/raid1/www/Hosts/bankrupt/TCR_Public/200217.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, February 17, 2020, Vol. 24, No. 47
Headlines
1100 STATE STREET: Court Approves Disclosure Statement
131 FRANKLIN STREET: Voluntary Chapter 11 Case Summary
1934 BEDFORD LLC: Hires Rachel S. Blumenfield as Attorney
7 HARBOR HILL: Seeks to Hire Mark E. Cohen as Counsel
ABDOUN ESTATE: Hires Marc L. Shreeman as Special Counsel
AGILE THERAPEUTICS: Signs up to $35M Loan Facility with Perceptive
AJEM HOSPITALITY: Seeks to Hire Charles Carver CPA as Accountant
AMERICAN COMMERCIAL: Davis Polk, Rapp Represent Term Lender Group
AMERICAN COMMERCIAL: Unsecureds Unimpaired in Prepackaged Plan
ANGELS FOR KIDS: Court Confirms Reorganization Plan
AT&T INC: S&P Rates New Euro Fixed-Rate B Preferred Shares 'BB+'
BEATRICE REALTY: Court Grants Permission to Use Cash Collateral
BED BATH: S&P Puts 'BB' ICR on Watch Neg. on Weak Operating Trends
BLINK CHARGING: Appoints New Chief Financial Officer
BMC ACQUISITION: S&P Cuts ICR to 'B-' on Heightened Liquidity Risk
BNG FITNESS: Feb. 26 Continued Confirmation Hearing Set
BOSTON DONUTS: Gets Court Nod to Use Cash Collateral Thru April 30
BROOKFIELD RESIDENTIAL: S&P Rates $500MM Sr. Unsecured Notes 'BB-'
CABRERA INVESTMENTS: Disclosure Hearing Continued to Feb. 25
CAPSTONE OILFIELD: Case Summary & 20 Largest Unsecured Creditors
CARECENTRIX HOLDINGS: S&P Alters Outlook to Neg., Affirms 'B' ICR
CAST & CREW: S&P Affirms 'B' ICR on Debt-Funded Acquisition
CCC INFORMATION: S&P Alters Outlook to Positive, Affirms B- ICR
CIRCOR INTERNATIONAL: S&P Rates $492MM Term Loan 'B'
CLOVER TECHNOLOGIES: Gets Final Approval to Use Cash Collateral
CREATIVE GLOBAL: April 1 Plan Confirmation Hearing Set
DAH-ON INC: Seeks to Hire Hayward & Associates as Legal Counsel
DBMP LLC: Group Opposes Asbestos Claimants' Committee Appointment
DEAN FOODS: Appointment of Equity Committee Sought
DEL MONTE: S&P Puts 'CCC+' ICR on CreditWatch Negative
DIXON PAVING: Case Summary & 20 Largest Unsecured Creditors
EP ENERGY: Morrison & Foerster Updates on Noteholders Group
EP ENERGY: Opposes Bid to Appoint Equity Committee
FAIRWAY GROUP: Cullen, Russell Represent Utility Companies
FENER LLC: Debtors Seek to Use Cash Collateral
FOX VALLEY PRO: Hires Nauth Advisory as Financing Broker
FROG POND GRADING: Hires Ferguson Hayes as Special Counsel
FROM DUSK TIL DAWN: Court Confirms Plan of Liquidation
FUSION CONNECT: Moody's Assigns Caa1 CFR, Outlook Stable
FUSION CONNECT: S&P Raises ICR to 'CCC+' on Bankruptcy Exit
GAC VENTURES: Trustee Hires Sandrick Law as Special Counsel
GENCANNA GLOBAL: Hires Epiq as Noticing and Administrative Agent
GI TOYS: April 14 Deadline for Filing Plan & Disclosures
GLASS CONTRACTORS: Seeks Permission to Use Cash Collateral
GLEN HOPE: S&P Cuts Revenue Bond Rating to 'D' on Payment Default
GLENVIEW HEALTH: U.S. Trustee Objects to Disclosure Statement
GOLASINSKI HOMES: Refinances 2 Properties for $848K
GUITAR CENTER: S&P Downgrades ICR to 'CCC'; Outlook Negative
HAJJAR BUSINESS: Case Summary & 20 Largest Unsecured Creditors
HARVEY OST OILFIELD: Case Summary & 20 Largest Unsecured Creditors
HCA INC: S&P Rates New Senior Unsecured Notes 'BB-'
HILLJE MUSIC CENTER: Wins Interim Nod to Use Cash Collateral
HMOB OF WAYNE: Case Summary & Unsecured Creditor
IFRESH INC: Incurs $2.1 Million Net Loss in Third Quarter
IMPERIAL 290 HOSPITALITY: Hires Marcus & Millichap as Broker
INSPIRED CONCEPTS: Taps Grasl PLC as Legal Counsel
IXS HOLDINGS: S&P Assigns 'B' ICR on Clearlake Acquisition
J.L. SMITH ACADEMY: Unsecured Creditors Agree to Waive Claims
J.T. SHANNON: Milam Law PA Represents TCF Equipment, Triumph
JJE INC: Court Conditionally Approves Disclosure Statement
JUST FOR YOU: Unsecureds to Get 50% of Net Plan Profits for 3 Years
JZM TRUCKING: Seeks to Hire Robert N. Bassel as Attorney
KBR INC: S&P Rates New First-Lien Credit Facility 'BB-'
KOREAN WESTERN: Case Summary & 8 Unsecured Creditors
KRYSTAL COMPANY: Hires Mr. Tibus of Alvarez & Marsal as CRO
KRYSTAL COMPANY: Hires Piper Sandler as Investment Banker
KRYSTAL COMPANY: Seeks to Hire King & Spalding as Counsel
KRYSTAL COMPANY: Taps Scroggins & Williamson as Conflicts Counsel
LAWRENCE GENERAL: S&P Puts 'BB' Bond Rating on Watch Negative
LIFEPOINT HEALTH: S&P Rates New $600MM Senior Secured Notes 'B+'
LIGHTHOUSE HOSPITALITY: March 11 Plan Confirmation Hearing Set
LITTLE FEET: Unsecureds to be Paid in Full in 5 Years in Plan
LIZAMA CARRIERS: Gets Interim Approval to Access Cash Collateral
LIZAMA CARRIERS: Seeks Permission to Use Cash Collateral
LUCID ENERGY II: Moody's Lowers CFR to B3, Outlook Stable
LUCKY'S MARKET: Obtains Interim Approval to Use Cash Collateral
M.H.P. DEVELOPMENT: May Use Cash Collateral Through March 5
MARGIN HOLDINGS: March 18 Hearing on Disclosure Statement
MARSHAL BROADCASTING: Seeks to Hire LainFaulkner as Accountant
MCINTOSH MOTORSPORTS: Hires Swenson Law Group as Legal Counsel
MEADE INSTRUMENTS: Hires Broadway Advisors as Investment Banker
MURRAY METALLURGICAL: Stroock, Taft Represent Term Lender Group
MYOMO INC: Prices Public Offering of 2.1 Million Common Shares
NATIONAL ASSISTANCE: March 5 Plan Confirmation Hearing Set
NATIONAL QUARRY: U.S. Trustee Forms 3-Member Committee
NEWSCO INTERNATIONAL: Renshaw Represents Abaco, Other Suppliers
NORTHWESTERN MUTUAL: Sec. 1916-2 Inapplicable to Exempt Lenders
POST HOLDINGS: S&P Rates New Senior Unsecured Notes 'B+'
PPD INC: S&P Assigns 'B+' Issuer Credit Rating; Outlook Positive
PRIDE TRUCK: Seeks to Hire Ehlen Heldman as Accountant
REDEEMED CHRISTIAN: Voluntary Chapter 11 Case Summary
RENFRO CORP: Moody's Lowers CFR to Caa3, Outlook Negative
RESOURCE PROVIDERS: U.S. Trustee Unable to Appoint Committee
RIOT BLOCKCHAIN: Receives 2nd Order of Bitmain S17 Pro Antminers
RUBY'S DINER: March 25 Plan Confirmation Hearing Set
SABRE INDUSTRIES: Moody's Alters Outlook on B2 CFR to Positive
SABRE INDUSTRIES: S&P Alters Outlook to Positive on Lower Leverage
SAGICOR FINANCIAL: Fitch Hikes LongTerm IDR to BB, Outlook Positive
SANUWAVE HEALTH: Appoints Dr. Tom Price to Its Board of Directors
SHARPS RIFLE COMPANY: Seeks to Hire Ken McCartney as Counsel
SILICON HILLS CAMPUS: Seeks to Hire Lain Faulkner as Accountant
SILICON HILLS CAMPUS: Seeks to Hire Waller Lansden as Legal Counsel
SOUTHCROSS ENERGY: Seeks Confirmation of Plan
SOUTHLAND ROYALTY: U.S. Trustee Forms 5-Member Committee
STURBRIDGE YANKEE: Voluntary Chapter 11 Case Summary
TECHNICAL COMMUNICATIONS: Reports Q1 Net Loss of $480,474
TEMPLE 2358: Creditors to Be Paid in Full in Amended Plan
TRC FARMS: Taps Carr Riggs & Ingram as Accountant
TRI-STAR LOGGING: Case Summary & 20 Largest Unsecured Creditors
TROUSDALE US: Parties Extend Plan Deadline to Feb. 28
TRUDY'S TEXAS STAR: Seeks Authority to Use Cash Collateral
UNIT CORP: Dimensional Fund Has 7.9% Stake as of Dec. 31
US TELEPACIFIC: S&P Lowers ICR to 'B-'; Outlook Stable
VESTAVIA HILLS: Taps Squar Milner as Accountant
VINCE'S AUTOMOTIVE: Taps Calaiaro Valencik as Legal Counsel
VIRTUAL CITADEL: Case Summary & 20 Largest Unsecured Creditors
WATSON GRINDING: US Trustee Ordered to Appoint Claimants Committee
WD-I ASSOCIATES: Disclosure Hearing Continued to Feb. 25
WESTERN MIDSTREAM: Moody's Alters Outlook on Ba1 CFR to Positive
WHITE STAR: Seeks OK of Cash Stipulation with RBL Lenders
WIEDER REALTY: Seeks to Hire Behar Gutt as Attorney
WOODLAWN COMMUNITY: Has Final Court Nod to Use Cash Collateral
YOUNG SMILES: Has Until March 23 to File Plan & Disclosure
Z & J LLC: Taps JGS, CPA as Accountant
[^] BOND PRICING: For the Week from February 10 to 14, 2020
*********
1100 STATE STREET: Court Approves Disclosure Statement
------------------------------------------------------
Judge Andrew B. Altenburg, Jr., has ordered that the disclosure
statement explaining the Chapter 11 plan filed by 1100 State Street
LLC is approved.
March 12, 2020 at 10:00 a.m. is fixed as the date and time for the
hearing on confirmation of the Plan.
Written acceptances, rejections or objections to the Plan will be
filed not less than seven days before the hearing on confirmation
of the Plan.
About 1100 State Street
1100 State Street, LLC, owns real estate commonly known as 1100
State Street, Camden, New Jersey. There is one building which is
leased to six tenants. The principal of the business is Tyrone
Pitts, who is the sole member.
1100 State Street sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 19-15567) on March 19,
2019. The case is assigned to Judge Andrew B. Altenburg Jr. Kasen
& Kasen, P.C., is the Debtor's counsel.
131 FRANKLIN STREET: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: 131 Franklin Street LLC
131 Franklin Street
San Francisco, CA 94102
Business Description: 131 Franklin Street LLC is a Single Asset
Real Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: February 12, 2020
Court: United States Bankruptcy Court
Northern District of California
Case No.: 20-30155
Debtor's Counsel: Gregory A. Rougeaue, Esq.
BRUNETTI ROUGEAU LLP
235 Montgomery Street, Suite 410
San Francisco, CA 94104
Tel: (415) 992-8940
E-mail: grougeau@brlawsf.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles A. Lane, manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors at the time of the filing.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/E1M5q6
1934 BEDFORD LLC: Hires Rachel S. Blumenfield as Attorney
---------------------------------------------------------
1934 Bedford LLC seeks authority from the U.S. Bankruptcy Court for
the Eastern District of New York to employ The Law Office of Rachel
S. Blumenfield PLLC, as attorneys to the Debtor.
1934 Bedford LLC requires Rachel S. Blumenfield to:
a. give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management
of its property and affairs;
b. negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in
order to effectuate such a plan including, if need be,
negotiations with creditors and other parties in interest;
c. prepare all necessary schedules, application, motions,
answers, orders, reports, and other legal papers required
for the Debtor that seek protection from its creditors
under Chapter 11 of the Bankruptcy Code;
d. appear before the Bankruptcy Court to protect the interest
of the Debtor and represent the Debtor in all matters
pending before the Court;
e. represent the Debtor, in need be, in connection with
obtaining post-petition financing;
f. take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of
reorganization; and
g. perform all other legal services of the Debtor which may be
necessary for the preservation of the Debtor's estate and
promote the best interest of the Debtor, its creditor, and
the estate.
Rachel S. Blumenfield will be paid at these hourly rates:
Rachel S. Blumenfield, Esq. $450
Of Counsel $450
Paraprofessionals $150
Rachel S. Blumenfield will be paid a retainer in the amount of
$25,000.
Rachel S. Blumenfield will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Rachel S. Blumenfield, a partner at the firm, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Rachel S. Blumenfield can be reached at:
Rachel S. Blumenfield, Esq.
THE LAW OFFICE OF RACHEL S. BLUMENFIELD PLLC
26 Court Street, Suite 2220
Brooklyn, NY 11242
Tel: (718) 858-9600
About 1934 Bedford LLC
1934 Bedford LLC operates and develops a multi-unit building in
Brooklyn, New York.
An involuntary petition for relief under Chapter 11 of the
Bankruptcy Code was filed by creditors Simply Brooklyn Realty, HTC
Construction Management, Inc., HTC Plumbing, Inc. against Bedford
(Bankr. E.D.N.Y. Case No. 19-44751) on Aug. 2, 2019. On Sept. 12,
2019, Bedford consented to the entry of an order for relief under
Chapter 11 of the Bankruptcy Code.
The creditors are represented by Rosenberg Musso & Weiner LLP.
Wayne Greenwald, P.C. is the Debtor's counsel.
7 HARBOR HILL: Seeks to Hire Mark E. Cohen as Counsel
-----------------------------------------------------
7 Harbor Hill Realty Corp., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ Law
Office of Mark E. Cohen, Esq., as counsel to the Debtor.
Demerara Holdings requires Mark E. Cohen to:
a. provide the Debtor with advice and prepare all necessary
documents regarding debt restructuring, bankruptcy and
asset dispositions, including working with the secured
creditors to negotiate modifications of mortgages;
b. take all necessary actions to protect and preserve the
Debtor's estate during the pendency of the Chapter 11,
case, including the prosecution of actions by the Debtor,
the defense of actions commenced against the Debtor,
negotiations concerning litigation in which the Debtor is
involved and object to claims filed against the estate;
c. prepare on behalf of the Debtor, as a Debtor in possession,
all necessary motions, applications, answers, orders,
reports and papers in connection with the administration of
the Chapter 11 case;
d. counsel the Debtor with regard to its rights and
obligations as a Debtor in possession;
e. appear in Court and protect the interest of the Debtor
before the Court; and
f. perform all other legal services for the Debtor which may
be necessary and proper in the bankruptcy proceeding.
Mark E. Cohen will be paid at the hourly rate of $400.
Prior to the Petition Date, Mark E. Cohen received a retainer of
$7,717, including the filing fee.
Mark E. Cohen will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mark E. Cohen, the firm's founding partner, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Mark E. Cohen can be reached at:
Mark E. Cohen, Esq.
LAW OFFICE OF MARK E. COHEN, ESQ.
108-18 Queens Boulevard, 4th Floor, Suite 3
Forest Hills, NY 11375
Tel: (718) 258-1500
About 7 Harbor Hill Realty Corp.
7 Harbor Hill Realty Corp., based in Mineola, NY, filed a Chapter
11 petition (Bankr. E.D.N.Y. Case No. 20-70568) on Jan. 27, 2020.
In the petition signed by Michael O'Sullivan, president, the Debtor
disclosed $1,050,000 in assets and $2,400,000 in liabilities. The
Debtor hires the Law Office of Mark E. Cohen, as bankruptcy
counsel.
ABDOUN ESTATE: Hires Marc L. Shreeman as Special Counsel
--------------------------------------------------------
Abdoun Estate Holdings, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Michigan to employ
Marc L. Shreeman & Associates, P.C., as special counsel to the
Debtor.
Abdoun Estate requires Marc L. Shreeman to represent it in a claim
for property damage sustained to the commercial property located at
26250 Northwestern Hwy. in or around February of 2019.
will be paid 30% contingent fee if the case is tried, and 25% if
settled prior to the first scheduled trial date.
Marc L. Shreeman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Marc L. Shreeman, partner of Marc L. Shreeman & Associates, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Marc L. Shreeman can be reached at:
Marc L. Shreeman, Esq.
MARC L. SHREEMAN & ASSOCIATES, P.C.
26211 Central Park Blvd., Suite 211
Southfield, MI 48076
Tel: (248) 352-4100
About Abdoun Estate Holdings
Abdoun Estate Holdings, LLC, based in Southfield, MI, filed a
Chapter 11 petition (Bankr. E.D. Mich. Case No. 19-57624) on Dec.
17, 2019. In the petition signed by Ahmad Abdulabon, managing
member, the Debtor was estimated $500,000 to $1 million in assets
and $1 million to $10 million in liabilities. The Hon. Phillip J.
Shefferly oversees the case. Osipov Bigelman, P.C., is the
Debtor's bankruptcy counsel.
AGILE THERAPEUTICS: Signs up to $35M Loan Facility with Perceptive
------------------------------------------------------------------
Agile Therapeutics, Inc. has entered into a senior secured term
loan credit facility with Perceptive Advisors to provide Agile with
up to $35 million through term loans in three tranches. The $5
million was funded on Feb. 10, 2020 after the satisfaction of
customary closing conditions, $15 million will be available if
Twirla is approved by the U.S. Food and Drug Administration, and
$15 million will be available upon the achievement of certain
revenue milestones. Agile is permitted to make interest only
payments on the loan until February 2023.
"This strategic debt financing coupled with our current cash
increases our balance sheet strength and positions us well to
continue our commercialization strategy for Twirla, with an
expected FDA decision less than one week away," stated Al Altomari,
chairman and chief executive officer of Agile. Mr. Altomari
continued, "We expect that our existing estimated cash on hand as
of December 31, 2019, and the $20 million in loan proceeds which we
would be eligible to receive upon the FDA's approval of Twirla will
allow us to fund our operations through the end of 2020. We are
pleased to have the support from Perceptive, which is a recognized
leader in growth capital financing."
"We are pleased to provide growth capital to support Agile's
strategy and are excited about the potential prospects for Twirla
in the market," said Sam Chawla, Portfolio Manager at Perceptive
Advisors.
In connection with the credit agreement, Agile issued Perceptive
warrants to purchase 1,400,000 shares of Agile common stock. The
per share exercise price for 700,000 shares is $3.74, which is
equal to the 5 day volume weighted average price as of the trading
day immediately prior to closing. The per share exercise price for
the remaining 700,000 shares of Agile common stock is $4.67, which
is equal to 1.25 times the 5 Day VWAP.
Oppenheimer & Co. Inc. acted as the company's sole financial
adviser in connection with the loan facility.
About Agile Therapeutics
Agile Therapeutics, headquartered in Princeton, New Jersey --
http://www.agiletherapeutics.com/-- is a forward-thinking women's
healthcare company dedicated to fulfilling the unmet health needs
of today's women. The Company's product candidates are designed to
provide women with contraceptive options that offer freedom from
taking a daily pill, without committing to a longer-acting method.
Its lead product candidate, Twirla, (ethinyl estradiol and
levonorgestrel transdermal system), also known as AG200-15, is a
once-weekly prescription contraceptive patch that has completed
Phase 3 trials.
Agile Therapeutics reported a net loss of $19.77 million for the
year ended Dec. 31, 2018, compared to a net loss of $28.30 million
for the year ended Dec. 31, 2017. As of Sept. 30, 2019, the
Company had $33.83 million in total assets, $1.89 million in total
current liabilities, $34,000 in long-term lease liability, and
$31.90 million in total stockholders' equity.
Ernst & Young LLP, in Iselin, New Jersey, the Company's auditor
since 2010, issued a "going concern" qualification in its report on
the consolidated financial statements for the year ended Dec. 31,
2018, stating that the Company has suffered recurring losses from
operations, has experienced delays in the approval of its product
candidate and has stated that substantial doubt exists about the
Company's ability to continue as a going concern.
AJEM HOSPITALITY: Seeks to Hire Charles Carver CPA as Accountant
----------------------------------------------------------------
AJEM Hospitality, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Middle District of North Carolina to
hire Charles Carver, CPA as its accountant.
The services to be provided by Charles Carver include the
preparation and filing of all necessary tax returns for the
Debtors, review of financial records, and routine time-to-time tax
consulting services.
The firm will charge an hourly fee of $135.
Charles Carver is disinterested as defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Charles Carver
Charles Carver, CPA
890 Martin Luther King Jr Blvd.
Chapel Hill, NC 27514
About AJEM Hospitality
AJEM Hospitality, LLC, Southern Village Shack, LLC and Governors
Club Shack, LLC operate three Al's Burger Shack restaurants in
Chapel Hill, N.C.
AJEM Hospitality and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D.N.C. Lead Case No. 20-80003)
on Jan. 3, 2020. At the time of the filing, AJEM Hospitality had
estimated assets of less than $50,000 and liabilities of between
$500,001 and $1 million.
Judge Lena M. James oversees the cases.
The Debtors tapped Northen Blue, LLP as their legal counsel.
AMERICAN COMMERCIAL: Davis Polk, Rapp Represent Term Lender Group
-----------------------------------------------------------------
In the Chapter 11 cases of American Commercial Lines Inc., et al.,
the law firms of Davis Polk & Wardwell LLP and Rapp & Krock, PC
submitted a verified statement under Rule 2019 of the Federal Rules
of Bankruptcy Procedure, to disclose that they are representing the
Ad Hoc Group formed by certain secured term loan lenders under that
certain credit agreement among certain Debtors and the other
parties thereto, dated as of November 12, 2015.
In or around April 2019, the Ad Hoc Group engaged Davis Polk to
represent it in connection with the Members' holdings of Term
Loans. In or around January 2020, the Ad Hoc Group engaged Rapp &
Krock to act as co-counsel in these Chapter 11 Cases.
Counsel represents the Ad Hoc Group. Counsel does not represent or
purport to represent any other entity or entities in connection
with the Chapter 11 Cases. In addition, the Ad Hoc Group does not
claim or purport to represent any other entity and undertakes no
duties or obligations to any entity.
The Members of the Ad Hoc Group, collectively, beneficially own or
manage approximately $861 million in aggregate principal amount of
claims under the Term Loan, as set forth on Exhibit A hereto.
As of Feb. 7, 2020, members of the Ad Hoc Group and their
disclosable economic interests are:
Bank of America, N.A., Solely on account of disclosable economic
interests of The Global Credit & Special Situations Group
214 N. Tyron Street
Charlotte, NC 28255
* $30,600,247.98 in aggregate principal amount of Term Loan
Claims
Beach Point Capital Management LP
1620 26th Street, Suite 6000N
Santa Monica, CA 90404
* $9,631,875.07 in aggregate principal amount of Term Loan Claims
Benefit Street Partners LLC
9 West 57th Street, Suite 4920
New York, NY 10019
* $29,041,750.87 in aggregate principal amount of Term Loan
Claims
Black Diamond Capital Management LLC
One Sound Shore Drive, Suite 200
Greenwich, CT 06830
* $88,926,337.45 in aggregate principal amount of Term Loan
Claims
Contrarian Capital Management LLC
411 West Putnam Avenue, Suite 425
Greenwich, CT 06830
* $255,520,447.15 in aggregate principal amount of Term Loan
Claims
Invesco Senior Secured Management Inc.
1166 Avenue of Americas, 26th Floor
New York, NY 10036
* $177,212,882.33 in aggregate principal amount of Term Loan
Claims
Lord Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
* $79,467,460.65 in aggregate principal amount of Term Loan
Claims
Raven Loch I, LLC and Raven Loch II, LLC
251 Little Falls Drive
Wilmington, DE 19808
* $158,312,628.98 in aggregate principal amount of Term Loan
Claims
Searchlight Capital
745 Fifth Avenue, 27th Floor
New York, NY 10151
* $22,760,372.43 in aggregate principal amount of Term Loan
Claims
Symphony Asset Management LLC
555 California Street, Suite 3100
San Francisco, CA 94104
* $9,873,181.04 in aggregate principal amount of Term Loan Claims
Counsel to the Ad Hoc Group can be reached at:
RAPP & KROCK, PC
Henry Flores, Esq.
Kenneth M. Krock, Esq.
1980 Post Oak Blvd., Suite 1200
Houston, TX 77056
Telephone: (713) 759-9977
Facsimile: (713) 759-9967
Email: hflores@rappandkrock.com
- and -
DAVIS POLK & WARDWELL LLP
Damian S. Schaible, Esq.
Darren S. Klein, Esq.
Erik Jerrard, Esq.
450 Lexington Avenue
New York, NY 10017
Telephone: (212) 450-4000
Facsimile: (212) 701-5800
Email: damian.schaible@davispolk.com
darren.klein@davispolk.com
erik.jerrard@davispolk.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/1Tyvvc
About American Commercial Lines
American Commercial Lines Inc. -- https://www.bargeacbl.com/ -- is
a provider of liquid and dry cargo barge transportation services in
the United States, operating a modern fleet of approximately 3,500
barges on the Mississippi River, its tributaries, and on the Gulf
Intracoastal Waterway. In addition, ACL operates a series of
strategically-placed harbor services facilities throughout the
region, providing fleeting, shifting, cleaning, and repair services
to their fleet of barges and 188 towboats, as well as to
third-parties. With approximately 2,100 employees as of the
Petition Date, and customers that include many of the country's
major energy, petrochemical, industrial, and agricultural
companies. ACL was founded in 1915 and is headquartered in
Jeffersonville, Indiana.
On Feb. 7, 2020, American Commercial Lines Inc. and 10 affiliates
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
20-30982) to seek confirmation of a prepackaged plan that will cut
debt by $1 billion.
The Hon. Marvin Isgur is the case judge.
Milbank LLP is serving as the Company's legal counsel, Greenhill &
Co. is serving as its financial advisor and Alvarez & Marsal North
America, LLC, is serving as restructuring advisor. Porter Hedges
LLP is the local counsel. The Company's claims agent is Prime
Clerk LLC.
AMERICAN COMMERCIAL: Unsecureds Unimpaired in Prepackaged Plan
--------------------------------------------------------------
AMERICAN COMMERCIAL LINES INC., et al., have filed a Joint
Prepackaged Chapter 11 Plan and a Disclosure Statement.
ACL does not presently have the resources to pay all of its
existing long-term debt obligations in full and in cash. However,
ACL has entered into a Restructuring Support Agreement with the
Consenting Term Lenders and the Sponsor in order to effectuate a
balance sheet recapitalization of ACL pursuant to the terms of the
Plan. The proposed restructuring will eliminate approximately $949
million in debt from ACL's balance sheet and thereby improve ACL's
financial condition and overall creditworthiness an help ensure
ACL's continued operations. ACL is commencing solicitation of the
Plan prior to the commencement of "prepackaged" chapter 11 cases,
which ACL believes will minimize disruption to its day-to-day
operations, reduce the cost of the proposed restructuring, and
ultimately be in the best interests of all of its stakeholders.
ACL therefore recommends, with the support of the Consenting Term
Lenders and the Sponsor, that all holders of Claims or Interests
who are entitled to vote on the Plan, after having reviewed all of
the information contained in this Disclosure Statement, Plan, and
other documents incorporated by reference thereto, vote to accept
the Plan.
As a result of the Restructuring provided in the Plan:
* the Allowed Existing ABL Facility Claims, will receive, in full
and final satisfaction, settlement, release, and discharge of, and
in exchange for, each such Claim, (i) on a dollar-for-dollar basis,
first lien, first-out revolving loans or commitments under the ABL
DIP Facility, (ii) Payment in Full in cash, or (iii) such other
less favorable treatment as to which ACL and the holder of such
Allowed Existing ABL Facility Claim will have agreed upon in
writing. The class has a 100 percent recovery.
* the Allowed Term Loan Claims, in the aggregate principal amount
of approximately $949 million, will be exchanged for (i) the right
to participate in the Rights Offering in accordance with the Rights
Offerings Procedures, (ii) a Pro Rata share of the New Take Back
Preferred Equity or New Take Back Preferred Warrants, subject to
dilution from the Management Incentive Plan, and (iii) a Pro Rata
share of the New Common Equity or the New Term Lender Warrants,
subject to dilution from the New Sponsor Warrants and conversion of
the New Money Preferred Equity. Term Loan Claims have an estimated
recovery of 38 percent.
* the Interests in Finn Holding will be exchanged for 5% of the
New Common Equity.
* all other Claims, including all General Unsecured Claims and
all Other Secured Claims, will be paid in full or otherwise
rendered Unimpaired. These classes have a 100 percent recovery.
In connection with consummation of the Plan, (1) ACL anticipates
entering into a new asset based loan facility comprising a
revolving credit facility (the "New ABL Facility") and a last-out
term facility, and (2) the Reorganized Company will issue the New
Common Equity, the New Preferred Equity, and the New Warrants.
Pursuant to the Restructuring Support Agreement, ACL must obtain a
commitment letter for the New ABL Facility with parties and on
terms acceptable to ACL, the Required Consenting Term Lenders and
the Required DIP Commitment Parties (each as defined in the
Restructuring Support Agreement) by not later than 14 days after
the Petition Date (i.e., by February 21, 2020).
A full-text copy of the Disclosure Statement dated Feb. 7, 2020, is
available at https://tinyurl.com/rtyrz62 from PacerMonitor.com at
no charge.
Counsel to Debtors:
Dennis F. Dunne
Samuel A. Khalil
Parker J. Milender
MILBANK LLP
55 Hudson Yards
New York, New York 10001
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
- and -
John F. Higgins (TX 09597500)
Eric M. English (TX 24062714)
PORTER HEDGES LLP
1000 Main Street, 36th Floor
Houston, Texas 77002
Telephone: (713) 226-6000
Facsimile: (713) 228-1331
About American Commercial Lines
American Commercial Lines Inc. -- https://www.bargeacbl.com/ -- is
a provider of liquid and dry cargo barge transportation services in
the United States, operating a modern fleet of approximately 3,500
barges on the Mississippi River, its tributaries, and on the Gulf
Intracoastal Waterway. In addition, ACL operates a series of
strategically-placed harbor services facilities throughout the
region, providing fleeting, shifting, cleaning, and repair services
to their fleet of barges and 188 towboats, as well as to
third-parties. With approximately 2,100 employees as of the
Petition Date, and customers that include many of the country's
major energy, petrochemical, industrial, and agricultural
companies. ACL was founded in 1915 and is headquartered in
Jeffersonville, Indiana.
On Feb. 7, 2020, American Commercial Lines Inc. and 10 affiliates
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
20-30982) to seek confirmation of a prepackaged plan that will cut
debt by $1 billion.
The Hon. Marvin Isgur is the case judge.
Milbank LLP is serving as the Company's legal counsel, Greenhill &
Co. is serving as its financial advisor and Alvarez & Marsal North
America, LLC, is serving as restructuring advisor. Porter Hedges
LLP is the local counsel. The Company's claims agent is Prime
Clerk LLC.
ANGELS FOR KIDS: Court Confirms Reorganization Plan
---------------------------------------------------
Judge Karen S. Jennemann has ordered that the Reorganization Plan
filed by Angels For Kids On Call 24/7, Inc., is CONFIRMED. The
judge ruled that the Disclosure Statement is APPROVED.
The Debtor will file all objections to claims within 90 days from
Jan. 22, 2020.
The schedule of payments to be made pursuant to the Plan is
provided as follows:
* Class 1: OCTC2 is the Holder of the Allowed Secured Class 1
Claim. It will be paid $935 on the Effective Date in full
satisfaction of its Allowed Secured Class 1 Claim.
* Class 2: Pearl is the Holder of the Allowed Secured Class 2
Claim. The monthly payments of principal and interest to Pearl will
be in the amount of $2,137 over a period of 84 months.
* Class 3: EIN is the Holder of the Allowed Secured Class 3
Claim. The monthly payments of principal and interest to EIN will
be in the amount of $772 over a period of 120 months.
* Class 4: Class 4 consists of the Holders of Allowed Unsecured
Claims. Total claim $57,337. Each holder of an Allowed Unsecured
Claim will be paid a pro rata share of the Unsecured Pot if not
paid in full. Payments will be made over 120 months and shall
commence on the 30th day after a final order determining all
remaining Disputed Claims. Payments will continue until the
Unsecured Pot or 100% of all Class 4 Claims are paid in full.
* Class 5: Class 5 consists of all Equity Interests. On the
Effective Date, the Debtor will cancel all existing stock held by
any and all shareholders, and issue 50% of the new stock to John
Valencia and the remaining 50% of the new stock to Elizabeth
Valencia. The holders of any Equity Interests will receive no
Distribution under the Plan on account of such Equity Interests.
A post-confirmation status conference has been scheduled for March
25, 2020 at 9:30 a.m., at the United States Bankruptcy Court, 400
W. Washington Street, 6th Floor, Courtroom A, Orlando, Florida
32801.
A full-text copy of the Second Amended Disclosure Statement dated
Jan. 9, 2020, is available at https://tinyurl.com/ug58era from
PacerMonitor.com at no charge.
A full-text copy of the Order dated Jan. 22, 2020, is available at
https://tinyurl.com/rvkcnzb from PacerMonitor.com at no charge.
The Debtor is represented by:
Aldo G. Bartolone, Jr., Esq.
Bartolone Law, PLLC
1030 N. Orange Ave., Suite 300
Orlando, Florida 32801
Telephone: 407-294-4440
Facsimile: 407-287-5544
E-mail: aldo@bartolonelaw.com
About Angels For Kids on Call 24/7
Angels For Kids On Call 24/7, Inc. --
https://www.angelsforkidsoncall.com/ -- is a for-profit behavioral
health company located in Orlando, Florida. The Company provides
treatment of mood disorder, disorders first diagnosed in childhood,
behavioral disorders, trauma, stress and poor health, substance and
social reality problems. Its target population is high-risk,
diverse and in need of immediate care.
While the Company is uniquely suited to specialize in child and
adult care, it offers a range of treatments for people of all age
ranges.
Angels For Kids On Call 24/7, based in Orlando, FL, sought Chapter
11 protection (Bankr. M.D. Fla. Case No. 19-03262) on May 16, 2019.
In the petition signed by John Valencia, president, the Debtor was
estimated to have $0 to $50,000 in assets and $1 million to $10
million in liabilities. The Hon. Karen S. Jennemann oversees the
case. Aldo G. Bartolone, Jr., Esq., at Bartolone Law, PLLC, serves
as bankruptcy counsel to the Debtor.
AT&T INC: S&P Rates New Euro Fixed-Rate B Preferred Shares 'BB+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating to
Dallas-based AT&T Inc.'s proposed euro fixed-rate reset perpetual
series B preferred shares (amount to be determined). The company
will use the proceeds from these shares for general corporate
purposes, which S&P expects will include stock buybacks.
S&P classifies the hybrid instrument as having intermediate equity
credit (50% equity) until the first reset date, which is five years
from the issuance date based on the proposed terms. S&P rates the
shares two notches below its 'BBB' long-term issuer credit rating
on the company, which reflects one notch for their subordination
relative to AT&T's other debt obligations and an additional notch
for their payment flexibility due to the optional deferability of
the interest payments.
The rating agency understands that AT&T plans to increase the stock
of hybrids in its capital structure over the next three years to
about $20 billion-$30 billion from $16 billion as of Dec. 31, 2019.
It believes that the company has the flexibility to increase the
amount of hybrids in its capital structure and maintain 50% equity
credit for those instruments, which the rating agency classifies as
having intermediate equity content. The company's S&P-calculated
ratio of hybrids, including the proposed issuance, that receive
equity credit relative to its S&P-adjusted capitalization is less
than 2%. This is well below the 15% limit on hybrid capitalization
that, if it exceeded, would lead S&P to remove the equity credit
for the portion of the company's hybrid capital that exceeds this
threshold. However, S&P views AT&T's plans to increase the mix of
hybrids in its capital structure as leveraging. Therefore, if the
company does not offset the additional debt with asset sales and
debt repayment, it could slow the pace of its leverage reduction
over the next three years.
S&P classifies the proposed hybrids as having intermediate equity
content until the first reset date because of terms that provide
subordination, permanence, and optional deferability during this
period.
Although the proposed securities are perpetual, AT&T can redeem
them five years from the issuance date and every year thereafter.
The coupon to be paid on the proposed securities equals the sum of
the applicable swap rate plus a margin, with the applicable swap
rate resetting every five years from issuance. The coupon also
increases by 25 basis points (bps) as of year 10 and by a further
75 bps as of year 25. S&P views the cumulative 100 bps increase as
a moderate step up, which will incentivize AT&T to redeem the
instrument. Consequently, S&P will no longer recognize the proposed
securities as having intermediate equity content after the first
reset date, at which point the rating agency will view them as 100%
debt-like. This is because the remaining period until their
economic maturity would, by then, be less than 20 years.
BEATRICE REALTY: Court Grants Permission to Use Cash Collateral
---------------------------------------------------------------
Judge Christopher J. Panos authorized Beatrice Realty Group, LLC to
use cash collateral in the ordinary course of its business for the
period ending through the conclusion of a further hearing on the
cash collateral motion scheduled for April 30, 2020 at 10:30 a.m.
As adequate protection for the Debtor's use of cash collateral,
Citizens Bank, N.A., is granted replacement liens in and to all
property of the kind presently securing the obligations owed to
Citizens, including any property purchased or acquired with the
cash collateral and any proceeds thereof, but excluding any causes
of action under Chapter 5 of the Bankruptcy Code. The replacement
liens will be recognized only to the extent of any post-petition
diminution in value (from the Debtors' use of cash collateral) of
Ablitt and Bay State Homes' pre-petition collateral.
Citizens Bank may have liens against certain of the Debtor's
personal property, including certain cash and accounts receivable.
Steven Ablitt and Bay State Homes Corporation may have liens
against certain of the Debtor's personal property consisting of
cash in certain of the Debtor's prepetition accounts at Bank of
America.
A copy of the interim order is available free of charge at
https://is.gd/j9dmhS from PacerMonitor.com.
Objections to the Debtor's further use of cash collateral must be
filed no later than April 28, 2020 at 4:30 p.m.
About Beatrice Realty Group
Beatrice Realty Group, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 19-12552) on July 29,
2019. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. The
Law Office of Joseph G. Butler is the Debtor's counsel.
BED BATH: S&P Puts 'BB' ICR on Watch Neg. on Weak Operating Trends
------------------------------------------------------------------
S&P Global Ratings placed all its ratings on Bed Bath & Beyond
Inc., including its 'BB' issuer credit rating, on CreditWatch with
negative implications.
The CreditWatch placement follows the company's announcement of
weaker than expected holiday sales and deteriorating profitability.
Despite growth at its digital channels (about 20% in the first two
months of the fourth quarter of fiscal 2019), revenues and earnings
were significantly pressured (comparable store sales declined 540
basis points and gross margin declined 300 basis points) because of
declining foot traffic and an increased promotional cadence. S&P
expects to resolve the CreditWatch within the next three months,
following the company's full earnings release. S&P's review will
focus on the company's competitive standing and the rating agency's
confidence in its ability to execute a turnaround, particularly in
light of recent inventory challenges and the highly competitive and
rapidly changing retail environment.
"We expect to resolve the CreditWatch within the next three months,
subsequent to the company's full earnings release. We believe there
is at least a 50% chance that we could lower the ratings at least
one notch as we reconsider the company's competitive standing and
turnaround prospects," S&P said.
BLINK CHARGING: Appoints New Chief Financial Officer
----------------------------------------------------
Blink Charging Co. has appointed Michael Rama, CPA as its new chief
financial officer, effective Feb. 10, 2020. Mr. Rama has nearly 30
years of experience with publicly-traded companies in growth
stages. The Company said Mr. Rama's leadership and experience will
be a strong asset for Blink as it continues its global expansion
and increases its charging station footprint.
"We are thrilled to have someone with Michael's knowledge and
experience in navigating high-growth tech and real estate companies
as part of Blink's senior management team. His leadership will be
instrumental as we enter into the next phase of our growth," stated
Michael D. Farkas, Blink founder and chief executive officer.
"I am confident that Michael will further strengthen our leadership
team with his strategic and financial knowledge and will be able to
immediately add value to our short and long-term growth goals. I
am looking forward to seeing the positive impact he will make
within the management team, with investors, the Board of Directors,
and all Blink stakeholders."
In his new role, Mr. Rama will be focused on further strengthening
the financial foundation of Blink Charging and working to reduce
market volatility through strong financial processes, smart
investments, capital raises, and strategic opportunities.
Mr. Rama remarked, "I am very excited about joining the Blink team
and am excited to furthering the build-out and strengthening of the
finance and accounting functions in order to support the Company's
drive towards growth. Blink is one of the most exciting companies
in the explosive electric vehicle charging space, and I look
forward to working with Mr. Farkas and the rest of the Blink team
as we increase the footprint of the Company’s charging
stations."
Mr. Rama will succeed Mr. Jonathan New, the Company's CFO since
2018 and a key officer following Blink's initial public offering on
Nasdaq in February 2018. Mr. New will be stepping down in order to
pursue other interests.
Mr. Rama joins Blink following nearly a decade with NV5 Global
(Nasdaq: NVEE), where he served as vice president and chief
financial officer. From October 1997 until August 2011, Mr. Rama
held various accounting and finance roles with AV Homes, Inc.
(formerly known as Avatar Holdings, Inc.) (Nasdaq: AVHI), including
principal financial officer, chief accounting officer, and
controller. Mr. Rama has nearly 30 years of experience in
construction, development, and real estate management.
Mr. Rama's depth of experience includes the strengthening of
financial systems for high-growth companies, SEC reporting, due
diligence and the leading of acquisitions, capital market
transactions, and establishment and maintenance of internal
controls. Mr. Rama earned a Bachelor of Science degree in
accounting from the University of Florida and is a Certified Public
Accountant.
About Blink Charging
Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID),
formerly known as Car Charging Group, Inc. --
http://www.CarCharging.com/-- designs, owns, operates and sells
electric vehicle (EV) charging equipment under the Blink brand, as
well as a number of other charging station equipment manufacturers
including Chargepoint, General Electric (GE) and SemaConnect.
Blink Charging also offers connectivity to the Blink Network, a
cloud-based platform that operates, manages and tracks Blink's EV
charging stations and all associated data.
As of Sept. 30, 2019, the Company had cash, marketable securities,
working capital and an accumulated deficit of $7,987,019,
$3,032,399, $9,026,224 and $166,610,317, respectively. During the
three and nine months ended Sept. 30, 2019, the Company incurred
net losses of $2,622,989 and $6,753,836, respectively. During the
nine months ended Sept. 30, 2019, the Company used cash in
operating activities of $7,374,412. The Company said these
conditions raise substantial doubt about its ability to continue as
a going concern within a year after the issuance date of the
financial statements for the quarter ended Sept. 30, 2019. The
Company expects to have the cash required to fund its operations
into the third quarter of 2020 while it continues to apply efforts
to raise additional capital.
As of Sept. 30, 2019, the Company had $14.86 million in total
assets, $4.79 million in total liabilities, and $10.06 million in
total stockholders' equity. Blink Charging reported a net loss
attributable to common shareholders of $26.88 million for the year
ended Dec. 31, 2018, compared to a net loss attributable to common
shareholders of $79.63 million for the year ended Dec. 31, 2017.
BMC ACQUISITION: S&P Cuts ICR to 'B-' on Heightened Liquidity Risk
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit and first-lien credit
facility ratings on Dallas-based BMC Acquisition Inc. to 'B-' from
'B'.
The downgrade reflects the company's weak liquidity position and
S&P's expectation for heightened liquidity stress absent a
corporate action that improves the company's liquidity profile.
The stable outlook is predicated on the company's ability to
quickly remediate its weak liquidity position, which S&P expects to
be accomplished in the first quarter of 2020. Additionally, it
reflects S&P's expectation for low-single-digit percent organic
revenue growth rates, improved adjusted EBITDA margins in the
low-20% area, and a sharp improvement in the company's liquidity
position.
"We could lower our ratings if we expect free cash flow deficits to
persist or if the company struggles to quickly improve its
liquidity position. Under this scenario, we view the capital
structure as unsustainable or expect the company's liquidity
position to remain below $15 million. Additionally we could lower
the ratings if BMC engages in large shareholder returns or
debt-funded acquisitions," S&P said.
"Although unlikely over the next 12 months, we could raise the
rating if BMC's forecast FOCF to debt improves to the mid- to
high-single-digit percent area. In this scenario, BMC would
profitably diversifying its service offerings and meaningfully
improve its scale," the rating agency said.
BNG FITNESS: Feb. 26 Continued Confirmation Hearing Set
-------------------------------------------------------
Judge Micheal G. Williamson has ordered that a continued
confirmation hearing of the Chapter 11 Plan of BNG FITNESS, LLC.,
d/b/a ANYTIME FITNESS, will be held on Feb. 26, 2020, at 10:00
a.m., Courtroom 8A, Sam M. Gibbons United Sates Courthouse, 801 N.
Florida Avenue, Tampa, Florida.
Parties in interest shall submit to the Clerk's office their
written ballot accepting or rejecting the Plan no later than eight
days before the date of the Confirmation Hearing.
Objections to confirmation shall be filed with the Court and served
on the Local Rule 1007-2 Parties in Interest List no later than
seven days before the date of the Confirmation Hearing;
Three days prior to the Confirmation Hearing, the Debtor will file
a confirmation affidavit.
The Debtor will file a ballot tabulation no later than 96 hours
prior to the time set for the Confirmation Hearing.
About BNG Fitness
BNG Fitness, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-05123) on May 30,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of less than $100,000. The
case is assigned to Judge Michael G. Williamson. The Debtor tapped
David W. Steen, Esq., at David W Steen, P.A., as counsel.
BOSTON DONUTS: Gets Court Nod to Use Cash Collateral Thru April 30
------------------------------------------------------------------
Judge Christopher J. Panos authorized Boston Donuts, Inc., and
debtor affiliates to use cash collateral through April 30, 2020
pursuant to the budget, which provides for $27,909 in cost of goods
sold and $3,609 in total general and administrative expenses.
Pursuant to the order, the secured parties are granted a continuing
post-petition replacement lien and security interest in all
post-petition property of the estate of the same type against which
they held validly perfected liens and security interest as of the
Petition Date. Hometown Bank, Quickstone Capital and the
Massachusetts Department of Revenue (MDOR) are parties-in-interest
to the cash collateral.
A copy of the third interim order is available for free at
https://is.gd/KP8wiH from PacerMonitor.com.
About Boston Donuts Inc.
Boston Donuts, Inc., generates revenues by manufacturing and
selling donuts. The Company sought Chapter 11 protection (Bankr.
D. Mass. Lead Case No. 19-41141) on July 11, 2019 along with its
Debtor affiliates Costa Café, Inc., Maple Avenue Donuts,
Inc., W&E Trust, Inc., and EOR Holding Corporation. Their cases
are jointly administered. James P. Ehrhard, Esq., at Ehrhard &
Associates, P.C., represents the Debtors.
BROOKFIELD RESIDENTIAL: S&P Rates $500MM Sr. Unsecured Notes 'BB-'
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '2'
recovery rating to Brookfield Residential Properties Inc.'s
proposed issuance of $500 million in senior unsecured notes due in
2030. The '2' recovery rating indicates its expectation for
significant (70%-90%; rounded estimate: 75%) recovery in the event
of a payment default. S&P anticipates the company will use the
proceeds from this offering, together with cash on hand, to fund
the redemption price of its existing 6.125% senior unsecured notes
due July 2022 (including accrued interest and the redemption
premium), and pay fees and expenses associated with that
transaction and this offering.
CABRERA INVESTMENTS: Disclosure Hearing Continued to Feb. 25
------------------------------------------------------------
Debtor Cabrera Investments, LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Florida, Miami Division, an
Agreed Ex Parte Motion to continue hearing to consider approval of
Disclosure Statement. On Jan. 23, 2020, Judge Robert A. Mark
ordered that:
* The Motion is granted.
* The hearing to consider approval of the Debtor's Disclosure
Statement will be continued to Feb. 25, 2020, at 2:00 p.m., at the
United States Bankruptcy Court, C. Clyde Atkins United States
Courthouse, 301 N. Miami Avenue, Courtroom 4, Miami, FL 33128.
* All deadlines set forth in the Scheduling Order shall be
extended accordingly.
A full-text copy of the order dated January 23, 2020, is available
at https://tinyurl.com/rnfqaer from PacerMonitor at no charge.
The Debtor is represented by:
Zach B. Shelomith, Esq.
Leiderman Shelomith Alexander + Somodevilla, PLLC
2699 Stirling Road, Suite C401
Ft. Lauderdale, FL 33312
Telephone (954) 920-5355
Facsimile (954) 920-5371
E-mail: zbs@lsaslaw.com
About Cabrera Investments
Based in Hialeah, Florida, Cabrera Investments, LLC, filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. Case No. 18-19175) on June 30, 2018, estimating
$100,001 to $500,000 in total assets and $500,001 to $1 million in
total liabilities.
Ricardo A. Rodriguez, Esq. of the law firm of Rodriguez Law, P.L.
is the Debtor's counsel. Zach B. Shelomith, Esq. of the law firm
of Leiderman Shelomith Alexander + Somodevilla, PLLC, is the
Debtor's co-counsel.
CAPSTONE OILFIELD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Capstone Oilfield Disposal Services, LLC
400 W. Jack Choate Ave.
Hennessey, OK 73742
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
Western District of Oklahoma
Case No.: 20-10461
Debtor's Counsel: Stephen J. Moriarty, Esq.
FELLERS, SNIDER ET AL
100 N. Broadway, Ste 1700
Oklahoma City, OK 73102-8820
Tel: 405-232-0621
E-mail: smoriarty@fellerssnider.com
Total Assets: $10,058,603
Total Liabilities: $14,158,390
The petition was signed by Randy Holder, owner/managing member.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/CSrgSS
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Arvine Pipe & Supply $1,247
Company, Inc.
1708 Topeka Drive
Norman, OK 73069
2. Basic Energy Service $5,550
PO Box 841903
Dallas, TX 75284
3. D&S Oil Tools, Inc. $1,875
PO Box 297
Ratliff City, OK
73481-0297
4. Fast Farms LLC Lease $26,277
252312 E. County For Fast #1,
Road 50 Fast #2, and
Fairview, OK 73737 Yellow Jacket
SWD
5. GW Well Tools $4,842
PO Box 527
Ames, OK 73718
6. Hurricane Services, Inc. $13,550
250 N Water, Suite 200
Wichita, KS 67202
7. Interbank Substantially $2,000,000
All of Debtor's
Assets
8. J&R Transport Inc. $16,991
PO Box 781
Woodward, OK 73802
9. Joan Harper Lease for $7,000
6383 E. Girard Place #131 Chester Young
Denver, CO 80222 SWD
10. Key Energy Fishing & The Bluff #2 $132,479
Rental Service Disposal
PO Box 4649
Houston, TX77210-4649
11. Mildred G. Ring Lease for Ring $11,496
Living Trust SWD
12629 N. Sinclair Road
Garber, OK 73738
12. O.N. Goode, Jr. $7,240
Oil & Gas Consultant
1218 Rancho Serena Drive
Keller, TX 76248
13. Oklahoma Tax Commission Gross Production $557,323
2501 N. Lincoln Blvd. Tax Audit
Oklahoma City, OK 73194
14. Precision Wireline, L.L.C. $11,160
3007 N.W. 63rd, Suite 205
Oklahoma City, OK 73116
15. Pump Systems Management, Inc. $12,223
PO Box 721927
Norman, OK 73116
16. Ranger Oilfield Services $3,872
PO Box 594
Hennessey, OK 73742
17. RWLS LLC dba $8,050
Renegade Services
PO Box 862
Levelland, TX 79336
18. Spicer and Sandburg, Inc. $1,916
PO Box 95385
Oklahoma City, OK73143
19. Union PLB LLC Lease for $20,000
PO Box 99 Beckenbile SWD
Morrison, OK 73061
20. Willard or Lease for $4,500
Marlene Moore Ranson SWD
6610 NW 29th
Terrace
Bethany, OK 73008
CARECENTRIX HOLDINGS: S&P Alters Outlook to Neg., Affirms 'B' ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
CareCentrix Holdings Inc. and revised the outlook to negative from
stable following the company's announcement that its largest
client, Cigna, which accounted for roughly $1 billion in annual
revenues, will not renew with the company, effective Jan. 31,
2021.
The issue-level rating on subsidiary CareCentrix Inc.'s senior debt
remains 'B'. The '3' recovery rating on this debt indicates
expectations for meaningful (50%-70%; rounded estimate: 55%)
recovery in a default.
The outlook revision reflects CareCentrix's receipt of a nonrenewal
from client Cigna effective Jan. 31, 2021.
S&P believes the nonrenewal was due to Cigna's desire to bring the
services in-house after its 2018 acquisition of Express Scripts,
the parent company of eviCore, a competitor to CareCentrix, rather
than any dissatisfaction with services.
The negative outlook reflects the potential that CareCentrix may
not be able to replace its lost revenues with growth from its
remaining client base and new contract wins, generate significant
free cash flows, and maintain leverage at under 7.5x long term.
Cigna accounted for about half of CareCentrix's revenue base.
Although credit metrics will deteriorate following Cigna's 2021
departure, S&P expects CareCentrix to generate improved financial
results in 2022 with $80 million adjusted EBITDA and around $18
million free cash flow based on growth in its existing client base
and contract pipeline. However, the rating agency expects leverage
to exceed 10x in 2021.
The negative outlook on CareCentrix Holdings Inc. reflects S&P's
view that it could lower the ratings as a result of Cigna's
nonrenewal and potential changes to the company's credit measures
and business risk profile.
"We could downgrade the company if it loses momentum such as delays
in winning new contracts. This could occur due to inability to win
new contracts or an unexpected loss of one or more of the company's
largest clients," S&P said.
"We could revise the outlook back to stable if CareCentrix wins new
contracts to grow its business and improves EBITDA margins, such
that it can sustain leverage below 7.5x," the rating agency said.
CAST & CREW: S&P Affirms 'B' ICR on Debt-Funded Acquisition
-----------------------------------------------------------
S&P Global Ratings affirmed all of its ratings on Cast & Crew
Payroll LLC, including its 'B' issuer credit rating on the company,
with stable outlook.
Burbank, Calif.-based entertainment production payroll services and
software provider Cast & Crew Payroll LLC plans to increase its
term loan by $125 million and use the proceeds to acquire Media
Services.
S&P's ratings affirmation reflects Cast & Crew's strong market
position within the growing entertainment industry payroll market
niche, which benefits from increasing demand for content across
film, television, digital streaming, music, and live events and
from high entry barriers given complex industry-specific servicing
requirements. S&P expects the acquisition of Media Services will
enhance the company's residuals, television and digital streaming
client-base and product offerings, yielding greater scale and
eventually modest duplicative headcount cost synergies. Offsetting
factors include the company's small overall scale, high leverage
risk-tolerance, and end-market concentration to the cyclical media
and entertainment verticals, partially mitigated by long-tenured
client relationships with leading production houses.
S&P's stable outlook reflects its expectation that Cast & Crew's
adjusted leverage will decline below 7x over the next 12 months, as
organic growth from strong content demand and contributions from
acquisitions support organic revenue growth in the
high-single-digit percent area. The rating agency expects low
capital expenditures (capex), well-managed working capital, and
high EBITDA margins to support mid-single-digit percent area free
operating cash flow to debt in 2021.
"We could lower the rating if weaker-than-expected operating
performance or unexpected operating issues or integration missteps
resulted in customer losses, or declining revenue, EBITDA margins,
or cash flow. In this scenario, we could lower our liquidity
assessment, or expect adjusted leverage to be sustained above 7x or
DCF to debt below 3%," S&P said. Tolerance for further large
debt-financed dividend payments or acquisitions is limited at the
current rating, according to the rating agency.
"We could also lower the rating if Cast & Crew's ultimate parent's
(Camera Holdings L.P.) other wholly owned subsidiaries, which
operate outside the credit group, experienced business or financial
distress. In this scenario, we would conclude that stress at the
subsidiaries outside of the credit group could have adverse
repercussions for Cast & Crew's credit quality," S&P said.
"Although unlikely given the company's financial sponsor ownership,
we could consider a positive rating action if
stronger-than-expected operating performance and a conservative
financial policy allowed for adjusted leverage to decline below 5x
on a sustained basis," the rating agency said.
CCC INFORMATION: S&P Alters Outlook to Positive, Affirms B- ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on CCC
Information Services Inc. (CCC) and revised its outlook to
positive.
S&P lowered its issue-level rating on CCC's first-lien term loan to
'B-' ('3' recovery rating) from 'B' ('2' recovery rating) as a
result of the company's contemplated incremental first-lien debt.
S&P affirmed the 'CCC' issue level rating on the company's
second-lien facility. The '6' recovery rating is unchanged.
S&P believes good operational performance will continue into 2020,
ultimately leading to lower leverage. CCC Information Services Inc.
(CCC) benefits from the trend of mid-tier insurance companies
seeking to improve efficiency through technology. This trend,
together with product upsells, has helped CCC maintain annual
revenue growth in the high single digit to 10% area over the last
two years. CCC's auto physical damage (APD) software provides
stakeholders in the insurance ecosystem quick access to accurate
historical and projected data to make claims-related decisions. CCC
also benefits from prior research and development expenses, which
have increased its product breath within the APD space. Stable
industry trends support the increased product demand. The dollar
value of claims has grown at a very low-single-digit compound
annual growth rate over the past five years, and auto crash
frequency has also been stable due to a slightly increasing count
of vehicles on the roads. In the meantime, the increasing
complexity of cars is a net positive for the claims business as
vehicles have become more expensive to repair. APD represents about
76% of CCC's 2019 revenue, and it has higher margins than the
company's second-largest segment, casualty (accounts for about 20%
of annual revenue).
The positive outlook on Chicago-based CCC reflects S&P's
expectation that its strong revenue growth in 2019 will continue
into 2020, ultimately improving earnings and lowering leverage to
the low 7x area over the next 12 months.
"We could revise the outlook to stable if weaker-than-expected
revenue and earnings growth slows the pace of leverage improvement
over the next 12 months. We could also revise the outlook to stable
if CCC pursues a more aggressive financial policy through
significant debt-funded acquisitions or dividends that result in
leverage above 7.5x," S&P said.
"We could raise the rating over the next 12 months if leverage
declines sustainably below 7.5x while CCC maintains good
operational performance and cash flow generation. Upward momentum
is supported by good bookings growth in 2019, which should convert
into 2020 revenues," the rating agency said.
CIRCOR INTERNATIONAL: S&P Rates $492MM Term Loan 'B'
----------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to U.S.-based flow control solutions provider
CIRCOR International Inc.'s proposed $492 million term loan, which
will replace and reprice its existing first-lien term loan. The '3'
recovery rating indicates S&P's expectation for meaningful recovery
(50%-70%; rounded estimate: 60%) in the event of a payment default.
The rating agency revised its rounded recovery estimate for the
company's first-lien credit facilities to 60% from 55% because the
company paid down the first-lien term loan with the proceeds from
the sale of its Instrumentation and Sampling (I&S) business.
S&P's 'B' issuer credit rating and stable outlook on CIRCOR are
unchanged. The company recently closed the sale of its I&S
business, which accounted for about $80 million in revenue and $15
million in operating profit, to Crane Co. for net proceeds of $159
million. CIRCOR used the net proceeds to reduce its debt. This
completed the company's plan to divest noncore assets and exit its
position in the upstream oil and gas market. In S&P's view, despite
the company's reduced scale, the divestments have made it a
relatively more stable business focused on the higher-margin
industrial and aerospace and defense markets.
"We view the I&S sale as credit positive. We expect CIRCOR's recent
debt reduction, along with an overall improvement in its operating
performance for the year, to reduce its S&P Global-adjusted debt to
EBITDA to the low-5x area by the end of 2020 from the mid- to
high-6x area in 2019. Still, our forecast does not anticipate that
the company will reduce its leverage materially below 5x over the
next 12 months. We view CIRCOR's leverage of more than 5x as
relatively high and consistent with the current rating, especially
because it remains somewhat exposed to the industrial and
downstream oil and gas end markets, which we consider to be
relatively volatile," S&P said.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- CIRCOR's capital structure comprises a $150 million revolving
credit facility and an approximately $492 million term loan.
-- The 5x multiple S&P used to value CIRCOR is in line with the
multiples it uses for its capital goods peers in the 'B' rating
category.
-- S&P's simulated default scenario assumes a default occurring in
2023 amid a sustained global economic downturn and a broad-based
decline in business activity in CIRCOR's key end markets that
reduces its revenue and leads to elevated competitive pressure.
This, in turn, strains the company's liquidity and capital
resources to the point that it cannot continue to operate without
filing for bankruptcy.
-- S&P assumes the company will seek covenant amendments on its
path to default--resulting in higher interest costs--and anticipate
that it will have drawn approximately 85% on its $150 million
revolving credit facility.
Simulated default assumptions
-- Year of default: 2023
-- EBITDA at emergence: $73 million
-- EBITDA multiple: 5x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $349
million
-- Valuation split (obligors/nonobligors): 60%/40%
-- Collateral/noncollateral value available to secured debt
claims: $300 million/$49 million
-- Secured debt claims: $577 million
-- Recovery expectations: 50%-70% (rounded estimate: 60%)
Note: All debt amounts at default include six months of accrued
prepetition interest.
CLOVER TECHNOLOGIES: Gets Final Approval to Use Cash Collateral
---------------------------------------------------------------
Judge Karen B. Owens authorized Clover Technologies Group, LLC and
debtor affiliates to use cash collateral on a final basis, pursuant
to the budget, for the period from the Petition Date through the
earliest to occur of:
(a) the expiration of the remedies notice period,
(b) the effective date of a confirmed Chapter 11 plan in the
Debtors' cases, and
(c) the date that is three months after the Petition Date.
Before the Petition Date, the Debtors, jointly and severally,
obtained (a) $715,000 of funds under a credit agreement dated May
8, 2014 with Wilmington Savings Fund Society, FSB as agent for the
lenders (as successor to Bank of America, N.A.), and the lenders
party thereto from time to time, and (b) an incremental term loan
facility in an aggregate principal amount of $110,000,000 pursuant
to a first amendment and incremental joinder agreement with the
secured parties.
As of the Petition Date, the Debtors owe, without defense,
counterclaim, or offset of any kind, the aggregate principal amount
of $644,101,000 plus accrued and unpaid interest and any additional
fees, costs, expenses, under the loan documents. The term loan
obligations are secured by valid, binding, perfected first-priority
security interests in and liens on substantially all of the
Debtors' assets, including the cash collateral.
Pursuant to the final order, the secured parties are entitled to
adequate protection of their interests in the pre-petition
collateral, including cash collateral, pursuant to Sections 361 and
363(e) of the Bankruptcy Code, to the extent of any diminution in
value of their interests in the prepetition collateral.
The Court ruled that from and after the Petition Date, the agent
(on behalf of itself and each of the secured parties) is granted,
to the extent of any diminution in value of its interests in the
prepetition collateral:
(a) adequate protection liens,
(b) adequate protection super priority claim,
(c) all reasonable and documented fees and expenses of:
* the agent,
* Blank Rome LLP, as counsel to the agent, and local counsel
retained by the agent,
* Gibson, Dunn & Crutcher LLP and Pachulski Stang Ziehl &
Jones, LLP, as counsel to certain supporting secured parties, and
* Greenhill & Co., LLC, as financial advisor to certain
supporting secured parties.
The agent will have the right to credit bid under Section 363(k) of
the Bankruptcy Code all or any portion of its claims in connection
with a sale of the Debtors' assets, without the need for further
Court order, and whether the sale is effectuated under Section 363
of the Bankruptcy Code, under a Chapter 11 plan of reorganization
for any or all of the Debtors, by a Chapter 7 trustee under Section
725 of the Bankruptcy Code, or otherwise.
A copy of the final order is available free of charge at
https://is.gd/fHRzcD from PacerMonitor.com.
About Clover Technologies
Clover Technologies Group, LLC, et al. --
http://www.clovertech.com/-- collect and recycle electronic
devices and provide aftermarket management services for mobile
device carriers, manufacturers, retailers, insurance providers and
enterprise businesses. Formed through organic growth and strategic
acquisitions, the Debtors and their non-debtor affiliates operate
repair centers in North America and abroad and provide services in
over 120 countries.
Clover Technologies Group, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-12680) on Dec. 16,
2019. Clover Technologies was estimated to have $100 million to
$500 million in assets and liabilities.
The Debtors tapped Kirkland & Ellis LLP as counsel; Klehr Harrison
Harvey Branzburg LLP as local bankruptcy counsel; Alvarez & Marsal
North America, LLC, a restructuring advisor; Jefferies LLC as
investment banker; and Bankruptcy Management Solutions, Inc., as
claims agent.
CREATIVE GLOBAL: April 1 Plan Confirmation Hearing Set
------------------------------------------------------
The Court will hold a hearing to consider confirmation of the Plan
on April 1, 2020 at 9:00 a.m. (PT), in Courtroom 1575, located at
the Roybal Federal Building, 255 East Temple Street, in Los
Angeles, California 90012.
Creditors who wish to vote on the Plan must return their ballots to
accept or reject the Plan so that they are actually received by
Levene, Neale, Bender, Yoo & Brill L.L.P. (Attention: Juliet Y. Oh,
Esq.) by no later than 5:00 p.m. (PT) on March 4, 2020 (the
"Balloting Deadline"). Any ballots received after the Balloting
Deadline will not be counted.
By March 11, 2020, the Debtors must also file with the Court a
summary of the outcome of the voting by all timely received ballots
along with a copy of all timely received ballots.
Objections, if any, to the Confirmation Motion, must be filed and
served not later than 14 days prior to the date of the Confirmation
Hearing.
Objections, if any, to the Debtors' proposed assumption or
rejection of executory contracts and unexpired leases, including
any objections to the proposed cure payments, described in the Plan
and Disclosure Statement must be filed and served not later than 14
days prior to the date of the Confirmation Hearing.
Any reply to any objections to the Confirmation Motion must be
filed and served not later than seven days prior to the date of the
Confirmation Hearing.
Attorneys for Chapter 11 Debtors:
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.
DAH-ON INC: Seeks to Hire Hayward & Associates as Legal Counsel
---------------------------------------------------------------
Dah-On, Inc. seeks authority from the U.S. Bankruptcy Court for the
Eastern District of Texas to employ Hayward & Associates PLLC as
its legal counsel.
Hayward will perform the legal services that will be necessary
during the Debtor's Chapter 11 case.
Young Jin Jun, the Debtor's principal, paid $15,000 to Hayward as a
retainer, of which $4,829.50 was used to pay for the firm's
pre-bankruptcy services.
The firm's hourly fees are:
Melissa Hayward $400
Associates $275
Paralegal $175
Melissa Hayward, Esq., a partner at Hayward, disclosed in court
filings that her firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Melissa S. Hayward, Esq.
Zachery Z. Annable, Esq.
10501 North Central Expy., Suite 106
Dallas, TX 75231
Phone: (972) 755-7100
Fax: (972) 755-7110
Email: MHayward@HaywardFirm.com
ZAnnable@HaywardFirm.com
About Dah-On Inc.
Dah-On, Inc., a company that operates a liquor store known as S&K
Beverages in Plano, Texas, filed a voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 20-40116) on
Jan. 10, 2020. In the petition signed by Young Jin Jun, president,
the Debtor estimated $100,000 to $500,000 in assets and $1 million
to $10 million in liabilities. Judge Brenda T. Rhoades oversees
the case. Jamie Kirk, Esq., at Hayward & Associates PLLC, is the
Debtor's legal counsel.
DBMP LLC: Group Opposes Asbestos Claimants' Committee Appointment
-----------------------------------------------------------------
A group of asbestos claimants represented by The Gori Law Firm has
opposed DBMP LLC's bid to appoint the members of the ad hoc
committee of asbestos personal injury claimants formed prior to the
company's bankruptcy filing to serve as the official committee of
asbestos claimants.
"[DBMP] and the ad hoc committee have not exchanged meaningful
information, have not entered into or successfully completed
significant negotiations and have not presented a pre-packaged
plan. In fact, the ad hoc committee did not even meet prior to the
filing of [DBMP's] case," the group's attorney, Linda Simpson,
Esq., at JD Thompson Law, said.
Ms. Simpson said the group supports the appointment of the
committee of asbestos claimants independently selected by Shelley
Abel, the U.S. Bankruptcy Administrator for the Western District of
North Carolina, and that it supports the committee composition as
proposed by the bankruptcy administrator.
Meanwhile, Bryan Swiger, administrator of Lyle E. Swiger's estate,
has asked the U.S. Bankruptcy Court for the Western District of
North Carolina to deny the bankruptcy administrator's request.
Mr. Swiger is one of those ad hoc committee members proposed by
DBMP to be part of the official committee. His personal injury
counsel is Simmons Hanly Conroy.
"SHC's considerable experience in resolving claims with the debtor,
representing creditor committee members in other asbestos
bankruptcies, and pre-petition efforts to challenge the debtor's
corporate restructuring, movant respectfully requests the court to
deny the [bankruptcy administrator's motion and consider movant's
inclusion on the committee," Mr. Swiger said in court papers.
Mr. Swiger is represented by:
Christopher R. Guinn, Esq.
Simmons Hanly Conroy
1 Court St.
Alton, IL 62002
Phone: (618) 259-2222
Fax: (618) 259-2251
Email: cguinn@simmonsfirm.com
-- and --
William M. Graham, Esq.
Wallace and Graham, P.A.
525 North Main Street
Salisbury, NC 28144
Phone: 704-633-5244
Fax: 704-633-9434
Email: bgraham@wallacegraham.com
Ms. Simpson maintains an office at:
Linda W. Simpson, Esq.
JD Thompson Law,
P.O. Box 33127
Charlotte, NC 28233
Phone: (704) 641-4359
Fax: (704) 943-1152
Email: LWS@JDThompsonLaw.com
About DBMP LLC
DBMP LLC is a North Carolina limited liability company and the
direct parent company of Millwork & Panel LLC, which manufactures
vinyl siding and polyvinyl chloride (PVC) trim products for the
construction market at facilities it owns in Claremont, N.C. and
Social Circle, Ga. It is a defendant in tens of thousands of
asbestos-related lawsuits pending in courts throughout the United
States.
DBMP sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D.N.C. Case No. 20-30080) on Jan. 23, 2020. At the time
of the filing, the Debtor disclosed assets of between $500 million
and $1 billion and liabilities of the same range.
Judge Laura T. Beyer oversees the case.
The Debtor tapped Jones Day as legal counsel; Robinson, Bradshaw &
Hinson, P.A. and Schiff Hardin LLP as special counsel; Bates White,
LLC as consultant; and Epiq Corporate Restructuring, LLC as claims,
noticing and balloting agent.
DEAN FOODS: Appointment of Equity Committee Sought
--------------------------------------------------
An ad hoc group of equity shareholders filed a motion with the U.S.
Bankruptcy Court for the Southern District of Texas to appoint a
committee to represent equity shareholders of Dean Foods and its
affiliates.
Joshua Haar, Esq., the ad hoc group's attorney, said the
appointment of an equity committee is necessary since both the
creditors' committee and insider shareholders do not represent the
interests of equity shareholders.
"Dean Foods contains more than enough asset value to satisfy the
major creditors. As a result, they have little incentive to conduct
a valuation which would demonstrate that equity shareholders are
entitled to a share of that value," Mr. Haar said.
"Because of Dean Foods' value, the creditors' committee does not
share alignment of interests with the shareholders. Since the
interests of the creditors' committee and those of the equity
shareholders are opposite in this case, the creditors' committee
cannot provide adequate representation for the shareholders by
conducting valuation and further proceedings on their own," Mr.
Haar said.
Insider shareholders cannot also be expected to provide the
"statutorily-mandated adequate representation" of equity
shareholders since they do not share alignment of interests with
the average shareholder, according to the attorney.
Dean Foods' management also expects that the existing common stock
of the company will be extinguished upon its emergence from Chapter
11 and that existing equity holders will not receive consideration
in respect of their equity interests, Mr. Haar further said.
Mr. Haar maintains an office at:
Joshua D. Haar, Esq.
1495 Paddock Road
West Edmeston, NY 13485
Tel: 315-825-8106
Email: jhaar@fdwcpa.net
About Southern Foods Group
dba Dean Foods
Southern Foods Group, LLC, which conducts business under the name
Dean Foods, is a food and beverage company and a processor and
direct-to-store distributor of fresh fluid milk and other dairy and
dairy case products in the United States.
Southern Foods and its affiliates filed for bankruptcy protection
on Nov. 12, 2019 (Bankr. S.D. Texas, Lead Case No. 19-36313). The
petitions were signed by Gary Rahlfs, senior vice president and
chief financial officer. Judge David Jones presides over the
cases.
The Debtors posted estimated assets and liabilities of $1 billion
to $10 billion.
The Debtors tapped David Polk & Wardell LLPas general bankruptcy
counsel; Norton Rose Fulbright US LLP as local counsel; Alvarez
Marsal as financial advisor; Evercore Group LLC as investment
banker; and Epiq Corporate Restructuring LLC as notice and claims
agent.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 22, 2019. The
committee is represented by Philip C. Dublin, Esq., at Akin Gump
Strauss Hauer & Feld LLP.
DEL MONTE: S&P Puts 'CCC+' ICR on CreditWatch Negative
------------------------------------------------------
S&P Global Ratings placed all of its ratings on U.S.–based Del
Monte Foods Inc. (DMFI), including its 'CCC+' issuer credit rating,
on CreditWatch with negative implications to reflect the increased
uncertainty around the company's ability to refinance its capital
structure due to the length of time that has passed since the
announcement in late 2019 of its parent Del Monte Pacific Ltd.
(DMPL) that it planned to refinance the company's capital
structure.
The CreditWatch also reflects that the majority of the company's
capital structure will soon become current. DMFI's $710 million
first-lien term loan will become current on Feb. 18, 2020.
Meanwhile, the company's $442.5 million asset-based lending (ABL)
facility became current in November 2019.
The CreditWatch placement reflects DMFI's heightened refinancing
risk. S&P had previously expected the company to refinance its
capital structure before the ABL facility and first-lien term loan
became current in late 2019. However, DMFI has not been able to
complete the transaction on a timely basis and its second-lien debt
will become current in August 2020. The company's leverage for the
12 months ended October 2019 was in the double-digits because it
incurred one-time costs significantly in excess of $70 million to
largely complete its asset-light strategy transformation. The
company has taken many actions to achieve its targeted cost
savings. However, it remains uncertain when the company will
realize these savings and if it will incur additional costs to
achieve them. Therefore, even if DMFI successfully refinances its
capital structure, its leverage may remain elevated until it fully
realizes these cost savings.
"We plan to resolve the CreditWatch when we receive further details
about the timing of DMFI's refinancing. Upon the resolution of the
CreditWatch listing, which could occur in the coming days, we may
lower or affirm our ratings on the company. Specifically, we could
downgrade DMFI if its first-lien term loan becomes current on
Feb.18 and we believe that it will not be able to refinance on a
timely basis with reasonable terms. Alternatively, we could
downgrade the company if it completes the refinancing but we
believe the terms are so onerous that it will be unable to sustain
it capital structure over the long term. On the other hand, we
could affirm our ratings on DMFI if it launches a refinancing and
we believe it will complete the process in a timely manner and at
reasonable terms," S&P said.
DIXON PAVING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Dixon Paving, Inc.
4801 Glenwood Avenue, Suite 200
Raleigh, NC 27612-3857
Business Description: Dixon Paving, Inc. is a commercial paving
and milling company located in Raleigh, NC.
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 20-00656
Debtor's Counsel: Trawick H. Stubbs, Jr., Esq.
STUBBS & PERDUE, P.A.
PO Box 1654
New Bern, NC 28563
Tel: 252-633-2700
E-mail: tstubbs@stubbsperdue.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tracey D. Perry, 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/pa6bmq
EP ENERGY: Morrison & Foerster Updates on Noteholders Group
-----------------------------------------------------------
In the Chapter 11 cases of EP Energy Corporation, et al., the law
firm of Morrison & Foerster LLP submitted an amended verified
statement under Rule 2019 of the Federal Rules of Bankruptcy
Procedure to disclose an updated list of the ad hoc group of
certain unaffiliated funds, accounts, and/or managers of funds or
accounts, as beneficial holders of obligations arising from or
relating to:
(a) the 7.750% Senior Secured Notes due 2026 (the "1.125 Lien
Notes") issued by EP Energy LLC and Everest Acquisition Finance
Inc. under the indenture dated as of May 23, 2018;
(b) the 8.00% Senior Secured Notes due 2024 (the "1.25 Lien
Notes") issued by EP Energy LLC and Everest Acquisition Finance
Inc. under the indenture dated as of November 29, 2016;
(c) the 9.375% Senior Secured Notes due 2024 (the "1.5 Lien
2024 Notes") issued by EP Energy LLC and Everest Acquisition
Finance Inc. under the indenture dated as of January 3, 2018; and
(d) the 8.00% Senior Secured Notes due 2025 (the "1.5 Lien 2025
Notes") issued by EP Energy LLC and Everest Acquisition Finance
Inc. under the indenture dated as of February 6, 2017.
The Ad Hoc Group retained Morrison & Foerster in April 2019 to
represent it in connection with a potential restructuring of the
Debtors and in these cases. In addition, the Ad Hoc Group retained
Foley & Lardner LLP in September 2019 to represent it as local
counsel in connection with a potential restructuring of the Debtors
and in these cases. Subsequently, the Ad Hoc Group directed UMB
Bank, National Association, as successor trustee for the 1.125 Lien
Notes, to retain Morrison & Foerster as lead counsel, Foley &
Lardner LLP as Texas counsel, and Lear & Lear PLLC as Utah counsel
pursuant to separate engagement letters dated October 3, 2019,
respectively.
On November 12, 2019, counsel to the Ad Hoc Group filed the
Verified Statement Pursuant to Federal Rule of Bankruptcy Procedure
2019 [Docket No. 354]. Since then, the disclosable economic
interests in relation to the Debtors held or managed by certain of
the members of the Ad Hoc Group has changed. Accordingly, pursuant
to Bankruptcy Rule 2019, counsel to the Ad Hoc Group submits this
Amended Verified Statement.
Morrison & Foerster and Foley & Lardner continue to represent the
Ad Hoc Group and the Indenture Trustee in connection with the
Debtors' chapter 11 cases. As of the date of this Amended Verified
Statement, neither Morrison & Foerster nor Foley & Lardner
represents or purports to represent any other entity or entities in
connection with the Debtors' chapter 11 cases. Neither Morrison &
Foerster nor Foley & Lardner represents the Noteholders or the Ad
Hoc Group as a "committee". Except as expressly set forth in this
Amended Verified Statement, Morrison & Foerster and Foley & Lardner
do not represent the interests of, nor are they fiduciaries for,
any creditor, party in interest, or other entity. In addition, the
Ad Hoc Group does not represent or purport to represent any other
entities in connection with the Debtors' chapter 11 cases or
otherwise. Each member of the Ad Hoc Group does not assume any
fiduciary or other duties to any other creditor or person.
As of Feb. 7, 2020, members of the Ad Hoc Group and their
disclosable economic interests are:
AEGON USA Investment Management, LLC
155 N. Wacker Drive, Suite 1850
Chicago, IL 60606
* $25,643,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $5,863,000 aggregate outstanding principal amount of 1.25 Lien
Notes
* $4,177,000 aggregate outstanding principal amount of 6.375%
Senior Unsecured Notes due 2023 (the "6.375% Senior Unsecured
Notes")
Angelo, Gordon & Co., L.P.
245 Park Avenue
New York, NY 10167
* $25,975,000 aggregate outstanding principal amount of 1.125
Lien notes
* $5,800,000 aggregate outstanding principal amount of 9.375%
Senior Unsecured Notes due 2020 (the "9.375% Senior Unsecured
Notes")
* $19,145,000 aggregate outstanding principal amount of 7.75%
Senior Unsecured Notes due 2022 (the "7.75% Senior Unsecured
Notes")
* $20,081,000 aggregate outstanding principal amount of 6.375%
Senior Unsecured Notes
Arena Capital Advisors, LLC
12121 Wilshire Boulevard, Suite 1010
Los Angeles, CA 90025
* $29,705,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $14,625,000 aggregate outstanding principal amount of 1.25 Lien
Notes
* $8,750,000 aggregate outstanding principal amount of 6.375%
Senior Unsecured Notes
* $3,603,000 aggregate outstanding principal amount of 7.75%
Senior Unsecured Notes
Artisan Partners Limited Partnership
250 Fillmore Street
Denver CO 80206
* $43,395,000 aggregate outstanding principal amount of 1.125
Lien Notes
Capital Research and Management Company
630 Fifth Avenue, 31st Floor
New York, NY 10111
* $15,000,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $6,785,000 aggregate outstanding principal amount of 1.25 Lien
Notes
CQS (UK) LLP
One Strand 4th Floor
London WC2N 5HR
United Kingdom
* $60,500,000 aggregate outstanding principal amount of 1.125
Lien Notes
DoubleLine Capital LP
333 South Grand Avenue, 18th Floor
Los Angeles, CA 90071
* $8,690,000 aggregate outstanding principal amount of 1.125 Lien
Notes
Eaton Vance Management
2 International Place
Boston, MA 02110
* $14,024,000 aggregate outstanding principal amount of 1.125
Lien Notes
Boston Management and Research
Fidelity Management & Research Company
200 Seaport Boulevard V13H
Boston, MA 02210
* $309,752,000 aggregate outstanding principal amount of 1.125
Lien Notes
The High Yield Desks of J.P. Morgan Investment Management Inc. and
J.P. Morgan Chase, N.A.
1 E. Ohio Street
Indianapolis, IN 46204
* $193,107,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $65,563,000 aggregate outstanding principal amount of 1.25 Lien
Notes
* $40,417,000 aggregate outstanding principal amount of 1.5 Lien
2025 Notes
* $117,285,000 aggregate outstanding principal amount of 1.5 Lien
2024 Notes
Monarch Alternative Capital LP
535 Madison Avenue
New York, NY 10022
* $10,557,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $19,675,000 aggregate outstanding principal amount of 1.25 Lien
Notes
* $1,935,000 aggregate outstanding principal amount of 9.375%
Senior Unsecured Notes
Pacific Investment Management Company LLC
650 Newport Center Drive
Newport Beach, CA 92660
* $23,600,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $500,000 1.5 Lien 2025 Notes
* $5,162,000 aggregate principal amount of 9.375% Senior
Unsecured Notes
PPM America, Inc.
225 West Wacker Drive
Chicago, IL 60606
* $11,554,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $24,487,000 aggregate outstanding principal amount of 1.25 Lien
Notes
Principal Investment Group
711 High Street
Des Moines, IA 50392
* $22,965,000 aggregate outstanding principal amount of 1.125
Lien Notes
* $100,000 aggregate outstanding principal amount of 1.5 Lien
2024 Notes
Silver Rock Financial LP
12100 Wilshire Boulevard, Suite 1000
Los Angeles, CA 90025
* $35,189,000 aggregate outstanding principal amount of 1.125
Lien Notes
Wolverine Flagship Fund Trading Limited
175 W. Jackson Boulevard, Suite 340
Chicago, IL 60604
* $10,058,000 aggregate outstanding principal amount of 1.125
Lien Notes
Additional holders of Notes may become members of the Ad Hoc Group,
and certain of the current members may cease to be members of the
Ad Hoc Group in the future. Morrison & Foerster reserves the right
to amend this Amended Verified Statement as necessary in accordance
with the requirements set forth in Bankruptcy Rule 2019.
Special Counsel for the Ad Hoc Group and Texas Counsel for the
Indenture Trustee can be reached at:
FOLEY GARDERE
Foley & Lardner LLP
John P. Melko, Esq.
1000 Louisiana, Suite 2000
Houston, TX 77002
Telephone: (713) 276-5727
Facsimile: (713) 276-6727
E-mail: jmelko@foley.com
- and -
Counsel for the Ad Hoc Group and Lead Counsel for the Indenture
Trustee can be reached at:
MORRISON & FOERSTER LLP
Dennis L. Jenkins, Esq.
Brett H. Miller, Esq.
250 West 55th Street
New York, NY 10019
Telephone: (212) 468-8000
E-mail: djenkins@mofo.com
brettmiller@mofo.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/Yev8rs
About EP Energy
EP Energy Corporation and its direct and indirect subsidiaries (OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas. The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.
EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.
The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).
EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.
The Hon. Marvin Isgur is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Evercore
Group L.L.C. as investment banker; and FTI Consulting, Inc., as
financial advisor. Prime Clerk LLC is the claims agent.
EP ENERGY: Opposes Bid to Appoint Equity Committee
--------------------------------------------------
EP Energy Corporation asked the U.S. Bankruptcy Court for the
Southern District of Texas to deny the request of claimant, Duane
Morley Cox, to appoint an equity committee in its Chapter 11 case.
At the scheduling conference held on Jan. 21, Mr. Cox argued that
EP Energy owns $3.69 billion of tax attributes, the value of which
should be given to shareholders, and that the presence of such tax
attributes supports the need to appoint an equity committee.
Mr. Cox also asserted that the tax attributes will allow EP Energy
and its subsidiaries to reduce taxable income by at least $3.69
billion, which would result in tax savings of approximately $776
million to EP Energy, and therefore, the shareholders have an
interest in an asset value of $776 million.
EP Energy's attorney, Alfredo Perez, Esq., at Weil, Gotshal &
Manges, LLP, said that although Mr. Cox believes the tax attributes
provide independent value for the parent and its shareholders, the
claimant ignores key facts that render the independent value of the
tax attributes highly speculative and of limited or no value.
According to Mr. Perez, the value of the tax attributes to EP
Energy depends on its ability to generate future income either
independently or by receiving pass-through income from its
subsidiaries and that without the ability of the parent to earn
future income, the tax attributes have no independent value.
"Given that the parent is not an operating entity and does not own
any income-generating assets without the subsidiary debtors, in
order for the tax attributes to independently generate any
meaningful value for its shareholders, the parent would require
substantial capital investment," Mr. Perez said.
"Significantly, such capital investment would have to be
effectuated principally by existing shareholders in a manner that
does not result in a 50 percent change in ownership that would
effectively eliminate the parent's ability to utilize its remaining
tax attributes under Section 382 of the United States Internal
Revenue Code," the attorney further said.
Mr. Perez also argued that the value of tax attributes to
reorganized debtors is speculative contrary to Mr. Cox's
assertions.
"Aside from the limited independent value, if any, of the tax
attributes to the parent and its shareholders, the value of the tax
attributes to the reorganized debtors is speculative, and nowhere
near the amount asserted by Mr. Cox, who estimates tax savings of
$776 million," Mr. Perez said.
About EP Energy
EP Energy Corporation and its direct and indirect subsidiaries(OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas. The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.
EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.
The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).
EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel; Evercore Group L.L.C. as investment banker; and FTI
Consulting, Inc., as financial advisor. Prime Clerk LLC is the
claims agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Oct. 21, 2019. The committee tapped Stroock & Stroock
& Lavan LLP as bankruptcy counsel; Polsinelli PC as local counsel;
Pachulski Stang Ziehl & Jones LLP as conflicts counsel;
AlixPartners, LLP as financial advisor; and Jefferies LLC as
investment banker.
FAIRWAY GROUP: Cullen, Russell Represent Utility Companies
----------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Russell R. Johnson III, PLC and Cullen and Dykman
LLP submitted a verified statement to disclose that they are
representing the utility companies in the Chapter 11 cases of
Fairway Group Holdings Corp. et al.
The names and addresses of the Utilities represented by the Firm
are:
a. Consolidated Edison Company of New York, Inc.
Attn: Rosalie Zuckerman, Esq.
4 Irving Place – Room 1875S
New York, NY 10003
b. The Connecticut Light and Power Company
Yankee Gas Services Company
Attn: Honor S. Heath, Esq.
Eversource Energy
107 Selden Street
Berlin, CT 06037
c. KeySpan Energy Delivery Long Island
KeySpan Energy Delivery New York
Attn: Christopher S. Aronson
Senior Counsel
National Grid
40 Sylvan Road
Waltham, MA 02451
d. PSEG Long Island
Attn: Kevin McKiernan
15 Park Drive
Melville, NY 11747
The nature and the amount of claims (interests) of the Utilities,
and the times of acquisition thereof are as follows:
a. All of the Utilities have unsecured claims against the
above-referenced Debtors arising from prepetition utility usage.
b. For more information regarding the claims and interests of
the Utilities in these jointly-administered cases, refer to the
Objection of Certain Utility Companies To Motion of Debtors
Requesting Entry of An Order (I) Approving Debtors' Proposed Form
of Adequate Assurance of Payment To Utility Providers, (II)
Establishing Procedures For Determining Adequate Assurance of
Payment For Payment For Future Utility Services; and (III)
Prohibiting Utility Providers From Altering, Refusing, or
Discontinuing Utility Service (Docket No. 123) filed in the
above-captioned, jointly-administered, bankruptcy cases.
The Law Firm of Russell R. Johnson III, PLC was retained to
represent the foregoing Utilities in January 2020. The
circumstances and terms and conditions of employment of the Firm by
the Companies is protected by the attorney-client privilege and
attorney work product doctrine.
Co-Counsel for Consolidated Edison Company of New York, Inc., et al
can be reached at:
CULLEN AND DYKMAN LLP
Thomas R. Slome, Esq.
Michael Kwiatkowski, Esq.
100 Quentin Roosevelt Boulevard
Garden City, NY 11530
Telephone: (516)296-9165
Facsimile: (516)357-3792
E-mail: tslome@cullenanddykman.com
mkwiatkowski@cullenanddykman.com
- and -
LAW FIRM OF RUSSELL R. JOHNSON III, PLC
2258 Wheatlands Drive
Mankain-Sabot, VA 23103
Telephone: (804)749-8861
Facsimile: (804)749-8862
E-mail: russel@russelljohnsonlawfirm.com
john@russelljohnsonlawfirm.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/J6xslN
About Fairway Group
Fairway Group -- https://www.fairwaymarket.com/ -- is a food
retailer operating 14 supermarkets across the New York, New Jersey
and Connecticut tri-state area, including two with freestanding
wine and liquor stores (the Stamford and Pelham locations) and two
with in-store wine and liquor stores (the Woodland Park and Paramus
locations). The company's flagship store is located at Broadway
and West 74th Street, on the Upper West Side of Manhattan,
featuring a cafe, Sur la Route, and state of the art cooking
school. Fairway's stores emphasize an extensive selection of
fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway Group Holdings Corp. and 25 affiliated companies sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-10161) on
Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity, Jr., is assigned to the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FENER LLC: Debtors Seek to Use Cash Collateral
----------------------------------------------
Fener, LLC and Kuru, Inc., in separate filings, asked the
Bankruptcy Court to authorize their use of cash collateral to meet
ordinary and necessary expenses.
As of the Petition Date, Fulton Bank asserts a secured claim
against the Debtors for approximately $1,360,565.76 on account of
various pre-petition loan documents. Fener LLC granted the lender
a first priority, duly perfected security interest in and to a real
property in 801 S. Broadway, Baltimore, Maryland, evidenced by a
purchase money deed of trust, security agreement, and assignment of
contracts, leases and rents, to secure the debt. Also, the lender
asserts a lien on all of Kuru, Inc.'s equipment, fixtures,
inventory, accounts, investment property, chattel paper,
instruments, documents and general intangibles, and the proceeds
thereof, as well as on a beer, wine and liquor license used in
connection with the restaurant business.
The Fener cash flow budget provided for $6,000 in total expenses,
while the Kuru cash flow budget provided for $5,035 in total
expenses, each for the month of February 2020. A copy of the
budget is available free of charge at https://is.gd/Ug4zT2 from
PacerMonitor.com.
As adequate protection, the Debtors propose that:
* that Fener, LLC make adequate protection payments of $5,500 to
lender no later than February 5, 2020, without prejudice to the
lender's right to seek additional adequate protection,
* lender be granted a replacement lien on the same assets and in
the same priority of its pre-petition liens.
The Debtors also seek to provide the lender, retroactive to the
Petition Date, adequate protection of its interest in the
pre-petition collateral, including the cash collateral, in an
amount equal to the aggregate diminution in value, if any, of said
interests from and after the Petition Date.
A copy of the motion is available for free at https://is.gd/jfdBzd
from PacerMonitor.com.
About Fener LLC and Kuru Inc.
Fener, LLC, is a Maryland limited liability company with its
principal place of business in Baltimore City. It owns the real
property and improvements located at 801 S. Broadway, Baltimore,
Md.
Kuru, Inc., operates Jimmy's Restaurant of Fells Point from the
property.
Fener, LLC and Kuru, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Md. Lead Case No. 20-10720) on Jan.
20, 2020.
At the time of the filing, Fener, LLC, disclosed assets of between
$1 million and $10 million and liabilities of the same range.
Kuru, Inc. had estimated assets of between $50,000 and $100,000 and
liabilities of between $1 million and $10 million.
The Debtors tapped McNamee, Hosea, Jernigan, Kim, Greenan & Lynch,
P.A. as their legal counsel.
FOX VALLEY PRO: Hires Nauth Advisory as Financing Broker
--------------------------------------------------------
Fox Valley Pro Basketball, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Wisconsin to employ
Nauth Advisory Group, LLC, as financing broker to the Debtor.
Fox Valley Pro requires Nauth Advisory to act as a financing broker
in the Chapter 11 case primarily for the purpose of obtaining
financing based on the Debtor's interest in tax increment financing
("TIF") payments. The financing will be through a loan.
Nauth Advisory will be paid a commission of 1% of the total amount
financed.
Nauth Advisory will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Geoffrey Nauth, partner of Nauth Advisory Group, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Nauth Advisory can be reached at:
Geoffrey Nauth
NAUTH ADVISORY GROUP, LLC
11456 N Saint James Ln
Mequon, WI 53092-3049
Tel: (414) 507-1709
About Fox Valley Pro Basketball
Fox Valley Pro Basketball, Inc., is the owner of the Menominee
Nation Arena in Oshkosh, Wis. The arena serves as the home of the
Wisconsin Herd of the NBA G League and the Wisconsin Glow women's
basketball team.
Fox Valley Pro Basketball sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 19-28025) on Aug. 19,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $10 million and $50 million and liabilities of
the same range. The case is assigned to Judge Brett H. Ludwig.
Kerkman & Dunn is the Debtor's counsel.
FROG POND GRADING: Hires Ferguson Hayes as Special Counsel
----------------------------------------------------------
Frog Pond Grading & Paving, Inc., seeks authority from the U.S.
Bankruptcy Court for the Western District of North Carolina to
employ Ferguson Hayes Hawkins & DeMay, PLLC, as special counsel to
the Debtor.
Frog Pond Grading requires Ferguson Hayes to assist and provide
legal services to the Debtor in the following:
-- an action captioned Frog Ponding Grading & Paving, Inc. v.
Blythe Development Company, pending before the Superior
Court Division for Cabarrus County in file 18 CVS 992;
-- an outstanding invoice owed to the Debtor by Randall & Sons
Builders, Inc. The last issued invoice dated October 21,
2019 listed an outstanding balance due to the Debtor of
$107,528.94. No action has presently been filed for the
collection of the matter.
-- an action filed by Daniel's Mobile Home Service, LLC
against the Debtor in a matter presently pending before the
Superior Court Division for Stanly County in file number 19
CVS 2147.
Ferguson Hayes will be paid at these hourly rates:
Edwin H. Ferguson, Jr. $300
Paralegals $100
Staffs $65
Ferguson Hayes will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Edwin H. Ferguson, Jr., a partner at Ferguson Hayes, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Ferguson Hayes can be reached at:
Edwin H. Ferguson, Jr., Esq.
FERGUSON HAYES HAWKINS & DEMAY, PLLC
P.O. Box 444
Concord, NC 28025
Tel: (704) 788-3211
Fax: (704) 784-3211
About Frog Pond Grading
Frog Pond Grading & Paving, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D.N.C. Case No. 19-31725) on Dec. 20, 2019,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Brian P. Hayes, Esq., at Ferguson, Hayes,
Hawkins & Demay, PLLC.
FROM DUSK TIL DAWN: Court Confirms Plan of Liquidation
------------------------------------------------------
Debtor From Dusk Til Dawn, LLC filed with the U.S. Bankruptcy Court
for the District of New Jersey a Second Modified Chapter 11 Plan of
Liquidation and Disclosure Statement on June 10, 2019. A continued
Confirmation Hearing on the Plan having been scheduled before the
Court on Jan. 14, 2020.
On Jan. 23, 2020, Judge John K. Sherwood ordered that:
* The Plan, as modified herein, be, and is confirmed, effective
the date of the Order.
* The Debtor is authorized to record any document, and to take
any action necessary to implement, effectuate and consummate the
Plan in accordance with its terms, including, without limitation,
any release, settlement agreement, loan document, whether or not
specifically referred to in the Plan and without further
application to or Order of this Court.
* Middlebrooks Shapiro, P.C. is approved as Disbursing Agent
under the Plan.
* Class 1. The New Jersey Department of Environmental Protection
holds a priority lien against the real property located at
1147-1153 Stuyvesant Avenue, Irvington, New Jersey 07110, Block
359/Lot 5, which is to be partially satisfied with $500,000.00 in
proceeds from the sale of the Lot 5 Property.
* Class 2. US Bank Cust for PC7 Firstrust holds an impaired,
secured claim against the Lot 5 Property, and the entire principal
balance due on the tax sale certificate against the Lot 5 Property,
approximately $32,066.24, subject to final confirmation by the
Irvington, NJ taxing authority, is to be paid at closing on sale of
the Lot 5 Property as required pursuant to the Consent Order
entered by the Court on August 19, 2019, in full satisfaction of
the claim.
* Class 3. The Internal Revenue Service holds an allowed general
unsecured claim of $1,376.33, which is to receive a 100%
distribution paid in equal quarterly installments of $275.27 per
quarter commencing December 31, 2019, and ending Dec. 31, 2020, at
0.00% interest.
A full-text copy of the order dated Jan. 23, 2020, is available at
https://tinyurl.com/vj4rltb from PacerMonitor at no charge.
The Debtor is represented by:
MIDDLEBROOKS SHAPIRO, P.C.
841 Mountain Avenue, First Floor
Springfield, New Jersey 07081
Tel: (973) 218-6877
Joseph M. Shapiro, Esq.
E-mail: jshapiro@middlebrooksshapiro.com
About From Dusk Til Dawn
From Dusk Til Dawn LLC filed as a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)). The Company owns two
properties in Irvington, New Jersey valued by the Company at
$200,000.
From Dusk Til Dawn LLC filed a voluntary Chapter 11 petition
(Bankr. D.N.J. Case No. 18-26927) on Aug. 23, 2018. In the
petition signed by Brandon Zaleski, managing member, the Debtor
disclosed $209,234 in total assets and $1,042,723 in total
liabilities as of the bankruptcy filing. Judge John K. Sherwood
oversees the case. MARK GERTNER, P.C., led by founder Mark
Gertner, is the Debtor's counsel.
FUSION CONNECT: Moody's Assigns Caa1 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a Caa1 Corporate Family Rating
and a Caa1-PD Probability of Default Rating to Fusion Connect, Inc.
Concurrently Moody's assigned a B1 rating to the company's new $115
million super senior secured term loan and a Caa2 rating to the
company's $225 senior secured term loan. The outlook is stable.
Fusion emerged from Chapter 11 bankruptcy protection on 14 January
2020 after the company had filed for bankruptcy back in June 2019.
Assignments:
Issuer: Fusion Connect, Inc.
Probability of Default Rating, Assigned Caa1-PD
Corporate Family Rating, Assigned Caa1
Super Senior Secured Term Loan, Assigned B1 (LGD2)
Senior Secured 1st Lien Term Loan, Assigned Caa2 (LGD4)
Outlook Actions:
Issuer: Fusion Connect, Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
Fusion's Caa1 rating reflects expectations of sustained and
substantial revenue decline over the coming years as new bookings
fail to offset high churn in the company's legacy voice businesses
which have been in a prolonged structural decline. The Caa1 rating
also reflects its expectations that earnings declines combined with
around $20 million of annual debt increases due to the PIK nature
of the senior secured term loan will lead to increasing gross
leverage such that Moody's adjusted debt to EBITDA will remain
above 4x for the foreseeable future.
The Caa1 rating also reflects Fusion's strong revenue
diversification, with the company's top 25 clients representing
only 10% of revenue. The rating also reflects Fusion's adequate
liquidity profile -- at closing of the refinancing transaction,
Fusion holds around $50 million in cash on hand and generates low
but positive free cash flow.
Fusion emerged from bankruptcy with a much reduced debt burden
having shed almost 56% of its previous balance sheet debt. This
reduction in debt quantum, along with the PIK interest on the
senior secured term loan, allows the company to save material cash
interest cost and divert these funds to investing in growing its
Hosted business. In particular, UCaaS (Unified Communications as a
Service) and other Hosted Voice and Access businesses currently
make up less than half of the current business based on revenue but
offer growth opportunities.
Fusion's legacy services are in secular decline so the company
could decide to divest some of these assets. As such, Fusion's
business model as well as its ultimate capital structure could
change materially in the future.
Fusion has an adequate liquidity profile supported mostly by the
$50 million of cash the company holds on balance sheet. While
Fusion is expected to generate free cash flow, this is inflated by
the company paying a material portion of its interest in PIK. The
company does not have a revolver and will have to comply with
quarterly maintenance covenants for leverage, minimum LTM EBITDA
and maximum LTM capex. At closing of the refinancing transaction
the company had around 20% headroom under the leverage covenant.
The stable outlook reflects Moody's expectations that the revenue
decline will remain overall manageable at high single digit in the
long term and mitigated by an improvement in margins and lower debt
through scheduled repayments. The stable outlook also reflects
Moody's expectations that Fusion will retain adequate liquidity.
The B1 on the super senior secured term loan reflects its priority
first lien ranking, ahead of the Caa2 rated senior secured loan
which has a second lien on the pledged assets. The instrument
ratings reflect the probability of default of the company, as
reflected in the Caa1-PD Probability of Default Rating, an average
expected family recovery rate of 50% at default given the mix of
secured and unsecured debt in the capital structure, and the
particular instruments' rankings in the capital structure.
What could change the rating - UP
Given Fusion's business is likely to go through further
transformation an upgrade to the ratings is unlikely in the short
term. Over the medium term, the ratings could be upgraded if
revenues and profitability stabilize, sustained positive free cash
flow is expected, and the capital structure is considered
sustainable.
What could change the rating -- DOWN
The ratings could be downgraded should the pace of revenue decline
accelerate or should free cash flow generation deteriorate.
The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.
FUSION CONNECT: S&P Raises ICR to 'CCC+' on Bankruptcy Exit
-----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Fusion
Connect Inc. to 'CCC+' from 'D' after the company's U.S. entities
emerged from bankruptcy and completed their financial restructuring
on Jan. 14, 2020.
At the same time, S&P assigned a 'B' issue-level rating and '1'
recovery rating to the company's $115 million super senior secured
term loan due 2024. S&P also assigned a 'CCC+' issue-level rating
and '3' recovery rating to its $225 million senior secured
first-lien term loan due 2025.
The ratings on Fusion reflect its reduced debt burden, improved
funds from operations (FFO) and liquidity, but uncertain longer
term business prospects. Fusion's reorganization includes the
elimination of about $320 million of funded debt relative to its
prebankruptcy levels but involved no substantive changes to the
company's business. Pro forma for the new capital structure, S&P
expects the company's adjusted debt to EBITDA to be about 4x in
2020, compared with about 6x prebankruptcy. Despite the reduced
debt burden, S&P continues to view Fusion's leverage as elevated
given the company's exposure to secularly pressured legacy voice
and connectivity services and overall challenging conditions in the
wireline industry. Further, S&P expects Fusion's leverage to
increase 0.2x-0.3x per year due to its declining EBITDA base and
rising debt balance from the build-up of accrued non-cash interest
on its pay-in-kind (PIK) take back debt (which the rating agency
expects will exceed mandatory debt amortization). Given its
expectation for continued revenue and EBITDA declines, S&P is
highly uncertain whether Fusion will be able to organically reduce
leverage longer term.
GAC VENTURES: Trustee Hires Sandrick Law as Special Counsel
-----------------------------------------------------------
Gina B. Krol, the Chapter 11 Trustee of GAC Ventures, LLC, seeks
authority from the U.S. Bankruptcy Court for the Northern District
of Illinois to employ Sandrick Law Firm, as special counsel to the
Trustee.
The Trustee requires Sandrick Law to assist the Debtor in reducing
the property taxes on its property located at 6851 W. 167 th
Street, Tinley Park, IL 60477.
Sandrick Law will be paid a contingent fee equal to 15% of the
savings for obtaining an assessment reduction for tax year 2019.
The fee for the 2020-2022 reassessment appeal is 33 1/3% of the
first year of reassessment period and will be subject to further
approval of the Bankruptcy Court.
Sandrick Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bill Sandrick, partner of Sandrick Law Firm, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Sandrick Law can be reached at:
Bill Sandrick, Esq.
SANDRICK LAW FIRM
16475 Van Dam Rd., South
Hotland, IL 60473
Tel: (312) 867-1515
About GAC Ventures
Based in Tinley Park, Ill., GAC Ventures, LLC filed a voluntary
application for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Ill. Case No. 19-34020) on Dec. 2, 2019, listing under
$1 million in both assets and liabilities. Cohen & Krol is the
Debtor's legal counsel. Judge Lashonda A. Hunt oversees the case.
GENCANNA GLOBAL: Hires Epiq as Noticing and Administrative Agent
----------------------------------------------------------------
GenCanna Global USA, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Eastern District of Kentucky
to employ Epiq Corporate Restructuring, LLC, as claims, noticing,
solicitation, and administrative agent to the Debtors.
GenCanna Global requires Epiq to:
(a) prepare and serve required notices and documents in the
Chapter 11 Cases in accordance with the Bankruptcy Code,
the Bankruptcy Rules, and the Local Rules in the form and
manner directed by the Debtors and/or the Court,
including, if applicable, (i) notice of the commencement
of the Chapter 11 Cases and the initial meeting of
creditors under section 341(a) of the Bankruptcy Code,
(ii) notice of any claims bar date, (iii) notices of
transfers of claims, notices of objections to claims, and
objections to transfers of claims, (iv) notices of any
hearings on a disclosure statement and confirmation of the
Debtors' chapter 11 plan, including under Bankruptcy Rule
3017(d), (v) notice of the effective date of any chapter
11 plan, and (vi) all other notices, orders, pleadings,
publications, and other documents as the Debtors and/or
the Court may deem necessary or appropriate for an orderly
administration of the Chapter 11 Cases;
(b) prepare and file, or cause to be filed, with the Clerk an
affidavit or certificate of service for all notices,
motions, orders, other pleadings, or documents served
within seven business days of service that includes (i)
either a copy of the notice served or the docket number(s)
and title(s) of the pleading(s) served, (ii) a list of
persons to whom it was mailed (in alphabetical order) with
their addresses, (iii) the manner of service, and (iv) the
date served;
(c) assist the Debtors with administrative tasks in the
preparation of their bankruptcy Schedules of Assets and
Liabilities ("Schedules") and Statements of Financial
Affairs ("Statements"), including (as needed) (i)
coordinating with the Debtors and their advisors regarding
the Schedules and Statements process, requirements,
timelines, and deliverables, (ii) creating and maintaining
databases for maintenance and formatting of Schedules and
Statements data, (iii) coordinating collection of data
from the Debtors and their advisors, and (iv) providing
data entry and quality assurance assistance regarding
Schedules and Statements;
(d) assist the Debtors in managing the claims reconciliation
and objection process;
(e) maintain (i) a list of all potential creditors, equity
holders, and other parties in interest and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002 and those parties that have filed a
notice of appearance pursuant to Bankruptcy Rule 9010,
and update said lists and make said lists available upon
request by a party in interest or the Clerk;
(f) furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a
proof of claim, after such notice and form are approved by
the Court, and notifying potential creditors of the
existence, amount, and classification of their respective
claims as set forth in the Schedules, which may be
effected by inclusion of such information (or the lack
thereof, in cases where the Schedules indicate no debt due
to the subject party) on a customized proof of claim form
provided to potential creditors;
(g) maintain a post office box or address for the purpose of
receiving claims and returned mail, and processing all
mail received;
(h) process all proofs of claim received, including those
received by the Clerk's office, and checking said
processing for accuracy, and maintain the original proofs
of claim in a secure area;
(i) maintain the official claims registers for the Debtors
(the "Claims Registers") on behalf of the Clerk and
specifying in each of the Claims Registers the following
information for each claim docketed: (i) the claim number
assigned, (ii) the date received, (iii) the name
and address of the claimant and agent, if applicable, who
filed the claim, (iv) the amount asserted, (v) the
asserted classification(s) of the claim (e.g., secured,
unsecured, priority, etc.), and (vi) any disposition of
the claim, and, upon the Clerk's request, providing the
Clerk with certified, duplicate unofficial Claims
Registers;
(j) periodically file with the Court a notice of the list of
claims that have been filed with Epiq;
(k) implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
(l) record all transfers of claims and providing any notices
of such transfers as required by Bankruptcy Rule 3001(e);
(m) relocate, by messenger or overnight delivery, all of the
Court-filed proofs of claim to the offices of Epiq, not
less than weekly;
(n) upon completion of the docketing process for all claims
received to date for each Case, turning over to the Clerk
copies of the Claims Registers for the Clerk's review
(upon the Clerk's request);
(o) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed, and making necessary notations on and/or changes to
the Claims Registers;
(p) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the Chapter 11 Cases, as directed by the Debtors
or the Court, including through the use of a case website
and/or call center;
(q) if the Chapter 11 Cases are converted to cases under
chapter 7 of the Bankruptcy Code, contacting the Clerk's
office within three days of notice to Epiq of entry of the
order converting the Chapter 11 Cases;
(r) 30 days prior to the close of the Cases, to the extent
practicable, requesting that the Debtors submit to the
Court a proposed order dismissing Epiq and terminating
Epiq's services upon completion of its duties and
responsibilities and upon the closing of the Chapter 11
Cases;
(s) at least seven days before entry of an order closing the
Chapter 11 Cases, reconciling all proofs of claim with the
Court to ensure that all claims received by Epiq are
accounted for on the Claims Register;
(t) at the close of the Cases, boxing and transporting all
original documents, in proper format, as provided by the
Clerk's office, to (i) the Federal Archives Record
Administration, located at Central Plains Region, 200
Space Center Drive, Lee's Summit, Missouri 64064 or (ii)
any other location requested by the Clerk's Office;
(u) coordinate publication of certain notices in periodicals
and other media;
(v) to the extent necessary, distributing claim
acknowledgement cards to creditors having filed a proof of
claim or interest, as applicable;
(w) provide balloting, solicitation, and tabulation services,
including preparing ballots, producing personalized
ballots, assisting in the production of solicitation
materials, tabulating creditor ballots on a daily basis,
preparing a certification of voting results, and providing
court testimony with respect to balloting, solicitation,
and tabulation matters;
(x) provide state-of-the-art call center facility and
services, including (as needed), (i) creating of
frequently asked questions, call scripts, escalation
procedures and call log formats, (ii) recording automated
messaging, (iii) training call center staff, and (iv)
maintaining and transmitting call log to the Debtors and
their advisors;
(y) create and maintain a public access website setting forth
pertinent case information and allowing access to
electronic copies of proofs of claim or proofs of
interest;
(z) provide the Debtors with consulting and computer software
support regarding the reporting and information management
requirements of the bankruptcy administration process;
(aa) educate and train the Debtors in the use of support
software, as necessary;
(bb) generate, assist with, and provide strategic
communications advice, strategy, and expertise, as
needed;
(cc) if requested by the Debtors, acting as disbursing agent
(to the extent such services are not performed by another
agent) in connection with the distributions required
under a confirmed chapter 11 plan; and
(dd) provide such other claims processing, noticing, and
related administrative services as may be requested from
time to time by the Debtors.
Epiq will be paid at these hourly rates:
Epiq Corporate will be paid at these hourly rates:
Executives No Charge
Executive Vice President, Solicitation $215
Solicitation Consultant $190
Consultants/ Directors/Vice Presidents $160–$190
Case Managers $70-$165
IT / Programming $65–$85
Clerical/Administrative Support $25–$45
Epiq will be paid a retainer in the amount of $25,000.
Epiq will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Emily Young, senior consultant of Epiq Corporate Restructuring LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Epiq can be reached at:
Emily Young
EPIQ CORPORATE RESTRUCTURING LLC
777 Third Avenue, Twelfth Floor
New York, NY 10017
Tel: (212) 225-9200
About GenCanna Global USA
GenCanna Global USA, Inc. -- https://gencanna.com/ -- is a
vertically-integrated producer of hemp and hemp-derived CBD
products with a focus on delivering social, economic, and
environmental impact through seed-to-scale agricultural
production.
GenCanna Global USA was the subject of an involuntary Chapter 11
proceeding (Bankr. E.D. Ky. Case No. 20-50133-GRS) filed on Jan.
24, 2020. The involuntary petition was signed by alleged creditors
Pinnacle, Inc., Crawford Sales, Inc., and Integrity/Architecture,
PLLC.
On February, 6, 2020, GenCanna Global USA, Inc. consented to the
involuntary petition and on Feb. 5, 2020 two debtor affiliates,
GenCanna Global, Inc. and Hemp Kentucky, LLC filed their own
voluntary chapter 11 petitions under the Bankruptcy Code
Laura Day DelCotto, Esq., at DELCOTTO LAW GROUP PLLC, is
representing the petitioners.
The Debtors tapped Huron Consulting Services LLC is as operational
advisor, Jefferies LLC as financial advisor, and Benesch
Friedlander Coplan & Aronoff LLP along with Dentons Bingham
Greenebaum LLP as the Company's legal counsel in connection with
the Chapter 11 case. Epig is the claims agent, maintaining the
page https://dm.epiq11.com/GenCanna
GI TOYS: April 14 Deadline for Filing Plan & Disclosures
--------------------------------------------------------
Judge Barry Russell has ordered GI TOYS HOLDINGS, INC., a/k/a
AIRSOFT GI.com, a/k/a AIRSOFT GI, INC., to file a Disclosure
Statement and Plan of Reorganization on or before APRIL 14, 2020.
A preliminary hearing will be held on APRIL 28, 2020 at 10:00 a.m.
in Courtroom 1668 for the purpose of reviewing the adequacy of the
Disclosure Statement and Plan of Reorganization.
If a Disclosure Statement and Plan of Reorganization have not been
timely filed, the Court may either dismiss or convert the case at
that time.
GI Toys Holdings, Inc., sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 20-11362) on Feb. 7, 2020. The Debtor was estimated
to have up to $50,000 in assets and $1 million to $10 million in
liabilities.
The Debtor's counsel:
Robert S Altagen
Law Offices Of Robert S Altagen
Tel: 323-268-9588
E-mail: robertaltagen@altagenlaw.com
GLASS CONTRACTORS: Seeks Permission to Use Cash Collateral
----------------------------------------------------------
Glass Contractors, Inc., asked the Bankruptcy Court to use cash
collateral in order to continue its business operations in an
orderly manner, maintain business relationships with vendors,
suppliers and customers, pay employees and satisfy other working
capital and operation needs.
Retail Capital, LLC, dba Credibly, asserts a valid and perfected
security interests in substantially all of Debtor's personal
property. The Debtor owes Retail Capital a little over $133,000
for purchase of the Debtor's receivables.
The Debtor also asks the Court to authorize grant of adequate
protection to the secured creditor for any diminution in value of
the secured creditor's interest in the collateral as existing on
the Petition Date, whether from the use of cash Collateral or the
use, sale, lease, depreciation, or decline in value of said
collateral.
A copy of the motion is available at https://is.gd/lQ9YI2 from
PacerMonitor.com free of charge.
About Glass Contractors,
Inc.
Glass Contractors, Inc., sought Chapter 11 protection (Bankr. E.D.
Tex. Case No. 20-40185) on January 21, 2020. Demarco Mitchell,
PLLC is the Debtor's counsel.
GLEN HOPE: S&P Cuts Revenue Bond Rating to 'D' on Payment Default
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'D' from 'CCC'
on New Hope Cultural Education Facilities Finance Corp., Texas'
series 2015A and 2015B senior living revenue bonds, issued for the
Glen Hope Harbor Inc. project.
"The rating action reflects our view of the nonpayment of interest
on the scheduled Feb. 3, 2020 interest payment date, constituting a
payment default on the bonds," said S&P Global Ratings credit
analyst Joan Monaghan.
GLENVIEW HEALTH: U.S. Trustee Objects to Disclosure Statement
-------------------------------------------------------------
Paul A. Randolph, the Acting United States Trustee for Region 8,
filed an objection to Glenview Health Care Facility, Inc.'s
Disclosure Statement as filed on Jan. 16, 2020 and supplemented on
Jan. 17, 2020.
The United States Trustee points out that the Disclosure Statement
fails to provide a reasonable liquidation analysis setting forth
the estimated return that creditors would receive under Chapter 7.
The United States Trustee further points out that while the Debtor
disclosed over $600,000 in Accounts Receivables, the Debtor has not
provided anything more.
According to United States Trustee, while the Debtor disclosed the
existence of possible voidable prepetition transfers, the Debtor
does not disclose how, or if, they will be pursued and does not
even address them in the liquidation analysis.
The United States Trustee complains that while the Debtor does
state, in broad terms, that it estimates approximately $125,000 in
administrative expenses, it does not state how such administrative
expenses will be paid in full within 60 days of confirmation.
The United States Trustee asserts that the Debtor also fails to
provide any support for their projections.
About Glenview Health Care Facility
Glenview Health Care Facility, Inc., owns and operates a small
health care facility with 60 beds that provides nursing home
services.
Glenview Health Care Facility sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 19-10795) in Bowling
Green, Kentucky on Aug. 1, 2019. As of the Petition Date, the
Debtor's assets are between $1 million and $10 million; and its
liabilities are estimated within the same range. Judge Joan A.
Lloyd oversees the Debtor's case. Mark H. Flener, Esq., is the
Debtor's counsel.
The U.S. Trustee for Region 8 on Aug. 30, 2019, appointed two
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case. The Committee retained Bingham Greenebaum
Doll LLP, as counsel.
GOLASINSKI HOMES: Refinances 2 Properties for $848K
---------------------------------------------------
Golasinski Homes, LLC, filed an emergency motion to file
supplements to its Plan of Reorganization and Disclosure Statement
Dated September 29, 2019.
The Debtor filed its Plan of Reorganization and Disclosure
Statement on Sept. 30, 2019. The Debtor's Plan of Reorganization
has not been confirmed.
On Jan. 31, 2020 the Debtor successfully concluded the refinancing
of the real properties at 1803 and 1822 Tannehill in the aggregate
amount of $848,250. The loan proceeds were disbursed on Feb. 3,
2020.
The loan proceeds were used to pay prepetition claims owed to
Seguro Assets, LLC and Recon Construction, LLC. Both claimholders
asserted a lien against the subject real properties. A settlement
was made with both of these claimholders in which they accepted
less than the full amount of their claim in consideration of the
release of any and all claims the Debtor, its affiliate and
principals may have against them.
The purpose of the supplement is disclose the fact that the Debtor
refinanced its debt, settled the aforementioned claims, and agreed
to releases its claims against these creditors.
Attorney for the Debtor:
David L. Venable
13201 Northwest Fwy Suite 800
Houston, Texas 77040
Tel: (713) 956-1400
Fax: (713) 983-8285
About Golasinski Homes
Golasinski Homes LLC owns in fee simple three real estate
properties in Harris County, Texas, with a total current value of
$1.41 million. Golasinski Homes sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Texas Case No. 19-33035) on
June 2, 2019. At the time of the filing, the Debtor disclosed
$1,410,129 in assets and $1,004,609 in liabilities. The case has
been assigned to Judge Jeffrey P. Norman. David L. Venable, Esq.,
is the Debtor's bankruptcy attorney.
GUITAR CENTER: S&P Downgrades ICR to 'CCC'; Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Westlake
Village, Calif.-based Guitar Center Holdings Inc. to 'CCC', its
issue-level rating on the company's senior secured notes to 'CCC'
and its issue-level rating on the senior unsecured notes to 'CC'.
S&P believes that operating performance at Guitar Center will not
improve sufficiently to support its capital structure that includes
a revolver and senior secured notes due in July and October 2021,
respectively.
"The downgrade reflects our view that while performance at Guitar
Center has improved, the capital structure remains unsustainable
relative to cash flow levels and the approaching large debt
maturities. As a result, we believe the likelihood of a distressed
restructuring occurring in the next 12 months has increased," S&P
said.
The negative outlook reflects S&P's view that Guitar Center could
pursue a distressed exchange or debt restructuring in the next 12
months.
"We could lower the rating if Guitar Center announced a debt
exchange or restructuring that results in lenders receiving less
than the original promise of the security. We could also lower the
rating if we believe the likelihood of a restructuring in the next
six months increases. This could occur if the ABL facility becomes
current, or if operating performance declines sharply," S&P said.
"We could raise the rating if we believe a restructuring in the
next 12 months is unlikely, even if the capital structure remains
unsustainable. A higher rating would likely require the company to
restructure or refinance its entire capital structure in a way that
provides all lenders with the original promise of the security,"
the rating agency said.
HAJJAR BUSINESS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Thirteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Hajjar Business Holdings, LLC 20-12465
15-01 Broadway
Fair Lawn, NJ 07410
Hajjar Medical Office Building of Carlstadt, LLC 20-12467
630 Broad Street
Carlstadt, NJ 07072
Hajjar Medical Office Building of Fairlawn, LLC 20-12468
14-01 Broadway
Fair Lawn, NJ 07410
Hajjar Medical Office Building of Glen Rock, LLC 20-12469
85 Harristown Road
Glen Rock, NJ 07452
Hajjar Medical Office Building of Hackensack, LLC 20-12471
20 Woodridge Avenue
Hackensack, NJ 07601
Hajjar Medical Office Building of Jersey City, LLC 20-12472
631 Grand Street
Jersey City, NJ 07304
Hajjar Medical Office Building of Miramar, LLC 20-12475
15-01 Broadway
Fair Lawn, NJ 07410
Hajjar Medical Office Building of Mount Kisco, LLC 20-12474
15-01 Broadway
Fair Lawn, NJ 07410
Hajjar Medical Office Building of New Brunswick, LLC 20-12476
215 Easton Avenue
New Brunswick, NJ 08901
Hajjar Medical Office Building of Roseland, LLC 20-12466
556 Eagle Rock Avenue
Roseland, NJ 07068
Hajjar Medical Office Building of Wayne, LLC 20-12464
234 Hamburg Turnpike
Wayne, NJ 07470
Hajjar Medical Office Building, LLC 20-12470
555 Kinderkamack Road
Oradell, NJ 07649
Hajjar Warehouse of Hackensack, LLC 20-12473
403-405 West Pleasant View Avenue
Hackensack, NJ 07601
Type of Business: Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)).
Chapter 11 Petition Date: February 13, 2020
Court: United States Bankruptcy Court
District of New Jersey
Judge: John K. Sherwood
Debtors' Counsel: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMAN, LLC
75 Livingston Avenue
Second Floor
Roseland, NJ 07068
Tel: 973-622-1800
E-mail: asodono@msbnj.com
- and -
Sari B. Placona, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Second Floor
Roseland, NJ 07068
Tel: 973-622-1800
E-mail: splacona@msbnj.com
Hajjar Business Holdings'
Estimated Assets: $100,000 to $500,000
Hajjar Business Holdings'
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Carlstadt's
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office
Building of Carlstadt's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Fairlawn'
Estimated Assets: $100,000 to $500,000
Hajjar Medical Office
Building of Fairlawn'
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Glen Rock's
Estimated Assets: $100,000 to $500,000
Hajjar Medical Office
Building of Glen Rock's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Hackensack's
Estimated Assets: $100,000 to $500,000
Hajjar Medical Office
Building of Hackensack's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Jersey City's
Estimated Assets: $100,000 to $500,000
Hajjar Medical Office
Building of Jersey City's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Miramar's
Estimated Assets: $100,000 to $500,000
Hajjar Medical Office
Building of Miramar's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Mount Kisco's
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office
Building of Mount Kisco's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of New Brunswick'S
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office
Building of New Brunswick'S
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Roseland's
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office
Building of Roseland's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office
Building of Wayne's
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office
Building of Wayne's
Estimated Liabilities: $50 million to $100 million
Hajjar Medical Office Building's
Estimated Assets: $50,000 to $100,000
Hajjar Medical Office Building's
Estimated Liabilities: $50 million to $100 million
Hajjar Warehouse of Hackensack's
Estimated Assets: $50,000 to $100,000
Hajjar Warehouse of Hackensack's
Estimated Liabilities: $50 million to $100 million
The petitions were signed by John Hajjar, sole member.
A full-text copy of Hajjar Business Holdings' petition containing,
among other items, a list of the Debtors 13 unsecured creditors is
available for free at PacerMonitor.com at:
https://is.gd/MNdg30
A full-text copy of Hajjar Medical Office Building of Carlstadt's
petition containing, among other items, a list of the Debtors' 20
largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/snWEPz
A full-text copy of Hajjar Medical Office Building of Fairlawn's
petition containing, among other items, a list of the Debtor's 17
unsecured creditors is available for free at PacerMonitor.com at:
https://is.gd/AQlUuj
A full-text copy of Hajjar Medical Office Building of Glen Rock's
petition containing, among other items, a list of the Debtors' 20
largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/C05F3c
A full-text copy of Hajjar Medical Office Building of Hackensack's
petition containing, among other items, a list of the Debtor's
nine unsecured creditors is available for free at:
https://is.gd/ISMbZF
A full-text copy of Hajjar Medical Office Building of Jersey City's
petition containing, among other items, a list of the Debtors' 20
largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/6ahMix
A full-text copy of Hajjar Medical Office Building of Miramar's
petition containing, among other items, a list of the Debtor's 17
unsecured creditors is available for free at PacerMonitor.com at:
https://is.gd/C5MdQ3
A full-text copy of Hajjar Medical Office Building of Mount Kisco's
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/ikmqF4
A full-text copy of Hajjar Medical Office Building of New
Brunswick's petition containing, among other items, a list of the
Debtor's 12 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/D2JEcg
A full-text copy of Hajjar Medical Office Building of Roseland's
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/TcmXDO
A full-text copy of Hajjar Medical Office Building of Wayne's
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/955z9O
A full-text copy of Hajjar Medical Office Building's 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/PIJ5vs
A full-text copy of Hajjar Warehouse of Hackensack's petition
containing, among other items, a list of the Debtor's 16 unsecured
creditors is available for free at PacerMonitor.com at:
https://is.gd/htoaA8
HARVEY OST OILFIELD: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Harvey Ost Oilfield Services, LLC
PO Box 1509
Malta, MT 59538-1509
Business Description: Harvey Ost Oilfield Services, LLC is a
wholesaler of petroleum & petroleum
products.
Chapter 11 Petition Date: February 13, 2020
Court: United States Bankruptcy Court
District of Montana
Case No.: 20-20045
Debtor's Counsel: Steven M. Johnson, Esq.
CHURCH HARRIS JOHNSON & WILLIAMS PC
PO Box 1645
Great Falls, MT 59403-1645
Tel: 406-761-3000
Total Assets: $2,237,856
Total Liabilities: $3,453,529
The petition was signed by Dennis Ost, managing member.
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/cqqAB0
HCA INC: S&P Rates New Senior Unsecured Notes 'BB-'
---------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '6'
recovery rating to Nashville, Tenn.-based HCA Inc.'s proposed
senior unsecured notes due 2030.
The '6' recovery rating indicates S&P's expectation for negligible
(0%-10%; rounded estimate: 0%) recovery for lenders in the event of
a payment default and is the same as its recovery rating on HCA's
existing unsecured debt. The transaction is leverage neutral
because the company will use the proceeds from the debt to
refinance HCA Healthcare Inc.'s 6.25% senior notes due 2021 and
extend HCA's maturity schedule.
"Our 'BB+' issuer credit rating on parent company HCA Healthcare
Inc. continues to reflect its substantial scale, diversified
business mix, and market presence, which favorably distinguish it
from other investor-owned health care services companies. The
rating also reflects our belief that HCA will likely maintain
leverage in the 4x area despite increasing its EBITDA. We expect
the company to remain resilient amid the challenging operating
environment, although we recognize that its modest growth and
financial policies will likely prevent any further sustained
improvement in its credit metrics," S&P said.
HILLJE MUSIC CENTER: Wins Interim Nod to Use Cash Collateral
------------------------------------------------------------
Hillje Music Centers, LLC asked the Bankruptcy Court to authorize
use of cash collateral to be able to continue to operate in the
ordinary course of business and to pay normal operating expenses.
H. Anthony Hervol, Esq., the Debtor's counsel, disclosed that:
(a) the Debtor owes approximately $2,466.10 in ad valorem taxes
which were assessed for the 2019 tax year.
(b) the Debtor owes Vantage Bank Texas, its primary secured
lender, $976,934.53 and $209,573.56 on two notes, each secured by
all of the Debtor's personal property, equipment, accounts,
inventory, together with the proceeds thereof.
(c) the Debtor is also liable on other Vantage notes held and
executed by SCOSA Properties, LLC.
(d) the Debtor appears to owe creditors who are purely unsecured
or undersecured in excess of $700,000.
The Debtor proposes to provide adequate protection in the form of
replacement lien to all creditors with interest in the cash
collateral to the same extent, priority and validity as the
creditor's pre-petition lien(s), and by maintaining insurance on
the property giving rise to the cash collateral. A copy of the
motion is available for free at https://is.gd/e4ENNs from
PacerMonitor.com.
Judge Ronald B. King granted the Debtor's motion on an interim
basis.
Pursuant to the interim order, the Debtor is authorized to use cash
collateral to pay ordinary and necessary operating expenses pending
a final hearing, pursuant to the budget. Moreover, the Court
directed the Debtor to pay adequate protection payments to
creditors as set forth in the budget until further Court order.
All parties with an interest in cash collateral are granted a
replacement lien to the same extent, priority and validity as their
pre-petition liens.
A copy of the interim order and the approved budget covering the
month of January 2020 is available for free at https://is.gd/r0vkPO
from PacerMonitor.com.
About Hillje Music Centers
Hillje Music Centers, LLC -- https://hilljemusic.com/ -- owns and
operates music supply stores located throughout the San Antonio
area. It provides instrument rentals, service, and repairs. Its
music stores also offer lessons for guitar, piano, drum, violin,
trumpet, and saxophone.
The company filed a Chapter 11 petition (Bankr. W.D. Tex. Case No.
20-50074) on Jan. 6, 2020. In the petition signed by Scott M.
Hillje, member, the Debtor was estimated to have between $1 million
and $10 million in both assets and liabilities. Judge Ronald B.
King is assigned to the case. Law Office of H. Anthony Hervol
represents the Debtor.
HMOB OF WAYNE: Case Summary & Unsecured Creditor
------------------------------------------------
Thirteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
HMOB of Wayne Owner, LLC 20-12550
234 Hamburg Turnpike
Wayne, NJ 07470
HMOB of Oradell Owner, LLC 20-12551
555 Kinderkamack Road
Oradell, NJ 07649
HMOB of Roseland Owner, LLC 20-12552
556 Eagle Rock Avenue
Roseland, NJ 07068
HMOB of Carlstadt Owner, LLC 20-12553
630 Broad Street
Carlstadt, NJ 07072
HMOB of Hackensack Office Owner, LLC 20-12555
20 Woodridge Avenue
Hackensack, NJ 07601
HMOB of Hackensack Warehouse Owner, LLC 20-12556
403-405 West Pleasant View Avenue
Hackensack, NJ 07601
HMBO of New Brunswick Owner, LLC 20-12549
215 Easton Avenue
New Brunswick, NJ 08901
HMOB of Jersey City Owner, LLC 20-12557
631 Grand Street
Jersey City, NJ 07304
HMOB of Fair Lawn Owner, LLC 20-12547
14-01 Broadway
Fair Lawn, NJ 07410
HMOB of Glen Rock Owner, LLC 20-12545
85 Harristown Road
Glen Rock, NJ 0745
HMOB of Fair Lawn 15-01 Broadway Owner, LLC 20-12536
15-01 Broadway
Fair Lawn, NJ 0741
HMOB of Mt. Kisco Owner, LLC 20-12540
15-01 Broadway
Fair Lawn, NJ 07410
HMOB of Miramar Owner, LLC 20-12543
15-01 Broadway
Fair Lawn, NJ 07410
Type of Business: Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
District of New Jersey
Judge: Hon. John K. Sherwood
Debtors' Counsel: Sari B. Placona, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Second Floor
Roseland, NJ 07068
Tel: 973-622-1800
Email: splacona@msbnj.com
- and -
Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Second Floor
Roseland, NJ 07068
Tel: 973-622-1800
Email: asodono@msbnj.com
HMOB of Wayne Owner's
Estimated Assets: $10 million to $50 million
HMOB of Wayne Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Oradell Owner's
Estimated Assets: $1 million to $10 million
HMOB of Oradell Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Roseland Owner's
Estimated Assets: $1 million to $10 million
HMOB of Roseland Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Carlstadt Owner's
Estimated Assets: $1 million to $10 million
HMOB of Carlstadt Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Hackensack Office Owner's
Estimated Assets: $1 million to $10 million
HMOB of Hackensack Office Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Hackensack Warehouse Owner's
Estimated Assets: $1 million to $10 million
HMOB of Hackensack Warehouse Owner's
Estimated Liabilities: $50 million to $100 million
HMBO of New Brunswick Owner's
Estimated Assets: $1 million to $10 million
HMBO of New Brunswick Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Jersey City Owner's
Estimated Assets: $1 million to $10 million
HMOB of Jersey City Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Fair Lawn Owner's
Estimated Assets: $1 million to $10 million
HMOB of Fair Lawn Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Glen Rock Owner's
Estimated Assets: $0 to $50,000
HMOB of Glen Rock Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Fair Lawn 15-01 Broadway Owner's
Estimated Assets: $1 million to $10 million
HMOB of Fair Lawn 15-01 Broadway Owner's
Estimated Liabilities: $0 to $50,000
HMOB of Mt. Kisco Owner's
Estimated Assets: $10 million to $50 million
HMOB of Mt. Kisco Owner's
Estimated Liabilities: $50 million to $100 million
HMOB of Miramar Owner's
Estimated Assets: $1 million to $10 million
HMOB of Miramar Owner's
Estimated Liabilities: $50 million to $100 million
The petitions were signed by John H. Hajjar, MD, sole member.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/utZsMH
https://is.gd/6A1932
https://is.gd/fn4TMn
https://is.gd/rgkMYU
https://is.gd/EnXBZU
https://is.gd/z8v4PC
https://is.gd/MYNEgx
https://is.gd/DVE5dx
https://is.gd/LYkwkO
https://is.gd/dfZZ0V
https://is.gd/1lw8CF
https://is.gd/vxdywG
https://is.gd/PK6j7u
Debtors' Unsecured Creditor:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Wilmington Trust, National Unknown
Association
c/o David R. Augustin Esq.,
DUANE MORRIS
One Riverfront Plaza
1037 Raymond Blvd., Ste. 1800
Newark, NJ 07102-5429
IFRESH INC: Incurs $2.1 Million Net Loss in Third Quarter
---------------------------------------------------------
iFresh Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $2.07 million
on $20.89 million of total net sales for the three months ended
Dec. 31, 2019, compared to a net loss of $1.80 million on $31.30
million of total net sales for the three months ended
Dec. 31, 2018.
For the nine months ended Dec. 31, 2019, the Company reported a net
loss of $6.33 million on $66.58 million of total net sales compared
to a net loss of $7.84 million on $92.68 million of total net sales
for the same period in 2018.
As of Dec. 31, 2019, the Company had $103.37 million in total
assets, $104.38 million in total liabilities, and a total
shareholders' deficiency of $1 million.
Liquidity and Going Concern
The Company had operating losses for the nine months ended Dec. 31,
2019 and in fiscal year 2019 and had negative working capital of
$26.2 million and $21.6 million as of Dec. 31, 2019 and March 31,
2019, respectively. The Company had deficiency of $1.0 million and
$1.0 million as of Dec. 31, 2019 and March 31, 2019. The Company
did not meet certain financial covenants required in the credit
agreement with Keybank National Association. As of Dec. 31, 2019,
the Company has outstanding loan facilities of approximately $20.1
million due to Keybank. Failure to maintain these loan facilities
will have a significant impact on the Company's operations.
In assessing its liquidity, management monitors and analyzes the
Company's cash on-hand, its ability to generate sufficient revenue
sources in the future and its operating and capital expenditure
commitments. iFresh had funded working capital and other capital
requirements in the past primarily by equity contributions from
shareholders, cash flow from operations, and bank loans. As of
Dec. 31, 2019, the Company also has $4.8 million of advances and
receivable from the related parties the Company intends to
collect.
Although the Company has been timely repaying the KeyBank facility
in accordance with its terms, the Company was in default under the
Credit Agreement as of Dec. 31, 2019 and March 31, 2019.
Specifically, the financial covenants of the Credit Agreement
require the Company to maintain a senior funded debt to earnings
before interest, tax, depreciation and amortization ratio for the
trailing 12 month period of less than 3.00 to 1.00 at the last day
of each fiscal quarter. As of Dec. 31, 2019 and March 31, 2019,
this ratio was greater than 3.00 to 1.00, and the Company was
therefore not in compliance with the financial covenants of the
KeyBank loan. In addition, the Company violated the loan covenant
when Mr. Long Deng, CEO and major shareholder of the Company sold
an aggregate of 8,294,989 restricted shares to HK Xu Ding Co.,
Limited, representing 51% of the total issued and outstanding
shares of the Company as of Dec. 31, 2018. The Company failed to
obtain a written consent for the occurrence of the change of
ownership. KeyBank has notified the Company in February that it
has not waived the default and reserves all of its rights, power,
privileges, and remedies under the Credit Agreement. Effective as
of March 1, 2019, interest was accrued on all loans at the default
rate.
On May 20, 2019, the Company entered into a forbearance agreement
with KeyBank, pursuant to which KeyBank has agreed to delay the
exercise of its rights and remedies under the Loan agreement based
on the existence of the events of shares transfer defaults for
certain period of time. The Forbearance Agreement contains
customary forbearance covenants and other forbearance covenants and
defined certain events of defaults. Starting from May, 2019, the
monthly payment decreased to $142,842 as originally required per
the credit facility agreements.
The Company failed to meet its obligations under the Loan
Agreements by the end of the First Forbearance Period. On Oct. 17,
2019, the Company, Go Fresh 365, Inc., Mr. Long Deng and Keybank
entered into the second forbearance agreement. Pursuant to certain
Guaranty Agreement dated as of Dec. 26, 2016, as amended by several
joinder agreements and the Second Forbearance Agreement, the
Company, certain subsidiaries of NYM, Go Fresh and Mr. Long Deng
have agreed to guarantee the payment and performance of the
obligations of the Borrower under the Credit Agreement. Key Bank
has agreed to delay the exercise of its rights and remedies under
the Loan Agreement based on the existence of certain events of
default until the earlier to occur of: (a) 5:00 p.m. Eastern Time
on the Nov. 29, 2019; and (b) a Forbearance Event of Default. This
second forbearance period has expired and discussion between Key
Bank and the new counsel of NYM Holding is in process.
On Dec. 17, 2019, the Company received a letter from the Listing
Qualifications Staff of the Nasdaq Stock Market LLC, which stated
that the Company was not in compliance with Nasdaq Listing Rule
5550(a)(2), which requires an issuer to maintain a minimum closing
bid price of $1.00 per share. In accordance with the Nasdaq
Listing Rules, the Company was provided with a 180-day grace period
to regain compliance with the Bid Price Rule, through June 15,
2020. The notice has no immediate impact on the listing or trading
of the Company's securities on Nasdaq.
The Company said its principal liquidity needs are to meet its
working capital requirements, operating expenses and capital
expenditure obligations. The Company's ability to fund these needs
will depend on its future performance, which will be subject in
part to general economic, competitive and other factors beyond its
control. These conditions raise substantial doubt as to the
Company's ability to remain a going concern.
A full-text copy of the Form 10-Q is available for free at the SEC'
website at:
https://is.gd/UDSzXR
About iFresh Inc.
Headquartered in Long Island City, New York, iFresh Inc.
(http://www.ifreshmarket.com),is an Asian American grocery
supermarket chain and online grocer on the east coast of U.S. With
nine retail supermarkets along the US eastern seaboard (with
additional stores in Glen Cove, Miami and Connecticut opening
soon), and two in-house wholesale businesses strategically located
in cities with a highly concentrated Asian population, iFresh aims
to satisfy the increasing demands of Asian Americans (whose
purchasing power has been growing rapidly) for fresh and culturally
unique produce, seafood and other groceries that are not found in
mainstream supermarkets. With an in-house proprietary delivery
network, online sales channel and strong relations with farms that
produce Chinese specialty vegetables and fruits, iFresh is able to
offer fresh, high-quality specialty produce at competitive prices
to a growing base of customers.
iFresh reported a net loss of $12 million for the year ended March
31, 2019, compared to a net loss of $791,293 for the year ended
March 31, 2018. As of Sept. 30, 2019, the Company had $104.79
million in total assets, $106.39 million in total liabilities, and
a total shareholders' deficiency of $1.60 million.
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated June 28, 2019,
citing that the Company incurred operating losses and did not meet
the financial covenant required in its credit agreement. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
IMPERIAL 290 HOSPITALITY: Hires Marcus & Millichap as Broker
------------------------------------------------------------
Imperial 290 Hospitality Group, LLC seeks authority from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Marcus & Millichap as its real estate broker.
Marcus & Millichap will assist the Debtor in the sale of its real
property located at 20350 Northwest Freeway, Houston, and an
adjacent 0.92-acre lot. The firm will get 3 percent of the
purchase price as commission.
Louis Dan, a real estate agent employed with Marcus & Millichap,
disclosed in court filings that he and other employees of the firm
are "disinterested" as defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Louis Dan
Marcus & Millichap
3 Riverway, #800
Houston, TX 77056
Tel: (713) 452-4200
Fax: (713) 452-4210
About Imperial 290 Hospitality Group
Imperial 290 Hospitality Group, LLC, a privately held company that
operates in the traveler accommodation industry, filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 19-31500) on March 19, 2019.
In the petition signed by Shivinder Madan, manager, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
Judge David R. Jones oversees the case. Joyce W. Lindauer, Esq,
at Joyce W. Lindauer Attorney, PLLC, is the Debtor's legal counsel.
INSPIRED CONCEPTS: Taps Grasl PLC as Legal Counsel
--------------------------------------------------
Inspired Concepts, LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Grasl PLC as its
legal counsel.
Grasl will provide these services in connection with the Debtor's
Chapter 11 case:
(a) file and monitor the Debtor's bankruptcy case and legal
activities, and advise the Debtor on the legal ramifications of
certain actions;
(b) advise the Debtor of its duties in bankruptcy;
(c) execute the Debtor's decisions by filing with the court
motions, objections and other relevant documents;
(d) appear before the court on all matters relevant to the
interests of the Debtor; and
(e) assist the Debtor in the administration of the case.
The firm charges an hourly fee of $375.
Grasl received the sum of $16,000 from the Debtor, of which $10,000
was used to pay for the firm's pre-bankruptcy services while $1,717
was used to pay the filing fee. Grasl PLC currently maintains the
sum of $4,283 in trust for post-petition fees and expenses.
Jeffrey Grasl, Esq., at Grasl, 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:
Jeffrey S. Grasl, Esq.
Grasl PLC
31800 Northwestern Hwy., Suite 350
Farmington Hills, MI 48334
Phone: 248.385.2980
Email: jeff@graslplc.com
About Inspired Concepts
Inspired Concepts LLC, a privately held investment and restaurant
management company in Mt. Pleasant, Mich., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No.
20-20034) on Jan. 10, 2020. At the time of the filing, the Debtor
had estimated assets of between $500,000 and $1 million and
liabilities of between $1 million and $10 million.
Judge Daniel S. Oppermanbaycity oversees the case. Jeffrey Grasl,
Esq., at Grasl, PLC, is the Debtor's legal counsel.
IXS HOLDINGS: S&P Assigns 'B' ICR on Clearlake Acquisition
----------------------------------------------------------
S&P Global Ratings assigned a 'B' issuer credit rating to IXS
Holdings, Inc. in line with its previous issuer credit rating on
Innovative XCessories & Services LLC.
S&P assigned a 'B' rating and '3' recovery rating on the $620
million first-lien term loan, which IXS plans to issue as part of
its acquisition by Clearlake Capital Group, L.P. The rating agency
will withdraw its ratings on Innovative XCessories & Services LLC
and the existing term loan and revolver upon close of this
transaction.
"Clearlake plans to acquire IXS, financed through a $620 million
first-lien term loan, $75 million asset-based loan (ABL) facility
(unrated), and common equity. Although the transaction results in
slightly higher debt than our prior forecast, we believe that
credit metrics remain appropriate for the rating. We now expect
debt-to-EBITDA of around 4.8x in 2020, improving to 4.0x-4.5x in
2021," S&P said.
"We believe IXS' financial policies will continue to remain
aggressive with its new ownership by financial sponsor Clearlake.
Although IXS has used cash on hand to repay outstanding debt, based
on our assessment of Clearlake's financial policies, we view
significant debt reduction as unlikely, given the potential for
future debt financed acquisitions or dividend recapitalizations,"
the rating agency said.
Despite decreased production volumes expected in the original
equipment manufacturer (OEM) market, consumer preference for light
trucks, SUVs, and crossover utility vehicles continues to benefit
IXS. Margins remain strong and significantly higher than other
rated peers in the auto supplier industry. S&P expects IXS to
maintain these margins, despite some impact from the recent UAW
strike at GM, due to a ramp-up of highly profitable products,
increased penetration of bedliners, and increased volumes from new
production facilities, as well as decreasing polyurea chemical
prices, which lowers the company's raw material costs.
The stable outlook on IXS reflects S&P's expectation that the
company will sustain strong EBITDA margins, post-temporary impacts
from the UAW strike at GM, while maintaining or increasing market
share in a relatively flat North American pickup market over the
next year.
"We could lower our rating on IXS if its debt to EBITDA
significantly exceeds 5x. This could be due to a large acquisition
or if EBITDA margins decline below 18% over the next 12 months.
Slower-than-expected demand for the company's products stemming
from a softer economic environment or a sharp increase in gas
prices that erodes truck demand could lead to weaker margins. This
could also occur if IXS loses a large OEM customer or has
significant operating or quality issues with its OEM products.
Alternatively, the increased leverage could emerge if the sponsor
increases leverage further, for dividends or acquisitions," S&P
said.
"Though unlikely, we could raise our rating on IXS during the next
12 months if the company diversifies its products and geographic
scope while maintaining above-average EBITDA margins. We would also
expect the company's financial sponsor to maintain leverage near 4x
or lower," the rating agency said.
J.L. SMITH ACADEMY: Unsecured Creditors Agree to Waive Claims
-------------------------------------------------------------
JL SMITH ACADEMY AUSTIN, LLC, filed a Second Amended Plan of
Reorganization on Feb. 7, 2020.
The Debtor will continue to own and operate the School and KMA will
continue to manage the Reorganized Debtor. The Debtor's school
operations are, and will continue to be, managed by the Head of
School. The income from the School will be used to pay operating
expenses including rent for the Premises due to Manchaca Holdings
and creditors under the Plan.
As to the claims of Manchaca Holdings, the Debtor will assume the
Manchaca Lease and Manchaca Holdings will continue to be paid the
regular monthly rent owing by the Debtor under the Lease for the
premises as each monthly payment comes due.
The Unsecured Claims against the Debtor of KMA, LMP and Middleton
Construction, LLC, will not be paid, per agreements with these
creditors. Any applicable statutes of limitation for these amounts
due will be tolled during the term of the Plan. If there are any
other unsecured creditors, they will be paid in monthly
installments beginning on the Effective Date.
As to Class 6 Allowed General Unsecured Claims, the Debtor is not
aware that there are any other Unsecured Claims against it. If
there are, then they will be paid in equal monthly installments pro
rata beginning on the Effective Date. If the total Allowed Amount
of all Other Unsecured Claims is $5,000 or less, Class 6 is not
Impaired. If the total Allowed Amount of all Other Unsecured
Claims is $5,000.01 or more, Class 6 is Impaired.
Finally, KMA and LMP will retain their Equity Interests in the
Debtor, but will not be entitled to any distributions until all
other Creditors have been paid in full.
The Plan will be funded by the operating income of the Reorganized
Debtor and, to the extent necessary, from contributions by the
principals of the Debtor.
A full-text copy of the Second Amended Plan of Reorganization dated
Feb. 7, 2020, is available at https://tinyurl.com/th57jyx from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Frank B. Lyon
TWO FAR WEST PLAZA, Suite 170
3508 Far West Boulevard
Austin, Texas 78731
Tel: 512-345-8964
Fax: 512-697-0047
E-mail: frank@franklyon.com
About J.L. Smith Academy Austin
J.L. Smith Academy Austin, LLC, owns a private school in Austin,
Texas.
J.L. Smith Academy Austin filed a voluntary petition under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 19-10681)
on May 23, 2019. In the petition signed by Andrew Karr, president,
KMA Brokerage & Dev., Inc. manager, the Debtor was estimated to
have $50,000 to $100,000 in assets and $1 million to $10 million in
liabilities. Frank B. Lyon, Esq., at Frank B. Lyon-Attorney At
Law, is the Debtor's counsel.
J.T. SHANNON: Milam Law PA Represents TCF Equipment, Triumph
------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Milam Law PA submitted a verified statement to
disclose that it is representing TCF Equipment Finance Co. and
Triumph Bank, in the Chapter 11 cases of J.T. Shannon Lumber
Company, Inc.
Milam Law PA and James T. Milam, Esq., have been retained to
represent TCF Equipment Finance Co, a secured lender in this case,
as well as, acting as Local Counsel for Triumph Bank, a major
secured creditor in this proceeding. While the undersigned believes
the two creditors are not acting in concert to advance a common
interest as the phrase is deployed in Rule 2019, the undersigned is
nonetheless filing this verified statement out of an abundance of
caution. The undersigned notes that both TCF and Triumph have each
consented in writing to the representation of each and the other in
this proceeding by James T. Milam after full disclosure, and that
TCF and Triumph have reached a specific understanding in writing as
to the interests of TCF vis a vis the interests of Triumph, also
after disclosure. With the specific authority of each client, and
after disclosure of the necessary facts and circumstances, and in
reliance upon written waivers of conflict executed by both TCF and
Triumph and the separate understanding as to TCF's interests
reached between those parties, James T. Milam will continue to
represent TCF in this proceeding while acting as local counsel to
Triumph Bank's outside counsel herein, Robert F. Miller, Esq. and
Farris Bobango of Memphis, Tennessee, though the representation is
not "joint" within the typical meaning of the word, each client
will maintain its own confidentiality with counsel, and neither is
required to consult the other in advance of making decisions or
taking actions herein deemed necessary for the protection of its
interests, though there is no prohibition on their coordinating on
occasion as would any two creditors in a typical chapter 11
proceeding.
The Firm can be reached at:
Milam Law PA
James T. Milam, Esq.
300 S. Spring St.
Tupelo, MS 38804
Tel: 662-205-4815
Fax: 888-510-6331
E-mail: jtm@milamlawpa.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/kXHnzr
About J.T. Shannon Lumber
Memphis, Tenn.-headquartered J.T. Shannon Lumber Company, Inc. --
http://www.jtshannon.com/shannonlumber-- is a family-owned company
in the hardwood lumber business. It specializes in rough and
surfaced lumber, straight-line ripping, double-end trimming, width
sorts, and special length pulls.
J.T. Shannon Lumber Company sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Miss. Case No. 19-11428) on April
1, 2019. At the time of the filing, the Debtor disclosed
$11,026,770 in assets and $14,721,825 in liabilities. The case is
assigned to Judge Jason D. Woodard. Michael P. Coury, Esq., at
Glankler Brown PLLC, is the Debtor's legal counsel.
JJE INC: Court Conditionally Approves Disclosure Statement
----------------------------------------------------------
Judge Mildred Caban Flores has ordered that the Disclosure
Statement explaining the Chapter 11 Plan filed by JJE INC is
conditionally APPROVED.
A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan and of such
objections as may be made to either will be held on March 11, 2020,
at 9:00 a.m. at the U.S. Bankruptcy Court, José V. Toledo U.S.
Post Office and Courthouse Building, 300 Recinto Sur Street,
Courtroom 3, Third Floor, in San Juan, Puerto Rico.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on/or before 14 days prior to the date of
the hearing on confirmation of the Plan.
Any objection to the final approval of the Disclosure Statement
and/or the confirmation of the Plan shall be filed on/or before 14
days prior to the date of the hearing on confirmation of the Plan.
About JJE Inc.
JJE, Inc., is a home health care services provider based in Manati,
Puerto Rico. JJE, Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No.19-02034) on April 12, 2019, and is represented by Victor
Gratacos Diaz, Esq., in Caguas, Puerto Rico. In the petition
signed by Jenny Olivo, president, the Debtor disclosed $295,244 in
total assets and $1,953,718 in total liabilities.
JUST FOR YOU: Unsecureds to Get 50% of Net Plan Profits for 3 Years
-------------------------------------------------------------------
Just For You Coach, Inc., filed an Amended Plan of Reorganization.
Class 1(a) shall consist of the Allowed Secured Claim No. 3 of Bank
Independent, in the amount of $64,031. Class 1(a) will be
amortized over 60 months and shall accrue interest at 5.25%. Class
1(a) shall be paid per month in equal monthly installments
commencing 60 days after the Effective Date of the Plan. Such
payments shall be $1,216 per month until paid.
Class 1(b) will consist of the Allowed Secured Claim No. 4 of Bank
Independent, in the amount of $28,529. Class 1(b) qill be
amortized over 60 months and shall accrue interest at 5.25%. Class
1(b) will be paid in equal monthly installments commencing 60 days
after the Effective Date of the Plan. Such payments shall be
$541.65, per month until paid.
Class 1(c) will consist of the Allowed Secured Claim No. 5 of Bank
Independent, in the amount of $11,803. Class 1(c) shall be paid in
equal monthly installments commencing 60 days after the Effective
Date of the Plan. Such payments will be $224.10 per month until
paid.
Class 2 consists of the Allowed Unsecured Claims of all other
unsecured creditors. The Allowed Unsecured Claims of the unsecured
creditors will be paid from 50 percent of the Net Plan Profits (as
defined in the Plan) of Debtor for three years or until paid in
full.
Class 3 will consist of the equity position of Dwight Conway in the
Debtor. M r. Conway, or his assigns, will receive no equity
distribution (other than salary) unless and until Class 2 is paid
in full.
The Plan will either be funded by operations of the Debtor.
A full-text copy of the Second Amended Chapter 11 Plan of
Reorganization dated Feb. 7, 2020, is available
at https://tinyurl.com/yx26lsj from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Stuart M. Maples
MAPLES LAW FIRM, PC
200 Clinton Avenue West, Suite 1000
Huntsville, Alabama 35801
Tel: (256) 489-9779
Fax: (256) 489-9720
E-mail: smaples@mapleslawfirmpc.com
About Just For You Coach
Just For You Coach, Inc., operates a commercial charter bus
company. The company is owned by Dwight Conway.
Just For You Coach sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 19-81116) on April 11,
2019. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. The
case is assigned to Judge Clifton R. Jessup Jr. Maples Law Firm,
PC, is the Debtor's counsel.
JZM TRUCKING: Seeks to Hire Robert N. Bassel as Attorney
--------------------------------------------------------
JZM Trucking, Inc., seeks authority from the U.S. Bankruptcy Court
for the Eastern District of Michigan to employ Robert N. Bassel,
Attorney at Law, as attorney to the Debtor.
Group 1 Enterprises requires Robert N. Bassel to represent and
provide legal services to the Debtor in the Chapter 11 bankruptcy
proceedings.
Robert N. Bassel will be paid at the hourly rate of $350.
Robert N. Bassel received from the Debtor a retainer of $8,000,
from which $1,717 was used for the filing fee, and $2,100 was
applied to prepetition legal fees, leaving a retainer of $4,183.
Robert N. Bassel will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Robert N. Bassel assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Robert N. Bassel can be reached at:
Robert N. Bassel, Esq.
P.O. Box T
Clinton, MI 49236
Tel: (248) 835-7683
E-mail: bbassel@gmail.com
About JZM Trucking, Inc.
JZM Trucking, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Mich. Case No. 20-40646) on Jan. 17, 2020, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Robert N. Bassel, Esq.
KBR INC: S&P Rates New First-Lien Credit Facility 'BB-'
-------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to KBR Inc.'s new first-lien credit facility, which
will comprise a $500 million revolver, a $500 million performance
letter of credit facility, a $165 million term loan A-2 due 2025,
and a $520 million term loan B due 2027. The '3' recovery rating
indicates S&P's expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery.
At the same time, S&P assigned its 'BB+' issue-level rating and '1'
recovery rating to the $110 million term loan A-1 due 2025 held at
KBR's Australian subsidiary Kellogg Brown & Root Pty Ltd. (KBR
Australia). The '1' recovery rating indicates S&P's expectation for
very high (90%-100%; rounded estimate: 95%) recovery.
"The company plans to use the proceeds from the new debt to
refinance and pay down its existing credit facility. Although the
transaction will reduce KBR's balance sheet debt and interest
expense, we do not believe it will materially affect our expected
credit ratios," S&P said.
S&P's issuer credit rating on KBR (BB-/Stable/--) is unchanged and
reflects the company's mix of government services and engineering
and construction work, stable margins, and stated leverage target
of 2.75x. The rating agency expects the company to maintain debt to
EBITDA in the 2.4x-2.8x over the long term, with funds from
operations (FFO) to debt between 28%-30%.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Pro forma for the proposed transaction, the company's capital
structure will comprise a $500 million revolver, a $500 million
letter of credit facility, a $165 million term loan A-2, a $520
million term loan B, $350 million of unsecured convertible notes
issued by KBR (unrated), and a $110 million term loan A-1 issued by
KBR Australia.
-- S&P expects greater recovery for the debt held at KBR Australia
because it has a priority claim on all of the collateral from the
company's Australian assets and is guaranteed by KBR.
-- S&P valued the company on a going-concern basis using a 5x
multiple of its projected emergence EBITDA. The 5x multiple is in
line with the multiples it uses for KBR's peers.
-- Other key assumptions at default include LIBOR of 2.5%, the
revolver is 85% drawn, and the letter of credit facility is 80%
utilized (with 20% of those drawn).
Simulated default assumptions
-- Default year: 2024
-- EBITDA at emergence: $205 million
-- Multiple: 5x
Simplified waterfall
-- Net enterprise value after administrative expenses (5%): $878
million
-- Valuation split (U.S./Australia): 60%/40%
-- Value available for Australia secured debt claims: $295
million
-- Australia secured debt claims: $97 million
-- Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Value available for U.S. secured debt claims: $712 million
-- U.S. secured debt claims: $1.16 billion
-- Recovery expectations: 50%-70% (rounded estimate: 60%)
Ratings List
KBR Inc.
Issuer Credit Rating BB-/Stable/--
New Rating
KBR Inc.
Senior Secured
US$165 mil term A-2 bank ln due 2025 BB-
Recovery Rating 3(60%)
US$500 mil LOC bank ln due 2025 BB-
Recovery Rating 3(60%)
US$500 mil multicurrency bank ln due 2025 BB-
Recovery Rating 3(60%)
US$520 mil term B bank ln due 2027 BB-
Recovery Rating 3(60%)
Kellog Brown & Root Pty Ltd.
Senior Secured
AUD165 mil term A-1 bank ln due 2025 BB+
Recovery Rating 1(95%)
KOREAN WESTERN: Case Summary & 8 Unsecured Creditors
----------------------------------------------------
Debtor: Korean Western Presbyterian Church of Los Angeles
1218 S. Fairfax Avenue
Los Angeles, CA 90019
Business Description: Korean Western Presbyterian Church of Los
Angeles is a nonprofit religious
corporation.
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-11675
Judge: Hon. Neil W. Bason
Debtor's Counsel: Victor A. Sahn, Esq.
SULMEYERKUPETZ, A PROFESSIONAL CORPORATION
333 South Grand Avenue
Suite 3400
Los Angeles, CA 90071-1406
Tel: 213-626-2311
Website: www.sulmyerlaw.com
Debtor's
Real Estate
Broker: Carl Muhlstein
JONES LANG LASALLE AMERICAS, INC.
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Joo Mo Ko, CEO.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://is.gd/edwF1W
List of Debtor's Eight Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Samuel S. Kim Wages & Pension $350,000
1218 S. Fairfax Avenue
Los Angeles, CA 90019
2. W. Dan Lee, Esq. Professional $250,000
725 S. Figueroa Services
Street, Suite 3065
Los Angeles, CA 90017
3. Joo Mo Ko Wages $192,000
4711 Rockland Place
La Canada Flintridge
CA 91011
4. Olaf J. Choi Wages $32,000
19121 Olympic Crest Drive
Canyon Country, CA 91351
5. Joo Moo Ko Personal Loan $30,000
4711 Rockland Place
La Canada Flintridge,
CA, 91011
6. Myung Chul Ra Personal Loan $22,000
8739 7th Street
Downey, CA 90241
7. LA Open Door Security Deposit $10,000
Presbyterian Church for Lease
Attn: Hun Sung Park
4460 Wilshire Blvd., #206
Los Angeles, CA 90010
8. Byung K. Kim Personal Loan $10,000
1218 S. Fairfax Avenue
Los Angeles, cA 90019
KRYSTAL COMPANY: Hires Mr. Tibus of Alvarez & Marsal as CRO
-----------------------------------------------------------
The Krystal Company, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Jonathan Tibus of Alvarez & Marsal North America, LLC, as
chief restructuring officer to the Debtors.
Krystal Company requires Alvarez & Marsal to:
(a) work with other engaged professionals in developing
possible strategic alternatives for maximizing the
enterprise value of the Debtors;
(b) serve as the principal contact with the Debtors' key
constituents and creditors with respect to the Debtors'
financial and operational matters;
(c) perform a financial review of the Debtors, including but
not limited to a review and assessment of financial
information that has been, and that will be, provided by
the Debtors to their creditors;
(d) assist in the management and analysis required for the
Debtors' use of cash collateral;
(e) assist in the identification and execution of cost
reduction and operational improvement opportunities;
(f) assist in the performance of cost/benefit analyses related
to non-store executor contracts and the
assumption/rejection of each;
(g) assist the Debtors in bankruptcy planning, strategy,
administration, support and coordination; and
(h) perform such other services for the Debtors as are
contemplated by the Engagement Letter and such other
services as may be necessary and appropriate.
Alvarez & Marsal will be paid at these hourly rates:
Managing Director $875 to 1,100
Director $675 to 850
Analyst/Associate $400 to 650
In the 90 days prior to the Petition Date, Alvarez & Marsal
received payments totaling $664,210 in the aggregate for services
performed for the Debtors.
Alvarez & Marsal will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jonathan Tibus, managing director of Alvarez & Marsal North
America, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Alvarez & Marsal can be reached at:
Jonathan Tibus
ALVAREZ & MARSAL NORTH AMERICA, LLC
3424 Peachtree Road NE, Suite 1500
Atlanta, GA 30326
Tel: (404) 260-4040
About The Krystal Company
Founded in Chattanooga, Tennessee, in 1932, The Krystal Company --
http://www.krystal.com/-- is a quick-service restaurant chain with
locations in the Southeastern United States. It is known for its
small, square hamburgers, served fresh and hot off the grill on the
iconic squarebun at approximately 320 restaurants in nine states.
Krystal's Atlanta-based Restaurant Support Center serves a team of
7,500 employees.
The Krystal Company, and affiliates Krystal Holdings, Inc. and
K-Square Acquisition Co., LLC, sought Chapter 11 protection (Banks.
N.D. Georg. Case No. No. 20-61065-pwb) on Jan. 19, 2020.
The Debtors tapped KING & SPALDING LLP as counsel; SCROGGINS &
WILLIAMSON, P.C. as conflicts counsel; ALVAREZ & MARSAL as Interim
Management Provider; and PIPER JAFFRAY as Lead Investment Banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
KRYSTAL COMPANY: Hires Piper Sandler as Investment Banker
---------------------------------------------------------
The Krystal Company, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Piper Sandler & Co., as investment banker to the Debtors.
Krystal Company requires Piper Sandler to:
a) review and analyze the Debtors' business, operations,
properties, financial condition and prospects;
b) assist the Debtors and participate in negotiations with
the Debtors' creditors, suppliers, lessors, and other
interested parties;
c) assist the Debtors in structuring and effecting any Sale or
Restructuring transaction or transactions;
d) assist the Debtors in developing and preparing materials to
be used in soliciting potential purchasers with respect to
any Sale and assist the Debtors and participate in
negotiations with potential purchasers; and
e) provide financial advice and assistance to the Debtors in
developing any Restructuring and assist the Debtors and
participate in negotiations with any entities or groups
affected by the Restructuring.
Piper Sandler will be paid as follows:
-- Monthly Fee. A monthly fee (the "Monthly Fee") equal to
$75,000 payable on the 20th day of each month. Commencing
with the Monthly Fee paid on December 21, 2019, 50% of each
Monthly Fee received will be credited against the amount of
any Sale Fee earned.
-- Restructuring Fee. Upon consummation of a Restructuring, a
fee (the "Restructuring Fee") equal to $1,250,000.
-- Sale Fee. In the event of a Sale, a fee (the "Sale Fee")
equal to the greater of 4% of the Transaction Value of such
Sale and $1,250,000.
During the 90 day period prior to the commencement of these cases,
Piper Sandler was paid in the ordinary course certain Monthly Fees
and expense reimbursements. Piper Sandler was paid (i) $75,000 on
account of its December 2019 Monthly Fee on January 8, 2020; and
(ii) $75,000 on account of its January 2020 Monthly Fee on January
17, 2020.
Piper Sandler will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Teri Stratton, managing director of Piper Sandler & Co., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Piper Sandler can be reached at:
Teri Stratton
PIPER SANDLER & CO.
1442 Dresden Drive, Unit No. 257A
Atlanta, GA 30319
Tel: (310) 297-6030
About The Krystal Company
Founded in Chattanooga, Tennessee, in 1932, The Krystal Company --
http://www.krystal.com/-- is a quick-service restaurant chain with
locations in the Southeastern United States. It is known for its
small, square hamburgers, served fresh and hot off the grill on the
iconic squarebun at approximately 320 restaurants in nine states.
Krystal's Atlanta-based Restaurant Support Center serves a team of
7,500 employees.
The Krystal Company, and affiliates Krystal Holdings, Inc. and
K-Square Acquisition Co., LLC, sought Chapter 11 protection (Banks.
N.D. Georg. Case No. No. 20-61065-pwb) on Jan. 19, 2020.
The Debtors tapped KING & SPALDING LLP as counsel; SCROGGINS &
WILLIAMSON, P.C. as conflicts counsel; ALVAREZ & MARSAL as Interim
Management Provider; and PIPER JAFFRAY as Lead Investment Banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
KRYSTAL COMPANY: Seeks to Hire King & Spalding as Counsel
---------------------------------------------------------
The Krystal Company, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ King & Spalding LLP, as counsel to the Debtors.
Krystal Company requires King & Spalding to:
(a) advise the Debtors with respect to their rights, powers,
and duties as debtors in possession in the continued
management and operation of their business and
management of their properties;
(b) advise the Debtors with respect to the conduct of their
chapter 11 cases, including all of the legal and
administrative requirements in chapter 11;
(c) take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on
the Debtors' behalf, the defense of any actions
commenced against the Debtors, the negotiation of disputes
in which the Debtors are involved, and the preparation of
objections to claims filed against the Debtors' estates;
(d) prepare on behalf of the Debtors all necessary motions,
applications, answers, orders, reports, and other papers
in connection with the administration of the Debtors'
estates;
(e) appear before the Court and any other courts to represent
the interests of the Debtors' estates before such courts;
(f) attend meetings and represent the Debtors in negotiations
with representatives of creditors and other parties in
interest;
(g) negotiate and prepare documents relating to the
disposition of assets, as requested by the Debtors;
(h) advise the Debtors on finance, finance-related matters and
transactions, and matters relating to the sale of the
Debtors' assets;
(i) advise the Debtors with respect to certain data privacy
matters; and
(j) perform such other legal services for the Debtors as may
be necessary and appropriate.
King & Spalding will be paid at these hourly rates:
Partners $505 to $1,480
Counsels $575 to $1,135
Associates $805
Paraprofessionals $195 to $415
In the 90 days prior to the Petition Date, the Debtors paid King &
Spalding $1,465,152.94 for services rendered to the Debtors in
connection with the Debtors' potential restructuring, the
commencement of these chapter 11 cases. As of the Petition Date,
King & Spalding holds an unapplied retainer in the amount of
$842.54.
King & Spalding will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Sarah R. Borders, partner of King & Spalding LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
King & Spalding can be reached at:
Sarah R. Borders, Esq.
Jeffrey R. Dutson, Esq.
Leia Clement Shermohammed, Esq.
KING & SPALDING LLP
1180 Peachtree Street NE
Atlanta, GA 30309
Tel: (404) 572-4600
E-mail: sborders@kslaw.com
jdutson@kslaw.com
lshermohammed@kslaw.com
About The Krystal Company
Founded in Chattanooga, Tennessee, in 1932, The Krystal Company --
http://www.krystal.com/-- is a quick-service restaurant chain with
locations in the Southeastern United States. It is known for its
small, square hamburgers, served fresh and hot off the grill on the
iconic squarebun at approximately 320 restaurants in nine states.
Krystal's Atlanta-based Restaurant Support Center serves a team of
7,500 employees.
The Krystal Company, and affiliates Krystal Holdings, Inc. and
K-Square Acquisition Co., LLC, sought Chapter 11 protection (Banks.
N.D. Georg. Case No. No. 20-61065-pwb) on Jan. 19, 2020.
The Debtors tapped KING & SPALDING LLP as counsel; SCROGGINS &
WILLIAMSON, P.C. as conflicts counsel; ALVAREZ & MARSAL as Interim
Management Provider; and PIPER JAFFRAY as Lead Investment Banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
KRYSTAL COMPANY: Taps Scroggins & Williamson as Conflicts Counsel
-----------------------------------------------------------------
The Krystal Company, and its debtor-affiliates, seek authority from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Scroggins & Williamson, P.C., as conflicts counsel to the
Debtors.
Krystal Company requires Scroggins & Williamson to:
(a) advise the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and
operation of their businesses;
(b) take all necessary action to protect and preserve the
estates of the Debtors, including the prosecution of
actions on the Debtors' behalf, the defense of any
actions commenced against the Debtors, the negotiation of
disputes in which the Debtors are involved, and the
preparation of objections to claims filed against the
Debtors' estates;
(c) prepare on behalf of the Debtors all necessary motions,
applications, answers, orders, reports, and other papers
in connection with the administration of the Debtors'
estates;
(d) negotiate and defend on behalf of the Debtors a plan of
reorganization, a disclosure statement, and all related
documents, related to specific objections of creditors;
(e) negotiate and prepare documents relating to the
disposition of assets, as requested by the Debtors;
(f) advise the Debtors, where appropriate, with respect to
federal, state, and foreign regulatory matters; and
(g) perform such other legal services for the Debtors as may
be necessary and appropriate.
Scroggins & Williamson will be paid at these hourly rates:
Attorneys $465 to $520
Legal Assistants $135 to $160
Scroggins & Williamson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
J. Robert Williamson, partner of Scroggins & Williamson, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Scroggins & Williamson can be reached at:
J. Robert Williamson, Esq.
Ashley Reynolds Ray, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway, Suite 450
Atlanta, GA 30327
Tel: (404) 893-3880
Fax: (404) 893-3886
E-mail: rwilliamson@swlawfirm.com
aray@swlawfirm.com
About The Krystal Company
Founded in Chattanooga, Tennessee, in 1932, The Krystal Company --
http://www.krystal.com/-- is a quick-service restaurant chain with
locations in the Southeastern United States. It is known for its
small, square hamburgers, served fresh and hot off the grill on the
iconic squarebun at approximately 320 restaurants in nine states.
Krystal's Atlanta-based Restaurant Support Center serves a team of
7,500 employees.
The Krystal Company, and affiliates Krystal Holdings, Inc. and
K-Square Acquisition Co., LLC, sought Chapter 11 protection (Banks.
N.D. Georg. Case No. No. 20-61065-pwb) on Jan. 19, 2020.
The Debtors tapped KING & SPALDING LLP as counsel; SCROGGINS &
WILLIAMSON, P.C. as conflicts counsel; ALVAREZ & MARSAL as Interim
Management Provider; and PIPER JAFFRAY as Lead Investment Banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
LAWRENCE GENERAL: S&P Puts 'BB' Bond Rating on Watch Negative
-------------------------------------------------------------
S&P Global Ratings placed its 'BB' rating on Massachusetts
Development Finance Agency's revenue bonds issued for Lawrence
General Hospital (LGH) on CreditWatch with negative implications.
The CreditWatch placement reflects S&P's view that there is at
least a one-in-two likelihood of a downgrade within the next 90
days due to its view of potential credit deterioration at LGH.
Due to the conversion of its electronic medical system, LGH has not
been able to issue its quarterly financials since March 31, 2019.
With the uncertainty and lack of ability to produce timely
information due to the conversion, S&P believes there could be
financial deterioration that could affect its view of LGH's credit
quality.
"Our view of potential credit deterioration also reflects
management's inability to provide us with timely and sufficient
information. We consider receiving the 2019 audit, and
first-quarter 2020 interims necessary to maintain the rating, in
accordance with our applicable criteria and policies," S&P said.
CreditWatch
S&P expects to review the rating within 90 days of the CreditWatch
placement, assuming it receives information that it considers
sufficient and satisfactory. However, if it does not receive the
requested information within 90 days, S&P will likely withdraw the
rating, preceded, in accordance with its policies, by any change to
the rating it considers appropriate given available information.
LIFEPOINT HEALTH: S&P Rates New $600MM Senior Secured Notes 'B+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '2'
recovery rating to acute-care hospital services provider LifePoint
Health Inc.'s proposed $600 million senior secured notes. The '2'
recovery rating indicates its expectation for significant (70%-90%;
rounded estimate: 70%) recovery in the event of a payment default.
S&P views this issuance as slightly negative for the recovery
prospects of LifePoint's senior secured debtholders due to the
increase in its total amount of senior secured debt. The company
plans to use the proceeds from this issuance, along with the
proceeds from its recent add-on, to retire its existing $800
million 8.25% senior secured notes due 2023 and $350 million 11.5%
senior unsecured notes due 2024. All of S&P's other ratings on
LifePoint, including its 'B+' issue-level rating and '2' recovery
rating on its existing senior secured notes, remain unchanged.
S&P's rating on the company continues to reflect its position as a
leading provider of general and specialized acute-care services
with scale--though it is smaller than other for-profit hospital
companies, such as HCA Inc., Tenet Healthcare Corp., and Universal
Health Services Inc., are--and its geographic diversity in
non-urban communities. S&P believes LifePoint's brand recognition
provides it with an advantage when competing for patients and
physicians because it maintains leading market shares in 90% of
markets served and holds the No. 2 or No. 3 position in its
remaining markets. LifePoint operates the only hospital in the
majority of markets served across its 88 hospitals and derives
about 40% of its revenue from five states, with the remaining
generated across a portfolio spanning 24 states.
"The positive outlook reflects our forecast that the company will
continue to expand its revenue by the low-single digit percent
area, largely due to increases in its volume and rates. It also
reflects our view that the synergies from LifePoint's successful
integration of RegionalCare and management's cost-saving
initiatives will expand its EBITDA margin and support steady
reported cash flow generation of over $100 million in 2019 and over
$250 million in 2020," S&P said.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- LifePoint's capital structure comprises an $800 million
asset-based lending (ABL) facility, a $3.715 billion term loan B,
$600 million of senior secured notes, and $1.425 billion of senior
unsecured notes.
-- S&P values the company on a going-concern basis using a 6x
multiple of its projected emergence EBITDA.
-- S&P estimates that for the company to default its EBITDA would
need to decline significantly, most likely due to an increase in
uncompensated care in combination with a decline in reimbursement
rates.
Simulated default assumptions
-- Simulated year of default: 2022
-- EBITDA at emergence: $687 million
-- EBITDA multiple: 6x
Simplified waterfall
-- Net emergence value (after 5% administrative costs): $3.915
billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- Priority claims: $490 million
-- Collateral value available to senior secured lenders: $3.425
billion
-- Senior secured notes: $4.731 billion
-- Recovery expectations: 70%-90% (rounded estimate: 70%)
-- Collateral value available to senior unsecured lenders: $0
-- Senior unsecured debt: $2.801 billion
-- Recovery expectations: 0%-10% (rounded estimate: 0%)
LIGHTHOUSE HOSPITALITY: March 11 Plan Confirmation Hearing Set
--------------------------------------------------------------
On Jan. 21, 2020, debtor Lighthouse Hospitality LLC filed with the
U.S. Bankruptcy Court for the District of Connecticut a First
Amended Disclosure Statement and a First Amended Plan of
Reorganization.
On Jan. 23, 2020, Judge Ann M. Nevins approved the First Amended
Disclosure Statement and established the following dates and
deadlines:
* Feb. 25, 2020, is fixed as the last day for returning written
ballots of acceptance or rejection of the Plan.
* March 11, 2020, at 1:00 pm is fixed as the hearing date to
consider Confirmation of the Chapter 11 Plan, at 157 Church Street,
18th Floor, Courtroom, New Haven, Connecticut.
* Feb. 25, 2020, is the deadline to file written objections to
the Plan.
* March 4, 2020, is the deadline to file Report of Ballots and
Administrative Expenses with the Court.
A full-text copy of the order dated January 23, 2020, is available
at https://tinyurl.com/qla7qc8 from PacerMonitor at no charge.
About Lighthouse Hospitality
Lighthouse Hospitality LLC, which conducts business as Tidewater
Inn, operates a three-star hotel in Madison, Connecticut. The
hotel's guestrooms have a private en-suite bathroom with a shower,
air conditioning, cable television, and wireless internet access.
Lighthouse Hospitality sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Conn. Case No. 19-30387) on March 14,
2019. At the time of the filing, the Debtor was estimated to have
assets of $1 million to $10 million and liabilities of less than $1
million. The case is assigned to Judge Ann M. Nevins. Coan,
Lewendon, Gulliver & Miltenberger, LLC, is the Debtor's counsel.
LITTLE FEET: Unsecureds to be Paid in Full in 5 Years in Plan
-------------------------------------------------------------
Little Feet Learning Center, LLC, filed a reorganization plan.
The Plan provides that Administrative Expense Claims will be paid
in full on the Effective Date. The claims of the Internal Revenue
Service will be treated in three different classes; Priority
Claims, Secured Claims and Unsecured Claims. The Claims of the
Jackson County, Mississippi Chancery Clerk for ad valorem real
property taxes and personal property taxes will be amortized over
twenty-four months. The Claim of Hancock Whitney Bank is fully
secured and will be amortized over 144 months.
The Debtor will pay Unsecured Creditors in full over the life of
the Plan. Allowed general unsecured claims in Class 6, in the
amount of $99,714, will be paid in full over the life of the Plan
in 60 monthly installments of $1,662.
A full-text copy of the Disclosure Statement dated Feb. 7, 2020, is
available at https://tinyurl.com/w39jlrv from PacerMonitor.com at
no charge.
The Debtor's counsel:
W. Jarrett Little
William J. Little, Jr.
LENTZ & LITTLE, PA
2505 14th Street, Suite 500
Gulfport, Mississippi 39501
Tel: (228) 867-6050
About Little Feet Learning Center
Little Feet Learning Center operates a children's day care facility
located at 51000 Jim Ramsey Road, in Vancleave, Mississippi. The
land on which the business is located owned by the Jackson County
School District.
Little Feet Learning Center filed a voluntary Chapter 11 petition
(Bankr. S.D. Miss. Case No. 19-52507) on Dec. 18, 2019, listing
under $1 million in both assets and liabilities, and is represented
by W. Jarrett Little, Esq. and William J. Little, Jr., Esq., at
Lentz & Little, PA.
LIZAMA CARRIERS: Gets Interim Approval to Access Cash Collateral
----------------------------------------------------------------
The Bankruptcy Court authorized Lizama Carriers, LLC to use cash
collateral on an interim basis to pay the expenses pursuant to the
budget.
As adequate protection, Pearl Delta Funding, LLC is granted a
first-priority replacement lien on the Debtors' post-petition
accounts receivable and proceeds of collection of Debtor's accounts
receivable, to the extent the use of Pearl Delta's cash collateral
results in a decrease in the value of its interest in said property
upon which Pearl Delta holds a validly perfected and unavoidable
lien on property of Debtor's bankruptcy estate.
A copy of the interim order is available for free at
https://is.gd/NzOq9b from PacerMonitor.com.
A second interim order will be entered following the Feb. 10, 2020
hearing on the motion, according to Court dockets.
About Lizama Carriers
Lizama Carriers, LLC -- https://www.lizamacarriers.com/ -- is a
privately held company in the general freight trucking industry.
Lizama Carriers, based in Irving, TX, filed a Chapter 11 petition
(Bankr. N.D. Tex. Case No. 20-40283) on Jan. 22, 2020. In the
petition signed by Nelson Lizama, manager, the Debtor disclosed
$3,267,357 in assets and $4,870,039 in liabilities. Joseph H.
Acosta, Esq., at FisherBroyles, LLP, serves as bankruptcy counsel.
LIZAMA CARRIERS: Seeks Permission to Use Cash Collateral
--------------------------------------------------------
Lizama Carriers, LLC asks the Bankruptcy Court to authorize use of
cash collateral in order to have sufficient liquidity to fund
current operating expenses, including truck repairs, fuel costs,
rent, payroll and professional fees.
The 13-week budget provides for $108,726.52 in total expenses for
the week-ending February 17, 2020, including $85,000 in wages and
$14,370.57 in repairs.
Before the Petition Date, Pearl Delta Funding, LLC advanced
$250,000 to the Debtor under a Revenue Purchase Agreement under
which the Debtor is to repay Pearl Delta $312,500. Pearl Delta is
currently owed approximately $100,000 under the agreement,
according to Court dockets. To secure repayment of the debt, the
Debtor agreed to pledge certain collateral, including accounts
receivables and funds in bank accounts.
The Debtor proposes to grant Pearl Delta replacement liens on the
Debtor's post- petition accounts and proceeds of collection of
accounts receivable, as adequate protection, to the extent the use
of cash collateral results in a decrease in the value of Pearl
Delta's interest in said property.
A copy of the motion, with the budget, is available for free at
https://is.gd/wrkJMV from PacerMonitor.com.
About Lizama Carriers
Lizama Carriers, LLC -- https://www.lizamacarriers.com/ -- is a
privately held company in the general freight trucking industry.
Lizama Carriers, based in Irving, TX, filed a Chapter 11 petition
(Bankr. N.D. Tex. Case No. 20-40283) on Jan. 22, 2020. In the
petition signed by Nelson Lizama, manager, the Debtor disclosed
$3,267,357 in assets and $4,870,039 in liabilities. Joseph H.
Acosta, Esq., at FisherBroyles, LLP, serves as bankruptcy counsel.
LUCID ENERGY II: Moody's Lowers CFR to B3, Outlook Stable
---------------------------------------------------------
Moody's Investors Service downgraded Lucid Energy Group II
Borrower, LLC's Corporate Family Rating to B3 from B2, Probability
of Default Rating to B3-PD from B2-PD, and senior secured term loan
rating to B3 from B2. The outlook remains stable.
"The downgrade of Lucid's ratings reflect a slower than expected
ramp in volumes and the expectation that its leverage will remain
higher for longer," said Jonathan Teitel, Moody's AVP-Analyst. "A
path for increasing volumes and cash flows in 2020-2021, as well
support from financial sponsors, contribute to the stable
outlook."
Downgrades:
Issuer: Lucid Energy Group II Borrower, LLC
Probability of Default Rating, Downgraded to B3-PD from B2-PD
Corporate Family Rating, Downgraded to B3 from B2
Senior Secured Term Loan, Downgraded to B3 (LGD4) from B2 (LGD4)
Outlook Actions:
Issuer: Lucid Energy Group II Borrower, LLC
Outlook, Remains Stable
RATINGS RATIONALE
Lucid's B3 CFR reflects high leverage and reliance on a large
increase in associated gas volumes through 2020 for credit
improvement. Lucid's credit profile is tempered by modest scale,
high geographic concentration, and volume risk involved with
producer customers ramping up oil production volumes which will
dictate associated gas volume increases. The company's presence
primarily in the Northern Delaware Basin, acreage dedications, and
strong (but concentrated) customer base, and equity contributions
from the sponsors provide support. The contracts are predominantly
long-term fixed fee in nature leaving Lucid limited direct
commodity price risk, although the sizable portion of volumes that
are not underpinned by minimum volume commitments leaves exposure
to volume risks, evident in the lower than expected growth in
2018-2019. Governance considerations include the company's private
equity ownership and the effects on financial policies and
strategies, including high leverage.
Moody's expects Lucid to maintain adequate liquidity during 2020,
materially backed by the assumption that the sponsors will fund
Lucid's development capex and negative FCF. As of September 30,
2019, the company had $20 million of cash and $25 million drawn on
its $100 million revolver due 2023. However, by early December, the
amount drawn increased to $75 million, leaving limited availability
under the revolver facility. The revolver and term loan have
minimum debt service coverage ratio covenants of 1.1x. The revolver
also has a maximum super senior leverage ratio of 1.25x. Moody's
expects the company will remain in compliance with these covenants
in 2020.
The approximately $1.1 billion term loan due 2025 is rated B3,
which is the same as the CFR. The $100 million revolver due 2023
(unrated) has a super priority preference over the term loan;
however, because of the small size of the revolver and the term
loan comprising the preponderance of debt, the term loan rating is
not notched from the CFR.
The stable outlook reflects expectation of increased volumes and
EBITDA during 2020 driving a steady deleveraging and improving
liquidity position. The stable outlook also considers sponsors'
commitment to fund capital outspend.
Factors that could lead to a downgrade include slower than expected
ramp up in volumes, leading to EBITDA/interest below 3x and
debt/EBITDA above 7x in 2020 or weakening liquidity.
Factors that could lead to an upgrade include significant increase
in volumes and EBITDA and reduced leverage, with debt/EBITDA
sustained below 6x while maintaining adequate liquidity.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
Lucid, headquartered in Dallas, Texas, is a privately-owned natural
gas gathering and processing midstream company in the Northern
Delaware Basin. The company is owned by affiliates of Riverstone
Holdings and Goldman Sachs Merchant Banking Division.
LUCKY'S MARKET: Obtains Interim Approval to Use Cash Collateral
---------------------------------------------------------------
Lucky's Market Parent Company, LLC and debtor affiliates sought and
obtained interim permission to use cash collateral from the period
beginning on the Petition Date until the date of occurrence of a
termination event.
The Debtors will use cash collateral (a) for working capital, (b)
to pay administrative costs and expenses incurred by the Debtors in
selling their assets pursuant to Section 363 of the Bankruptcy
Code, (c) to pay costs and expenses the Debtors incurred in closing
certain of their stores and/or assuming, assuming and assigning, or
rejecting leases to which the Debtors are party (upon Court
authorization), and (d) to pay costs and expenses of administering
the cases.
The Kroger Co., as the Debtors' pre-petition secured lender,
asserts an interest in the cash collateral. As of the Petition
Date, the Debtor owes The Kroger Co., the aggregate principal
amount of $301,156,450, plus accrued interest, unpaid fees, costs
and expenses under the pre-petition secured loan documents. A copy
of the motion is available free of charge at https://is.gd/xbKOOc
from PacerMonitor.com.
As adequate protection for the interests of the pre-petition
secured lender in the pre-petition collateral (including cash
collateral), the pre-petition secured lender will receive, subject
to the carve-out and pre-petition permitted liens, (a) replacement
liens, (b) additional liens, and (c) adequate protection super
priority claims to the extent of the diminution in value of said
interests from and after the Petition Date.
The Debtor' right to use cash collateral will automatically
terminate, without further Court notice or proceeding, on the
earliest to occur of any of these events:
* if this interim order (unless replaced by the final order, in
which case, the final order) ceases to be in full force and effect
for any reason;
* by the date that is seven calendar days after the Petition
Date, if the Debtors have not filed a motion seeking to extend the
period to assume or reject the Debtors' unexpired leases of
non-residential real property by an additional 90 calendar days;
* the Debtors file a motion under Section 365 of the Bankruptcy
Code to reject any real property lease without the consent of the
prepetition secured lender;
* the date that is 30 calendar days after the Petition Date if
(x) the final order, in form and substance acceptable to the
prepetition secured lender, has not been entered by the Court on or
prior to said date and (y) the Bankruptcy Court has not entered an
order approving the lease extension motion on or prior to said
date;
* the Debtors file a plan of reorganization, a plan of
liquidation, or a combined plan and disclosure statement that is
not acceptable to the prepetition secured lender;
* the Court shall not have entered an order confirming the Plan
on or before June 1, 2020;
* the effective date of the Plan shall not have occurred on or
before June 15, 2020.
A complete list of the termination events, as contained in the
interim order, is available at https://is.gd/TeBGrp from
PacerMonitor.com free of charge.
About Lucky's Market
Lucky's Market Parent Company, LLC -- https://www.luckysmarket.com
-- together with its owned direct and indirect subsidiaries, is a
specialty grocery store chain offering a broad range of grocery
items through the Company's "L" private label. Each of the
company's stores has full-service departments, which include
produce, meat, seafood, culinary, apothecary, beer and wine, and
grocery. In addition to the stores, the company operates a produce
warehouse in Orlando, Fla., to supply nearly all produce for its
Florida and Georgia stores.
Lucky's Market Parent and 21 of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. Del., Lead Case No.
20-10166) on Jan. 27, 2020. At the time of the filing, the Debtors
were estimated to have $100 million to $500 million in assets and
$500 million to $1 billion in liabilities. The petitions were
signed by Andrew T. Pillari, chief financial officer. Judge John
T. Dorsey presides over the cases.
Christopher A. Ward, Esq. and Liz Boydston, Esq., of Polsinelli PC,
serve as counsel to the Debtors. Alvarez & Marsal acts as
financial advisor; PJ Solomon as investment banker; and Omni Agent
Solutions as notice and claims agent.
M.H.P. DEVELOPMENT: May Use Cash Collateral Through March 5
-----------------------------------------------------------
Judge Paul M. Black of the U.S. Bankruptcy Court for the Western
District of Virginia authorized M.H.P. Development, Inc., to use
cash collateral through March 5, 2020.
The Debtor may use cash collateral to pay the expenses as set out
in the cash collateral budget being necessary to the continuation
of its business, which will not exceed the sum of $1,960.
Summit Community Bank is granted a first position lien in all
accounts receivable and the proceeds thereof generated by the
Debtor post-petition.
Upon reasonable notice, the Debtor will permit representatives of
Summit Community Bank full and free access to its books, records
and place of business to verify the existence, condition and
location of property in which said creditor holds a lien.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/MOPzN6 at no charge.
About M.H.P. Development
M.H.P. Development, Inc., a single asset commercial real estate
business, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Va. Case No. 19-71672) on Dec. 26, 2019. The Petition
was signed by Terry Lee, president. The case is assigned to Judge
Paul M. Black. The Debtor is represented by Robert T. Copeland,
Esq. at Scot S. Farthing, Attorney at Law, PC. At the time of
filing, the Debtor was estimated to have less than $50,000 in both
assets and liabilities.
MARGIN HOLDINGS: March 18 Hearing on Disclosure Statement
---------------------------------------------------------
A hearing on the adequacy of the Disclosure Statement in support of
the Chapter 11 Plan filed by Margin Holdings Ltd., LLC, will be
held before the Honorable Kathryn C. Ferguson on March 18, 2020 at
2:00 p.m. in Court room 2, U.S. Bankruptcy Court, 402 East State
Street, Trenton, NJ 08608.
Written objections to the adequacy of the Disclosure Statement will
be filed and served no later than 14 days prior to the hearing
before this Court.
About Margin Holdings Ltd.
Margin Holdings Ltd. LLC operates as an investment holding company.
On July 15, 2019, Margin Holdings sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 19-23707). At
the time of the filing, the Debtor estimated assets of between $1
million and $10 million and liabilities of less than $1 million.
The case is assigned to Judge Kathryn C. Ferguson. Maciag Law,
LLC, is the Debtor's legal counsel.
MARSHAL BROADCASTING: Seeks to Hire LainFaulkner as Accountant
--------------------------------------------------------------
Marshall Broadcasting Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Lain,
Faulkner & Co., P. C. as its accountant.
LainFaulkner will:
(a) assist in the preparation of the Debtor's statement of
financial affairs and schedules of assets and liabilities;
(b) assist in the preparation of the Debtor's monthly
operating reports;
(c) account for all receipts and disbursements from the
bankruptcy estate and the preparation of all necessary reports;
(d) assist or prepare a 13-week cash flow budget and variance
reports;
(e) analyse financial data necessary to obtain confirmation of
a plan of reorganization or liquidation and consummation of a
settlement; and
(f) provide other financial and accounting services as
requested by the Debtor.
The standard hourly rates for LainFaulkner are:
Directors $375 - $485
CPAs/Accounting Professionals $250 - $350
IT Professionals $275
Staff Accountants $150 - $250
Clerical and Bookkeepers $80 - $125
Dennis Faulkner, managing director of LainFaulkner, attests that
the firm is a "disinterested person" as defined in Section 101(14)
of the Bankruptcy Code.
In response to the request for additional information set forth in
Paragraph D.1. of the Revised U.S. Trustee Guidelines, Mr. Faulkner
disclosed that:
-- LainFaulkner has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
the engagement;
-- no LainFaulkner professional included in the engagement has
varied his rate based on the geographic location of the Debtor's
bankruptcy case;
-- the firm has not represented the Debtor in the 12 months
prior to its bankruptcy filing; and
-- LainFaulkner and the Debtor expect to develop a prospective
budget and staffing plan for an initial period from the effective
date of the engagement to May 31, 2020, which would subsequently be
amended and extended through the duration of the case.
The firm can be reached at:
Dennis Faulkner, CPA
Lain, Faulkner & Co., P. C.
400 North St. Paul Street # 600
Dallas, TX 75201
Phone: +1 214-720-1929
About Marshall Broadcasting Group
Marshall Broadcasting Group, Inc. -- https://mbgroup.tv -- is a
minority owned television broadcasting company that owns three full
power television stations in the United States.
Marshall Broadcasting Group filed a voluntary Chapter 11 petition
(Bankr. S.D. Tex. Case No. 19-36743) on Dec. 3, 2019. The petition
was signed by Pluria Marshall Jr., chief executive officer. At the
time of the filing, the Debtor disclosed assets of between $50
million and $100 million and liabilities of the same range. Judge
David R. Jones oversees the case.
Levene, Neale, Bender, Yoo & Brill L.L.P. is the Debtor's
bankruptcy counsel.
MCINTOSH MOTORSPORTS: Hires Swenson Law Group as Legal Counsel
--------------------------------------------------------------
McIntosh Motorsports Service & Recreation, LLC received approval
from the U.S. Bankruptcy Court for the Western District of
Wisconsin to hire the Swenson Law Group, LLC as its legal counsel.
Swenson Law will prepare the Debtor's schedules of assets and
liabilities, statement of financial affairs, plan of reorganization
and other legal papers, and will provide other legal services in
connection with its Chapter 11 case.
Evan Swenson, Esq., at Swenson Law, has agreed to represent the
Debtor at the rate of $285 per hour. His supporting paralegal will
charge $125 per hour.
Mr. Swenson attests that his firm does not represent interests
adverse to the Debtor and its bankruptcy estate.
The Firm can be reached through:
Evan M. Swenson, Esq.
Swenson Law Group, LLC
118 E Grand Ave
Eau Claire, WI 54701
Tel: 715/835-7779
E-mail: evan@swensonlawgroup.com
court@swensonlawgroup.com
About McIntosh Motorsports Service & Recreation
Based in Pepin, Wisc., McIntosh Motorsports Service & Recreation,
LLC filed a voluntary petition under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Wisc. Case No. 19-13954) on Nov. 26, 2019,
listing under $1 million in both assets and liabilities. Judge
Catherine J. Furay oversees the case. Evan M. Swenson, Esq., at
Swenson Law Group, LLC, is the Debtor's legal counsel.
MEADE INSTRUMENTS: Hires Broadway Advisors as Investment Banker
---------------------------------------------------------------
Meade Instruments Corp. and the official committee of unsecured
creditors seek approval from the U.S. Bankruptcy Court for the
Central District of California to hire Broadway Advisors, LLC as
their investment banker.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a. review documents, books and records, financial information
and related information to understand the Debtor's business;
b. Phase 1: prepare an estimate of the potential value to be
obtained so that the Debtor and the committee can determine whether
or not to proceed with a Sec. 363 sale;
c. Phase 2: compile a "sales book" based upon information
provided by the Company, or the Debtor's financial advisors,
including but not limited to the Debtor's assets being offered for
sale, sales procedures and Sec. 363 auction guidelines.
-- Develop and implement a marketing plan and timetable,
matched to available resources, to best solicit qualified buyers.
Manage and coordinate all aspects of the sale process, including
creation of a data room, information flow, solicitation of and
negotiations with potential buyers.
-- At the request of the Debtor or the committee, negotiate
with potential buyers to select a stalking horse bidder (if a
stalking horse bidder has not been previously confirmed).
-- Manage the auction process.
-- Shepherd the transaction through to confirmation by the
bankruptcy court.
-- Coordinate all the above action items with Debtor's
counsel, and the committee's counsel, provide regular and thorough
information to the constituents via conference calls, update
reports and face-to-face meetings, to the extent requested.
Broadway will be paid under these terms:
a. Phase 1: Upon approval of the employment agreement by the
bankruptcy court, the Debtor will pay Broadway $20,000.
b. Phase 2: On the condition that the Debtor and the committee
instruct Broadway to move to Phase 2 of the engagement, a second
non-refundable retainer of $20,000 will be paid by the Debtor.
c. Phase 3: There will be a minimum fee earned by Broadway in
the amount of $150,000, upon the closing of a sale of substantially
all of the assets of the Debtor. In the event there is no sale, and
an order confirming a plan under Chapter 11 of the Bankruptcy Code
is entered, Broadway will have an allowed administrative claim
subject to a court-approved fee application as follows: $20,000 to
prepare the initial sale estimate and an additional $20,000 to
prepare the sales book. Any unpaid retainer, minimum fee or sale
fee and unreimbursed costs will be due and payable from "first
unencumbered proceeds" received by Debtor's estate from the sale.
Alfred M. Masse, a partner at Broadway Advisors, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Broadway Advisors can be reached at:
Alfred M. Masse
Broadway Advisors, LLC
511 30th St.
Newport Beach, CA 92663
Tel: (949) 673-0855
About Meade Instruments Corp.
Meade Instruments Corp. designs and manufactures optical products,
including telescopes, cameras, binoculars, and sports optics
products.
Meade Instruments filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
19-14714) on Dec. 4, 2019. In the petition signed by Victor
Aniceto, president, the Debtor estimated $10 million to $50 million
in both assets and liabilities. Judge Catherine E. Bauer oversees
the case. Marc C. Forsythe, Esq., at Goe Forsythe & Hodges LLP is
the Debtor's legal counsel.
MURRAY METALLURGICAL: Stroock, Taft Represent Term Lender Group
---------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Stroock & Stroock & Lavan LLP and Taft Stettinius &
Hollister LLP submitted a verified statement to disclose that they
are representing Ad Hoc Group of Prepetition Term Loan Lenders in
the Chapter 11 cases of Murray Metallurgical Coal Holdings, LLC, et
al.
The Ad Hoc Group of Prepetition Term Loan Lenders who are lenders
under that certain Credit Agreement, dated as of April 29, 2019, by
and among Murray Metallurgical Coal Holdings, LLC, the lenders
party thereto from time to time, Wilmington Savings Fund Society,
FSB, as administrative agent and collateral agent for such
Prepetition Term Lenders, by and through their undersigned
counsel.
In October 2019, the Ad Hoc Group of Prepetition Term Loan Lenders
engaged Stroock & Stroock & Lavan LLP as counsel.
Stroock represents only the members of the Ad Hoc Group of
Prepetition Term Loan Lenders and does not represent or purport to
represent any persons or entities other than the Ad Hoc Group of
Prepetition Term Loan Lenders in connection with the
above-captioned chapter 11 cases. In addition, as of the date of
this Verified Statement, the Ad Hoc Group of Prepetition Term Loan
Lenders, both collectively and through its individual members, does
not represent or purport to represent any other entities in
connection with the Chapter 11 Cases.
Stroock has been advised by the members of the Ad Hoc Group of
Prepetition Term Loan Lenders that, as of February 13, 2020, the
individual members of the Ad Hoc Group of Prepetition Term Loan
Lenders hold, or are the investment advisors or managers for funds
or accounts that hold, in the aggregate, claims against or
interests in the Debtors arising from one or more of the following:
(i) the First Out Term Loans; (ii) the Last Out Term Loans; and
(iii) loans under that certain Senior Secured Super-Priority
Priming Debtor-in-Possession Credit Facility by and among the
Debtors and the lenders party thereto.
As of Feb. 13, 2020, members of the Ad Hoc Group of Prepetition
Term Loan Lenders and their disclosable economic interests are:
Coal Specialty Funding II, LLC
600 Steamboat Road
Greenwich, CT 06830
* Last Out Term Loans: $17,053,739.06
MC Southwork LLC
4600 Wells Fargo Center
90 South 7th Street
Minneapolis, MN 55402
* First Out Term Loans: $14,326,759.56
* Last Out Term Loans: $141,196,260.94
* Proposed Senior Secured Super-Priority
Priming Debtor-in-Possession
Credit Facility Commitments: $28,900,000.00
The information contained in Exhibit A is based upon information
provided by the applicable members of the Ad Hoc Group of
Prepetition Term Loan Lenders to Stroock. Stroock does not make any
representation regarding the validity, amount, allowance, or
priority of such claims, and Stroock reserves all rights with
respect thereto. Stroock does not own, nor has Stroock ever owned,
any claims against or interests in the Debtors, except for claims
for services rendered to the Ad Hoc Group of Prepetition Term Loan
Lenders.
The Ad Hoc Group of Prepetition Term Loan Lenders, through its
undersigned counsel, reserves the right to amend and/or supplement
this Verified Statement in accordance with the requirements set
forth in Bankruptcy Rule 2019 at any time in the future.
Co-Counsel to the Ad Hoc Group of Prepetition Term Loan Lenders can
be reached at:
STROOCK & STROOCK & LAVAN LLP
Jayme T. Goldstein, Esq.
Erez E. Gilad, Esq.
Christopher M. Guhin, Esq.
Joanne Lau, Esq.
Isaac S. Sasson, Esq.
180 Maiden Lane
New York, NY 10038-4982
Telephone: (212) 806-5400
Facsimile: (212) 806-6006
Email: jgoldstein@stroock.com
egilad@stroock.com
cguhin@stroock.com
jlau@stroock.com
isasson@stroock.com
- and -
TAFT STETTINIUS & HOLLISTER LLP
Joseph C. Pickens, Esq.
W. Timothy Miller, Esq.
65 E. State Street, Suite 1000
Columbus, OH 43215
Telephone: (614) 221-2838
Facsimile: (614) 221-2007
Email: jpickens@taftlaw.com
miller@taftlaw.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/k2wXQN
About Murray Metallurgical Coal
Murray Metallurgical Coal Holdings and its subsidiaries are engaged
in the mining and production of metallurgical coal. Unlike thermal
coal, which is primarily used by the electric utility industry to
generate electricity, metallurgical coal is used to produce cok,
which is an integral component of steel production. Murray Met
primarily owns and operates two active coal mining complexes and
other assets in Alabama and West Virginia.
On Feb. 11, 2020, Murray Metallurgical Coal Holdings, LLC ,and five
affiliated debtors each filed a voluntary Chapter 11 petition in
the United States Bankruptcy Court for the Southern District of
Ohio, Western Division. The cases are pending before the Honorable
John E. Hoffman, Jr., and the Debtors have requested that their
cases be jointly administered under Case No. 20-10390.
Murray Metallurgical was estimated to have $100 million to $500
million in assets and liabilities as of the bankruptcy filing.
Proskauer Rose LLP is acting as legal counsel to Murray Met;
Evercore is acting as investment banker; and Alvarez & Marsal is
acting as financial advisor. Prime Clerk LLC, is the claims agent.
MYOMO INC: Prices Public Offering of 2.1 Million Common Shares
--------------------------------------------------------------
Myomo, Inc. has priced an underwritten public offering of 2,143,000
shares of common stock or common stock equivalents (which includes
pre-funded warrants to purchase shares of common stock in lieu of
shares of common stock) and investor warrants to purchase up to an
aggregate of 2,143,000 shares of common stock. Each share of common
stock (or pre-funded warrant in lieu thereof) is being sold
together with one investor warrant to purchase one share of common
stock at a combined offering price of $7.00, for total gross
proceeds of approximately $15.0 million, before underwriting
discounts and commissions and offering expenses payable by the
Company. The investor warrants have an exercise price of $7.50 per
share, are immediately exercisable and will expire five years from
the date of issuance. The Company has granted the underwriters a
45-day option to purchase an additional 321,450 shares of common
stock, and/or investor warrants to purchase up to 321,450 shares of
common stock, in any combinations thereof, at the public offering
price per security, less the underwriting discounts and
commission.
Roth Capital Partners is acting as sole book-running manager for
the offering. Dougherty & Co. LLC is acting as co-manager.
A registration statement on Form S-1 relating to these securities
was filed with the Securities and Exchange Commission on Feb. 7,
2020 and was declared effective by the SEC on Feb. 10, 2020. The
offering is being made only by means of a prospectus. A copy of
the final prospectus relating to the offering will be filed with
the SEC and may be obtained, when available, on the SEC's website
at http://www.sec.govor by contacting the offices of Roth Capital
Partners, LLC, 888 San Clemente, Newport Beach, CA 92660 Attention:
Prospectus Department, by telephone at (800) 678-9147; or Dougherty
& Co. LLC, Attention: Corporate Finance, 90 South 7th St., Suite
4300, Minneapolis, MN 55402, by telephone: 612-376-4000 or by
emailing mlang@doughertymarkets.com.
About Myomo
Headquartered in Cambridge, Massachusetts, Myomo, Inc. --
http://www.myomo.com-- is a wearable medical robotics company
that offers expanded mobility for those suffering from neurological
disorders and upper limb paralysis. Myomo develops and markets the
MyoPro product line. MyoPro is a powered upper limb orthosis
designed to support the arm and restore function to the weakened or
paralyzed arms of patients suffering from CVA stroke, brachial
plexus injury, traumatic brain or spinal cord injury, ALS or other
neuromuscular disease or injury.
Myomo reported a net loss of $10.32 million for the year ended Dec.
31, 2018, compared to a net loss of $12.10 million for the year
ended Dec. 31, 2017. As of Sept. 30, 2019, the Company had $6.08
million in total assets, $1.66 million in total liabilities, and
$4.42 million in total stockholders' equity.
Marcum LLP, in New York, NY, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated
March 12, 2019, citing that the Company has incurred significant
losses, used cash from operations, has an accumulated deficit 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.
NATIONAL ASSISTANCE: March 5 Plan Confirmation Hearing Set
----------------------------------------------------------
On Jan. 21, 2020, the U.S. Bankruptcy Court for the Northern
District of Georgia, Atlanta Division, conducted a hearing to
consider the disclosure statement filed by Debtor National
Assistance Bureau, Inc.
On Jan. 23, 2020, Judge Barbara Ellis-Monro ordered that:
* The Disclosure Statement is approved; provided that Paragraph
C. Disclaimer: Deadline for Objecting to Adequacy of Disclosure
Statement on page 3 of the Disclosure Statement is stricken and
Debtor is directed to remove same from the Disclosure Statement
before distribution with the Plan.
* The terms of the Consent Order on United States Trustee's
Motion to Dismiss or Convert Case entered Nov. 5, 2019, are amended
to extend the time in which Debtor shall obtain confirmation
through and including the hearing on confirmation scheduled for
March 5, 2020, and any continuation thereof by the Court.
* Feb. 25, 2020, is fixed as the last day for filing ballots
indicating written acceptances or rejections of the Plan.
* March 5, 2020, at 10:30 a.m., Eastern Time, is fixed as the
time for the hearing on confirmation of the Plan. The hearing will
be held in Courtroom 1402, United States Courthouse, 75 Ted Turner
Drive, S.W., Atlanta, Georgia 30303.
* Feb. 25, 2020, is fixed as the last day for filing and serving
written objections to confirmation of the Plan pursuant to
Fed.R.Bankr.P. 3020(b)(1).
A full-text copy of the order dated January 23, 2020, is available
at https://tinyurl.com/tej5mmv from PacerMonitor at no charge.
The Debtor is represented by:
THEODORE N. STAPLETON, PC
Theodore N. Stapleton
Georgia Bar No. 675850
Suite 100-B
2802 Paces Ferry Road
Atlanta, Georgia 30339
Tel: (770) 436-3334
E-mail: tstaple@tstaple.com
About National Assistance Bureau
National Assistance Bureau, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 15-69786) on
Oct. 13, 2015. In the petition signed by William R. Hill Sr.,
president, the Debtor was estimated to have assets of $1 million to
$10 million and debt of $10 million to $50 million. Theodore N.
Stapleton, Esq., at Theodore N. Stapleton, P.C., serves as the
Debtor's bankruptcy counsel. Lowenstein Sandler, LLP, is the
special counsel.
NATIONAL QUARRY: U.S. Trustee Forms 3-Member Committee
------------------------------------------------------
William Miller, the U.S. bankruptcy administrator for the Middle
District of North Carolina, appointed three creditors to serve on
the official committee of unsecured creditors in the Chapter 11
case of National Quarry Services, Inc.
The committee members are:
(1) Mincon, Inc.
Agent: Gil Amos
Box 13886
Roanoke, VA 24038
(2) Austin Powder
Agent: Amy Horwatt
25800 Science Park Drive
Cleveland, Ohio 44122
(3) James River Equipment Company
Agent: Jack Leaird
9550 Statesville Road
Charlotte, NC 28269
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 National Quarry Services and
National Quarry Services
National Quarry Services, Inc. -- https://nationalquarryservice.com
-- is a full-service rock drilling and blasting company.
National Quarry Services and its affiliate NQS Equipment Leasing
Company sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. N.C. Lead Case No. 20-50070) on Jan. 23, 2020. At the
time of the filing, the Debtors each had estimated assets of
between $1 million and $10 million and liabilities of between $10
million and $50 million.
Judge Benjamin A. Kahn oversees the cases.
The Debtors tapped James C. Lanik, Esq., at Waldrep, LLP, as their
legal counsel.
NEWSCO INTERNATIONAL: Renshaw Represents Abaco, Other Suppliers
---------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Renshaw, P.C. submitted a verified statement to
disclose that it is representing the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Newsco International
Energy Services Usa, Inc.
On Jan. 8, 2020, pursuant to section 1102 of Title 11 of the United
States Code, the United States Trustee for the Southern District of
Texas appointed the following entities as members of the Committee:
(a) Abaco Drilling Technologies, LLC; (b) Phoenix Technology
Services USA, Inc.; (c) IAE International, Inc.; (d) Gator
Technologies, LLC; and (e) Park City Drilling Technologies, LLC
[Doc. No. 51]. On Jan. 10, 2020, the Committee selected Renshaw,
P.C. to serve as its counsel in connection with the Debtor's
Chapter 11 case. On Feb. 10, 2020, the Court approved the
Committee's engagement of Renshaw, P.C. as counsel for the
Committee [Doc. No. 81].
The Committee members hold unsecured claims against, and/or serve
as indenture trustee for holders of unsecured claims against, the
Debtor's estate arising from a variety of relationships.
As of Feb. 11, 2020, the Committee members and their disclosable
economic interests are:
Abaco Drilling Technologies, LLC
713 Northpark Central Drive
Suite 400, Houston, Texas 77073
* General unsecured claim for trade debt in the estimated amount
of $827,902.31.
Phoenix Technology Services USA, Inc.
12329 Cotton Road
Houston, Texas 77066
* General unsecured claim for trade debt in the estimated amount
of $185,474.67.
IAE International, Inc.
13300 Stonefield Drive
Houston, Texas 77014
* General unsecured claim for trade debt in the estimated amount
of $170,724.71.
Gator Technologies, LLC
415 Rankin Circle North
Houston, Texas 77073
* General unsecured claim for trade debt in the estimated amount
of $591,974.47.
Park City Drilling Technologies, LLC
800 North Park Central
Suite 100, Houston, Texas 77073
* General unsecured claim for trade debt in the estimated amount
of $148,159.04.
Counsel for the Committee can be reached at:
RENSHAW, P.C.
Justin W. R. Renshaw, Esq.
2900 Weslayan, Suite 230
Houston, TX 77027
Tel: (713) 400-9001
Fax: (713) 400-9006
E-mail: justin@renshaw-law.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/0bOzDw
About Newsco International
Energy Services USA Inc.
Established in 1994, Newsco International Energy Services USA Inc.
-- http://www.newsco-drilling.com/-- is a global directional
drilling and
MWD (measurement while drilling) service company.
Newsco International Energy Services USA filed a voluntary Chapter
11 petition (Bankr. S.D. Texas Case No. 19-36767) on Dec. 4, 2019.
In the petition signed by Corey D. Campbell, chief operating
officer, the Debtor estimated $1 million to $10 million in both
assets and liabilities. Judge David R. Jones oversees the case.
Stephen A. Roberts, Esq., at Clark Hill Strasburger, is the
Debtor's legal counsel.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Jan. 8, 2020. The
committee is represented by Renshaw, P.C.
NORTHWESTERN MUTUAL: Sec. 1916-2 Inapplicable to Exempt Lenders
---------------------------------------------------------------
In the case captioned SANFORD J. WISHNEV, Plaintiff and Respondent,
v. THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, Defendant and
Appellant, Case No. S246541, (Ca.)., the Supreme Court of
California issued an Opinion concluding that exempt lenders (like
Northern Mutual) are not obligated to obtain a borrower's signed
agreement in order to charge compound interest on a loan.
The Opinion stemmed from a request from the United States Court of
Appeals for the Ninth Circuit to determine whether exempt lenders
must comply with a voter-approved limitation that was in place
before a constitutional amendment of California law (Cal Const.,1
art. XV, Sec. 1.) that was enacted in 1934. The amendment sets the
maximum interest rates lenders may charge but exempts specified
classes of lenders from those rate restrictions. The amendment also
authorizes the Legislature to regulate "in any manner" the
compensation these exempt lenders may receive.
Northwestern Mutual offers a life insurance product referred to as
"permanent" life insurance. The policy also pays an annual dividend
to the policyholder, who may take out loans secured by the cash
value of the policy. Between 1967 and 1976, Northwestern Mutual
issued four permanent life policies to Sanford J. Wishnev, who
completed and signed an application for each. None of the
applications disclosed that Northwestern Mutual would charge
compound interest. The policies do explain that loan interest is
compounded annually, but Wishnev was not required to sign and
return any copy. At some point after 1980, Wishnev took out four
loans secured by his four policies. Northwestern Mutual assessed
compound interest on the loan balances.
Sanford Wishnev filed the putative class action suit in state court
alleging Northwestern Mutual's assessment of compound interest was
barred because he never signed an agreement to that effect. He
claims damages because the loan balances, increased by compound
interest, reduced the amount he received in annual dividends.
Wishnev seeks to certify a class of all persons who were charged
similar compound interest in the previous four years. On behalf of
the class, he requests actual damages along with treble the amount
of all interest paid within one year of the filing of the
complaint.
Northwestern Mutual removed the action to federal district court
and moved to dismiss. It argued that, as an exempt lender, it was
not required to obtain a borrower's signed consent to charge
compound interest. The district court denied the dismissal motion,
holding that Northwestern Mutual was required to get signed consent
and failed to do so.
The California Supreme Court notes that by its plain terms, the
legislative authority to regulate exempt lenders under article XV
does not extend to all charges that may be loan-related. Instead,
that authority is limited to fees, bonuses, commissions, discounts
or other compensation that a lender may charge in connection with a
loan.
Moreover, the Supreme Court holds the 1934 amendment impliedly
repealed the compound interest limitation as to exempt lenders.
This conclusion does not mean exempt lenders may charge compound
interest without a contractual or legal basis to do so. It simply
means they are not subject to statutory liability and penalties
otherwise imposed by the 1918 initiative on non-exempt lenders.
The Supreme Court answers the Ninth Circuit's first question as
follows -- The provision in section 1916-2 prohibiting lenders from
assessing compound interest unless an agreement to that effect is
clearly expressed in writing and signed by the party to be charged
therewith does not apply to lenders exempt under article XV.
A full-text copy of the Supreme Court's November 14, 2019 Opinion
is available at https://tinyurl.com/tapfg6h from Leagle.com
Drinker Biddle & Reath, Stephen C. Baker , Timothy J. O'Driscoll ,
Michael J. Stortz , Alan J. Lazarus , Matthew J. Adler and Marshall
L. Baker, One Logan Square Suite 2000 Philadelphia, PA 19103, for
Defendant and Appellant.
Alston & Bird, Reed Smith , Thomas A. Evans –
tom.evans@alston.com - and Lisa Tate for The American Council of
Life Insurers as Amicus Curiae on behalf of Defendant and
Appellant.
Sidley Austin, Carol Lynn Thompson - CTHOMPSON@SIDLEY.COM - and
Lisa E. Schwartz for Metropolitan Life Insurance Company as Amicus
Curiae on behalf of Defendant and Appellant.
Brad Wenger ; Dentons US, Laura L. Geist and Andrew S. Azarmi for
Association of California Life and Health Insurance Companies as
Amicus Curiae on behalf of Defendant and Appellant.
Bramson, Plutzik, Mahler & Birkhaeuser, Robert M. Bramson
–RBramson@bramsonplutzik.com - and Jennifer S. Rosenberg -
JRosenberg@bramsonplutzik.com - for Plaintiff and Respondent.
POST HOLDINGS: S&P Rates New Senior Unsecured Notes 'B+'
--------------------------------------------------------
S&P Global Ratings assigned a 'B+' issue-level rating and a '3'
recovery rating to Post Holdings Inc.'s proposed senior unsecured
notes debt issuance. The '3' recovery rating indicates its
expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default. The company plans to
use proceeds from the issuance to redeem its existing $1.0 billion
5.5% notes due 2025. S&P will withdraw its ratings on these notes
once they are fully repaid. All ratings are based on preliminary
terms and are subject to review upon receipt of final
documentation.
All of S&P's other ratings on the company, including the 'B+'
issuer credit rating, are unaffected by this transaction and S&P
expects it to be leverage neutral.
PPD INC: S&P Assigns 'B+' Issuer Credit Rating; Outlook Positive
----------------------------------------------------------------
S&P Global Ratings assigned a 'B+' issuer credit rating to PPD Inc.
The outlook is positive.
"Our rating reflects that PPD is the parent of Pharmaceutical
Product Development and will issue the financial statements, while
Pharmaceutical Product Development holds the vast majority of PPD
operating subsidiaries. Thus, we view Pharmaceutical Product
Development as core to PPD," S&P said.
PRIDE TRUCK: Seeks to Hire Ehlen Heldman as Accountant
------------------------------------------------------
Pride Truck Wash, LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of Indiana to employ Ehlen Heldman
& Company PC, as accountant to the Debtor.
Pride Truck requires Ehlen Heldman to advice with respect to the
Debtor's State and Federal tax return preparation and filing and to
execute such work as is incidental to such filing.
Ehlen Heldman will be paid at these hourly rates:
Kiya Coulibaly $130
Tina Davis $127
Bonu Dustova $127
Doug Ehlen $270
Kristi Hackett $129
Bry Howard $120
Jackie Robbins $78
Christina Weiner $150
Ehlen Heldman will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ehlen Heldman, a partner at Ehlen Heldman, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Ehlen Heldman can be reached at:
Ehlen Heldman
EHLEN HELDMAN & COMPANY PC
130 E Epler Ave., Ste. A
Indianapolis, IN 46227
Tel: (317) 786-8001
About Pride Truck Wash
Pride Truck Wash, LLC, filed a Chapter 11 petition (Bankr. S.D.
Ind. Case No. 19-08369) on Nov. 8, 2019, in Indianapolis, Indiana.
In the petition signed by president/managing member, the Debtor
disclosed $1,514,602 in assets and 2,700,305 in liabilities. KC
Cohen, Lawyer, PC, is the Debtor's counsel.
REDEEMED CHRISTIAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Redeemed Christian Church of God, River of Life
5617 54th Avenue
Riverdale, MD 20737
Business Description: Redeemed Christian Church of God, River of
Life is a tax-exempt religious organization.
Chapter 11 Petition Date: February 13, 2020
Court: United States Bankruptcy Court
District of Maryland
Case No.: 20-11902
Debtor's Counsel: Kos Johns, Esq.
LAW OFFICE OF KOS N. JOHNS
11820 Parkllawn Drive #350
Rockville, MD 20853
Tel: 301-213-3333
E-mail: kosjohns@erols.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/fTHt07
RENFRO CORP: Moody's Lowers CFR to Caa3, Outlook Negative
---------------------------------------------------------
Moody's Investors Service downgraded Renfro Corporation's corporate
family rating to Caa3 from Caa1, probability of default rating to
Caa3-PD from Caa1-PD, and first lien term loan rating to Caa3 from
Caa1. The outlook remains negative.
With its secured revolving credit facility and secured term loan
set to mature February 12, 2021 and March 31, 2021, respectively,
the downgrades reflect the heightened risk that Renfro may not be
able to address these upcoming maturities at par in a timely and
economic manner. Liquidity is weak reflecting the upcoming
maturities. In addition, given recent deterioration in operating
performance and uncertain future improvement amid a highly
promotional apparel environment, Renfro may not be able to support
a material potential increase in interest rates that may be
required to facilitate a refinancing transaction. Thus, the
potential for a default, including a distressed exchange-type of
restructuring, is high over the near term.
Moody's took the following rating actions for Renfro Corporation:
Corporate family rating, downgraded to Caa3 from Caa1;
Probability of default rating, downgraded to Caa3-PD from
Caa1-PD
Senior secured first lien tranche B term loan due 2021,
downgraded to Caa3 (LGD4) from Caa1 (LGD4)
Outlook, remains negative
RATINGS RATIONALE
Renfro's Caa3 CFR reflects the company's weak liquidity and risks
regarding the company's ability to refinance its upcoming debt
maturities, given its declining operating performance and high
leverage. Moody's expects that earnings declined significantly in
FYE January 2020, likely resulting in Moody's-adjusted debt/EBITDA
exceeding 6.8 times (equivalent to over 5.0 times based on credit
agreement EBITDA and funded debt), as a result of the temporary
disruption in its Fort Payne, AL manufacturing facility, the loss
of certain retail programs, digital investments, and a challenging
retail sell-through environment. While Renfro should be able to
correct its manufacturing issues in FY 2021, the company's ability
to return to earnings growth and solid positive free cash flow
remains uncertain at a time when it needs to refinance maturing
debt. The ratings also incorporate the company's significant
customer concentration, narrow product focus, and modest scale. As
an apparel manufacturer and designer, Renfro needs to make ongoing
investments to sustain brand equity for its owned brands, as well
as appropriate social and environmental practices with respect to
the treatment of its work force, consumer data protection and
product sourcing. With regard to financial strategy, in Moody's
view the extended period of ownership (13 years) by private equity
sponsor Kelso & Company, L.P. significantly reduces the likelihood
of any sponsor equity support.
Supporting the rating are Renfro's well-recognized licensed brands,
long-term customer relationships and the relatively stable nature
of the socks business. The rating also incorporates the company's
history of voluntary debt repayment with free cash flow.
The ratings could be downgraded if the company does not make
material progress towards addressing upcoming maturities over the
next couple of quarters. The ratings could also be downgraded if
default risk increases as a result of other factors, including
greater than anticipated deterioration in operating performance or
liquidity, or if Moody's recovery rate estimates decline.
The ratings could be upgraded if the company successfully
refinances its capital structure at par, and improves its overall
liquidity to adequate levels.
The principal methodology used in these ratings was Apparel
Methodology published in October 2019.
Renfro Corporation, based in Mount Airy, North Carolina, is a
leading manufacturer and distributor of branded and private label
socks. The company designs, manufactures, and distributes under
exclusive licenses from third parties including Fruit of the Loom,
Dr. Scholl's, Polo, Ralph Lauren, Carhartt, Russell, New Balance
and Sperry; under owned brands including Hot Sox, KBell and Copper
Sole; and brands produced under manufacturing agreements for
Smartwool and Pearl Izumi. The company sources from Asia vendors
and has manufacturing facilities in the US. Renfro has a
significant customer concentration with Wal-Mart. Private equity
firm Kelso & Company, L.P. has been the majority owner of Renfro
since 2006. Revenues for the twelve months ending October 2019 were
less than $500 million.
RESOURCE PROVIDERS: 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
Resource Providers, Inc., according to court dockets.
About Resource Providers
Based in Tampa, Fla., Resource Providers, Inc. filed for Chapter 11
bankruptcy (Bankr. M.D. Fla. Case No. 20-00196) on Jan. 10, 2020,
listing under $1 million in assets and liabilities. Judge Michael
G. Williamson oversees the case. Buddy D. Ford, P.A. is the
Debtor's legal counsel.
RIOT BLOCKCHAIN: Receives 2nd Order of Bitmain S17 Pro Antminers
----------------------------------------------------------------
Riot Blockchain, Inc. has received an additional 1,060 S17 Pro
Antminers from BitmainTech PTE. LTD. at the Oklahoma City mining
facility. Riot is currently deploying the new S17 Pro generation
miners and expects to complete the final installation in the next
seven business days.
Upon full deployment, Riot estimates the aggregate operating
hashrate at the Oklahoma City mining facility, assuming full
utilization of the facility's current total 12 megawatt available
electric supply to be approximately 248 petahash per second. This
would represent an estimated 240% increase over Riot's late 2019
average mining hashrate. Riot anticipates that total deployment of
the 4,000 S17 Pro new miners will represent approximately 90% of
the Oklahoma City's mining facility's total current capacity.
Riot is aware that public sources have reported that the outbreak
of the coronavirus in China has directly affected the Chinese
mining industry including manufacturers and mining farms.
Additionally, certain major ASIC miner manufacturers have issued
statements regarding the work bans and the impacts on their meeting
market demands for mining rigs. The Chinese government-issued work
bans are being extended and some mining manufacturers are notifying
customers that shipping delays may occur. Riot notes due to the
timing of its orders, there was no impact or delay on the upgrade
of the OKC mining facility.
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com/-- is focused on building,
operating, and supporting blockchain technologies. Its primary
operations consist of cryptocurrency mining, targeted development
of a cryptocurrency exchange, and the identification and support of
innovations within the sector.
Riot Blockchain reported a net loss of $60.21 million in 2018
following a net loss of $19.97 million in 2017. As of Sept. 30,
2019, the Company had $32.98 million in total assets, $4.79 million
in total liabilities, and $28.19 million in total stockholders'
equity.
Marcum LLP, in New York, the Company's auditor since 2018, issued a
"going concern" qualification in its report dated April 2, 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.
RUBY'S DINER: March 25 Plan Confirmation Hearing Set
----------------------------------------------------
A hearing was held on Jan. 23, 2020, at 11:00 a.m., before the
Honorable Catherine E. Bauer, United States Bankruptcy Judge for
the Central District of California, in the Courtroom 5D located at
411 West Fourth Street, Santa Ana, California 92701, on the amended
motion for an order approving Disclosure Statement and approving
Related Relief filed January 15, 2020 (the Motion) relating to the
Third Amended Disclosure Statement Describing Third Amended Joint
Chapter 11 Plan and Third Amended Joint Chapter 11 Plan of
Reorganization of Ruby's Diner, Inc. and its Debtor Affiliates.
Judge Bauer ordered that:
* The Motion is granted.
* The Disclosure Statement, as modified, is approved for
dissemination.
* Jan. 27, 2020, is the deadline for the Debtors to cause the
Non-Voting Class Notice to be transmitted by first-class mail to
all Non-Voting Classes.
* Feb. 26, 2020, is the deadline to return ballots accepting or
rejecting the Plan.
* Feb. 26, 2020, by 4:00 p.m. is the deadline to file any
objection to the confirmation of the Plan.
* March 11, 2020, is the deadline for replies to any objection to
confirmation of the Plan.
* March 25, 2020, at 10:00 a.m. is the Plan Confirmation
Hearing.
A full-text copy of the order dated Jan. 23, 2020, is available at
https://tinyurl.com/s9mverb from PacerMonitor at no charge.
The Debtors are represented by:
William N. Lobel
Pachulski Stang Ziehl & Jones LLP
650 Town Center Drive, Suite 1500
Costa Mesa, California 92626
Tel: 714-384-4740
Fax: 714-384-4741
E-mail: wlobel@pszjlaw.com
About Ruby's Diner
Ruby's Diner, Inc. -- https://www.rubys.com/ -- is a restaurant
chain headquartered in Irvine, California. Founded by Doug
Cavanaugh and Ralph Kosmides in 1982, it also has locations in
California, Nevada, Arizona, Texas, Pennsylvania and New Jersey.
Ruby's Diner, Inc., along with its affiliates, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case
No.18-13311) on Sept. 5, 2018. In the petition signed by CEO
Douglas S. Cavanaugh, RDI was estimated to have assets of $1
million to $10 million and liabilities of $1 million to $10
million. Judge Catherine E. Bauer oversees the case.
Ruby's Franchise Systems, Inc., the creator of Ruby's Diner, sought
Chapter 11 protection (Bankr. C.D. Cal. Case No. 18-13324) on Sept.
6, 2018, estimating less than $50,000 in assets and $1 million to
$10 million in liabilities.
The RDI Debtors tapped Pachulski Stang Ziehl & Jones LLP as legal
counsel, and GlassRatner Advisory & Capital Group LLC as financial
advisor. The RDI Debtors retained Donlin Recano & Company, Inc., as
their claims, noticing and balloting agent.
RFS tapped Theodora Oringher PC as general insolvency counsel and
Armory Consulting Co. as its financial advisor.
On Sept. 19, 2018, the U.S. Trustee appointed an Official Committee
of Unsecured Creditors in the RDI Chapter 11 case. The Committee
is represented by Winthrop Golubow Hollander, LLP, as its
insolvency counsel and Force 10 Partners as its financial advisor.
No official committee was appointed in the RFS Chapter 11 case.
SABRE INDUSTRIES: Moody's Alters Outlook on B2 CFR to Positive
--------------------------------------------------------------
Moody's Investors Service changed the ratings outlook for Sabre
Industries, Inc. (NEW) to positive, from stable. Concurrently,
Moody's affirmed Sabre's corporate family rating and probability of
default rating at B2 and B2-PD, respectively. Moody's also affirmed
the company's first-lien senior secured debt ratings at B2.
The change in outlook to positive is based on Moody's expectation
that Sabre's financial risk profile will continue to improve as the
company executes on its sizable backlog and capitalizes on stable
end-market fundamentals and a good liquidity profile. The company
is proactively repaying almost $30 million of term loan debt in
conjunction with a repricing transaction that is currently being
executed.
"Sabre benefits from a strong competitive position as a provider of
infrastructure products and services to the utility and telecom
sectors, and Moody's expects that it will be able to continue to
demonstrate improving profitability and cash flows," according to
Gigi Adamo, Moody's Vice President.
"Positive industry dynamics, including a growing need to replace
existing infrastructure, bolster the company's prospects and bode
well for future top-line growth," added Adamo.
Moody's took the following rating actions:
Affirmations:
Issuer: Sabre Industries, Inc. (NEW)
Corporate Family Rating, Affirmed B2
Probability of Default Rating, Affirmed B2-PD
Senior Secured Bank Credit Facilities, Affirmed B2 (LGD3)
Outlook Actions:
Issuer: Sabre Industries, Inc. (NEW)
Outlook, Changed To Positive From Stable
RATINGS RATIONALE
Sabre's B2 corporate family rating broadly reflects its modest
revenue scale and high (albeit meaningfully improved) financial
leverage profile. In addition, working capital variability and the
project nature of certain of the company's work also somewhat
constrain the rating. Leverage as measured by Moody's-adjusted
debt-to-EBITDA approximates 3.8x on a proforma basis, still
somewhat high for a company of Sabre's size but meaningfully below
the 4.7x level upon closing of the April 2019 LBO transaction.
The rating also recognizes the company's position as one of the
leaders in its niche markets within the utility and telecom
industries, with expanded service capabilities and an improved
margin profile that will continue to translate into double-digit
free cash flow relative to debt. The company possesses a healthy
backlog that provides some measure of revenue visibility and
supports ongoing EBITDA growth, which should translate into further
balance sheet strengthening. Favorable industry dynamics in both
the company's utility and telecom segments should sustain this
improvement, including strong spending to support grid hardening
with continued high capex spend by utilities as well as continued
strength on macro site build in the telecom sector. In addition,
the company's presence on some of the more visible projects,
including in both the telecom and utility sectors, provides support
for further improvement in operating metrics over the next one to
two years. Even so, free cash flows are sensitive to working
capital variances quarter-to-quarter and inherent cyclicality
associated with the telecom business in particular, and working
capital outflows are anticipated given projected revenue growth.
Sabre's good liquidity profile is supported by positive annual free
cash flow and good availability under the company's revolving
credit facility. In addition, the company is expected to maintain
good covenant headroom under its springing covenant applicable to
its revolving credit facility. Moody's does not expect the covenant
to be triggered over the next twelve to eighteen months. The
company's term loan does not have financial maintenance covenants.
From a corporate governance perspective, Moody's noted that the
company is demonstrating a relatively conservative financial
leverage policy, particularly given its private equity ownership,
as demonstrated with fairly meaningful debt reduction in short
order since its LBO and in conjunction with the repricing
transaction. Event risk persists with respect to Sabre's private
equity ownership over the longer-term, nonetheless.
Sabre is expected to benefit from favorable environmentally driven
tailwinds in the utility sector, including grid hardening and
resiliency against climate change and weather events -- trends that
are supportive of continued healthy capital spending by end
customers.
An upward rating action could be prompted by increased revenue
scale approaching $1 billion, together with further margin
improvement. Debt-to-EBITDA improving to and sustained below 4.0
times, EBITA-to-interest in excess of 3.5x, and free cash
flow-to-debt sustained at double-digit levels while a good
liquidity profile is maintained could also contribute to upward
rating momentum.
A downward rating action could develop if debt-to-EBITDA is
expected to exceed 5.75x, EBITA-to-interest falls below 2.0x, or
free cash flow turns negative. More aggressive financial policies,
including a sizable debt-financed dividend, could also exert
downward ratings pressure.
Sabre Industries, Inc. (NEW), headquartered in Alvarado, Texas,
manufactures towers, poles, shelters and related transmission
structures used in the wireless communications and electric
transmission and distribution industries. The company was bought by
private equity firm The Jordan Company in April 2019 as part of a
leveraged transaction.
The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.
SABRE INDUSTRIES: S&P Alters Outlook to Positive on Lower Leverage
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Texas-based utilities and
telecommunications structures manufacturer Sabre Industries Inc. to
positive from stable to reflect its updated forecast for adjusted
leverage to drop below 4x debt to EBITDA over the next 12 months.
At the same time, S&P affirmed its 'B' issuer credit rating on
Sabre Industries and 'B' issue-level rating on the company's senior
secured term loan.
Top and bottom line growth has benefited from the need to replace
and expand electric utility and telecommunication infrastructure in
the U.S. Sabre Industries' revenues grew at a high single-digit
pace in 2018, with growth nearly doubling in 2019. Sales (actual
number not disclosed) are now approaching $1 billion. Higher
volumes have lifted capacity utilization, which in turn has boosted
profitability. EBITDA margins (not disclosed) are now solidly at
the middle or higher end of the range S&P considers average for
building and construction materials manufacturers and are
considerably higher than levels of several years ago.
The positive outlook reflects the potential for a one notch upgrade
over the next 12 months. The outlook is supported by steady
improvement in sales, margins, and credit ratios in recent
years--such that S&P now expects revenue to begin to approach $1
billion and leverage to drop below 4x debt to EBITDA.
"We would raise our ratings if EBITDA margins are maintained at
current levels and if we expect leverage to hold at about 4x debt
to EBITDA, providing cushion against temporary operational
weakness. In this scenario, we would take the holistic view that
Sabre Industries would have an overall credit profile that is
stronger than peers with similar business and financial risk
profiles," S&P said.
"We would revise our outlook to stable if adjusted leverage
approached or exceeded 5x debt to EBITDA. Given the good insight
into sales for the next several months, we envision the most likely
downside scenarios to include a large leveraged acquisition or
debt-funded shareholder rewards in the $100 million to $150 million
range," the rating agency said.
SAGICOR FINANCIAL: Fitch Hikes LongTerm IDR to BB, Outlook Positive
-------------------------------------------------------------------
Fitch Ratings upgraded Sagicor Financial Corporation Limited's
Long-Term Issuer Default Rating to 'BB' from 'BB-'. In addition,
Fitch has upgraded SFCL's senior debt ratings to 'BB-' from 'B+'.
The Rating Outlook is Positive.
The rating action follows the close of SFCL's acquisition by
Alignvest II Acquisition Corporation at year-end 2019 and
discussions with management regarding its capital management plans.
The AQY transaction resulted in an equity capital infusion of $440
million, which exceeded original company expectations by
approximately $225 million.
KEY RATING DRIVERS
Fitch's upgrade of SFCL's ratings reflects significant improvement
in capitalization and financial leverage as a result of the equity
capital infusion. Based on discussions with management, Fitch
expects the company to further enhance its financial profile and
support growth in SFCL's insurance operations in investment grade
jurisdictions.
The Positive Rating Outlook reflects Fitch's view that SCFL's
rating could be further upgraded based on successful execution of
the company's capital management plans. SFCL's financial leverage
ratio (FLR) was high at 38% (adjusted to exclude non-controlling
interests from capital) as of Sept. 30, 2019 but is expected to
decline to approximately 27% pro forma for the additional capital
proceeds. Fitch expects FLR to decline further as new capital is
deployed.
The Positive Rating Outlook also considers improvement in the
company's business profile, which has been supported by steady
growth in earnings and assets in investment grade jurisdictions,
particularly the company's U.S. operations over the last few years.
Fitch expects SFCL's business profile to continue to shift more
towards investment grade jurisdictions given the company's strategy
towards growth in Trinidad and the U.S. and expectations the
company will continue to support capital needs for growth in those
regions. SFCL's business profile continues to be heavily influenced
by the economic environment and sovereign risks of Barbados and
Jamaica given the company's considerable operations in those
countries as earnings and capital in those regions continue to be a
substantial part of the overall group.
SFCL's ratings continue to consider the operating and economic
environments of two of its main insurance subsidiaries in Jamaica
and Barbados, both of which have below-investment grade sovereign
ratings. SFCL has very high capital exposure and concentrations in
below-investment-grade sovereign debt, which are primarily used to
meet local regulatory requirements and match local liabilities. The
ratings also consider the company's strong and stable profitability
and macroeconomic challenges associated with low interest rates.
Fitch considers SFCL's investment portfolio to have considerably
above average investment risk relative to the industry. SFCL's
investment portfolio has substantial albeit declining
concentrations in Jamaica and Barbados sovereigns, which are
primarily used to meet regulatory requirements and for insurance
liability matching purposes, and as a result, has a significant
concentration of below investment-grade debt. Favorably, the
company has reported a continued decline in the ratio of below
investment-grade investments, driven by a reduction of below
investment grade bonds as well as growth in shareholder's equity,
over the last three years.
SFCL's pre-tax operating income has shown a generally stable, trend
over the last three years with strong increasing contributions from
the company's Jamaica and U.S. operations and steady contributions
from Trinidad and other Caribbean operations. Excluding the effects
of foreign currency retranslation, operating profitability for the
consolidated SFCL is strong and above Fitch's expectations for the
current rating.
SFCL is a Bermuda-based financial holding company and leading
provider of insurance products and financial services in the
Caribbean. It also provides insurance products in the U.S. as well
as banking and investment management services in Jamaica. Primary
insurance subsidiaries and the corresponding regions for SFCL
include Sagicor Group Jamaica Ltd. (Jamaica and Cayman Islands),
Sagicor Life Inc. (Barbados and Trinidad and Tobago), and Sagicor
Life USA (U.S.). Aside from these main subsidiaries and regions,
the company also has insurance operations in many of the Eastern
and Dutch Caribbean islands and select Latin American countries.
RATING SENSITIVITIES
Under its criteria, notching between actual and/or implied Insurer
Financial Strength "anchor" ratings and the IDR of a holding
company compresses/expands by one notch when the anchor rating
migrates between investment grade and non-investment grade. SFCL's
implied anchor ratings would move between that cusp point if
upgraded by one notch, implying the next potential upgrade in
SFCL's holding company IDR and senior debt ratings would be by two
notches.
Key rating sensitivities that could result in such a two notch
upgrade include:
-- Deployment of capital proceeds from the AQY transaction to
grow operations in investment grade jurisdictions;
-- Decline in financial leverage ratio below 25% (adjusted to
exclude non-controlling interests from capital).
Key rating sensitivities that could result in a revision of the
Ratings Outlook to Stable from Positive include:
-- Lack of progress towards reducing financial leverage below
25%.
SANUWAVE HEALTH: Appoints Dr. Tom Price to Its Board of Directors
-----------------------------------------------------------------
SANUWAVE Health, Inc., has appointed Dr. Tom Price to its Board of
Directors. Dr. Price brings over 30 years of medical practice and
knowledge to SANUWAVE. The Company said Dr. Price's extensive
experience in public service, serving the state of Georgia in the
statehouse followed by 12 years in the House of Representatives,
brings a board perspective that will greatly enhance the profile
and value of SANUWAVE's Board of Directors.
"We are delighted to welcome Dr. Price to our Board of Directors,"
said Kevin A. Richardson II, CEO and chairman of the Board of
Directors of SANUWAVE Health, Inc. "Tom's experience and
background will prove invaluable as a board member as we continue
to grow and expand as a company. We look forward to his strategic
insights and guidance as we navigate this rapid growth and the
challenges that come with it in the coming years," concluded Mr.
Richardson.
Dr. Price holds a BA and MD from the University of Michigan and
completed his residency in orthopedic surgery at Emory University
in Atlanta. He entered private practice in 1984 and returned to
Emory as an assistant professor in of orthopedic surgery in 2002.
He was director of the orthopedic clinic at Atlanta's Grady
Memorial Hospital. Dr. Price's political career began as a Member
of the Georgia Senate from the 56th district from 1996 to 2005, he
was the minority Whip from 1998 to 2002, and the Majority leader of
the Georgia Senate from 2002 to 2003. He served in the US House of
Representatives from Georgia's 6th district from 2005 to 2017.
During which time he served as Chair of the House Budget Committee
from 2015 to 2017. In February 2017 he was confirmed by the Senate
as the United States Secretary of Health and Human Services (HHS)
and remained in that position until September 2017. Currently Tom
serves on the boards of several privately held health care
companies and non-profits as well as, consulting and advising
companies.
Commenting on his appointment, Dr. Price stated, "I am very excited
to join SANUWAVE's Board of Directors at this point in time when
they are entering the commercialization phase with such rapid
growth. I am impressed with SANUWAVE's commitment in research and
development and clinical trials to treating cumbersome medical
conditions. Diabetes afflicts millions of Americans and even more
globally. The dermaPACE System for treating Diabetic Foot Ulcers
(DFUs) is a novel and effective treatment to help improve the
quality of life for diabetic patients. I am especially impressed
and ready to assist the team achieve their goal of having a device
placed anywhere and everywhere a DFU is treated."
In connection with his service as a director, Dr. Price will
receive the Company's standard non-employee director cash and
equity compensation. Dr. Price will receive an annual cash
retainer of $40,000 paid in quarterly installments, with the annual
retainer payable for fiscal 2020 to be paid on a pro rata basis for
the period of Dr. Price's service on the Board of Directors during
2020. He will also receive an initial grant of 200,000 stock
options, exercisable immediately and expiring
Feb. 6, 2030, with an exercise price of $0.19.
About SANUWAVE Health, Inc.
SANUWAVE Health, Inc. (www.SANUWAVE.com) is a shockwave technology
company initially focused on the development and commercialization
of patented noninvasive, biological response activating devices for
the repair and regeneration of skin, musculoskeletal tissue and
vascular structures. SANUWAVE's portfolio of regenerative medicine
products and product candidates activate biologic signaling and
angiogenic responses, producing new vascularization and
microcirculatory improvement, which helps restore the body's normal
healing processes and regeneration. SANUWAVE applies its patented
PACE technology in wound healing, orthopedic/spine,
plastic/cosmetic and cardiac conditions. Its lead product
candidate for the global wound care market, dermaPACE, is US FDA
cleared for the treatment of Diabetic Foot Ulcers.
SANUWAVE reported a net loss of $11.63 million for the year ended
Dec. 31, 2018, compared to a net loss of $5.54 million for the year
ended Dec. 31, 2017. As of Sept. 30, 2019, the Company had $1.64
million in total assets, $14.96 million in total liabilities, and a
total stockholders' deficit of $13.32 million.
Marcum LLP, in New York, NY, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated April 1,
2019, citing that the Company has a significant capital 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.
SHARPS RIFLE COMPANY: Seeks to Hire Ken McCartney as Counsel
------------------------------------------------------------
Sharps Rifle Company Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Wyoming to employ The Law Offices of Ken
McCartney, P.C., as counsel to the Debtor.
Sharps Rifle Company requires Ken McCartney to represent and
provide legal services to the Debtor in the Chapter 11 bankruptcy
proceeding.
Ken McCartney will be paid at these hourly rates:
Attorneys $365
Paralegals $95
Ken McCartney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ken McCartney, partner of The Law Offices of Ken McCartney, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Ken McCartney can be reached at:
Ken McCartney, Esq.
The Law Offices of Ken McCartney, P.C.
1401 Airport Parkway, Suite 200
Cheyenne, WY 82001
Tel: (307) 635-0555
E-mail: bnkrpcyrep@aol.com
About Sharps Rifle Company
Sharps Rifle Company, Inc. -- https://www.srcarms.com/ --
manufacturers and markets firearms.
Sharps Rifle Company, Inc., based in Glenrock, WY, filed a Chapter
11 petition (Bankr. D. Wyo. Case No. 19-20817) on Dec. 31, 2019.
In the petition signed by Jay Johnston, president, the Debtor
disclosed $59,725 in assets and $4,062,066 in liabilities. The
Hon. Cathleen D. Parker oversees the case. The Debtor hired The
Law Offices of Ken McCartney, P.C., as counsel.
SILICON HILLS CAMPUS: Seeks to Hire Lain Faulkner as Accountant
---------------------------------------------------------------
Silicon Hills Campus, LLC seeks authority from the U.S. Bankruptcy
Court for the Western District of Texas to hire Lain, Faulkner &
Co., P.C. as its accountant.
Lain Faulkner will assist the Debtor in the preparation and filing
of its bankruptcy schedules, statement of financial affairs and
monthly reports, and will provide other accounting services
necessary to administer its bankruptcy estate.
The firm will be paid at these hourly rates:
Brian Crisp, CPA-Director $395
Aniza Rowe, Accounting Professional $255
Directors $375 to $485
CPA's/Accounting Professional $240 to $350
IT Professional $275
Staff Accounting $150 to $250
Clericals $80 to $125
The firm will also be reimbursed for work-related expenses
incurred.
Brian Crisp, a partner at Lain Faulkner, assured the court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
Lain Faulkner can be reached at:
Brian Crisp
Lain, Faulkner & Co., P.C.
400 N. Saint Paul Street, Suite 600
Dallas, TX 75201
Tel: (212) 720-1929
About Silicon Hills Campus
Silicon Hills Campus, LLC classifies its business as single asset
real estate (as defined in 11 U.S.C. Section 101(51B).
Silicon Hills Campus filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
20-10042) on Jan. 7, 2020. In the petition signed by Brian Elliott,
corporate counsel, the Debtor estimated $100 million to $500
million in assets and $50 million to $100 million in liabilities.
Judge Tony M. Davis oversees the case.
The Debtor tapped Waller Lansden Dortch & Davis, LLP as its legal
counsel, and Lain, Faulkner & Co., P.C. as its accountant.
SILICON HILLS CAMPUS: Seeks to Hire Waller Lansden as Legal Counsel
-------------------------------------------------------------------
Silicon Hills Campus, LLC seeks authority from the U.S. Bankruptcy
Court for the Western District of Texas to hire Waller Lansden
Dortch & Davis, LLP as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) advise the Debtor of its rights and responsibilities;
(b) take all necessary actions to protect and preserve the
estate of the Debtor, including the prosecution of adversary or
other actions on its behalf; and
(c) prepare all necessary applications, motions and other
legal papers in connection with the administration of the estate.
Waller Lansden will be paid at these hourly rates:
Partners $385 to $765
Associates $275 to $410
Paraprofessionals $175 to $270
Morris Weiss, Esq., a partner at Waller, disclosed in court filings
that the firm is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code.
Waller can be reached through:
Morris D. Weiss, Esq.
Waller Lansden Dortch & Davis, LLP
100 Congress Avenue, 18th Floor
Austin, TX 78701
Tel: (512) 685-6400
Email: morris.weiss@wallerlaw.com
About Silicon Hills Campus
Silicon Hills Campus, LLC classifies its business as single asset
real estate (as defined in 11 U.S.C. Section 101(51B).
Silicon Hills Campus filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
20-10042) on Jan. 7, 2020. In the petition signed by Brian Elliott,
corporate counsel, the Debtor estimated $100 million to $500
million in assets and $50 million to $100 million in liabilities.
Judge Tony M. Davis oversees the case.
The Debtor tapped Waller Lansden Dortch & Davis, LLP as its legal
counsel, and Lain, Faulkner & Co., P.C. as its accountant.
SOUTHCROSS ENERGY: Seeks Confirmation of Plan
---------------------------------------------
Debtors Southcross Energy Partners, L.P., Southcross Energy
Partners GP, LLC, and Southcross’s wholly-owned direct and
indirect subsidiaries file this memorandum of law in support of
confirmation of the First Amended Chapter 11 Plan of Southcross
Energy Partners, L.P. and its Affiliated Debtors, dated January 7,
2020.
The Third Circuit and the Court have recognized that, under section
1122 of the Bankruptcy Code, plan proponents have significant
flexibility to place similar claims into different classes,
provided there is a valid business, factual, or legal justification
for doing so.
The Plan and the Plan Documents provide adequate means for the
Plan's implementation as required by Section 1123(a)(5) of the
Bankruptcy Code.
It is undisputed that the Debtors have complied with Section 1125
of the Bankruptcy Code in light of the Court's entry of the
Disclosure Statement Order and the Continued Solicitation Order.
As the record shows and as will be affirmatively demonstrated at
the Confirmation Hearing, the purpose of the Plan is to effectuate
a reorganization that maximizes recoveries to all of the Debtors'
economic stakeholders. Throughout the Chapter 11 Cases, the
Debtors have sought to maximize value for their stakeholders,
including through the sale of all or substantially of their assets
during the Chapter 11 Cases and, ultimately, through the proposed
transaction set forth in the Plan.
Although Classes 5 (General Unsecured Claims), 6 (Sponsor Note
Claims), 7 (Subordinated Claims), and 8 (Existing Interests) are
deemed to reject the Plan, the Plan may nonetheless be confirmed
over such rejections because the Plan satisfies the requirements
for cram-down under Section 1129(b) of the Bankruptcy Code.
Upon emergence from chapter 11, the Reorganized Debtors will be
undertaking approximately $65 million in debt obligations. As set
forth in the Pacha Declaration, the Valuation, and the Mosley
Declaration, as applicable, and as will be further attested to at
the Confirmation Hearing, the Debtors have a total enterprise
valuation of at least $180 million and estimate that they will have
sufficient available cash and assets to ensure that they can
service their obligations under the Exit Credit Facility.
Section 1129(b)(2)(B)(ii) of the Bankruptcy Code provides, among
other things, that a plan is fair and equitable with respect to a
class of impaired unsecured claims if, under the plan, no holder of
any junior claim or interest will receive or retain property under
the plan on account of such junior claim or interest.
The Debtors submit that the Plan complies with, and satisfies all
of, the requirements of section 1129 of the Bankruptcy Code and
requests that the Court enter the order, substantially in form of
the proposed Confirmation Order, confirming the Plan and grant such
other and further relief as the Court may deem just and proper.
A full-text copy of the Memorandum of Law in Support of
Confirmation dated Jan. 23, 2020, is available at
https://tinyurl.com/w64yulg from PacerMonitor at no charge.
The Debtors are represented by:
MORRIS, NICHOLS ARSHT & TUNNELL LLP
Robert J. Dehney
Andrew R. Remming
Joseph C. Barsalona II
Eric W. Moats
1201 North Market Street, 16th Floor
P.O. Box 1347
Wilmington, Delaware 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
E-mail: rdehney@mnat.com
aremming@mnat.com
jbarsalona@mnat.com
emoats@mnat.com
- and -
DAVIS POLK & WARDWELL LLP
Marshall S. Huebner
Darren S. Klein
Steven Z. Szanzer
450 Lexington Avenue
New York, New York 10017
Tel: (212) 450-4000
Fax: (212) 701-5800
E-mail: marshall.huebner@davispolk.com
darren.klein@davispolk.com
steven.szanzer@davispolk.com
About Southcross Energy Partners
Southcross Energy Partners, L.P. --http://www.southcrossenergy.com/
-- is a publicly traded company that provides midstream services to
natural gas producers and customers, including natural gas
gathering, processing, treatment and compression, and access to
natural gas liquid (NGL) fractionation and transportation services.
It also purchases and sells natural gas and NGLs. Its assets are
located in South Texas, Mississippi and Alabama, and include two
cryogenic gas processing plants, a fractionation facility and
approximately 3,100 miles of pipeline. The South Texas assets are
located in or near the Eagle Ford shale region. Southcross Energy
is headquartered in Dallas, Texas.
Southcross Energy Partners and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 19-10702) on April 1, 2019. The Debtors disclosed total assets
of $610.4 million and total liabilities of $614.3 million as of
April 1, 2019.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Davis Polk & Wardwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Alvarez &
Marsal as financial advisor; Evercore Group LLC as investment
banker; and Kurtzman Carson Consultants LLC as notice and claims
agent and administrative advisor.
SOUTHLAND ROYALTY: U.S. Trustee Forms 5-Member Committee
--------------------------------------------------------
The U.S. Trustee for Region 3 appointed five creditors to serve on
the official committee of unsecured creditors in the Chapter 11
case of Southland Royalty Company, LLC.
The committee members are:
(1) Halliburton Energy Services, Inc.
Attn: Connie Talley, Manager
Customer Financial Services
210 Park Ave., Suite 2000
Oklahoma City, OK 73102
Phone: (405) 552-1768
(2) F&S Trucking, Inc.
Attn: Suzanne Sebo, Treasurer, Secretary
P.O. Box 875
Rawlins, WY 82301
Phone: (307) 320-8236
(3) Taylor Construction, Inc.
Attn: Dawn Connors, CFO
P.O. Box 1616
Pinedale, WY 82941-1616
Phone: (307) 367-4155
(4) Terry R. Pitt Construction, Inc.
Attn: Troy Householder, Operations Manager
180 Pollux Drive
Rock Springs, WY 82901
Phone: (307) 362-8077
(5) White River Royalties, LLC
Attn: Susan J. Jerman, Member
4194 South Valentia Street
Denver, CO 80237-1746
Phone: (720) 341-4877
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 Southland Royalty Co.
Southland Royalty Company LLC -- http://www.southlandroyaltyco.com/
-- is a privately held independent exploration and production
company engaged in the acquisition and development of hydrocarbons.
Headquartered in Fort Worth, Southland Royalty Company conducts
its business across four states, with the majority of operations in
Wyoming and New Mexico. Southland Royalty Company was formed
principally to produce and extract hydrocarbons in the Wamsutter
field of the Green River Basin and in the San Juan Basin.
Southland Royalty Company sought Chapter 11 protection (Bankr.
D.Del. Case No. 20-10158) on Jan. 27, 2020.
In the petition signed by CRO Frank A. Pometti, the Debtor was
estimated to have $100 million to $500 million in assets and $500
million to $1 billion in liabilities.
The Debtor tapped Shearman & Sterling LLP as bankruptcy counsel;
Young Conaway Stargatt & Taylor, LLP as Delaware counsel; AP
Services, LLC as interim management services provider; PJT Partners
Inc. as investment banker; and Epiq Corporate Restructuring, LLC as
claims and noticing agent.
STURBRIDGE YANKEE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Sturbridge Yankee Workshop Corporation
90 Blueberry Rd
Portland, ME 04102-1924
Business Description: Sturbridge Yankee Workshop offers furniture
and home decor items.
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
District of Maine
Case No.: 20-20043
Judge: Hon. Peter G. Cary
Debtor's Counsel: David C. Johnson, Esq.
MARCUS CLEGG
16 Middle St. Ste 501
Portland, ME 04101-5166
Tel: (207) 828-8000
E-mail: bankruptcy@marcusclegg.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gary Boisvert, president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors at the time of the filing.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/1pqIfG
TECHNICAL COMMUNICATIONS: Reports Q1 Net Loss of $480,474
---------------------------------------------------------
Technical Communications Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $480,474 on $665,925 of net revenue for the three
months ended Dec. 28, 2019, compared to a net loss of $247,591 on
$1.11 million of net revenue for the three months ended Dec. 29,
2018.
As of Dec. 28, 2019, the Company had $2.85 million in total assets,
$1.09 million in total liabilities, and $1.75 million in total
stockholders' equity.
The Company has suffered recurring losses from operations and had
an accumulated deficit of $2,635,000 at Dec. 28, 2019. These
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year from the issuance date
of the unaudited consolidated financial statements included in this
Quarterly Report.
The Company anticipates that its principal sources of liquidity
will only be sufficient to fund activities to December 2020. In
order to have sufficient cash to fund operations beyond that point,
the Company will need to secure new customer contracts, raise
additional equity or debt capital and/or reduce expenses, including
payroll and payroll-related expenses.
In order to have sufficient capital resources to fund operations,
the Company has been working diligently to secure several large
orders with new and existing customers. The Company is also
pursuing raising capital. Although the Company believes its
ability to secure such new business or raise new capital is likely,
the Company cannot provide assurances it will be able to do so.
According to the Company, should it be unsuccessful in these
efforts, it would be forced to implement headcount reductions,
employee furloughs and/or reduced hours for certain employees or
cease operations completely.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/vrenqc
About Technical Communications
Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com-- specializes in secure communications
systems and customized solutions to protect highly sensitive voice,
data and video transmitted over a wide range of networks.
Technical Communications reported net income of $631,425 for the
year ended Sept. 28, 2019, compared to a net loss of $1.48 million
for the year ended Sept. 29, 2018.
Stowe & Degon LLC, in Westborough, Massachusetts, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Dec. 5, 2019, on the consolidated financial statements
for the year ended Sept. 28, 2019 citing that for the fiscal year
ended Sept. 28, 2019 the Company generated $631,000 of net income,
however for the prior seven year period from fiscal 2012 to fiscal
2018, the Company suffered recurring losses from operations and has
an accumulated deficit of $2,155,000 at Sept. 28, 2019. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
TEMPLE 2358: Creditors to Be Paid in Full in Amended Plan
---------------------------------------------------------
Temple 2358 N. 12th Street, LLC, filed an Amended Chapter 11 Plan
and a Disclosure Statement.
The Plan provides for payment of administrative expenses, priority
claims, secured creditors, and unsecured creditors in full in cash.
Unsecured creditors have agreed to take less money in the event
the funding obtain is less than desired and only covers the amount
owed to the mortgage company. Funds for implementation of the Plan
will be derived from a refinance loan and/or from the sale of the
property on or before April 20, 2020.
Class C-1 General Unsecured Claims, totaling $5,700, will be paid
their claim amounts on the Effective Date. The Effective Date
payment shall be paid from the funds received by refinancing the
property.
The Debtor will seek funding to satisfy all claims by a date
specific (April 20th, 2020). The Debtor will retain the Assets of
the estate and shall pay operating expenses for the Property/rental
unit. From the proceeds of the business or from Debtor’s
principal, Michael Forbes, the Debtor will continue to make good
faith payments to the secured creditor (Dominion) until the loan is
paid off on the date specific.
A full-text copy of the Amended Disclosure Statement dated Jan. 27,
2020, is available at https://tinyurl.com/uwojzxj from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Marcia Y. Phillips, Esq.
MARCIA Y. PHILLIPS, ESQ., LLM & ASSOCIATES, LLC
430 Exton Square Parkway, #1568
Exton, PA 19341
Tel: (856) 282-1100
E-mail: theladyjustice@outlook.com
About Temple 2358
Temple 2358 North 12th Street, LLC, is a New Jersey Limited
Liability Corporation organized on Jan. 3, 2014. It owns the
improved real property located at 2360 North 12th Street in
Philadelphia, Pennsylvania. On August 20, 2019, the Company
executed an open-end mortgage for a loan of $67,000 in favor of
Dominion Financial Services, LLC to complete renovations on the
Property. Its sole member, Michael Forbes, personally guaranteed
the loan.
Temple 2358 North 12th Street, LLC, which has been in the business
of real estate rental since 2017, sought Chapter 11 protection
(Bankr. E.D. Pa. Case No. 18-16462) on Sept. 27, 2018. MARCIA Y
PHILLIPS, ESQ. LLM & ASSOCIATES, is the Debtor's counsel.
TRC FARMS: Taps Carr Riggs & Ingram as Accountant
-------------------------------------------------
TRC Farms, Inc. received approval from the U.S. Bankruptcy Court
for the Eastern District of North Carolina to hire Carr Riggs &
Ingram, LLC as its accountant.
Carr Riggs will assist the Debtor in the preparation of its 2019
tax returns and payroll records, and will provide other accounting
services necessary to administer its bankruptcy estate.
Carr Riggs will charge these hourly rates:
William Austin, CPA $250
S. Andy Darnell, CPA $160
Chistopher Jones $90
Rosa Perrien $80
Hilary Lang $60
Scott Bailey $215
Jennifer Smith, CPA $115
John Debora $190
William Austin, a partner at Carr Riggs & Ingram, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
William O. Austin, CPA
Carr Riggs & Ingram, LLC
3105 Trent Rd
New Bern, NC 28562
Phone: 252-633-5821
About TRC Farms Inc.
TRC Farms, Inc., a privately held company in the livestock farming
industry, filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-00309) on Jan. 23,
2020. In the petition signed by Timmy R. Cox, president, the Debtor
disclosed $3,846,275 in assets and $5,412,282 in liabilities.
Judge Joseph N. Callaway oversees the case. David J. Haidt, Esq.,
at Ayers & Haidt, PA, is the Debtor's legal counsel.
TRI-STAR LOGGING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Tri-Star Logging, Inc.
190 North Freeman Hollow Road
Snowflake, AZ 85937
Business Description: Tri-Star Loggin, Inc. is a privately held
company in the logging industry.
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
District of Arizona
Case No.: 20-01565
Debtor's Counsel: Joseph E. Cotterman, Esq.
GALLAGHER & KENNEDY, P.A.
2575 E. Camelback Rd.
Phoenix, AZ 85016
Tel: 602-530-8000
E-mail: joe.cotterman@gknet.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Kevin Reidhead, CFO.
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/mRJugp
TROUSDALE US: Parties Extend Plan Deadline to Feb. 28
------------------------------------------------------
Debtor Trousdale US Aussie, LLC owns real property located at 460
Trousdale Place, Beverly Hills, California.
On October 2019, Harkey Capital, LLC filed a motion for relief from
the automatic stay (RFS), seeking authority to foreclose on the
Property. An evidentiary hearing is scheduled for January 27,
2020.
In December 2019, the Debtor filed a motion for approval of sale
procedures. Per the Court's order granting that motion, the Debtor
is proceeding with a sealed bid auction of the Property. The
deadline for potential purchasers to submit bids is January 31,
2020, and the bid opening is scheduled for February 3, 2020. If a
qualifying bid is received, the Debtor will file a sale motion by
no later than February 6, 2020, and the hearing on the sale motion
will take place on February 20, 2020.
In light of these developments and the potential sale of the
Property, the Debtor requested, and Hankey and the U.S. Trustee
have agreed to, an extension of the deadline for the Debtor to file
its chapter 11 plan and disclosure statement. At this time, the
parties have agreed to extend the deadline to February 28, 2020.
Depending on the outcome of auction and the RFS Motion, the parties
may agree to stipulate to a further extension in the future.
Trousdale US Aussie, LLC, Harkey Capital, and the Office of the
United States Trustee stipulate and agree that the deadline for the
Debtor to file a chapter 11 plan and disclosure statement will be
extended from Jan. 31, 2020, to Feb. 28, 2020.
A full-text copy of the stipulation dated Jan. 23, 2020, is
available at https://tinyurl.com/stln72x from PacerMonitor at no
charge.
The Debtor is represented by:
GEORGE E. SCHULMAN
JOHN N. TEDFORD IV
DAMNING, GILL, ISRAEL & KRASNOFF, LLP
1901 Avenue of the Stars, Suite 450
Los Angeles, California 90067-6006
Telephone: (310) 277-0077
Facsimile: (310) 277-5735
E-mail: gschulman@DanningGill.com
jtedford@DanningGill.com
About Trousdale US Aussie
Trousdale US Aussie, LLC, based in Beverly Hills, CA, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-20822) on Sept.
12, 2019. In the petition signed by Trevor Groeneveld, authorized
agent, the Debtor was estimated to have $10 million to $50 million
in both assets and liabilities. The Hon. Julia W. Brand oversees
the case. John N. Tedford IV, Esq., at Danning Gill Diamond &
Kollitz, LLP, serves as bankruptcy counsel to the Debtor.
TRUDY'S TEXAS STAR: Seeks Authority to Use Cash Collateral
----------------------------------------------------------
Trudy's Texas Star, Inc., asks the Bankruptcy Court to authorize
use of cash collateral to continue to operate in the ordinary
course of business and to pay normal operating expenses.
Parties who may assert an interest in the cash collateral include
Wells Fargo Bank, South Texas Business Fund, JP Morgan Chase Bank,
US Small Business Administration, NCR Corporation, Edward Don &
Company, CSC as representative (probably) for On Deck Capital,
American Express National Bank, Jiffy Capital, State of Texas,
Internal Revenue Service, Travis County and Hays County.
As adequate protection to parties-in-interest with respect to the
cash collateral, the Debtor will:
(a) provide a replacement lien on assets obtained post-petition
to the same extent, priority and validity as the secured parties'
pre-petition liens, and
(b) at the final hearing, provide adequate protection payments
during the pendency of the case in an amount sufficient to protect
all parties-in-interest (with respect to the cash collateral) from
diminution in the value of their collateral.
A copy of the motion is available at https://is.gd/PhUqEB from
PacerMonitor.com at no charge.
About Trudy's Texas Star
Trudy's Texas Star, Inc., operates a chain of restaurants.
Trudy's Texas Star, Inc., based in Austin, TX, filed a Chapter 11
petition (Bankr. W.D. Tex. Case No. 20-10108) on Jan. 22, 2020. In
the petition signed by Stephen Truesdel, authorized representative,
the Debtor was estimated to have $1 million to $10 million in both
assets and liabilities. The Hon. Tony M. Davis oversees the case.
Stephen W. Sather, Esq., at Barron & Newburger, PC, serves as
bankruptcy counsel.
UNIT CORP: Dimensional Fund Has 7.9% Stake as of Dec. 31
--------------------------------------------------------
Dimensional Fund Advisors LP disclosed in an amended Schedule 13G
filed with the Securities and Exchange Commission that as of
Dec. 31, 2019, it beneficially owns 4,403,416 shares of common
stock of Unit Corporation, which represents 7.93 percent of the
shares outstanding. A full-text copy of the regulatory filing is
available for free at:
https://is.gd/YF5XAD
About Unit Corporation
Unit Corporation -- http://www.unitcorp.com/-- is a Tulsa-based,
publicly held energy company engaged through its subsidiaries in
oil and gas exploration, production, contract drilling, and gas
gathering and processing. Unit's Common Stock is listed on the New
York Stock Exchange under the symbol UNT.
Unit Corporation reported a net loss attributable to the company of
$45.29 million for the year ended Dec. 31, 2018. For the nine
months ended Sept. 30, 2019, Unit Corp reported a net loss
attributable to the company of $218.90 million.
* * *
As reported by the TCR on Nov. 15, 2019, Moody's Investors Service
downgraded Unit Corporation's Probability of Default Rating to
Ca-PD from B3-PD, Corporate Family Rating to Caa1 from B3, and
senior subordinated notes to Caa2 from Caa1. The downgrade of the
PDR reflects Unit's proposed debt exchange offer, which Moody's
views to be a distressed exchange. The Caa1 CFR and Caa2 rating on
the 2021 notes reflect Moody's view on expected recovery, which is
likely to be in the 80%-90% range. Prior to the exchange offer,
Unit was contending with depressed commodity prices, looming
maturities in a challenged refinancing environment and declining
cash flow, Moody's said.
As reported by the TCR on Jan. 21, 2020, Fitch Ratings downgraded
the Long-Term Issuer Default Rating of Unit Corporation to 'CC'
from 'CCC+'. Fitch's downgrade and watch reflect the company's
heightened refinancing and liquidity risks associated with
pro-longed operational deterioration since its bond exchange
announcement.
US TELEPACIFIC: S&P Lowers ICR to 'B-'; Outlook Stable
------------------------------------------------------
S&P Global Ratings lowered the ratings on Los Angeles-based
competitive telecommunications provider U.S. TelePacific Holdings
Corp. (doing business as TPx Communications), including the issuer
credit rating, one notch to 'B-' from 'B'. At the same time, S&P
removed all the ratings from CreditWatch, where they were placed
with negative implications on July 25, 2019.
Los Angeles-based competitive telecommunications provider U.S.
TelePacific Holdings Corp. (doing business as TPx Communications)
completed its acquisition by private equity firm Siris Capital
Group LLC in a sponsor-to-sponsor transaction.
The downgrade reflects S&P's view that TelePacific, which completed
its acquisition by private equity firm Siris Capital Group LLC in a
sponsor-to-sponsor transaction, could be challenged to refinance
its debt maturities over the next couple of years. TelePacific's
$25 million senior secured revolving credit facility comes due in
May 2022 and the $573 million outstanding (on a pro forma basis) on
its term loan B matures in May 2023. Given the secular challenges
facing the U.S. wireline industry and limited access to capital
markets, S&P believes that TelePacific could be challenged to
refinance these obligations when they come due.
The stable rating outlook reflects S&P's view that TelePacific has
adequate liquidity over the next year to fund negative working
capital and FOCF. It also reflects the rating agency's expectation
that leverage will remain steady over the next year based on
minimal EBITDA growth.
"We could lower the ratings if increased competition resulted in
pricing pressure for managed services such that revenue declined
and the company was unable to offset lower revenue with margin
improvement from expense reductions. We believe these factors would
make it less likely that TelePacific would be able to refinance its
looming debt maturities," S&P said.
"We could raise the ratings if TelePacific were able to achieve its
targeted cost savings and improve margins to above 20%. We believe
these factors will enable it to maintain adjusted leverage below 5x
and ultimately refinance its capital structure, allowing it to
extend its debt maturities," the rating agency said.
VESTAVIA HILLS: Taps Squar Milner as Accountant
-----------------------------------------------
Vestavia Hills, Ltd. received approval from the U.S. Bankruptcy
Court for the Southern District of California to hire Squar Milner,
LLP as its accountant.
Squar Milner will assist in the preparation of the Debtor's
bankruptcy schedules, statement of financial affairs, 90-day budget
and monthly operating reports, and will provide other accounting or
tax and consulting assistance if requested by the Debtor.
The firm's hourly rates are:
Partners and Principals $350 to $675
Managers $240 to $435
Seniors $165 to $275
Professional Staff $125 to $250
Paraprofessionals $50 to $250
The firm holds a retainer of $17,666.50.
Squar Milner is "disinterested" as defined in section 101(14) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
Stacy Elledge Chiang
Squar Milner LLP
3655 Nobel Drive, Suite 300
San Diego, CA 92122
Phone: 858.597.4100
Fax: 858.597.4111
E-mail: schiang@squarmilner.com
About Vestavia Hills
Vestavia Hills, Ltd., which conducts business under the name Mount
Royal Towers, operates a continuing care retirement community and
assisted living facility for the elderly in Vestavia Hills, Ala. It
offers individualized senior living options for a convenient
community lifestyle and provides personalized nursing care.
Vestavia Hills sought Chapter 11 protection (Bankr. S.D. Cal. Case
No. 20-00018-11) on Jan. 3, 2020. The Debtor disclosed $18,531,957
in assets and $29,742,790 in liabilities as of the bankruptcy
filing. Judge Louise Decarl Adler oversees the case. Sullivan
Hill Rez & Engel is the Debtor's legal counsel.
VINCE'S AUTOMOTIVE: Taps Calaiaro Valencik as Legal Counsel
-----------------------------------------------------------
Vince's Automotive Service, Inc. received approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
Calaiaro Valencik as its legal counsel.
Calaiaro Valencik will provide these services in connection with
the Debtor's Chapter 11 case:
(a) advise the Debtor of its rights and obligations during the
reorganization;
(b) advise the Debtor regarding the assumption or rejection of
executory contracts, possible preference actions, motions to
convert or dismiss the case, and motions for relief from stay filed
by creditors;
(c) prepare a plan of reorganization and disclosure statement;
and
(d) prepare objections to claims.
Calaiaro Valencik's hourly rates are:
Donald Calaiaro $395
David Valencik $350
Staff Attorney $320
Paralegal $100
The Debtor paid a retainer of $5,000 and the filing fee of $1,717
on Jan. 20. On the petition date, the firm received payment of
$1,777.50 for its pre-bankruptcy services.
Donald Calaiaro, Esq., and Calaiaro Valencik do not represent any
interest adverse to the Debtor's bankruptcy estate.
The firm can be reached at:
Donald R. Calaiaro, Esq.
Calaiaro Valencik
938 Penn Avenue, Suite 501
Pittsburgh, PA 15222-3708
Phone: (412) 232-0930
Email: dcalaiaro@c-vlaw.com
About Vince's Automotive Service
Vince's Automotive Service, Inc. filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
20-20258) on Jan. 23, 2020, listing under $1 million in both assets
and liabilities. Donald R. Calaiaro, Esq., at Calaiaro Valencik, is
the Debtor's legal counsel.
VIRTUAL CITADEL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: Virtual Citadel, Inc.
2380 Godby Road
Atlanta, GA 30349
Business Description: Virtual Citadel -- https://vcitadel.com --
is a comprehensive turnkey enterprise
hosting provider in Atlanta, Georgia.
vCitadel owns and operates tier 1 and tier 2
data centers throughout the metro Atlanta
area. Founded in 1990, vCitadel provides
custom hosting solutions for cloud, data,
and co-location applications.
Chapter 11 Petition Date: February 14, 2020
Court: United States Bankruptcy Court
Northern District of Georgia
Five affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Virtual Citadel, Inc. (Lead Case) 20-62725
VC Mining Enterprises Inc. 20-62726
Godby-DC4, LLC 20-62727
Godby-DC5, LLC 20-62728
Hemphill Avenue LLC 20-62729
Debtors' Counsel: David E. Gordon, Esq.
Gwendolyn J. Godfrey, Esq.
Caryn E. Wang, Esq.
POLSINELLI PC
1201 West Peachtree Street, Suite 1100
Atlanta, Georgia 30309
Tel: (404) 253-6000
Email: dgordon@polsinelli.comg
godfrey@polsinelli.com
cewang@polsinelli.com
Debtors'
Corporate &
Conflicts
Counsel: BAKER DONELSON BEARMAN, CALDWELL &
BERKOWITZ, PC
3414 Peachtree Road, Suite 1600,
Atlanta, Georgia 30326
Debtors'
Financial
Advisor: GLASS RATNER
3445 Peachtree Road, NE
Suite 1225
Atlanta, Georgia 30326
Virtual Citadel's
Estimated Assets: $1 million to $10 million
Virtual Citadel's
Estimated Liabilities: $1 million to $10 million
VC Mining Enterprises'
Estimated Assets: $1 million to $10 million
VC Mining Enterprises'
Estimated Liabilities: $1 million to $10 million
Godby-DC4, LLC's
Estimated Assets: $1 million to $10 million
Godby-DC4, LLC's
Estimated Liabilities: $1 million to $10 million
Godby-DC5, LLC's
Estimated Assets: $100,000 to $500,000
Godby-DC5, LLC's
Estimated Liabilities: $500,000 to $1 million
Hemphill Avenue's
Estimated Assets: $1 million to $10 million
Hemphill Avenue's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Marshall Glade, chief restructuring
officer.
Debtors Godby-DC4, LLC, Godby-DC5, LLC, and Hemphill Avenue stated
that they have no unsecured creditors.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/5CNf2M
https://is.gd/HoTayz
https://is.gd/e4lEKK
https://is.gd/U1xg5e
https://is.gd/S5I5jJ
A. List of Virtual Citadel's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Michael L. Oken Trade Debt $1,935,891
2665 Northside Drive
Atlanta, GA 30305
2. Fran Audia Trade Debt $541,594
1508 Wynne's Ridge Circle
Marietta GA 30067
3. ZAYO Trade Debt $125,385
1821 30th Street, Unit A
Boulder, CO 80301
4. TELX Trade Debt $117,876
Colo Properties Atlanta, LLC
56 Marietta Street
Atlanta, GA 30303
5. American Expres Trade Debt $94,256
PO Box 981535
El Paso, TX 9998-1535
6. Chase Trade Debt $39,961
PO Box 15298
Wilmington, DE 19850-5298
7. Tulix Systems Trade Debt $35,814
1004 Hemphill Avenue, NW
Atlanta, GA 3031
8. GA Power Trade Debt $30,892
96 Annex
Atlanta, GA 30396-0001
9. Insight Direct USA Inc Trade Debt $29,060
6820 S. Harl Avenue
Tempe, AZ 85283
10. Shaheen Properties, LLC Trade Debt $26,901
3625 Cumberland Blvd, Suite 250
Atlanta, GA 30339-3391
11. Down to the Wire Trade Debt $21,902
40 Hartly Woods Dr.
Kennesaw, GA 30144
12. Century Link Trade Debt $19,998
3340 Peachtree Road, NE,
Suite 200
Atlanta, GA 30326
13. CDS Computer Data Source Trade Debt $18,000
275 Industrial Way
West Eatontown, NJ 07724
14. Prime Power Services Trade Debt $14,249
8225 Troon Circle
Austell, GA 30168
15. Harold Collins Trade Debt $10,119
954 Wagers Mill Road
Newnan, GA 30263
16. City of College Park Tax and Tax or Other $10,045
Revenue Administrator Goverment
3667 Main St. Debt
College Park, GA 30337
17. National General Trade Debt $8,505
4964 University Parkway
Suite 203
Winston-Salem, NC 27106
18. CallTower Trade Debt $8,105
10701 S. River Front Pkwy
Suite 450
South Jordan, UT 84095
19. Carbonite Inc. Trade Debt $7,680
2 Avenue de Lafayette, Floor 6
Boston, MA 02111
20. De Lage Landen Trade Debt $6,848
Financial Services Inc
1111 Old Eagle School Rd
Wayne, PA 19087-1453
B. List of VC Mining Enterprises' 15 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Alpha Mineset LLC Trade Debt $669,009
2500 Barnard Street #7204
San Diego, CA 9211
2. VMS Security Cloud Trade Debt $329,786
1645B Jeicho Turnpike
New Hyde Park, NY 11040
3. City of College Park Trade Debt $284,427
3667 Main Street
College Park, GA 30337
4. Portable Air and Power Trade Debt $39,261
PO Box 2034
Byron, GA 31008
5. Weaver Mine LLC Bitcoin Loan $12,171
1773 Buckhead Lane NE
Atlanta, GA 30324
6. INTELECA LLC Trade Debt $7,200
4300 Highlands Pkwy SE, Suite C
Smyrna, GA 30082
7. Gerry Consulting LLC Trade Debt $5,220
773 Morganton Dr.
Suwanee, GA 30024
8. Sunbelt Rentals, Inc. Trade Debt $4,401
PO Box 409211
Atlanta, GA 30384-9211
9. Paul Vetter Bitcoin Loan $2,662
3550 Lenox Rd, Ste 2600
Atlanta, GA 30326
10. Robinson & Blazer, LLP Trade Debt $2,572
150 East Ponce de Leon Ave,
Suite 475
Decatur, GA 30030
11. ULINE Trade Debt $1,828
PO Box 88741
Chicago, IL 60680-1741
12. Chrisco Enterprises Inc. Trade Debt $1,609
2244 Surrey Court
Marietta, GA 3006
13. CXTec aka Atlantix Global Trade Debt $1,600
PO Box 21497
New York, NY 10087-1497
14. White Waste Disposal Trade Debt $450
PO Box 2785
Acworth, GA 30102
15. C.P.F.S. Trade Debt $150
4279 Roswell Rd NE
Ste 208-339
Atlanta, GA 30342
WATSON GRINDING: US Trustee Ordered to Appoint Claimants Committee
------------------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas ordered the Office of the U.S. Trustee to appoint
an official committee to represent the interests of all persons and
governmental units with monetary claims arising out of the
explosion that occurred on Jan. 24 at Watson Grinding &
Manufacturing Co.'s facility, provided the monetary claims of
governmental units are included only to the extent that they assert
any rights to insurance proceeds.
About Watson Grinding & Manufacturing
and Watson Valve Services
Watson Grinding & Manufacturing Co. --
http://www.watsongrinding.com/-- provides precision machined
parts, thermal spray coatings and grinding services to companies in
the oil and gas, chemical, and mining industries.
Watson Valve Services, Inc., -- http://watsonvalve.com/-- is a
turn-key OEM manufacturer of severe service ball valves.
Additionally, Watson Valve provides hydrostatic and pneumatic
pressure testing; oxygen service cleaning; on-site and off-site
installation support and troubleshooting; valve dis-assembly,
analysis, repair, and rebuilding; actuation system mounting and
installation; CNC and manual machining; grinding; thermal spray
coatings; coatings analysis; and non-destructive testing.
Watson Grinding and Watson Valve sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Texas Case Nos. 20-30967 and
20-30968) on Feb. 6, 2020.
At the time of the filing, Watson Grinding disclosed assets of
between $10 million and $50 million and liabilities of the same
range. Watson Valve had estimated assets of between $10 million
and $50 million and liabilities of between $500,000 and $1 million.
Judge Marvin Isgur oversees the cases.
The Debtors tapped McDowell Hetherington, LLP and Jones, Murray &
Beatty, LLC, as their legal counsel.
WD-I ASSOCIATES: Disclosure Hearing Continued to Feb. 25
--------------------------------------------------------
On Jan. 23, 2020, Judge John E. Waites of the U.S. Bankruptcy Court
for the District of South Carolina granted the request of Debtor
WD−I Associates, LLC, d/b/a Sea Turtle Marketplace to continue
hearing on Disclosure Statement to Feb. 25, 2020, at 09:30 AM.
A full-text copy of the order dated January 23, 2020, is available
at https://tinyurl.com/v4for9w from PacerMonitor at no charge.
About WD-I Associates LLC
WD-I Associates, LLC, is a Single Asset Real Estate Debtor (as
defined in 11 U.S.C. Section 101(51B)). The company is the fee
simple owner of land and improvements known as Sea Turtle
Marketplace, which has an appraised value of $20.5 million. The
property is located at 430 William Hilton Parkway, Hilton Head
Island, S.C.
WD-I Associates sought protection for relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 19-02517) on May
7, 2019. In the petition signed by Jon Wheeler, manager of WD-I
Management, LLC, the Debtor disclosed $22,809,092 in assets
and$33,582,202 in total liabilities.
Judge John E. Waites oversees the case.
Kevin Campbell, Esq. at Campbell Law Firm, P.A., is the Debtor's
counsel.
WESTERN MIDSTREAM: Moody's Alters Outlook on Ba1 CFR to Positive
----------------------------------------------------------------
Moody's Investors Service changed Western Midstream Operating, LP's
outlook to positive from developing. At the same time, Moody's
affirmed WES Operating's Ba1 Corporate Family Rating and its Ba1
senior unsecured notes rating. Its Speculative Grade Liquidity
rating was upgraded to SGL-2 from SGL-3.
WES Operating's general partner is owned by Western Midstream
Partners, LP (NR), a publicly traded master limited partnership,
which also owns a 98% limited partnership interest in WES
Operating.
"The change in WES Operating's outlook to positive from developing
follows the resolution of structural concerns Moody's had regarding
the partnership's future ownership, governance and financial
policies following Occidental Petroleum Corporation's (OXY, Baa3
stable) acquisition of Anadarko Petroleum Corporation, the owner of
WES's general partner," commented Andrew Brooks, Moody's Vice
President. "The positive outlook reflects an anticipated trajectory
of lower leverage generated by modest growth in WES Operating's
predominantly fee-based EBITDA, with debt levels held largely in
check."
Upgrades:
Issuer: Western Midstream Operating, LP
Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3
Outlook Actions:
Issuer: Western Midstream Operating, LP
Outlook, Changed To Positive From Developing
Affirmations:
Issuer: Western Midstream Operating, LP
Probability of Default Rating, Affirmed Ba1-PD
Corporate Family Rating, Affirmed Ba1
Senior Unsecured Notes, Affirmed Ba1 (LGD4)
RATINGS RATIONALE
WES Operating's Ba1 CFR reflects the high proportion of fee-based
revenues (93% of natural gas contracts, 100% of liquids) that
provide cash flow stability, and commodity and basin
diversification. The partnership's direct commodity price exposure
is limited. It does have exposure to fluctuations in production
volumes, particularly in its large gathering business, although the
majority of its contracts are either backed by minimum volume
commitments (MVCs) or are cost-of-service constructs. The
partnership has growth visibility from organic projects tied to its
operations in the Permian's Delaware Basin, and the DJ Basin.
The outlook is positive. Assuming WES Operating can successfully
execute on its natural gas and liquids gathering and processing
(G&P) asset base while exercising its enhanced operating autonomy,
and with debt/EBITDA under 4x (its historical norm) and
distribution coverage exceeding 1.3x, WES Operating could be
upgraded to Baa3. WES Operating's Ba1 CFR could be downgraded if
debt/EBITDA rises above 5x or if distribution coverage approaches
1x. If the rating of its primary counterparty, OXY, were to fall
below Ba1 then WES Operating's ratings could be downgraded.
WES Operating's senior notes are unsecured and have no subsidiary
guarantees, consistent with its unsecured revolving credit
facility. The senior notes are rated the same as the CFR since the
entirety of the partnership's debt capital structure is unsecured,
with debt instruments pari passu.
Moody's expects WES Operating to maintain good liquidity into 2021,
consistent with its SGL-2 Speculative Grade Liquidity rating, which
primarily reflects the available borrowing capacity under its $2
billion unsecured revolving credit facility. The revolver is
scheduled to mature in February 2025. January's $3.5 billion notes
issue repaid the partnership's $3 billion term loan that was
scheduled to mature in December 2020, with the balance used to
repay borrowings outstanding under WES Operating's revolving credit
facility. The revolving credit facility is unsecured and has a
financial maintenance covenant limiting leverage (debt/ EBITDA) to
5x. WES Operating had ample headroom for compliance under the
covenant at September 30, with $160 million drawn. None of its
assets are encumbered so the partnership could sell assets to raise
cash for liquidity or debt reduction if that became necessary. WES
Operating's next upcoming scheduled debt maturity is its $500
million 5.375% notes due June 2021.
Governance issues related to OXY's pending deconsolidation of WES
have been addressed through agreements that will not require OXY to
cede ownership of WES's general partner, which resolves ownership
and financial policy uncertainty at the general partnership level.
Amendments to WES's partnership agreement significantly expand
limited partner unitholders' rights, including the right to remove
and replace OXY as the general partner. Other agreements will
enable WES to operate with greater autonomy from OXY as it pursues
additional third-party growth opportunities. Additionally, OXY has
announced its intention to reduce its limited partnership stake in
WES to below 50% (from roughly 55%) in 2020.
Many of WES Operating's credit attributes could support a Baa3
rating (where it is presently capped by OXY's Baa3 rating).
Financial leverage increased over the first nine-months of 2019 as
heavy capital spending and the dropdown of assets from Anadarko in
February 2019 increased outstanding debt while EBITDA growth
faltered because of a slower than expected volume ramp up in the
Delaware Basin. However, WES Operating's Debt/EBITDA could decline
towards 4x in 2020 should it meet its 2020 EBITDA guidance, with a
midpoint of $1,925 million.
Regulatory, permitting and political risk for energy development
has been on the rise. The cost of delays is borne by the owners of
these assets, ultimately detracting from investment returns and
delaying the receipt of cash flow and earnings associated with
these investments. Certain regions of the US, including the state
of Colorado where a substantial portion of WES Operating's G&P
asset base services upstream producers, including OXY, tend to
field more grass roots opposition to energy development,
heightening social risk. The MLP structure employed by WES vests
considerable influence with the general partner of these entities,
whose operations are subject to boards of directors appointed by
their respective general partners. While recent agreements with OXY
have vested greater operating autonomy to WES, MLP limited partner
unitholders have considerably fewer voting rights than shareholders
in a conventional corporate structure, restricting their influence
over MLP governance and operations.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
A 98% limited partner interest in WES Operating is owned by Western
Midstream Partners, LP (WES), a publicly traded MLP. WES Operating
provides midstream energy services primarily to OXY as well as
other third-party oil and gas producers and customers. WES also
owns a 100% equity interest in Western Midstream Operating GP, LLC,
which holds the non-economic general partner interest in WES
Operating. OXY owns WES through Western Midstream Holdings, LLC,
WES's general partner. Western Midstream Partners is headquartered
in The Woodlands, Texas.
WHITE STAR: Seeks OK of Cash Stipulation with RBL Lenders
---------------------------------------------------------
White Star Petroleum Holdings, LLC and debtor affiliates seek
approval from the Bankruptcy Court of a stipulation entered into
with their pre-petition RBL lenders for a continued use of cash
collateral through the confirmation and effective date of the
Debtors' Chapter 11 plan of liquidation.
A copy of the motion and the stipulation is available at
https://is.gd/yYL7X1 from PacerMonitor.com free of charge.
Thereafter, the Debtors filed a revised stipulation on February 5,
2020, and a further revised stipulation on February 11, 2020, a
copy of which is available https://is.gd/sDyqLJ from
PacerMonitor.com.
The parties agree that:
(a) the stipulation is effective nunc pro tunc to January 1,
2020.
(b) the Debtors are authorized to continue use of cash
collateral from the effective date until the earlier of:
* the entry of an order by the Bankruptcy Court modifying or
terminating the use of cash collateral,
* 10 business days after the declaration of a termination
event by the prepetition RBL agent, and
* the effective date of the Plan, which date may be extended
as may be agreed in writing by the prepetition RBL agent.
(c) events of default include, among others:
* unauthorized use of cash collateral,
* non-compliance, by the Debtor, under the stipulation and
to the reporting requirements,
* failure to seek approval of the disclosure statement or
confirmation of the plan,
* failure to obtain an order approving the disclosure
statement on or before Feb. 28, 2020,
* dismissal of the Chapter 11 case or its conversion to a
case under Chapter 7 of the Bankruptcy Code.
* appointment of a Chapter 11 trustee or a receiver, or
appointment of an examiner with enlarged powers.
* grant of relief from the any stay of proceeding (including
the automatic stay) to any person holding or asserting a lien to
permit foreclosure (or the granting of a deed in lieu of
foreclosure or the like) on any assets of any Debtor or any
subsidiary which have an aggregate value in excess of $500,000
(except as otherwise approved by the pre-petition RBL agent).
A copy of the further revised stipulation filed on Feb. 11, 2020 is
available for free at https://is.gd/sDyqLJ from PacerMonitor.com.
About White Star Petroleum Holdings
White Star Petroleum Holdings, LLC and its subsidiaries --
http://www.wstr.com/-- are engaged in the acquisition,
development, exploration and production of oil, natural gas and
natural gas liquids located in the Mid-Continent region in the
United States. The Debtors are headquartered in Oklahoma City and
employ 169 people. As of December 2018, the Debtors owned 315,000
net leasehold acres, primarily in Creek, Dewey, Garfield, Lincoln,
Logan, Noble, and Payne counties of Oklahoma.
White Star Petroleum Holdings, LLC, and its subsidiaries sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 19-11179) on May 28, 2019. The cases were transferred
to the U.S. Bankruptcy Court for the Western District of Oklahoma
on June 21, 2019. White Star Petroleum Holdings' case was assigned
a new case number (Case No. 19-12521).
At the time of the filing, the Debtors were estimated to have
assets of between $500 million and $1 billion and liabilities of
between $100 million and $500 million. Judge Janice D. Loyd
oversees the cases.
The Debtors tapped Sullivan & Cromwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Sullivan's co-counsel;
Guggenheim Securities, LLC as investment banker; Alvarez & Marsal
North America, LLC as restructuring advisor; and Kurtzman Carson
Consultants LLC as claims and noticing agent.
WIEDER REALTY: Seeks to Hire Behar Gutt as Attorney
---------------------------------------------------
Wieder Realty, Inc. a/k/a Century 21 Wide Realty, seeks authority
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Behar Gutt & Glazer, P.A., as attorney to the Debtor.
Wieder Realty requires Behar Gutt to:
(a) give advice to the Debtor with respect to its powers and
duties as a debtor-in-possession, and the continued
management of its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the Court;
(c) prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary
in the administration of the case; and
(e) protect the interests of the Debtor with its creditors in
the preparation of a Plan.
Behar Gutt will be paid at these hourly rates:
Partners $400
Associates $350
Behar Gutt will be paid an initial retainer in the amount of
$19,517.
Behar Gutt will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian S. Behar, member of Behar Gutt & Glazer, P.A., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Behar Gutt can be reached at:
Brian S. Behar, Esq.
BEHAR, GUTT & GLAZER, P.A.
DCOTA, Suite A-350
1855 Griffin Road
Fort Lauderdale, FL 33004
Tel: (305) 931-3771
Fax: (305) 931-3774
E-mail: bsb@bgglaw.net
About Wieder Realty
Wieder Realty, Inc., a/k/a Century 21 Wide Realty, filed a Chapter
11 bankruptcy petition (Bankr. S.D. Fla. Case No. 20-10433) on
January 13, 2020, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by Brian S. Behar, Esq., of
Behar Gutt & Glazer, P.A.
WOODLAWN COMMUNITY: Has Final Court Nod to Use Cash Collateral
--------------------------------------------------------------
Judge Carol A. Doyle authorized Woodlawn Community Development
Corp. to use cash collateral on a final basis under the same terms
and conditions as set forth in the previous order.
The Court ruled that the Debtor and the Trustee may use the funds
in the DIP account as well as the payroll account to pay for the
Debtor's actual ordinary course expenses.
A copy of the final order is available free of charge at
https://is.gd/idugUY from PacerMonitor.com.
About Woodlawn Community Development
Founded in 1972, Woodlawn Community Development Corp. --
https://www.wcdcchicago.com/ -- manages and develops affordable
housing for families in the Greater Metro Chicago area.
Woodlawn Community Development Corp., based in Chicago, Illinois,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-29862) on
Oct. 24, 2018. In the petition signed by Leon Finney, Jr.,
president and CEO, the Debtor was estimated to have $50 million to
$100 million in both assets and liabilities. The Hon. Carol A.
Doyle oversees the case. David R. Herzog, Esq., at Herzog &
Schwartz, P.C., serves as bankruptcy counsel.
YOUNG SMILES: Has Until March 23 to File Plan & Disclosure
----------------------------------------------------------
Judge Michael G. Williamson of the U.S. Bankruptcy Court for the
Middle District of Florida, Tampa Division, granted the Motion of
Debtor Young Smiles Pediatric Dentistry and Spa, P.A., to extend
time to file the Disclosure Statement and Plan of Reorganization
and the Debtor shall have exclusivity through March 23, 2020, to
file its Disclosure Statement and Plan of Reorganization.
A copy of the order dated January 23, 2020, is available at
https://tinyurl.com/vywly2m from PacerMonitor at no charge.
The Debtor is represented by Attorney Samantha L. Dammer.
About Young Smiles Pediatric
Dentistry & Spa P.A.
Young Smiles Pediatric Dentistry & Spa, P.A. --
https://youngsmilesdental.net/ -- offers dental services for
infants, children, and adolescents.
Young Smiles Pediatric Dentistry & Spa, P.A., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case
No.19-08904) on Sept. 20, 2019. In the petition signed by Dr. Kera
Young, president, the Debtor disclosed $277,974 in assets and
$1,040,400 in liabilities. Samantha L. Dammer, Esq., at Tampa Law
Advocates, P.A., is the Debtor's counsel.
Z & J LLC: Taps JGS, CPA as Accountant
--------------------------------------
Z & J, LLC received approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire JGS, C.P.A., P.C. as its
accountant.
JGS will prepare the Debtor's tax returns and year-end financial
statements and will assist in the preparation of liquidation
analysis and projections of future earning for its Chapter 11 plan
of reorganization.
The firm will charge $350 per hour for partners, $225 per hour for
managers, $175 per hour for senior staff, $125 per hour for
associate staff and $85 per hour for bookkeepers.
Gary Cassiello, a certified public accountant and partner at JGS,
C.P.A., assures the court that his firm is a disinterested person
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Gary J. Cassiello, CPA
JGS, C.P.A., P.C.
633 NY-211
Middletown, NY 10941
Phone: +1 845-692-9500
About Z & J LLC
Z & J, LLC, which conducts business under the name Appeal Tech, is
an appellate service provider based in New York. It was founded in
1998 and works with law firms, government agencies, companies and
non-profit organizations to perfect appeals in the State Appellate
Courts, the Federal Circuit Courts of Appeals, and the U.S. Supreme
Court.
Z & J sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. N.Y. Case No. 19-11502) on May 9, 2019. At the time
of the filing, the Debtor disclosed $1,523,690 in assets and
$1,083,211 in liabilities.
Judge James L. Garrity Jr. oversees the case. The Debtor tapped
Daniel Scott Alter, Esq., as its bankruptcy attorney.
[^] BOND PRICING: For the Week from February 10 to 14, 2020
-----------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
24 Hour Fitness
Worldwide Inc HRFITW 8.000 46.339 6/1/2022
24 Hour Fitness
Worldwide Inc HRFITW 8.000 46.798 6/1/2022
Alta Mesa Holdings LP /
Alta Mesa Finance
Services Corp ALTMES 7.875 1.500 12/15/2024
Approach Resources Inc AREX 7.000 1.863 6/15/2021
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8.000 10.000 6/15/2021
Bristow Group Inc BRS 6.250 5.790 10/15/2022
Bristow Group Inc BRS 4.500 12.253 6/1/2023
Buffalo Thunder
Development Authority BUFLO 11.000 50.506 12/9/2022
California Resources Corp CRC 8.000 30.155 12/15/2022
California Resources Corp CRC 6.000 23.199 11/15/2024
California Resources Corp CRC 5.500 38.480 9/15/2021
California Resources Corp CRC 8.000 31.122 12/15/2022
California Resources Corp CRC 6.000 23.141 11/15/2024
Chaparral Energy Inc CHAP 8.750 27.940 7/15/2023
Chaparral Energy Inc CHAP 8.750 29.103 7/15/2023
Chukchansi Economic
Development Authority CHUKCH 9.750 49.758 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 10.250 49.750 5/30/2020
DFC Finance Corp DLLR 10.500 67.125 6/15/2020
DFC Finance Corp DLLR 10.500 67.125 6/15/2020
Dean Foods Co DF 6.500 17.625 3/15/2023
Dean Foods Co DF 6.500 19.750 3/15/2023
Dominion Energy Inc D 4.786 99.292 6/30/2066
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 9.375 2.750 5/1/2024
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 6.375 0.500 6/15/2023
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 2.000 2/15/2025
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 9.375 2.152 5/1/2024
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 1.401 2/15/2025
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 39.947 7/15/2023
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 39.677 7/15/2023
Federal Farm Credit
Banks Funding Corp FFCB 2.720 99.564 7/9/2030
Federal Farm Credit
Banks Funding Corp FFCB 1.890 99.822 8/19/2021
Federal Home Loan Banks FHLB 2.050 99.317 11/17/2023
Federal Home Loan
Mortgage Corp FHLMC 1.800 99.839 11/19/2021
Ferrellgas Partners LP /
Ferrellgas Partners
Finance Corp FGP 8.625 47.391 6/15/2020
Ferrellgas Partners LP /
Ferrellgas Partners
Finance Corp FGP 8.625 50.647 6/15/2020
First Quality
Finance Co Inc FIRSTQ 5.000 104.651 7/1/2025
First Quality
Finance Co Inc FIRSTQ 5.000 104.395 7/1/2025
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Foresight Energy LLC /
Foresight Energy
Finance Corp FELP 11.500 2.563 4/1/2023
Foresight Energy LLC /
Foresight Energy
Finance Corp FELP 11.500 3.199 4/1/2023
Fresh Market Inc/The TFM 9.750 48.825 5/1/2023
Fresh Market Inc/The TFM 9.750 48.080 5/1/2023
Frontier
Communications Corp FTR 10.500 47.888 9/15/2022
Frontier
Communications Corp FTR 8.500 48.816 4/15/2020
Frontier
Communications Corp FTR 6.250 47.141 9/15/2021
Frontier
Communications Corp FTR 8.750 48.071 4/15/2022
Frontier
Communications Corp FTR 9.250 48.501 7/1/2021
Frontier
Communications Corp FTR 8.875 46.899 9/15/2020
Frontier
Communications Corp FTR 10.500 47.679 9/15/2022
Frontier
Communications Corp FTR 10.500 47.679 9/15/2022
Global Eagle
Entertainment Inc ENT 2.750 39.866 2/15/2035
Goodman Networks Inc GOODNT 8.000 48.500 5/11/2022
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Hornbeck Offshore
Services Inc HOSS 5.000 25.558 3/1/2021
International Wire
Group Inc ITWG 10.750 95.000 8/1/2021
International Wire
Group Inc ITWG 10.750 94.654 8/1/2021
JPMorgan Chase Bank NA JPM 2.273 99.825 2/19/2021
Jonah Energy LLC / Jonah
Energy Finance Corp JONAHE 7.250 28.000 10/15/2025
Jonah Energy LLC / Jonah
Energy Finance Corp JONAHE 7.250 26.910 10/15/2025
Liberty Media Corp LMCA 2.250 58.000 9/30/2046
MAI Holdings Inc MAIHLD 9.500 20.437 6/1/2023
MAI Holdings Inc MAIHLD 9.500 20.437 6/1/2023
MAI Holdings Inc MAIHLD 9.500 20.437 6/1/2023
MF Global Holdings Ltd MF 6.750 15.625 8/8/2016
MF Global Holdings Ltd MF 9.000 15.594 6/20/2038
Mashantucket Western
Pequot Tribe MASHTU 7.350 16.000 7/1/2026
McDermott Technology
Americas Inc / McDermott
Technology US Inc MDR 10.625 13.625 5/1/2024
McDermott Technology
Americas Inc / McDermott
Technology US Inc MDR 10.625 14.000 5/1/2024
Murray Energy Corp MURREN 12.000 0.001 4/15/2024
Murray Energy Corp MURREN 12.000 0.634 4/15/2024
NWH Escrow Corp HARDWD 7.500 53.848 8/1/2021
NWH Escrow Corp HARDWD 7.500 53.848 8/1/2021
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.000 32.234 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.750 33.454 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.000 32.340 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.750 33.269 10/25/2024
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 3.895 5/15/2019
Northwest Hardwoods Inc HARDWD 7.500 45.000 8/1/2021
Northwest Hardwoods Inc HARDWD 7.500 50.966 8/1/2021
OMX Timber Finance
Investments II LLC OMX 5.540 0.573 1/29/2020
Optimas OE Solutions
Holding LLC / Optimas
OE Solutions Inc OPTOES 8.625 60.508 6/1/2021
Optimas OE Solutions
Holding LLC / Optimas
OE Solutions Inc OPTOES 8.625 60.508 6/1/2021
Pioneer Energy
Services Corp PESX 6.125 23.481 3/15/2022
Powerwave Technologies Inc PWAV 1.875 0.022 11/15/2024
Pyxus International Inc PYX 9.875 47.522 7/15/2021
Pyxus International Inc PYX 9.875 54.000 7/15/2021
Pyxus International Inc PYX 9.875 47.609 7/15/2021
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rolta LLC RLTAIN 10.750 8.833 5/16/2018
Rovi Corp TIVO 0.500 99.790 3/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 16.421 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 16.421 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 16.500 11/1/2021
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 16.500 11/1/2021
Sanchez Energy Corp SNEC 7.750 5.450 6/15/2021
Sanchez Energy Corp SNEC 6.125 4.500 1/15/2023
SandRidge Energy Inc SD 7.500 0.500 2/15/2023
Sears Holdings Corp SHLD 8.000 1.030 12/15/2019
Sears Holdings Corp SHLD 6.625 11.875 10/15/2018
Sears Holdings Corp SHLD 6.625 7.503 10/15/2018
Sears Roebuck
Acceptance Corp SHLD 6.500 1.019 12/1/2028
Sears Roebuck
Acceptance Corp SHLD 7.000 1.029 6/1/2032
Sears Roebuck
Acceptance Corp SHLD 7.500 1.103 10/15/2027
Sears Roebuck
Acceptance Corp SHLD 6.750 0.755 1/15/2028
Sempra Texas Holdings Corp TXU 5.550 13.500 11/15/2014
Stearns Holdings LLC STELND 9.375 45.416 8/15/2020
Stearns Holdings LLC STELND 9.375 45.416 8/15/2020
Summit Midstream
Partners LP SMLP 9.500 51.563 N/A
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 0.690 6/1/2022
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 0.747 6/1/2022
Techniplas LLC TECPLS 10.000 62.500 5/1/2020
Techniplas LLC TECPLS 10.000 83.388 5/1/2020
Teligent Inc/NJ TLGT 4.750 34.750 5/1/2023
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018
Tesla Energy
Operations Inc/DE TSLAEN 3.600 89.872 3/26/2020
Tesla Energy
Operations Inc/DE TSLAEN 3.600 97.148 3/19/2020
Tesla Energy
Operations Inc/DE TSLAEN 3.600 89.870 4/23/2020
Transworld Systems Inc TSIACQ 9.500 25.573 8/15/2021
Transworld Systems Inc TSIACQ 9.500 25.573 8/15/2021
UCI International LLC UCII 8.625 4.780 2/15/2019
Ultra Resources Inc/US UPL 7.125 6.732 4/15/2025
Ultra Resources Inc/US UPL 6.875 11.490 4/15/2022
Ultra Resources Inc/US UPL 6.875 10.800 4/15/2022
Ultra Resources Inc/US UPL 7.125 6.975 4/15/2025
Unit Corp UNTUS 6.625 44.154 5/15/2021
VIVUS Inc VVUS 4.500 87.199 5/1/2020
Whiting Petroleum Corp WLL 1.250 92.500 4/1/2020
Windstream Services LLC /
Windstream Finance Corp WIN 9.000 20.938 6/30/2025
Windstream Services LLC /
Windstream Finance Corp WIN 7.500 26.000 6/1/2022
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 23.250 12/15/2024
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 23.250 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 9.000 20.808 6/30/2025
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 13.625 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 17.801 12/15/2024
Windstream Services LLC /
Windstream Finance Corp WIN 7.750 22.721 10/15/2020
Windstream Services LLC /
Windstream Finance Corp WIN 7.750 26.569 10/1/2021
rue21 inc RUE 9.000 1.305 10/15/2021
*********
Monday's edition of the TCR delivers a list of indicative prices
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obtained by TCR editors from a variety of outside sources during
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*********
S U B S C R I P T I O N I N F O R M A T I O N
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