other Lot(s):
8.2.1. In the event of a final Hammer Price(s) of
US$250,000 and below on all motor car lots, RMS will receive a
Buyers' Premium of 12%.
8.2.2 In the event of a final Hammer Price(s) above
US$250,000 on all motor car lots, RMS will receive a Buyers'
Premium of 12% on the first US$250,000 and will receive a Buyers’
Premium of 10% on the Hammer Price(s) above US$250,000.
8.2.3. Buyers of all non-motor car lots, including but
not limited to memorabilia, motorcycles, boats, trailers, jewelry,
and clothing, are required to pay RMS a Buyers' Premium of 20% on
the Hammer Price(s) of those particular lots.
After due inquiry, the Trustee believes that RM Sotheby's fee
structure as set forth in the Single Vendor Auction Agreement is
fair, reasonable and appropriate, and therefore requests the
Court's approval thereof.
As part of the services it provided in the Single Vendor Auction
Agreement, RM Sotheby's has agreed to prepare the auction report
required by Bankruptcy Rule 6004(f). Given the nature of the
assets in the Collection and other factors, both the Trustee and RM
Sotheby's are both very concerned that public disclosure of the
successful bidders at the Auction or a Post-Auction Private sale
will chill bidding on the cars, lots and other assets in the
Collection and is therefore impracticable. Accordingly, the
Trustee requests that the Court authorizes RM Sotheby's to file
that report identifying the winning bidders only by paddle number
and not by name. RM Sotheby's will inform the Chapter 11 Trustee
and his counsel, KeyBank and its counsel, the United States
Trustee, and the Committee’s counsel of the identities of the
prevailing bidders.
A copy of the Agreement is available at https://tinyurl.com/wunlng5
from PacerMonitor.com free of charge.
GN Investments, LLC, sought Chapter 11 protection (Bankr. W.D.
Mich. Case No. 19-04262) on Oct. 8, 2019. On Oct. 29, 2019, Kelly
M. Hagan was appointed as the Chapter 11 Trustee.
Counsel for Trustee:
Kevin M. Smith, Esq.
BEADLE SMITH, PLC
445 S. Livernois, Suite 305
Rochester Hills, MI 48307
Telephone: (248) 650-6094
Facsimile: (248) 650-6095
E-mail: ksmith@bbssplc.com
HAGUE TEXTILES: Wins Access to Secured Creditors' Cash Collateral
-----------------------------------------------------------------
Judge Christopher J. Panos authorized Hague Textiles, Inc., to
access cash collateral for use in the operation of its business.
The Debtor will grant each of these secured creditors continuing
replacement liens and security interests in the Debtor's
postpetition receivables: (i) Forward Financing LLC, (ii)
Commercial Business Funding (iii) Provident Commercial Finance,
LLC, (iv) Kabbage, Inc., and (v) BizFi and Green Capital Funding,
LLC.
Moreover, the Debtor will make regular monthly adequate protection
payments to Commercial Business Funding for $459.17, and Provident
in the amount of $781.83, which payments are based on a 20-year
amortization of the principal amount owed, with interest at 7%.
Provident, pursuant to a subordination agreement with CBF, has
asserted that all adequate protection payments otherwise payable to
CBF should be paid to Provident. The Court ruled that the Debtor
withhold amounts payable to CBF until the February 20, 2019,
pending a further determination and instruction by the Court.
Further hearing on the motion is scheduled for February 20, 2020 at
10:15 a.m. Objections are due by February 18, 2020.
A copy of the interim order is available at https://is.gd/NulTth
from PacerMonitor.com free of charge.
About Hague Textiles
Hague Textiles, Inc. is a small, family-owned manufacturer,
focusing on leather and leather goods such as belts, bags, and
carrying case. The company sells products to retail and wholesale
customers, and is developing a business with corporate gifts.
Hague Textiles sought Chapter 11 protection (Bankr. D. Mass. Case
No. 19-13323) on Sept. 30, 2019. Madoff & Khoury LLP is the
Debtor's counsel.
INPIXON: Chicago Venture Swaps $1.5 Million Note for Equity
-----------------------------------------------------------
Inpixon and Chicago Venture Partners, L.P., the holder of that
certain outstanding promissory note issued on May 3, 2019, with an
outstanding balance of $1,957,590 as of Jan. 14, 2020, entered into
an exchange agreement, pursuant to which the Company and CVP agreed
to (i) partition a new promissory note in the form of the Original
Note in the original principal amount equal to $1,500,000 and then
cause the outstanding balance to be reduced by $1,500,000; and (ii)
exchange the partitioned note for the delivery of 410,958 shares of
the Company's common stock, par value $0.001 per share, at an
effective price per share equal to $3.65. The shares of Common
Stock will be delivered to CVP on or before Jan. 16, 2020 and the
exchange will occur with CVP surrendering the partitioned note to
the Company on the date when the shares of Common Stock are
approved and held by CVP's brokerage firm for public resale.
CVP is also the holder of certain promissory notes with an
aggregate outstanding balance of approximately $4.17 million as of
Dec. 31, 2019. Iliad Research and Trading, L.P., an affiliate of
CVP, is the holder of certain promissory notes with an aggregate
outstanding balance of approximately $1.2 million as of Dec. 31,
2019. St. George Investments LLC, an affiliate of CVP, is also the
holder of a promissory note of the Company with an outstanding
balance of approximately $962,873 as of Dec. 31, 2019.
As of Jan. 14, 2020, the Company has issued and outstanding (i)
approximately 4,645,880 shares of Common Stock, which includes the
issuance of the shares of Common Stock pursuant to the exchange
agreement, (ii) 1 share of Series 4 Convertible Preferred Stock
which is convertible into approximately 5 shares of Common Stock
(subject to rounding for fractional shares), (iii) 126 shares of
Series 5 Convertible Preferred Stock which are convertible into
approximately 841 shares of Common Stock (subject to rounding for
fractional shares), (iv) warrants to purchase up to approximately
2,507 shares of Common Stock issued on Jan. 15, 2019 in connection
with the Company's rights offering, exercisable at $149.85 per
share, and (v) Series A warrants to purchase up to 4,758 shares of
Common Stock issued on Aug. 15, 2019 in connection with the
Company's public offering and exercisable at $12.49 per share.
About Inpixon
Headquartered in Palo Alto, California, Inpixon is a technology
company that helps to secure, digitize and optimize any premises
with Indoor Positioning Analytics (IPA) for businesses and
governments in the connected world. Inpixon Indoor Positioning
Analytics is based on new sensor technology that finds all
accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously.
Paired with a high-performance, data analytics platform, this
technology delivers visibility, security and business intelligence
on any commercial or government premises worldwide. Inpixon's
products, infrastructure solutions and professional services group
help customers take advantage of mobile, big data, analytics and
the Internet of Things (IoT).
Inpixon reported a net loss of $24.56 million for the year ended
Dec. 31, 2018, compared to a net loss of $35.03 million for the
year ended Dec. 31, 2017. As of Sept. 30, 2019, the Company had
$30.49 million in total assets, $19 million in total liabilities,
and $11.48 million in total stockholders' equity.
Marcum LLP, in New York, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 28, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
INTERIM HEALTHCARE: Hires Cliff Dyer as Accountant
--------------------------------------------------
Interim Healthcare of Southeast Louisiana, Inc., seeks permission
from the U.S. Bankruptcy Court for the Eastern District of
Louisiana to employ Cliff Dyer, CPA and Dyer & Company, LLC, as
accountant for the Debtor, nunc pro tunc to November 25, 2019.
The Debtor needs the Accounting Firm to:
(a) Provide general accounting services;
(b) Consult and prepare monthly operating reports pursuant to
requirements provided by the Office of the United States Trustee;
(c) Provide business and asset valuations and feasibility
analysis for the Debtor's Plan of Reorganization; and
(d) Provide other accounting and financial advisory services
as may be requested by the Debtor and other professionals employed
by the Debtor.
The compensation to be paid to the Accounting Firm and its
employees will be at these hourly rates:
Partners at $165.00
Senior Manager at $140.00
Managers at $105.00
Seniors at $85.00
Staff & Paraprofessionals at $70.00
The Accounting Firm is customarily reimbursed for all expenses
incurred by it in connection with the services provided.
To the best of the Debtor's knowledge and belief, the Accounting
Firm, its partners, directors, managers, associates and other
professionals do not represent or hold any interest adverse to the
Debtor or its estate and are disinterested persons as the term is
defined in Section 101(14) of the Bankruptcy Code.
The accounting firm may be reached at:
Cliff Dyer, CPA
Dyer & Company, LLC
1338 Gause Boulevard, Suite 201
Slidell, LA 70458
About Interim Healthcare of Southeast Louisiana
Interim Healthcare of Southeast Louisiana, Inc., is a home health
care services provider based in Covington, Louisiana.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D.
La. Case No. 19-13127) on November 19, 2019. The Hon. Jerry A.
Brown oversees the case.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Julia
Burden, president and chief executive officer.
The Debtor is represented by Joseph Patrick Briggett, Esq., at
Lugenbuhl, Wheaton, Peck, Rankin & Hubbard.
JAGGED PEAK: S&P Hikes ICR to 'BB'; Rating Withdrawn on Merger
--------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on oil and gas
exploration and production company Jagged Peak Energy Inc. to 'BB'
from 'B' and removed it from CreditWatch, where it was placed with
positive implications on Oct. 14, 2019. The outlook is stable. S&P
subsequently withdrew the rating due to Jagged Peak's integration
into Parsley Energy LLC, which has just completed its acquisition
of the company in a transaction valued at $2.27 billion, including
the company's $500 million of senior unsecured notes..
At the same time, S&P raised its issue-level ratings on Jagged
Peak's senior unsecured notes to 'BB' from 'B+' to reflect the
debt's assumption by Parsley and pari passu ranking with Parsley's
senior unsecured debt. It also revised the recovery rating on the
unsecured debt to '3' (same as Parsley) from '2'.
Parsley Energy has closed its acquisition of Jagged Peak Energy
and, as a result, S&P raised its issuer credit rating (ICR) on
Jagged Peak to 'BB' from 'B' and removed it from CreditWatch with
positive implications. The ICR is now equalized with that of
Parsley. At the same time, S&P raised the senior unsecured debt
ratings to 'BB', which rank pari passu with Parsley's senior
unsecured debt. The recovery rating on the unsecured debt is '3',
indicating S&P's expectation of meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a payment default.
Subsequently, the rating agency withdrew the ICR on Jagged Peak
because it has been integrated into Parsley.
K & M SPRAYING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Jan. 9, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of K & M Spraying, LLC.
About K & M Spraying
K & M Spraying, LLC, a company that provides crop spraying
services, filed a Chapter 11 petition (Bankr. E.D. Ark. Case No.
19-16314) on Nov. 26, 2019, in Pine Bluff, Ark. The petition was
signed by Thomas M. Perry, president. At the time of the filing,
the Debtor disclosed $1,439,202 in assets and $1,706,381 in
liabilities. Judge Richard D. Taylor oversees the case. Natural
State Law, PLLC is the Debtor's legal counsel.
MANOMAY LLC: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on Jan. 10, 2020 disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Manomay, LLC.
About Manomay LLC
Based in Altamonte Springs, Fla., Manomay LLC filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla.
Case No. 19-24450) on Nov. 14, 2019. At the time of the filing, the
Debtor disclosed assets of between $1 million and $10 million and
liabilities of the same range. Robert O Lampl Law Office is the
Debtor's legal counsel. Judge Carlota M. Bohm oversees the case.
MEDICAL DIAGNOSTIC: U.S. Trustee Forms 4-Member Committee
---------------------------------------------------------
The Office of the U.S. Trustee on Jan. 13, 2020, appointed four
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of The Medical Diagnostic Imaging Group,
LTD.
The committee members are:
(1) Rakesh Patel
6803 E. Main Street, Unit 6604
Scottsdale, AZ 85251
Phone: 480-287-3959
Email: rakstar910@gmal.com
(2) Tina Hendrix
59907 E. Heron Drive
Oracle, AZ 85623
Phone: 928-247-3951
Email: hendrixtma@gmail.com
(3) Doris R. Stair, M.D.
3663 E. Cassia Lane
Gilbert, AZ 85298
Phone: 309-721-6461
Email: drs23@prodigy.net
(4) Richard M. Willey
20558 E. Cherrywood Ct.
Queen Creek, AZ 85142
Phone: 619-254-6353
Email: drrickwilley@gmail.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Medical Diagnostic
The Medical Diagnostic Imaging Group, Ltd., a provider of
diagnostic radiology services, and its affiliate MDIG of Arizona,
LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Ariz. Case Nos. 19-15722 and 19-15726) on Dec. 16,
2019.
On Dec. 23, 2019, MDIG of Pennsylvania, LLC and MDIG of Washington,
PLLC filed voluntary Chapter 11 petitions (Bankr. D. Ariz. Case
Nos. 19-16025 and 19-16026).
At the time of the filing, the Debtors each disclosed assets of
between $1 million and $10 million and liabilities of the same
range.
Medical Diagnostic, MDIG of Pennsylvania and MDIG of Washington are
represented by Michael W. Carmel, Ltd. while MDIG of Arizona is
represented by Stinson LLP.
MEG ENERGY: S&P Alters Outlook to Stable, Affirms 'B+' ICR
----------------------------------------------------------
S&P Global Ratings revised its outlook on Calgary, Alta.-based MEG
Energy Corp. to stable from negative and affirmed its 'B+' issuer
credit rating on the company.
At the same time, S&P affirmed its 'BB' issue-level rating, with a
'1' recovery rating, on the company's senior secured debt and 'BB-'
issue-level rating, with a '2' recovery rating, on the company's
senior unsecured debt.
The outlook revision reflects the improved prospects for MEG's
credit measures over the next two years, supported by recent debt
repayments and the company's ability to reduce exposure to the WCS
differential. MEG generated-stronger-than expected earnings and
cash flows over the past 12 months and used free cash flows to
reduce debt by close to C$500 million in 2019. Operating results
benefitted from higher realized West Texas Intermediate (WTI)
benchmark prices and lower realized WTI-WCS differentials (owing to
the Alberta government-mandated production curtailment and the
company's marketing logistics) compared with S&P's previous
assumptions, leading to higher realized bitumen prices over this
period. As a result, S&P estimates MEG will generate credit metrics
that are stronger than the rating agency's previous expectations,
thereby supporting its decision to revise the outlook to stable.
S&P now estimates adjusted FFO-to-debt above 20% for 2019, compared
with its previous expectations of 11%-12%, and 15%-18% for
2020-2021. It believes the company's current hedge position, rail
commitments, and increasing crude oil volumes sold into the U.S.
Gulf Coast market could support MEG's FFO-to-debt ratios at the
levels the rating agency is projecting.
The stable outlook reflects S&P's expectation that MEG will
generate FFO-to-debt of 15%-18% over the next two years, with
positive free cash flows that could support further debt reduction.
S&P also believes MEG's targeted marketing and logistics
initiatives, as well as its competitive full-cycle costs, should
temper the company's vulnerability to profitability and business
risk profile deterioration from persistent volatility in the WCS
differential.
"We could lower the rating if MEG's forecast cash flow metrics
deteriorate below the levels we are estimating, with FFO-to-debt
falling to the bottom half of the 0%-12% range on a sustained
basis. This could occur if WTI prices or the WCS differential
deteriorates, or the company reduces its marketing and hedging
practices relative to our base-case assumptions," S&P said.
"In the absence of a transformative expansion of the company's
operational and geographic diversification, we could raise the
rating if MEG materially strengthens its cash flow leverage metrics
well above the levels we are projecting during our 2020-2021 cash
flow forecast period. Specifically, the company would need to
strengthen and sustain its FFO-to-debt above 20% and free operating
cash flow-to-debt above 10% to support a 'BB-' rating," the rating
agency said.
MEN'S WEARHOUSE: Moody's Alters Outlook on Ba3 CFR to Negative
--------------------------------------------------------------
Moody's Investors Service revised the ratings outlook on The Men's
Wearhouse, Inc. to negative from stable, and affirmed its ratings,
including the Ba3 Corporate Family Rating, Ba3-PD Probability of
Default Rating, Ba3 secured term loan rating and B2 unsecured note
rating. The SGL-2 Speculative Grade Liquidity Rating is unchanged.
Men's Wearhouse is a subsidiary of Tailored Brands, Inc.
"The outlook change to negative reflects Tailored Brand's weakened
profitability and negative free cash flow after dividends, and the
potential for protracted weakness as it further implements its
transformation initiatives while navigating a challenging apparel
retail environment," stated Mike Zuccaro, Moody's Vice President
and Senior Analyst. "Tailored Brands has yet to implement larger
cost reduction initiatives, as its store fleet review is ongoing.
It needs to demonstrate that transformation initiatives are taking
hold, and will begin to have a positive impact on margins, cash
flow and interest coverage over the next twelve months," Zuccaro
added.
Tailored Brands reported sequential improvement in comparable store
sales in its third quarter ended November 2, 2019, with positive
comps in October and growth in custom suiting and several polished
casual clothing categories. Nevertheless, third quarter total net
sales and adjusted operating profit declined again year-over-year,
largely due to high promotional levels and a mix shift toward lower
margined custom suiting, polished casual apparel, and e-commerce
sales. Year-to-date free cash flow is also negative due to weaker
earnings, increased working capital and capital expenditures.
Moody's took the following rating actions on Men's Wearhouse, Inc.
(The):
Affirmations:
Issuer: Men's Wearhouse, Inc. (The)
Probability of Default Rating, Affirmed Ba3-PD
Corporate Family Rating, Affirmed Ba3
Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD3)
Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD5)
Outlook Actions:
Issuer: Men's Wearhouse, Inc. (The)
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
Men's Wearhouse's credit profile reflects its meaningful scale in
the men's apparel industry with over 1,450 stores in the U.S. and
Canada, branded ecommerce websites and total pro forma revenue
exceeding $2.9 billion. Moody's expects good liquidity going
forward, supported by balance sheet cash, a return to positive free
cash flow, aided by the recent dividend suspension, and ample
excess revolver availability, all of which should be sufficient to
cover cash flow needs over the next twelve months. With a focus on
debt reduction, the Company's lease adjusted debt/EBITDAR is
moderate at around 4.1x as of November 2, 2019, while EBIT/Interest
is weak at around 1.5x due to its high debt load and weak
profitability.
Also reflected are the Company's diverse brand portfolio that,
while offering a similar product mix, focuses on different customer
demographics. While the Company operates in a relatively narrow
segment of the apparel industry, primarily selling suits and
related products, Moody's views this category as generally having
less fashion risk than most segments of apparel retailing.
Nevertheless, the ongoing shift towards more casual clothing worn
in the workplace and increased penetration of online shopping has
created challenges that will pressure near term performance over
the next 12-18 months as the Company looks to invest in growth
initiatives and offset some cost through expense rationalization
plans. This will likely result in an erosion of its credit metrics
during this time frame.
Consumers are also increasingly mindful of sustainability issues,
the treatment of work-force, data protection and the source of the
products. To this end, the Company is committed to social
responsibility and environmental stewardship. While various
initiatives may not essentially translate into direct credit
implications, over time these factors can impact brand image. Thus,
like all retailers, the Company will have to continue to work
towards sourcing transparency and investments in a sustainable
supply chain.
Ratings could be downgraded if operating performance were to remain
weak, if financial policies became more aggressive, such as through
debt-financed share repurchases or acquisitions, or if liquidity
materially weakened through failure to generate solid positive free
cash flow. Quantitatively ratings could be downgraded if Moody's
Debt/EBITDA does not improve from current levels (4.1x) or if
EBIT/Interest remains below 2.0x for an extended period.
Ratings could be upgraded if the Company maintains strong operating
performance, evidenced by consistent revenue growth and improved
operating margins, with further debt reduction while maintaining a
good overall liquidity profile. Quantitatively, ratings could be
upgraded if Moody's Debt/EBITDA falls below 4.25x and EBIT/Interest
exceeded 2.75x.
The principal methodology used in this these ratings was Retail
Industry published in May 2018.
Men's Wearhouse is a subsidiary of Tailored Brands, Inc., which
operates over 1,450 stores in the U.S. and Canada, under the Men's
Wearhouse, Jos. A. Bank, Joseph Abboud, Moores Clothing for Men and
K&G brands. Pro forma revenue for the twelve months ended November
2, 2019 exceeded $2.9 billion.
MOUNTAIN RIDGE: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Jan. 9, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Mountain Ridge Golf Club,
LLC.
About Mountain Ridge Golf Club
Mountain Ridge Golf Club, LLC, based in Monterey, Tenn., filed a
Chapter 11 petition (Bankr. M.D. Tenn. Case No. 19-06871) on Oct.
22, 2019. In the petition signed by Martin Foutch, managing
member, the Debtor was estimated to have $1 million to $10 million
in both assets and liabilities. Judge Randal S. Mashburn oversees
the case. Griffin S. Dunham, Esq., at Dunham Hildebrand, is the
Debtor's bankruptcy counsel.
MR. COOPER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised the outlook on Mr. Cooper Group Inc. and
its subsidiaries to stable from negative. S&P also affirmed its
long-term issuer credit rating at 'B'.
At the same time, S&P assigned an issue rating of 'B' to
Nationstar's (a subsidiary of COOP) $600 million unsecured notes
due 2027. The recovery rating is '3', indicating S&P's expectation
of a meaningful recovery (55%) in the event of default. S&P also
revised the recovery rating on the existing unsecured notes to '3'
from '4'.
S&P's outlook revision is based on COOP's improved financial
performance and use of excess cash flow to reduce leverage in 2019.
For the nine months ended September 2019, earnings before taxes
from originations grew to $341 million from $83 million at the same
time last year. COOP's earnings before taxes from the origination
segment more than offset losses from the servicing segment due to
unfavorable mark-to-market (MTM) adjustments related to reduced
interest rates.
The stable outlook reflects S&P's expectation that debt to EBITDA
and EBITDA interest coverage will remain 4.0x-5.0x and 2.5x-3.0x,
respectively, over the next 12 months. The rating agency also
expects debt to tangible equity will remain between 1.5x-2.0x on a
sustained basis and that the company will maintain its market
position as the largest nonbank mortgage servicer.
"We could lower the ratings over the next 12 months if we expect
debt to EBITDA to remain above 6.0x and EBITDA coverage to approach
1.5x on a sustained basis. We could also lower the ratings if we
expect debt to tangible equity will rise above 2.0x on a sustained
basis. Although less likely, we could lower our rating if the
company discloses significant regulatory or compliance failures,
such that it affects its operating profitability or market
position," S&P said.
"We could raise the ratings over the next 12 months if we expect
debt to EBITDA to be well below 4.0x and debt to tangible equity
closer to 1.0x on a sustained basis. An upgrade would also depend
on the company maintaining its existing market position and not
disclosing any significant regulatory or compliance failures," the
rating agency said.
MTE HOLDINGS: Allowed to Use Cash Collateral on Interim Basis
-------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized MTE Holdings LLC and its affiliates
to use cash collateral solely and exclusively in a manner
consistent with the Second Interim Order and the Budget.
As of the Petition Date, the Debtors, that are the Borrower and the
Guarantors under that certain Credit Documents, owed the
Prepetition Secured Parties in the aggregate principal amount of
approximately $56,867,644.
Natixis, as administrative agent and for the benefit of the
Prepetition Secured Parties, is granted a valid, binding,
continuing, enforceable, fully-perfected first priority senior
security interest in and lien on the Prepetition Collateral and all
other of the Prepetition Loan Parties' now owned and
hereafter-acquired real and personal property, assets and rights of
any kind or nature, wherever located, whether encumbered or
unencumbered, including, without limitation, all prepetition and
post-petition property of the Prepetition Loan Parties' estates,
and the proceeds, products, rents and profits thereof.
Effective as of the Petition Date, and subject only to the
Carve-Out, the Administrative Agent is also granted an allowed
administrative expense claim in the amount of any Collateral
Diminution arising pursuant to section 507(b) of the Bankruptcy
Code against each of the Prepetition Loan Parties, which
administrative claim will have recourse to and be payable from all
prepetition and post-petition property of the Prepetition Loan
Parties.
In addition, the Prepetition Loan Parties are directed to pay to
the Administrative Agent for the ratable benefit of the Prepetition
Secured Parties adequate protection payments on the last business
day of each calendar month after the entry of the Interim Order, in
each case, in an amount equal to all accrued and unpaid (i)
prepetition and post-petition interest, and (ii) without
duplication of the professional fees, expenses and disbursements,
prepetition or post-petition fees and costs due and payable under
the Credit Agreement (including, without limitation, interest on
loans, breakage costs and accrued fees owing to the Administrative
Agent).
About MTE Holdings
MTE Holdings LLC is a privately held company in the oil and gas
extraction business. MTE sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 19-12269) on Oct. 22,
2019. In the petition signed by its authorized representative,
Mark A. Siffin, the Debtor disclosed assets of less than $50
billion and debts of $500 million. Judge Karen B. Owens has been
assigned to the case. The Debtor tapped Kasowitz Benson Torres LLP
as its bankruptcy counsel; Morris, Nichols, Arsht & Tunnell, LLP as
its local counsel; and Stretto as its claims and noticing agent.
NAJEEB KHAN: Trustee Proposes RM Auction of Vehicle Collection
--------------------------------------------------------------
Mark T. Iammartino, as the Chapter 11 Trustee for the estate of
Najeeb Ahmed Khan, asks the U.S. Bankruptcy Court for the Western
District of Michigan (i) to authorize the sale of all or a portion
of the approximately 275 vehicles that comprise the Debtor's rare,
antique and valuable vehicles collection and certain other assets,
free and clear of all liens, claims, interests and encumbrances;
and (ii) to approve the terms and conditions of the Agreement with
RM Auctions, Inc., doing business as RM Sotheby's.
In conjunction with the Motion, the Trustee is filing an
application to employ RM Sotheby's, a renowned and respected
auction house, to market and sell the Collection and render certain
advisory services pursuant to the terms of the Single Vendor
Auction Agreement. RM Sotheby's will market, promote and conduct a
public auction of a portion of the Collection as well as facilitate
potential private sales of various items of the collection to
maximize the Collection's value for the benefit of the estate and
its constituencies.
Prior to the Petition Date, the Debtor is alleged to have
perpetuated a fraud on the creditors through a check kiting scheme.
Although the Chapter 11 Trustee understands that he is currently
the subject of a federal investigation, as of the date, the Debtor
has not been indicted or convicted of any crime related to the
alleged Scheme.
It is necessary that the Chapter 11 Trustee monetize the estate's
assets as promptly and as efficiently as possible in order to
maximize their value for the benefit of the bankruptcy estate and
all constituencies and reduce the expense associated with the
administration of these remaining assets.
The Collection is among the most valuable assets owned by the
Debtor's estate and, recognizing its exceptional nature and high
value, it is imperative that the Collection be preserved and sold
in a manner that will best maximize its value. In addition, the
Debtors estate is incurring substantial costs in maintaining,
storing, insuring and further preserving the Collection.
The Collection consists of approximately 275 rare, antique and
valuable vehicles and certain other assets. It contains vehicles
manufactured by, including, but not limed to, Alfa Romeo, Aston
Martin, Ferrari, Jaguar, Lotus, and Tesla, as listed by
manufacturer, in Exhibit B.
As part of the liquidation of assets of the estate, and in an
effort to maximize the value of such assets for the benefit of the
estate and all constituencies, the Trustee has solicited offers for
the purchase of some or all of the Collection from individuals,
investors and institutions. While a number of individuals, groups
and institutions have expressed interest in certain parts of the
Collection, the Trustee has not received an offer, or offers, that
he deems to be adequate. He requires RM Sotheby's advice and
expertise as to maximizing value of the Collection, and believes
that hiring RM Sothebys as sales agent and auctioneer will maximize
value.
The Chapter 11 Trustee asks authorization and approval to sell
items within the Collection and that such sales be free and clear
of any and all liens, claims, interests and encumbrances. Pursuant
to the Agreement, RM Sotheby's will offer the pieces of the
Collection for sale in one or more public auctions currently
expected to be held on May 1 to 2, 2020. RM Sotheby's may, at its
discretion, group Auction Items into an auction unit for sale at
the auction in an effort to maximize value for such Auction Items.
The Auction Items will be sold by RM Sotheby's pursuant to that
certain Single Vendor Auction Agreement in a form and substance
substantially similar to Exhibit A. It is presently anticipated
that the Auction Items will not be subject to a reserve.
RM Sotheby's will not charge the Chapter 11 Trustee any fees or
selling commissions for items it sells at auction. Instead, it
will charge the prevailing bidder of an Auction Lot a premium based
on the hammer price for each Auction Lot sold and retain such
amount for its account. The Trustee will have no liability to RM
Sotheby's for any Buyer's Premium, which is the sole source of
compensation to RM Sotheby's under the Single Vendor Auction
Agreement with the Chapter 11 Trustee. In addition, RM Sotheby's
will use commercially reasonable efforts to secure irrevocable bids
for the Collection.
In the event that any item or lot is offered at auction but not
sold, RM Sotheby's may attempt to sell such item or lot privately
for a period of 60 days at prices mutually agreed by the Chapter 11
Trustee and RM Sotheby's. The Chapter 11 Trustee's obligations
under the Agreement will be the same as if such items had been sold
at auction, and no commission will be due RM Sotheby's. Thus,
items in a Post-Auction Private Sale conducted by RM Sotheby's will
consist of items offered for sale in one or more auctions conducted
by RM Sotheby's and are subject to this Motion and the relief
requested.
The Trustee asks authority to transfer the entire right, title and
interest in the Auction Items to the Buyer of each respective
Auction Lot in accordance with the Agreement free and clear of all
liens, claims, encumbrances and interests.
The Trustee does not believe that there are currently any liens or
other security interests attached to the Collection, other than
asserted blanket security interests granted within the 90-days
prior to the Petition Date to KeyBank, National Association. The
Debtor scheduled such Asserted Secured Claims as disputed, and
commenced Adversary Proceeding No. 19-80119 (in which the Chapter
11 has substituted for Debtor) seeking to avoid those liens. Such
liens, even if valid and enforceable, would not preclude approval
of the proposed sale.
The Trustee asks Court approval of the Agreement, the terms of
which were negotiated by the Chapter 11 Trustee and RM Sotheby's at
arms-length and in good faith and reflect the parties' agreement
with respect to the substantial efforts that will be required to
maximize the value of the Collection.
As part of the services provided by RM Sotheby's under the
Agreement, and upon approval by this Court of such Agreement and RM
Sotheby's employment, RM Sotheby's will take possession of the
Auction Items and provide a sales facility, clerks, support staff,
event advertising (including catalogue production and mailing),
security and promotion. All costs associated with such services
and the Auction will be borne by RM Sotheby's. RM Sotheby's also
will insure the Auction Items while they are in its possession,
custody and control. The Trustee expects that all of RM Sotheby's
services will be rendered in a highly professional and effective
manner.
Under the Single Vendor Auction Agreement negotiated by the
Trustee, RM Sotheby's has agreed to waive any claim to a Seller's
Commission, as well as its standard entry fee and marketing fees.
Consequently, the only fees that RM Sotheby's will receive for the
Auction will be Buyers' Premium set forth in Section 8.2 of the
Single Vendor Auction Agreement, which provides in pertinent part:
8.2. The Consignor acknowledges that in addition to the Hammer
Price(s) (the last accepted bid(s) is/are the Hammer Price(s)
("Hammer Price(s)")), the winning Bidder(s) is/are required to pay
RMS a percentage of the Hammer Price(s) as outlined below, which
RMS retains as the Buyers’ Premium for the purchase of each Motor
Car(s) or Any Other Lot(s):
8.2.1. In the event of a final Hammer Price(s) of
US$250,000 and below on all motor car lots, RMS will receive a
Buyers' Premium of 12%.
8.2.2 In the event of a final Hammer Price(s) above
US$250,000 on all motor car lots, RMS will receive a Buyers'
Premium of 12% on the first US$250,000 and will receive a Buyers’
Premium of 10% on the Hammer Price(s) above US$250,000.
8.2.3. Buyers of all non-motor car lots, including but
not limited to memorabilia, motorcycles, boats, trailers, jewelry,
and clothing, are required to pay RMS a Buyers’ Premium of 20% on
the Hammer Price(s) of those particular lots.
After due inquiry, the Trustee believes that RM Sotheby's fee
structure as set forth in the Single Vendor Auction Agreement is
fair, reasonable and appropriate, and therefore requests the
Court's approval thereof.
As part of the services it provided in the Single Vendor Auction
Agreement, RM Sotheby's has agreed to prepare the auction report
required by Bankruptcy Rule 6004(f). Given the nature of the
assets in the Collection and other factors, both the Trustee and
RM Sotheby's are both very concerned that public disclosure of the
successful bidders at the Auction or a Post-Auction Private sale
will chill bidding on the cars, lots and other assets in the
Collection and is therefore impracticable. Accordingly, the
Trustee requests that the Court authorizes RM Sotheby's to file
that report identifying the winning bidders only by paddle number
and not by name. RM Sotheby's will inform the Chapter 11 Trustee
and his counsel, KeyBank and its counsel, the United States
Trustee, and the Committee’s counsel of the identities of the
prevailing bidders.
A copy of the Agreement is available at
https://tinyurl.com/yxxje857 from PacerMonitor.com free of charge.
About Najeeb Ahmed Khan
Najeeb Ahmed Khan sought Chapter 11 protection (Bankr. W.D. Mich.
Case No. 19-04258) on Oct. 8, 2019. The Debtor tapped Denise D.
Twinney, Esq., and Robert F. Wardrop, II, Esq., at Wardrop &
Wardrop. P.C., as counsel.
On Oct. 29, 2019, the Court appointed Mark. T. Iammartino, as the
Chapter 11 Trustee.
On Nov. 1, 2019, the U.S. Trustee appointed an official committee
of unsecured creditors.
NAK HOLDINGS: Proposes RM Sotherby's Auction of Car Collection
--------------------------------------------------------------
Kelly M. Hagan, the Chapter 11 Trustee of NAK Holdings, LLC, asks
the U.S. Bankruptcy Court for the Western District of Michigan to
authorize the sale of all or a portion of miscellaneous personal
property of the Debtor in conjunction with the sale of five
vehicles held by the Debtor, free and clear of all liens, claims,
interests and encumbrances at an auction to be conducted by RM
Auctions, Inc., doing business as RM Sotheby's.
In conjunction with the Motion, the Trustee is filing an
application to employ RM Sotheby's, a renowned and respected
auction house, to market and sell the Collection and render certain
advisory services pursuant to the terms of the Single Vendor
Auction Agreement. RM Sotheby's will market, promote and conduct a
public auction of a portion of the Collection as well as facilitate
potential private sales of various items of the collection to
maximize the Collection's value for the benefit of the estate and
its constituencies.
Prior to the Petition Date, the Debtor is alleged to have
perpetuated a fraud on the creditors through a check kiting scheme.
Although the Chapter 11 Trustee understands that the Debtor is
currently the subject of a federal investigation, as of the date,
the Debtor has not been indicted or convicted of any crime related
to the alleged Scheme.
It is necessary that the Chapter 11 Trustee monetize the estate's
assets as promptly and as efficiently as possible in order to
maximize their value for the benefit of the bankruptcy estate and
all constituencies and reduce the expense associated with the
administration of these remaining assets.
The Collection is among the most valuable assets owned by the
Debtor's estate and, recognizing its exceptional nature and high
value, it is imperative that the Collection be preserved and sold
in a manner that will best maximize its value. In addition, the
Debtor's estate is incurring substantial costs in maintaining,
storing, insuring and further preserving the Collection.
The Collection consists of five rare, antique and valuable vehicles
and certain other assets. It contains the following vehicles:
2016 McLaren 650S Spider, 1927 Pursang Bugatti Type 35 Custom, 1955
Jaguar D-Type, 1963 Jaguar, E Type Lightweight and a 1957 Jaguar
XKSS. The Collection is being sold along with motor vehicles owned
by the Bankruptcy Estate of Najeeb Khan.
As part of the liquidation of assets of the estate, and in an
effort to maximize the value of such assets for the benefit of the
estate and all constituencies, the Trustee has solicited offers for
the purchase of some or all of the Collection from individuals,
investors and institutions. While a number of individuals, groups
and institutions have expressed interest in certain parts of the
Collection, the Trustee has not received an offer, or offers, that
he deems to be adequate. He requires RM Sotheby's advice and
expertise as to maximizing value of the Collection, and believes
that hiring RM Sothebys as sales agent and auctioneer will maximize
value.
The Chapter 11 Trustee asks authorization and approval to sell
items within the Collection and that such sales be free and clear
of any and all liens, claims, interests and encumbrances. Pursuant
to the Agreement, RM Sotheby's will offer the pieces of the
Collection for sale in one or more public auctions currently
expected to be held on May 1 to 2, 2020. RM Sotheby's may, at its
discretion, group Auction Items into an auction unit for sale at
the auction in an effort to maximize value for such Auction Items.
The Auction Items will be sold by RM Sotheby's pursuant to that
certain Single Vendor Auction Agreement in a form and substance
substantially similar to Exhibit A. It is presently anticipated
that the Auction Items will not be subject to a reserve.
RM Sotheby's will not charge the Chapter 11 Trustee any fees or
selling commissions for items it sells at auction. Instead, it
will charge the prevailing bidder of an Auction Lot a premium based
on the hammer price for each Auction Lot sold and retain such
amount for its account. The Trustee will have no liability to RM
Sotheby's for any Buyer's Premium, which is the sole source of
compensation to RM Sotheby's under the Single Vendor Auction
Agreement with the Chapter 11 Trustee. In addition, RM Sotheby's
will use commercially reasonable efforts to secure irrevocable bids
for the Collection.
In the event that any item or lot is offered at auction but not
sold, RM Sotheby's may attempt to sell such item or lot privately
for a period of 60 days at prices mutually agreed by the Chapter 11
Trustee and RM Sotheby's. The Chapter 11 Trustee's obligations
under the Agreement will be the same as if such items had been sold
at auction, and no commission will be due RM Sotheby's. Thus,
items in a Post-Auction Private Sale conducted by RM Sotheby's will
consist of items offered for sale in one or more auctions conducted
by RM Sotheby's and are subject to this Motion and the relief
requested.
The Trustee asks authority to transfer the entire right, title and
interest in the Auction Items to the Buyer of each respective
Auction Lot in accordance with the Agreement free and clear of all
liens, claims, encumbrances and interests. The Trustee does not
believe that there are currently any liens or other security
interests attached to the Collection, other than asserted blanket
security interests granted within the 90-days prior to the Petition
Date to KeyBank, National Association. The Debtor scheduled such
Asserted Secured Claims as disputed, and commenced Adversary
Proceeding No. 19-80119 (in which the Chapter 11 has substituted
for Debtor) seeking to avoid those liens. Such liens, even if
valid and enforceable, would not preclude approval of the proposed
sale.
The Trustee seeks Court approval of the Agreement, the terms of
which were negotiated by the Chapter 11 Trustee and RM Sotheby's at
arms'-length and in good faith and reflect the parties' agreement
with respect to the substantial efforts that will be required to
maximize the value of the Collection.
As part of the services provided by RM Sotheby's under the
Agreement, and upon approval by this Court of such Agreement and RM
Sotheby's employment, RM Sotheby's will take possession of the
Auction Items and provide a sales facility, clerks, support staff,
event advertising (including catalogue production and mailing),
security and promotion. All costs associated with such services
and the Auction will be borne by RM Sotheby's. RM Sotheby's also
will insure the Auction Items while they are in its possession,
custody and control. The Trustee expects that all of RM
Sotheby’s services will be rendered in a highly professional and
effective manner.
Under the Single Vendor Auction Agreement negotiated by the
Trustee, RM Sotheby's has agreed to waive any claim to a Seller's
Commission, as well as its standard entry fee and marketing fees.
Consequently, the only fees that RM Sotheby's will receive for the
Auction will be Buyers' Premium set forth in Section 8.2 of the
Single Vendor Auction Agreement, which provides in pertinent part:
8.2. The Consignor acknowledges that in addition to the
Hammer Price(s) (the last accepted bid(s) is/are the Hammer
Price(s) ("Hammer Price(s)")), the winning Bidder(s) is/are
required to pay RMS a percentage of the Hammer Price(s) as outlined
below, which RMS retains as the Buyers’ Premium for the purchase
of each Motor Car(s) or Any Other Lot(s):
8.2.1. In the event of a final Hammer Price(s) of
US$250,000 and below on all motor car lots, RMS will receive a
Buyers' Premium of 12%.
8.2.2 In the event of a final Hammer Price(s) above
US$250,000 on all motor car lots, RMS will receive a Buyers'
Premium of 12% on the first US$250,000 and will receive a Buyers’
Premium of 10% on the Hammer Price(s) above US$250,000.
8.2.3. Buyers of all non-motor car lots, including but
not limited to memorabilia, motorcycles, boats, trailers, jewelry,
and clothing, are required to pay RMS a Buyers’ Premium of 20% on
the Hammer Price(s) of those particular lots.
After due inquiry, the Trustee believes that RM Sotheby's fee
structure as set forth in the Single Vendor Auction Agreement is
fair, reasonable and appropriate, and therefore requests the
Court's approval thereof.
As part of the services it provided in the Single Vendor Auction
Agreement, RM Sotheby's has agreed to prepare the auction report
required by Bankruptcy Rule 6004(f). Given the nature of the
assets in the Collection and other factors, both the Trustee and
RM Sotheby's are both very concerned that public disclosure of the
successful bidders at the Auction or a Post-Auction Private sale
will chill bidding on the cars, lots and other assets in the
Collection and is therefore impracticable. Accordingly, the
Trustee requests that the Court authorizes RM Sotheby's to file
that report identifying the winning bidders only by paddle number
and not by name. RM Sotheby's will inform the Chapter 11 Trustee
and his counsel, KeyBank and its counsel, the United States
Trustee, and the Committee’s counsel of the identities of the
prevailing bidders.
A copy of the Agreement is available at https://tinyurl.com/vvt4dy9
from PacerMonitor.com free of charge.
NAK Holdings, LLC, sought Chapter 11 protection (Bankr. W.D. Mich.
Case No. 19-04267) on Oct. 8, 2019. On Oct. 29, 2019, Kelly M.
Hagan is appointed as the Chapter 11 Trustee.
Counsel for Trustee:
Kevin M. Smith, Esq.
BEADLE SMITH, PLC
445 S. Livernois, Suite 305
Rochester Hills, MI 48307
Telephone: (248) 650-6094
Facsimile: (248) 650-6095
E-mail: ksmith@bbssplc.com
NEOVASC INC: Gets FDA Administrative Acceptance Review Notification
-------------------------------------------------------------------
Neovasc Inc. has received an Administrative Acceptance Review
Notification for the Company's Premarket Approval application from
the U.S. Food and Drug Administration for its Neovasc Reducer
medical device for the treatment of refractory angina.
"I would like to reiterate my thanks to the entire Neovasc team for
their tireless efforts to complete the submission on time, and
according to our plan. This is another positive step forward for
Neovasc as we seek to bring the Reducer to the U.S. market. The FDA
conducted an administrative acceptance review of our Premarket
Approval Application, submitted December 30, 2019, and found it
contained all of the necessary elements and information needed to
proceed with the filing review," said Fred Colen, president and
chief executive officer of Neovasc.
About Neovasc Inc.
Based in Richmond, British Columbia, Neovasc Inc. --
http://www.neovasc.com/-- is a specialty medical device company
that develops, manufactures and markets products for the rapidly
growing cardiovascular marketplace. Its products include the
Neovasc Reducer, for the treatment of refractory angina, which is
not currently available in the United States and has been available
in Europe since 2015, and the Tiara, for the transcatheter
treatment of mitral valve disease, which is currently under
clinical investigation in the United States, Canada and Europe.
Neovasc reported a net loss of US$108.04 for the year ended Dec.
31, 2018, compared to a net loss of US$22.90 million for the year
ended Dec. 31, 2017. As of March 31, 2019, Neovasc had US$16.09
million in total assets, US$18.89 million in total liabilities, and
a total deficit of US$2.80 million.
Grant Thornton LLP, in Vancouver, BC, the Company's auditor since
2002, issued a "going concern" opinion in its report on the
Company's consolidated financial statements for the year ended Dec.
31, 2018, stating that the Company incurred a net loss of US$108.04
million during the year ended Dec. 31, 2018, and as of that date,
the Company's liabilities exceeded its assets by US$9.67 million.
These conditions, along other matters, raise substantial doubt
about the Company's ability to continue as a going concern.
NORTHRIVER MIDSTREAM: S&P Affirms 'BB+' ICR on Acquisition
----------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' issuer credit rating on
Northriver Midstream Finance LP (NorthRiver) and its subsidiary,
NorthRiver Midstream Operations LP. S&P also affirmed its 'BB+'
issue-level rating on NorthRiver's senior secured term loan B
(TLB). The '3' recovery rating is unchanged. The outlook is
stable.
The rating affirmation follows the completion of NorthRiver's
acquisition of certain Canadian federally regulated natural gas
gathering and processing assets from Enbridge Inc. on Dec. 31,
2019. The transaction, which was pending approval from regulatory
authorities, was executed without significant delays and financed
as per plan.
NorthRiver was formed to acquire certain Canadian natural gas
transportation and processing assets from Enbridge Inc. and its
subsidiaries. The transaction was structured as a two-step process
to accommodate different regulatory approval timelines for
provincial and federally regulated assets. Under stage I of the
closing process, NorthRiver acquired Enbridge's provincial assets
in 2018 for a total purchase price of C$2.5 billion. This
represented 59% of the total purchase price, and was funded with
the issuance of a US$1.0 billion (C$1.31 billion) TLB and a C$1.25
billion equity investment. NorthRiver recently completed phase II
of the closing process, which represents acquisition of federally
regulated assets for a purchase price of C$1.8 billion, less
working capital and pension adjustments (41% of the total purchase
price). As expected, Brookfield Infrastructure Partners L.P.
(Brookfield; BBB+/Stable/--) and its institutional partners
financed the transaction with the issuance of a C$700 million term
loan A (TLA) and C$1.1 billion equity investment. The acquisition
adds 1.7 billion cubic feet per day (bcf/d) of gas processing
capability through six facilities, as well as 2,300 kilometers of
raw gas gathering pipelines to NorthRiver's overall asset
portfolio. S&P considers the completion of stage II of the
transaction without significant delays as supportive for the
rating. The transaction was contemplated in its previous review,
and S&P expected it to close during the second half of 2019.
The stable outlook reflects S&P's view that NorthRiver will
successfully integrate the recently acquired federal assets,
maintain debt-to-EBITDA in the 4.5x-5.0x area, as well as complete
its earmarked growth projects on time and as budgeted. S&P expects
debt-to-EBITDA of 4.5x-5.0x in 2019 and 2020, respectively,
improving to 4.0x-4.5x in 2021. The rating agency's 2019 forecast
includes full-year earnings from provincial assets, with federal
assets contributing to cash flows beginning in 2020.
"We would lower the rating if we forecast debt-to-EBITDA to stay
above 5.0x on a consistent basis. This could occur because of
lower-than-expected throughput volumes, contract renewals at
materially lower pricing, cost overruns, or delays in the projects
under construction. We could also consider a negative rating action
if we believe that the company's assets are underutilized or there
is a significant change in the overall cash flow profile such that
the take-or-pay and fee-based cash flows are less than two-thirds,"
S&P said.
"While we view it as unlikely during our outlook horizon, we would
consider a positive rating action if NorthRiver increases its
operating scale and diversifies its business from an asset and
geographical standpoint, while maintaining debt-to-EBITDA below
4.0x. In addition, we would expect the company to maintain at least
two-thirds of its EBITDA from stable take-or-pay and fee-based
businesses," the rating agency said.
NORTONLIFELOCK INC: Egan-Jones Lowers Sr. Unsecured Ratings to BB-
------------------------------------------------------------------
Egan-Jones Ratings Company, on January 7, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by NortonLifeLock Incorporated to BB- from BB.
NortonLifeLock Inc. is an American software company headquartered
in Tempe, Arizona, United States. The company provides
cybersecurity software and services. NortonLifeLock is a Fortune
500 company and a member of the S&P 500 stock-market index. The
company also has development centers in Pune, Chennai, and
Bangalore.
NOVELIS CORP: S&P Rates New US$1.6BB Senior Unsecured Notes 'B+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '5'
recovery rating to Novelis Corp.'s proposed US$1.6 billion issuance
of senior unsecured notes due 2030. The '5' recovery rating
indicates its expectation of modest (10%-30%; rounded estimate:
25%) recovery in its simulated default scenario, resulting in an
issue-level rating one notch below its 'BB-' issuer credit rating
on the company. Novelis intends to apply note proceeds primarily to
repay its 6.25% US$1.15 billion unsecured notes due 2024. S&P
expects the incremental proceeds will be applied toward the funding
of its pending US$2.6 billion Aleris International Inc.
acquisition, which is subject to regulatory approval. The new notes
will rank pari passu with the existing 2026 unsecured notes.
All other ratings on parent Novelis Inc. are unchanged, including
S&P's 'BB-' long-term issuer credit rating (ICR) with a stable
outlook. The company announced that its planned Aleris acquisition
will not close by Jan. 21, 2020, as previously expected. Closing is
contingent on completion of the European Commission (EC) review of
the sale of Aleris' automotive plant in Duffel, Belgium, which is
ongoing. Novelis also needs lender approval to extend commitments
under its planned unsecured bridge loan (up to US$1.5 billion) and
incremental secured term loan (US$775 million) that are required
for acquisition funding. Moreover, in the event approvals are
received and the acquisition closes, Novelis might still be
required to sell Aleris' Lewisport, Ky. manufacturing plant
following U.S. Department of Justice antitrust concerns (the
arbitration is ongoing).
S&P does not expect its ICR on the company to be affected,
regardless of the outcome of these events. S&P's ICR on Novelis
reflects the strength of the company's stand-alone business, which
the rating agency believes will modestly improve with Aleris. It
also assumes Novelis' prospective credit measures, while subject to
change depending the outcome of the above events, will remain
commensurate with the rating. If the acquisition does not close,
the company can call the incremental US$400 million of proceeds
from the proposed notes issuance at par (which would result in a
leverage-neutral transaction). If acquisition closes and Novelis is
required to sell the Lewisport plant, S&P would expect the company
to apply a like-amount of sale proceeds to debt reduction, thereby
mitigating the impact on leverage.
S&P has not updated its recovery analysis to incorporate the
acquisition, namely because it has yet to close and the specifics
of the prospective debt structure and assets are uncertain.
However, S&P does not expect a change to its issue-level and
recovery ratings. For example, S&P's enterprise value of the
combined entity will increase in the rating agency's simulated
default scenario, and should offset the incremental debt financing
on recovery prospects. S&P expects amounts drawn under the bridge
loan would be refinanced with unsecured debt (within 12 months)
that ranks equally with the notes. The potential sale of Lewisport
would also need to be assessed. If this were to happen (which S&P
does not assume but acknowledge is possible), the rating agency
would expect the corresponding debt reduction from sale proceeds to
include a portion of the secured term loan outstanding.
S&P continues to expect Novelis will complete the Aleris
acquisition, with prospective credit measures generally in line
with the rating agency's previous assumptions. On a pro forma
basis, S&P estimates the company's adjusted debt-to-EBITDA ratio at
about 4x in fiscal 2021 (ending March 31, 2021), assuming the deal
closes near the start of the next fiscal year, and gradually lower
thereafter. Continuing favorable demand for aluminum cans and
automotive sheet and a full-year contribution from Aleris underpin
S&P's earnings and cash flow estimates. S&P assumes Novelis will
generate adjusted EBITDA of about US$1.7 billion in fiscal 2021
(which does not incorporate the potential sale of Lewisport) and
that the vast majority of Aleris' existing debt will be
extinguished.
ISSUE RATINGS-RECOVERY ANALYSIS
Key analytical factors
-- S&P has updated its recovery analysis for the proposed bond
refinancing transaction.
-- S&P's analysis does not consider the completion of the pending
Aleris acquisition, given the uncertainties related to Novelis'
future debt structure and asset base.
-- S&P's hypothetical distress scenario for Novelis assumes the
company defaults in 2024 and is reorganized as a going concern.
-- In this scenario, S&P assumes significant deterioration in
EBITDA from fiscal 2019 levels following a sharp decline in
shipments and operating issues that materially weaken its cash
flow, restrict its ability to fund its fixed charges, and exhaust
available liquidity.
-- S&P applies a 6.0x multiple (0.5x higher than that of its
closest peers, based on its view of Novelis' stronger business) to
its projected emergence EBITDA for the company, which is close to
its estimated interest and capital expenditures in the default
year.
-- S&P's recovery analysis assumes that, in a hypothetical default
scenario, Novelis' secured asset-based loan facility (which the
rating agency currently assumes is not upsized to US$1.5 billion)
and subsidiary level debt claims are fully covered.
-- S&P estimates that secured term loan creditors benefit from a
claim on 90% of the company's remaining net enterprise value and
share the 10% of Novelis' value that it estimates is unpledged
(that is, subsidiary stock not pledged to secured creditors) and
shared pro rata with unsecured creditors.
-- Unsecured claims include Novelis' senior unsecured notes and
100% of the company's underfunded pension/postemployment benefit
claims.
-- As a result, S&P estimates modest (10%-30%, rounded estimate:
25%) recovery and a '5' recovery rating ('B+' issue-level rating)
for Novelis' unsecured noteholders.
Simulated default assumptions
-- Simulated year of default: 2024
-- EBITDA at emergence: US$635 million
-- EBITDA multiple: 6x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): US$3.6
billion
-- Valuation split in % (obligors/non-obligors): 90/10
-- Priority claims (asset-based loan facility and subsidiary-level
debt): About US$800 million
-- Secured first-lien debt claims: US$1.8 billion
-- Total value available to unsecured claims: US$1.05 billion
-- Senior unsecured debt/pari passu claims: US$4.0 billion
-- Recovery expectations: 10%-30% (rounded estimate: 25%)
Notes: All debt amounts include six months of prepetition interest.
OHIO RIVER LABORATORY: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Ohio River Laboratory /iPath, LLC
6776 Southwest Freeway, Suite 600
Houston, TX 77074
Business Description: Ohio River Laboratory /iPath, LLC
is a medical testing laboratory service that
offers a complete range of tests for
diagnosis, screening or evaluation of
diseases and health conditions. It offers
allergy testing, diabetes testing, pathology
testing, oncology testing, urology testing,
and cardiovascular testing.
Chapter 11 Petition Date: January 15, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 20-30257
Judge: Hon. David R. Jones
Debtor's Counsel: Russell Van Beustring, Esq.
THE LANE LAW FIRM, PLLC
6200 Savoy Dr., Suite 1150
Houston, TX 77036-3300
Tel: (713) 595-8200
Total Assets: $17,061
Total Liabilities: $1,637,028
The petition was signed by Mitali Shah, president.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/Tuo9D9
ORCHARD HILLS: Summitbridge Says Plan Outline Flawed
----------------------------------------------------
Summitbridge National Investment VI LLC, successor in interest to
branch Banking and Trust Company ("SBN"), filed an objection to the
Disclosure Statement for the First Amended Plan of Reorganization
of Orchard Hills Baptist Church, Inc.
SBN points out that there is misrepresentations regarding the
debtor's financial wherewithal.
SBN further points out that there is misrepresentations as to the
financial wherewithal of Stan Thomas.
According to SBN, the Debtor's Amended Disclosure Statement should
not contain uncorroborated representations regarding settlement
discussions between the Debtor and SBN.
SBN asserts that the Debtor's Amended Disclosure Statement is
fatally flawed for lack of data regarding the Debtor's past
financial performance and projected future income.
SBN points out that the value of Debtor's property has already been
determined by the court and the disclosure statement must reflect
the determined value of $2,500,000.
Moreover, SBN complains that the Debtor's disclosure statement
provides absolutely no facts or information that would support
giving Stan Thomas a release of his guaranty obligations.
Attorneys for Summitbridge National:
Ron C. Bingham
John A. Thomson, Jr.
ADAMS AND REESE LLP
3424 Peachtree Road, NE
Monarch Tower, Suite 1600
Atlanta , Georgia 30326
Tel: (470) 427-3701
Fax: (404) 500-5975
E-mail: ron.bingham@arlaw.com
john.thomson@arlaw.com
About Orchard Hills Baptist Church
Orchard Hills Baptist Church, Inc., a religious organization based
in Newnan, Ga., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-10897) on May 7, 2019.
At the time of the filing, the Debtor estimated assets of between
$1 million and $10 million and liabilities of between $1 million
and $10 million.
PARKINSON SEED: Debtor to Take Back Control If Plan Confirmed
-------------------------------------------------------------
Debtor Parkinson Seed Farm, Inc., filed a Third Amended Disclosure
Statement describing its Plan of Reorganization.
Since the 15th of May 2018, the Debtor operated as
debtor-in-possession until the appointment of a Chapter 11 trustee
on July 17, 2019. The Chapter 11 trustee has administered the
Debtor's estate from his appointment through the current date.
When the Plan is confirmed, the Chapter 11 trustee will be removed,
and the Debtor will administer the Debtor's estate in compliance
therewith until such time as the necessary procedures are
implemented for the disposition of property and distribution of
funds.
As part of its reorganization the Debtor will liquidate certain
real property that is no longer part of its core operations. The
Chapter 11 Trustee has employed Henri W. LeMoyne of LeMoyne Realty
& Appraisals to assist with the marketing of the bankruptcy
estate's real property. After confirmation the Debtor will retain
this same realtor to market certain tracts of land under the same
terms and conditions that the realtor is currently employed under.
Those tracts are commonly referred to as the Downey Farm and the
Steinman Dry Farm, and the May Dry Farm. The Debtor intends to
retain possession of the Home Place.
There is currently an order authorizing the sale of the May Dry
Farm to a willing and able buyer. Closing of the sale of this
property was scheduled before Dec. 31, 2019. In the event the sale
does not close prior to confirmation of Debtor's plan, the realtor
will continue to market the property until it is sold, and the
secured First National debt will continue to accrue interest at 5%.
The Chapter 11 Trustee has a pending motion to sale the Steinman
Dry Farm. SummitBridge has objected to this sale. If the Chapter
11 Trustee is unable to sale the Steinman Dry Farm, the Debtor will
continue to use the realtor to market the property. Until the
property is sold the Steinmandebt will continue to accrue interest
at 5%.
The realtor has been marketing the Downey Farm and will continue to
do so after confirmation. This property consists of two pieces
that are security for two different loans. The Downey Cellar
secures a debt to Summit Bridge and the Downey Property secures a
first position loan by Compeer with Summit Bridge being in a second
position. These debts will continue to accrue interest and be paid
according to the terms of the plan regarding the Class 3 and Class
4 claims of Compeer and SummitBridge respectively. In the event
the property sells, the proceeds will be applied to the
SummitBridge and Compeer debts in accordance with their respective
priorities.
The Plan contemplates an effective reorganization of the Debtor's
property, treatment of contingent claims, treatment of certain
claims upon Court approval and treatment of property returned to
owners by Court approval.
The Debtor proposes to pay to unsecured creditors as will be
specified in the Plan, the amount the Debtor is able to pay.
Allowed unsecured creditors shall be paid 100% of their allowed
claims. According to the Disclosure Statement, unsecured creditors
will receive semi-annual payments starting September 2020. John
Deere and Kenworth will be paid per the terms of their respective
stipulations. Trade payables will be paid in semi-annual
payments.
Distributions will be made by the disbursing agent, Dirk
Parkinson.
A full-text copy of the Third Amended Disclosure Statement is
available at https://tinyurl.com/qlhbzf2 from PacerMonitor.com at
no charge.
The Debtor is represented by:
Brent T. Robinson, Esq.
W. Reed Cotten, Esq.
ROBINSON & ASSOCIATES
615 H Street
PO Box 396
Rupert, Idaho 83350-0396
Telephone No. (208) 436-4717
Facsimile No. (208) 436-6804
E-mail: btr@idlawfirm.com
About Parkinson Seed Farm
Located in Saint Anthony, Idaho, Parkinson Seed Farm, Inc.
--http://www.parkinsonseedfarm.com/-- farms approximately 7,200
acres of potatoes. It raises seed potatoes, hard red and hard white
wheat, as well as a small amount of alfalfa (mostly to feed horses
for recreational purposes). The company raises 11 of what it
considers to be more mainstream varieties such as the Russet
Burbank, Ranger, three different line selections of Russet
Norkotah, white varieties such as Cal Whites and Atlantics, and
reds like the Dark Red Norland. The company was founded in 1937.
Parkinson Seed Farm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Idaho Case No. 18-40412) on May 15,
2018. In the petition signed by Dirk Parkinson, president, the
Debtor disclosed $6.11 million in assets and $26.92 million in
liabilities. Judge Joseph M. Meier oversees the case. Parkinson
Seed Farm hired Robinson & Associates as its legal counsel. Henri
LeMoyne of LeMoyne Realty & Appraisals is the Debtor's realtor.
PARSLEY ENERGY: S&P Raises ICR to 'BB' on Jagged Peak Acquisition
-----------------------------------------------------------------
S&P Global Ratings raised the issuer credit rating on Austin,
Texas-based Parsley Energy LLC to 'BB' from 'BB-' after the company
closed its acquisition of Jagged Peak Inc.
At the same time, S&P raised the rating on Parsley's unsecured
notes to 'BB' from 'BB-'. The recovery rating is '3', reflecting
S&P's expectation of a meaningful recovery in the event of
default.
The upgrade reflects S&P's expectation that Parsley's financial
measures will improve following the close of the Jagged Peak
transaction combined with the company's increased contiguous
acreage position in the Delaware Basin, which will help improve
financial measures. S&P expects Parsley will continue to maintain a
modest financial policy, indicated by its all-stock transaction
with Jagged Peak. Additionally, the rating agency expects the
combined company's production to be weighted toward oil, which will
continue to support strong cash flow and profitability measures.
The stable outlook reflects S&P's expectations that Parsley will
maintain a conservative financial policy and align spending with
cash flows while continuing to develop its oil-rich Permian assets
over the next 12 months. As a result, the rating agency forecasts
the company will maintain FFO to debt of at least 50% over the same
period.
"We could lower our rating on Parsley if a period of lower
commodity prices leads to a decline in profitability or if
management pursues a more aggressive spending plan, resulting in
weaker credit measures, including FFO to debt below 45% on an
ongoing basis," S&P said.
"We could raise our rating on Parsley if the company increases its
proved reserves and production to levels more comparable with
higher-rated peers, while maintaining moderate credit measures and
at least adequate liquidity. Additionally, we would want to see
Parsley generate free cash flow and establish a track record as a
larger company," the rating agency said.
PDC ENERGY: Moody's Hikes CFR to Ba2, Outlook Stable
----------------------------------------------------
Moody's Investors Service upgraded PDC Energy's Corporate Family
Rating to Ba2 from Ba3 and its Probability of Default Rating to
Ba2-PD from Ba3-PD. Concurrently, Moody's upgraded ratings of its
senior unsecured notes and convertible notes to Ba3 from B1. PDC's
Speculative Grade Liquidity Rating was changed to SGL-1 from SGL-2.
This rating action concludes the review for possible upgrade
initiated on August 27, 2019.
Moody's also upgraded SRC Energy Inc.'s senior unsecured notes
rating to Ba3 from B3. SRC's B1 CFR and B1-PD PDR were withdrawn.
The outlook remains stable. These actions follow the closing of
PDC's acquisition of SRC on January 14 when PDC merged with SRC.
"PDC's ratings upgrade reflects increased scale in the DJ Basin and
improved credit metrics as a result of the company's acquisition of
SRC, which has highly complementary assets and meaningfully
increases reserves and production," said Arvinder Saluja, Moody's
Vice President.
Upgrades:
Issuer: PDC Energy
Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2
Corporate Family Rating , Upgraded to Ba2 from Ba3
Senior Unsecured Notes, Upgraded to Ba3 (LGD5) from B1 (LGD5)
Issuer: SRC Energy Inc.
Senior Unsecured Notes, Upgraded to Ba3 (LGD5) from B3 (LGD5)
Outlook Actions:
Issuer: PDC Energy
Outlook, Changed To Stable From Rating Under Review
Issuer: SRC Energy Inc.
Outlook, Changed To Stable From Rating Under Review
Withdrawals:
Issuer: SRC Energy Inc.
Probability of Default Rating, Withdrawn , previously rated B1-PD
Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-3
Corporate Family Rating, Withdrawn , previously rated B1
RATINGS RATIONALE
PDC's Ba2 CFR reflects its sizeable production base of over 200,000
boe/day after the SRC acquisition, strong credit metrics driven by
a solid balance sheet, and improving operating and capital
efficiencies. The all-stock acquisition of SRC is leverage neutral
given SRC had comparable debt leverage on production, reserves and
cash flow relative to legacy PDC. The combined company is now one
of the largest DJ basin producers but will also retain its
meaningful exposure to the Permian Basin. PDC has few drilling
requirements and low sustaining capital spending for its Wattenberg
acreage, and will benefit from hedging in 2020. Moody's expects PDC
to spend within cash flow in 2020 while continuing to fund the
development of its Permian acreage. The company has a large
drilling inventory, considerable flexibility with the size and
timing of its capital spending program, and growing liquids
production, primarily from the Delaware Basin.
PDC ratings are constrained by its primary production concentration
in one basin, the Wattenberg Field of the Rocky Mountain region in
Colorado, even though its production from the Delaware Basin
acreage in the Permian has increased rapidly. In addition, the
evolving regulatory climate in Colorado where stricter rules and
regulations pertaining to oil and gas development are being
implemented, further magnifies this concentration risk.
Additionally, PDC will continue to have a large ratio of proved
undeveloped reserves (PUDs) relative to its total proved developed
reserves compared to its peers, which will require high capital
investment to develop in the future.
PDC's SGL-1 rating reflects very good liquidity. PDC's revolver
will be upsized to $1.7 billion upon consummation of the SRC
acquisition with the option of further upsizing to $1.9 billion
before April 30, 2020. Moody's expects approximately $250 million
drawn upon the closing of the merger, leaving PDC with over $1.4
billion of availability. Revolver covenants include a current ratio
of at least 1.0x and a Debt / EBITDAX ratio of no more than 4.0x.
Moody's expects the company to maintain comfortable cushion for
future compliance with the covenants well into 2021. Substantially
all of PDC's assets are pledged as security under the credit
facility, but the company could sell some acreage to raise
additional liquidity, if needed.
The company's $600 million notes due 2026 and $400 million senior
unsecured notes due 2024 are rated Ba3, one notch below the CFR,
reflecting their effective subordination to the borrowing base
revolving credit facility (unrated). SRC's $550 million notes due
2025 will be pari passu with PDC's other unsecured debt, and
therefore rated Ba3. The $200 million 1.125% convertible notes due
2021 are also rated Ba3, as they rank equal in right of payment to
the senior notes. The $1.7 billion revolver maturing 2023 is
secured by a pledge of substantially all assets of the company and
ranks ahead of the senior notes.
The outlook is stable given Moody's expectation that the company
will continue to maintain strong cash flow based leverage metrics
and capital efficiency metrics.
The evolving Colorado regulatory environment for energy producers
poses a key long term challenge to sustainable improvement that
would be supportive of an upgrade. Good visibility into PDC's
ability to continue to grow long term in Colorado under an
established regulatory regime would be an important consideration
for upgrade. Additionally, the company's ratings could be upgraded
should the company successfully execute on diversifying its
production by developing its Delaware Basin acreage so that it
accounts for over a third of total production while comfortably
maintaining RCF to debt over 50%, debt to proved developed reserves
under $6/boe, and LFCR above 2x.
The company's ratings could be downgraded if RCF to debt falls
below 30%, or should capital productivity decline to the extent
that PDC's leveraged full-cycle ratio is below 1.5x. Adverse
political or regulatory developments in Colorado with the potential
to impede PDC's ability to grow and/or produce in the Wattenberg
Field could also lead to a downgrade.
PDC Energy is an independent exploration and production company
headquartered in Denver, Colorado.
The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.
PEN INC: Reports $233K Net Loss for Third Quarter
-------------------------------------------------
PEN Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $232,875 on
$518,351 of total revenues for the three months ended Sept. 30,
2019, compared to a net loss of $257,921 on $765,957 of total
revenues for the three months ended Sept. 30, 2018.
For the nine months ended Sept. 30, 2019, the Company reported a
net loss of $624,023 on $1.93 million of total revenues compared to
a net loss of $299,241 on $3.58 million of total revenues for the
nine months ended Sept. 30, 2018.
As of Sept. 30, 2019, the Company had $1.25 million in total
assets, $1.79 million in total liabilities, and a total
stockholders' deficit of $538,919.
The Company had working capital deficit of $737,884 and $110,692 of
cash as of Sept. 30, 2019 and working capital deficit of $983,822
and $221,502 of cash as of Dec. 31, 2018.
Net cash used in operating activities was $677,304 for the nine
months ended Sept. 30, 2019 as compared to cash provided of $31,074
for the nine months ended Sept. 30, 2018, a decrease of $708,378 or
2280%. Net cash provided by operating activities for the nine
months ended Sept. 30, 2019 primarily reflected a net loss of
$(624,023) adjusted for add-backs of $52,881 and changes in
operating assets and liabilities of $(106,162).
Net cash flow used by investing activities was $(2,482) for the
nine months ended Sept. 30, 2019 as compared to $(3,917) for the
nine months ended Sept. 30, 2018. For both periods, the use of
cash by investing activities was due to purchases of property,
plant and equipment.
Net cash provided by financing activities of $483,976 for the nine
months ended Sept. 30, 2019 as compared to cash used in financing
activities $(61,135) in the same period in 2018. During the nine
months ended Sept. 30, 2019, the Company paid down the bank line of
credit and received proceeds from stock sales of $838,320.
As reflected in the consolidated financial statements filed with
our Form 10-K on June 15, 2019, the Company had a net loss of
$53,135 and $687,068 for the years ended Dec. 31, 2018 and 2017.
Additionally, the Company had a net loss of $232,875 and $624,023
for the three and nine months ended Sept. 30, 2019. Furthermore,
the Company had an accumulated deficit, a stockholders' deficit and
a working capital deficit of $7,264,393, $538,919 and $737,884,
respectively, at Sept. 30, 2019. These factors raise substantial
doubt about the Company's ability to continue as a going concern
within one year after the date that the financial statements are
issued. Management cannot provide assurance that the Company will
ultimately achieve profitable operations or become cash flow
positive, or raise additional debt and/or equity capital. During
2018 and continuing in the first three quarters of 2019, management
has taken measures to reduce operating expenses. Although the
Company has historically raised capital from sales of equity, there
is no assurance that it will be able to continue to do so.
A full-text copy of the Form 10-Q is available for free at the
SEC's website at:
https://is.gd/9t9F6X
About PEN Inc.
Headquartered in Miami, Florida, PEN develops, commercializes and
markets consumer and industrial products enabled by nanotechnology
that solve everyday problems for customers in the optical,
transportation, military, sports and safety industries. The
Company's primary business is the formulation, marketing and sale
of products enabled by nanotechnology including the ULTRA CLARITY
brand eyeglass cleaner, CLARITY DEFOGIT brand defogging products
and CLARITY ULTRASEAL nanocoating products for glass and ceramics.
The Company also sells an environmentally friendly surface
protector, fortifier, and cleaner. The Company's design center
conducts product development services for government and private
customers and develops and sells printable inks and pastes, thermal
management materials, and graphene foils and windows. PEN was
formed in 2014, and is the successor to Applied Nanotech Holdings
Inc. that had been formed in 1989. In the combination that created
PEN, Nanofilm, Ltd. acquired Applied Nanotech Holdings, Inc.
PHUONG NAM: Unsec. Creditors to Recover 10% in Plan
---------------------------------------------------
Debtor Phuong Nam Vietnamese Restaurant, LLC, filed an Amended
Disclosure Statement describing its Plan of Reorganization.
General unsecured creditors in Class 3 will receive a distribution
of 10% of their allowed claims. The Debtor proposes that each
allowed unsecured creditor will receive a pro rata portion of the
monthly payment which will be $1,600 for a total payout of $9,600
to unsecured creditors. The prior iteration of the Plan states
that each allowed unsecured creditor will receive a pro-rata
portion of the monthly payment which will be $163.80 for a total
payout of $9,828 to unsecured creditors.
The Plan will be funded by the Debtor's cash on hand as well as net
operating income earned as a result of the operation of its
business in Johnson City, New York. During the pendency of the
Chapter 11 case, the Debtor's net operating income has averaged
approximately $3,000 per month.
In 2020, The Binghamton University Decker School of Nursing will
move to a 113,000-square-foot building in a new, 11-acre Health
Sciences Campus in Johnson City, N.Y., joining the School of
Pharmacy and Pharmaceutical Sciences and healthcare-based,
high-tech businesses. This development and Debtor's proximity to
the new college campus will allow Debtor to solidify its already
established and popular restaurant.
A full-text copy of the Amended Disclosure Statement dated Dec. 24,
2019, is available at https://tinyurl.com/wwouul5 from
PacerMonitor.com at no charge.
The Debtor is represented by:
ORVILLE & MCDONALD LAW, PC
Peter A. Orville, Esq.
30 Riverside Drive
Binghamton NY 13905
Tel: (607) 770-1007
Fax: (607) 770-1110
About Phuong Nam Vietnamese Restaurant
Phuong Nam Vietnamese Restaurant, LLC, operates a Vietnamese
restaurant from the real property it leases at 29 Willow Street,
Johnson City, N.Y.
Phuong Nam Vietnamese Restaurant sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.19-60132) on Jan.
31, 2019. At the time of the filing, the Debtor was estimated
assets of less than $50,000 and liabilities of less than $500,000.
Peter A. Orville, Esq., is the Debtor's bankruptcy attorney. No
official committee of unsecured creditors has been appointed in the
case.
PIERLESS FISH CORP: Interim Cash Use OK'd; Final Hearing Jan. 23
----------------------------------------------------------------
Judge Carla E. Craig authorized Pierless Fish Corp., to use cash
collateral in the ordinary course of its business, nunc pro tunc
and effective as of the Petition Date, on an interim basis pending
a final hearing, pursuant to the budget.
Pursuant to the interim order:
(a) GCM Capital LLC, Libertas Funding LLC, and EIN Cap Inc. (MCA
lenders) are granted, subject to the carve-out, post-petition
replacement liens on, and security interests in, all of the
Debtor's property, as adequate protection for the Debtor's use of
the cash collateral.
The replacement liens and security interests will be deemed valid,
perfected, continuing, unavoidable and enforceable and are not
subject to subordination, impairment or avoidance.
(b) the MCA lenders are granted, subject to the carve-out,
administrative expense claims under Sections 503(b)(1), 507(a) and
507(b) of the Bankruptcy Code, in the priority of their respective
liens, to the extent of any post-petition diminution in value of
the collateral, capped by the amount of each MCA lender's claim.
The administrative claims have super priority over all other costs
and expenses of the kind specified pursuant to Sections 105, 326,
330, 331, 503(b), 507(a), 507(b) or 726 of the Bankruptcy Code.
(c) the Debtor will pay the MCA lenders regular weekly payments
aggregating $26,500, broken down as follows: (i) GCM Capital LLC in
the amount of $7,000 per week, (ii) Libertas Funding LLC in the
amount of $4,500 per week, and (iii) EIN Cap Inc. in the amount of
$15,000 per week.
As of the Petition Date, the Debtor owes (i) GCM Capital LLC the
total amount of $187,839.80, (ii) Libertas Funding LLC the total
amount of $125,000, and (iii) EIN Capital Inc. the total amount of
$417,691.
The carve-out includes (a) statutory fees under 28 U.S.C. Section
1930 and 37 U.S.C. Section 3717, (b) the fees and expenses of a
hypothetical Chapter 7 trustee up to $10,000 and (c) the fees and
expenses of professionals duly retained in the Debtor's Chapter 11
case, subject to allowance under Sections 330 and 331 of the Code,
up to $12,500.
A copy of the interim order is available at https://is.gd/h2fErf
from PacerMonitor.com free of charge.
A final hearing on the motion is scheduled for January 23, 2020 at
4:00 p.m. Objections must be filed on or before January 21, 2020
at 5:00 p.m.
About Pierless Fish Corp.
Pierless Fish Corp. is a fresh seafood purveyor in Brooklyn, New
York supplying chefs and restaurants with fish and shellfish.
The company filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
19-47655) on Dec. 23, 2019. In the petition signed by Robert
DeMasco, president & CEO, the Debtor estimated between $1 million
and $10 million in both assets and liabilities. Judge Carla E
Craig oversees the case. Tarter Krinsky & Drogin LLP is the
Debtor's counsel.
PIERLESS FISH CORP: Seeks Authority to Use Cash Collateral
----------------------------------------------------------
Pierless Fish Corp., asked permission from the Bankruptcy Court to
use up to $700,000 of cash collateral on an interim basis to pay
its ordinary operating expenses, pursuant to the budget. The
Debtor has approximately $1.2 million of prepetition accounts
receivable for which it seeks to use as cash collateral.
Before the Petition Date, the Debtor sold future accounts
receivables to GCM Capital LLC, Libertas Funding LLC, and EIN Cap
Inc. (MCA lenders), as follows:
(a) GCM Capital LLC for a purchase price of $250,000.
Currently, the Debtor owes GCM $145,000 in total. GCM has entered
a confession judgment with respect to the obligation.
(b) Libertas Funding LLC for a purchase price of $201,000.
Currently, Libertas is owed $125,000 in total.
(c) EIN Cap Inc., for a purchase price of 495,000. As of Oct.
31, 2019, EIN is owed approximately $415,000.
As adequate protection, the Debtor proposes to provide the MCA
lenders (a) replacement liens in the post-petition accounts
receivable equal to any diminution in the value of their security
interest in the accounts receivables and (b) weekly regular
payments aggregating $24,500 per week.
A copy of the motion is available at https://is.gd/woNtFj from
PacerMonitor.com free of charge.
About Pierless Fish Corp.
Pierless Fish Corp. is a fresh seafood purveyor in Brooklyn, New
York, supplying chefs and restaurants with fish and shellfish.
Pierless Fish Corp. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 19-47655) on Dec. 23, 2019. In the petition
signed by Robert DeMasco, president & CEO, the Debtor was estimated
to have between $1 million and $10 million in both assets and
liabilities. Judge Carla E. Craig oversees the case. Tarter
Krinsky & Drogin LLP is the Debtor's counsel.
PRECIPIO INC: Registers 920,654 Shares for Possible Resale
----------------------------------------------------------
Precipio, Inc., filed with the Securities and Exchange Commission a
Form S-1 registration statement relating to the possible resale of
up to 920,654 shares of common stock, par value $0.01, of Precipio,
Inc. by Lincoln Park Capital Fund, LLC.
The Company's common stock is listed on The NASDAQ Capital Market
under the symbol "PRPO." The last reported sale price of the
Company's common stock on Jan. 13, 2020 was $1.91 per share.
The shares of common stock being offered by the Selling Stockholder
have been or may be issued pursuant to the purchase agreement dated
Sept. 7, 2018 that the Company entered into with Lincoln Park.
The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of shares by the
Selling Stockholder.
The Selling Stockholder may sell the shares of common stock
described in this prospectus in a number of different ways and at
varying prices.
The Company will pay the expenses incurred in registering the
shares, including legal and accounting fees.
A full-text copy of the prospectus is available for free at the
SEC's website at:
https://is.gd/kJo1Id
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com/-- is a cancer diagnostics
company providing diagnostic products and services to the oncology
market. The Company has developed a platform designed to eradicate
misdiagnoses by harnessing the intellect, expertise and technology
developed within academic institutions and delivering quality
diagnostic information to physicians and their patients worldwide.
Precipio operates a cancer diagnostic laboratory located in New
Haven, Connecticut and has partnered with the Yale School of
Medicine.
Precipio incurred a net loss of $15.69 million for the year ended
Dec. 31, 2018, compared to a net loss of $20.69 for the year ended
Dec. 31, 2017. As of Sept. 30, 2019, the Company had $22.52
million in total assets, $7.23 million in total liabilities, and
$15.29 million in toal stockholders' equity.
The audit opinion included in the Company's annual report for the
year ended Dec. 31, 2018, contains a "going concern" explanatory
paragraph. Marcum LLP, in Hartford, CT, the Company's auditor
since 2016, stated in its report dated April 16, 2019 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.
PRECIPIO INC: Shareholder Update Call on Jan. 20
------------------------------------------------
Precipio, Inc., will conduct a shareholder update call on Monday,
January 20th at 5 p.m. with regard to several strategic initiatives
for 2020 as well as the current status of IV-cell and Hemescreen
deployment and the diversification of its business model into the
products sector.
The conference call may be accessed by calling 844-695-5519
(international callers dial 1-412-902-6760). All callers should
ask for the Precipio Inc. conference call. Participants may also
pre-register for the conference call at
http://dpregister.com/10138459and will receive a calendar invite
and a direct dial-in number, bypassing the operator.
Listeners interested in submitting questions in advance should
email their questions to investors@precipiodx.com and management
will do its best to address those questions during the call. A
replay of the call will be available approximately 24 hours after
the call and may be accessed via the Investors page on Precipio's
website, http://www.precipiodx.com/investors.html.
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com-- is a cancer diagnostics
company providing diagnostic products and services to the oncology
market. The Company has developed a platform designed to eradicate
misdiagnoses by harnessing the intellect, expertise and technology
developed within academic institutions and delivering quality
diagnostic information to physicians and their patients worldwide.
Precipio operates a cancer diagnostic laboratory located in New
Haven, Connecticut and has partnered with the Yale School of
Medicine.
Precipio incurred a net loss of $15.69 million for the year ended
Dec. 31, 2018, compared to a net loss of $20.69 for the year ended
Dec. 31, 2017. As of Sept. 30, 2019, the Company had $22.52
million in total assets, $7.23 million in total liabilities, and
$15.29 million in toal stockholders' equity.
The audit opinion included in the Company's annual report for the
year ended Dec. 31, 2018, contains a "going concern" explanatory
paragraph. Marcum LLP, in Hartford, CT, the Company's auditor
since 2016, stated in its report dated April 16, 2019 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.
PROMISE HEALTHCARE: Administrative Claim Deadline Set for Jan. 31
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set Jan. 31,
2020, at 4:00 p.m. (ET) as deadline for all persons and entities to
file application for allowance based on claims against Promise
Healthcare Group LLC and its debtor-affiliates that accrued on and
after May 1, 2019, through and including Sept. 1, 2019, that remain
unpaid.
The Court also set Feb. 28, 2020, at 4:00 p.m. (ET) as deadline for
all persons and entities to submit claims for group health plan
services and supplies covered by the health plan based on the
health plan's terms that remain unpaid.
All Applications for Allowance must be sent to Prime Clerk (i)
electronically through Prime Clerk's website:
https://cases.primeclerk.com/promisehealthcaregroup (but not by
e-mail); or (ii) by regular mail, overnight mail, or hand delivery,
addressed to:
Promise Healthcare Group, LLC Claims
Processing Center
c/o Prime Clerk LLC
850 3rd Avenue, Suite 412
Brooklyn, NY 11232
About Promise Healthcare
Established in 2003, Promise Healthcare is a specialty post-acute
care health company headquartered in Boca Raton, Florida.
Promise Healthcare Group, LLC, and its affiliates sought bankruptcy
protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491).
In the petition signed by Andrew Hinkelman, CRO, the Debtors
estimated assets of up to $50,000 and liabilities of $50 million to
$100 million.
The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis,
LLP, as general counsel; FTI Consulting, as financial and
restructuring advisor; Houlihan Lokey and MTS Health Partners,
L.P., as investment bankers; and Prime Clerk LLC as claims agent.
* * *
As reported by the Troubled Company Reporter Nov. 25, 2019, Promise
Healthcare Group, LLC and its affiliates asked the U.S. Bankruptcy
Court for the District of Delaware to extend the exclusive period
to file a Chapter 11 plan to May 5, 2020, and the period to solicit
acceptances for the plan to July 5, 2020.
PUGNACIOUS ENDEAVORS: S&P Assigns 'B' ICR; Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to global
secondary live events ticketing service provider Pugnacious
Endeavors Inc., with stable outlook.
The rating action follows Pugnacious' announcement that it will
acquire Stubhub from Ebay Inc. in a debt- and equity-financed
transaction valuing Stubhub at $4.05 billion, pending regulatory
approval. The acquisition financing includes a senior secured
credit facility consisting of a $1.48 billion first-lien senior
secured term loan and an undrawn $100 million revolving credit
facility, and $325 million of second-lien senior secured notes.
Meanwhile, S&P assigned its 'B+' issue-level rating to the
first-lien senior secured credit facility and its 'B-' issue-level
rating to the second-lien senior secured notes.
S&P's 'B' issuer credit rating incorporates its view of Pugnacious'
position as a leading secondary ticketing platform for the live
events industry, the company's global reach, the potential for
expanding EBITDA margins through cost reductions, and the company's
good cash flow conversion capabilities. These factors are offset by
the highly competitive nature of the ticketing industry, future
regulatory uncertainty, and the risk of unforeseen delays or
challenges in combining Viagogo and Stubhub, as well as high
leverage at the combined entity.
S&P's stable outlook reflects its expectations that following the
combination of Stubhub and Viagogo the company will maintain
positive organic revenue growth while eliminating duplicative costs
and pursuing substantial cost efficiencies, both of which will
expand EBITDA margins over the next two years. As a result of
achieving these expected large synergy opportunities and revenue
growth over the next two years, S&P expects the company's leverage
to decline from the 9x area in 2020 to the mid-5x area in 2021. The
rating agency also expects FOCF to debt to improve from the
mid-single-digit percentage area in 2020 to the mid-teen percentage
area in 2021.
"We could lower our issuer credit rating on Pugnacious if the
company is unable to achieve meaningful cost efficiency benefits
from the combination of Viagogo and Stubhub resulting in
operational challenges that lead to revenue declines and a lack of
EBITDA margin improvement. In this scenario we would expect FOCF to
debt to remain below 5% on a sustained basis," S&P said.
"We could raise the rating if the company successfully integrates
Stubhub into the Viagogo platform such that it maintains healthy
organic revenue growth and expands EBITDA margins through the
realization of planned cost-reduction initiatives. Under this
scenario we would expect leverage to decline to and remain well
below the 5.5x area. This scenario would also require us to be
convinced that the company and its sponsors will maintain a less
aggressive financial policy evidenced by sustaining leverage below
the 5.5x area," the rating agency said.
PULMATRIX INC: Empery Asset Has 4.9% Stake as of Dec. 31
--------------------------------------------------------
Empery Asset Management, LP, Ryan M. Lane, and Martin D. Hoe
disclosed in an amended Schedule 13G filed with the Securities and
Exchange Commission that as of Dec. 31, 2019, they beneficially own
5,583,644 shares of common stock issuable upon exercise of warrants
of Pulmatrix, Inc., which represents 4.99 percent of the shares
outstanding. The percentage is based on 19,994,560 shares of
Common Stock issued and outstanding as of Oct. 30, 2019, as
represented in the Company's Quarterly Report on Form 10-Q filed
with the SEC on Nov. 1, 2019 and assumes the exercise of the
Company's reported warrants subject to the Blockers. A full-text
copy of the regulatory filing is available for free at the SEC's
website at:
https://is.gd/UckuId
About Pulmatrix
Pulmatrix, Inc. -- http://www.pulmatrix.com/-- is a clinical stage
biotechnology company focused on the discovery and development of
novel inhaled therapeutic products intended to prevent and treat
respiratory diseases and infections with significant unmet medical
needs. The Company's proprietary product pipeline is focused on
advancing treatments for serious lung diseases, including
Pulmazole, inhaled anti-fungal itraconazole for patients with ABPA,
and PUR1800, a narrow spectrum kinase inhibitor for patients with
obstructive lung diseases including asthma and chronic obstructive
pulmonary disease. Pulmatrix's product candidates are based on
iSPERSE, its proprietary engineered dry powder delivery platform,
which seeks to improve therapeutic delivery to the lungs by
maximizing local concentrations and reducing systemic side effects
to improve patient outcomes.
Pulmatrix incurred a net loss of $20.56 million in 2018 following a
net loss of $18.05 million in 2017. As of Sept. 30, 2019, the
Company had $32.92 million in total assets, $18.19 million in total
liabilities, and $14.72 million in total stockholders' equity.
Marcum LLP, in New York, NY, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated Feb.
19, 2019, on the Company's consolidated financial statements for
the year ended Dec. 31, 2018, citing that the Company continues to
have negative cash flow from its operations, 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.
QUIDDITCH ACQUISITION: S&P Affirms 'B-' ICR; Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Quidditch Acquisition Inc. based on its view of Qdoba Restaurant
Corp.'s relatively small operating scale and execution risks
associated with the company's growth strategy.
S&P also affirmed its 'B-' issue-level and '3' recovery ratings on
the company's $204 million first-lien term loan.
The rating affirmation reflects S&P's view that Qdoba Restaurant
Corp. remains exposed to significant execution risk related to its
business improvement and growth initiatives. Qdoba's small
operating scale in the intensely competitive fast-casual segment of
the restaurant industry and its single-brand focus expose it to
fluctuating commodity prices, such as for beef and avocados.
However, S&P acknowledges management's successful initiatives to
spin off from its parent company while returning to positive
same-store sales trends at company-operated units. S&P believes
these successes demonstrate a strengthened business, and with the
carve-out completed, the rating agency believes execution risk has
moderated. Accordingly, S&P is revising its business risk profile
assessment to weak from vulnerable.
The stable outlook reflects S&P's expectation for improved credit
metrics over the next 12 months, including EBITDA margin
improvement of about 300 bps and continued deleveraging from a
growing EBITDA base. S&P projects adjusted leverage of about 4.3x
in 2020. It expects same-store sales growth in the mid-single-digit
area, driven by the closure of underperforming units and some menu
price increases. The rating agency forecasts flat FOCF as Qdoba
invests in growing its store base and improving its technological
capabilities.
"We could lower the rating if we later view the company's capital
structure as unsustainable. This could occur if, for example, the
positive same-store sales momentum reverses and new restaurants
perform below our expectations, while commodity price volatility
results in deteriorating profitability. Such a scenario would
result in overall declining revenues at company-operated units
along with deteriorating EBITDA margins that would lead to
consistently negative FOCF and constrained liquidity," S&P said.
"We could raise the rating if continued positive sales momentum and
successful store openings, along with expense management
initiatives, result in EBITDA margin expansion of about 250 bps
beyond our forecast. This would lead us to believe the business has
strengthened to be in line with other 'B' rated restaurant
companies. For an upgrade, we would also seek clarity regarding the
long-term financial policy since the company is currently for
sale," the rating agency said.
ROCK CREEK: Feb. 5 Hearing on Disclosure Statement
--------------------------------------------------
Judge Lori S. Simpson has ordered that the hearing to consider the
approval of the Disclosure Statement of Rock Creek Baptist Church
of the District of Columbia will be held on Feb. 5, 2020 at 11:00
a.m. in Courtroom 3D of the U.S. Bankruptcy Court, U.S. Courthouse,
6500 Cherrywood Lane, Greenbelt, Maryland 20770.
Jan. 16, 2020, is fixed as the last day for filing and serving
written objections to the Disclosure Statement.
About Rock Creek Baptist Church
of the District of Columbia
Rock Creek Baptist Church of the District of Columbia, based in
Upper Marlboro, MD, filed a Chapter 11 petition (Bankr. D. Md. Case
No. 19-16565) on May 14, 2019. In the petition signed by Jeffrey
L. Mitchell, Sr., pastor, the Debtor was estimated to have up to
$50,000 in assets and $1 million to $10 million in liabilities.
The Hon. Lori S. Simpson oversees the case. The Debtor hires The
Weiss Law Group, LLC, and McNamee Hosea Jernigan Kim Greenan &
Lynch, P.A., as bankruptcy counsel.
RODRIGUEZ-CARDONA: Administrator Unable to Appoint Committee
------------------------------------------------------------
The U.S. bankruptcy administrator on Jan. 11 disclosed in a filing
with the U.S. Bankruptcy Court for the Eastern District of North
Carolina that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Rodriguez-Cardona Property
Holdings, LLC.
About Rodriguez-Cardona Property
Rodriguez-Cardona Property Holdings is a single asset real estate
debtor (as defined in 11 U.S.C. Section 101(51B)), whose principal
assets are located at 300 North Ivey Ave., Siler City, N.C.
Rodriguez-Cardona filed Chapter 11 bankruptcy petition (Bankr.
E.D.N.C. Case No. 19-05486) on Nov. 29, 2019. At the time of
filing, the the Debtor disclosed assets of $1,700,180 and
liabilities of $675,703. The Debtor's counsel is Travis Sasser,
Esq., at Sasser Law Firm.
ROMA USA: Has Interim Approval to Use Cash Collateral
-----------------------------------------------------
Judge James R. Sacca authorized Roma USA, LLC, to use cash
collateral from the Petition Date to January 6, 2020 to fund
ordinary course business expenses and Chapter 11 administration
costs. A copy of the first interim hearing is available at
https://is.gd/4j8ets from PacerMonitor.com at no charge.
Thereafter, the Court extended the Debtor's authority to use cash
collateral through January 21, 2020, pursuant to a second interim
order dated January 9, 2020. The budget provided for $13,775 in
total cash disbursements for the week-ending January 16, 2020,
including $6,000 for accountants' professional fees and $4,000 for
lease payments.
The Court ruled that Renasant Bank and Arcas International, LLC,
are granted (a) valid, binding, enforceable and automatically
perfected liens on and security interests in all personal property
of the Debtor for the diminution in the value of their interests
resulting from the use of cash collateral, (b) an administrative
priority claim under Section 507(b) of the Bankruptcy Code to the
extent the protections afforded for the Debtor's use of any
pre-petition collateral including the cash collateral, prove to be
inadequate. Any 507(b) Claim of Renasant Bank granted under this
interim order will be senior in priority to any 507(b) Claim of
Arcas granted under this interim order.
The Bank asserts a claim against the Debtor for an amount in excess
of $670,000 as of the Petition Date, secured by substantially all
of the Debtor's interests in personal property and operations. The
Bank asserts that its interest is a perfected first priority
security interest pursuant to a UCC Financing filed in Barrow
County Georgia.
Arcas asserts a perfected second priority security interest for an
amount in excess of $191,000 upon substantially all of the Debtor's
interests in personal property, pursuant to a UCC financing filed
in the Fulton County, Georgia.
A copy of the second interim order is available at
https://is.gd/J4MugF from PacerMonitor.com at no charge.
Final hearing on the motion will be held at 10 a.m. on January 21,
2020.
About Roma USA LLC
Founded in 2009 and headquartered in Atlanta, Georgia, Roma USA,
LLC is a manufacturer and distributor of mineral-based paint. The
company sought Chapter 11 protection (Bankr. N.D. Ga. Case No.
19-70378) on December 20, 2019. Judge James R. Sacca oversees the
case. Scroggins & Williamson, P.C., is the Debtor's counsel.
ROMA USA: May Obtain Up to $125K of DIP Loan from Arcas
-------------------------------------------------------
Judge James R. Sacca authorized Roma USA, LLC, to obtain
postpetition credit from Arcas International LLC pursuant to the
terms of the DIP loan agreement subject to certain limitations,
that, Arcas may provide postpetition loans to the Debtor up to a
total amount of $125,000.
The DIP loans, which will be used to fund expenses of operations
and administration of the Debtor's Chapter 11 case, will be secured
by a security interest in and liens on all of the Debtor's assets,
junior only to the prepetition and postpetition liens and security
interests of Renasant Bank.
The Court further ruled that:
(a) the Debtor's failure to obtain an approval of the Bank and
authorization from the Court, on or before January 21, 2020 to
advance additional funds as may be necessary to fund the Debtor's
business operation and the administration of its Chapter 11 case,
shall constitute a default under the DIP loan agreement;
(b) as adequate protection for any diminution in the value of
the Bank's interests in its prepetition collateral, Renasant Bank
has been granted:
* the right to receive a cash payment from Debtor in the
amount of $2,500 during the week ending Jan. 10, 2020;
* senior replacement liens and security interests in and to
all personal property of Debtor both existing before and arising
after the Petition Date on a senior basis; and
* a super priority claim under Section 507(b) of the
Bankruptcy Code.
The adequate protection liens and claims afforded to the Bank under
the cash collateral Orders, and all liens, security interests and
claims held by the Bank under its prepetition loan documents with
Debtor, will be senior in priority and payment rights to any liens
and claims granted to or held by Arcas in connection the DIP loan
or otherwise.
A copy of the interim DIP order is available for free at
https://is.gd/n7vwgL from PacerMonitor.com.
A final hearing on the Motion will be held at 10:00 a.m. on Jan.
21, 2020 from PacerMonitor.com free of charge.
About Roma USA LLC
Founded in 2009 and headquartered in Atlanta, Georgia, Roma USA,
LLC is a manufacturer and distributor of mineral-based paint. The
company sought Chapter 11 protection (Bankr. N.D. Ga. Case No.
19-70378) on December 20, 2019. Judge James R. Sacca oversees the
case. Scroggins & Williamson, P.C., is the Debtor's counsel.
ROMA USA: Seeks to Obtain Junior Secured Debt from Arcas Int’l
----------------------------------------------------------------
Roma USA, LLC, asked permission from the Bankruptcy Court to obtain
a junior secured debt of up to $591,171 from Arcas International,
LLC in order to continue its business operations. Arcas holds a
perfected second priority security interest for an amount in excess
of $191,000 upon substantially all of the Debtor's personal
property, on account of a loan it granted to the Debtor before the
Petition Date. The Debtor proposed to obtain an initial advance of
$191,717 to pay the outstanding balance on the Arcas pre-petition
loan and to provide adequate protection to Arcas.
The DIP loan would bear interest at a fixed rate of 9% per annum,
and an interest rate at 14% per annum in the event of default.
The outstanding principal balance, and any accrued but unpaid
interest and charges, would be due on or before March 15, 2020,
unless earlier terminated due to an event of default.
The DIP loans would be secured by an interest in and liens on all
of the Debtor's assets. The security interest and liens granted to
Arcas would be junior only to the liens and security interests of
Renasant Bank and any other valid security interests that existed
as of the Petition Date.
The DIP loan agreement provided for these milestones:
(1) On or before January 31, 2020, the Debtor shall have
executed an agreement for the purchase of substantially all of its
assets subject to higher or better bids, or shall have filed a Bid
Procedures Motion without a Stalking Horse APA;
(2) On or within five days of the Debtor's execution of the
Stalking Horse APA, the Debtor shall have filed a motion for
approval of bidding procedures or such other motion as shall
facilitate the sale of the Debtor's assets;
(3) Within 25 days of the Debtor's filing of the Bid Procedures
Motion, the Debtor shall have obtained an order from the Bankruptcy
Court granting the Bid Procedures Motion;
(4) On or before February 28, 2020, the Debtor shall have
received the approval of the Bankruptcy Court to sell all or
substantially all of its assets, pursuant to an order of the
Bankruptcy Court, and such sale order becomes a final order; and
(5) On or before February 28, 2020, the Debtor shall have closed
the sale of substantially all of its assets, which sale proceeds
shall be used (i) first, to pay all senior secured obligations to
the Bank in full and (ii) second, to pay all obligations to lender
under the DIP loan documents, in full.
A copy of the financing motion is available at https://is.gd/qnXkVa
from PacerMonitor.com free of charge.
About Roma USA LLC
Founded in 2009 and headquartered in Atlanta, Georgia, Roma USA,
LLC is a manufacturer and distributor of mineral-based paint. The
company sought Chapter 11 protection (Bankr. N.D. Ga. Case No.
19-70378) on December 20, 2019. Judge James R. Sacca oversees the
case. Scroggins & Williamson, P.C., is the Debtor's counsel.
ROMA USA: Seeks to Use Cash Collateral to Continue Operations
-------------------------------------------------------------
Roma USA is a party to one or more credit agreements with Renasant
Bank who made certain loans to the Debtor in excess of $500,000
prior to the Petition Date. The Bank may assert liens and security
interests in certain of the Debtor's personal property used in its
operations.
The Debtor now seeks permission from the Bankruptcy Court to use
cash collateral to meet its ongoing obligations and to preserve the
value of its assets.
As adequate protection, the Debtor will give the Bank a replacement
lien in postpetition accounts receivable and proceeds thereof to
the extent said prepetition liens are a valid, properly perfected
and enforceable interest, and in the same relative priority.
A copy of the motion is available free of charge at
https://is.gd/tRyHIg from PacerMonitor.com.
About Roma USA LLC
Founded in 2009 and headquartered in Atlanta, Georgia, Roma USA,
LLC is a manufacturer and distributor of mineral-based paint. The
company sought Chapter 11 protection (Bankr. N.D. Ga. Case No.
19-70378) on December 20, 2019. Judge James R. Sacca oversees the
case. Scroggins & Williamson, P.C., is the Debtor's counsel.
RYDER CONTRACTING: Unsecured Creditors Out of Money in Plan
-----------------------------------------------------------
Debtor Ryder Contracting, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of West Virginia a liquidating
Chapter 11 plan.
All Debtor's assets will be sold at auction. Secured creditors
will receive ratable distribution based upon approved claims.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of the Plan has valued
at approximately 0 cents on the dollar. The Plan does not
contemplate a distribution to equity holders.
The Debtor anticipates completely liquidating its assets, going out
of business and ceasing to exist. The Debtor has exhausted its
resources and its options in an attempt to financially reorganize
its business. It has elected to liquidate through Chapter 11 in
attempt to maximize the proceeds from the sale of its assets while
at the same minimizing the selling and administrative expenses
associated with its liquidation.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/w6d9rad from PacerMonitor.com at no charge.
About Ryder Contracting
Ryder Contracting, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-20087) on March 4,
2019. At the time of the filing, the Debtor had estimated assets of
less than $50,000 and liabilities of less than $50,000. The case
has been assigned to Judge Frank W. Volk. The Debtor tapped the
Law Office of John Leaberry as its bankruptcy counsel.
SALDAP LLC: Higher Ground Buying All Assets for $3.6 Million
------------------------------------------------------------
Saldap, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of Texas to authorize the sale of substantially all assets
to Higher Ground Education, Inc. for $3,636,000.
The Debtor operates a school providing infant care, after-school
and summer programs, and early childhood education based on the
Montessori philosophy. It also owns the real property located at
6800 Bountiful Grove, McKinney, Texas out of which the Business
operates.
By way of the Motion, the Debtor asks authority to sell the
substantially all of its assets, including the Property and the
Business, to the Buyer pursuant to those certain sale agreements
for a total purchase price of $3,636,000.
The Purchase Price is payable as follows:
a) Within two business days after the Court enters the order
approving the Sale, the sum of $20,000 by the Buyer's certified
check or official bank check payable to First American Title Co.,
or by wire transfer of immediately available federal funds to an
account at such bank as designated by the Escrow Agent. Any
interest earned on the principal portion of the Initial Deposit
will be deemed to be part of the Initial Deposit and will be paid
together with the principal portion of the Initial Deposit, it
being understood and agreed that if the transaction contemplated
under this Agreement closes, any interest earned on the Initial
Deposit will be credited to the Buyer by applying the same against
the Purchase Price.
b) If the Buyer elects to extend the Due Diligence Period, it
shall, within two business days following such election, deposit
with Escrow Agent an amount equal to $10,000 as an additional
deposit by the Buyer's certified check, or official bank check
payable to Escrow Agent, or by wire transfer of immediately
available federal funds to an account at such bank as designated by
the Escrow Agent. Any interest earned on the principal portion of
the Additional Deposit will be deemed to be part of the Additional
Deposit and will be paid together with the principal portion of the
Additional Deposit, it being understood and agreed that if the
transaction contemplated under the Agreement closes, the Initial
Deposit, the Additional Deposit any interest earned thereon will be
credited to the Buyer by applying the same against the Purchase
Price.
Notwithstanding the foregoing, if the Buyer delivers a Termination
Notice to Seller on or prior to the expiration of the extended Due
Diligence Period, the Additional Deposit will not be
refundable to the Buyer, but the Initial Deposit will be refundable
to Buyer in connection with the delivery of such Termination
Notice. If the Buyer does not deliver a Termination Notice
pursuant to Section 3.03 of the Sale Agreement, the Additional
Deposit will be refundable to Buyer to the same extent that the
Initial Deposit is refundable to the Buyer thereunder following the
expiration of the Due Diligence Period.
c) The balance of the Purchase Price, subject to any credits
or apportionments as provided for under the Sale Agreement, will be
paid to Escrow Agent on the Closing Date by certified or official
bank checks or by one or more wire transfers of immediately
available federal funds to an account designated by Escrow Agent.
Under the Sale Agreement, the Buyer has a 60-day inspection period
that it can extend for an additional 30 days, and the Due Diligence
Period doesn't begin until the date the Court enters an order
approving the Motion. The Debtor accordingly asks expedited
consideration of the Motion so the parties can work to close the
sale at the earliest possible date.
By way of the Motion, the Debtor asks authority to sell the
Property to the Buyer free and clear of all liens, interests, and
encumbrances.
Bancorp South and the Collin County taxing authority each assert
liens in and against the Property. The Debtor asks authority to
pay in full at closing from the sale proceeds any taxes owed to
secured taxing authorities, Bancorp, and normal closing costs,
including the commissions due to the Debtor's and the Buyer's
respective brokers. The remaining proceeds will be deposited into
the Debtor's DIP account and distributed through a plan of
reorganization.
Time is of the essence to the sale. Accordingly, pursuant to
Bankruptcy Rule 6004(g), the Debtor asks that the Court waives the
14-day automatic stay of any final order granting the Motion and
order that the final relief requested in the Motion may be
immediately available upon the entry of an order approving the
sale.
A copy of the Agreement is available at https://tinyurl.com/wgypvzr
from PacerMonitor.com free of charge.
The Purchaser:
HIGHER GROUND EDUCATION, INC.
10 Orchard, Suite 200
Lake Forest, CA 92630
Attn: Rebecca Girn, Esq., General Counsel
Telephone: (949) 836-9401
E-mail: legalnotices@tohigherground.com
About Saldap, LLC
Saldap, LLC, doing business as Prime Montessori, formerly doing
business as Joyous Montessori McKinney, is a domestic for-profit
corporation conducting business at 6800 Bountiful Grove, McKinney,
Collin County, Texas that provides child day care services.
Saldap, LLC sought Chapter 11 protection (Bankr. E.D. Tex. Case No.
19-41988) on July 26, 2019. The case is assigned to Judge Brenda
T. Rhoades. In the petition signed by Janaki R. Poluru, manager,
the Debtor was estimated to have assets and liabilities in the
range of $1 million to $10 million. The Debtor tapped Melissa S.
Hayward, Esq., at Hayward & Associates PLLC as counsel.
SEMILEDS CORP: Files Form 10-Q for Quarter Ended Nov. 30
--------------------------------------------------------
SemiLEDs Corporation has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
attributable to the company's stockholders of $317,000 on $1.56
million of net revenues for the three months ended Nov. 30, 2019,
compared to a net loss attributable to the company's stockholders
of $978,000 on $972,000 of net revenues for the three months ended
Nov. 30, 2018.
As of Nov. 30, 2019, the Company had $12.74 million in total
assets, $11.26 million in total liabilities, and $1.48 million in
total equity.
The Company has suffered losses from operations of $3.7 million and
$3.7 million, and used net cash in operating activities of $3.5
million and $1.2 million for the years ended Aug. 31, 2019 and
2018, respectively. Gross profit on product sales was $452,000 for
the year ended Aug. 31, 2019 and gross loss was $435,000 for the
year ended Aug. 31, 2018. Loss from operations and net cash used
in operating activities for the three months ended Nov. 30, 2019
were $559,000 and $324,000, respectively. Further, at Nov. 30,
2019, the Company's cash and cash equivalents was down to $688,000.
These facts and conditions raise substantial doubt about the
Company's ability to continue as a going concern.
A full-text copy of the Form 10-Q is available for free at the
SEC's website at:
https://is.gd/kEExIY
About SemiLEDs
Headquartered in Miao-Li County, Taiwan, R.O.C., SemiLEDs --
http://www.semileds.com/-- develops and manufactures LED chips and
LED components for general lighting applications, including street
lights and commercial, industrial, system and residential lighting,
along with specialty industrial applications such as ultraviolet
(UV) curing, medical/cosmetic, counterfeit detection, horticulture,
architectural lighting and entertainment lighting.
SemiLEDs reported a net loss of US$3.56 million for the year ended
Aug. 31, 2019, compared to a net loss of US$2.98 million for the
year ended Aug. 31, 2018. As of Aug. 31, 2019, the Company had
US$11.66 million in total assets, US$9.87 million in total
liabilities, and US$1.79 million in total equity.
KCCW Accountancy Corp, in Diamond Bar, California, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Nov. 20, 2019, citing that the Company incurred
recurring losses from operations and has an accumulated deficit,
which factors raise substantial doubt about its ability to continue
as a going concern.
SIGMA LOGISTICS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee on Jan. 10, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Sigma Logistics, Inc.
About Sigma Logistics
Sigma Logistics, Inc. is a full service logistics provider that
specializes in dedicated operations. It is equipped to warehouse
dry products and transport both dry and refrigerated products.
Sigma Logistics filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Ga. Case No. 19-69496) on Dec. 4, 2019. In its petition, the
Debtor estimated $500,000 to $1 million in assets and $1 million to
$10 million in liabilities. The petition was signed by Tarrance
Houston, authorized representative. Judge Paul Baisier oversees
the case. The Debtor is represented by Leslie M. Pineyro, Esq., at
Jones & Walden, LLC.
SIX FLAGS: S&P Alters Outlook to Negative, Affirms 'BB' ICR
-----------------------------------------------------------
S&P Global Ratings revised its rating outlook to negative from
stable and affirmed the 'BB' issuer credit rating on Six Flags
Entertainment Corp.
The rating agency also affirmed the 'BBB-' rating on the company's
senior secured credit facility ($800 million term loan B due 2026
and $350 million revolving credit facility due 2024) and 'BB-'
rating on the senior unsecured notes ($1 billion due 2024 and $500
million due 2027).
S&P expects Six Flags to report 2019 results that will result in
weak lease adjusted debt to EBITDA around the rating agency's 4x
downgrade threshold. Operating performance in 2019 was below
S&P's expectations, particularly due to revenue challenges in the
fourth quarter due to lower year-over-year attendance because of
disappointing season pass and membership sales during the holiday
sales period. If weakness in season pass and membership sales
carries over into 2020, this could contribute to increased
operating variability and challenge the company's ability to reduce
leverage in 2020. Additionally, the announcement that Six Flag's
Chinese partner Riverside Investment Group defaulted on its payment
obligations to the company will result in no revenue realized from
China international agreements and calls into question the
international licensing deals in China.
The negative outlook reflects S&P's expectation that the company's
leverage will be weak near the rating agency's downgrade threshold
of 4x through 2020.
"We would likely lower the rating if we believed that persistent
operating underperformance, a change in financial policy or a
leveraging transaction would result in the company operating with
leverage above 4x on a sustained basis," S&P said.
"We could return the outlook to stable if we were more certain that
recent operating challenges were temporary and that EBITDA growth
or debt repayment would result in leverage sustained below 4x," the
rating agency said.
SPERLING RADIOLOGY: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Sperling Radiology PC PA, according to court dockets.
About Sperling Radiology P.C.
Sperling Radiology P.C., P.A. is a privately held company in Delray
Beach, Fla., that offers radiology services.
Sperling Radiology filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-26480) on Dec. 10, 2019. In the petition signed by Sam
Farbstein, chief operating officer, the Debtor was estimated to
have $1 million to $10 million in both assets and liabilities.
Philip J. Landau, Esq. at Shraiberg, Landau & Page, P.A., is the
Debtor's counsel.
SUPPERTIME INC: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Suppertime Inc., according to court dockets.
About Suppertime
Suppertime, Inc., operates as a restaurant known as Hurricane Cafe,
which is located in Juno Beach, Florida.
Suppertime sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 19-25666) on Nov. 20, 2019. In the
petition signed by G. Scott Philip, president, the Debtor was
estimated to have assets under $100,000 and less than $1 million in
debts. The Debtor is represented by Craig I. Kelley, Esq., at
Kelley, Fulton & Kaplan, P.L. Judge Mindy A. Mora oversees the
case, replacing Judge Erik P. Kimball.
TALLAPOOSA RENEWABLE: Trustee May Use Cash on Interim Basis
-----------------------------------------------------------
Judge W. Homer Drake of the U.S. Bankruptcy Court for the Northern
District of Georgia authorized Leslie Pineyro, in her capacity as
Chapter 11 Trustee for the estate of Tallapoosa Renewable Green
Energy, Inc., is to use cash collateral on an interim basis subject
to the terms of the Order until further order of the Court.
Trustee is authorized to use Cash Collateral received or held by
the Estate for payment of the necessary and reasonable expenses of
maintaining and preserving the Property and Tenants for the
following items (1) insurance premiums pursuant to the Financing
Agreement, (2) utilities, (3) sprinkler certification and
maintenance, (4) pest control, (5) quarterly fees due to the United
States Trustee, and (6) other matters or amounts (i) consented to
by R. Richard Sargent or (ii) allowed or awarded pursuant to orders
entered by the Court after any appropriate notice and hearing.
Notwithstanding anything to the contrary herein, Trustee may use
Cash Collateral to pay the actual post-petition amount owed or
deposit required to any utility, taxing authority (for
post-petition taxes), the United States Trustee or insurance
company as actually due and necessary.
In its motion, the Debtor disclosed that R. Richard Sargent is the
holder through assignment of a promissory note and deed to secure
debt encumbering the Property. The Debtor owes monthly payments to
Sargent of $ 9,337.52 under the terms of the Loan. Sargent is also
the judgment creditor on a $2,000,000 tort judgment against Debtor
and several other entities under common ownership and control. The
Judgment is currently under appeal to the Georgia Court of
Appeals.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/EaWg5r at no charge.
About Tallapoosa Renewable Green Energy
Based in Tallapoosa, Ga., Tallapoosa Renewable Green Energy, Inc.
sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 19-12150) on
Oct 30, 2019, listing under $1 million in both assets and
liabilities. The case is assigned to Judge W. Homer Drake. Howard
P. Slomka, Esq., at Busch Slipakoff Mills & Slomka, is the Debtor's
counsel.
The Office of the U.S. Trustee on Dec. 4, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case.
TEPA PROPERTIES: La Aurora Wants to Prohibit Cash Collateral Use
----------------------------------------------------------------
La Aurora Management, Inc. asks the U.S. Bankruptcy Court for the
Southern District of Florida for an order prohibiting Tepa
Properties LLC's use of its cash collateral and for an order
granting it prospective in rem stay relief or, in the alternative,
to convert the case to Chapter 7 or appoint a Chapter 11 Trustee.
La Aurora is a secured creditor by virtue of four mortgage liens on
commercial real property owned by the Debtor located at 8800 SW 56
Street, Miami, Florida. As a result of the Debtor's breach of the
payment obligations under the loans La Aurora initiated a state
court foreclosure action, La Aurora Management, Inc. vs Tepa
Properties, LLC, et al, that was assigned case number
198-29012-CA01. A Final Judgment of Foreclosure was entered in
favor of La Aurora in the amount of $5,006,477.00 that set a
judicial sale of the Real Property for Dec. 4, 2019, which was
stopped by Debtor's bankruptcy filing.
The Debtor through an affiliated company, Chambao USA, LLC,
operates a restaurant business out of the Real Property known as
Chambao Restaurant. To date the Debtor continues to operate the
restaurant business but has failed to pay Real Property tax for 3
years totaling $160,306; failed to maintain insurance on the Real
Property; failed to pay junior lien holders; failed to pay Employee
Federal Withholding Tax totaling $18,718; failed to pay Sales and
Use Tax totaling $72,411; failed to pay employee wages; failed to
maintain its state restaurant license and; failed to pay vendors.
La Aurora claims that the income generated by the Real Property is
its cash collateral and the Debtor is prohibited from using the
cash collateral without its consent or an order from the Court. La
Aurora believes that the Debtor is collecting and using its cash
collateral, but the Debtor has not obtained La Aurora's consent nor
requested the Court for an Order authorizing the use of cash
collateral.
About Tepa Properties LLC
Tepa Properties LLC manages commercial real estate. Tepa filed a
Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-26228), on Dec.
3, 2019. At the time of filing, the Debtor was estimated to have $1
million to $10 million in assets and $1 million to $10 million in
liabilities. The petition was signed by Gerardo Arquero Pereda,
member manager. The case is assigned to Judge A. Jay Cristol. The
Debtor is represented by Clara G. Martinez, Esq. at Clara Martinez
Law PA.
TRAFFIC MONSOON: In Receivership; Claims Due April 10
-----------------------------------------------------
The U.S. District Court for the District of Utah has ordered that
all creditors of Traffic Monsoon LLC and Charles David Scoville,
including those who invested in AdPacks offered by Traffic Monsoon,
must electronically submit a proof of claim through a claim portal
prior April 10, 2020, at 11:59 p.m. (Mountain Time) to be
considered eligible to receive distribution from the receivership
estate being administered by Peggy Hunt, the appointed receiver.
All proofs of claim must be actually uploaded to and submitted on
the approved claim portal at
http://www.trafficmonsoonreceivership.com.
The appointed receiver can be reached at:
Peggy Hunt, Esq.
Traffic Monsoon Receiver
Dorsey & Whitney LLP
111 S. Main Street, Suite 2100
Salt Lake City, UT 84111-2176
Traffic Monsoon Receivership Hotline:
Toll-free in North America: 888-522-8926
Outside of North America: +1-503-520-4483
Traffic Monsoon Receivership Email:
TrafficMonsoonInquiries@epiqglobal.com
Persons or entities without access to internet, must send a letter
to:
Traffic Monsoon Receivership Claims Processing Center
c/o Epiq Corporate Restructuring LLC
10300 SW Allen Blvd.
Beaverton, OR 97005
Traffic Monsoon LLC offers and sells seven different internet
advertising products.
TURIN AVIATION: Proposes Moecker Auction of Jet Provost
-------------------------------------------------------
The Turin Aviation Group, LLC, asks the U.S. Bankruptcy Court for
the Middle District of Florida (i) to authorize the auction sale of
the 1970 BAC Jet Provost MK5A, and (ii) to approve the retention of
Moecker Auctions, Inc. to serve as the auctioneer and the
compensation negotiated between the Debtor and the Auction Company.
The Debtor owns the Jet Provost. To the best of the Debtor's
knowledge, the Jet Provost is free of any liens and/or
encumbrances.
Subject to the conditions set forth elsewhere in the Motion, the
Debtor asks authority to sell its Provost N300LT pursuant to the
terms herein via an auction process. The auction will be conducted
by the Auction Company.
The Debtor has selected the Auction Company to serve as auctioneer
on the terms set forth in the Auction Agreement. The Auctioneer
has significant experience with auctions in general and of
auctioning aircraft parts, equipment, ground service equipment and
liquidations of airlines and aviation companies. The terms of the
proposed compensation are outlined in the Auction Agreement and the
Auction Company's affidavit of disinterestedness.
The Auction Company will market and notice the auction consistent
with Exhibit A. It will conduct the auction as an ordinary,
typical auction and require bidders to timely perform as required.
The auction will be conducted at the Zephyrhills Municipal Airport,
39450 South Avenue, Hangar 200A-200B, Zephyrhills, Florida 33542 on
Feb. 18, 2020. The Jet Provost will be sold "As-Is" with no
representations or warranties of any kind, except those relating to
the Debtor's conveyance of good and marketable title, free and
clear of liens, claims, and encumbrance. The auction sale will
have a reserve of $50,000.
To the extent a creditor asserts a lien on the proceeds of the
sale, the lien will be transferred to the sale proceeds equal in
dignity, priority, and validity as it existed prepetition. The
sale proceeds will be held in the Debtor's counsel's escrow account
pending further order of the Court.
The proposed sale is supported by sound business justifications.
The sale of the Jet Provost is important to the Debtor's
reorganization effort since it will pay down debt and dispose of an
asset not essential to its operations. Finally, the sale proceeds
will help fund the payment to administrative claimants and
unsecured creditors after valid liens and encumbrances are either
paid or accounted for.
Upon receipt of sale proceeds paid into the Debtor's counsel's
escrow account, the Debtor will file a notice with the Court
disclosing the total proceeds received.
A copy of the Auction Agreement is available at
https://tinyurl.com/thy38hb from PacerMonitor.com free of charge.
The Auctioneer:
MOECKER AUCTIONS, INC.
Eric Rubin, V.P., Chief Auctioneer
1883 Marine Mile Blvd, Suite 106
Fort Lauderdale, FL 33315
Telephone: (954) 252-2837
E-mail: erubin@moeckerauctions.com
About Turin Aviation Group
Turin Aviation Group is a family of Companies that include Falcon
Aircraft Services, Vintage Aero, Inc., and the newly established
Turin Advance Concepts
Turin Aviation Group, LLC, filed a Voluntary Petition for Relief
under Chapter II of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
19-01890) on March 6, 2019. The Debtor estimates $500,001 to $1
million in assets and $100,001 to $500,000 in liabilities. The
Debtor tapped Johnson Pope Bokor Ruppel & Burns, LLP as its legal
counsel.
TURNING POINT: S&P Alters Outlook to Negative, Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
U.S.-based Turning Point Brands (TPB) and revised the outlook to
negative. S&P also affirmed its 'BB' rating on the company's
first-lien debt.
The outlook revision reflects the significant deterioration in
credit metrics. TPB's credit metrics deteriorated significantly
after the sizable convertible debt issuance last summer and weaker
than expected profitability due to its pressured vaping business.
Pro forma leverage increased to the low-5x area as of Sept. 30,
2019, from 3.6x at June 30, 2019. While the issuance in itself was
a leveraging event, it did not warrant a rating action at the time
given S&P's expectation for continued healthy profit growth that
would help sustain leverage comfortably below 5x. S&P estimates
leverage will have increased to the mid-5x area at the end of
fiscal 2019 due to a continued performance drag from the company's
vaping business and restructuring charges in the fourth quarter.
Nevertheless, S&P is affirming its ratings because it expects the
company will reduce debt below 5x over the next 12 months through a
combination of growth in the company's other core tobacco
categories, cost savings from restructuring initiatives, and profit
contributions from acquisitions.
The negative outlook reflects the potential for a lower rating if
operating performance continues to weaken and the company fails to
reduce debt in line with S&P's expectations.
"We could lower the rating if the company does not reduce leverage
to below 5x in the next 12 months, which could occur if operating
performance continues to weaken or if financial policies become
even more aggressive. Operating performance could continue to
deteriorate if further negative regulatory developments damage its
vaping business, the company fails to deliver cost savings on its
restructuring program, or its tobacco-related segments weaken,
potentially due to rising gas prices," S&P said.
"We could revise the outlook to stable if the company reduces
leverage comfortably below 5x and we have confidence that
regulatory actions or negative headlines will not cause a
substantial drop in profitability," the rating agency said.
VASCULAR ACCESS: Seeks Court Approval to Hire E-Discovery Vendor
----------------------------------------------------------------
Vascular Access Centers, L.P. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
e-discovery firm Reliable.
The firm will provide services, including forensic collection,
analysis, reporting, processing, hosting, project management and
production services on the Debtor's email accounts and
smartphones.
Reliable will charge the Debtor its normal rates, which range from
$125 per hour for project management to $225 per hour for forensic
analysis. The retainer fee is $2,500.
Daniel Reich, a senior sales consultant at Reliable, disclosed in
court filings that his firm is "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code.
About Vascular Access Centers
Vascular Access Centers -- https://www.vascularaccesscenters.com/
-- provides comprehensive dialysis access maintenance including
thrombectomy and thrombolysis, fistulagrams, fistula maturation
procedures, vessel mapping, central venous occlusion treatment and
complete catheter services. Its centers offer an alternative
setting for a wide spectrum of vascular interventional procedures,
including central venous access for oncology, nutritional and
medication delivery, venous insufficiency (including venous ulcer
and non-healing ulcer treatments), peripheral arterial disease
(PAD), limb salvage, uterine fibroid embolization and pain
management.
On Nov. 12, 2019, an involuntary petition was filed against
Vascular Access Centers under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Case Number. 19-17117). The petition was filed by
creditors Philadelphia Vascular Institute, LLC, Metter & Company
and Crestwood Associates, LLC. David Smith, Esq., at Smith Kane
Holman, LLC, is the petitioner's counsel.
On Nov. 13, 2019, the Debtor consented to the relief sought under
Chapter 11.
Judge Ashely M. Chan is the presiding judge.
The Debtor tapped Dilworth Paxson LLP as its legal counsel.
VERITY HEALTH: Seeks to Extend Exclusivity Period to March 2
------------------------------------------------------------
Verity Health System of California, Inc. and its affiliates asked
the U.S. Bankruptcy Court for the Central District of California to
extend the exclusivity period to file a Chapter 11 plan of
reorganization to March 2 and the period to solicit acceptances for
the plan to April 30.
The requested extension, if granted, will facilitate moving the
[bankruptcy process] forward toward a fair and equitable resolution
of the plan.
Earlier in May 2019, the court approved the sale of substantially
all of the assets of St. Francis Medical Center, St. Vincent
Medical Center, St. Vincent Dialysis Center and Seton Medical
Center, including Seton Coastside, to Strategic Global Management,
Inc.
The companies have already drafted and filed their plan and
disclosure statement, and negotiated with major constituents in
their bankruptcy cases concerning the plan. The closing of the SGM
sale is one of the conditions precedent to the effective date of
the plan. The companies made significant progress in resolving
objections to the plan and disclosure statement.
However, the SGM sale -- which has been pending for nearly a year
and upon which the plan was premised -- did not close, which has
required the companies to shift to Plan B. Consequently, the
companies must prepare adequate information related to the recent
termination of the SGM asset purchase agreement and the
implementation of Plan B. Both recent developments will require
material modifications to the current plan and disclosure
statement. Consequently, the Debtors seek an extension to allow
them to continue to address these issues while retaining
exclusivity (including amendments to the plan).
About Verity Health System
Verity Health System -- https://www.verity.org/ -- operates as a
non-profit health care system in the state of California, with
approximately 1,680 inpatient beds, six active emergency rooms, a
trauma center, and a host of medical specialties, including
tertiary and quaternary care. Verity's two Southern California
hospitals are St. Francis Medical Center in Lynwood and St. Vincent
Medical Center in Los Angeles. In Northern California, O'Connor
Hospital in San Jose, St. Louise Regional Hospital in Gilroy, Seton
Medical Center in Daly City and Seton Coastside in Moss Beach are
part of Verity Health. Verity Health also includes Verity Medical
Foundation.
With more than 100 primary care and specialty physicians, VMF
offers medical, surgical and related healthcare services for people
of all ages at community-based, multi-specialty clinics
conveniently located in areas served by the Verity hospitals.
Verity Health System was created in a transaction approved by
California Attorney General Kamala Harris and completed in December
2015.
Verity Health System of California, Inc., and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Lead Case No. 18-20151) on Aug. 31, 2018. In the petition
signed by CEO Richard Adcock, Verity Health estimated assets of
$500 million to $1 billion and liabilities of $500 million to $1
billion.
Judge Ernest M. Robles oversees the cases.
The Debtors tapped Dentons US LLP as their bankruptcy counsel;
Berkeley Research Group, LLC, as financial advisor; Cain Brothers
as investment banker; and Kurtzman Carson Consultants as claims
agent.
The official committee of unsecured creditors formed in the case
retained Milbank, Tweed, Hadley & McCloy LLP as counsel.
WESCO INTERNATIONAL: Moody's Reviews Ba3 CFR for Downgrade
----------------------------------------------------------
Moody's Investors Service placed all ratings of WESCO
International, Inc., including the Ba3 Corporate Family Rating and
WESCO Distribution, Inc.'s B1 senior unsecured rating, under review
for downgrade. This action follows the announced merger agreement
with Anixter International Inc.
On January 13, Anixter and WESCO announced that their respective
boards of directors had approved a definitive merger agreement
whereby WESCO would acquire Anixter in a transaction valued at $4.5
billion. The transaction is expected to be funded with a
combination of cash, WESCO stock and perpetual preferred stock and
is expected to close in the second or third quarter of 2020.
"The acquisition would consolidate one of Wesco's competitors in
data security and utilities while strengthening its position in
Anixter's core wire and cable segment," said Griselda Bisono, Vice
President -- Senior Analyst at Moody's. "Nonetheless, the
combination with Anixter represents a highly transformative
acquisition for WESCO, bringing with it integration risk and much
higher leverage."
The rating review will focus on the impact of the transaction on
WESCO's capital structure, liquidity and forward looking cash flow
of the combined company as well as plans to reduce acquisition
debt. The review will also consider the potential benefits of the
combined firm's larger scale, the broader opportunities for
synergies and the costs of achieving them.
With a combined revenue base of $17 billion, WESCO's improved scale
and diversification would provide the company with a competitive
advantage over smaller distributors. The merger however, will be
leveraging for WESCO, with funding for the transaction's $4.5
billion value split approximately 60% debt and 40% equity. Proforma
Debt/EBITDA for the combined entity is projected to be
approximately 5.2x and assumes full equity treatment of the
preferred stock consideration.
The following ratings were placed on review for downgrade:
Issuer: WESCO International, Inc.
Corporate Family Rating at Ba3
Probability of Default Rating at Ba3-PD
Issuer: WESCO Distribution, Inc.
Senior Unsecured Rating at B1 (LGD5)
Gtd Senior Unsecured Rating at B1 (LGD5)
Unchanged:
Issuer: WESCO International, Inc.
The Speculative Grade Liquidity rating remains unchanged at SGL-1
Outlook Actions:
Issuer: WESCO International, Inc
Outlook, Changed to Rating Under Review from Stable
Issuer: WESCO Distribution, Inc.
Outlook, Changed to Rating Under Review from Stable
RATINGS RATIONALE
WESCO's Ba3 current CFR reflects the company's well-established
position as a global distributor of electrical, industrial and
communications products and services, good liquidity position and
good credit metrics. The rating also reflects recent improvement in
the company's end markets, particularly the construction and
industrial sectors, which bodes well for continued demand of WESCO
products and services. These credit strengths are offset by
operating margin volatility, competitive pressures and a limited
ability to pass on higher costs. WESCO has recently implemented
margin improvement initiatives which should result in steady
improvement in this metric over time.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
Headquartered in Pittsburgh, Pennsylvania, WESCO is a leading
distributor of electrical, industrial, construction products,
communications maintenance, repair and operating supplies in North
America. The company primarily operates in the US and Canada with
approximately 500 branches and generates approximately $8.3 billion
in revenues.
WHEATON MEDICAL: May Use Cash Collateral Until End of January
-------------------------------------------------------------
Judge Donald R. Cassling authorized Wheaton Medical, S.C., to use
cash collateral during the period from Dec. 30, 2019 through Jan.
31, 2020, pursuant to the budget, subject to the permitted
variance.
As adequate protection for the Debtor's continued use of the cash
collateral, Merchants LLC, On Deck Capital, Inc., AKF Inc., dba
Fundkite, Chrome Capital and EBF Partners, LLC, dba Everest
Business Funding, and The Huntington National Bank are granted
replacement liens attaching to the collateral to the extent of
their pre-petition liens.
Judge Cassling directed the Debtor to pay, on a monthly basis,
$5,000 to AKF and $2,500 to Everest as adequate protection
payments.
Final hearing on the motion is scheduled on January 28, 2020 at
10:30 a.m. Objections must be filed by 12 p.m. on January 27,
2020.
A copy of the interim order is available for free at
https://is.gd/Ze6zOT from PacerMonitor.com.
About Wheaton Medical
Wheaton Medical, S.C., is a medical group offering non-surgical,
non-invasive treatment for chronic and severe back pain.
Wheaton Medical sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-17922) on June 24,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $50,000 and liabilities of between $1 million
and $10 million. The case is assigned to Judge Donald R. Cassling.
Lynch Law Offices, P.C., is the Debtor's bankruptcy counsel.
WOMEN’S CENTER: Gets Interim Approval to Use Cash Collateral
--------------------------------------------------------------
Based on a memo filed in Court, Judge Karen Jennemann granted the
motion to use cash collateral filed by Women's Center of Ft.
Lauderdale, LLC on a preliminary basis. Hearing on the matter is
continued to Feb. 12, 2020 at 2 p.m.
About Women's Center of Ft. Lauderdale
Women's Center of Ft. Lauderdale, LLC, operates a clinic offering
surgical and medication abortion procedures. The Debtor filed a
Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 19-08242)
on Dec. 18, 2019. Judge Karen Jennemann is assigned to the case.
Bransonlaw, PLLC is the Debtor's counsel.
WOODCREST ACE HARDWARE: Zions Seeks Financial Projection in Plan
----------------------------------------------------------------
Zions Bancorporation, N.A., d/b/a California Bank & Trust, a senior
secured creditor of debtors Woodcrest Ace Hardware Inc. and P & P
Hardware Inc., filed an objection to the Disclosure Statement in
support of Debtors' Chapter 11 Plan of Reorganization.
CB&T has a blanket security interest in substantially all of the
personal property assets of Woodcrest and P & P hardware.
CB&T submits this limited opposition primarily to address the
Disclosure Statement's failure to include consolidated financial
projections for the Debtors. The Disclosure Statement and the
corresponding Chapter 11 Plan proposes to substantively consolidate
the Debtors into a Merged Debtor, which will operate
post-confirmation and be the sole source of recovery for the
Debtors' creditors. The Disclosure Statement and its financial
projections should be amended accordingly.
CB&T submits that the proposed treatment of its secured claim over
a 7-year term commencing nine months after to the Effective Date is
not fair and equitable within the meaning of Section 1129(b)(2) of
the Bankruptcy Code. CB&T submits that the proposed 4.0% fixed
interest rate does not adequately compensate CB&T for the risk over
the proposed 7-year term.
The Disclosure Statement and Plan should state that CB&T's rights
and remedies following confirmation shall continue to be governed
by the applicable loan and guaranty documents as supplemented by
the Chapter 11 Plan.
A full-text copy of Zions Bancorporation's objection is available
at https://tinyurl.com/wdhkppa from PacerMonitor.com at no charge.
Zions Bancorporation is represented by:
Anthony J. Napolitano
BUCHALTER
1000 Wilshire Boulevard, Suite 1500
Los Angeles, CA 90017-2457
Telephone: (213) 891-0700
Facsimile: (213) 896-0400
E-mail: bsmith@buchalter.com
anapolitano@buchalter.com
About Woodcrest Ace Hardware
Based in Riverside, California, Woodcrest Ace Hardware Inc. filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 19-13127) on April 12, 2019. In the petition
signed by Paul Douglas Shanabarger, president, the Debtor was
estimated to have $1 million in both assets and liabilities.
Rosenstein & Associates, led by Robert B. Rosenstein, is the
Debtor's counsel.
WORLD AIRLINE: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: World Airline Services Limited
200 S Biscayne Blvd, Ste 2790
Miami, FL 33131
Business Description: World Airline Services Limited is an
international aviation consultancy firm
providing a wide range of services to
airlines around the globe. Consultancy
services includes route analysis, route
planning, financial restructuring, financial
planning and financing.
Chapter 11 Petition Date: January 14, 2020
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 20-10504
Judge: Hon. Laurel M. Isicoff
Debtor's Counsel: Susan D. Lasky, Esq.
SUE LASKY, PA
320 SE 18 Street
Fort Lauderdale, FL 33316
Tel: 954-400-7474
E-mail: Jessica@SueLasky.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jean-Marc Bollinger, president.
A copy of the petition containing, among other items, a list of the
Debtor's 10 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/V4ja98
XS RANCH FUND: Seeks Court Approval to Employ Dore Group
--------------------------------------------------------
XS Ranch Fund VI, L.P., seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to hire a valuation
expert.
The Debtor proposes to employ The Dore Group Inc., a real estate
valuation and advisory services firm, to conduct a valuation of its
assets and deadl with other related matters that may arise in
connection with its Chapter 11 case.
The firm's hourly fees are:
Principals $475 per hour
Vice President/Senior Management $375 per hour
Real Estate Advisor/Manager $275 per hour
Analyst/Support $175 per hour
Dore Group received $10,000 as a retainer.
Lance Dore, president of Dore Group, disclosed in court filings
that the firm is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Lance W. Dore
The Dore Group Inc.
1010 University Avenue, Suite C207
San Diego, CA 92103
Phone: 619.933.5040
Email: lwdore@thedoregroup.com
About XS Ranch Fund VI
XS Ranch Fund VI, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Texas Case No. 20-10032) on Jan. 6,
2020. At the time of the filing, the Debtor was estimated to have
assets of between $100 million and $500 million and liabilities of
between $50 million and $100 million. Judge H. Christopher Mott
oversees the case. The Debtor tapped Eric Terry Law, PLLC as its
legal counsel.
XS RANCH FUND: Seeks to Hire Teneo Capital's Christopher Wu as CRO
------------------------------------------------------------------
XS Ranch Fund VI, L.P., seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to hire Christopher Wu,
senior managing director of Teneo Capital LLC, as its chief
restructuring officer.
Mr. Wu and his firm will provide these services in connection with
the Debtor's Chapter 11 case:
(a) lead the Debtor's reorganization efforts including
recapitalization, refinancing, reorganization or sale of its
assets;
(b) review and analyze the Debtor's business, assets,
financial condition, business plan, strategy and financial
forecasts;
(c) review the Debtor's 13-week cash flow forecast and assist
in communicating key aspects of the business to stakeholders;
(d) attend meetings of the Debtor and third parties, including
the creditors' committee, lenders, investors and other key
constituents and stakeholders;
(e) source any new financing in connection with supporting the
Debtor's ongoing operations and capital needs;
(f) assist the Debtor in developing, evaluating, structuring
and negotiating the terms and conditions of a restructuring, plan
of reorganization, sale or recapitalization transaction;
(g) provide testimony and court presentations as necessary
with respect to any financing, restructuring, sale, plans of
reorganization and other areas within Teneo's areas of expertise;
and
(h) provide communications support to assist the Debtor's
strategic objectives.
The firm's hourly fees are:
Senior Managing Directors $900 - $950
Managing Directors $800 - $900
Directors and Equivalents $675 - $795
Associates $575 - $670
Analysts $475 - $570
Administrative Staff $175 - $325
Teneo received $50,000 as a retainer.
Teneo will be paid a restructuring fee of $750,000 upon the closing
of a sale, recapitalization or confirmation of a plan of
reorganization. The payment is subject to the court's approval.
Moreover, the firm will be paid a financing fee upon the closing of
any financing commitment for any debtor-in-possession, refinancing
or exit financing. The amount of such financing fee will be equal
to 1 percent of any debt financing commitment and 3 percent of any
equity financing commitment, provided that the aggregate equity
financing commitment used to calculate such fee should be reduced
by the amount of any equity invested by any of the Debtor's
existing shareholders.
Mr. Wu disclosed in court filings that his firm is "disinterested"
within the meaning of Section 101(14) of the Bankruptcy Code.
Teneo can be reached through:
Christopher Wu
Teneo Capital LLC
280 Park Ave, 4th Floor
New York, NY 10017
Phone: +1 (212) 886 1600
Email: info@teneo.com
About XS Ranch Fund VI
XS Ranch Fund VI, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Texas Case No. 20-10032) on Jan. 6,
2020. At the time of the filing, the Debtor was estimated to have
assets of between $100 million and $500 million and liabilities of
between $50 million and $100 million. Judge H. Christopher Mott
oversees the case. The Debtor tapped Eric Terry Law, PLLC as its
legal counsel.
ZEKELMAN INDUSTRIES: S&P Assigns Prelim BB Rating to New Term Loan
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB' issue-level rating
and '2' recovery rating to U.S.-based steel processor Zekelman
Industries Inc.'s new seven-year $900 million term loan B due 2027
which are not on CreditWatch, and placed all of its ratings on the
company, including its 'B+' issuer credit rating, on CreditWatch
with positive implications.
The rating actions follow Zekelman's announcement of its plans to
refinance its outstanding $890 million term loan due June 2021 with
the term loan. The refinancing will materially reduce the company's
maturity risk and S&P believes management is committed to
sustaining a reduced level of leverage commensurate with a higher
rating. S&P intends to finalize the preliminary rating and resolve
the CreditWatch placement once the transaction has closed.
S&P expects the term loan refinancing to eliminate a key ratings
constraint. The refinancing will materially reduce Zekelman's
maturity risk given that 85% of the company's current capital
structure will become current in June 2020. The refinancing risk
related to the company's upcoming maturity could negatively affect
its credit quality if management is unable to complete the
refinancing. The transaction will allow Zekelman to use its
projected $120 million-$140 million of free operating cash flow for
other uses in 2020, including to further prepay its high-yield
senior secured notes due 2023. S&P believes management is focused
on reducing the company's leverage to a level that would be
commensurate with a higher rating. This follows its $225 million
prepayment on its secured notes through August and September 2019.
However, there is still volatility in the company's business given
its high exposure to cyclical construction demand and steel prices
and volumes. When steel prices decline rapidly, demand by customers
for lower prices can result in lower sale prices. Moreover, when
steel prices increase, competition influences the company's ability
to pass on higher raw material costs to its customers. The company
has historically been successful in passing on higher steel costs
but short-term volatility does still exist.
The CreditWatch placement indicates that there is a one-in-two
likelihood S&P will raise its rating on Zekelman Industries in the
next 90 days. S&P intends to resolve the CreditWatch as soon as the
term loan refinancing has closed and the rating agency has a chance
to reassess the company's capital structure.
"We would likely raise our rating on Zekelman Industries to 'BB-'
at that time if it has completed the refinancing and maintains
leverage of less than 3x while potentially continuing to reduce its
debt," S&P said.
"We could lower our rating on Zekelman Industries if it does not
complete the term loan refinancing. This could indicate weaker
access to debt capital amid unsteady credit market conditions," the
rating agency said.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Little Discoveries Day Care Inc.
Bankr. M.D. Pa. Case No. 20-00051
Chapter 11 Petition filed January 8, 2020
See https://is.gd/qqHukP
represented by: Philip W. Stock, Esq.
LAW OFFICE OF PHILIP W. STOCK
E-mail: pwstock@ptd.net
In re Templer Acquisitions, LLC
Bankr. N.D. Ga. Case No. 20-60435
Chapter 11 Petition filed January 7, 2020
See https://is.gd/ZfUei1
Filed Pro Se
In re Cascade Acquisition Partners LLC
Bankr. N.D. Ga. Case No. 20-60333
Chapter 11 Petition filed January 6, 2020
See https://is.gd/Svev22
Filed Pro Se
In re Elite Investment Properties LLC
Bankr. D. Ariz. Case No. 20-00135
Chapter 11 Petition filed January 6, 2020
See https://is.gd/a4WhI6
Filed Pro Se
In re Three 29ers Holdings, LLC
Bankr. N.D. Ga. Case No. 20-60412
Chapter 11 Petition filed January 7, 2020
See https://is.gd/scndsY
Filed Pro Se
In re Alani Property Source Co. Inc.
Bankr. N.D. Ga. Case No. 20-60437
Chapter 11 Petition filed January 7, 2020
See https://is.gd/etTbhi
Filed Pro Se
In re Williams Ponderosa Holdings LLC
Bankr. D. Ariz. Case No. 20-00126
Chapter 11 Petition filed January 6, 2020
In re 1054 63rd Street LLC
Bankr. N.D. Cal. Case No. 20-40043
Chapter 11 Petition filed January 8, 2020
See https://is.gd/5ZBUcW
represented by: Darya S. Druch, Esq.
DARYA S. DRUCH
E-mail: darya@daryalaw.com
In re Toz-Bel, LLC
Bankr. D.N.J. Case No. 20-10334
Chapter 11 Petition filed January 8, 2020
See https://is.gd/C6tOQO
represented by: Steven D. Pertuz, Esq.
THE LAW OFFICE OF STEVEN D. PERTUZ, LLC
E-mail: pertuzlaw@verizon.net
In re 494 E 96 Street Inc.
Bankr. E.D.N.Y. Case No. 20-40141
Chapter 11 Petition filed January 9, 2020
See https://is.gd/uzdZH7
Filed Pro Se
In re Jackson Durham Floral - Event Design, LLC
Bankr. M.D. Tenn. Case No. 20-00122
Chapter 11 Petition filed January 9, 2020
See https://is.gd/kouYoC
represented by: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
E-mail: alex@dhnashville.com
In re 115M, LLC
Bankr. S.D.N.Y. Case No. 20-10047
Chapter 11 Petition filed January 9, 2020
See https://is.gd/3Nkrn0
Filed Pro Se
In re 590 6th Street Holdings LLC
Bankr. S.D.N.Y. Case No. 20-22050
Chapter 11 Petition filed January 9, 2020
See https://is.gd/NmOOxM
represented by: Fred B. Ringel, Esq.
ROBINSON BROG LEINWAND GREENE GENOVESE &
GLUCK P.C.
In re Crossroads Collision Holdings LLC
Bankr. W.D. Tex. Case No. 20-50094
Chapter 11 Petition filed January 9, 2020
See https://is.gd/iwsxWu
represented by: Dean W. Greer, Esq.
DEAN W. GREER
E-mail: dwgreer@sbcglobal.net
In re Alma Bella F. Sandejas Agtane
Bankr. N.D. Cal. Case No. 20-30017
Chapter 11 Petition filed January 8, 2020
represented by: Arasto Farsad, Esq.
In re Annette Jones Williams
Bankr. M.D. Pa. Case No. 20-00060
Chapter 11 Petition filed January 8, 2020
represented by: Deborah George, Esq.
In re Thomas Wallace Andrews
Bankr. N.D. Ill. Case No. 20-00497
Chapter 11 Petition filed January 8, 2020
represented by: Ben L. Schneider, Esq.
In re Dorothy Ann Beasley-Schniper
Bankr. N.D. Ala. Case No. 20-00074
Chapter 11 Petition filed January 8, 2020
In re Manuel Antonio Rivera
Bankr. N.D. Cal. Case No. 20-30019
Chapter 11 Petition filed January 8, 2020
represented by: Arasto Farsad, Esq.
In re Nicholas F. Sarillo
Bankr. N.D. Ill. Case No. 20-00557
Chapter 11 Petition filed January 8, 2020
represented by: Matthew T. Gensburg, Esq.
In re James P. Foster and Randi L. Foster
Bankr. W.D. Tex. Case No. 20-10050
Chapter 11 Petition filed January 8, 2020
represented by: Kell C. Mercer, Esq.
In re Michelle W. Quarles
Bankr. D. Md. Case No. 20-10280
Chapter 11 Petition filed January 9, 2020
represented by: Richard Rosenblatt, Esq.
In re Rhonda Mechelle Minor and Jeffrey Brian Myers
Bankr. M.D. Fla. Case No. 20-00052
Chapter 11 Petition filed January 8, 2020
In re Kae Chul Lee and Kyung Ye Lee
Bankr. D.N.J. Case No. 20-10366
Chapter 11 Petition filed January 9, 2020
represented by: Michael S. Kopelman, Esq.
In re George L. Fitzpatrick
Bankr. E.D.N.Y. Case No. 20-70188
Chapter 11 Petition filed January 9, 2020
represented by: Richard S. Feinsilver, Esq.
In re Resource Providers, Inc.
Bankr. M.D. Fla. Case No. 20-00196
Chapter 11 Petition filed January 10, 2020
See https://is.gd/pT5L0H
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re Michael E. Cunningham
Bankr. D.N.J. Case No. 20-10394
Chapter 11 Petition filed January 10, 2020
In re Michael J. Loftus and Kathleen Loftus
Bankr. D.N.J. Case No. 20-10404
Chapter 11 Petition filed January 10, 2020
represented by: Ellen McDowell, Esq.
MCDOWELL LAW, PC
E-mail: emcdowell@mcdowelllegal.com
In re Sherman Henry Veltkamp
Bankr. D. Mont. Case No. 20-60008
Chapter 11 Petition filed January 10, 2020
represented by: Jeffery Hunnes, Esq.
In re Benar Gencoglu
Bankr. E.D.N.Y. Case No. 20-40184
Chapter 11 Petition filed January 10, 2020
represented by: Lawrence Morrison, Esq.
In re Erich Lee Russell
Bankr. C.D. Cal. Case No. 20-10035
Chapter 11 Petition filed January 10, 2020
represented by: Kam Rust, Esq.
In re Dennis Meyer Danzik
Bankr. D. Wyo. Case No. 20-20010
Chapter 11 Petition filed January 10, 2020
represented by: Ken McCartney, Esq.
In re Eastern NYC Group Inc.
Bankr. E.D.N.Y. Case No. 20-40196
Chapter 11 Petition filed January 13, 2020
See https://is.gd/mxsVUw
Filed Pro Se
In re Diamond Express Inc. Tri
Bankr. D. Mass. Case No. 20-10093
Chapter 11 Petition filed January 13, 2020
See https://is.gd/ocaK6t
represented by: Nicholas L. Triantos, Esq.
ATTORNEY AT LAW
E-mail: nltlaw@nltlegal.com
In re Wieder Realty, Inc.
Bankr. S.D. Fla. Case No. 20-10433
Chapter 11 Petition filed January 13, 2020
See https://is.gd/1ZzV8i
represented by: Brian S. Behar, Esq.
BEHAR, GUTT & GLAZER, P.A.
E-mail: bsb@bgglaw.com
In re Greater Blessed Assurance Apostolic Temple Inc
Bankr. M.D. Fla. Case No. 20-00148
Chapter 11 Petition filed January 10, 2020
See https://is.gd/51yy87
Filed Pro Se
In re Kaliston Jose Nader
Bankr. C.D. Cal. Case No. 20-10292
Chapter 11 Petition filed January 11, 2020
represented by: Onyinye Anyama, Esq.
ANYAMA LAW FIRM, A PROFESSIONAL
CORPORATION
E-mail: info@anyamalaw.com
In re Anthony Guerrero and Maria Romero
Bankr. E.D.N.Y. Case No. 20-40201
Chapter 11 Petition filed January 13, 2020
represented by: Randy Kornfeld, Esq.
In re Ruben Sandoval
Bankr. D. Colo. Case No. 20-10219
Chapter 11 Petition filed January 13, 2020
represented by: Kimber Smith, Esq.
In re Michael F. Ruppe
Bankr. D.N.J. Case No. 20-10544
Chapter 11 Petition filed January 13, 2020
represented by: David L. Steven, Esq.
In re Herbert Miller
Bankr. E.D. Cal. Case No. 20-20175
Chapter 11 Petition filed January 13, 2020
In re Charles V. Nicholson
Bankr. N.D. Ill. Case No. 20-00966
Chapter 11 Petition filed January 13, 2020
represented by: Kevin J. Benjamin Esq.
In re Reijo Kustaa Myllyla
Bankr. C.D. Cal. Case No. 20-10357
Chapter 11 Petition filed January 13, 2020
represented by: Byron Moldo, Esq.
In re Declaration Brewing Company, Inc.
Bankr. D. Colo. Case No. 20-10221
Chapter 11 Petition filed January 13, 2020
See https://is.gd/9fVPeY
represented by: Devon Michael Barclay, Esq.
DEVON BARCLAY, PC
E-mail: devon@devonbarclaypc.com
In re Dan's Mobile V Twin Service, LLC
Bankr. M.D. Fla. Case No. 20-00255
Chapter 11 Petition filed January 14, 2020
See https://is.gd/zYUIlO
represented by: Melody D. Genson, Esq.
LAW OFFICES OF MELODY GENSON
E-mail: melodygenson@verizon.net
In re IL SETTE, LLC
Bankr. M.D. Fla. Case No. 20-00253
Chapter 11 Petition filed January 14, 2020
See https://is.gd/boH1Fu
represented by: Michael P. Brundage, Esq.
BRUNDAGE LAW, PA
E-mail: mpbrundagelaw@gmail.com
In re Red Phoenix, LLC
Bankr. E.D. Ky. Case No. 20-50038
Chapter 11 Petition filed January 13, 2020
See https://is.gd/qcGIhC
represented by: Jamie L. Harris, Esq.
DELCOTTO LAW GROUP PLLC
In re Spring Valley NY Realty LLC
Bankr. S.D.N.Y. Case No. 20-22071
Chapter 11 Petition filed January 14, 2020
See https://is.gd/Qedzig
represented by: Bruce H. Bronson, Esq.
BRONSON LAW OFFICE, P.C.
E-mail: hbbronson@bronsonlaw.ne
In re A Room With A Clue, LLC
Bankr. N.D. Tex. Case No. 20-30156
Chapter 11 Petition filed January 14, 2020
See https://is.gd/35ZONh
represented by: Robert DeMarco, Esq.
DEMARCO MITCHELL, PLLC
E-mail: robert@demarcomitchell.com
In re Sgh Chhina LLC
Bankr. S.D.N.Y. Case No. 20-35047
Chapter 11 Petition filed January 14, 2020
See https://is.gd/oijFD8
represented by: Anne Penachio, Esq.
PENACHIO MALARA, LLP
E-mail: frank@pmlawllp.com
In re Peter Matthew Dale and Maive Rita Dale
Bankr. D. Mont. Case No. 20-60005
Chapter 11 Petition filed January 13, 2020
represented by: Gary Deschenes, Esq.
In re Alem Asguedom
Bankr. E.D. Va. Case No. 20-10120
Chapter 11 Petition filed January 14, 2020
represented by: Jonathan Baird Vivona, Esq.
JONATHAN B. VIVONA, PLC
In re Timothy E. Hoerman
Bankr. N.D. Ill. Case No. 20-01053
Chapter 11 Petition filed January 14, 2020
represented by: David P. Lloyd
In re Peter Matthew Dale and Maive Rita Dale
Bankr. D. Mont. Case No. 20-60003
Chapter 11 Petition filed January 13, 2020
represented by: Gary Deschenes, Esq.
In re Robert Lee Alderman and Noni Elizabeth Alderman
Bankr. C.D. Cal. Case No. 20-10093
Chapter 11 Petition filed January 14, 2020
represented by: Stephen Burton, Esq.
In re 2300 Pisani, A Nevada Domestic LLC
Bankr. C.D. Cal. Case No. 20-10057
Chapter 11 Petition filed January 10, 2020
represented by: Michael Totaro, Esq.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
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public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
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then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Copyright 2020. All rights reserved. ISSN: 1520-9474.
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