/raid1/www/Hosts/bankrupt/TCR_Public/200220.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, February 20, 2020, Vol. 24, No. 50
Headlines
10-5TH LLC: Grants Adequate Protection to Manuel Moutinho
1501 AVIATION: Voluntary Chapter 11 Case Summary
1515 AVIATION: Voluntary Chapter 11 Case Summary
1794-1796 LLC: Manuel Moutinho Prohibits Cash Collateral Use
344 SOUTH STREET: Further Fine-Tunes Plan & Disclosures
512 NORTH AVE: Allowed to Access Moutinho Cash Collateral
A&V HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable
ALL LINES EXPRESS: Taps Jason A. Burgess as Legal Counsel
ALMANOR LAKEFRONT: March 5 Hearing on Plan Disclosures
AMERICAN COMMERCIAL: March 20 Hearing on Plan & Disclosures
AMERICAN LIQUOR: Seeks to Hire Rafool Bourne as Legal Counsel
AMERICAN LIQUOR: U.S. Trustee Unable to Appoint Committee
AMERICAN RENEWABLE: Voluntary Chapter 11 Case Summary
ANOTHER DAN MOON: Seeks to Hire Jason A. Burgess as Legal Counsel
AQUABOUNTY TECHNOLOGIES: Randal Kirk Reports 44.6% Equity Stake
ARMAOS PROPERTY: Has Authority to Use Cash Collateral Until Feb. 29
ARP-LOYALTON: Case Summary & 7 Unsecured Creditors
ASPEN LANDSCAPING: Ohio Casualty Seeks to Keep Rights to Bonds
BISHOP GROUP: Seeks to Hire Dean W. Greer as Legal Counsel
BLOX INC: Incurs $115K Net Loss for the Quarter Ended Dec. 31
BOY SCOUTS: Crew Janci Represents Sexual Abuse Victims
BOY SCOUTS: Enters Chapter 11 Due to Sex Abuse Lawsuits
BOY SCOUTS: Has Plan to Deal With Sexual Abuse Claims
BOY SCOUTS: Says Chapter 11 Not Meant to Evade Abuse Claims
BOY SCOUTS: Seeks to Consolidate and Stay Sexual Abuse Lawsuits
C AND N TRANSPORT: Taps Dal Lago Law as Legal Counsel
CARBONYX INC: Case Summary & 5 Unsecured Creditors
CAVITATION TECHNOLOGIES: Has $554,000 Net Loss for Dec. 31 Quarter
CHAPMAN HOUSE: Case Summary & 7 Unsecured Creditors
CIMTECH CORP: Seeks to Hire Neilson Law as Legal Counsel
COASTAL INT'L: Unsecured Creditors to Recover 38% in Plan
CORNIC GROUP: Seeks to Hire Squar Milner as Accountant
CTE 1 LLC: Sale of All Assets to DARCARS Approved
CUMBERLAND BEHAVIOR: May Access Cash Collateral Until Feb. 29
D J HARCEG TRUCKING: Taps Oliver & Cheek as Legal Counsel
DANI TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
DESERT VALLEY CARPET: Hires Keery McCue as Legal Counsel
DHM HOSPITALITY: Seeks to Hire Eric A. Liepins as Legal Counsel
DIGIPATH INC: Incurs $220K Net Loss for Quarter Ended Dec. 31
DOUGHERTY'S HOLDINGS: Winning Bidder OSK VII to Buy Biz. Via Plan
EARTH FARE: U.S. Trustee Forms 5-Member Committee
EDGEWELL PERSONAL: Moody's Raises CFR to Ba3, Outlook Stable
EP ENERGY: Opposes MSB's Bid to Delay Plan Hearing
ESCALON MEDICAL: Reports $688K Net Loss for Quarter Ended Dec. 31
FALLS EVENT: Trustee's Auction of Colorado Springs Property Okayed
FELIX AUGUSTO AUZ: $2.35M Sale of Katy Properties to CRP Approved
FOLSOM FARMS: Voluntary Chapter 11 Case Summary
FORESTAR GROUP: Moody's Rates Proposed $300MM Unsec. Notes 'B2'
FORTVILLE APARTMENTS: Seeks to Hire Zousmer Law Group as Counsel
FRUTTA BOWLS: March 12 Plan & Disclosures Hearing Set
FSB REALTY: Gets Interim Nod to Use Cash Collateral Until March 5
GA PAVING: Seeks to Hire Edmund P. Wanderling as Legal Counsel
HARB PROPERTIES: Kenn Says Plan Terms 'Confusing and Misleading'
HELIX TCS: Signs Agreement to Sell Future Receipts
HOOVER & ASSOCIATES: U.S. Trustee Unable to Appoint Committee
HYGEA HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
IL SETTE: U.S. Trustee Unable to Appoint Committee
ILLINOIS STAR: Sale of Mall Facility to Fund Plan
INTEGRITY HOME: Gets Approval on 2nd Interim Cash Collateral Order
INTEGRITY HOME: U.S. Trustee Unable to Appoint Committee
INTRADO CORP: Fitch Lowers LongTerm IDR to B, Outlook Stable
INVESTVIEW INC: Has $3.8-Mil. Net Loss for Quarter Ended Dec. 31
KRYSTAL COMPANY: U.S. Trustee Forms 7-Member Committee
LEAFBUYER TECHNOLOGIES: Has $1.3-Mil. Net Loss for Dec. 31 Quarter
LONE STAR BREWERY: U.S. Trustee Unable to Appoint Committee
MAGNUM CONSTRUCTION: Administrator Taps KapilaMukamal as Advisor
MAGNUM MRO: Final Order Allows Cash Collateral Use Thru March 19
MASON BUILDERS: Court Rules Plan Doesn't Give Adequate Disclosures
MELBOURNE BEACH: Trustee's March 10 Auction of Melbourne Assets Set
MESCO INC: Taps Michael G. Spector as Legal Counsel
MICROVISION INC: AWM Investment Has 5.6% Stake as of Dec. 31
MILLERS LANE: Seeks to Hire Winters Tax as Accountant
MOORE PROPERTIES: U.S. Trustee Unable to Appoint Committee
MOVE4ALL INC: Hires Superior Bookkeeping as Financial Advisor
MWM OIL: $1.1K Sale of Miscellaneous Equipment to Jordan Oil Okayed
NATIONAL QUARRY: VCE Inc. Appointed as New Committee Member
NEMASKA LITHIUM: SISP Okayed; Settlement With Bondholders Reached
NIAGARA FRONTIER: Court Approves 15th Interim Cash Collateral Order
NPHSS LLC: Voluntary Chapter 11 Case Summary
OL RIVER HIDEAWAY: U.S. Trustee Unable to Appoint Committee
OPTIMIZED LEASING: Delays Filing of Amended Plan to April 2020
P & P ENTERPRISES: Feb. 27 Auction of Manassas Park Assets Set
PENNRIVER COMMUNITY: Seeks to Hire Zousmer Law Group as Counsel
PRECIPIO INC: In Advanced Talks with Poplar Towards a Partnership
PROGRESSIVE SOLUTIONS: Unsecured Creditors to Recover 17% in Plan
REAVANS ANNEX: $30M Sale of Properties to Wedgewood Approved
ROCK POND: Case Summary & Unsecured Creditor
RONNA'S RUFF: U.S. Trustee Unable to Appoint Committee
ROSEGOLD HOTELS: Voluntary Chapter 11 Case Summary
RUM RUNNERS: U.S. Trustee Unable to Appoint Committee
RYDER CONTRACTING: Plan Confirmation Hearing Continued to April 1
SAMANTHA SANSON CONSULTING: Seeks to Hire Stuart Levy as Accountant
SAMSON OIL: Delays Filing of Form 10-Q for Quarter Ended Dec. 31
SAR TECH LLC: Raises Unsecureds' Payout to 90%; Plan Approved
SCIH SALT: Moody's Assigns 'B3' Corp. Family Rating, Outlook Stable
SEARS FARM: Seeks to Hire Leatherman Real Estate as Appraiser
SONOMA PHARMACEUTICALS: Has $1.08M Net Loss for Dec. 31 Quarter
SPERLING RADIOLOGY: Seeks to Hire Moecker Auctions as Appraiser
STURDIVANT TAYLOR: April 3 Deadline for Filing Plan & Disclosures
SUMMIT FACILITY: Gets Final Approval to Use Cash Through March 31
SUN-ONE LLC: Seeks Court Approval to Hire Bankruptcy Attorney
SUNPOWER CORP: Reports $7.7 Million Net Loss for Fiscal 2019
SUNSET BAY: Seeks Extension of Plan Deadline Until March 2020
SVENHARD'S SWEDISH: U.S. Trustee Forms 7-Member Committee
TALLGRASS ENERGY: Fitch Lowers LongTerm IDR to BB, Outlook Stable
TALLGRASS ENERGY: Moody's Rates New Unsec. Notes Due 2027 'B1'
TBH19 LLC: Court Schedules Disclosures Hearing for December
TEMPLE 2358: Seeks Funding to Pay Claimants by April 20
TORREY HOLDING: Seeks to Hire Andersen Law Firm as Legal Counsel
TOWN SPORTS: Renaissance Technologies Has 7.3% Stake as of Dec. 31
TOWN SPORTS: Stadium Capital, et al. Report 4.9% Equity Stake
TRADE WEST INC: Seeks to Hire Cades Schutte as IP Counsel
TRIBUS ENTERPRISES: Has $556K Net Loss for Quarter Ended Dec. 31
ULTRA PETROLEUM: Enters Into Sixth Amendment to Credit Facility
VAC FUND HOUSTON: Sale of 2402 Encreek Road Home Approved
VAC FUND HOUSTON: Seeks to Hire Horizon Team as Real Estate Broker
VESTAVIA HILLS: Allowed to Use Cash Collateral on Final Basis
WALKER ENVIRONMENTAL: Agreed Final Cash Collateral Order Approved
WALKER INVESTMENT: Gets OK on Agreed Final Cash Collateral Order
WEST GARDEN CLUB: Seeks to Hire Zousmer Law Group as Counsel
[*] Elkins Kalt Launches Bankruptcy & Restructuring Practice Group
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
10-5TH LLC: Grants Adequate Protection to Manuel Moutinho
---------------------------------------------------------
Manuel Moutinho, as Trustee for the Mark IV Construction Company,
Inc., 401(K) Savings Plan, requested the U.S. Bankruptcy Court for
the District of Connecticut to prohibit the use of cash collateral
and rent receipts by 10 - 5th LLC.
Moutinho's request was resolved by a Stipulation of Adequate
Protection. The court-approved Stipulated Order provides, among
others, that:
(a) Moutinho holds a perfected mortgage in the Debtor's real
estate located at 10 Fifth Avenue, Stratford, CT, for which the
mortgage debt owed on the petition date is approximately $187,992.
(b) The Debtor agrees to pay Moutinho adequate protection of
$1,000 per month.
(c)The Debtor will also pay as adequate protection all
accruing real estate taxes for the Fifth Avenue Property plus any
other municipal charges for the Fifth Avenue Property such as sewer
and water charges; plus the Debtor will pay all postpetition
statutory interest accruing on all taxes, sewer and water charges
each and every month.
Manuel Moutinho is represented by:
James M. Nugent, Esq.
Harlow Adams & Friedman, P.C.
One New Haven Avenue, Suite 100
Milford, CT 06460
Tel. (203) 878-0661
Fax (203) 878-9568
About 10 - 5th LLC
10 - 5th LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 19-22132) on Dec. 23, 2019. The
petition was signed by James Barrett, Member. At the time of the
filing, the Debtor disclosed assets of between $100,001 and
$500,000 and liabilities of the same range. The Debtor is
represented by the Law Offices of Jeffrey Hellman, LLC.
1501 AVIATION: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 1501 Aviation, LLC
a California Limited Liability Company
1501-1505 Aviation Boulevard
Redondo Beach, CA 90278
Business Description: 1501 Aviation, LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-11760
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Stephen B. Goldberg, Esq.
SPIERER WOODARD CORBALIS & GOLDBERG
707 Torrance Blvd., Ste. 200
Redondo Beach, CA 90277-3492
Tel: (310) 540-3199
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Amir Jalali, member.
The Debtor stated it has no unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/GbuIFa
1515 AVIATION: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 1515 Aviation LLC
1509-1515 Aviation Boulevard
Redondo Beach, CA 90278
Business Description: 1515 Aviation LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-11775
Judge: Hon. Barry Russell
Debtor's Counsel: Stephen B. Goldberg, Esq.
SPIERER WOODWARD CORBALIS & GOLDBERG
707 Torrance Blvd., Ste. 200
Redondo Beach, CA 90277-3492
Tel: (310) 540-3199
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Amir Jalili, member.
The Debtor stated it has no unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/YKLgey
1794-1796 LLC: Manuel Moutinho Prohibits Cash Collateral Use
------------------------------------------------------------
Manuel Moutinho, as Trustee for the Mark IV Construction Company,
Inc., 401(K) Savings Plan, requested the U.S. Bankruptcy Court for
the District of Connecticut to prohibit the use of cash collateral
and rent receipts by 1794-1796 LLC.
Moutinho holds a perfected mortgage in the Debtor's real estate
located at 1794 Barnum Avenue, Bridgeport, CT, for which the
mortgage debt owed on the petition date is approximately $255,456
and $184,397.
Moutinho does not consent to the Debtor's use of his cash
collateral. Moutinho asserts that the Debtor has not requested any
such usage nor has it moved for authority to use the same.
Manuel Moutinho is represented by:
James M. Nugent, Esq.
Harlow Adams & Friedman, P.C.
One New Haven Avenue, Suite 100
Milford, CT 06460
Tel. (203) 878-0661
Fax (203) 878-9568
About 1794 - 1796 LLC
1794 - 1796, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Conn. Case No. 19-22130) on Dec. 23,
2019. At the time of the filing, the Debtor had estimated assets
of between $100,001 and $500,000 and liabilities of between
$500,001 and $1 million. The Debtor is represented by the Law
Offices of Jeffrey Hellman, LLC.
344 SOUTH STREET: Further Fine-Tunes Plan & Disclosures
-------------------------------------------------------
344 South Street Corporation filed a Sixth Amended Disclosure
Statement explaining its proposed Plan of Reorganization, to, among
other things, add a new class -- Class 5 tax claim of the
Commonwealth of PA UCTS.
As to the Class 5 Tax Claim of the Commonwealth of PA UCTS, proof
of Claim 1 is to be amended. This priority tax claim is now
approximately $2,400 after filing the 2018 returns. The proof of
claim amount had been imputed. The Claim will be amended. The
priority tax due will be paid in the first distribution following
the Effective Date of the Plan. This Class is not impaired.
There are no changes to the proposed treatment of general unsecured
claims, which are now in Class 6. The proposed treatment of the
two claims in the class are as follows:
a. Gold Medal Environmental. Class 6 PART A. is an unsecured
claim for $13,105.35 filed by Gold Medal Environmental. This claim
will be at a 25% rate, in two equal installments: The first payment
shall be paid on or before the Effective Date and the second
payment shall be paid on or before the first business day of the
7th Month following the Effective Date.
b. City of Philadelphia. The City of Philadelphia has a general
unsecured claim in the amount of $33,809.58. This general unsecured
claim shall be paid at a 25% rate equaling $8,453.00. This amount
shall be paid in two equal installments: The first payment shall be
paid on or before the Effective Date and the second payment shall
be paid on or before the first business day of the 7th month after
the effective date.
Class 7 is not impaired. All existing ownership interest, by the
three individual shareholders equaling 100%, will be retained.
This class will not receive a distribution under the plan.
The Sixth Amended Disclosure Statement adds provisions related to
the assumption of leases. The Debtor has two leases for the real
estate used in its operations. The two leases cover the entire
physical layout of the business and have two real estate
addresses:
* The first lease is for the real estate at 338-342 South
Street, Philadelphia, PA. The Landlord is Richard Millian, business
addrwss at 525 S 4th Street, Philadelphia, PA 19147. The lease is
a 15-year lease and ten years remain on the current lease; the
monthly rent is $15,600 each month and the Debtor is current with
the lease. The lease is a "net lease" and the tenant pays some
utility and tax expenses associated with the rental property. The
lease has been assumed by the Debtor and will be paid in accordance
with its terms for the duration of the Plan.
* The second lease is for the real estate at 344-348 South
Street, Philadelphia, PA. the Landlord is HJB Partners, P.O. Box
230090, Boston, Massachusetts, 02127. The lease is a twenty year
lease and eighteen years remain on the current lease; the monthly
rent is $16,200.00 each month and the Debtor is current with the
lease. The lease is a "net lease" and the tenant pays some utility
and taxes associated with the rental property. The lease has been
assumed and will be paid in accordance with its terms for the
duration of the lease. The two aforementioned leases cover the
entire physical space of the Debtor's business, the Debtor does not
anticipate entering into a new lease for additional space for the
duration of this Plan.
A black-lined copy of the Sixth Amended Disclosure Statement dated
Feb. 12, 2020, is available at https://tinyurl.com/slz5p67 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Michael P. Kutzer, Esquire
1420 Walnut Street, Suite 1216
Philadelphia, PA 19102
Tel: 215-687-6370
Fax: 215-689-1959
About 344 South Street
344 South Street Corp. has operated as a restaurant, serving
Spanish and Mexican cuisine in Philadelphia's South Street
District.
344 South Street Corp. sought protection under Chapter 11 of the
Bankruptcy Court (Bankr. E.D. Penn. Case No. 15-18278) on Nov. 17,
2015, and is represented by Raheem S. Watson, Esq., at Watson LLC,
in Philadelphia, Pennsylvania. At the time of the filing, the
Debtor was estimated assets and liabilities below $500,000.
512 NORTH AVE: Allowed to Access Moutinho Cash Collateral
---------------------------------------------------------
After a hearing on Moutinho's Motion held on Jan. 22, Judge James
J. Tancredi directed 512 North Ave, LLC to segregate and allowed
the company to use the proceeds of payments for use and occupancy
from a food truck vendor on the Property only to defray interest
and other charges accruing for real property taxes due to the City
until further Order of the Court. In addition, the company is
required to account for such uses in its Monthly Operating Reports.
Manuel Moutinho, as Trustee for the Mark IV Construction Company,
Inc., 401(K) Savings Plan, has filed a Motion asking the Bankruptcy
Court to prohibit 512 North Ave from using cash collateral and rent
receipts as he does not consent to the Debtor's use of his cash
collateral.
Moutinho holds a perfected mortgage in the Debtor's real estate
located at 512 North Avenue, Bridgeport, CT, for which the mortgage
debt owed on the petition date is approximately $881,538.
Manuel Moutinho is represented by:
James M. Nugent, Esq.
Harlow Adams & Friedman, P.C.
One New Haven Avenue, Suite 100
Milford, CT 06460
Tel. (203) 878-0661
Fax (203) 878-9568
About 512 North Ave
512 North Ave LLC, a privately held company in Rocky Hill, Conn.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Conn. Case No. 19-22139) on Dec. 24, 2019. 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.
Neubert, Pepe & Monteith, P.C., is the Debtor's legal counsel.
A&V HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a first time B2 Corporate Family
Rating and B2-PD Probability of Default Rating to A&V Holdings
Midco, LLC following the announcement of the leveraged buyout. At
the same time, Moody's assigned a B2 rating to the company's
proposed $420 million senior secured credit facility, consisting of
a $370 million first lien term loan B and a $50 million revolver.
The outlook is stable.
Proceeds from the proposed debt financing along with new and
rollover equity will be used to fund the buyout of AVI by Marlin
Equity Partners from H.I.G. Capital. AVI is a provider of
audiovisual and video collaboration solutions in North America,
mainly to enterprise, government and education agencies, as well as
small and medium-sized companies. The proceeds will also be used to
buy Audio Fidelity Communications, LLC, an existing Marlin
portfolio company. Upon close of the transaction, AVI will be
combined with Whitlock, creating the largest (by revenue) systems
integrator and technology management firm. AVI will be majority
owned by Marlin, with former financial owner H.I.G. retaining a
minority stake.
Moody's assigned the following ratings to A&V Holdings Midco, LLC:
Corporate Family Rating at B2
Probability of Default Rating at B2-PD
Proposed $370 million first lien senior secured term loan B due
2027 at B2 (LGD 4)
Proposed $50 million first lien senior secured revolving credit
facility due 2025 at B2 (LGD4)
Outlook Action:
Outlook, Assigned Stable
The assigned first-time ratings remain subject to Moody's review of
the final terms and conditions of the proposed financing and merger
transaction that is expected to close in March 2020.
RATINGS RATIONALE
AVI's B2 CFR reflects the company's elevated pro forma
debt-to-EBITDA leverage, estimated in the low 4.0x times range
(Moody's adjusted and not incorporating unrealized synergies) as of
December 31, 2019 and increased integration risk associated with
the combination of two businesses. The rating is also constrained
by the company's concentrated business focus on the fragmented and
competitive global audio visual and video conferencing solutions
market with revenues that are largely project-based and
relationship-dependent, as well as inherently low profit margins.
Deleveraging over the next 12-18 months is predicated on
management's ability to successfully integrate both companies and
realize meaningful cost savings and synergies, while also
maintaining stable topline growth. The company is also exposed to
event risks under private equity ownership, including debt-funded
acquisitions and shareholder distributions.
Nonetheless, AVI's rating is supported by the combined company's
leading market position within the AV and VC markets with strong
vendor affiliations, historically high customer retention rates,
continued favorable trends in outsourcing digital workplace
services and relatively strong free cash flow generation in
relation to funded debt. The merger creates opportunities for the
company to cross-sell services across AVI's managed services and
software platform into Whitlock's customer base and realize
meaningful cost savings through headcount reductions, facility and
IT system consolidation, and unlock more favorable vendor rebates.
The rating is further supported by management's good track record
of integrating past acquisitions and realizing cost synergies.
As consequence of the company's access to sensitive client data
used in AVI's client affairs and an expectation for aggressive
financial policies under sponsor ownership, social and governance
risks, respectively, are noteworthy.
The stable outlook reflects Moody's expectation that management
will successfully integrate both businesses and achieve the bulk of
planned cost savings and synergy benefits in a timely matter, which
will be the principal driver of anticipated deleveraging. Moody's
also anticipates topline growth in the low-to-mid single-digit
percentages, stable margin and maintenance of good liquidity.
Moody's expects AVI to have good liquidity over the next 12-18
months. Sources of liquidity include modest balance sheet cash of
$8 million at the close of the transaction, Moody's expectation for
annual free cash flow of approximately $40-50 million, along with
full availability under a $50 million revolver expiring in 2025.
These cash resources provide good coverage for required annual term
loan amortization of approximately $3.7 million, paid quarterly.
The revolver is expected to have a springing covenant when the
revolver is drawn greater than 35% ($17.5 million), while the term
loan will not have a financial covenant. Moody's does not expect a
covenant test to apply over the next 12-18 months.
The rating could be downgraded if AVI cannot translate planned cost
savings and synergy benefits into higher EBITDA, revenue declines,
or if the company fails to generated meaningful free cash flow. The
ratings could also be downgraded if debt-to-EBTDA (Moody's
adjusted) approaches 5.0x.
Although not expected in the near term given integration risks,
Moody's would consider an upgrade if AVI is able to demonstrate
sustained organic growth and meaningful margin expansion, while
maintaining good liquidity with balanced financial policies.
Quantitatively, the ratings could be upgraded if Moody's believes
that the company will maintain debt-to-EBITDA (Moody's adjusted)
below 3.5x and free cash flow to total debt in double-digit
percentages to debt.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
AVI-SPL, headquartered in Tampla, FL, provides design, engineering,
procurement, integration and installation of audiovisual and video
collaboration systems to North American enterprise, public sector
and SMB clients. Moody's projects annual revenue for the combined
company of approximately $1.35 billion in 2020. Following the
completion of the leveraged buyout, AVI will be majority owned by
Marlin Equity Partners, with remaining shares held by H.I.G.
Capital and management.
ALL LINES EXPRESS: Taps Jason A. Burgess as Legal Counsel
---------------------------------------------------------
All Lines Express, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire The Law Offices of
Jason A. Burgess, LLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code, negotiations with creditors
and the preparation of a plan of reorganization.
The firm will be paid at these rates:
Jason Burgess, Esq. $350 per hour
Paralegals $75 per hour
Burgess received payment of $10,000 from non-debtor LLL Services
and Supplies.
Jason Burgess, Esq., disclosed in court filings that he does not
represent any interest adverse to the Debtor, the bankruptcy estate
and creditors, according to court filings.
The firm can be reached through:
Jason A. Burgess, Esq.
The Law Offices of Jason A. Burgess, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Phone: (904) 372-4791
Fax: (904) 372-4994
Email: jason@jasonaburgess.com
About All Lines Express
All Lines Express, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 19-03604) on Sept. 23, 2019, disclosing
under $1 million in both assets and liabilities. Judge Jerry A.
Funk oversees the case. The Debtor tapped The Law Offices of Jason
A. Burgess, LLC as its legal counsel.
ALMANOR LAKEFRONT: March 5 Hearing on Plan Disclosures
------------------------------------------------------
A hearing on tentative approval of the disclosure filed by Almanor
Lakefront L.L.C., in the Debtor's proposed Combined Plan of
Liquidation and Disclosure Statement, will be held on March 5, 2020
at 1:30 p.m., in the courtroom of the Honorable Stephen L. Johnson,
United States Bankruptcy Judge, at 280 South First Street,
Courtroom 9, San Jose, California.
Any objection to approval of the disclosures in Combined Plan and
Disclosure Statement must be filed at least seven days before the
hearing.
The Debtor filed a Combined Chapter 11 Plan of Reorganization and
Disclosure Statement on Feb. 12, 2020. Distributions under this
Plan will be funded by: (1) the sale of substantially all of the
estate's assets to Lake Almanor Cabin Owners, LLC for the gross sum
of $10,000; and (2) any additional funds belonging to the estate or
the Debtor on the Effective Date after making any other
distributions provided for in this Plan.
The Plan treats claims as follows:
* Class 1(b) consists of claims consists of the allowed claims
of any subtenant of the Debtor. Claims in this class will receive
no distribution or any other thing of value under this Plan. This
class is impaired.
* Class 2. General Unsecured Claims. Creditors will receive a
pro rata share of a fund totaling $9,245 together with any
additional funds of the estate on the Effective Date not otherwise
disbursed under this Plan. This class is impaired.
* Class 3 consists of equity interests in the Debtor. As of the
Effective Date of this Plan, all membership interests shall be
terminated and cancelled.
* Class 4 consists of subordinated claims, the holders of which
have consented to subordination conditional upon confirmation of
this Plan. Claims in this class will receive no distribution or any
other thing of value under this Plan. This class is impaired.
A full-text copy of the Combined Chapter 11 Plan of Reorganization
and Disclosure Statement dated Feb. 12, 2020, is available
at https://tinyurl.com/wzqusau from PacerMonitor.com at no
charge.
About Almanor Lakefront
Almanor Lakefront L.L.C. operates a recreational park, which stands
on a 1.45-acre leased real property in County of Plumas,
California. It, in turn, sublets divisions of the property to 19
subtenants.
Almanor Lakefront sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-51578) on Aug. 5,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $500,000 and liabilities of less than $1
million. MacDonald Fernandez LLP is the Debtor's legal counsel.
AMERICAN COMMERCIAL: March 20 Hearing on Plan & Disclosures
-----------------------------------------------------------
A hearing on the adequacy of the Disclosure Statement and the
confirmation of the Plan filed by American Commercial Lines Inc.,
et al., will be held before Judge Isgur, United States Bankruptcy
Judge, in Room 404 of the United States Bankruptcy Court for the
Southern District of Texas, 515 Rusk Street Houston, Texas 77002,
on March 20, 2020, at 8:30 a.m. (CT).
The deadline for filing objections either to the adequacy of the
Disclosure Statement or to the confirmation of the Plan is March
13, 2020, at 4:00 p.m. (CT).
The Plan provides that each holder of an Allowed General Unsecured
Claim in Class 5 Claim will receive (i) payment equal to the
Allowed amount of such Claim, in Cash, as an when such claim
becomes due and payable in the ordinary course of the applicable
Debtor's business or in accordance with applicable court order
(plus any interest accrued after the Petition Date with respect to
such Claim as may be required by law to render such Claim
Unimpaired, as determined by the Debtors or ordered by the
Bankruptcy Court), or (ii) such other treatment that renders such
holder Unimpaired. The estimated recovery of the class is 100%.
A full-text copy of the Notice dated Feb. 12, 2020, is available
at https://tinyurl.com/qsbb9px from PacerMonitor.com at no
charge.
The Debtors' counsel:
John F. Higgins
Eric M. English
PORTER HEDGES LLP
1000 Main Street, 36th Floor
Houston, Texas 77002
Telephone: (713) 226-6000
Facsimile: (713) 226-6248
E-mail: jhiggins@porterhedges.com
- and -
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
E-mail: ddunne@milbank.com
skhalil@milbank.com
pmilender@milbank.com
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 LIQUOR: Seeks to Hire Rafool Bourne as Legal Counsel
-------------------------------------------------------------
American Liquor & Foodmart, LLC seeks authority from the U.S.
Bankruptcy Court for the Central District of Illinois to hire
Rafool, Bourne & Shelby, P.C. 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, powers and duties in
connection with the administration of its bankruptcy estate and the
disposition of its property;
(b) take actions with respect to claims that may be asserted
against the Debtor and property of its estate;
(c) prepare legal documents;
(d) represent the Debtor with respect to inquiries and
negotiations concerning creditors of its estate and property; and
(e) initiate, defend or otherwise participate in all
proceedings before the bankruptcy court or any other court of
competent jurisdiction.
Rafool Bourne will be paid at the hourly rate of $300 and will be
reimbursed for work-related expenses incurred.
Prior to its bankruptcy filing, the Debtor paid Rafool Bourne a
$20,000 retainer, of which $3,907 was used to pay the firm's
pre-bankruptcy services while $1,717 was used to pay the filing
fee.
Summer Bourne, Esq., a partner at Rafool Bourne, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Rafool Bourne can be reached at:
Sumner A. Bourne, Esq.
Rafool, Bourne & Shelby, P.C.
411 Hamilton Blvd., Suite 1600
Peoria, IL 61602
Tel: (309) 673-5535
About American Liquor & Foodmart
American Liquor & Foodmart, LLC, a privately held company that owns
and operates convenience store and gas station, filed a voluntary
Chapter 11 petition (Bankr. C.D. Ill. Case No. 20-80044) on Jan 13,
2020. In the petition signed by Pradeep Kataria, manager, the
Debtor estimated $1 million to $10 million in both assets
liabilities. Judge Thomas L. Perkins oversees the case. Sumner A.
Bourne, Esq., at Rafool, Bourne & Shelby, P.C., is the Debtor's
legal counsel.
AMERICAN LIQUOR: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of American Liquor & Foodmart, LLC.
About American Liquor & Foodmart
American Liquor & Foodmart, LLC is a privately held company that
owns and operates convenience store and gas station.
American Liquor & Foodmart filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Ill. Case No. 20-80044) on Jan. 13, 2020. In the
petition signed by Pradeep Kataria, manager, the Debtor was
estimated to have between $1 million and $10 million in both assets
and liabilities. Judge Thomas L. Perkins oversees the case.
Rafool, Bourne & Shelby, P.C., is the Debtor's legal counsel.
AMERICAN RENEWABLE: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: American Renewable Power LLC
300 Spectrum Drive, Suite 400
Irvine, CA 92618
Business Description: American Renewable Power LLC --
https://www.amerpower.com/ -- is a
California-based company that acquires, owns
and operates renewable energy power
facilities in the US. ARP acquires and
operates large-scale biomass, wind and solar
generation assets to provide a renewable
electricity source to large corporate and
institutional customers.
Chapter 11 Petition Date: February 18, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-10533
Judge: Hon. Erithe A. Smith
Debtor's Counsel: David B. Golubchik, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Blvd., Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Wai Keung Lee, manager.
The Debtor stated it has no unsecured creditors.
A copy of the petition containing is available for free at
PacerMonitor.com at:
https://is.gd/chI8dP
ANOTHER DAN MOON: Seeks to Hire Jason A. Burgess as Legal Counsel
-----------------------------------------------------------------
Another Dan Moon Global Enterprise Palm Coast Limited Liability
Company seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire The Law Offices of Jason A.
Burgess, LLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code, negotiations with creditors
and the preparation of a plan of reorganization.
The firm will be paid at these rates:
Jason Burgess, Esq. $335 per hour
Paralegals $75 per hour
Burgess received the sum of $4,000 from the Debtor, of which $1,717
was used to pay the filing fee.
Jason Burgess, Esq., disclosed in court filings that he does not
represent any interest adverse to the Debtor, the bankruptcy estate
and creditors, according to court filings.
The firm can be reached through:
Jason A. Burgess, Esq.
The Law Offices of Jason A. Burgess, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Phone: (904) 372-4791
Fax: (904) 372-4994
Email: jason@jasonaburgess.com
About Another Dan Moon Global Enterprise
Another Dan Moon Global Enterprise Palm Coast Limited Liability
Company sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 20-00367) on Feb. 3, 2020. At the time
of the filing, the Debtor had estimated assets of less than $50,000
and liabilities of between $50,001 and $100,000. The Debtor is
represented by The Law Offices of Jason A. Burgess, LLC.
AQUABOUNTY TECHNOLOGIES: Randal Kirk Reports 44.6% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, these entities and individual reported beneficial
ownership of shares of common stock of Aquabounty Technologies,
Inc. as of Feb. 13, 2020:
Shares Percent
Beneficially of
Reporting Person Owned Class
---------------- ------------ -------
Randal J. Kirk 14,251,753 44.6%
Third Security, LLC 14,049,193 44.0%
TS AquaCulture LLC 8,239,199 25.8%
TS Biotechnology Holdings, LLC 5,175,000 16.2%
The percentage ownership was calculated based on 21,605,322 shares
of Common Stock issued and outstanding as of Nov. 4, 2019, as
disclosed by the Company in its Quarterly Report on Form 10-Q for
the period ended Sept. 30, 2019, increased by 10,350,000 shares
issued in connection with the Offering, including the exercise in
full of the underwriters' overallotment option.
On Feb. 13, 2020, TS Biotechnology utilized its working capital to
purchase 5,175,000 shares of Common Stock in the Offering, for an
aggregate purchase price of $7,762,500, or $1.50 per share.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/c8KBdE
About AcquaBounty
Headquartered in Maynard, Massachusetts, AquaBounty Technologies,
Inc., is a biotechnology company focused on enhancing productivity
and sustainability in the fast-growing aquaculture market. The
Company's objective is to ensure the availability of high-quality
seafood to meet global consumer demand, while addressing critical
production constraints in the most popular farmed species.
AquaBounty reported a net loss of $10.38 million in 2018 following
a net loss of $9.26 million in 2017. As of Sept. 30, 2019, the
Company had $32.96 million in total assets, $6.08 million in total
liabilities, and $26.88 million in total stockholders' equity.
Wolf & Company, P.C., in Boston, Massachusetts, the Company's
auditor since 2011, issued a "going concern" qualification in its
report dated March 7, 2019, on the Company's consolidated financial
statements for the year ended Dec. 31, 2018, citing that the
Company has suffered recurring losses and negative cash flows from
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
ARMAOS PROPERTY: Has Authority to Use Cash Collateral Until Feb. 29
-------------------------------------------------------------------
Judge James J. Tancredi of the U.S. Bankruptcy Court for the
District of Connecticut issued a 14th interim order authorizing
Armaos Property Holdings, LLC and Olympic Hotel Corporation to use
cash collateral use cash collateral, including proceeds from the
Debtors' accounts receivable, in accordance with the budget, with a
variance of 10% permitted, for the period from Feb. 1 to Feb. 29,
2020.
Subject to a Carve-Out, the Debtors' Secured Creditors are granted
(1) a continuing post-petition lien and security interest in all of
the Debtors' prepetition property as existed on the Petition Date;
and (2) a continuing post-petition replacement lien in all property
acquired by the Debtors after the Petition Date, provided that the
Replacement Liens do not extend to any claims or causes of action
arising under Chapter 5 of the Bankruptcy Code.
The Replacement Liens granted to the Secured Creditors will
maintain the same priority, validity and enforceability as their
respective security interests and/or liens had on the Prepetition
Collateral and will be recognized only to the extent of any actual
diminution in the value of the Prepetition Collateral resulting
from the use of Cash Collateral pursuant to the 14th Interim Order.
The liens of (i) Access Point Financial; (ii) Small Business
Financial Solutions, LLC; (iii) the Department of Labor; (iv)
Department of Revenue Services; and (v) Internal Revenue Service,
and any replacements thereof, pursuant to the 14th Interim Order,
will be subject to and subordinate to the Carve-Out for up to
$30,000 (over and above the $10,000 retainer held by Debtors'
accountants).
The Debtors are required to pay Access Financial weekly adequate
protection payments on an Equipment Loan for $1,555.54, and on
account of a Real Estate Mortgage Loan for $10,305.61, each payable
on or before the Friday of each week while the Order is in effect.
A hearing to consider the Debtors' further use of the cash
collateral will be held on Feb. 28, 2020, at 10:00 a.m.
The Debtors are directed to file a proposed 15th interim order by
Feb. 21, to which objecting parties must file objections no later
than 12 p.m. (prevailing Eastern Time) on Feb. 25.
A copy of the 14th Interim Order is available at
https://is.gd/uchU7N from PacerMonitor.com free of charge.
About Armaos Property and Olympic Hotel
Armaos Property Holdings, LLC, owns a 140-room hotel located in
Groton, Connecticut. Sister company Olympic Hotel Corporation
operates the hotel. Armaos and Olympic have been a family owned
business since the hotel opened in 1985.
Armaos Property and Olympic Hotel filed voluntary petitions for the
relief afforded under Chapter 11 of the Bankruptcy Code (Bankr. D.
Conn. Case Nos. 19-20134 and 19-20135) on Jan. 30, 2019. The
petitions were signed by Michael C. Armaos, manager. The cases are
jointly administered.
At the time of filing, Armaos Property was estimated to have both
assets and liabilities at $1 million to $10 million; and Olympic
Hotel was estimated to have $50,000 to $100,000 in assets and $1
million to $10 million in liabilities.
The Debtors are represented by James Berman, Esq., at Zeisler &
Zeisler, P.C.
ARP-LOYALTON: Case Summary & 7 Unsecured Creditors
--------------------------------------------------
Debtor: ARP-Loyalton Cogen LLC
300 Spectrum Drive, Suite 400
Irvine, CA 92618
Business Description: ARP-Loyalton Cogen LLC is a subsidiary of
American Renewable Power, a California-based
company that acquires, owns and operates
renewable energy power facilities in the US.
Chapter 11 Petition Date: February 18, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-10535
Judge: Erithe A. Smith
Debtor's Counsel: David B. Golubchik, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Blvd., Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Wai Keung Lee, authorized agent.
A copy of the petition containing, among other items, a list of the
Debtor's seven unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/Kpses7
ASPEN LANDSCAPING: Ohio Casualty Seeks to Keep Rights to Bonds
--------------------------------------------------------------
The Ohio Casualty Insurance Company submitted a limited objection
to the First Amended Disclosure Statement filed by Aspen
Landscaping Contracting, Inc.
Ohio Casualty avers that the Debtor thus cannot say simply, in its
Plan or Disclosure Statement, that it intends to assume the bonds,
without first having secured Ohio Casualty's consent to keeping the
bonds in place.
Ohio Casualty further points out since its investigation is
ongoing, Ohio Casualty is not yet in a position to provide its
consent to keep the bonds in place, although "we are optimistic
that we ultimately will work out an agreement with the Debtor that
includes providing such consent."
According to Ohio Casualty, for present purposes, this limited
objection is intended simply to preserve Ohio Casualty's rights
relative to the bonds and the Debtor's purported intention to
assume them, as stated in the First Amended Disclosure Statement,
while pertinent discussions between Ohio Casualty and the Debtor
continue.
Ohio Casualty asserts that since Ohio Casualty's investigation of
the Debtor continues, it is not in a position to determine whether
the Debtor is proposing to use any construction trust funds for
non-trust purposes, which would be impermissible.
Attorneys for The Ohio Casualty Insurance Company:
Adam P. Friedman
CHIESA SHAHINIAN & GIANTOMASI PC
One Boland Drive
West Orange, New Jersey 07052
Tel: (973) 325-1500
E-mail: afriedman@csglaw.com
About Aspen Landscaping Contracting
Aspen Landscaping Contracting, Inc. -- https://www.aspennj.net/ --
is a landscaping contractor located in Union, New Jersey serving
commercial and residential clients. The company offers wetland
mitigation, planting, hydroseeding, irrigation, railroad spraying,
tree removal/pruning/clearing, erosion control/soil stabilization,
soil procurement and grading, and landfill work.
Aspen Landscaping Contracting sought Chapter 11 protection (Bankr.
D.N.J. Case No. 19-31885) on Nov. 20, 2019 in Newark, New Jersey.
In the petition was signed by Maria A. Fuentes, president, the
Debtor was listed with total assets at $2,429,468 and total
liabilities at $2,510,983.
Judge Vincent F. Papalia oversees the case.
MCMANIMON, SCOTLAND & BAUMANN, LLC, is the Debtor's counsel. SAX,
LLP, serves as accountant to the Debtor.
BISHOP GROUP: Seeks to Hire Dean W. Greer as Legal Counsel
----------------------------------------------------------
Bishop Group, LLC, seeks approval from the U.S. Bankruptcy Court
for the Western District of Texas to hire the Law Offices of Dean
W. Greer as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and the preparation of a plan
of reorganization.
The Debtor will pay the firm an hourly fee of $300 for its
services.
Dean Greer, Esq., the firm's attorney who will be handling the
case, disclosed in court filings that he is "disinterested" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Dean W. Greer, Esq.
Law Offices of Dean W. Greer
2929 Mossrock, Suite 117
San Antonio, TX 78203
Telephone: (210) 342-7100
Telecopier: (210) 342-3633
About Bishop Group
Bishop Group, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Tex. Case No. 19-52039) on Aug. 28, 2019, disclosing under $1
million in both assets and liabilities. Judge Craig A. Gargotta
oversees the case. The Debtor tapped the Law Offices of Dean W.
Greer as its bankruptcy counsel, and Langley & Banack, Inc., as its
special litigation counsel.
BLOX INC: Incurs $115K Net Loss for the Quarter Ended Dec. 31
-------------------------------------------------------------
Blox, Inc., filed its quarterly report on Form 10-Q, disclosing a
net loss of $115,386 on $0 of revenue for the three months ended
Dec. 31, 2019, compared to a net loss of $201,105 on $0 of revenue
for the same period in 2018.
At Dec. 31, 2019, the Company had total assets of $1,129,386, total
liabilities of $764,844, and $364,542 in total stockholders'
equity.
The Company has incurred a net loss of US$300,930 for the nine
months ended December 31, 2019 and has incurred cumulative losses
since inception of US$22,770,458 as at December 31, 2019.
The Company said that these factors raise substantial doubt about
the ability of the Company to continue as going concern. The
continuation of the Company as a going concern is dependent upon
the continued financial support from its shareholders, the ability
of the Company to obtain necessary debt and/or equity financing to
continue operations. The management of the Company has undertaken
steps as part of a plan to sustain operations for the next fiscal
year including plans to raise additional equity financing,
controlling costs and reducing operating losses.
A copy of the Form 10-Q is available at:
https://is.gd/1pVota
Blox, Inc. explores for and develops mineral properties in West
Africa. The Company primarily explores for gold deposits. It owns
a 78% interest in the Mansounia property covering an area of 145
square kilometers located in Kankan Region, Guinea, West Africa.
The Company also has interests in Pramkese, Osenase, and Asamankese
properties situated in Ghana. Blox, Inc. is headquartered in New
York, New York.
BOY SCOUTS: Crew Janci Represents Sexual Abuse Victims
------------------------------------------------------
For a decade, Crew Janci LLP has represented victims of sexual
abuse in Boy Scouts of America (BSA), one of the largest youth
organizations in the United States. In recent years, as more
victims have come forward, the extent of abuse in chapters across
the nation is becoming more evident, highlighting the lack of
action to prevent or reduce childhood sexual abuse by scout
leaders.
The Feb. 18 announcement of BSA filing Chapter 11 bankruptcy comes
at a time when the organization is beginning to face the realities
and ramifications of ignoring this issue for decades. As a firm
trusted by hundreds of victims, Crew Janci LLP believes it's
essential to answer questions and clarify misconceptions about the
filing.
"It's important that survivors know this filing does not preclude
new claims from being brought forward or seeking justice," said
Peter Janci, partner at Crew Janci LLP. "We want victims to know
they are not alone and can still come forward and speak their
truth."
For nearly a century, BSA has known about its Boy Scouts sexual
abuse cases and its systematic problem of abuse. The abuse has
occurred almost from the program's beginning. Starting in the
1920s, BSA leaders established a secret file system intended to
flag individuals who posed risk of sexual molestation to Boy
Scouts.
"We have represented hundreds of victims of sexual abuse cases
against BSA around the country for more than a decade," said
victims' attorney Stephen Crew, of Crew Janci LLP. "This
bankruptcy filing will not allow the organization to escape
compensating victims, so long as they come forward promptly."
Attorneys from Crew Janci LLP were also part of the plaintiff's
trial team in the 2010 case of Kerry Lewis v. Boy Scouts of
America, which resulted in a $19.9 million verdict for the victim
and forced the first-ever public release of BSA's secret internal
"Perversion Files" (now available on the Crew Janci LLP website).
If you or someone you know has been subjected to sexual abuse in
Boy Scouts, our sexual abuse lawyers are here to help. Offering
trusted counsel and expert support in sexual abuse law, Crew Janci
LLP takes these matters seriously and will keep your message
confidential.
About Crew Janci LLP
Crew Janci LLP's attorneys have more than 30 years of combined
experience helping hundreds of victims of sexual abuse and other
crimes. It is dedicated to empowering victims of sexual violence
and other crimes to achieve the healing they need and the justice
they deserve.
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. The national
headquarters of the BSA is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel;
MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and
ALVAREZ & MARSAL NORTH AMERICA, LLC, as financial advisor. OMNI
AGENT SOLUTIONS is the claims agent.
BOY SCOUTS: Enters Chapter 11 Due to Sex Abuse Lawsuits
-------------------------------------------------------
Facing nearly 300 sexual abuse lawsuits, the national organization
of the Boy Scouts of America and Delaware BSA, LLC, on Feb. 18,
2020, filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy Court
for the District of Delaware to achieve two key objectives:
* equitably compensate victims who were harmed during their time
in Scouting and
* continue to carry out Scouting's mission for years to come.
No local councils or other entities are included as Debtors in
these cases
The BSA is a non-profit corporation founded in 1910 and chartered
by an act of Congress on June 15, 1916. The BSA's mission is to
train youth in responsible citizenship, character development and
self-reliance through participation in a wide range of outdoor
activities, educational programs, and, at older age levels,
career-oriented programs in partnership with community
organizations.
Since its inception 110 years ago, more than 130 million Americans
have participated in the BSA's youth programs and more than 35
million volunteers have helped carry out the BSA's mission. Today,
the BSA remains one of the largest youth organizations in the
United States and one of the largest Scouting organizations in the
world, with approximately 2.2 million registered youth participants
and approximately 800,000 adult volunteers as of December 2019.
As has been widely reported, the BSA is currently a defendant in
numerous lawsuits relating to historical acts of sexual abuse in
its Scouting programs.
According to Brian Whittman, a Managing Director at Alvarez &
Marsal North America, LLC, presently serving as restructuring
advisor to the BSA, there are currently approximately 275 lawsuits
pending in state and federal courts across the United States
asserting abuse-related claims against the BSA. In addition,
attorneys for abuse victims have provided information asserting
approximately 1,400 additional claims that have not yet been filed,
for a total of approximately 1,700 known asserted abuse claims.
Approximately 90% of these pending and asserted claims relate to
abuse that occurred over 30 years ago. The number of abuse claims
asserted against the BSA has sharply increased in recent years, an
increase to coincide with a trend of states' enacting legislation
to allow victims of sexual abuse to assert claims that would
previously have been barred by applicable statutes of limitations.
The recent increase in the number of abuse claims filed against the
BSA has placed tremendous financial pressure on the organization.
The BSA spent more than $150 million on settlements and legal and
related professional costs from 2017 through 2019 alone.
In view of these developments, the BSA determined that it could not
continue to address abuse litigation in the tort system on a
case-by-case basis without jeopardizing its capability to carry out
its mission.
In late 2018, the BSA retained legal and financial advisors, Sidley
Austin LLP and Alvarez, respectively, to explore strategic options
for achieving a global resolution of abuse claims. The Debtors
explored certain restructuring options throughout 2019. These
options included efforts by the Debtors to reach a global
settlement with a substantial number of abuse victims that could be
implemented through a prearranged chapter 11 proceeding. These
efforts were unsuccessful.
Ultimately, the Debtors and their advisors turned their attention
to preparing for the commencement of the chapter 11 proceedings.
The Debtors' dual objectives in these chapter 11 cases are (a)
timely and equitably compensating victims of abuse in Scouting and
(b) ensuring that the Debtors emerge from bankruptcy with the
capability to continue carrying out its charitable mission.
As a non-profit corporation that relies on member fees and
donations to sustain its operations, the BSA recognizes that
prolonged bankruptcy cases would be costly, would deplete funds
available to compensate abuse victims, and would endanger the BSA's
capability to continue to carry out its mission after emergence.
Accordingly, both prior to and immediately upon the commencement of
these cases, the BSA took several decisive steps designed to ensure
that these chapter 11 cases would proceed expeditiously. The
Debtors believe that, with the measures they have implemented at
the outset of these cases, all stakeholders will be well positioned
to efficiently work toward a global resolution.
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. The national
headquarters of the BSA is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel;
MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and
ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor. OMNI
AGENT SOLUTIONS is the claims agent.
BOY SCOUTS: Has Plan to Deal With Sexual Abuse Claims
-----------------------------------------------------
The Boy Scouts of America on Feb. 17, 2020, sought Chapter 11
bankruptcy protection and immediately filed a plan of
reorganization that provides a framework for, among other things,
the global resolution of abuse claims asserted against the BSA and
a comprehensive restructuring of the organization.
If the Plan is confirmed and consummated, the Debtors, as
Reorganized Debtors, will emerge from bankruptcy able to continue
its mission, and holders of Abuse Claims will have a streamlined
and certain process by which they may obtain compensation for
Abuse.
Under the Plan, (1) Abuse Claims shall be channeled to the Victims
Compensation Trust pursuant to the Channeling Injunction and may be
asserted only and exclusively against the Victims Compensation
Trust, (2) the holders of all 2010 Credit Facility Claims, 2019 RCF
Claims, 2010 Bond Claims, and 2012 Bond Claims will have their
claims restructured under restated documentation, and (3) holders
of General Unsecured Claims will receive Pro Rata shares of the GUC
Plan Distribution. The Plan also provides for the payment
in full in Cash of Claims entitled to administrative expense
or priority status under the Bankruptcy Code.
The Debtors are soliciting votes to accept or reject the Plan from
the holders of Claims in Class 3A (2010 Credit Facility Claims),
Class 3B (2019 RCF Claims), Class 4A (2010 Bond Claims), Class 4B
(2012 Bond Claims), Class 5 (General Unsecured Cliams), and Class 6
(Abuse Claims).
While the 2019 RCF Claims, 2010 Bond Claims and 2012 Bond Claims
are slated to have a 100% recovery, their claims are to be
reinstated with modifications, thus they are impaired under the
Plan.
The Disclosure Statement still has blanks as to the projected
allowed claims and the projected recoveries of general unsecured
creditors and abuse victims.
At least $328M Funded Debt
The BSA is funded by membership fees, donor contributions, legacies
and bequests, corporate sponsorships, grants from foundations, and
supply sales. In 2019, the BSA's gross revenues were approximately
$393 million. Of this total, approximately 30% of gross revenues
were attributable to sales of merchandise at Scout Shops, on its
website, and directly to Local Councils; approximately 16% to
membership fees; approximately 15% to high adventure facility
operations; approximately 13% to income on investments;
approximately 8% from donor contributions, legacies, and bequests;
and approximately 8% to event fees.
The total of the Debtors' prepetition funded indebtedness plus
outstanding letters of credit is $328,104,155. As of the Petition
Date, the Debtors were liable to the prepetition secured parties
for the aggregate principal amount not less than:
(a) $61,542,720 in respect of letters of credit issued on
behalf of the BSA under the 2019 RCF Agreement ultimately drawn;
(b) (i) $11,250,000 in respect of term loans made to the BSA,
(ii) $25,212,317 in respect of revolving loans made to the BSA,
and(iii) $44,299,743 in respect of letters of credit issued on
behalf of the BSA, if such letters of credit are ultimately drawn,
each under the 2010 RCF Agreement;
(c) $40,137,274 under the 2010 Bond Agreement; and
(d) $145,662,101 under the 2012 Bond Agreement, in each case
excluding accrued interest, fees, expenses, and other costs and
obligations.
As of the Petition Date, the Debtors estimate that they have
approximately $20 million of outstanding unsecured trade accounts
payable and related accrued liabilities. The BSA also sponsors a
defined benefit pension plan that was approximately 89% funded with
an underfunding of $183 million as of Feb. 1, 2019. Since that
time, the underfunding has been reduced by contributions and
investment return. In addition, as of the Petition Date, the BSA
owes $16 million on account of benefits outstanding under certain
non-qualified retirement benefit plans under Sections 457(b) and
457(f) of the Internal Revenue Code. Further, as of the Petition
Date, the BSA owes an estimated $30 million for ordinary-course
accrued liabilities such as accrued payroll and benefits,
self-insured medical claims, and taxes.
The BSA is currently a defendant in numerous lawsuits relating to
historical acts of sexual abuse in its Scouting programs. There
are currently 275 lawsuits pending in state and federal courts
across the United States asserting abuse-related claims against the
BSA. In addition, attorneys for abuse victims have provided
information regarding approximately 1,400 additional claims that
have not yet been filed, for a total of approximately 1,700 known
asserted abuse claims. Based on the information provided,
approximately 90% of pending and asserted claims relate to abuse
that occurred before 1988.
Victims Compensation Trust
On the Effective Date of the Plan, the Debtors shall establish a
trust for the benefit holders of Abuse Claims. The Victims
Compensation Trust shall assume liability for all Abuse Claims and
hold, administer and distribute Trust Assets for the benefit of
holders of Abuse Claims.
From and after the Effective Date, all Abuse Claims shall be
subject to the Channeling Injunction, and the Protected Parties
shall not have any obligation with respect to any liability of any
nature or description arising out of, relating to, or in connection
with any Abuse Claims.
A copy of the Disclosure Statement explaining the Plan is available
at:
http://bankrupt.com/misc/BSA_21_DS.pdf
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. The BSA's
national headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel;
MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and
ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor. OMNI
AGENT SOLUTIONS is the claims agent.
BOY SCOUTS: Says Chapter 11 Not Meant to Evade Abuse Claims
-----------------------------------------------------------
The Boy Scouts of America (BSA) on Feb. 18 disclosed that the
national organization has filed for bankruptcy under Chapter 11 of
the U.S. Bankruptcy Code to achieve two key objectives: equitably
compensate victims who were harmed during their time in Scouting
and continue carrying out its mission for years to come. The BSA
intends to use the Chapter 11 process to create a Victims
Compensation Trust that would provide equitable compensation to
victims.
Scouting programs, including unit meetings and activities, council
events, other Scouting adventures and countless service projects,
will continue throughout this process and for many years to come.
The BSA fully intends to maintain its commitments to its members,
families, volunteer leaders, employees, retirees, donors and alumni
to the fullest extent permitted by bankruptcy laws. The
organization also will pay its vendors and partners for all goods
and services delivered from today forward.
Local councils, which provide programming, financial, facility and
administrative support to Scouting units in their communities, have
not filed for bankruptcy. They are legally separate, distinct and
financially independent from the national organization.
"The BSA cares deeply about all victims of abuse and sincerely
apologizes to anyone who was harmed during their time in Scouting.
We are outraged that there have been times when individuals took
advantage of our programs to harm innocent children," said Roger
Mosby, President and Chief Executive Officer. "While we know
nothing can undo the tragic abuse that victims suffered, we believe
the Chapter 11 process -- with the proposed Trust structure -- will
provide equitable compensation to all victims while maintaining the
BSA's important mission."
Establishment of the Victims Compensation Trust and Support for
Victims of Abuse
The BSA has an important duty to keep children safe, supported and
protected while preparing them for their futures, and the
organization has every intention of continuing to fulfill these
important responsibilities.
Tragically, there have been times when individuals took advantage
of the BSA's programs to harm children. The BSA firmly believes
that a proposed Victims Compensation Trust structure is the best
means of compensating victims in a way that is equitable and
protects their identities. The BSA encourages victims to come
forward to file a claim as the bankruptcy process moves forward and
will provide clear and comprehensive notices about how to do so.
The BSA has, for years, funded in-person counseling for any current
or former Scout who was a victim of abuse as well as victims'
family members, by a provider of their choice. As an extension of
this commitment to supporting victims, the BSA recently announced a
partnership with 1in6, a trusted national resource for male
survivors, to expand their services so that victims of abuse are
able to anonymously access vital support from trained advocates
when and how they need it. Victims can access 1in6 services at
www.1in6.org/BSA. This is a multiyear commitment, which the BSA
feels is an important component of its ongoing efforts to support
victims.
Maintaining Programming and Upholding Commitments to All
Stakeholders
Scouting will continue to provide unparalleled programs to young
people -- keeping them safe, supported and protected as it prepares
them for their futures. The BSA today has some of the strongest,
expert-informed youth protection policies found in any
youth-serving organization, including mandatory youth protection
training and background checks for all volunteers and staff, as
well as policies that prohibit one-on-one interaction between youth
and adults and require all volunteers and staff to report any
suspected abuse to law enforcement.
Additional information about the BSA's multilayered safeguards, our
commitment to support victims, and our efforts to be part of the
broader solution to child abuse is available at
www.scouting.org/youth-safety.
Read the BSA's Open Letter to Victims here: https://is.gd/QwQKu3
More information and updates about the restructuring are available
via the national organization's dedicated restructuring website,
www.BSArestructuring.org. Victims, as well as vendors and other
potential creditors who have questions about their claims may
contact Restructuring@scouting.org or call 1-866-907-BSA1 for the
fastest response.
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. The national
headquarters of the BSA is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel;
MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and
ALVAREZ & MARSAL NORTH AMERICA, LLC, as financial advisor. OMNI
AGENT SOLUTIONS is the claims agent.
BOY SCOUTS: Seeks to Consolidate and Stay Sexual Abuse Lawsuits
---------------------------------------------------------------
Unlike a for-profit corporation, the Boy Scouts of America cannot
rely on revenues from the ordinary sales of products or services to
sustain its operations during bankruptcy. Instead, there is a
close correlation between the financial condition of the BSA and
the public's confidence in the organization's ability to carry out
its mission to serve youth, families, and local communities through
its Scouting programs. A prolonged bankruptcy case would erode
public confidence in the BSA, jeopardize its ability to operate,
and potentially deprive America's youth of the ability to
participate in Scouting. It would also deplete the assets
available to compensate abuse victims.
According to court filings, the Debtors have taken several
immediate steps to promote the expeditious and efficient execution
of their reorganization proceedings:
* Data Room. To avoid the delays and expense of protracted
discovery, the BSA has established and is populating an electronic
data room, which it will use to proactively make financial and
non-financial information available to a committee representing
abuse victims. This data room includes, among other things,
balance sheets and asset-level information for the BSA and numerous
Local Councils, including details regarding donor restrictions on
such assets, as well as information on the BSA's liabilities and
organizational structure.
* Ad Hoc Committee of Local Councils. Prior to the commencement
of the Chapter 11 cases, the BSA assisted in the formation of an ad
hoc committee of Local Councils comprised of eight Local Councils
of various sizes from every region of the country. The primary
purpose of the Local Council Committee is to allow Local Councils
to participate in negotiations regarding a global resolution of
abuse claims and other issues important to them, including the
treatment of their shared insurance with the BSA. The Local
Council Committee has also been instrumental in coordinating the
BSA's prepetition (and continuing) efforts to collect and organize
Local Council asset information. The individual members of the
Local Council Committee are all volunteers. The volunteer chair is
Richard G. Mason of the Wachtell, Lipton, Rosen & Katz law firm.
Mr. Mason is the volunteer president of one of the Local Councils.
* Future Claims Representative. In early 2019, when the BSA
made the decision to pursue a prearranged global resolution of
abuse claims through a potential chapter 11 proceeding, the BSA
determined that it was necessary and appropriate to engage an
independent third-party representative for future abuse claimants.
After considering possible candidates for the role, the BSA
selected James L. Patton, Jr. to serve as prepetition future claims
representative. Mr. Patton and his advisors attended the November
2019 mediation.
* Scheduling Motion for Disputes Regarding Certain Identified
Property. The Debtors will file a motion seeking to establish a
schedule for the Bankruptcy Court to hear and adjudicate any
disputes regarding whether certain identified property is subject
to enforceable restrictions under applicable law and/or is
otherwise unavailable to satisfy creditor claims. In particular,
this motion requests that the Court approve deadlines for (a)
filing initial information requests that are non-duplicative of
information available in the data room; (b) commencing an adversary
proceeding seeking a declaratory judgment as to whether the
identified property is available to satisfy creditor claims; (c)
filing an answer to the adversary complaint; (d) holding a
meet-and-confer; and (e) a status conference. The relief requested
in this motion strikes an appropriate balance between affording
parties in interest a sufficient opportunity to review, examine,
and potentially challenge the BSA's characterizations of its
assets, and the need to avoid sprawling, disorganized litigation in
these cases.
* Bar Date Motion. The Debtors will file a motion to establish
comprehensive procedures for providing notice of the applicable bar
dates to the Debtors' creditors and for creditors, including abuse
victims, to file proofs of claim. This relief includes Court
approval of (a) bar dates by which creditors will be required to
file proofs of claim, including a separate bar date for proofs of
claim on account of abuse claims; (b) the forms of the Debtors'
proposed proofs of claim, including a customized proof of claim for
abuse victims; and (c) the forms of the Debtors' proposed bar date
notices, including a separate bar date notice for abuse victims.
The Debtors also intend to formulate a supplemental noticing
program tailored to reach as many presently unknown abuse claimants
as practicable in coordination with any official committee of abuse
victims that may be appointed in these cases.
* Mediation. The Debtors will file a motion seeking the
immediate appointment of a sitting bankruptcy judge as a mediator
and the referral to mandatory mediation of all issues related to a
global settlement of abuse claims through a consensual plan of
reorganization. The BSA believes that it is critical for a
mediator to be appointed at the outset of these cases given the
need to avoid a prolonged chapter 11 process for these non-profit
organizations and the complexity of the issues at hand, including
the nature of the abuse claims, the enforceability of restrictions
on the BSA's and Local Councils' assets, and the BSA's historical
insurance coverage.
* Plan of Reorganization. The Debtors will file a plan of
reorganization that provides a framework for, among other things,
the global resolution of abuse claims asserted against the BSA and
a comprehensive restructuring of the organization.
* Consolidation and Stay of Pending Abuse Lawsuits. Concurrently
with the commencement of these cases, the BSA is taking measures to
consolidate and stay all pending abuse litigation. In particular,
the BSA is in the process of removing to federal district court all
abuse claims pending in state courts throughout the country against
the BSA and/or Local Councils, and chartered organizations. The
BSA will also be filing a motion with the U.S. District Court for
the District of Delaware to transfer all of the removed abuse
actions to that court under 28 U.S.C. Sec. 157(b)(5). Finally, the
Debtors have commenced an adversary proceeding in these chapter 11
cases seeking a preliminary injunction against the continued
prosecution of abuse claims against the BSA, Local Councils, and
chartered organizations and affiliated organizations that have been
named in such lawsuits. The BSA believes that the consolidation
and transfer of all such abuse claims will promote the efficient
and effective administration of the Debtors' bankruptcy estates and
assist all parties in their negotiations.
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel;
MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and
ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor. OMNI
AGENT SOLUTIONS is the claims agent.
C AND N TRANSPORT: Taps Dal Lago Law as Legal Counsel
-----------------------------------------------------
C and N Transport, LLC received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Dal Lago Law 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, powers and duties in its
bankruptcy case;
b. prepare legal papers;
c. prosecute and defend any causes of action on behalf of the
Debtor where special counsel is deemed unnecessary;
d. assist in the formulation of a plan of reorganization or
liquidation and disclosure statement;
e. assist the Debtor in considering and requesting the
appointment of a trustee or examiner should such action become
necessary;
f. consult with the Office of the U.S. Trustee concerning the
administration of the Debtor's estate; and
g. represent the Debtor at hearings and other judicial
proceedings.
The current hourly rate for Michael Dal Lago, Esq., is $380 while
the rates for associates and paraprofessionals who may be assigned
to perform work on the case range from $170 to $310 per hour.
The firm received a $18,861.50 retainer.
Mr. Dal Lago, president of Dal Lago Law, disclosed in court filings
that the firm's attorneys are "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael R. Dal Lago, Esq.
Christian Garrett Haman, Esq.
Dal Lago Law
999 Vanderbilt Beach Road, Suite 200
Naples, FL 34108
Telephone: (239) 571-6877
Email: mike@dallagolaw.com
chaman@dallagolaw.com
About C and N Transport
C and N Transport LLC, a transportation services provider based in
Cape Coral, Fla., sought bankruptcy protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-00427) on Jan.
21, 2020. In the petition signed by Cynthia Trayner, member, the
Debtor estimated $50,000 in assets and $1 million to $10 million in
liabilities. Michael R. Dal Lago, Esq. at Dal Lago Law, serves as
the Debtor's counsel.
CARBONYX INC: Case Summary & 5 Unsecured Creditors
--------------------------------------------------
Debtor: Carbonyx, Inc.
2001 Broadstone
Plano, TX 75025
Chapter 11 Petition Date: February 18, 2020
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 20-40494
Debtor's Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS
12770 Coit Road
Suite 100
Dallas, TX 75251
Tel: 972-991-5591
E-mail: eric@ealpc.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Hasmukh Patel, authorized agent.
A copy of the petition containing, among other items, a list of the
Debtor's five unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/S3myJj
CAVITATION TECHNOLOGIES: Has $554,000 Net Loss for Dec. 31 Quarter
------------------------------------------------------------------
Cavitation Technologies, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $554,000 on $25,000 of revenue for
the three months ended Dec. 31, 2019, compared to a net loss of
$440,000 on $353,000 of revenue for the same period in 2018.
At Dec. 31, 2019, the Company had total assets of $1,216,000, total
liabilities of $2,357,000, and $1,141,000 in total stockholders'
deficit.
The Company said, "During the six months ended December 31, 2019,
the Company incurred a loss of $516,000 and at December 31, 2019,
the Company had a stockholders' deficit of $1,141,000 and a working
capital deficit of $1,247,000. These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern. In addition, our independent registered public
accounting firm, in their report on our audited financial
statements for the fiscal year ended June 30, 2019, raised
substantial doubt about the Company's ability to continue as a
going concern. The accompanying condensed consolidated financial
statements do not include adjustments that might be necessary if
the Company is unable to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/cZBFZH
Cavitation Technologies, Inc. develops, patents, and commercializes
proprietary technology for use in liquid processing applications in
the United States. It offers Nano Neutralization system for
refining vegetable oils, such as soybean, rapeseed, canola, and
palm oil. The company also develops technology based systems that
are designed to serve various markets, such as vegetable oil
refining, renewable fuels, water treatment, wines and spirits
enhancement, algae oil extraction, water-oil emulsions, and crude
oil yield enhancement. Cavitation Technologies, Inc. was founded in
2007 and is headquartered in Chatsworth, California.
CHAPMAN HOUSE: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: The Chapman House Museum, Inc.
82 Sixth Street
Apalachicola, FL 32320
Business Description: The Chapman House Museum, Inc. is a
tax-exempt entity (as described in 26 U.S.C.
Section 501).
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Northern District of Florida
Case No.: 20-40070
Debtor's Counsel: Byron W. Wright III, Esq.
BRUNER WRIGHT, P.A.
2810 Remington Green Circle
Tallahassee, FL 32308
Tel: (850) 385-0342
E-mail: twright@brunerwright.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Helen E.A. Tudor, president.
A copy of the petition containing, among other items, a list of the
Debtor's seven unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/w6sH0n
CIMTECH CORP: Seeks to Hire Neilson Law as Legal Counsel
--------------------------------------------------------
Cimtech, Corp., seeks approval from the U.S. Bankruptcy Court for
the District of Utah to hire Neilson Law, LLC as its legal
counsel.
Neilson Law will provide these services in connection with the
Debtor's Chapter 11 case:
a. advise the Debtor and take all actions to protect and
preserve its estate, including the defense of any actions commenced
against the Debtor, the negotiation of disputes in which the Debtor
is involved, and the preparation of objections to claims filed
against the estate;
b. draft and prepare legal papers in connection with the
administration of the Debtor's estate;
c. take all actions in connection with a plan of
reorganization and related disclosure statement; and
d. prepare documentation and take other necessary actions in
connection with the Debtor's reorganization and operations.
Darren Neilson, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $250.
Neilson Law received a retainer of $15,000, of which $5,000 was
used to pay for the firm's pre-bankruptcy services while $1,717 was
used to pay the filing fee.
Mr. Neilson disclosed in court filings that his firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Darren Neilson, Esq.
Neilson Law, LLC
4860 Concord Park Dr.
Bluffdale, UT 84065
Telephone: (801) 207-9500
Facsimile: (435) 767-0542
E-mail: Darren@neilsonlaw.co
About Cimtech Corp.
Cimtech, Corp., a company that manufactures steel products from
purchased steel, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 20-20568) on Jan. 29,
2020. At the time of the filing, the Debtor disclosed $1,234,158
in assets and $993,784 in liabilities. Judge Kevin R. Anderson
oversees the case. Neilson Law, LLC is the Debtor's legal counsel.
COASTAL INT'L: Unsecured Creditors to Recover 38% in Plan
---------------------------------------------------------
Debtor Coastal International, Inc., filed a First Amended Chapter
11 Plan of Reorganization.
A hearing to consider approval of the Disclosure Statement
explaining the terms of the Plan is scheduled for March 5, 2020.
The Debtor is investigating a potential claim of the Estate against
The Hartford, Debtor's insurance carrier with respect to the
Lindroth Action. In the event Debtor determines to pursue its claim
against The Hartford and obtains a successful recovery, Debtor will
use 50% of the proceeds, net of attorneys' fees and costs, toward
funding of the Plan for the benefit of creditors of the Estate.
Allowed Secured Claims in Class 1 (Impaired) consists of the
Allowed Secured Claim of TAB Bank in the amount of $1,500,000 which
is secured by all assets of the Debtor. With respect to the
Pre-Petition Factoring Agreement entered into between TAB Bank and
Debtor, TAB Bank will have no right to a termination fee and will
be limited to recovering $5,000 of the $30,000 still owed under the
Pre-Petition Factoring Agreement with the Debtor. With respect to
the Post-Petition Factoring Agreement, the interest rate will be
reduced by 1% from LIBOR plus 7.5% to LIBOR plus 6.5%. Further,
the termination fee provision in the Post-Petition Factoring
Agreement shall be reduced by 25%.
Holders of General Unsecured Claims in Class 3 (Impaired) will
receive monthly payments over the course of 10 years, with the
totality of the payments over the course of those ten years
totaling $3.5 million which equals approximately 38% recovery on
the total amount of the Class 4 Claims plus 1.53% interest (federal
default judgment rate) on the 38% total. The total amount of Class
3 Claims is $9,221,953.
The holder of equity interest Class 4 (Coastal International
Holdings, LLC) will retain its 100% interest in the Reorganized
Debtor.
A full-text copy of the First Amended Plan dated Jan. 30, 2020, is
available at https://tinyurl.com/vuxsm9m from PacerMonitor at no
charge.
The Debtor is represented by:
Jeffrey I. Golden
Reem J. Bello
WEILAND GOLDEN GOODRICH LLP
650 Town Center Drive, Suite 600
Costa Mesa, California 92626
Telephone: 714-966-1000
Facsimile: 714-966-1002
E-mail: jgolden@wgllp.com
rbello@wgllp.com
About Coastal International
Coastal International, Inc., is a Nevada corporation formed in
1984, which provides trade show installation and dismantling
services in the exhibit and event industry. Its operations extend
into major cities across the United States, and the Company
maintains a staff of trained, full-time employees to handle most
any installation and dismantling project from start to finish.
Coastal generated approximately $24 million in revenues during
2018.
Coastal International sought creditor protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No.19-13584) on Sept.
15, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $1 million and $10 million and liabilities
of between $10 million and $50 million. The case has been assigned
to Judge Theodor Albert. The Debtor tapped Weiland Golden Goodrich
LLP as counsel; and Finestone Hayes LLP, as co-counsel.
CORNIC GROUP: Seeks to Hire Squar Milner as Accountant
------------------------------------------------------
Cornic Group, Inc. seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Squar Milner as
its accountant.
The firm will assist in the preparation of the Debtor's federal and
state income tax returns for the year ended Dec. 31, 2019.
Squar Milner's hourly rates are:
Partners $350 - $675
Managers $250 - $495
Seniors $175 - $335
Account Managers $155 - $300
Professional Staff $135 - $285
Administration $50 - $255
The firm estimated professional fees of approximately $3,500
related to the preparation of the income tax returns.
Rhonda Han, Squar Milner senior manager and the accountant who will
be providing the services, is disinterested within the meaning of
Section 101(14) of the Bankruptcy Code, according to the court
filings.
The firm can be reached through:
Rhonda Han
Squar Milner LLP
18500 Von Karman Avenue, 10th Floor
Irvine, CA 92612
Phone: 949-222-2999
Email: rhan@squarmilner.com
About Cornic Group Inc.
Cornic Group Inc. -- http://meetrestaurantla.com/-- is a
restaurant operator with locations in Culver City and Brentwood,
Calif., serving classic French comfort food and a selection of
mussel dishes.
Cornic Group filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
19-22078) on Oct. 11, 2019. In the petition signed by CEO
Sebastien Cornic, the Debtor was estimated to have $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
Judge Barry Russell oversees the case. Daniel J. Weintraub, Esq.,
at Weintraub & Selth, APC, is the Debtor's legal counsel.
CTE 1 LLC: Sale of All Assets to DARCARS Approved
-------------------------------------------------
Judge Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of Jersey authorized CTE 1, LLC's sale of substantially
all of its tangible and intangible assets in one or more lots
pursuant to the Asset Purchase Agreement, dated as of Jan. 24,
2020, to DARCARS of Englewood Inc. or its permitted assignee.
The Sale Hearing was held on Feb. 5, 2020.
The sale is free and clear of all Liens and Claims except as
otherwise provided in the Purchase Agreement, with any and all such
Liens and Claims to attach to proceeds of such sale.
Within seven days of Closing, the Debtor will pay Santander Bank,
N.A. $25,938 in satisfaction of Santander Bank, N.A.'s secured
claim.
A certified copy of the Order may be filed with the appropriate
clerk and/or recorded with the recorder to act to cancel the Liens
and Claims and other encumbrances of record with respect to the
Purchased Assets.
A copy of the Order will be provided to the New Jersey Motor
Vehicle Commission and any other regulatory agency together with a
request, on behalf of the Court, that the Purchaser's license
application be reviewed expeditiously.
Englewood Dealership Properties, LLC ("EDP" or "Landlord") filed a
limited objection ("EDP Limited Objection") to Cure Notice, filed
by the Debtor, regarding the lease, dated Aug. 3, 2015, between the
Debtor and the Landlord concerning the showroom located at 53-59
Engle Street, the service drive and parts building located at 136
Engle Street, and the service department located at 134-35 North
Dean Street, all in Englewood, New Jersey. Pursuant to the EDP
Limited Objection, the Landlord disputes the proposed cure amount
in the Cure Notice.
The Debtor is authorized to assume and assign the Lease to the
Purchaser, as the Lease is amended by the Assignment, Assumption &
Amendment of the Lease Agreement, by and between the Purchaser, as
assignee, and the Landlord, and agreed to on or about Feb. 3, 2020.
The Landlord waives its right to pursue recovery of any cure
amounts due under the Lease from the Debtor or the Sale proceeds.
Any deposits held by the Landlord under the Lease will be retained
by the Landlord and held on account of the Purchaser, as assignee.
The stays provided for in Bankruptcy Rule 6004(h) and 6006(d) are
waived, and the Order will be effective immediately upon its entry.
A copy of the Agreement is available at https://tinyurl.com/sywbwrb
from PacerMonitor.com free of charge.
About CTE 1 LLC
CTE 1 LLC -- https://www.lexusofenglewood.com/ -- is a car dealer
in Englewood, New Jersey offering a selection of new and pre-owned
Lexus vehicles. The Company offers a full lineup of vehicles,
including Lexus LS sedan, Lexus RX SUV and ES Hybrid.
CTE 1 LLC sought Chapter 11 protection (Bankr. D.N.J. Lead Case No.
19-30256) on Oct. 27, 2019, in New Jersey. In the petitions signed
by Carmine DeMaio, operating manager, the Debtor was estimated to
have $10 million to $50 million of assets and the same range of
liabilities. The Hon. Vincent F. Papalia oversees the case.
Robert M. Hirsh, Esq., of ARENT FOX LLP, serves as the Debtors'
counsel.
CUMBERLAND BEHAVIOR: May Access Cash Collateral Until Feb. 29
-------------------------------------------------------------
Judge Gregory R. Schaaf of the U.S. Bankruptcy Court for the
Eastern District of Kentucky authorized Cumberland Behavior Group
LLC to use cash collateral in accordance with the Order from Feb. 1
through Feb. 29, 2020.
Pursuant to and subject to the terms of any orders approving the
employment of DelCotto Law Group PLLC and the Ordinary Course
Professionals and any subsequent employment applications as may be
approved, there is expressly carved out of Cash Collateral the sums
for DLG's legal fees in the monthly amount of $5,000 and up to
$2,500 per month for each Ordinary Course Professional. The Debtor
is authorized and directed to pay the monthly budgeted amounts for
legal and professional fees to the applicable Ordinary Course
Professional pursuant to the terms of the order approving their
employment and to DLG's escrow account, to be held pending further
order of the Court.
Additionally, there is expressly carved out of Cash Collateral the
sums for U.S. Trustee fees as they become due. The Debtor is
further authorized to pay its annual premium for commercial general
liability insurance.
The Cash Collateral Creditors are granted liens in postpetition
collateral, subject only to any valid and enforceable, perfected,
and non-avoidable liens of other secured creditors. Said
Replacement Liens will be deemed effective, valid and perfected as
of the Petition Date without the necessity of filing or lodging by
or with any entity of any documents or instruments otherwise
required to be filed or lodged under applicable nonbankruptcy law.
The Replacement Liens are in addition to, and not in lieu or
substitution of, the rights, obligations, claims, security
interests, and prepetition liens and priorities granted under the
existing agreements between the parties.
As additional adequate protection, the Debtor will continue to
account for all cash use, and the proposed cash use as set forth in
the Budget is being incurred primarily to preserve property of the
Estate.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/oqk1uW at no charge.
About Cumberland Behavior
Cumberland Behavior Group LLC is a provider of community living
based services to persons with intellectual disabilities.
Cumberland Behavior Group sought Chapter 11 protection (Bankr.
E.D.Kay. Case No. 19-61027) on Aug. 12, 2019. In the petition
signed by Ace R. Jones, II, member, the Debtor was estimated to
have assets of no more than $50,000, and liabilities at $1 million
to $10 million. The Hon. Gregory R. Schaaf is the case judge.
Delcotto Law Group PLLC is the Debtor's counsel.
D J HARCEG TRUCKING: Taps Oliver & Cheek as Legal Counsel
---------------------------------------------------------
D J Harceg Trucking LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of North Carolina to hire The Law
Offices of Oliver & Cheek, PLLC as its legal counsel.
Oliver & Cheek will assist the Debtor in carrying out its duties
under the Bankruptcy Code and will represent the bankruptcy estate
generally throughout the administration of the Debtor's Chapter 11
case.
The firm received $10,000 as retainer from David and Suzanne
Harceg, members of the Debtor.
George Mason Oliver, Esq., at Oliver & Cheek, is "disinterested"
within the meaning of Section 327(a) of the Bankruptcy Code,
according to court filings.
The firm can be reached at:
George Mason Oliver, Esq.
The Law Offices of Oliver & Cheek, PLLC
P.O. Box 1548
New Bern, NC 28563
Phone: 252-633-1930
Fax: 252-633-1950 (fax)
Email: george@olivercheek.com
About D J Harceg Trucking
Based in Southport, N.C., D J Harceg Trucking, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.
N.C. Case No. 20-00254) on Jan. 21, 2020. At the time of the
filing, the Debtor had estimated assets of $1,234,583 and
liabilities of $1,935,513. The petition was signed by David Harceg,
managing member. Judge David M. Warren oversees the case. George
M. Oliver, Esq., at The Law Offices Of Oliver & Cheek, PLLC, serves
as the Debtor's counsel.
DANI TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Dani Transport Service, Inc.
11238 Almond Avenue
Fontana, CA 92337
Business Description: Dani Transport Service, Inc. is a privately
held company in the general freight trucking
industry.
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-11234
Judge: Hon. Wayne E. Johnson
Debtor's Counsel: Todd Turoci, Esq.
THE TUROCI FIRM
3845 Tenth Street
Riverside, CA 92501
Tel: (888) 332-8362
E-mail: mail@theturocifirm.com
Total Assets: $1,308,308
Total Liabilities: $2,593,241
The petition was signed by Abraham Gutierrez, chief executive
officer.
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/gvuS9O
DESERT VALLEY CARPET: Hires Keery McCue as Legal Counsel
--------------------------------------------------------
Desert Valley Carpet Cleaning LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to hire Keery McCue,
PLLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and the preparation of a
bankruptcy plan.
The firm's hourly rates range from $135 to $395.
Keery McCue neither holds nor represents any interest adverse to
the Debtor's bankruptcy estate, according to court filings.
The firm can be reached through:
Martin J. McCue, Esq.
Patrick F. Keery, Esq.
Keery McCue, PLLC
6803 East Main Street, Suite 1116
Scottsdale, AZ 85251
Tel: (480) 478-0709
Fax: (480) 478-0787
Email: mjm@keerymccue.com
pfk@keerymccue.com
About Desert Valley Carpet Cleaning
Based in Phoenix, Ariz., Desert Valley Carpet Cleaning, LLC filed
for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 20-00570) on
Jan. 16, 2020, listing under $1 million in both assets and
liabilities. Judge Brenda K. Martin oversees the case. Christel
Brenner, Esq., serves as the Debtor's legal counsel.
DHM HOSPITALITY: Seeks to Hire Eric A. Liepins as Legal Counsel
---------------------------------------------------------------
DHM Hospitality, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Texas to hire Eric A. Liepins, P.C. as
its legal counsel.
The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
The firm will be paid at these rates:
Eric Liepins, Esq. $275 per hour
Paralegals/Legal Assistants $30 to $50 per hour
Liepins received a retainer of $7,500, plus the filing fee.
Eric Liepins, Esq., disclosed in court filings that his firm does
not represent any interest adverse to the Debtor's bankruptcy
estate.
The firm can be reached through:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Telephone: (972) 991-5591
Telecopier: (972) 991-5788
Email: eric@ealpc.com
About DHM Hospitality
DHM Hospitality, LLC is a privately held company in the hotels and
motels business. Its principal assets are located at 910 Corn
Products Road, Corpus Christi, Texas.
DHM Hospitality sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Texas Case No. 20-40312) on Feb. 3,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Eric A. Liepins, P.C., is the Debtor's legal counsel.
DIGIPATH INC: Incurs $220K Net Loss for Quarter Ended Dec. 31
-------------------------------------------------------------
Digipath, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $220,427 on $808,930 of revenues for the three months
ended Dec. 31, 2019, compared to a net loss of $462,174 on $642,115
of revenues for the same period in 2018.
At Dec. 31, 2019, the Company had total assets of $1,896,275, total
liabilities of $1,648,409, and $247,866 in total stockholders'
equity.
The Company has incurred recurring losses from operations resulting
in an accumulated deficit of $15,176,087, and as of December 31,
2019, the Company's cash on hand may not be sufficient to sustain
operations. The Company said that these factors raise substantial
doubt about the Company's ability to continue as a going concern.
The management is actively pursuing new customers to increase
revenues. In addition, the Company is currently seeking additional
sources of capital to fund short term operations. Management
believes these factors will contribute toward achieving
profitability.
A copy of the Form 10-Q is available at:
https://is.gd/PxCsno
Based in Las Vegas, Nevada, DigiPath Inc. --
http://www.digipath.com/-- supports the cannabis industry's best
practices for reliable testing, cannabis education and training,
and brings unbiased cannabis news coverage to the cannabis
industry. The Company's cannabis testing business is operated
through its wholly owned subsidiary, Digipath Labs, Inc., which
performs all cannabis related testing using FDA-compliant
laboratory equipment and processes. DigiPath opened its first
testing lab in Las Vegas, Nevada in May of 2015 to serve the new
State approved and licensed medical marijuana industry. The
Company plans to open labs in other legal states, assuming
resources permit.
DOUGHERTY'S HOLDINGS: Winning Bidder OSK VII to Buy Biz. Via Plan
-----------------------------------------------------------------
Dougherty's Holdings, Inc., et al., have proposed a reorganization
plan that provides for OSK VII, LLC, to take over ownership of the
company.
On Oct. 30, 2019, the Debtors filed a motion seeking approval of
the asset purchase agreement and the sale of the Forest Park
Pharmacy. Prior to the scheduled auction on Nov. 21, 2019, the
parties agreed that the Debtors would yield a higher price for the
Forest Park Pharmacy if all of the Debtors' pharmacies were sold
together in one 11 U.S.C. Sec. 363 sale. Accordingly, on Nov. 21,
2019, the Debtors withdrew the bid procedure motion and the sale
motion.
On Nov. 21, 2019, the Debtors filed a motion seeking entry of an
order approving the procedures for submitting bids for the purchase
of the Forest Park Pharmacy, the Preston Royal Pharmacy, and the
McAlester Pharmacy. The asset purchase agreement set the starting
bid at $3,500,000. At a hearing on Dec. 30, the Court approved the
bid procedures motion, which set an auction for Jan. 10, 2020.
Prior to the auction on Jan. 10, 2020, four qualified bids were
submitted by: (i) CVS Pharmacy; (ii) Walgreens Pharmacy; (iii) OSK;
and (iv) Mark Fisher. At the conclusion of a robust auction, OSK's
offer of $3,477,000 was deemed the highest and best bid for the
sale of the Debtors' pharmacies. As part of OSK's offer, OSK
agreed to pay $300,000 in cash for the scripts, as well as a
$600,000 note to be negotiated with Cardinal Health. Mark Fisher's
offer of $3,377,000 was deemed to be the back-up bid.
On Jan. 14, 2020, Cardinal Health filed its objection to the sale
to OSK. Cardinal Health argued that the Debtors could not satisfy
Section 363(f) because Cardinal Health did not consent to the sale
of its script collateral.
At the Jan. 15 hearing, the parties announced that they needed
additional time to negotiate the terms of the sale to OSK because
of Cardinal Health's objection. At the Jan. 21 hearing, the
parties announced on the record that OSK, Cardinal Health, and the
Debtors had reached an agreement whereby OSK would own 100% of the
equity of the reorganized debtor through a consensual plan of
reorganization instead of a Section 363 sale
The Debtor's Bankruptcy Schedules listed Claims owed to Cardinal
Health in the amount of $3,627,221. Cardinal Health filed a Proof
of Claim asserting a Secured Claim in the amount of $6,587,977 as
of the Petition Date.
The Debtors' bankruptcy schedules listed claims owed to OSK in the
amount of $3,956,000. OSK filed a proof of claim asserting a
secured claim in the amount of $4,275,039 as of the Petition Date.
The Debtors' schedules reflect total unsecured claims in the amount
of $919,736, without including any deficiency claim for OSK and
Cardinal Health.
In summary, the Plan provides for the Debtors to restructure their
debts by dramatically reducing the amount of secured claims against
the Debtors' Estates. OSK is purchasing the Debtors' equity and
injecting additional working capital into the Debtors in order to
fund ongoing operations. The Debtors' former equity interests will
be cancelled and reissued for the benefit of OSK, as necessary for
OSK to obtain full direct and indirect control of the Debtors. To
implement this Plan, OSK will also fund initial costs and expenses
of a Litigation Trust, which the Debtors and OSK will vest with the
Causes of Action. After the Effective Date of the Plan, the
Litigation Trust will be tasked with liquidating the Causes of
Action for the benefit of Trust Beneficiaries, which include, but
is are not limited to, Holders of Allowed General Unsecured Claims
From and after the Effective Date, the Debtors will continue to
exist as Reorganized Debtors owned directly or indirectly by OSK or
its designee. OSK is obtaining ownership of the Debtors through
the payment of not less than $1,350,000 to the Debtors to fund the
Debtors' successful reorganization. That $1,350,000 consists of
$950,000 paid by OSK to satisfy Class 2 Claim (Cardinal Health
Secured Superpriority Administrative Claim) and Class 4 Claim
(Allowed Secured Claim of Cardinal Health) on the Effective Date of
the Plan, and $400,000 of cash paid by OSK into the Reorganized
Debtors to fund ongoing operations as the Reorganized Debtors exit
bankruptcy. As a result of the Plan, the Reorganized Debtors will
reduce their secured debt from approximately $11 million to
approximately $3.6 million as evidenced by the OSK Secured Term
Note. The reduction of debts and appropriate capitalization of the
Reorganized Debtors by OSK will allow the Reorganized Debtors to
successfully operate following the Effective Date of the Plan.
Holders of General Unsecured Claims will receive distributions from
the creditor trust. The class is impaired. The Disclosure
Statement did not provide an estimated percentage recovery for
general unsecured creditors.
A full-text copy of the Disclosure Statement dated Feb. 12, 2020,
is available at https://tinyurl.com/srpkdef from PacerMonitor.com
at no charge.
Counsel for the Debtors:
Gerrit M. Pronske
Brandon J. Tittle
PRONSKE & KATHMAN, P.C.
2701 Dallas Parkway, Suite 590
Plano, Texas 75093
Tel: (214) 658-6500
Fax: (214) 658-6509
Counsel for OSK VII, LLC:
John J. Kane
S. Kyle Woodard
KANE RUSSELL COLEMAN LOGAN PC
901 Main Street, Suite 5200
Dallas, Texas 75202
Tel: (214) 777-4200
Fax: (214) 777-4299
About Dougherty's Holdings
Dougherty's Holdings, Inc., and its subsidiaries own and operate
two retail pharmacy stores in Dallas, Texas and one in McAlester,
Oklahoma. The retail stores are approximately 2,500 - 12,000 square
feet in size, and offer health screenings, serve prescription
needs, offer wellness and holistic care products, health & beauty
products, home medical supplies and equipment, and gifts for sale.
Each of the Debtors, with Dougherty's Holdings, Inc., being the
lead case (Bankr. N.D. Tex. Lead Case No. 19-32841) sought Chapter
11 protection on Aug. 28, 2019 in Dallas, Texas. The subsidiaries
include (i) Dougherty's Pharmacy, Inc. [Texas]; (ii) Dougherty's
Pharmacy Forest Park, LLC; (iii) Dougherty's Pharmacy McAlester,
LLC; and (iv) Dougherty's Pharmacy, Inc. [Delaware].
The petitions signed by Steward Edington, president/CEO, disclosed
assets valued between $1 million and $10 million and liabilities
within the same range.
The Hon. Harlin DeWayne Hale oversees the cases.
PRONSKE & KATHMAN, P.C., serves as the Debtors' bankruptcy counsel.
INTEGRITY PHARMACY CONSULTANTS LLC is the Debtors' valuation
expert.
EARTH FARE: 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
cases of Earth Fare, Inc. and EF Investment Holdings, Inc.
The committee members are:
(1) United Natural Foods, Inc.
Attn: Nicholas Leitzes
313 Iron Horse Way
Providence, RI 02908
Phone: 401-528-8634, Ext. 32315
Fax: 866-284-2288
(2) Inland Fresh Seafood Corporation of America, Inc.
Attn: Les A. Schneider
969 Castle Falls Drive NE
Atlanta, GA 30329
Phone: 678-662-3816
(3) Southeastern Products, Inc.
Attn: Colleen Teodosio
145 Southchase Blvd.
Fountain Inn, SC 29644
Phone: 864-233-9023
Fax: 864-235-0775
(4) First Source, LLC
Attn: Nancy Nehl
100 Pirson Parkway
Tonawanda, NY 14150
Phone: 716-389-0235
Fax: 716-864-2211
(5) National Water Services
Attn: Ramon Lovato
1217 Parkway Drive, Ste. B
Santa Fe, NM 87507
Phone: 505-471-5200
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 Earth Fare Inc. and EF
Investment Holdings Inc.
Founded in 1975 in Asheville, N.C., Earth Fare, Inc. --
http://www.earthfare.com/-- is a natural and organic food retailer
with locations across 10 states. It offers groceries and wellness
and beauty products.
Earth Fare and its affiliate, EF Investment Holdings, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 20-10256) on Feb. 4, 2020. At the time of the
filing, the Debtors each disclosed assets of between $100 million
and $500 million and liabilities of the same range.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as legal
counsel; FTI Consulting, Inc. as financial and restructuring
advisor; and Epiq Corporate Restructuring, LLC as claims,
solicitation and balloting agent. Malfitano Advisors, LLC provides
disposition advisory services to the Debtors.
EDGEWELL PERSONAL: Moody's Raises CFR to Ba3, Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded Edgewell Personal Care Co.'s
Corporate Family Rating to Ba3 from B1 and Probability of Default
Rating to Ba3-PD from B1-PD. Concurrently, Moody's upgraded the
ratings on Edgewell's senior unsecured notes to Ba3 from B3.
Moody's also withdrew the ratings on the company's proposed senior
secured credit facility, including the secured revolver and term
loans, that were part of the funding for the now cancelled
acquisition of Harry's. The rating outlook is stable.
The upgrade reflects Edgewell's much lower leverage position
following termination of the company's $1.4 billion acquisition of
Harry's after the Federal Trade Commission filed a lawsuit to
prevent the transaction. Excluding the acquisition, debt to EBITDA
financial leverage will remain at about 3.4x (including Moody's
adjustments) for the twelve month period ended December 31, 2019
instead of increasing to roughly 5.7x pro-forma for the Harry's
transaction. The upgrade also reflects Moody's expectation that the
company will be able to refinance its upcoming debt maturities at a
cash interest cost that does not meaningfully affect free cash
flow. Moody's believes that the global wet-shave category will
continue to face challenges reflecting declining trends in men's
shaving, as well as intense competitive pressures from Edgewell's
large and diversified peers. The entry of new startup brands will
also heighten competition in the segment amid flat to declining
global sales. Moody's expects Edgewell's sizable free cash
flow-to-debt of 11% provides flexibility to invest in products with
better growth prospects and to reduce debt if necessary to maintain
debt-to-EBITDA leverage in a 3-4x range if EBITDA pressure
persists.
Ratings Upgraded
Edgewell Personal Care Co.:
Corporate Family Rating to Ba3 from B1;
Probability of Default Rating to Ba3-PD from B1- PD;
$500 million Senior Unsecured Notes to Ba3 (LGD4) from B3 (LDG5)
$600 million Senior Unsecured Notes to Ba3 (LGD4) from B3 (LDG5)
Ratings Downgraded:
Speculative Grade Liquidity to SGL-3 from SGL-1
Ratings withdrawn:
Edgewell Personal Care Co.:
$425 million senior Secured Revolving Credit Facility expiring 2024
at Ba2 (LDG 2);
$575 million senior Secured First Lien Term loan A due 2024 at Ba2
(LDG 2);
$600 million senior Secured First Lien Term loan B due 2026 at Ba2
(LDG 2);
The rating outlook is stable.
RATINGS RATIONALE
Edgewell's Ba3 CFR reflects the company's challenging industry
operating environment. Edgewell will continue to face intense
competition from much larger, well diversified competitors in its
wet shave, skin care and feminine care businesses. This will lead
to weak earnings growth and debt to EBITDA sustained around 3.8x
over the next 12 months. The rating also reflects the company's
concentration in mature, highly-promotional categories that present
a strategic growth challenge. Moody's believes that the company
will continue to utilize cash and debt to fund acquisitions to spur
growth and share buy backs. Moody's expects Edgewell's financial
strategy to maintain debt-to-EBITDA leverage within a 3.0-3.5x
range (based on the company's calculation) will help sustain solid
free cash flow. The rating is supported by the company's portfolio
of well-known consumer product brands including Schick, Playtex,
and Banana Boat. The company also generates good free cash flow.
The stable outlook reflects Moody's expectation that Edgewell will
continue to generate flat to negative organic growth in its wet
shave category. The stable outlook also reflects the rating
agency's expectation that Edgewell will continue to generate solid
free cash flow and proactively refinance the 2020 revolver
expiration and 2021 and 2022 note maturities at a manageable
interest cost.
A downgrade could occur if Edgewell fails to stabilize operating
performance, or if liquidity deteriorates. Moody's could also
downgrade if debt to EBITDA is sustained above 4.0x. Other factors
that could contribute to a downgrade include debt financed
acquisitions or share repurchases.
Edgewell's ratings could be upgraded if the company improves its
scale and diversification, and it sustains solid organic growth
with a stable to higher EBITDA margin. An upgrade would also
require improved credit metrics such that Moody's expects
debt/EBITDA to be sustained below 3.0x.
The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.
Edgewell Personal Care Co., based in Shelton, CT manufactures,
markets and distributes branded personal care products in the wet
shave, skin and sun care, feminine care, and infant care
categories. The company has a portfolio of over 25 brands and a
global footprint in over 50 countries. Edgewell is publicly traded
and generates annual revenue of about $2.1 billion.
EP ENERGY: Opposes MSB's Bid to Delay Plan Hearing
--------------------------------------------------
EP Energy Corporation and its debtor affiliates filed a response to
the emergency motion to continue the confirmation hearing and
extend the deadline to object to confirmation filed by Storey
Minerals, Ltd., Storey Surface, Ltd., Maltsberger, LLC,
Maltsberger/Storey Ranch, LLC, Maltsberger/Storey Ranch Lands, LLC,
the Estate of Sarah Lee Maltsberger, and Rene R. Barrientos, Ltd.'s
(collectively "MSB Owners") filed on Jan. 27, 2020.
The Court should deny the request for a continuation of the
confirmation hearing in the Motion. MSB argues the Court should
grant a continuance because it claims to need extra time to review
the Debtors' document production. According to the Debtors, the
Motion is, at bottom, a litigation tactic designed to gain and
assert leverage over the Debtors with respect to the ongoing
disputes between MSB and the Debtors.
The Debtors said they have worked diligently to respond to MSB's
belated confirmation discovery requests, and MSB's criticisms of
the Debtors' discovery responses are unfounded. None of MSB's
arguments for a continuance justifies the significant costs the
estate would incur if the Court were to grant this request.
The Debtors aver that MSB has had ample time to obtain discovery in
advance of confirmation and its arguments to the contrary ring
hollow. According to the Debtors, MSB has participated in the
discovery process from the beginning—participating in multiple
meet and confers and taking an amenable and cooperative position on
scheduling. Now that the Debtors have provided MSB just what it
asked for, and on the timeline it agreed to, MSB is attempting to
manufacture disputes solely for the sake of delay, the Debtors tell
the Court.
A copy of the Debtors' response to MSB's motion dated January 28,
2020, is available at https://tinyurl.com/wzsmxdt from PacerMonitor
at no charge.
The Debtors are represented by:
WEIL, GOTSHAL & MANGES LLP
Alfredo R. Perez
Clifford Carlson
700 Louisiana Street, Suite 1700
Houston, Texas 77002
Telephone: (713) 546-5000
Facsimile: (713) 224-9511
E-mail: Alfredo.Perez@weil.com
Clifford.Carlson@weil.com
- and -
WEIL, GOTSHAL & MANGES LLP
Matthew S. Barr
Ronit Berkovich
Scott R. Bowling
David J. Cohen
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
E-mail: Matt.Barr@weil.com
Ronit.Berkovich@weil.com
Scott.Bowling@weil.com
DavidJ.Cohen@weil.com
- and -
WEIL, GOTSHAL & MANGES LLP
Paul R. Genender
Erin M. Choi
200 Crescent Court, Suite 300
Dallas, Texas 75201
Telephone: (214) 746-7700
Facsimile: (214) 746-7777
E-mail: Paul.Genender@weil.com
Erin.Choi@weil.com
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.
ESCALON MEDICAL: Reports $688K Net Loss for Quarter Ended Dec. 31
-----------------------------------------------------------------
Escalon Medical Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss (applicable to common shareholders) of
$688,349 on $2,739,893 of net revenues for the three months ended
Dec. 31, 2019, compared to a net loss (applicable to common
shareholders) of $230,989 on $2,418,880 of net revenues for the
same period in 2018.
At Dec. 31, 2019, the Company had total assets of $5,684,450, total
liabilities of $3,576,181, and $2,108,269 in total stockholders'
equity.
To date, the Company's operations have not generated sufficient
revenues to enable profitability. As of December 31, 2019, the
Company had an accumulated deficient of $68.2 million, and incurred
recurring losses from operations and incurred negative cash flows
from operating activities. The Company said that these factors
raise substantial doubt regarding the Company's ability to continue
as a going concern.
A copy of the Form 10-Q is available at:
https://is.gd/DW45AQ
Wayne, Pennsylvania-based Escalon Medical Corp. operates in the
healthcare market, specializing in the development, manufacture,
marketing and distribution of medical devices and pharmaceuticals
in the area of ophthalmology. The company and its products are
subject to regulation and inspection by the U.S. FDA.
FALLS EVENT: Trustee's Auction of Colorado Springs Property Okayed
------------------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorized the online auction sale proposed by
Michael F. Thomson, the Chapter 11 Trustee of The Falls Event
Center, LLC and The Falls at Austin Bluffs, LLC ("TFAB"), of TFAB's
real property located in Colorado Springs, Colorado, commonly known
as approximately 15.3-Acre land site NWC of Austin Bluffs Pkwy
Woodmen Rd., Colorado Springs, Colorado, free and clear of all
interests, to be conducted by Hilco Real Estate Auctions.
The Auction Procedures (Exhibit 1) are approved.
The salient terms of the Auction Procedures are:
a. Initial Bid: $350,000
b. Deposit: $10,000
c. Auction: The Auction will be conducted online. The online
Auction will open at 9:00 a.m. (CT) on Feb. 6, 2020 and will close
at 5:00 p.m. (CT) on Feb. 7, 2020.
d. Bid Increments: The conduct of the auction and increments
of bidding are at the direction and discretion of the Trustee,
through the Auctioneer. In the event of a dispute between bidders,
the Auctioneer will make the final decision to accept the final
bid, to re-offer and re-sell the Property, or to remove the
Property from the auction. If any disputes should arise following
the auction, the Auctioneer's records will be conclusive in all
respects.
e. Closing: The Successful Bidder will be required to close on
the transaction by no later than 30 days from the conclusion of the
Auction.
The Trustee is authorized to pay from the gross sale proceeds the
Closing Payments, or alternatively, the Reimbursable Expenses, as
set forth in the Motion.
The 14-day stay set forth in Rule 6004(h) of the Federal Rules of
Bankruptcy Procedure is waived.
A copy of the Exhibit 1 is available at https://tinyurl.com/tq5ptvt
from PacerMonitor.com free of charge.
About The Falls Event Center
The Falls Event Center LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Utah Case No. 18-25116) on July 11,
2018. At the time of the filing, the Debtor was estimated to have
assets of $50 million to $100 million and liabilities of $100
million to $500 million.
Judge R. Kimball Mosier oversees the case.
Ray Quinney & Nebeker P.C. is the Debtor's legal counsel. The
Debtor tapped Gil Miller and his firm Rocky Mountain Advisory, LLC,
as restructuring advisors.
On July 27, 2018, the U.S. Trustee appointed an official committee
of unsecured creditors in the case.
In November 2018, Judge R. Kimball Mosier entered an order
appointing Michael F. Thomson as Chapter 11 trustee. DORSEY &
WHITNEY LLP is the Trustee's counsel.
On April 30, 2019, the Court appointed Jones Lang Lasalle Americas,
Inc., and Jones Lang Lasalle Brokerage, Inc., as Real Estate Broker
for the Trustee.
FELIX AUGUSTO AUZ: $2.35M Sale of Katy Properties to CRP Approved
-----------------------------------------------------------------
Judge Jeffrey P. Norman of the U.S. Bankruptcy Court for the
Southern District of Texas has entered an agreed order resolving
Ovation Services, LLC's limited objection to the proposed sale by
Felix Augusto Auz, Sr. and Rocio del Carmen Auz of their nonexempt
properties located at (i) 19411 Clay Rd. Katy, Texas, and (ii)
19525 Clay Rd. Katy, Texas, to CRP Holdings, LLC for $2.35
million.
As a condition to the sale of the Property, the following are
required:
(1) Prior to the sale, Debtor’s counsel will direct the
title company to ask for payoffs from Ovation's counsel that
includes the total amounts owed to Ovation for Claim #23 and Claim
#24, plus all post-petition interest, attorneys' fees, charges and
costs as of the sale;
(2) The sale closes no later than two weeks after Ovation
provides the Payoff Amounts. Otherwise, the Debtors counsel agrees
to ask Ovation's counsel for updated payoff amounts;
(3) Ovation receives the full Payoff Amounts on account of its
secured claims at closing;
(4) Closing is subject to Ovation's counsel's review and
approval of a final settlement statement;
(5) The approved purchase price is sufficient to pay the
Payoff Amounts (or any updated payoff amounts, if necessary) to
Ovation in full.
Ovation will not be required to release its liens on the Property
until and unless the conditions are met. Ovation reserves its
right to object to the sale if any of the foregoing conditions are
not met.
Counsel for Debtors:
Keith Anderson Cothroll, Esq.
2000 S Dairy Ashford Rd.
Suite 298
Houston, TX 77077
The case is In re Felix Augusto Auz, Sr. and Rocio del Carmen Auz
(Bankr. S.D. Tex. Case No. 19-34377).
FOLSOM FARMS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Folsom Farms, LLC
29920 SE Folsom Rd.
Eagle Creek, OR 97022
Business Description: Folsom Farms, LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
District of Oregon
Case No.: 20-30575
Judge: Hon. Trish M. Brown
Debtor's Counsel: Sally Leisure, Esq.
SRL LEGAL, LLC
25-6 NW 23rd Place, #241
Portland, OR 97210
Tel: 503-781-8211
E-mail: sally@sallyleisure.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Phyllis Brinkley, managing member.
The Debtor stated it has no unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/1LmThs
FORESTAR GROUP: Moody's Rates Proposed $300MM Unsec. Notes 'B2'
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Forestar Group
Inc.'s proposed $300 million senior unsecured notes due 2028. All
other ratings for the company remain unchanged. The outlook is
stable.
The proceeds from the new notes will be used to repay at maturity
on March 1, 2020 the existing 3.75% convertible senior notes and
for general corporate purposes, including land acquisitions and
development activities. Pro forma for the proposed offering and the
repayment of the convertible notes at maturity, Forestar's total
debt to capitalization will stand at approximately 44% from 36% at
December 31, 2019.
"With the proposed $300 million offering, the redemption of the
convertible notes and $373 million in cash on hand at December 31,
2019, Forestar will have significant financial flexibility and no
debt maturities until April 2024 at the expense of lower interest
coverage and higher leverage," said Emile El Nems, a Moody's
VP-Senior Analyst.
The following rating actions were taken:
Assignments:
Issuer: Forestar Group Inc.
Senior Unsecured Notes, Assigned B2 (LGD4)
RATINGS RATIONALE
Forestar Group Inc.'s (Forestar) B2 corporate family rating
reflects the volatile and discrete transactional nature of the
company's land development business, its inability to fully
maximize the monetization of land purchases given its relationship
with D.R. Horton, Inc. (65%-owner, rated Baa2 stable) and the
absence of any guarantees by D.R. Horton, Inc. for Forestar's debt.
At the same time, the rating acknowledges the importance of
Forestar to D.R. Horton, Inc. in helping the latter meet its
enormous finished lot requirements and its well capitalized
structure.
The stable outlook reflects Moody's expectation that the company
can maintain adjusted debt leverage of below 50% and that
underlying fundamentals in the homebuilding industry will remain
stable over the next 12 to 18 months.
Forestar has an adequate liquidity profile, which Moody's expects
to be maintained over the next 12 to 15 months. The company's
liquidity profile is supported by approximately $373 million in
cash on hand at December 31, 2019 and $380 million in availability
under the company's undrawn revolving credit facility that expires
in October 2022.
The rating could be upgraded if (all ratios include Moody's
standard adjustments):
-- The company's gross margin exceeds 35%
-- Interest coverage is above 3.5x for a sustained period of
time
-- Debt-to-Capitalization is below 40% for a sustained period of
time
-- The company's tangible net worth is above $1 billion
-- The company maintains a good liquidity profile
The rating could be downgraded if (all ratios include Moody's
standard adjustments):
-- Forestar begins to generate increasing net losses
-- Debt-to-Capitalization is above 50% for a sustained period of
time
-- Interest coverage is below 1.0x for a sustained period of
time
-- The company's liquidity profile deteriorates
-- The homebuilding outlook becomes increasingly tenuous
Among ESG considerations, governance for Forestar include the
company's financial policy, leverage, financial flexibility and
D.R. Horton, Inc.'s 65% ownership stake. In line with its historic
practices and those of D.R. Horton Inc., Moody's believes the
company will follow a disciplined financial approach, will maintain
an adequate liquidity profile and will keep a moderate debt
leverage (as measured under Moody's Homebuilding And Property
Development Industry Methodology) of below 50%.
The principal methodology used in this rating was Homebuilding And
Property Development Industry published in January 2018.
Headquartered in Arlington, Texas, Forestar is a publicly traded
land developer that is currently operating in 51 markets in 20
states. On October 5, 2017, it became 75%-owned by D.R. Horton,
Inc., one of the country's largest homebuilder by unit volume.
Forestar's revenues for the trailing twelve months ended December
31, 2019 were $637 million.
FORTVILLE APARTMENTS: Seeks to Hire Zousmer Law Group as Counsel
----------------------------------------------------------------
Fortville Apartments, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Zousmer Law
Group, PLC, as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; negotiations with creditors;
assistance in connection with any potential financing and sale of
its assets; and the preparation of a reorganization plan.
Michael Zousmer, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $479.
Prior to the Debtor's bankruptcy filing, Zousmer Law Group was paid
$2,500 for pre-bankruptcy services and $17,500 as initial retainer.
The firm will be paid an additional retainer of $22,500.
Mr. Zousmer disclosed in court filings that the firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
Zousmer Law Group can be reached through:
Michael Zousmer, Esq.
Zousmer Law Group, PLC
4190 Telegraph Rd, Suite 300
Bloomfield Hills, MI 48302
Tel: 248-351-0099
Fax: 248-351-0487
Email: Michael@zlawplc.com
About Fortville Apartments
Fortville Apartments, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Fortville Apartments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 20-41081) on Jan. 26,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Thomas J. Tucker oversees the case. Zousmer Law
Group, PLC is the Debtor's legal counsel.
FRUTTA BOWLS: March 12 Plan & Disclosures Hearing Set
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey convened a
hearing to consider the Small Business Plan and Small Business
Disclosure Statement dated January 27, 2020, filed by Debtor Frutta
Bowls Franchising, LLC.
On Jan. 28, 2020, Judge Michael B. Kaplan conditionally approved
the Disclosure Statement and established the following dates and
deadlines:
* March 5, 2020, is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
* March 5, 2020, is fixed as the last day for filing written
acceptances or rejections of the Plan.
* March 12, 2020, at 10:00 a.m. is the hearing for final approval
of the Disclosure Statement and for confirmation of the Plan before
the Honorable Michael B. Kaplan, United States Bankruptcy Court,
District of New Jersey, 402 East State Street, Trenton, New Jersey
08608, in Courtroom 8.
A copy of the order dated Jan. 28, 2020, is available at
https://tinyurl.com/qmcrcml from PacerMonitor at no charge.
About Frutta Bowls Franchising
Frutta Bowls Franchising is a fast-casual franchise committed to
becoming an active lifestyle brand within every local community.
Frutta Bowls filed a voluntary Chapter 11 petition (Bankr. D.N.J.
Case No. 19-13230) on Feb. 15, 2019, listing under $1 million in
both assets and liabilities.
The case is assigned to Judge Michael B. Kaplan.
Spadea Lignana is the Debtor's counsel.
A committee of unsecured creditors was appointed in the Debtor's
case. Porzio, Bromberg & Newman, P.C., is the committee's counsel.
FSB REALTY: Gets Interim Nod to Use Cash Collateral Until March 5
-----------------------------------------------------------------
Judge Paul R. Warren of the U.S. Bankruptcy Court for the Western
District of New York authorized FSB Realty Services, LLC to use
cash collateral in the ordinary course of business until the time
of a final hearing.
A final hearing on the Debtor's motion to use cash collateral will
be held on March 5, 2010 at 9:00 a.m.
The Debtor will make monthly adequate payments to ESL Federal
Credit Union in the amount of $10,500, and to KeyBank, N.A. in the
amount of $500.
As further interim adequate protection, ESL Federal Credit Union
and KeyBank are granted rollover replacement liens in postpetition
assets of the Debtors of the same relative priority and on the same
types and kinds of collateral as they possessed prepetition, to the
extent of cash collateral actually used and not paid down by the
Debtors.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/TFBMZ2 at no charge.
About FSB Realty Services
FSB Realty Services, LLC -- http://fsbrealty.com/-- is a
full-service brokerage, development and property management firm
founded in 1987. FSB Realty is knowledgeable in all facets of
commercial transactions including retail, manufacturing, flex,
office and raw land development.
FSB Realty Services filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 20-20015) on Jan. 7,
2020. In the petition signed by Terrance Bromley, president, the
Debtor disclosed $5,220,969 in assets and $834,163 in liabilities.
Mike Krueger, Esq., at Dibble & Miller, P.C., serves as the
Debtor's counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
GA PAVING: Seeks to Hire Edmund P. Wanderling as Legal Counsel
--------------------------------------------------------------
G.A. Paving, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Illinois to hire the Law Offices of Edmund
P. Wanderling to represent it in various state court litigations
involving mechanics lien claimants.
The mechanics lien claimants have previously been granted relief
from the automatic stay by the bankruptcy court in order to pursue
their claims in state court. The Debtor has been named
as a defendant in such claims.
Wanderling will charge an hourly fee of $300 for its services.
Edmund Wanderling, Esq., the firm's attorney who will be handling
the case, disclosed in court filings that he does not have any
connection with the Debtor and its creditors.
The firm can be reached through:
Edmund P. Wanderling, Esq.
Law Offices of Edmund P. Wanderling
2505 Des Plaines Ave.
North Riverside, IL 60546
Phone: (708) 443-5400
About G.A. Paving
GA Paving LLC, a paving contractor in Bellwood, Ill., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ill. Case No. 19-21753) on Aug. 2, 2019. At the time of the
filing, the Debtor disclosed $3,255,141 in assets and $3,345,313 in
liabilities. Judge Deborah L. Thorne oversees the case. The
Debtor tapped the Law Offices of Bradley H. Foreman, P.C., as its
bankruptcy counsel.
HARB PROPERTIES: Kenn Says Plan Terms 'Confusing and Misleading'
----------------------------------------------------------------
Stefan Kenn objects to Harb Properties, LLC, et al.'s Disclosure
Statement and Plan.
Mr. Kenn in his objection points out that:
* The classification of claims is confusing and misleading. The
Debtor identifies eleven classes of claims but they are completely
inconsistent with the Plan in terms of participants and numbers.
The Disclosure Statement completely fails to address how the
Membership Interests of Harb Properties, LLC are to be treated.
* During the eight-month period between December 2016 and July
2017, John Harb, on behalf of Harb Properties LLC, intentionally
ignored the Charging Order and made distributions of rental income
to himself, notwithstanding the prior Order. As a result of John
Harb's egregious conduct, he was sanctioned in the amount of
$64,360. Creditors should be informed of Mr. Harb's conduct
relevant to his role as a Disbursing Agent.
* The Disclosure and Plan have no information regarding the value
of substantively consolidated Debtors' assets and there is no
liquidation analysis. The value of the combined assets of the
substantively consolidated Debtors is critical to any creditor's
evaluation of the proposed Plan.
A full-text copy of the Stefan Kenn's objection dated Jan. 30,
2020, is available at https://tinyurl.com/vyt2rb9 from PacerMonitor
at no charge.
Attorneys for Creditor Stefan Kenn:
STEPHEN M. BALES
BRIAN F. KAMPMAN
ZIEGLER METZGER LLP
1111 Superior Avenue, Suite 1000
Cleveland, Ohio 44114-1441
Tel: (216)781-5470
Fax: (216)781-0714
E-mail: sbales@zieglermetzger.com
bkampman@zieglermetzger.com
About Harb Properties
Harb Properties, LLC, owns, maintains, and rents investment
residential real estate. The company was founded by John and Elham
Harb.
Harb Properties, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ohio Case No. 18-10436) on Jan. 26,
2018. Judge Jessica E. Price Smith oversees the case.
Harb Properties' case is consolidated with the case of John and
Elham Harb (Case No. 18-17112).
HELIX TCS: Signs Agreement to Sell Future Receipts
--------------------------------------------------
Helix TCS, Inc., Bio-Tech Medical Software, Inc., and Advantage
Platform Services Inc. have entered into an agreement for the
purchase and sale of future receipts. Pursuant to the terms and
conditions of the Agreement, the Company sold to Advantage 15% of
the proceeds of future sales made by the Company, up to $660,000,
for an immediate cash payment by Advantage of $500,000. The
Agreement includes an origination fee of $15,000, which was
deducted from the Purchase Price, and weekly payments of $15,000
for eight weeks followed by weekly payments of $20,000 to be made
by the Company to Advantage until the Future Sales Amount is paid
in full. The Agreement further provides for reduced repayment
amounts if paid in full by the Company prior to 120 days after
payment of the Purchase Price. The Agreement contains customary and
standard terms with respect to these types of purchase agreements.
About Helix TCS
Helix TCS, Inc. (OTCQB: HLIX) -- http://www.helixtcs.com/-- is a
provider of critical infrastructure services, helping owners and
operators of licensed cannabis businesses stay competitive and
compliant while mitigating risk. Through its proprietary
technology suite and security services, Helix TCS provides
comprehensive supply chain management, compliance tools, and asset
protection for any license type in any regulated cannabis market.
Helix incurred a net loss of $8.18 million in 2018 following a net
loss of $10.66 million in 2017. As of Sept. 30, 2019, the Company
had $74.08 million in total assets, $7.81 million in total
liabilities, and $66.26 million in total shareholders' equity.
BF Borgers CPA PC, in Lakewood, CO, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 29, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
suffered recurring losses from operations and has a significant
accumulated deficit. In addition, the Company continues to
experience negative cash flows from operations. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
HOOVER & ASSOCIATES: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Hoover & Associates, Inc.
About Hoover & Associates
Hoover & Associates, Inc., filed a Chapter 11 petition (Bankr. W.D.
Pa. Case No. 19-24661) on Dec. 2, 2019, disclosing less than
$50,000 in assets and less than $100,000 in liabilities. Judge
Thomas P. Agresti oversees the case. The Debtor's counsel is Shawn
N. Wright, Esq., in Pittsburgh, Pa.
HYGEA HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Hygea Holdings Corp.
8700 W Flagler St., Suite 280
Miami, FL 33174
Business Description: Founded in 2007, Hygea --
http://www.hygeaholdings.com-- is a
consolidated enterprise of several companies
aggregated through a series of acquisitions
that focus on the delivery of primary-care-
based health care to commercial, Medicare,
and Medicaid patients. The Debtors
currently provide health care related
services to patients in the southeast United
States through two platforms: (i) individual
physician practices and physician group
practices with a primary care physician
focus and (ii) management services
organizations. The Debtors are
headquartered in Miami, Florida and
currently employ more than 150 individuals.
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
District of Delaware
Thirty-three affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Hygea Holdings Corp. (Lead Case) 20-10361
All Care Management Services, Inc. 20-10363
First Harbour Health Management, LLC 20-10364
First Harbour Medical Centers, LLC 20-10365
Florida Group Healthcare LLC 20-10366
Gemini Healthcare Fund, LLC 20-10367
Hygea Acquisition Longwood, LLC 20-10368
Hygea Acquisition Orlando, LLC 20-10369
Hygea Health Holdings, Inc. 20-10362
Hygea IGP of Central Florida, Inc. 20-10371
Hygea IGP, LLC 20-10370
Hygea Medical Centers of Florida, LLC 20-10372
Hygea Medical Partners, LLC 20-10373
Hygea of Delaware, LLC 20-10360
Hygea of Georgia, LLC 20-10374
Hygea of Pembroke Pines, LLC 20-10375
Hygea Primum Acquisition, Inc. 20-10376
Medlife Activitiy Center, LLC 20-10377
Mobile Clinic Services, LLC 20-10378
Palm A.C. MSO, LLC 20-10379
Palm Allcare Medicaid MSO, Inc. 20-10380
Palm Allcare MSO, Inc. 20-10381
Palm Medical Group, Inc. 20-10382
Palm Medical MSO LLC 20-10383
Palm Medical Network, LLC 20-10384
Palm MSO System, Inc. 20-10385
Palm PGA MSO, Inc. 20-10386
Physician Management Associates East Coast, LLC 20-10387
Physician Management Associates SE, LLC 20-10388
Physicians Group Alliance, LLC 20-10389
Primum Alternatives, Inc. 20-10390
Primum Healthcare, LLC 20-10391
Professional Health Choice, Inc. 20-10392
Debtors' Counsel: J. Kate Stickles, Esq.
Katherine M. Devanney, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, Delaware 19801
Tel: (302) 652-3131
Email: kstickles@coleschotz.com
kdevanney@coleschotz.com
- and –
Michael D. Sirota, Esq.
Felice R. Yudkin, Esq.
Jacob S. Frumkin, Esq.
Michael Trentin, Esq.
25 Main Street
Hackensack, New Jersey 07601
Tel: (201) 489-3000
Email: msirota@coleschotz.com
fyudkin@coleschotz.com
jfrumkin@coleschotz.com
mtrentin@coleschotz.com
Debtors'
Financial
Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC
Debtors'
Claims,
Noticing
Agent, and
Administrative
Advisor: EPIQ CORPORATE RESTRUCTURING, LLC
https://dm.epiq11.com/case/hygea/info
Hygea Holdings'
Estimated Assets: $1 million to $10 million
Hygea Holdings'
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Keith Collins, M.D., chief executive
officer.
A full-text copy of Hygea Holdings' petition is available for free
at PacerMonitor.com at:
https://is.gd/FN24Ex
Consolidated List of Debtors' 40 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Bridging Finance Inc. Amended and Unknown
77 King Street West, Suite 2925 Restated Credit
P.O. Box 322 Agreement Dated
Toronto, Ontario M5K 1K7 January 31, 2017
Canada
Contact: Natasha Sharpe
Tel: 416-309-8718
416-362-6283
Email: nsharpe@bridgingfinance.ca
2. N5HYG, LLC; Nevada 5, Inc. Litigation $15,000,000
950 W. University Dr.
Rochester, MI 48307
Contact: Chris Fowler
c/o Miller Law Firm
Tel: 248-840-2200/
313-483-0880
Fax: 248-536-0869
Email: cdk@millerlawpc.com
3. American Express Company Trade $12,682,500
1801 NW 66th Av
Ste 103
Plantation, FL 33313
Contact: Michelle Visiedo
Tel: 212-640-2000
Fax: 212-640-0404
Email: michelle.t.visiedo@aexp.com
4. Internal Revenue Service Payroll Tax $10,426,750
Ogden, UT 84201
Tel: 800-829-0115
Fax: 855-235-6787
5. Med Plan LLC Put Option $10,000,000
6840 SW 40th Street
Suite 202A
Miami, FL 33155
Contact: Rodolfo Rodriguez-Duret
Tel: 305-262-1610
Fax: 305-262-1611
Email: rudy@rodriquez-duret.com
6. Bond Capital Put Option $7,900,000
1160-1100 Melville Street
Vancouver, BC V6E 4A6
Canada
Contact: Davis Vaitkunas
Tel: 604-687-2663
Fax: 888-920-9599
7. Govin Rajan Promissory Note $6,000,000
4908 64th Drive West
Bradenton, FL 34210
Tel: 941-720-3336
Email: grajan240@gmail.com
8. Jane Cohen, MD Put Option $4,800,000
1801 NE 123rd Street
Suite 405
North Miami Beach, FL 33181
Tel: 305-674-5925
Fax: 305-674-5927
Email: drjcohen@pgsfl.net
9. Wellcare Health Plans, Inc. MSO Deficit $4,691,621
Attn: Maria Sanchez
8735 Henderson Road
Bldg 1
Tampa, FL 33634
Tel: 800-960-2530/
855-538-0454
Fax: 866-201-0657
Email: maria.sanchez@wellcare.com
10. William Steele Holdings, LLC Litigation $3,720,643
c/o Haber Slade, PA
251 N.W. 23rd St.
Miami, FL 33127
Contact: c/o Haber Slade, PA
Tel: 305-379-2400
Fax: 305-379-1106
Email: rslade@dhaberlaw.com
11. Coventry Health Plan MSO Deficit $3,433,200
of Florida, Inc.
Attn: Karla Shinhoster
1340 Concord Terrace
Sunrise, FL 33323
Contact: Karla Shinhoster
Tel: 855-423-5971/
954-858-3000
Fax: 954-965-3508/
954-858-3694
Email: karla.shinhoster@aetna.com
12. Primum Alternatives, Inc. Put Option $3,200,000
Attn: Gabriel Perez/
Frank Rakusa
7520 SW 57th Avenue
Suite J
Miami, FL 33143
Contact: Gabriel Perez/
Frank Rakusa
Tel: 305-397-8747
Fax: 305-397-8883
Email: gperez1569@aol.com
13. Claudio Arellano Put Option $3,000,000
13335 SW 124th Street
Suite 115
Miami, FL 33186
Contact: Claudio Arellano
Tel: 305-232-7200/
305-878-3610
Fax: 305-232-7223
Email: cfarellano@allcarenetwork.com
14. Nextgen Healthcare Trade $2,766,073
Information Systems, LLC
Attn: Acct Services Dept/
Greg King/ Brian Fairburn/
Jason Flam
18111 Van Karmam
Ste 700
Irvine, CA 92612
Tel: 949-255-2616/
858-369-3919
Fax: 215-385-7706/
949-255-2605
Email: gking@nextgen.com;
bfairburn@nextgen.com;
jasonf@nextgen.com
15. Priority Healthcare Litigation $2,172,080
Distribution Inc.
2297 Southwest Blvd
Suite D
Grove City, OH 43123
Contact: Stacy M. Hallmark
Tel: 800-942-5999
Fax: 877-296-4926
Email: shallmark@express-scripts.com
16. Coventry Health Plan of MSO Deficit $2,137,527
Florida, Inc.
Attn: Karla Shinhoster
1340 Concord Terrace
Sunrise, FL 33323
Tel: 855-423-5971/
954-858-3000
Fax: 954-965-3505
954-858-3694
Email: karla.shinhoster@aetna.com
17. Jose Prida Trust Unsecured Loan $2,106,715
Attn: Denis Kleinfeld
(Apple Tree Lane LLC)
801 NE 167th Street
Suite 306
North Miami, FL 33162
Tel: 305-928-1500
Fax: 786-664-9212
18. Shutlander LLC Unsecured Loan $2,106,715
Attn: Denis Kleineld
(Apple Lane LLC)
801 NE 167th Street
Suite 306
North Miami, FL 33162
Tel: 305-928-1500
Fax: 786-664-9212
19. Simply Heathcare Plans, Inc. MSO Deficit $2,076,676
Attn: Tomas Orozco
9250 W Flagler Street
Suite 600
Miami, FL 33174
Tel: 944-405-4297
Fax: 800-964-3627
Email: torozco@simplyhealthcareplans.com
20. Gaylis, Norman B, MD Put Option $2,000,000
21097 NE 27th Court
Suite 200
Aventura, FL 33180
Tel: 305-652-6676
Fax: 305-652-6676
Email: ngaylismd@gmail.com
21. Freedom Health Inc. MSO Deficit $1,930,353
Attn: Tomas Orozco
5403 N Church Ave
Tampa, FL 33614
Tel: 8813-506-6000
Fax: 813-490-5303
Email: torozco@simplyhealthcareplans.com
22. CEA Atlantic Advisors LLC Litigation $1,500,000
c/o Johnson Pope Bokor Ruppel
& Burns LLP
101 E. Kennedy Blvd
Suite 3300
Tampa, FL 33602
Tel: 813-226-8844
Fax: 813-225-1513
Email: guyb@jpfirm.com
23. Katalyst FL LLC Put Option $1,200,000
Attn: Stephen Perrone/
Sharmila Ruder-Amico/
Neil Brown
283 Commack Road
Suite 215
Commack, NY 11725
Tel: 516-543-0026
Fax: 513-543-0026
24. Blue Cross and Blue MSO Deficit $1,108,202
Shield of Florida, Inc.
Attn: Rosie Stoetzer
4800 Dearwood Campus
Parkway
Jacksonville, FL 32246
Tel: 800-955-5692
Fax: 913-982-8401
904-357-6331
Email: rosie.stoetzer@bcbsfl.com
25. Physicians United Plan, Inc. Litigation $900,000
Attn: Groelle & Salmon, P.A.
1715 N Westshore Blvd
Suite 320
Tampa, FL 33607
Tel: 813-849-7200
Fax: 813-849-7201
Email: gstcourtdocs@gspalaw.com;
rmay@gspalaw.com
26. Hines VAF II Doral, L.P. Lease $877,107
Attn: Joshua Levenson
499 Park Avenue
12th Floor
New York, NY 10022
Tel: 212-294-9022
Fax: 212-230-2276
Email: joshua.levenson@hklaw.com
27. Bruce Romanello Acquisition Cost $769,000
7320 Delainey CT
Sarasota, FL 34240
Tel: 352-348-4188
Fax: 941-761-5124
Email: bruce@firstharbour.com
28. Cardiology Consultants of Put Option $725,000
West Broward, P.A.
Attn: Hilaire Fernandes
7050 NW 4th Ste
Suite 101
Fort Lauderdale, FL 33317
Tel: 954-587-4112
Fax: 954-587-2401
Email: hilaire.fernandez@hygea.net
29. N5HYG, LLC Litigation $600,000
Attn: c/o Albright Stoddard
Warnick & Albright
801 S. Rancho Dr.
Suite D-4
Las Vegas, NV 81904
Tel: 702-384-7111
Fax: 702-384-0605
Email: gma@albrightstoddard.com
30. Gabriela & Bella Castillo Trust Unsecured Loan $421,343
Attn: Denis Kleinfeld
(Apple Tree Lane LLC)
801 NE 167th Street
Suite 306
North Miami Beach, FL 33162
Tel: 305-928-1500
Fax: 786-664-9212
31. 4Front Capital Partners, Inc. Trade $400,000
Attn: Raj Natarajan/John Travaglini
47 Colborne St
Suite 301
Toronto, ON M5V 1P8 Canada
Tel: 416-861-1100/
647-994-4072
Email: rnatarajan@4frontcapitalpartners.com;
john@4frontcapitalpartners.com
32. Nelson Mullins Riley & Trade $400,000
Scarborough LLP
Attn: Mike Seal, Partner
2 South Biscayne Blvd.
21st Floor
Miami, FL 33131
Tel: 305-373-9430
Fax: 305-373-9443
Email: mike.segal@nelsonmullins.com
33. Weirfoulds LLP Trade $381,032
Attn: Michael Dolphin
66 Wellington Street West,
Suite 4100
P.O. Box 35, TD Bank Tower
Toronto, ON M5K 1B7 Canada
Tel: 416-947-5005/
416-365-1110
Fax: 416-365-1876
Email: mdolphin@weirfoulds.com
34. Michael E Horowitz, MD Put Option $323,333
4302 Alton Road
Suite 320
Miami Beach, FL 33140
Tel: 305-931-9002
Email: docmik@bellsouth.net
35. Dr. Valerie Solomon Litigation $274,000
Dr. Irwin Solomon
Attn: c/o Lavin Law Group PA
2670 NE 215th St.
Miami, FL 33180
Tel: 954-967-2788
Fax: 954-983-7021
Email: alavin@lavinlawyers.com
36. Dan K. Miller Employee $256,904
1360 Trowbridge Road Severance
Bloomfield Hills, MI 48304
Tel: 305-710-2322
Email: dkmiller@gmail.com
37. Withum, Smith & Brown PC Trade $250,418
Attn: Russell Goldberg
200 S. Orange Avenue
Suite 1200
Orlando, FL 32801
Tel: 407-849-1569
Fax: 407-849-1119
Email: rgoldberg@withum.com
38. Humana, Inc. MSO Deficit $249,315
Attn: Karen Lambert
4030 W Boy Scout Blvd
Tampa, FL 33607
Tel: 800-457-4708
Fax: 305-626-5179
Email: klambert2@humana.com
39. Humana, Inc. MSO Deficit $230,901
Attn: Karen Lampert
4030 W Boy Scout Blvd
Tampa, FL 33607
Tel: 800-477-6931
Fax: 305-626-5179
Email: klampert2@humana.com
40. Coble Health Group, Inc. Trade $200,000
Attn: Hal Coble
3875 Roland Hayes Pkwy SW
Calhoun, GA 30701
Tel: 866-514-5333/
770-367-6840
Fax: 404-420-2796
Email: hal@adaptiveallergy.com
IL SETTE: 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
IL Sette LLC, according to court dockets.
About IL Sette
IL Sette, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 20-00253) on Jan. 14, 2020. At the
time of the filing, the Debtor disclosed assets of between $100,001
and $500,000 and liabilities of the same range. Judge Catherine
Peek Mcewen oversees the case. The Debtor tapped Michael P.
Brundage, Esq., at Brundage Law, PA, as its legal counsel.
ILLINOIS STAR: Sale of Mall Facility to Fund Plan
-------------------------------------------------
Debtor Illinois Star Centre, LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Illinois a Chapter 11 Plan of
Liquidation and a corresponding Disclosure Statement.
The Debtor filed Chapter 11 bankruptcy in order to facilitate a
sale of its Mall Facility or to restructure its debts.
Specifically, Debtor was embroiled in negotiations and litigation
with The City of Marion over various respective claims of the
parties. Debtor felt that a Chapter 11 filing could provide an
efficient and cost-effective mechanism for a resolution with The
City of Marion and for distributions to its creditors once Debtor
received the proceeds from the sale of the mall facility.
The Debtor's primary asset is the Mall Facility located at 300
DeYoung, Marion, Illinois 62959. The Debtor's primary debts
consist of contingent, unliquidated, and disputed debts with the
City of Marion, Illinois and Williamson County, Illinois. The Mall
Facility is operating in a substantially limited capacity with only
minimal rental income. The majority of the Mall Facility's tenants
are no longer occupying space at the Mall Facility or paying rents.
The Debtor marketed the Mall Facility for sale throughout the
bankruptcy proceeding with limited to no interest from potential
purchasers. Only recently has the Debtor received an offer for the
Mall Facility and an adjacent piece of real estate for which the
Debtor and the City of Marion engaged in good-faith discussions
about a consensual sale.
On Jan. 14, 2020, the Debtor filed its Motion to Sell the Mall
Facility under Section 363 of the Bankruptcy Code. The proposed
sale contemplates that The City of Marion will consent to the sale
on the condition that the Bankruptcy Court determines the
allocation of the sale proceeds in the amount of $3,200,000.00
between the Mall Facility and the adjacent piece of real property.
As of the Bar Date fixed by the Court, General Unsecured Claims in
Class 3 total approximately $76,979 (filed) $ Unknown (scheduled)
based upon the Schedules and Statements and the proofs of claim
filed.
Under the Plan, (a) Holders of Allowed Fee Claims, Allowed
Administrative Claims, Allowed Priority Tax Claims, Allowed Other
Priority Claims, Allowed Secured Claims, and Allowed General
Unsecured Claims will be deemed to hold claims in the assets of the
Liquidating Debtor and (b) the Interests will be cancelled and
terminated.
On the Effective Date, the Liquidating Debtor Assets will be
transferred to and vest in the Liquidating Debtor and be deemed
contributed thereto, subject to the terms of the Plan and
Confirmation Order. All property held in the Liquidating Debtor
for distribution pursuant to the Plan will be held solely for
Creditors and will not be deemed property of Debtor.
A full-text copy of the Disclosure Statement dated Jan. 30, 2020,
is available at https://tinyurl.com/rdf39wb from PacerMonitor at no
charge.
The Debtor is represented by:
Robert E. Eggmann, Illinois Bar #6203021
Thomas H. Riske, Illinois Bar #6301953
Carmody MacDonald P.C.
120 South Central, Suite 1800
St. Louis, Missouri 63105
Tel: (314) 854-8600
E-mail: ree@carmodymacdonald.com
thr@carmodymacdonald.com
About Illinois Star Centre
Illinois Star Centre LLC owns the Illinois Star Centre Mall located
at 3000 W. Deyoung Street, Marion. The mall, which is valued at
$5.5 million, offers more than 50 stores and restaurants and serves
the Southern Illinois Community with events that showcase local
talent.
Illinois Star Centre sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4,
2017. In the petition signed by Dennis D. Ballinger, Jr., its
managing member, the Debtor disclosed $5.6 million in assets and
zero liabilities.
The case is assigned to Judge Laura K. Grandy.
Carmody MacDonald, P.C., is the Debtor's bankruptcy counsel, and
Hoffman Slocomb LLC, is its special counsel. The Debtor tapped
Vista Properties and Investments to assist in the marketing and
sale of its real estate located at 3000 DeYoung, Marion, Illinois.
No official committee of unsecured creditors has been appointed in
the case.
INTEGRITY HOME: Gets Approval on 2nd Interim Cash Collateral Order
------------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida issued a second interim order
authorizing Integrity Home Health Care, Inc., and its affiliated
debtors to use cash collateral
The Debtors are authorized to use cash collateral to pay: (i)
amounts expressly authorized by the Court, including payments to
the U.S. Trustee for quarterly fees; (ii) the current and necessary
expenses set forth in the 2nd Interim Order and the budget, plus an
amount not to exceed 10% for any line item per month and
cumulatively per month of up to 10%; and, (iii) such additional
amounts as may be expressly approved in writing by the Secured
Creditor or by further order of the Court.
Each creditor with a security interest in cash collateral will have
a perfected post-petition lien against cash collateral to the same
extent and with the same validity and priority as the prepetition
lien, without the need to file or execute any document as may
otherwise be required under applicable nonbankruptcy law.
The Debtors will grant the Secured Creditor access to its business
records and premises for inspection. The Debtor must maintain
insurance coverage for its property in accordance with the
obligations under the loan and security documents with the Secured
Creditor.
About Integrity Home Health Care
Integrity Home Health Care, Inc., a provider of home health care
Services, and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 20-00014) on
Jan. 2, 2020. At the time of the filing, the Debtor had estimated
assets of less than $50,000 and liabilities of between $1 million
and $10 million. Judge Catherine Peek McEwen oversees the case.
The Debtors are represented by Jennis Law Firm.
INTEGRITY HOME: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 cases
of Integrity Home Health Care, Inc. and its affiliates, according
to court dockets.
About Integrity Home Health Care
Integrity Home Health Care, Inc., a provider of home health care
Services, and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 20-00014) on
Jan. 2, 2020. At the time of the filing, the Debtor had estimated
assets of less than $50,000 and liabilities of between $1 million
and $10 million. Judge Catherine Peek McEwen oversees the case.
Jennis Law Firm is the Debtors' legal counsel. The Debtors tapped
William Gilmour and Mike Stoddard of OCFO, LLC to serve as their
chief restructuring officer and controller, respectively.
INTRADO CORP: Fitch Lowers LongTerm IDR to B, Outlook Stable
------------------------------------------------------------
Fitch Ratings downgraded Intrado Corporation's Long-Term Issuer
Default Rating to 'B' from 'B+'. The Rating Outlook is Stable. In
addition, Fitch has downgraded Intrado's senior secured credit
facility to 'BB-'/'RR2' from 'BB+'/ 'RR1' and senior unsecured
notes to 'CCC+'/'RR6' from 'B-'/'RR6'. A complete list of rating
actions follows at the end of this release.
The downgrade follows the company's operational underperformance
vis-a-vis Fitch's expectations. Intrado's Enterprise Communications
(EC) business segment declined by over 20% in 2Q and 3Q due to
accelerated revenue and EBITDA declines in the traditional audio
conferencing segment. Fitch expects similar trends to continue for
the segment for a few more quarters, with the magnitude of decline
moderating thereafter as the EC segment's contribution continues to
shrink in the total revenue pie. Leverage is expected to remain
above 6.0x over the forecast which is commensurate with a 'B' level
rating.
KEY RATING DRIVERS
Traditional EC Drags EBITDA Down: Intrado's EC segment continued to
underperform Fitch's expectations in 2019, resulting in double
digit revenue declines through 3Q19 for the segment. The
underperformance was driven by higher than expected declines in
secularly challenged legacy audio conferencing and collaboration
businesses and lack of significant contribution yet from the
transition to UCaaS. This combined with the lacklustre performance
in Life & Safety and Digital Media segments dragged overall EBITDA
lower by over 10% for LTM 3Q19 over the same period last year,
partially offset by realised cost savings.
Leverage to Remain Elevated: Fitch's downgrade stems from its
expectation for gross leverage (total debt/ EBITDA) to remain
elevated at well over 6x (the negative sensitivity threshold at
'B+' rating) over the rating horizon. Fitch projects FYE 2020
Fitch-defined gross leverage to be at 6.4x . This expectation is
supported by Fitch's belief that the revenue and EBITDA growth will
continue to remain pressured due to declines in legacy services and
competitive pressures. Fitch acknowledges that Intrado paid down
some debt in 3Q19, and that it is successfully executing on its
cost take-out strategy; however, the latter are likely to lag the
steep revenue declines in the EC segment.
Scale and Diversification: Intrado's credit rating reflects the
company's scale and leading market positions across a diversified
portfolio of technology solutions. The company derives roughly 60%
of revenue and over 70% of EBITDA from segments other than the EC
segment. Intrado is transitioning its declining traditional
conferencing business into cloud based UCaaS within the EC segment.
Until UCaaS gains significant scale, Fitch expects EC segment to
continue to shrink in the overall revenue mix. Additionally, Fitch
expects the other segments to grow in low single digit over the
rating horizon.
FCF Slips On EBITDA Decline: Lower EBITDA levels resulted in lower
FCF generation during 2019 resulting in Fitch defined LTM FCF of
$85million vs. $146 million at YE 2018. Fitch anticipates that
Intrado's primary focus will be deleveraging and strategic growth
investments. The company may consider M&A opportunistically. Fitch
expects FCF margins to average in mid-single digits over the rating
horizon.
Potential Synergies: Cost synergies are expected to focus on
delayering and consolidating platforms and functional areas across
Intrado. Fitch expects a bulk of the savings to be technology
driven. The company has successively increased its overall expense
target, with additional $25 million of synergies announced in 3Q19
bringing the overall target to $175 million (of which $102 million
is realised as of 3Q19). In addition, unifying brands acquired over
the years from acquisitions presents additional cross selling
opportunities. From Fitch's perspective, given the track record,
execution risks related to achieving the remaining cost synergies
are modest.
DERIVATION SUMMARY
Intrado's business profile entails an amalgamation of a diverse
portfolio of technology solutions and hence is not directly
comparable to its peers that may provide similar but a different
mix of technology services. In its Unified Communication Services
in the Enterprise Collaboration segment that represents about 40%
of total revenue, Intrado competes with technology and telecom
industry giants such as Microsoft Corporation (AA+/Stable) and AT&T
(A-/Stable) and Citrix Systems (BBB/Stable) that are investment
grade issuers. In this category, it also competes with several mid
and small sized companies such as Avaya (B/Stable) and Mitel
Networks (NR) that lack the scale, diversification and/or
geographic reach that Intrado offers.
In the Life & Safety segment, Intrado is comparable to Nuance
Communications Inc. (NR) that has about the similar scale and
margin profile as Intrado. Nuance also derives a bulk of its
revenue from healthcare industry that Intrado sees as a high growth
potential. In comparison, Intrado's diversified revenue base and
elevated leverage is more commensurate with a 'B' rating category
KEY ASSUMPTIONS
- Fitch expects revenue to decline in mid to high single digits
in 2019 and 2020 due to the declines in the traditional audio
conferencing segments offsetting the combined moderate revenue
increases from other segments.
- EBITDA margins are expected to benefit from continued
realization of cost savings and synergies from acquisitions.
- Capex intensity is anticipated to remain below 5%.
- No dividends assumed in the model following cessation in 2017.
- Moderate levels of M&A activity assumed to reflect
opportunistic M&A activity
The recovery analysis assumes a bankruptcy scenario to reflect a
decline in revenue representing loss of a significant customer and
Intrado's inability to scale UcaaS related revenue that is
sufficient to cushion declines in traditional audio conferencing.
It is assumed that Intrado would be considered a going concern in a
bankruptcy and that the company would be reorganized rather than
liquidated.
- Fitch has assumed a 10% administrative claim.
- The revolving facility is assumed to be fully drawn upon
default.
- The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level, and is based on LTM
EBITDA, pro forma for acquisitions. Going concern EBITDA is assumed
15% below the PF the LTM EBITDA.Fitch estimates a
post-reorganization enterprise valuation based on 5.5x multiple.
The choice of this multiple considered the following factors:
- The mid-market multiples of comparable companies in Intrado's
industry have ranged from 8x-16x.
- The Apollo transaction valued Intrado at approximately 7.8x
EV/EBITDA.
- Avaya, a comparable to Intrado in unified conferencing, filed
for bankruptcy in 2017 and re-emerged with an estimated midpoint
EV/Post Emergence EBITDA multiple of 8.1x per Fitch's TMT
Bankruptcy EV Case Studies Report published in May 2018.
- The recovery analysis assigns a recovery rating of 'RR2' to
the company's senior secured debt and 'RR6' to the unsecured
notes.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Improvement in operating profile including positive revenue
growth exceeding Fitch's expectations, expansion of margins due to
restructuring efforts and/or realization of synergies and expansion
of customer base.
- Strong FCF generation with FCF margins sustained in double
digits.
- Leverage (total debt/EBITDA) sustained below 5.0x (or Total
Adjusted Debt/EBITDA below 5.2x)
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Inability to sustain organic revenue growth due to UC segment
declines offsetting revenue growth from other segments
- Deterioration of operating profile due to competition, an
inability to achieve desired efficiencies impacting operating
margins, or FCF margins consistently below 5%.
- Leverage (total debt/EBITDA) sustained above 6.5x (or Total
Adjusted Debt to EBITDA sustained above 6.7x)
LIQUIDITY AND DEBT STRUCTURE
Fitch believes Intrado's liquidity is sufficient supported by the
cash balances on hand, full availability under the $350 million
revolver and positive FCFs. Fitch expects FCFs to strengthen given
the low capex and working capital requirements, and absence of
dividends.
West's debt structure as of Sept. 30, 2019 includes a $350 million
revolving facility maturing in October 2022, $3,204 million
outstanding in first lien term loans maturing in 2024 and $1,035
million outstanding on its 2025 senior unsecured notes, down from
the original $1,150 million following the recent partial repurchase
of notes. Following the refinancing, West maintained roughly $11
million of its existing 5.375% unsecured notes maturing 2022.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.
INVESTVIEW INC: Has $3.8-Mil. Net Loss for Quarter Ended Dec. 31
----------------------------------------------------------------
Investview, Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $3,827,928 on $4,963,611 of total net
revenue for the three months ended Dec. 31, 2019, compared to a net
loss of $452,363 on $7,733,034 of total net revenue for the same
period in 2018.
At Dec. 31, 2019, the Company had total assets of $11,406,417,
total liabilities of $17,465,617, and $6,059,200 in total
stockholders' deficit.
The Company said, "We have incurred significant recurring losses,
which have resulted in an accumulated deficit of $33,684,432 as of
December 31, 2019, along with a net loss of $8,587,449 for the nine
months ended December 31, 2019. Additionally, as of December 31,
2019, we had cash of $263,600 and a working capital deficit of
$10,938,623. These factors raise substantial doubt about our
ability to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/gt5Swp
Investview, Inc., through its subsidiaries, operates as a
diversified financial technology organization. The Company
provides education and technology designed to assist individuals in
navigating the financial markets. Its services include tools and
research, newsletter alerts, and live education rooms that comprise
instruction on the subjects of equities, options, FOREX, ETF's, and
binary options. In addition, the Company offers education and
technology applications to assist individuals in debt reduction,
enhanced savings, budgeting, and proper tax expense management.
The Company was formerly known as Global Investor Services, Inc.
and changed its name to Investview, Inc. in March 2012.
Investview, Inc. is headquartered in Salt Lake City, Utah.
KRYSTAL COMPANY: U.S. Trustee Forms 7-Member Committee
------------------------------------------------------
The U.S. Trustee for Region 21 appointed seven creditors to serve
on the official committee of unsecured creditors in the Chapter 11
cases of The Krystal Company and its affiliates.
The committee members are:
(1) NCR Corporation
Mark Rogers
(470) 415-8614
Mark.rogers@ncr.com
Todd Atkinson
Ulmer & Berne LLP
1660 West 2nd Street, Suite 1100
Cleveland, OH 44113
(216) 583-7162
tatkinson@ulmer.com
(2) Charles Tombras Advertising, Inc.
Alice Matthews
(865) 524-5376
amathews@tombras.com
Mark Duedall
Bryan Cave Leighton Paisner LLP
One Atlantic Center, 14th Floor
1201 West Peachtree Street
Atlanta, GA 30309
(404) 572-6611
mark.duedall@bclplaw.com
(3) The Coca-Cola Company
Curtis Marshall
R. Kenny Werner
The Coca-Cola Company
One Coca-Cola Plaza NW
NAT 11
Atlanta, GA 30313
(404) 304-1550
cumarshall@coca-cola.com
rwerner@coca-cola.com
(4) Realty Income Corporation
Kirk Carson
Senior Legal Counsel, AVP
Realty Income Corporation
11995 El Camino Real
San Diego, CA 92130
(858) 284-5260
kcarson@realtyincome.com
(5) Flowers Foods, Inc.
Paul Rosenblatt
Kilpatrick Townsend & Stockton LLP
Suite 2800
1100 Peachtree Street NE
Atlanta, GA 30309-4528
(404) 815-6321
PRosenblatt@kilpatricktownsend.com
(6) Pension Benefit Guaranty Corporation
Hannah Uricchio
Stephanie Thomas
Kartar Khalsa
Office of the General Counsel
1200 K Street, N.W.
Washington, D.C. 20005
(202) 229-6252
uricchio.hannah@pbgc.gov
(7) SLM Waste Recycling Services, Inc.
Jim Stauffer
(267) 429-7413
Jim.Stauffer@slmfacilities.com
Raymond Lemisch
(215) 569-4298
Rlemisch@KLEHR.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About The Krystal Company
Founded in Chattanooga, Tenn., 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) on Jan. 19, 2020.
The Debtors tapped King & Spalding LLP as legal counsel; Scroggins
& Williamson, P.C. as conflicts counsel; Piper Jaffray as
investment banker; and Kurtzman Carson Consultants, LLC as claims
agent. Alvarez & Marsal provides interim management to the
Debtors.
LEAFBUYER TECHNOLOGIES: Has $1.3-Mil. Net Loss for Dec. 31 Quarter
------------------------------------------------------------------
Leafbuyer Technologies, Inc. filed its quarterly report on Form
10-Q, disclosing a net loss of $1,269,840 on $805,281 of sales
revenue for the three months ended Dec. 31, 2019, compared to a net
loss of $1,677,870 on $419,713 of sales revenue for the same period
in 2018.
At Dec. 31, 2019, the Company had total assets of $5,045,459, total
liabilities of $2,873,918, and $2,171,541 in total equity.
The Company said, "We had an equity balance of US$2,171,541 and a
working capital deficit of US$1,505,281 as of December 31, 2019.
We reported a net loss of US$3,372,382 for the six months ended
December 31, 2019, and we anticipate further losses in the
development of our business. Accordingly, there is substantial
doubt about our ability to continue as a going concern.
"Our ability to continue as a going concern is dependent upon our
generating profitable operations in the future and / or obtaining
the necessary financing to meet our obligations and repay our
liabilities arising from normal business operations when they come
due. Management believes that actions presently being taken to
further implement our business plan and generate additional
revenues provide opportunity for the Company to continue as a going
concern. While we believe in the viability of our strategy to
generate additional revenues and our ability to raise additional
funds, there can be no assurances to that effect."
A copy of the Form 10-Q is available at:
https://is.gd/Vrqrh6
Leafbuyer Technologies, Inc., through its subsidiary, LB Media
Group, LLC, operates an online platform for cannabis deals and
specials, and information that connects consumers with
dispensaries. The Company is headquartered in Greenwood Village,
Colorado.
LONE STAR BREWERY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Lone Star Brewery Development, Inc.
About Lone Star Brewery Development
Lone Star Brewery Development, Inc., owns in fee simple a
32.25-acre industrial complex in San Antonio, Texas, having an
appraised value of $30 million.
Lone Star Brewery Development sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Texas Case No. 20-50058) on Jan.
6, 2020. At the time of the filing, the Debtor disclosed
$30,000,030 in assets and $27,133,447 in liabilities. Judge Craig
A. Gargotta oversees the case. The Debtor tapped Thomas Rice,
Esq., at Pulman, Cappuccio & Pullen, LLP, as its legal counsel.
MAGNUM CONSTRUCTION: Administrator Taps KapilaMukamal as Advisor
----------------------------------------------------------------
Soneet Kapila, the administrator of Magnum Construction Management,
LLC's Chapter 11 plan of reorganization, seeks approval from the
U.S. Bankruptcy Court for the Southern District of Florida to hire
his own firm, KapilaMukamal, LLP, as financial advisor.
KapilaMukamal will provide these services in connection with the
Debtor's Chapter 11 case:
(a) assist with the evaluation and prosecution of claims
objections;
(b) assist with the distributions made to holders of allowed
Class 6 claims;
(c) assist with the filing of reports and other documents and
paying of fees required by the plan or otherwise required to close
the bankruptcy case;
(d) assist with setting off amounts owed to the Debtor against
any and all amounts otherwise due to be distributed to holders of
all allowed Class 6 claims;
(e) assist with such other matters as may be requested that
fall within the advisor's expertise.
KapilaMukamal does not represent any interest adverse to the plan
administrator or holders of allowed Class 6 claims in the matters
upon which the firm is to be engaged, according to court filings.
The firm can be reached at:
Soneet R. Kapila, CPA
KapilaMukamal, LLP
1000 S Federal Hwy # 200
Fort Lauderdale, FL 33316
Phone: +1 954-761-1011
About Magnum Construction Management
Magnum Construction Management LLC -- https://www.mcm-us.com/ --
formerly known as Munilla Construction Management, LLC, is a
construction company specializing in heavy civil construction in
the areas of transportation, airport infrastructure, roads,
bridges, government buildings and schools. It is headquartered in
South Miami, Florida, but also has offices in (i) Broward County,
Florida, and (ii) Irving, Texas. As of the petition date, Magnum
Construction Management employs 292 people.
Magnum Construction Management filed a voluntary petition under
Chapter 11 of the U.S. Bankruptcy Code (Bankr S.D. Fla. Case
No.19-12821) on March 1, 2019. In the petition signed by CFO
Gilberto Ruizcalderon, the Debtor estimated $50 million to $100
million in assets and $10 million to $50 million in liabilities.
The Debtor tapped Berger Singerman LLP as legal counsel; Gulf
Atlantic Capital Corporation as financial advisor; and Kurtzman
Carson Consultants as notice, claims and solicitation agent.
The U.S. Trustee for Region 21 appointed a committee of unsecured
creditors on March 14, 2019. The committee retained Wargo &
French, LLP as its legal counsel.
Judge A. Jay Christol confirmed the Debtors Chapter 11 plan of
reorganization on Dec. 13, 2019.
Soneet Kapila of KapilaMukamal, LLP was appointed as plan
administrator. The plan administrator tapped Wargo & French, LLP
as his legal counsel, and KapilaMukamal, LLP as his financial
advisor.
MAGNUM MRO: Final Order Allows Cash Collateral Use Thru March 19
----------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Northern District of Texas authorized Magnum MRO Systems, Inc., to
use cash collateral through and including March 19, 2020, and on a
continuing monthly basis pursuant to the terms of the Final Order
until such date on which it is terminated by the Court.
The Debtor believes that FC Marketplace, LLC, and Interstate
Billing Service, Inc. ("IBS") have claims secured by its cash
collateral
As part of the adequate protection, the Debtor will make available
to the Secured Creditors copies of all monthly reports required to
be made to the U.S. Trustee, all filings made by the Debtor with
the Court, and all notices of hearings in Debtor's Reorganization
Case.
The Secured Creditors are also granted with a valid, binding,
enforceable, and automatically perfected liens co-extensive with
the Secured Creditors' prepetition liens, in all currently owned or
hereafter acquired property and assets of the Debtor, of the same
kind, nature, and priority the Secured Creditors had prepetition,
whether real or personal, tangible or intangible, wherever located,
now owned or hereafter acquired or arising and all proceeds and
products. The replacement lien secures the holders of the
Prepetition Indebtedness for the diminution in value of the
property and Cash Collateral as a result of the Debtor's
post-petition use.
The Debtor must maintain an accounting of all funds deposited into
the DIP Account, and will make available to the Secured Creditors
any reports required by the U.S Trustee, including all monthly
operating reports for the prior month's operations.
The Debtor is also required to maintain insurance throughout the
Reorganization Case and must provide, when requested by the Secured
Creditors, proof that the collateral is adequately insured against
risk of loss and that the Secured Creditors are named as loss
payee.
The Debtor's right and authority to use cash collateral will
immediately terminate upon the occurrence of any of the following:
(a) The appointment of a Chapter 11 trustee under the
Bankruptcy Code;
(b) Conversion of the Chapter 11 case to a case under chapter
7 of the Bankruptcy Code;
(c) The lifting of the automatic stay for any other party
other than either of the Secured Creditors authorizing such party
to proceed directly against the Cash Collateral, or entry of a
final order by the bankruptcy court authorizing any party to
foreclose or otherwise enforce any lien or other right such other
party may have in and to the Property and/or any part of the
Collateral.
A copy of the Final Order is available at PacerMonitor.com at
https://is.gd/Rrt0HQ at no charge.
About Magnum MRO Systems Inc.
Magnum MRO Systems Inc. was formed in Texas on Jan. 12, 2012 and
specializes in industrial supplies and hydraulics.
Magnum MRO Systems filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
20-40033) on Jan. 3, 2020. At the time of filing, the Debtor was
estimated to have $1 million to $10 million in both assets and
liabilities. Mark A. Castillo, Esq., at Curtis Castillo PC, serves
as the Debtor's counsel.
MASON BUILDERS: Court Rules Plan Doesn't Give Adequate Disclosures
------------------------------------------------------------------
Judge N. Callaway convened a hearing on the motion of debtor Mason
Builders, LLC, seeking approval of a Chapter 11 disclosure
statement ostensibly contained within the filed proposed Chapter
11 Plan of Reorganization of the Debtor filed on Jan. 21, 2020.
Pursuant to 11 U.S.C. Sec. 1125(f)(1), the Debtor filed only a plan
of reorganization and requested that the court find and determine
that the Plan and its exhibits provide information adequate and
sufficient to serve as the disclosure statement in the case such
that a separate disclosure statement is not necessary. The
Bankruptcy Administrator objected to the adequacy of the Plan to
serve as a disclosure statement on Feb. 5, 2020. A telephonic
hearing on the matter was held on Feb. 6, 2020. Counsel for the
debtor, Philip Sasser, and counsel for the Bankruptcy
Administrator, Kirstin Gardner participated in the hearing.
For reasons stated at the hearing, the Court declines to find that
the information contained in the Plan and its exhibits are adequate
and sufficient to satisfy the Debtor's disclosure requirements in
this case.
In its denial order entered Feb. 7, 2020, the Court noted that:
* The Plan states that if confirmed it will fund the proposed
plan payments with revenue generated by continued business
operations and if necessary with sales of real property assets.
However, no information showing past revenue
generated by the business, changes in the business to increase
revenue, or supportable projections of future performance were
provided.
* The disclosure statement portion of the Plan only provides a
minimal description of the business of the Debtor.
* The Plan attempts to provide an estimated return to creditors
in event of a liquidation but it ignores the effects of delay in
liquidation while in chapter 11.
* The Plan fails to provide any or at least sufficient support
for the anticipated future business of the company; the source of
information; the present condition of the debtor; the existence or
collectability of accounts receivable; financial information,
data, valuations and projections information relevant to the risks
posed to creditors under the plan; and tax attributes of the
Debtor.
The Debtor is ORDERED to file an adequate separate disclosure
statement within 14 days from Feb. 7, 2020.
About Mason Builders
Mason Builders, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Case No. 19-04869) on Oct. 21,
2019. At the time of the filing, the Debtor had estimated assets
of between $500,001 and $1 million and liabilities of between
$100,001 and $500,000. The case is assigned to Judge Joseph N.
Callaway. The Debtor tapped Travis Sasser, Esq., at Sasser Law
Firm, as its legal counsel.
MELBOURNE BEACH: Trustee's March 10 Auction of Melbourne Assets Set
-------------------------------------------------------------------
Judge Karen S. Jennemann of the U.S. Bankruptcy Court for the
Middle District of Florida has entered an amended order authorizing
the bidding procedures of Jules S. Cohen, the Chapter 11 trustee
for Melbourne Beach, LLC, in connection with the sale of the fully
developed commercial shopping center described generally as Ocean
Springs Shopping Village, 951-991 E. Eau Gallie Blvd., Melbourne,
Florida, to Terra Equity Group, LLC for $15.5 million, subject to
higher and better offers.
A hearing on the Motion was held on Jan. 22, 2020.
The Court reserves at this time making a determination that the
prospective purchaser is a good faith buyer pursuant to Section
363(m) of the Bankruptcy Code and reserves waiving the 14-day stay
requirement of Bankruptcy Rule 6004.
The Pirogee and Yellow Funding Objection is overruled except to the
extent provided in the Order.
The Trustee will proceed with the sale of the Assets as provided in
the Order and the Bid and Sale Procedures. The Bid and Sale
Procedures (Exhibit A) and the Notice of Sale (Exhibit B) are
approved, are incorporated in the Order by reference, and will
govern all bids and bid proceedings relating to the Assets and the
Sale.
The Trustee and his representatives are authorized to take any and
all actions necessary or appropriate to implement such Bid and Sale
Procedures and marketing of the Assets. The Trustee is authorized
to reimburse the Broker for the marketing expenses addressed at the
Hearing.
Subject to final Court approval of a sale of the Assets pursuant to
the Bid and Sale Procedures, the Assets are anticipated to be sold
free and clear of any liens, claim, or encumbrances.
The Court approves the Stalking Horse Agreement to the extent
consistent with the Order. The Court does not approve the Break-Up
Fee contained in the Stalking Horse Agreement and requested in the
Motion, but it will consider any application for a Break-Up Fee by
the Stalking Horse Bidder reflecting costs incurred by the Stalking
Horse Bidder in the event the Stalking Horse Bidder is not the
Successful Bidder.
No person or creditor will be permitted to credit bid on the Assets
in any manner or form. No person or creditor will be permitted to
offset any sale price of the Assets by any claim asserted or filed
in this Bankruptcy Case.
The deadline for submitting a Qualified Bid will be Feb. 21, 2020
at 5:00 p.m. (ET). In the event the Trustee timely receives more
than one Qualified Bid, he will file a notice with the Court within
24 hours after expiration of the Bid Deadline. The Trustee and his
Broker will then communicate with all Qualified Bidders during the
course of the next seven calendar days after expiration of the Bid
Deadline in an effort to maximize the bids made (which subsequent
bids will be accepted in minimum increments of $100,000, though
Trustee and his Broker may decide to revise such incremental
amounts as will maximize the amount received for the Assets) until
Trustee and his Broker have determined that no further higher
bid(s) will be made by any Qualified Bidder(s).
The Trustee may elect to hold a live auction at a convenient time
prior to 5:00 p.m. on March 10, 2020. If an auction is held, the
Trustee will file a notice with the Court of such election at least
two business days prior to the designated auction date and include
any specific auction procedures.
The Court will convene a Sale Hearing with respect to the sale of
the Assets on March 11, 2020 at 3:00 p.m. (ET), at which time the
Court will consider approval of the Sale of the Assets.
Any Qualified Bidder will attach to such bidder's bid an affidavit
of any connection of the Qualified Bidder to (i) Debtor; (ii) any
creditor(s); (iii) any party in interest; (iv) any attorney who has
made an appearance in the Bankruptcy Case; (v) the United States
trustee; and (vi) any person employed by the United States trustee;
and (vii) Brian West, Westco, LLC, Pirogee Investment, LLC, Yellow
Funding, Corp., or any person connected with Mr. West, Pirogee
Investment, LLC, Yellow Funding, Corp., and stating that the
Qualified Bidder will not engage in any business relationship with
any such person(s) or their affiliates in the future. The Trustee
will provide a list of all such person(s) in the Data Room. The
only exception will be that any Qualified Bidder, if the Successful
Bidder, will not be precluded from entering into a lease with any
tenant at the Subject Property.
A copy of the Exhibits A & B is available at
https://tinyurl.com/smquely from PacerMonitor.com free of charge.
About Melbourne Beach
Established in 1998, Melbourne Beach, LLC is a privately held
company that leases real properties. It is the owner of Ocean
Spring Plaza located at 981 E. Eau, Gallie Boulevard, Melbourne,
Fla., valued by the company at $15.30 million. Melbourne Beach's
gross revenue amounted to $997,732 in 2016 and $924,000 in 2015.
Melbourne Beach filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 17-07975) on Dec. 26, 2017. In the petition signed by Brian
West, its managing member, the Debtor disclosed $15.35 million in
assets and $2.82 million in liabilities.
The Debtor tapped Latham, Luna, Eden & Beaudine, LLP as bankruptcy
counsel; Wald & Cohen, P.A. as accountant; and Marcus & Millichap
as real estate broker.
Jules Cohen was appointed as the Debtor's Chapter 11 trustee. The
trustee is represented by Akerman LLP.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
On Oct. 23, 2019, the Court appointed FL Retail Advisors, LLC as
real estate broker.
MESCO INC: Taps Michael G. Spector as Legal Counsel
---------------------------------------------------
MESCO, Inc. received approval from the U.S. Bankruptcy Court for
the Central District of California to hire the Law Offices of
Michael G. Spector as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a. prepare pleadings, applications and conduct examinations
incidental to administration;
b. advise the Debtor of its rights, powers and duties in the
administration of the case, the management of its financial affairs
and the management of its income and property;
c. advise the Debtor with respect to compliance with the
requirements of the Office of the U.S. Trustee;
d. advise the Debtor regarding matters of bankruptcy law,
including its rights and remedies with respect to its assets and
with respect to claims of creditors;
e. advise the Debtor in connection with all applications,
motions and complaints for adequate protection, sequestration,
relief from stays, appointment of a trustee or examiner and all
other similar matters;
f. develop the relationship of the status of the Debtor to the
claims of creditors;
g. advise and assist the Debtor in the formulation and
presentation of a bankruptcy plan; and
h. represent the Debtor in adversary proceedings.
Michael G. Spector's hourly rates are:
Michael G. Spector $410
Vicki L. Schennum $380
Law Clerk $110
Brittany Porter (Paralegal) $90
Michael G. Spector is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Michael G. Spector, Esq.
Law Offices of Michael G. Spector
2122 North Broadway
Santa Ana, CA 92706
Phone: 714-835-3130
Fax: 714-558-7435
About MESCO Inc.
MESCO, Inc. is the fee simple owner of three real properties in
Silverado, Calif., consisting of a single-family residence and a
parcel of land. The properties have a total current value of $1.45
million.
MESCO filed for Chapter 11 bankruptcy protection (Bankr. C. D. Cal.
Case No. 20-10262) on Jan. 27, 2020, disclosing $2,087,458 in
assets and $1,897,255 in liabilities. The petition was signed by
Michael E. Silbermann, president. Judge Catherine E. Bauer
oversees the case. Michael G. Spector, Esq., at the Law Offices of
Michael G. Spector, serves as the Debtor's legal counsel.
MICROVISION INC: AWM Investment Has 5.6% Stake as of Dec. 31
------------------------------------------------------------
AWM Investment Company, Inc. disclosed in an amended Schedule 13G
filed with the Securities and Exchange Commission that as of Dec.
31, 2019, it beneficially owns 6,927,200 shares of common stock of
MicroVision, Inc., which represents 5.6 percent of the shares
outstanding.
AWM Investment Company, Inc. is the investment adviser to Special
Situations Fund III QP, L.P., Special Situations Cayman Fund, L.P.,
Special Situations Technology Fund, L.P., and Special Situations
Technology Fund II, L.P. As the investment adviser to the Funds,
AWM holds sole voting and investment power over 1,931,963 shares of
Common Stock of the Issuer held by SSFQP, 747,550 Shares held by
Cayman, 667,320 Shares held by TECH and 3,580,367 Shares held by
TECH II.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/UnM7d0
About MicroVision
Based in Redmond, Washington, MicroVision, Inc. --
http://www.microvision.com/-- is the creator of PicoP scanning
technology, an ultra-miniature laser projection and sensing
solution for mobile consumer electronics, automotive head-up
displays and other applications. The Company's PicoP scanning
technology is based on its patented expertise in systems that
include micro-electrical mechanical systems (MEMS), laser diodes,
opto-mechanics, and electronics and how those elements are packaged
into a small form factor, low power scanning engine that can
display, interact and sense, depending on the needs of the
application.
MicroVision reported a net loss of $27.25 million for the year
ended Dec. 31, 2018, compared to a net loss of $25.48 million for
the year ended Dec. 31, 2017. As of Sept. 30, 2019, the Company
had $12.39 million in total assets, $17.36 million in total
liabilities, and a total shareholders' deficit of $4.97 million.
Moss Adams LLP, in Seattle, Washington, the Company's auditor since
2012, issued a "going concern" qualification in its report on the
Company's consolidated financial statements for the year ended Dec.
31, 2018. The auditors noted that the Company has suffered
recurring losses from operations and has an accumulated deficit
that raise substantial doubt about its ability to continue as a
going concern.
MILLERS LANE: Seeks to Hire Winters Tax as Accountant
-----------------------------------------------------
Millers Lane Center, LLC seeks authority from the U.S. Bankruptcy
Court for the Western District of Kentucky to employ Winters Tax &
Consulting Services, LLC as its accountant.
The firm will assist the Debtor in its tax planning, advise the
Debtor of its tax reporting obligations, and prepare its tax
returns.
Winters Tax is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Timothy T. Winters, EA
Winters Tax & Consulting LLC
158 Thierman Lane
Louisville, KY 40207
Phone: 502-208-1400
About Millers Lane Center
Millers Lane Center LLC, a privately held company in the general
rental centers industry, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 19-32095) on July 2,
2019. In the petition signed by its managing member, Mark S.
Brewer, the Debtor was estimated to have assets and liabilities of
less than $10 million. Judge Joan A. Lloyd oversees the case.
The Debtor tapped Kaplan Johnson Abate & Bird LLP as bankruptcy
counsel; The Law Office of C. Thomas Hectus as special counsel; and
Winters Tax & Consulting Services, LLC as accountant.
MOORE PROPERTIES: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The U.S. Bankruptcy Administrator for the Middle District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Moore Properties of Person County, LLC.
About Moore Properties of Person County
Moore Properties of Person County, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No.
20-80081) on Feb. 10, 2020. At the time of the filing, the Debtor
disclosed assets of between $100,001 and $500,000 and liabilities
of the same range. Judge Benjamin A. Kahn oversees the case. The
Debtor tapped James C. White, Esq., at J.C. White Law Group, PLLC,
as its legal counsel.
MOVE4ALL INC: Hires Superior Bookkeeping as Financial Advisor
-------------------------------------------------------------
Move4All, Inc. seeks authority from the U.S. Bankruptcy Court for
the Middle District of Florida to employ Superior Bookkeeping Now
as its tax consultant and financial advisor.
Superior Bookkeeping will provide these services in connection with
the Debtor's Chapter 11 case:
a. assist the Debtor in the preparation of its monthly
operating reports;
b. provide general accounting services, such as creating and
maintaining records of monthly and annual income and expenses;
c. prepare federal and state tax returns;
d. assist in preparing documents necessary for confirmation of
the Debtor's bankruptcy plan; and
e. provide accounting advice.
The firm's hourly rates are:
Staff Bookkeeping $35
Tax & Financial Consulting $35
Attendance and Testimony at Court $35
Superior Bookkeeping is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Richard Stevens, CPA
Superior Bookkeeping Now
831 E Myers Blvd
Mascotte, FL 34753
Phone: 352-434-0410
About Move4All Inc.
Based in Orlando, Fla., Move4All, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
19-08281) on Dec. 19, 2019, listing under $1 million in both assets
and liabilities. Judge Karen Jennemann oversees the case. The
Debtor tapped Aldo G. Bartolone, Jr., Esq., at Bartolone Law, PLLC,
as its legal counsel.
MWM OIL: $1.1K Sale of Miscellaneous Equipment to Jordan Oil Okayed
-------------------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas authorized RAG Oil Co., Inc. and MWM Oil Co.,
Inc. to sell to Jordon Oil Management Inc. the following: (i) a gun
barrel on the Paulsen lease for $500, (ii) the equipment at the
tank battery on the Ray lease for $300, and (iii) the equipment at
the tank battery on the Ramsey lease for $300.
The Miscellaneous Equipment will be sold as-is, where-is, without
warranties or representations of any kind; warranties of
merchantability and fitness for a particular purpose are expressly
disclaimed.
The sale of the Miscellaneous Equipment is free and clear of liens
and encumbrances of record, with all liens and encumbrances in
these Miscellaneous Equipment transferred to the net proceeds of
sale, after payment of costs of sale.
The Debtors are authorized to disburse the sale proceeds to Midland
National Bank (Class 3 creditor) pursuant to the Confirmed Plan.
About RAG Oil Co., Inc.
Based in Towanda, Kansas, RAG Oil Co., Inc. & MWM Oil Company, Inc.
filed voluntary bankruptcy petitions under Chapter 11 (Bankr. D.
Kan. Case No. 19-11405 & Case No. 19-11404, respectively) on July
26, 2019. The Debtors are represented by William B. Sorensen, Jr.
at Morris Laing Evans Brock And Kennedy.
The Debtors' Joint Plan of Liquidation was confirmed on Dec. 2,
2019.
NATIONAL QUARRY: VCE Inc. Appointed as New Committee Member
-----------------------------------------------------------
William Miller, the U.S. bankruptcy administrator for the Middle
District of North Carolina, appointed VCE, Inc. as new member of
the official committee of unsecured creditors in the Chapter 11
case of National Quarry Services, Inc.
VCE maintains an office at:
VCE, Inc.
Jake Hutchison
2604 Foster Avenue
Nashville, TN 37210
The bankruptcy watchdog had earlier appointed Mincon Inc., Austin
Powder and James River Equipment Company, court filings show.
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.
NEMASKA LITHIUM: SISP Okayed; Settlement With Bondholders Reached
-----------------------------------------------------------------
Nemaska Lithium Inc. on Jan. 29, 2020, provided an update on its
restructuring efforts under the Companies' Creditors Arrangement
Act (the "CCAA") initiated on December 23, 2019 under the
supervision of the Superior Court of Quebec (the "Court") and
PricewaterhouseCoopers Inc., as monitor of the business and
financial affairs of the Corporation (the "Monitor").
Implementation of Sale and Investor Solicitation Process
The Corporation on Jan. 29, 2020, obtained an order from the Court
that approves Nemaska Lithium's proposed sale and investor
solicitation process (the "SISP") to be conducted in consultation
with the Monitor and the Corporation's financial advisors, National
Bank Financial Inc. and Clarksons Platou Securities AS. These
financial advisors have significant knowledge of the Corporation's
affairs as well as relevant expertise regarding SISP procedures.
The SISP is intended to generate interest in either a
recapitalization of the Corporation, or in the business or its
assets, with the goal of maximizing return in respect of the
Corporation's assets and potentially creating the foundation of a
plan of compromise or arrangement for all stakeholders of Nemaska
Lithium.
The SISP procedures will commence on February 28, 2020 with the
transmission of a "teaser" letter to potentially interested
parties. The deadline for submission of non-binding letters of
intent is April 17, 2020, with a target closing date of the
transaction in mid-August 2020. Potential interested parties
wishing to obtain more information on the SISP procedures may
consult the Monitor's website:
https://www.pwc.com/ca/en/services/insolvency-assignments/nemaska-lithium-inc/sale-or-investor-solicitation-process--sisp-.html.
Settlement of the Court Case with Holders of the Senior Secured
Bonds
The Corporation has reached an agreement in principle with the
Nordic Trustee to settle its Court case with the holders of the
Senior Secured Bonds issued pursuant to the bond offering announced
on May 10, 2018 (the "Bonds" and the "Bondholders"). The
settlement provides that the Corporation is released of its
obligations towards the Bondholders and obtains the discharge of
the security which secured the Bonds, in exchange for a lump sum
payment of USD 30M.
The settlement, which is conditional upon its formal approval by
Bondholders holding in excess of two thirds of the principal amount
of the Bonds and by the Court, is a meaningful progress in the
Corporation's restructuring efforts under the CCAA. The
Bondholders were set to hold a Bondholders' meeting on February 12,
2020, to vote on the proposal. The Corporation has filed an
application with the Court to seek approval of the settlement and
the application was expected to be heard by the Court on February
13, 2020.
For further information regarding the Court case with the
Bondholders, please consult Nemaska Lithium's press releases dated
September 17, 2019, September 25, 2019, and December 5, 2019.
Claims Procedure Begins in Collaboration with the Monitor
The Corporation on Jan. 29 obtained an order from the Court that
approves Nemaska Lithium's proposed claims procedure in order to
proceed as soon as possible with the review and determination of
the number and quantum of claims against the Corporation and its
subsidiaries, as well as their directors and officers. Pursuant to
the Claims Procedure Order of the Court, persons having claims
against the Corporation, its subsidiaries, and their directors and
officers must file their proofs of claim at the latest on March 31,
2020, failing which these persons will be barred from asserting
their claims.
For further information regarding the claims procedure, please
consult the Monitor's website:
https://www.pwc.com/ca/en/services/insolvency-assignments/nemaska-lithium-inc/claims-process.html.
About Nemaska Lithium
Nemaska Lithium Inc. -- http://www.nemaskalithium.com/-- is a
developing chemical company whose activities will be vertically
integrated, from spodumene mining to the commercialization of
high-purity lithium hydroxide. These lithium salts are mainly
destined for the fast-growing lithium-ion battery market, which is
driven by the increasing demand for electric vehicles and energy
storage worldwide. With its products and processes, the
Corporation intends to facilitate access to green energy, for the
benefit of humanity.
The Corporation intends to operate the Whabouchi mine in Quebec,
Canada, one of the richest lithium spodumene deposits in the world,
both in volume and grade, and the spodumene concentrate to be
produced thereat will thereafter be processed at the Shawinigan
plant using a unique membrane electrolysis process for which the
Corporation holds several patents.
NIAGARA FRONTIER: Court Approves 15th Interim Cash Collateral Order
-------------------------------------------------------------------
Judge Michael J. Kaplan of the U.S. Bankruptcy Court for the
Western District of New York authorized Niagara Frontier Country
Club, Inc., to use cash collateral on a further interim basis, as
set forth in the Fifteenth Order.
M&T Bank and Richard Elia are each granted roll-over or replacement
liens to the same extent, in the same priority and with respect to
the same assets which served as collateral to each of their claims
against the Debtor before the Petition Date, to the extent of cash
collateral actually used during the Debtor's Chapter 11 case.
About Niagara Frontier Country Club
Niagara Frontier Country Club, Inc. --
http://niagarafrontiergolfclub.com/-- is a private,
membership-based golf club located in Youngstown, New York. The
18-hole Niagara Frontier course at the Niagara Frontier Country
Club facility features 6,236 yards of golf from the longest tees
for a par of 70.
Niagara Frontier Country Club sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 18-11695) on Aug. 30,
2018. In the petition signed by Henry Sandonato, president, the
Debtor was estimated to have assets of $1 million to $10 million
and liabilities of $1 million to $10 million. Judge Michael J.
Kaplan oversees the case.
NPHSS LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: NPHSS, LLC
5 Sand & Sea
Carmel by the Sea, CA 93921
Business Description: NPHSS, LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Northern District of California
Case No.: 20-50296
Judge: Hon. Stephen L. Johnson
Debtor's Counsel: Stanley Zlotoff, Esq.
STANLEY ZLOTOFF
300 South First Street
Suite 215
San Jose, CA 95113
Tel: (408) 287-5087
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Franklin Davis Loffer, III, managing
member.
The Debtor did not file a list of its 20 largest unsecured
creditors together with the petition.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://is.gd/KszhMC
OL RIVER HIDEAWAY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Ol River Hideaway, LLC.
About Ol River Hideaway
Ol River Hideaway, LLC sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 20-50001) on Jan. 2, 2020, listing under $50,000 in
assets and $100,001 to $500,000 in liabilities. Judge Ronald B.
King oversees the case. The Debtor is represented by the Law
Office of David T. Cain.
OPTIMIZED LEASING: Delays Filing of Amended Plan to April 2020
--------------------------------------------------------------
Debtor Optimized Leasing, Inc., is asking the Bankruptcy Court to
further extend its deadline to file an amended plan of
reorganization and an amended disclosure statement.
At a hearing on May 22, 2019, the Debtor informed the Court of the
pendency of negotiations for the possible sale of the Debtor's
assets. The Court directed the Debtor to file an amended plan.
The Debtor sought and obtained a series of extensions of time
within which to file amended plan documents.
In a motion filed Feb. 7, 2020, the Debtor requested a 60-day
extension of the Feb. 8 deadline to file an amended plan and
amended disclosure statement.
About Optimized Leasing
Optimized Leasing, Inc., a company headquartered in Miami, Fla., is
in the trucking business. The company utilizes its various
semi-trucks and trailers (some equipped with ThermoKing
refrigeration units) to transport flowers, fruits, vegetables and
other perishable items throughout the U.S.
Optimized Leasing sought Chapter 11 protection (Bankr. S.D. Fla.
Case No. 18-10746) on Jan. 21, 2018. In the petition signed by CFO
Ronen Koubi, the Debtor was estimated to have $10 million to $50
million in assets and liabilities.
Judge Jay A. Cristol oversees the case.
The Debtor tapped Stichter Riedel Blain & Postler, P.A., as its
bankruptcy counsel; and Bill Maloney Consulting as its financial
advisor.
P & P ENTERPRISES: Feb. 27 Auction of Manassas Park Assets Set
--------------------------------------------------------------
Judge Brian F. Kenney of the U.S. Bankruptcy Court for the Eastern
District of Virginia authorized P & P Enterprises, Inc.'s public
sale of the personal property and real property assets located at
9471 Manassas Drive, Manassas Park, Virginia.
A hearing on the Motion was held on Jan. 28, 2020.
The Debtor, including through the Auctioneer, may proceed with the
Auction and Sale of the Property, consistent with the terms of the
Order. The Auctioneer is expressly authorized to begin marketing
and advertising of the Sale and Auction, consistent with the terms
of the Order. Any objections to the relief sought in the Motion,
if not previously withdrawn, waived, or settled, are overruled on
the merits.
The Sale Procedures are approved and will govern all bids and bid
proceedings relating to the Sale of the Property.
The Debtor and the Auctioneer may proceed with the sale of the
Property in accordance with the Order and are authorized to take
any and all actions necessary or appropriate to implement the Sale
Procedures in accordance with the following timeline:
a. Entry of Sale Procedures Order - No later than Jan. 30,
2020
b. Deadline to Serve Sale Procedures - Within two business
days after entry of the Order & Sale Notice Sale Procedures Order
c. Bidder Registration Deadline - Feb. 26, 2020 at 12:00 p.m.
(EST)
d. Deadline to Notify Qualified Bidders - Feb. 26, 2020 at
5:00 p.m. (EST)
e. Auction - Feb. 27, 2020 at 12:00 p.m. (EST)
f. Debtor to File Notice of Successful Bidder - Feb. 28, 2020
at 12:00 p.m. (EST)
g. Sale Objection Deadline - March 4, 2020 at 12:00 p.m.
(EST)
h. Sale Hearing - March 5, 2020 at 10:30 a.m. (EST)
i. Entry of Sale Order - No later than March 6, 2020
j. Sale Closing - No later than April 15, 2020
No later than two business days after the date of entry of the Sale
Procedures Order, the Debtor will serve on all parties-in-interest
notice of the Sale Hearing and related objection deadlines, as well
as copy of the entered Order, which will be deemed proper notice of
the proposed sale and auction of the Property, and the related
deadlines provided.
On Feb. 14, 2020, the Debtor will file with the Court and serve on
all parties-in—interest the proposed form of Order approving the
Sale of the Property to the prevailing bidder, which Order would be
entered after the Sale Hearing.
On Feb. 26, 2020 at 12:00 p.m. (EST), parties interested in
submitting bids will provide to the Auctioneer sufficient proof of
funds to bid and close a Sale of the Property in accordance with
the timeline above. The Auctioneer and the Debtor are authorized
to share with Berkshire Bank, and its agents, proof of funds
provided by potential bidders.
On Feb. 26, 2020 at 5:00 p.m. (EST), bidders that submit proof of
funds will be notified by the Auctioneer that the bidder is
qualified to bid at the auction sale of the Property.
On Feb. 27, 2020 at 12:00 p.m. (EST), the Auctioneer will commence
the auction sale of the Property. During and after the Auction,
the Auctioneer and Debtor are authorized to share and consult with
the Bank and its agents regarding bids and the Auction.
The Auction will take place at the Property.
On Feb. 28, 2020 at 12:00 p.m. (EST), the Debtor will file with the
Court and serve on all parties-in—interest notice of the
prevailing bidder and relevant, key terms of the proposed Sale of
the Property to that prevailing bidder.
On March 4, 2020 at 12:00 p.m. (EST), any parties that object or
oppose the proposed Sale of the Property to the prevailing bidder
will file with the Court and serve on the Debtor's counsel
objections to such proposed Sale of the Property.
On March 5, 2020 at 10:30 a.m. (EST), the Court will convene a
hearing in order to approve the Sale of the Property to the
prevailing, highest bidder from the Auction, at US. Bankruptcy
Court for the Eastern District of Virginia, 200 South Washington
Street, Alexandria, Virginia 22314-5405.
Subject to the dismissal or conversion of the chapter 11 case, any
order authorizing the Sale of the Property to the prevailing bidder
at Auction will provide for the escrow of fees, from sale proceeds,
due to the Office of the US. Trustee.
In the event that (i) the Debtor, as a fiduciary for the bankruptcy
estate and its creditors, and/or the Auctioneer receive an offer to
purchase the Property prior to the Auction, and (ii) such offer is
deemed by the Debtor and the Auctioneer to be likely superior than
any potential bid that could be obtained at Auction, then the
Debtor in consultation with the Auctioneer, and with notice to the
Bank, may cancel the Auction. In such event, the Debtor will file
with the Court and serve on all parties-in-interest 21 days' notice
of the proposed non-Auction sale and all relevant details and seek
Court approval of such a non-Auction sale. All parties' rights,
claims, and defenses are reserved with respect to a proposed
non-Auction sale.
The rights of the Bank to credit-bid at the Auction are expressly
preserved. If the Bank submits a credit-bid for the Property, then
it will not be required to post a deposit in any amount.
Nothing in the Order will be deemed to be approval of any fees,
expenses, costs, or other amounts incurred by the Debtor's
professionals, including the Debtor's counsel and the Auctioneer,
in connection with the Auction and Sale, and all parties' rights,
claims, and defenses concerning Professional Fees are preserved.
The Debtor will seek subsequent Court approval, with proper notice,
for the payment of any Professional Fees in the amounts consistent
with the Motion.
In the event of a sale to a third-party bidder through the Auction
and if the Auction fails to obtain a sale price from such
third-party that will satisfy the full amount of the Banks secured
claim against the Property, then the Court will allow -- and the
Bank agrees that -- a maximum amount of $14,000 may be carved-out
from Sale proceeds that are the Bank's collateral to satisfy
Professional Fees, which Carve-Out will be allocated with $8,000 to
the Debtor's bankruptcy counsel and $6,000 to the Auctioneer for
its marketing fees and expenses.
If the amount of actual Professional Fees incurred are less than
$14,000, then the Carve-Out will be reduced to the amount of the
actual amount of Professional Fees incurred. With respect to the
Bank, all of the Debtor's professionals, including the Debtor's
counsel and the Auctioneer, expressly waive any and all rights and
claims, to surcharge the Bank's collateral,including Sale proceeds
from the Property, for Professional Fees in excess of $14,000. The
maximum amount of Sale proceeds that may be surcharged from the
Bank's collateral will be $14,000, which does not include the
Buyer's Premium assessed by the Auctioneer.
The Auctioneer's compensation, in the event only of a sale to a
third-party is comprised of a 5% buyer's premium of 5% of the
Contract Price. In the event that the fees incurred by the
Debtor's counsel exceed the amount allocated in the Carve-Out, then
the Auctioneer and the Debtor's counsel may agree to apportion the
proceeds of the Buyer's Premium to Court approved fees incurred by
the Debtor's counsel.
If a third-party bidder is not the prevailing bidder at Auction and
the Bank submits a credit-bid for the Property at the Auction and
Sale, and the Bank is the prevailing, highest and best bidder at
the Auction—and a third-party's qualified bid at the Auction is
the second-highest bid -- then the Bank agrees to distribute an
amount of funds equal to 0.5% of the dollar amount of the Second
Bid to the Debtor's estate to be allocated for Professional Fees,
including for the Debtor's bankruptcy counsel and the Auctioneer.
If the Bank's credit-bid is the prevailing, highest and best bid at
the Auction, then the Credit-Bid Compensation will be the only
amount to which the Debtor's professionals, including the Debtor's
counsel and the Auctioneer, are entitled to surcharge the Bank's
collateral; and the Debtor’s professionals expressly waive any
and all rights and claims to surcharge the Bank's collateral,
including Sale proceeds from Property, for Professional Fees in
excess of the Credit-Bid Compensation. The Carve-Out will not be
applicable if the Bank's credit-bid is the prevailing, highest and
best bid at the Auction.
Subject only to the foregoing, the secured claims of any
lienholders, including the Bank, in the Property sold at Auction
will encumber any and all net Sale proceeds in the manner,
priority, and status as such claims, liens, and interests encumber
the Property sold at Auction and such liens, claims, and interest
will transfer to net Sale proceeds accordingly.
Any applicable stay that would otherwise delay the effectiveness of
the Order, including, without limitation, under Local Rule or
Bankruptcy Rule 6004, is express waived, and the Order will be
deemed enforceable immediately upon entry on the Court's docket.
About P & P Enterprises
P & P Enterprises, Inc., based in Manassas, VA, filed a Chapter 11
petition (Bankr. E.D. Case No. 19-12425) on July 24, 2019. In the
petition signed by Peter Perretta, president, the Debtor was
estimated to have $1 million to $10 million in both assets and
liabilities. The Hon. Brian F. Kenney oversees the case.
Christopher S. Moffit, Esq., at the Law Office of Christopher S.
Moffit, serves as bankruptcy counsel to the Debtor.
PENNRIVER COMMUNITY: Seeks to Hire Zousmer Law Group as Counsel
---------------------------------------------------------------
Pennriver Community, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Zousmer Law
Group, PLC, as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; negotiations with creditors;
assistance in connection with any potential financing and sale of
its assets; and the preparation of a reorganization plan.
Michael Zousmer, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $479.
Prior to the Debtor's bankruptcy filing, Zousmer Law Group was paid
$2,500 for pre-bankruptcy services and $17,500 as initial retainer.
The firm will be paid an additional retainer of $22,500.
Mr. Zousmer disclosed in court filings that the firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
Zousmer Law Group can be reached through:
Michael Zousmer, Esq.
Zousmer Law Group, PLC
4190 Telegraph Rd, Suite 300
Bloomfield Hills, MI 48302
Tel: 248-351-0099
Fax: 248-351-0487
E-mail: Michael@zlawplc.com
About Pennriver Community
Pennriver Community, LLC, is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Pennriver Community sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 20-41082) on Jan. 26,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Mark A. Randon oversees the case. Zousmer Law Group,
PLC is the Debtor's legal counsel.
PRECIPIO INC: In Advanced Talks with Poplar Towards a Partnership
-----------------------------------------------------------------
Precipio, Inc. is in advanced discussions with Poplar Healthcare to
establish a strategic partnership that includes, among other
transactions, the acquisition of the customer base of Poplar's
Hematopathology division, OncoMetrix.
The planned transaction contemplates that Precipio will assume
responsibility for OncoMetrix's customer base and associated
revenues of approximately $3M (as of YE 2019, unaudited). This
will represent a potential doubling of Precipio's current pathology
services revenue, and should provide a substantial improvement to
Precipio's laboratory economies of scale, resulting in increased
gross margins. Assuming discussions proceed on course, Precipio
anticipates this transaction to be completed in the next 90 days.
As part of the transaction, three sales representatives of
OncoMetrix will transition to Precipio. There is no consideration
-- either cash or stock -- to be exchanged between the parties at
the outset. Each party expects to realize economic and cash
benefits following the completion of the transaction. The impact
to Precipio is essentially equivalent to the hiring of three
experienced sales rep that immediately bring in a substantial book
of business.
Additional elements of the transaction contemplated include
Precipio offering Poplar's solid tissue pathology services, and
Poplar offering Precipio's Hematopathology services, through their
sales teams. As both companies have been engaged for several years
in the pathology services business, each has developed various
competencies and strengths in areas such as billing and
contracting, laboratory technologies, logistics, sales and
marketing. Both companies will share best practices, as well as
leverage each other's relative advantages in the various areas, for
the combined benefit of each company.
Precipio's management is disclosing the potential transaction in
order to ensure that no parties involved, including employees and
providers for either company, would have advanced knowledge and or
access to what could potentially be material non-public
information. As contemplated, the transaction would likely
represent a significant increase to Precipio's existing pathology
business, internal economies of scale and geographic presence.
Both parties are currently in the process of negotiating definitive
agreements to ensure that providers and their patients experience
an orderly transition. However, there can be no assurances that
any transaction will result from these negotiations, or of the
terms, timing or approval of any such transaction. Precipio will
provide further information once a definitive agreement has been
reached, or if Precipio determines that further disclosure is
warranted. While Precipio's management currently believes there is
a high likelihood of completing this transaction in the next 90
days, investors should make their own assessment as to the impact
of this announcement prior to the completion of the transaction.
"This strategic initiative represents a rapid and effective way to
scale up our business without any dilution to our shareholders,"
said Ilan Danieli, Precipio CEO. "Should this transaction take
place, it will represent the successful execution of one of the
strategic initiatives mentioned earlier this year, intended to grow
our business and generate value to our shareholders."
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com-- is a cancer diagnostics
company providing diagnostic products and services to the oncology
market. The Company has developed a platform designed to eradicate
misdiagnoses by harnessing the intellect, expertise and technology
developed within academic institutions and delivering quality
diagnostic information to physicians and their patients worldwide.
Precipio operates a cancer diagnostic laboratory located in New
Haven, Connecticut and has partnered with the Yale School of
Medicine.
Precipio incurred a net loss of $15.69 million for the year ended
Dec. 31, 2018, compared to a net loss of $20.69 for the year ended
Dec. 31, 2017. As of Sept. 30, 2019, the Company had $22.52
million in total assets, $7.23 million in total liabilities, and
$15.29 million in toal stockholders' equity.
The audit opinion included in the Company's annual report for the
year ended Dec. 31, 2018, contains a "going concern" explanatory
paragraph. Marcum LLP, in Hartford, CT, the Company's auditor
since 2016, stated in its report dated April 16, 2019 that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
PROGRESSIVE SOLUTIONS: Unsecured Creditors to Recover 17% in Plan
-----------------------------------------------------------------
Debtor Progressive Solutions, Inc., filed with the U.S. Bankruptcy
Court for the Central District of California a Plan of
Reorganization which proposes to pay creditors from cash flow
operations.
Priority claims shall be paid in full on March 1, 2020. General
unsecured claims shall be paid quarterly commencing June 15, 2020,
through the last payment on December 15, 2022. In the event of
default, Debtor's nonexempt assets shall be liquidated and
distributed to in satisfaction of remaining Plan obligations.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 17 cents on the dollar.
The Debtor will continue to prosecute its appeal of the City of
Oakland/Stanley judgment and the City of Oakland/Stanley claim will
be deemed disputed until entry of a final order after exhaustion of
all such appeals. The Debtor is authorized to compromise and
dismiss the appeal at any time without further Court order. If the
City of Oakland/Stanley judgment is affirmed by final order, the
claim shall be deemed allowed and all subsequent plan distributions
will be paid directly to City of Oakland. If the City of
Oakland/Stanley judgment is reversed by final order, the claim
shall be deemed disallowed and no further reserve shall be
required.
The Debtor will continue in business and Mr. Glenn Vodhanel shall
continue to manage the Debtor and his compensation shall remain
consistent with his compensation during the chapter 11 case.
A full-text copy of the Reorganization Plan dated Jan. 30, 2020, is
available at https://tinyurl.com/vvqtu8j from PacerMonitor at no
charge.
About Progressive Solutions
Founded in 1979, Progressive Solutions, Inc. --
http://www.progressivesolutions.com/-- is a provider of software
and support services to governmental entities. The Company is
headquartered in Brea, California.
Progressive Solutions commenced a Chapter 11 case (Bankr. C.D. Cal.
Case No. 18-14277) on Nov. 21, 2018. In the petition signed by
Glenn Vodhanel, president, the Debtor estimated $500,000 to $1
million in assets and $1 million to $10 million in liabilities.
Lewis R. Landau, Attorney-at-Law, represents the Debtor.
REAVANS ANNEX: $30M Sale of Properties to Wedgewood Approved
------------------------------------------------------------
Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the
Northern District of Texas authorized Reavans Annex, LLC, Reavans
Gilbert, LLC, and Reavans Lake Avenue, LLC to sell to Wedgewood,
Inc. the following multi-family housing assets consisting of both
land and improvements for not less than $30 million: (i) 4710 Lake
Ave., Dallas, TX 75219 - (100 units); (ii) 4425 Gilbert Ave.,
Dallas, TX 75219 - (63 units); (iii) 4203 Gilbert Ave., Dallas, TX
75219 - (49 units); (iv) 4207 Bowser Ave., Dallas, TX 75219 - (38
units); and (v) 1519 Annex Ave., Dallas, TX 75204 - (104 units),
based on the terms of the Letter of Intent dated Jan. 17, 2020.
The sale is free and clear of all liens, claims and encumbrances,
with such liens, claims and encumbrances attaching to the proceeds
of sale.
The proceeds of the sale will be distributed at closing as follows:
first, to all reasonable and necessary closing costs and the real
estate broker's commissions in accordance with the terms of the
LOI; second, to the 2019 ad valorem taxes and any accrued penalties
and interest; third, to Thrive Lending Fund, LLC, Thrive Lending
Fund II, LLC, and/or GVA Pro, LLC, in the same order of priority
which they now have against the sold assets, to satisfy each
entity's principal, interest, costs and fees permitted by their
loan documents; and fourth, to the Debtor. In no event will a sale
close that does not pay Thrive Lending Fund, LLC, Thrive Lending
Fund II, LLC, and GVA Pro, LLC in full.
Notwithstanding anything in the Order to the contrary, the liens
securing payment of the 2020 ad valorem taxes will remain attached
to the property to secure payment of said ad valorem taxes assessed
on the property for that tax year and any penalties and interest
that may accrue thereon.
There will be no 14-day delay in the effectiveness of the Order of
Sale.
About Reavans Annex
Reavans Annex, LLC and Reavans Lake Avenue, LLC classify their
business as single asset real estate (as defined in 11 U.S.C.
Section 101(51B). Meanwhile, Reavans Gilbert LLC is an investment
company, including hedge fund or pooled investment vehicle (as
defined in 15 U.S.C. Section 80a-3).
Reavans Annex, Reavans Gilbert and Reavans Lake Avenue sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Tex. Case Nos. 19-33704, 19-33705 and 19-33707) on Nov. 4, 2019.
At the time of the filing, Reavans Annex had estimated assets of
between $1 million and $10 million and liabilities of between
$500,000 and $1 million.
Reavans Gilbert had estimated assets of between $10 million and $50
million and liabilities of between $500,000 and $1 million.
Reavans Lake had estimated assets of between $1 million and $10
million and liabilities of between $100,000 and $500,000. The
cases have been assigned to Judge Harlin DeWayne Hale. The Debtors
tapped Joyce W. Lindauer Attorney, PLLC as their legal counsel.
ROCK POND: Case Summary & Unsecured Creditor
--------------------------------------------
Debtor: Rock Pond Acres, LLC
29950 SE Folsom Rd.
Eagle Creek, Oregon 97022
Business Description: Rock Pond Acres, LLC is a privately held
company that is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
District of Oregon
Case No.: 20-30574
Judge: Hon. Peter C. Mckittrick
Debtor's Counsel: Sally Leisure, Esq.
SRL LEGAL, LLC
25-6 NW 23rd Place, #241
Portland, OR 97210
Tel: 503-781-8211
E-mail: sally@sallyleisure.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Phyllis Brinkley, managing member.
The Debtor lists PGE as its sole unsecured creditor holding a claim
of $5,007.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/62TeqQ
RONNA'S RUFF: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Ronna's Ruff Bark Trucking, Inc.
About Ronna's Ruff Bark Trucking
Ronna's Ruff Bark Trucking, Inc., a privately held company in the
skidding logs business, filed a Chapter 11 petition (Bankr. W.D.
Pa. Case No. 19-11167) on Nov. 25, 2019. In the petition signed by
Erick Merryman, owner, the Debtor was estimated to have $1 million
to $10 million in assets and liabilities. Judge Thomas P. Agresti
oversees the case. The Debtor is represented by Quinn, Buseck,
Leemhuis, Toohey & Kroto, Inc.
ROSEGOLD HOTELS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Rosegold Hotels LLC
d/b/a Holiday Inn Express Eunice
2607 Dublin Park Drive
Parker, TX 75094
Business Description: Rosegold Hotels LLC is a privately held
company in the traveler accommodation
industry.
Chapter 11 Petition Date: February 19, 2020
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 20-40502
Debtor's Counsel: Joyce W. Lindauer, Esq.
ATTORNEY AT LAW & MEDIATOR
12720 Hillcrest Rd.
Dallas, TX 75230
Tel: (972) 503-4033
E-mail: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Rukshanda Hasham, managing member.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/pAhTJw
RUM RUNNERS: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Rum Runners Saloon, Inc.
About Rum Runners Saloon
Based in Pittsburgh, Rum Runners Saloon, Inc., filed a Chapter 11
bankruptcy petition (Bankr. W.D. Pa. Case No. 19-24682) on Dec. 3,
2019, disclosing under $1 million in both assets and liabilities.
Judge Gregory L. Taddonio oversees the case. The Debtor is
represented by Brian C. Thompson, Esq., at Thompson Law Group, P.C.
RYDER CONTRACTING: Plan Confirmation Hearing Continued to April 1
-----------------------------------------------------------------
A continued plan confirmation hearing of Ryder Contracting, Inc.
will be held at Bankruptcy Courtroom, 6th Floor Robert C. Byrd U.S.
Courthouse, 300 Virginia Street East, Charleston, WV 25301 on April
1, 2020, at 1:30 p.m.
As reported in the Troubled Company Reporter, debtor Ryder
Contracting filed with the U.S. Bankruptcy Court for the Southern
District of West Virginia a liquidating
Chapter 11 plan. All Debtor's assets will be sold at auction.
Secured creditors
will receive ratable distribution based upon approved claims.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of the Plan has valued
at approximately 0 cents on the dollar. The Plan does not
contemplate a distribution to equity holders.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/w6d9rad from PacerMonitor.com at no charge.
About Ryder Contracting
Ryder Contracting, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-20087) on March 4,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of less than $50,000. The
case has been assigned to Judge Frank W. Volk. The Debtor tapped
the Law Office of John Leaberry as its bankruptcy counsel.
SAMANTHA SANSON CONSULTING: Seeks to Hire Stuart Levy as Accountant
-------------------------------------------------------------------
Samantha Sanson Consulting Inc. seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Stuart Levy, CPA, APC, as its accountant.
Stuart Levy will provide these services:
a. advise the Debtor regarding matters of tax law relating to
claims of taxing agencies;
b. advise the Debtor concerning the reporting requirements of
the Office of the U.S. Trustee; and
c. file the Debtor's annual tax returns.
The firm will charge $300 per hour for its services.
Stuart Levy is a disinterested person within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Stuart Levy, CPA
Stuart Levy, CPA, APC
Phone: (310) 540-1736
Fax: (310) 543-1766
Email: Stu@stuartlevycpa.com
About Samantha Sanson Consulting
Established in 1999, Samantha Sanson Consulting Inc. was created by
Samantha Sanson to provide consulting and advisory services to the
adult entertainment and performance industry.
Samantha Sanson Consulting filed a voluntary Chapter 11 petition
(Bankr. E.D. Cal. Case No. 19-24428) on Dec. 10, 2019, and is
represented by J. Bennett Friedman, Esq., at Friedman Law Group,
P.C. The Debtor estimated under $1 million in both assets and
liabilities. Judge Barry Russell oversees the case.
SAMSON OIL: Delays Filing of Form 10-Q for Quarter Ended Dec. 31
----------------------------------------------------------------
Samson Oil & Gas Limited filed a Form 12b-25 with the Securities
and Exchange Commission notifying that the Company's Quarterly
Report on Form 10-Q for the period ending Dec. 31, 2019 could not
be completed and filed by the prescribed due date of Feb. 14, 2020,
without undue hardship and expense to the Company, due to
unforeseen delays in the collection and review of information and
documents affecting disclosures in the Report. The Company expects
to file the Report on or before Feb. 19, 2020 in accordance with
Rules 0-3 and 12b-25 of the Securities Exchange Act of 1934, as
amended.
About Samson Oil
Headquartered in Perth, Western Australia, Samson Oil & Gas Limited
-- http://www.samsonoilandgas.com/-- is an independent energy
company primarily engaged in the acquisition, exploration,
exploitation and development of oil and natural gas properties,
primarily with a focus in Montana and North Dakota.
Samson Oil reported a net loss of $7.15 million for the fiscal year
ended June 30, 2019, compared to a net loss of $6.04 million for
the fiscal year ended June 30, 2018. As of Sept. 30, 2019, the
Company had $38.19 million in total assets, $48.51 million in total
liabilities, and a total stockholders' deficit of $10.32 million.
Moss Adams LLP, in Denver, Colorado, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
Oct. 15, 2019, citing that the Company is in violation of its debt
covenants, incurred a net loss from operations, has cash outflows
from operations, and its current liabilities exceed its current
assets as of and for the year ended June 30, 2019. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
SAR TECH LLC: Raises Unsecureds' Payout to 90%; Plan Approved
-------------------------------------------------------------
Debtor Sar Tech, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of West Virginia a Third Amended Chapter 11 Plan
of Reorganization.
On January 28, 2020, Judge Patrick M. Flatley confirmed and
approved the Plan as amended by additional payments to Class
3.03.01 - all timely filed claims.
The Debtor duly caused the proffer of the plan, modified as
requested in the Court's prior instructions, and failing to get
votes, adjusted payout to filed claims of an unsecured nature to
90% over 60 months to gain acceptance by the major unsecured
creditor.
The Debtor was formerly authorized to continue to operate the
businesses and manage its properties as Debtor and no trustee or
examiner has been appointed in the Chapter 11 Case.
As to Class 3.03 under the Plan, the recent proposed addition of
80% to the 10% already proposed, payable over 60 months, represents
only a small increase in monthly creditor payments, and affects no
other Class or party in interest, and as such is adopted as part of
the Plan without other or further Solicitation, balloting or
analysis required.
A full-text copy of the Order Confirming the Plan dated Jan. 28,
2020, is available at https://tinyurl.com/u4zrfqm from PacerMonitor
at no charge.
The Debtor is represented by:
John F. Wiley
J Frederick Wiley PLLC
PO Box 1381
Morgantown, West Virginia 26507
Tel: (304) 906-7929
About Sar Tech LLC
Sar Tech LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. W.Va. Case No. 18-00666) on July 12, 2018. At
the time of the filing, the Debtor was estimated assets and
liabilities of less than $50,000. The Debtor tapped J Frederick
Wiley PLLC as its legal counsel.
SCIH SALT: Moody's Assigns 'B3' Corp. Family Rating, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to SCIH Salt
Holdings Inc., including a B3 Corporate Family Rating and a B3-PD
probability of default rating. Moody's has also assigned B3 ratings
to the proposed $125 million first lien senior secured revolving
credit facility that expires in 2025 and to the $900 million first
lien senior secured term loan B due 2027. The ratings outlook is
stable.
SCIH Salt Holdings Inc. is a newly established holding company that
was formed following the acquisition of the businesses of Kissner
Group Holdings LP by Stone Canyon Industries Holdings LLC. Proceeds
from the TLB and the $200 million 2nd lien senior secured term loan
(unrated) along with $985 in new cash and management rollover
equity will be used to fund the acquisition, refinance the existing
debt obligations of Kissner Holdings LP and US Salt LLC and pay for
the related transaction fees and expenses. The existing ratings of
Kissner Holdings LP and US Salt LLC will be withdrawn after the
transaction closes.
The ratings are subject to the transaction closing as proposed and
receipt and review of the final documentation.
Assignments:
Issuer: SCIH Salt Holdings Inc.
Probability of Default Rating, Assigned B3-PD
Corporate Family Rating, Assigned B3
Senior Secured Revolving Credit Facility, Assigned B3 (LGD3)
Senior Secured Term Loan, Assigned B3 (LGD3)
Outlook Actions:
Issuer: SCIH Salt Holdings Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
SCIH Salt's B3 CFR reflects the company's small scale, high
leverage, relatively limited product diversity and largely
weather-dependent business model with more than 75% of revenues
generated from bulk and packaged de-icing salt products. The rating
also factors in a significant variability in earnings and credit
metrics which could be negatively affected by mild winters in the
Great Lakes, Great Plains, Midwest and East Coast regions, although
this risk is mitigated by the company's evaporated salt business in
the US and its de-icing operations in Western Canada where winters
are typically longer and colder ensuring a more stable base level
of demand. On a pro-forma basis, the company generates about 80% of
its revenues in the US and the balance in Canada.
The rating is supported by the nature of the de-icing salt industry
being largely insulated from economic cycles and the company's
ability to generate consistent operating cash flow which should
allow it to service its debt. Lack of low-cost alternatives to salt
for de-icing purposes and public safety-based need to apply salt
during winter conditions ensure underlying demand for most of the
company's products further underpinning its credit rating. The
rating benefits from the improved scale and enhanced operational,
product, end-market and geographic diversity as SCIH Salt will
effectively be the 4th largest salt producer in North America. SCIH
Salt will combine Kissner companies with strong industry positions
in the 1) US evaporated salt market that serves more stable,
non-weather dependent, higher margin consumer salt applications; 2)
de-icing markets of Western Canada where the company benefits from
access to low-cost, long-term supply of salt and 3) de-icing salt
business in the US.
The company's private ownership by a global industrial holding
company with shareholders comprised of family offices, pensions and
sovereign wealth funds, exposes the credit to potential event risk
associated with future acquisitions to the extent they will be
financed by additional debt as the company executes its strategy of
scaling up the business over time.
Pro forma for the new debt issuance, Moody's adjusted debt/EBITDA
is estimated at 6.9x in the twelve months ended September 30, 2019,
which is elevated for the rating. However, Moody's expects that in
FY2020 EBITDA will increase approximately 4% y-o-y benefitting from
the successful 2019-2020 bidding season, already implemented price
increases and the recently completed capacity expansions at the
Detroit salt mine and the evaporated salt facilities in Watkins
Glen, NY. The EBITDA growth and projected positive FCF that is
likely to be used for debt reduction, will bring the leverage down
towards mid 6x in 2020 and assuming normal winter, below 6x in
FY2021. In the longer term, Moody's expects debt/EBITDA to range
between 4 times and 8 times depending on winter conditions, M&A
activity and the company's initiatives to increase exposure to
higher-margin consumer end-markets.
The stable rating outlook reflects expectations that following the
successful 2019-2020 winter bidding season, the company will be
able to grow sales, generate meaningful free cash flow and reduce
leverage in the next 12-18 months. The stable outlook also assumes
that the company will continue to generate free cash flow through
mild winters.
By the nature of its business, i.e. deriving about 38% of its
revenues from underground mining of rock salt deposits, SCIH Salt
faces a number of ESG risks typical for a company in the mining
industry, including compliance with stringent health, safety and
environmental regulations. However, the ESG risks for the company
are generally lower than those of base and precious metals
producers because salt mining is considered less hazardous and
requires less processing (crushing and grinding). The company's
Canadian operations faces fewer ESG risks as there is no
underground mining operation. That said, the company needs to
maintain good social relationships with the communities surrounding
its operations. While environmental and social risks are moderate,
the governance risk is above average given the elevated leverage
and company's private ownership that is expected to engage in
further, partly debt-financed M&A activities.
Moody's would consider an upgrade if the company pays down debt so
that in mild (trough) winter conditions leverage does not exceed
5.5x, retained cash flow to debt (RCF/Debt) is sustained above 10%,
and the company maintains good liquidity and a conservative
financial policy including no large debt-financed acquisitions and
no significant dividend payments to the owners.
Moody's could downgrade the ratings if in mild (trough) winter
conditions leverage is expected to exceed 8x and interest coverage
to fall below 1.25x. Moody's could also downgrade the ratings if
liquidity position deteriorates, the company undertakes a large
debt-financed acquisition or makes a significant distribution that
will constrain its ability to maintain a credit profile appropriate
for the B3 rating through mild winters.
SCIH Salt has adequate liquidity supported by $25 million in cash,
a 5-year $125 million revolving credit facility fully available at
close and the ability to generate positive free cash flow in mild
winters. Moody's expects SCIH Salt to generate approximately $45
million of free cash flow in FY 2020 and approximately $75 million
in FY 2021, which should support its first lien term loan
amortization of approximately $9 million and provide cash for
incremental debt repayment. Moody's expects significant quarterly
cash flow variation due to the seasonality of the salt business and
expect the company to generally rely on the RCF to fund the
inventory build-up before collecting significant cash in the first
calendar quarter of the year.
The first lien senior secured credit facilities comprised of the
$125 million first lien senior secured revolving credit facility
that expires in 2025 and the $900 million first lien senior secured
term loan due in 2027 are rated B3, in line with the B3 CFR,
reflecting the preponderance of the first lien debt in the capital
structure. First lien facilities are secured by substantially all
assets of the borrower and guarantors (domestic subsidiaries), 65%
stock pledge of the Canadian subsidiaries which will also have a
negative pledge restricting their ability to incur debt and liens
subject to certain carveouts. The first lien term loan contains no
financial covenants and has an excess cash flow sweep of 50%,
stepping down to 25% and 0% at first lien net leverage of 0.5x and
1x, respectively. The revolving credit facility has a springing
first lien net leverage covenant of 7.17x when the revolver is
drawn at 35% with an approximate 35% cushion expected at closing.
Headquartered in Overland Park, Kansas, SCIH Salt Holdings Inc.
operates two underground rocks salt mines and evaporated salt
production facility in the US, three salt processing facilities in
Western Canada co-located with potash mines, six automated salt
packaging facilities and multiple storage locations in North
America. The company is the fourth largest salt producer of salt in
North America providing de-icing, consumer and industrial salt
products to a diverse group of customers. The company is owned by
Stone Canyon Industries Holdings LLC, global industrial holding
company with shareholders comprised of family offices, pensions and
sovereign wealth funds. On a pro-forma basis, for the LTM ended
September 30, 2019, SCIH Salt Holdings Inc. generated $364 million
in net revenues ($456 million in gross revenues).
The principal methodology used in these ratings was Chemical
Industry published in March 2019.
SEARS FARM: Seeks to Hire Leatherman Real Estate as Appraiser
-------------------------------------------------------------
Sears Farm, LLC seeks authority from the U.S. Bankruptcy Court for
the Eastern District of North Carolina to hire Leatherman Real
Estate Services to conduct an appraisal of its real properties.
The properties include two lots identified as Lot 1 and Lot 41 in
the Debtor's confirmed Chapter 11 reorganization plan. The plan
requires the Debtor to sell some of its real properties.
The appraiser can be reached at:
Frank Leatherman
Leatherman Real Estate Services
4006 Barrett Drive # 201
Raleigh, NC 27609
Phone: (919) 571-1244
About Sears Farm
Based in Cary, N.C., Sears Farm, LLC, which owns various land
parcels with a total appraised value of $11.05 million, filed a
Chapter 11 petition (Bankr. E.D.N.C. Case No. 18-00986) on March 1,
2018. The petition was signed by William W. Sears, member and
manager. At the time of the filing, the Debtor had total assets is
$21.76 million and total liabilities is $7.75 million.
Judge Stephani W. Humrickhouse oversees the case.
The Debtor's bankruptcy attorneys are William P. Janvier, Esq., and
Kathleen O'Malley, Esq., at Janvier Law Firm, PLLC, in Raleigh,
N.C. Its special counsel are Perry R. Safran, Esq., and Eric R.
Spence, Esq.
SONOMA PHARMACEUTICALS: Has $1.08M Net Loss for Dec. 31 Quarter
---------------------------------------------------------------
Sonoma Pharmaceuticals, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $1,084,000 on $4,678,000 of total
revenues for the three months ended Dec. 31, 2019, compared to a
net loss of $2,298,000 on $5,280,000 of total revenues for the same
period in 2018.
At Dec. 31, 2019, the Company had total assets of $16,496,000,
total liabilities of $5,287,000, and $11,209,000 in total
stockholders' equity.
Chief Executive Officer Amy Trombly and Chief Financial Officer
John Dal Poggetto said, "Management believes that the Company has
access to additional capital resources through possible public or
private equity offerings, debt financings, corporate collaborations
or other means; however, the Company cannot provide any assurance
that other new financings will be available on commercially
acceptable terms, if needed. If the economic climate in the U.S.
deteriorates, the Company's ability to raise additional capital
could be negatively impacted. If the Company is unable to secure
additional capital, it may be required take additional measures to
reduce costs in order to conserve its cash in amounts sufficient to
sustain operations and meet its obligations. These measures could
cause significant delays in the Company's continued efforts to
commercialize its products, which are critical to the realization
of its business plan and the future operations of the Company.
These matters raise substantial doubt about the Company's ability
to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/a2qiEw
Sonoma Pharmaceuticals, Inc., a specialty pharmaceutical company
dedicated to identifying, developing and commercializing unique,
differentiated therapies to millions of patients living with
chronic skin conditions. The Petaluma, Calif.-based Company is
focused on the development and commercialization of therapeutic
solutions in medical dermatology to treat skin conditions, such as
acne, atopic dermatitis and scarring.
SPERLING RADIOLOGY: Seeks to Hire Moecker Auctions as Appraiser
---------------------------------------------------------------
Sperling Radiology P.C., P.A. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Moecker Auctions, Inc. to conduct an appraisal of the personal
properties owned by the company and Dan Sperling.
Moecker will charge $900 for the appraisal of Mr. Sperling's
properties and $2,500 for Sperling Radiology's properties.
Eric Rubin of Moecker Auctions attests that he and his firm neither
hold nor represent any interest adverse to the Debtor's bankruptcy
estate.
The firm can be reached through:
Eric Rubin
Moecker Auctions, Inc.
1883 Marina Mile Blvd., Suite 106
Fort Lauderdale, FL 33315
Tel: 954-252-2887
About Sperling Radiology P.C.
Sperling Radiology P.C., P.A. is a privately held company in Delray
Beach, Fla., that offers radiology services.
Sperling Radiology filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-26480) on Dec. 10, 2019. In the petition signed by Sam
Farbstein, chief operating officer, the Debtor estimated $1 million
to $10 million in both assets and liabilities. Philip J. Landau,
Esq., at Shraiberg, Landau & Page, P.A., is the Debtor's legal
counsel.
STURDIVANT TAYLOR: April 3 Deadline for Filing Plan & Disclosures
-----------------------------------------------------------------
The Bankruptcy Court has granted the United States Trustee for
Region 5's amended motion to set a deadline for filing a disclosure
statement and plan of reorganization each for debtors Sturdivant
Taylor, LLC, and Building Blocks of Madison Crossing Daycare and
Learning Center, Inc., s
The judge ordered that the Debtors must each file a disclosure
statement and a confirmable plan of reorganization on or before
April 3, 2020.
About Sturdivant Taylor
Sturdivant Taylor, LLC owns and leases real property located at 243
Yandell Road,Canton, Miss., with a building located thereon leased
to Building Blocks of Madison Crossing Daycare and Learning Center,
Inc. where it operates a daycare.
Sturdivant Taylor and Building Blocks sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Lead Case No.
19-03561) on Oct. 7, 2019. At the time of the filing, Sturdivant
Taylor disclosed assets of less than $50,000 and liabilities of
less than $1 million. The cases have been assigned to Judge Neil
P. Olack. Hood & Bolen, PLLC, is the Debtors' legal counsel.
SUMMIT FACILITY: Gets Final Approval to Use Cash Through March 31
-----------------------------------------------------------------
Judge Kathleen H Sanberg of the U.S. Bankruptcy Court for the
District of Minnesota issued an order approving the Stipulation
between Summit Facility and Kitchen Service, LLC and Fidelity Bank
for the use of cash collateral through March 31, 2020.
Fidelity Bank is the only creditor with a lien in the Debtor's cash
collateral. As of the Petition Date, the Debtor estimates that it
was indebted to Fidelity Bank in the amount of $178,419.
Pursuant to the Stipulation, the Debtor proposes to grant to
Fidelity Bank adequate protection, which includes the following:
(a) A replacement lien on all property of the same types as
the collateral, including, but not limited to, all post-petition
cash, cash equivalents, deposit accounts, inventory and parts, work
in process, accounts, general intangibles and proceeds thereof;
and
(b) The payment of adequate protection to Fidelity Bank
calculated as 3.0% of all Debtor receipts of any nature, payable by
check or wire transfer weekly on Wednesday for the week ending the
Friday immediately prior.
As additional adequate protection, the Stipulation also contains
certain other obligations including, but not limited to, the
Debtor's maintenance and use of depository and merchant accounts
and reporting obligations specific to Fidelity Bank.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/o9Cciv at no charge.
About Summit Facility and Kitchen Service
Summit Facility and Kitchen Service, LLC is a full-service
mechanical and construction contractor servicing commercial
customers and specializing in equipment installation and upgrades,
equipment service and repair, and equipment maintenance. It also
offers small appliance repair services, commercial kitchen
fabrication, and field service for mobile and portable commercial
kitchens.
Summit Facility and Kitchen Service sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 19-43872) on
Dec. 30, 2019. At the time of the filing, the Debtor had estimated
assets of between $100,000 and $500,000 and liabilities of between
$1 million and $10 million. Judge Kathleen H. Sanberg oversees the
case. Lynn J. Wartchow, Esq., at Wartchow Law Office, LLC, is the
Debtor's legal counsel.
The U.S. Trustee for Region 12 on Feb. 3, 2020, appointed two
creditors to serve on the official committee of unsecured creditors
in the Debtor's case.
SUN-ONE LLC: Seeks Court Approval to Hire Bankruptcy Attorney
-------------------------------------------------------------
Sun-One LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of California to hire an attorney to handle its
Chapter 11 case.
In its application, the Debtor proposes to employ David Johnston,
Esq., an attorney based in Modesto, Calif., to provide these legal
services:
(a) advise the Debtor of its rights, powers and obligations in
the management of the estate and in its bankruptcy case;
(b) take necessary actions to enforce the automatic stay and
to oppose motions for relief from the automatic stay;
(c) take necessary actions to recover and avoid any
preferential or fraudulent transfers;
(d) appear with the Debtor's managing member at the meeting of
creditors, initial interview with the U.S. trustee, status
conference, and other hearings held before the bankruptcy court;
(e) review and, if necessary, object to proofs of claim;
(f) take steps to obtain court authority for the sale of the
Debtor's assets; and
(g) prepare a plan of reorganization and a disclosure
statement and take all steps necessary to bring the plan to
confirmation.
The Debtor will pay Mr. Johnston an hourly fee of $360. The
attorney received $5,000 from the Debtor's managing member, Kathryn
Machado, for attorney's fees, and $1,717 for the filing fee.
Mr. Johnston is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
Mr. Johnston maintains an office at:
David C. Johnston, Esq.
1600 G. Street, Suite 102
Modesto, CA 95354
Tel: (209) 579-1150
About Sun-One LLC
Sun-One LLC is a single asset real estate debtor (as defined in 11
U.S.C. Section 101(51B)).
Sun-One sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Calif. Case No. 20-90049) on Jan. 21, 2020. At the
time of the filing, the Debtor had estimated assets of between $1
million and $10 million and liabilities of between $500,000 and $1
million. Judge Ronald H. Sargis oversees the case.
David C. Johnston, Esq., is the Debtor's legal counsel.
SUNPOWER CORP: Reports $7.7 Million Net Loss for Fiscal 2019
------------------------------------------------------------
SunPower Corporation filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$7.72 million on $1.86 billion of revenue for the fiscal year ended
Dec. 29, 2019, compared to a net loss of $917.49 million on $1.72
billion of revenue for the fiscal year ended Dec. 30, 2018.
As of Dec. 29, 2019, the Company had $2.17 billion in total assets,
$2.15 billion in total liabilities, and total equity of $21.50
million.
SunPower said, "While challenging industry conditions and a
competitive environment extended throughout fiscal 2019, we believe
that our total cash and cash equivalents, including cash expected
to be generated from operations, will be sufficient to meet our
obligations over the next 12 months from the date of issuance of
these consolidated financial statements. Also, we have been
successful in our ability to divest certain investments and
non-core assets, such as the sale of membership interests in our
Commercial Sale-Leaseback Portfolio, and the sale and leaseback of
Hillsboro facility. Additionally, we have secured other sources of
financing to satisfy our liquidity needs such as the issuance of
common stock through the public offering completed in November 2019
and realizing cash savings resulting from restructuring actions and
cost reduction initiatives. We continue to focus on improving our
overall operating performance and liquidity, including managing
cash flows and working capital.
"While we have not drawn on it, we also have the ability to enhance
our available cash by borrowing up to $55.0 million under the 2019
Revolver."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/k7EL9d
About SunPower
Headquartered in San Jose, California, SunPower Corporation --
http://www.sunpower.com/-- is a global energy company that
delivers complete solar solutions to residential, commercial, and
power plant customers worldwide through an array of hardware,
software, and financing options and through solar power solutions,
operations and maintenance services, and "Smart Energy" solutions.
SUNSET BAY: Seeks Extension of Plan Deadline Until March 2020
-------------------------------------------------------------
Sunset Bay Landscaping, Inc., filed a motion for an extension of
time to file a plan of reorganization and a disclosure statement.
The motion explains that the principal of the Debtor, Shane
Schanstra, has been receiving in-patient medical treatment and has
been unavailable to meet with counsel to outline a proposed
Disclosure Statement and Plan of Reorganization. Similarly, Mr.
Schanstra has been unavailable to prepare the Debtor's actual
historical financial data and projections (the "Proforma") which is
a necessary part of the Disclosure Statement.
In the motion filed Feb. 7, 2020, the Debtor seeks to extend the
Feb. 8, 2020 deadline to file its plan of reorganization and
disclosure statement for an additional 45 days.
Attorney for the Debtor:
Buddy D. Ford, Esquire
Jonathan A. Semach, Esquire
Heather M. Reel, Esquire
9301 West Hillsborough Avenue
Tampa, Florida 33615-3008
Telephone: (813) 877-4669
Facsimile: (813) 877-5543
Office Email: All@tampaesq.com
E-mail: Buddy@tampaesq.com
Jonathan@tampaesq.com
Heather@tampaesq.com
About Sunset Bay Landscaping
Sunset Bay Landscaping, Inc., filed for Chapter 11 bankruptcy
(Bankr. M.D. Fla. Case No. 19-10019) on Oct. 22, 2019, listing
under $1 million in both assets and liabilities. The petition was
signed by Shane J. Schanstra, president. Buddy D. Ford, P.A.,
serves as counsel to the Debtor.
SVENHARD'S SWEDISH: U.S. Trustee Forms 7-Member Committee
---------------------------------------------------------
The U.S. Trustee for Region 17 on Feb. 13, 2020, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Svenhard's Swedish Bakery.
The committee members are:
(1) Dawn Food Products, Inc.
Representative: Russell W. Helganz
3333 Sargent Rd.
Jackson, MI 49201
russell.helganz@dawnfoods.com
(2) Allied Packing Corp.
Representative: Steven D. Smith
2025 S. 27th Street
Phoenix, AZ 85034
steves@alliedonline.com
(3) Northern California General Teamsters Security Fund
Representative: David Hawley
P.O. Box 2330 Stockton, CA 95201
dave@teamsters137.com
(4) Douglas D. Prola
273 Reardon Street
Oakdale, CA 95361-8900
Dprola50@gmail.com
(5) Bill D. Pruitt
960 N Stonewood St.
La Habra, CA 90631
Billyboy47@aol.com
(6) Divine Enterprises
Representative: Nick Yarmolyuk
3555 Cincinnati Ave.
Rocklin, CA 95765
Nick@divinetrans.com
(7) Bakery and Confectionery Union and
Industry International Pension Fund
Representative: Steven D. Brock
10401 Connecticut Ave.
Kensington, MD 20895-3951
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 Svenhard's Swedish Bakery
Svenhard's Swedish Bakery is a privately held company that is
primarily engaged in manufacturing fresh and frozen bread and other
bakery products.
Svenhard's Swedish Bakery, based in Fresno, Calif., filed a Chapter
11 petition (Bankr. E.D. Cal. Case No. 19-15277) on Dec. 19, 2019.
In the petition signed by David Kunkel, chief operating officer,
the Debtor was estimated to have $1 million to $10 million in
assets and $10 million to $50 million in liabilities. Judge Rene
Lastreto II oversees the case. The Debtor tapped Zolkin Talerico
LLP as its legal counsel; and Gary Garrigues Law Firm as its
special litigation counsel.
TALLGRASS ENERGY: Fitch Lowers LongTerm IDR to BB, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings downgraded Tallgrass Energy Partners, LP's Long-Term
Issuer Default Rating to 'BB' from 'BB+'. The senior unsecured
rating has been downgraded to 'BB' from 'BB+'. The recovery rating
remains 'RR4'. The senior secured rating is downgraded to 'BB+'
from 'BBB-'. Its Recovery Rating is 'RR1'.
Tallgrass Energy Finance Corp.'s senior unsecured rating has been
downgraded to 'BB' from 'BB+'. The recovery rating remains 'RR4'.
TEFC is the co-issuer of TEP senior unsecured notes.
The ratings have been removed from Rating Watch Negative following
clarity about how Tallgrass and Prairie ECI Acquiror, LP (Prairie)
are funding the acquisition of the remaining 56% of Tallgrass
Energy, LP (TGE; TEP is the operating subsidiary of TGE). The
Rating Outlook is Stable.
In addition, Fitch has downgraded the Long-Term IDR of Prairie to
'B+' from 'BB-'. The senior secured rating has been affirmed at
'BB-', however, the recovery rating has been lowered to 'RR3' from
'RR2'. The ratings have been removed from Rating Watch Negative
following clarity about how Tallgrass and Prairie are funding the
acquisition of the remaining 56% of TGE (TEP is the operating
subsidiary of TGE). The Rating Outlook is Stable.
Prairie is a special purpose vehicle, owned by BlackStone
Infrastructure Partners, and its partners and affiliates, to hold
the general partner and 44% equity interest (at the current time;
expected to go to 100% in 2Q20) in Tallgrass Energy, LP (TGE). TGE
wholly owns Tallgrass Energy Partners, LP (TEP; TGE and TEP
collectively referred to as Tallgrass).
KEY RATING DRIVERS
Tallgrass:
Leverage Increasing: The downgrade reflects the incremental debt
that will be taken on by Tallgrass related to Prairie's acquisition
of shares it does not already own. Tallgrass is in the market
offering a $500 million bond. A portion of the proceeds of this
proposed bond will make its way to Prairie to supplement Prairie's
own new borrowing, in order to fund the share purchase price. The
increase in leverage (GAAP, not proportional consolidated) is about
a third of a turn of leverage in the actual case, compared to a
case where all the needed debt was borrowed at Prairie.
Re-contracting Risk: TEP's ratings reflect significant near-term
re-contracting risk at Rockies Express Pipeline, LLC (Rockie) and
Tallgrass Pony Express Pipeline, LLC (Pony). Fitch recognizes that
TEP has taken significant steps towards mitigating this risk with
recent projects and contractual extensions on both Rockie and Pony;
however, there remains a significant amount of contracted capacity
at each subsidiary expected to expire soon. Oil production
fundamentals in the Bakken, Powder River (PRB), and Denver
Julesburg (DJ) Basins may ultimately drive TEP's ability to
re-contract capacity at Pony at favorable rates. Rockie
re-contracting near term is progressing although Fitch's concerns
have been increasing. In addition to re-contracting risk, Rockie's
counterparty risk exposure has been rising as a number of
Appalachian basin producers have had significant credit quality
deterioration. Tallgrass may request letters of credit or cash
collateral as forms of credit support.
Sponsor Relationship: TEP's ratings reflect its stand-alone credit
profile with no express linkage to its parent company. Upon the
closing of the transaction to be taken private, TEP will be fully
owned by Blackstone Infrastructure Partners and certain other
investors. However, the ratings do consider that there could be
some meaningful credit benefits from sponsor ownership including
funding support for growth initiatives, increased cash retention
and /or investment opportunities for TEP.
Prairie:
Ratings Downgraded: Prairie's Long-Term IDR has been downgraded to
'B+'/Outlook Stable, its senior secured debt rating has been
affirmed at 'BB-', and its senior secured recovery rating
downgraded from 'RR2' to 'RR3." The downgrade to the IDR is due
greater structural subordination than previously considered, given
that Tallgrass will take on some debt the proceeds of which will be
part of the consideration in the go-private transaction.
Prairie's ratings largely reflect the structural subordination the
secured term loan is expected to have to obligations at TEP, which
is the sole provider of cash flow, in the form of equity
distributions to Prairie. Fitch believes that the increased default
and operational risks at TEP, stemming from the increased TEP
leverage, increases the risk that TEP may cut or suspend the
distribution stream it pays to Prairie, thereby negatively
impacting Prairie's default risk. Standalone leverage at Prairie is
expected to remain low and end 2020 at slightly over 3.0x.
Stable Distribution from Tallgrass: This structural concern is
somewhat alleviated by Fitch's expectations for stable cash flow
distributions up to Prairie and increased financial and operating
flexibility that Prairies 100% ownership will provide to Tallgrass.
Fitch expects TGE to provide stable distributions to Prairie and
its ownership over the next several years. This distribution is
supported by Fitch's expectation that Tallgrass will exhibit cash
flow and earnings stability as the vast majority of its revenue
remains contractually supported. TEP is subject to a fair amount of
re-contracting risk at its two main operating assets, Rockie and
Pony.
Refinancing Risk: Refinancing is a longer-term concern for Prairie.
While the term loan has some mandatory amortization and a cash flow
sweep provision, Fitch does not expect full amortization by the
maturity of the term loan. A refinancing or equity contribution
will be needed to repay the maturing debt. Prairie could face
unfavorable refinancing markets at loan maturity and/or an
unwillingness by its sponsors to inject further equity into Prairie
or an inability to monetize its equity interests in TGE should
there be operating issues or the dividend stream come under
pressure and negatively impact Prairie's ability to service its
debt.
DERIVATION SUMMARY
TEP Derivation:
TEP's ratings reflect its size, scale, expected earnings, cash
flows and sources of cash flows. The ratings consider significant
re-contracting risk at Rockie and Pony Express, both of which have
a significant amount of capacity that has had or is expected to
have contracts expire in 2019 and 2020. However, given the supply
demand dynamics in the region, Fitch believes that Rockie and Pony
should both be able to re-contract some, if not all, of its
expiring capacity at lower rates and continue to retain reasonable
credit metrics throughout Fitch's current base case forecast
(2020-2023).
Another similar comparable peer is Buckeye Partners, LP which was
taken private by IFM in late 2019. Fitch rates Buckeye which has
similar size, scale and diversity to Tallgrass and faces similar
recontracting risks, though more on crude and refined product
storage and transport. Buckeye was downgraded from 'BBB-' to 'BB'
associated with its take private transaction with Fitch forecast
BPL's YE 2020 leverage closer to 6.0x. Fitch expects that IFM is
committed to improving leverage beyond that in 2021. Fitch set
BPL's negative rating sensitivity for leverage at 6.0x or above at
the end of 2021.
Prairie Derivation:
Prairie's ratings largely reflect the structural subordination the
loan is expected to have to obligations at Tallgrass, which is the
sole provider of cash flow, in the form of equity distributions to
Prairie. Fitch currently rates Tallgrass' operating subsidiary
Tallgrass Energy Partners, LP's (TEP) Long-Term IDR 'BB'/Outlook
Stable. Fitch believes that the default risk of Prairie stems from
operating performance missteps or funding needs at Tallgrass
potentially leading Tallgrass to decrease its distribution. As
such, Fitch believes that the credit profiles of Prairie,
Tallgrass, and ultimately TEP are linked but that the structural
subordination limits Prairies default risk being greater than that
of TEP.
Relative to similarly rated midstream holding company peers Fitch
expects Prairie to have leverage better than or in line with GIP
III Stetson (Stetson; BB-/Negative) and Equitrans Corp. (ETRN; B+).
Fitch expects Prairie's stand-alone leverage for 2020 in the range
of 3.0x to 3.4x, be better than Stetson's expected stand-alone
leverage in 2019 of approximately 3.5x. As mentioned, ETRN's
expected leverage is significantly lower at 1.3x for 2019.
KEY ASSUMPTIONS
Tallgrass
Fitch's Key Assumptions Within Its Rating Case for the Issuer
-- Pony expiring capacity in 2019 and 2020 re-contracted at
lower volumes and rates;
-- Rockie distributions and EBITDA consistent with Fitch's
forecast for Rockie;
-- Capital spending of $1.5 billion for the forecast period
inclusive of maintenance capex. This capital spending
excludes the potential joint venture (JV) with Kinder Morgan
given the negotiations around constituting a JV are ongoing,
and therefore the possible outcomes for this JV are numerous.
Prairie
Fitch's Key Assumptions Within Its Rating Case for the Issuer
-- Distributions consistent with Fitch's base case forecast for
TEP;
-- Amortization and cash flow sweep consistent with loan terms.
-- For the Recovery Rating, Fitch utilized a going-concern
approach with a 4.0x EBITDA multiple versus a 6.0x multiple
for midstream opco issuers, reflecting Prairie's
non-ownership of hard assets, as it is a HoldCo of Tallgrass
Energy Partners, LP.
The Recovery Rating for Prairie's HoldCo Term Loan has been lowered
from 'RR2' to 'RR3'. The scenario envisions a precipitous drop in
natural gas prices, and then a recovery. Fitch calculated
administrative claims to be 10% which is a standard assumption.
RATING SENSITIVITIES
Tallgrass Energy Partners, LP
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- While favorable rating action is not viewed as likely in the
near term, proportionally consolidated leverage (as defined as
total debt/Adjusted EBITDA inclusive of 75% Rockie EBITDA and
Rockie debt, but exclusive of Holdco debt) at or below 5.7x on a
sustained basis.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Inability to re-contract expiring Rockie or Pony capacity at
rates which are supportive of maintaining proportionally
consolidated leverage (defined as total debt to adjusted EBITDA) in
the range of 6.0x-6.4x.
-- Negative rating action at Rockie could potentially lead to
negative rating action at TGE.
-- Significant credit event or credit profile deterioration of
any major contracted shipper/customer that significantly impairs
cash flow.
-- A significant customer filing for, or appears to be
approaching bankruptcy.
Prairie ECI Acquiror, LP
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- While favorable rating action is not viewed as likely in the
near term, positive rating action at TEP may prompt positive rating
action at Prairie.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Negative rating action at TEP would result in a downgrade or
potentially a multi-notch downgrade.
-- A decrease in distributions to Prairie from TGE.
-- Increased leverage at Prairie that results in stand-alone
leverage (Prairie debt/Prairie EBITDA, with Prairie EBITDA equal to
distributions received less any operating expenses) at or above
4.3x on a sustained basis.
LIQUIDITY AND DEBT STRUCTURE
Tallgrass Energy Partners, LP
Liquidity Adequate: On July 26, 2018, TEP and certain of its
subsidiaries entered into an amendment to its existing revolving
credit facility. The amendment modified certain provisions of the
credit agreement to, among other things, increase the available
amount of the TEP revolving credit facility to $2.25 billion,
reduce certain applicable margins in the pricing grids used to
determine the interest rate and revolving credit commitment fees,
modify the use of proceeds to allow TEP to pay off the Tallgrass
Equity revolving credit facility, and increase the maximum total
leverage ratio to 5.5x. In addition to the 5.5x leverage covenant,
the revolver requires TEP maintain a consolidated senior secured
leverage ratio of not more than 3.75x and a consolidated interest
coverage ratio of not less than 2.5x.
As of Dec. 31, 2019, TEP had $1.456 billion in borrowings
outstanding under its credit facility and was in compliance with
its covenants, leaving roughly $794 million in availability. TEP
currently has three series of senior unsecured notes outstanding
with maturity dates in 2023, 2024 and 2028, so near-term maturities
are limited to the revolver which matures in June 2022. Fitch
believes TEP's near-term maturity obligations are manageable.
PRAIRIE ECI Acquiror, LP
Liquidity Adequate: Liquidity needs at Prairie are expected to be
limited to interest payments, debt amortization, and distributions
to owners. Fitch expects distributions from Tallgrass to be
supportive of Prairies ability to meet its debt service obligations
and its minimum debt service coverage ratio covenant of 1.1x. The
term loan will require a six-month rolling debt service reserve
account in support of debt service needs, which will fall away at
consolidated net leverage of 3.25x. As of Sept. 30, 2019, the
borrowing amount under the term loan was $1.149.2 billion.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3. ESG issues are credit neutral
or have only a minimal credit impact on the entity, either due to
their nature or the way in which they are being managed by the
entity.
TEP has a relevance Score of 4 for Group Structure and Financial
Transparency as it possesses complex group structure, with
significant related party transactions and ownership concentration.
This has a negative impact on the credit profile and is relevant to
the rating in conjunction with other factors.
Prairie ECI Acquiror, LP has a relevance Score of 4 for Group
Structure and Financial Transparency as it possesses complex group
structure, with significant related party transactions and
ownership concentration. This has a negative impact on the credit
profile and is relevant to the rating in conjunction with other
factors.
TALLGRASS ENERGY: Moody's Rates New Unsec. Notes Due 2027 'B1'
--------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Tallgrass Energy
Partners, LP's proposed senior unsecured notes due in 2027. TEP's
negative outlook and the B1 rating on its existing senior unsecured
notes are unchanged. Additionally, the ratings of Prairie ECI
Acquiror LP including its Ba3 Corporate Family Rating, Ba3-PD
Probability of Default Rating, B2 term loan rating and its negative
rating outlook are unchanged.
The notes are being offered to partially repay the outstanding
balance on TEP's revolving credit facility, although $245 million
is expected to be reborrowed from the revolver to consummate the
company's Take-Private transaction. In December 2019, Blackstone
Infrastructure Partners and certain other investors, including
Enagás, GIC, NPS and USS (together, the Sponsors), announced that
it was entering into a definitive agreement to acquire the
outstanding publicly-held Class A shares in Tallgrass Energy, LP
for ~$3.55 billion (Take-Private transaction). The sponsors will
contribute up to $2.92 billion of cash equity and borrow $575
million to fund the acquisition. On February 5, 2020, Blackstone
announced the upsize of its existing $1.1 billion term loan by $375
million to partially fund the Take-Private transaction. Therefore,
the remainder of the borrowings to close the transaction will be
funded at TEP.
Debt List:
Assignment:
Issuer: Tallgrass Energy Partners, LP
Senior Unsecured Notes, Assigned B1 (LGD4)
RATINGS RATIONALE
The proposed senior unsecured notes due 2027 are pari passu with
the existing senior unsecured notes and are rated B1, one notch
below Prairie's Ba3 CFR, reflecting its subordinated claim to TEP's
$2.25 billion revolving credit facility (unrated), which has a
senior secured priority claim to TEP's assets, and its structurally
superior position within the capital structure and priority claim
to the assets compared to Prairie's $1.5 billion senior secured
term loan that is rated B2. Moody's views this B1 outcome on the
senior notes as more appropriate than the Ba3 rating that would be
suggested under Moody's Loss Given Default Methodology given the
composition of the capital structure and its expectations of how
the capital structure could evolve going forward.
Although the issuance size of the new notes is higher than what is
required to consummate the Take-Private transaction, the reduction
in outstanding revolver borrowings keeps the financial leverage
profile of the overall Prairie family consistent with Prairie's Ba3
CFR and B1 rating on TEP's unsecured notes.
Prairie and TEP's negative rating outlook reflects the execution
risk involved in growing the company's cash flow either through
growth projects or recontracting the PONY and REX capacity at
supportive tariff rates as contracts rollover.
Prairie's Ba3 CFR reflects the company's high financial leverage
including Prairie's term loan, debt at TEP and pro-rata share of
Rockies Express Pipeline LLC's (REX Ba1 stable) debt vis-a-vis the
cash flow generated by the operating assets at TEP and its share of
REX. Prairie's consolidated financial leverage (debt/EBITDA ratio)
at year-end 2020 including the incremental $575 million of debt
rises significantly above 7x. There are prospects for leverage to
improve, but that is primarily dependent on asset and cash flow
growth which entails execution risk. This execution risk involves
growing the company's cash flow either through growth projects or
recontracting the capacity on PONY and REX as existing contracts
expire to sufficiently to reduce the company's Debt/EBITDA towards
7x or below. Prairie benefits from its size, its predominantly
interstate pipeline asset base with cash flow from long-term firm
transportation contracts and some earnings diversification.
If Prairie does not reduce its Debt/EBITDA below 7x through
earnings growth and/or debt reduction, then its ratings could be
downgraded. Prairie's ratings could be upgraded if the company
improves its financial leverage to below 6x.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
TBH19 LLC: Court Schedules Disclosures Hearing for December
-----------------------------------------------------------
On Jan. 23, 2020, a chapter 11 status conference was held in a
bankruptcy case voluntarily filed by Debtor TBH19, LLC.
On Jan. 28, 2020, Judge Vincent P. Zurzolo ordered that:
* April 30, 2020, is the deadline for filing proofs of claim is
and Debtor must comply with Local Bankruptcy Rule 3003-1.
* Aug. 31, 2020, is the deadline for a hearing to be held on
objections to claims.
* Dec. 3, 2020, at 11:00 a.m. is the hearing on a motion for
approval of the adequacy of the disclosure statement. The debtor
is permitted to select an earlier hearing date for disclosure
statement under the following conditions:
(a) The earlier hearing is on a Thursday at 11:00 a.m. that is
available for the court; and
(b) The debtor is able to meet filing and service deadlines for
an earlier hearing date.
A copy of the order dated Jan. 28, 2020, is available at
https://tinyurl.com/rewbl6v from PacerMonitor at no charge.
About TBH19 LLC
TBH19, LLC owns a single-family residential property located at
1011 N. Beverly Hills, Calif., having an appraised value of $125
million. The residence is considered one of the crowning
achievements of renowned architect Gordon Kaufmann and was built in
1927 for Milton Getz, executive director of the Union Bank & Trust
Company. TBH19 is managed by Lenard M. Ross.
TBH19 sought for Chapter 11 protection (Bankr. C.D. Cal. Case No.
19-23823) on Nov. 24, 2019. The Debtor disclosed total assets of
$125,042,955 and total liabilities of $75,126,312 as of the
bankruptcy filing. Judge Vincent P. Zurzolo oversees the case.
The Law Offices of Robert M. Yaspan, is the Debtor's legal counsel.
TEMPLE 2358: Seeks Funding to Pay Claimants by April 20
-------------------------------------------------------
Debtor Temple 2358 N. 12th Street, LLC filed an Amended Chapter 11
Plan and an Amended and/or Revised 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.
The Debtor's principal assets are real estate, various business
goods and furnishings with an unknown scheduled value, and cash on
hand. In the event of a Chapter 7 liquidation, it is estimated
that there would be approximately $38,800 in the Debtor's estate
available for distribution (before trustee commissions) to
unsecured creditors.
The Debtor shall seek funding to satisfy all claims by a date
specific (April 20th, 2020). The Debtor shall retain the Assets of
the estate and shall pay operating expenses for the Property/rental
unit. In the event Debtor does not secure funding to pay claims by
April 20, 2020, then Debtor will convert to Chapter 7 and/or
secured creditor will get stay relief as indicated in the amended
plan.
A full-text copy of the Amended Disclosure Statement dated Jan. 27,
2020, is available at https://tinyurl.com/uqofvnp from PacerMonitor
at no charge.
The Debtor is represented by:
MARCIA Y. PHILLIPS, ESQ., LLM & ASSOCIATES, LLC
Marcia Y. Phillips
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 January 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. The Debtor's 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.
TORREY HOLDING: Seeks to Hire Andersen Law Firm as Legal Counsel
----------------------------------------------------------------
Torrey Holdings, LLC seeks authority from the U.S. Bankruptcy Court
for the District of Nevada to hire Andersen Law Firm, Ltd. 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 powers and duties in the continued
management and operation of its business and property;
b) attend meetings and negotiate with representatives of
creditors and other "parties in interest" and advise the Debtor on
the conduct of the case, including the legal and administrative
requirements of operating in Chapter 11;
c) take all necessary actions to protect and preserve the
bankruptcy estate, including the prosecution of actions on its
behalf, the defense of any actions commenced against the estate,
negotiations concerning all litigation in which the Debtor may be
involved, and objections to claims filed against the estate;
d) prepare legal papers;
e) negotiate and prepare a plan of reorganization, disclosure
statement and related documents and take necessary actions to
obtain confirmation of the plan;
f) advise the Debtor in connection with any sale of its
assets; and
g) appear before the bankruptcy court, appellate courts and
the U.S. trustee.
Andersen Law Firm will be paid at these hourly rates:
Ryan A. Andersen, Esq. $425
Ani Biesiada, Esq. $320
Paralegals $145
The firm will be paid a retainer in the amount of $10,000 and will
be reimbursed for work-related expenses incurred.
Mr. Andersen, a partner at Andersen 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.
Andersen Law Firm can be reached at:
Ryan A. Andersen, Esq.
Ani Biesiada, Esq.
Andersen Law Firm, Ltd.
101 Convention Center Drive, Suite 600
Las Vegas, NV 89109
Tel: (702) 522-1992
Fax: (702) 825-2824
Email: ryan@vegaslawfirm.legal
ani@vegaslawfirm.legal
About Torrey Holdings
Based in Las Vegas, Torrey Holdings, LLC filed a Chapter 11
petition (Bankr. D. Nev. Case No. 20-10449) on Jan. 27, 2020. At
the time of filing, the Debtor had estimated assets of between
$500,001 and $1 million and liabilities of less than $50,000.
Judge Bruce T. Beesley oversees the case. The Debtor tapped
Andersen Law Firm, Ltd. as its legal counsel.
TOWN SPORTS: Renaissance Technologies Has 7.3% Stake as of Dec. 31
------------------------------------------------------------------
Renaissance Technologies LLC and Renaissance Technologies Holdings
Corporation disclosed in an amended Schedule 13G filed with the
Securities and Exchange Commission that as of Dec. 31, 2019, they
beneficially own 2,037,614 shares of common stock of Town Sports
International Holdings, Inc., which represents 7.28 percent of the
shares outstanding. A full-text copy of the regulatory filing is
available for free at:
https://is.gd/0433pg
About Town Sports
Headquartered in Elmsford, New York, Town Sports International
Holdings, Inc. -- https://www.townsportsinternational.com/ -- is a
diversified holding company with subsidiaries engaged in a number
of business and investment activities. The Company's largest
operating subsidiary has been involved in the fitness industry
since 1973 and has grown to become owner and operator of fitness
clubs in the Northeast region of the United States.
As of Sept. 30, 2019, Town Sports had $814.42 million in total
assets, $900.16 million in total liabilities, and a total
stockholders' deficit of $85.75 million in total stockholders'
deficit.
* * *
As reported by the TCR on Nov. 21, 2019, S&P Global Ratings lowered
its issuer credit rating on Town Sports International Holdings Inc.
to 'CCC' from 'B-'. S&P lowered the rating to 'CCC' because Town
Sports' term loan matures in November 2020 and it believes there is
an increased risk of a default over the next 12 months.
TOWN SPORTS: Stadium Capital, et al. Report 4.9% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, these entities reported beneficial ownership of shares
of common stock of Town Sports International Holdings, Inc. as of
Dec. 31, 2019:
Shares Percent
Beneficially of
Reporting Person Owned Class
---------------- ------------ -------
Stadium Capital Management, LLC 1,394,485 4.9%
Stadium Capital Management GP, L.P. 1,394,485 4.9%
Stadium Capital Partners, L.P. 1,218,187 4.4%
Alexander M. Seaver 1,394,485 4.9%
Bradley R. Kent 1,394,485 4.9%
SCP is an investment limited partnership, the general partner of
which is SCMGP. SCM is the general partner of SCMGP, and an
investment adviser whose clients have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from
the sale of, the Stock. Seaver and Kent are the managing members
of SCM.
A full-text copy of the regulatory filing is available for free at
the SEC's website at:
https://is.gd/sZJLJN
About Town Sports
Headquartered in Elmsford, New York, Town Sports International
Holdings, Inc. -- https://www.townsportsinternational.com/ -- is a
diversified holding company with subsidiaries engaged in a number
of business and investment activities. The Company's largest
operating subsidiary has been involved in the fitness industry
since 1973 and has grown to become owner and operator of fitness
clubs in the Northeast region of the United States.
As of Sept. 30, 2019, Town Sports had $814.42 million in total
assets, $900.16 million in total liabilities, and a total
stockholders' deficit of $85.75 million in total stockholders'
deficit.
* * *
As reported by the TCR on Nov. 21, 2019, S&P Global Ratings lowered
its issuer credit rating on Town Sports International Holdings Inc.
to 'CCC' from 'B-'. S&P lowered the rating to 'CCC' because Town
Sports' term loan matures in November 2020 and it believes there is
an increased risk of a default over the next 12 months.
TRADE WEST INC: Seeks to Hire Cades Schutte as IP Counsel
---------------------------------------------------------
Trade West, Inc. seeks authority from the U.S. Bankruptcy Court for
the District of Hawaii to employ an "ordinary course" professional
to assist with the renewal of its trademarks, intellectual property
and custom recordations.
The Debtor proposes to employ Martin Hsia, Esq., a partner at Cades
Schutte, LLP, who has been its "pre-petition intellectual property"
attorney for approximately 28 years. The attorney will use a
partner, Keri Ann Krzykowski, to process the custom recordation and
trademark renewal.
Mr. Hsia and Ms. Krzykowski will charge $460 per hour and $370 per
hour, respectively.
Mr. Hsia assures the court that he does not hold any interest
potentially adverse to his representation of the Debtor.
The attorney can be reached at:
Martin E. Hsia, Esq.
Cades Schutte, LLP
1000 Bishop Street, Suite 1200
Honolulu, HI 96813
Phone: 808-521-9200
About Trade West Inc.
Trade West, Inc., which conducts business under the name Nani
Makana -- http://www.tradewest.org-- was founded in 1976 by Thomas
and Ellen Matthews. Based in Honolulu, Hawaii, Trade West designs,
imports, manufactures and distributes authentic Hawaiian flower
artificial lei and hair accessories; two lines of Made in Hawai'i
personal care, bath and body products; a line of sunglasses and
accessories; and Hawaiian-themed gifts and souvenirs.
Trade West filed for Chapter 11 bankruptcy protection (Bankr. D.
Hawaii Case No. 19-01658) on Dec. 30, 2019. In its petition, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The petition was signed by Thomas W. Matthews,
president. Judge Robert J. Faris oversees the case. The Debtor is
represented by Jerrold K. Guben, Esq., at O'Connor Playdon Guben &
Inouye LLP.
TRIBUS ENTERPRISES: Has $556K Net Loss for Quarter Ended Dec. 31
----------------------------------------------------------------
Tribus Enterprises, Inc., filed its quarterly report on Form 10-Q,
disclosing a net and comprehensive loss of $556,258 on $25,554 of
revenues for the three months ended Dec. 31, 2019, compared to a
net and comprehensive loss of $204,694 on $0 of revenues for the
same period in 2018.
At Dec. 31, 2019, the Company had total assets of $2,447,910, total
liabilities of $1,489,341, and $958,569 in total stockholders'
equity.
Tribus Enterprises said, "The Company's financial statements are
prepared using accounting principles generally accepted in the
United States of America applicable to a going concern, which
contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, the Company
does not have significant cash or other current assets, nor does it
have an established source of revenues sufficient to cover its
operating costs which raises substantial doubt regarding the
Company's ability to continue as a going concern. Under the going
concern assumption, an entity is ordinarily viewed as continuing in
business for the foreseeable future with neither the intention nor
the necessity of liquidation, ceasing trading, or seeking
protection from creditors pursuant to laws or regulations.
Accordingly, assets and liabilities are recorded on the basis that
the entity will be able to realize its assets and discharge its
liabilities in the normal course of business."
A copy of the Form 10-Q is available at:
https://is.gd/7gYKAi
Tribus Enterprises, Inc., was incorporated in the State of
Washington on March 29, 2017 for the purpose of developing,
designing, manufacturing and distributing hand tools. Upon
incorporation, the Company entered into a share exchange agreement
with Tribus Innovations, LLC, and acquired all of the outstanding
ownership interests of Tribus Innovations. Tribus Innovations was
formed on Dec. 1, 2015. The transaction was accounted for as a
reverse merger and these financial statements present the
historical financial information of Tribus Innovations from its
inception and include the financial information of the Company from
the completion of the share exchange agreement on March 29, 2017.
The Company has not yet realized revenues from its planned business
activities.
ULTRA PETROLEUM: Enters Into Sixth Amendment to Credit Facility
---------------------------------------------------------------
Ultra Petroleum Corp. announced its borrowing base redetermination,
fourth quarter 2019 production, and guidance for production and
capital in 2020.
On Feb. 14, 2020, Ultra Resources, Inc. a wholly owned subsidiary
of Ultra entered into the Sixth Amendment to Credit Agreement.
Pursuant to the Sixth Amendment and the spring borrowing base
redetermination, which will take effect April 1, 2020, the
Borrowing Base (as defined in the Credit Agreement) will be reduced
to $1.075 billion, with $100 million commitment attributed to the
Credit Agreement. In accordance with the previously disclosed
Fifth Amendment to Credit Agreement, the commitment amount for the
Credit Agreement is scheduled to automatically reduce to $120
million on Feb. 29, 2020, from the current $200 million commitment.
The adjustments to the commitment amount on Feb. 29, 2020, and
April 1, 2020, coincide with the Company's anticipated reduction of
the outstanding borrowings under the Credit Agreement.
The additional changes effected by the Sixth Amendment provide for
(i) the establishment of a quarterly borrowing base
redetermination, with the next redetermination occurring on
July 1, 2020, and on each October 1, January 1 and April 1
thereafter and (ii) a downward revision of the anti-cash hoarding
amount from $25 million to $15 million at all times borrowings are
outstanding under the Credit Agreement.
"The results of the spring 2020 borrowing base review process and
the commitment level provided for in this amendment affirms our
decision to suspend drilling and focus on free cash flow generation
and debt repayment in 2020. This outcome further highlights the
unique nature of our low-decline asset, Ultra's low-cost operations
and a predictable operating free cash flow of approximately $55
million for the fourth quarter," said Brad Johnson, president and
chief executive officer of Ultra.
Fourth Quarter 2019 Production
In the fourth quarter of 2019 the Company produced 55.4 Bcfe, an
average rate for the quarter of 602 MMcfe per day. Natural gas
production was 53.1 Bcf and oil production was 378,000 Bbls for the
fourth quarter. Full-year 2019 production was 240.2 Bcfe.
About Ultra Petroleum
Headquartered in Englewood, Colorado, Ultra Petroleum Corp. --
http://www.ultrapetroleum.com-- is an independent energy company
engaged in domestic natural gas and oil exploration, development
and production. The Company is listed on NASDAQ and trades under
the ticker symbol "UPL".
As of Sept. 30, 2019, the Company had $1.84 billion in total
assets, $2.69 billion in total liabilities, and a total
shareholders' deficit of $843.8 million.
The Nasdaq Stock Market, Inc. had determined to remove from listing
the common stock of Ultra Petroleum Corp., effective on Sept. 3,
2019. Based on review of information provided by the Company,
Nasdaq Staff determined that the Company no longer qualified for
listing on the Exchange pursuant to Listing Rule 5450(a)(1).
* * *
As reported by the TCR on Oct. 2, 2019, S&P Global Ratings lowered
the issuer credit rating on U.S.-based oil and gas exploration and
production (E&P) company Ultra Petroleum Corp. to 'CCC-' from
'CCC+'. The downgrade follows Ultra's recent announcement that it
is suspending drilling in the Pinedale by the end of September in
response to unfavorable natural gas pricing.
VAC FUND HOUSTON: Sale of 2402 Encreek Road Home Approved
---------------------------------------------------------
Judge Mike K. Nakagwa of the U.S. Bankruptcy Court for the District
of Nevada (a) denied without prejudice VAC Fund Houston, LLC's sale
of the following two parcels of real properties: (i) 14919
Bramblewood Drive, Houston, Texas; and (i) 2319 Encreek Road,
Houston, Texas; and (b) granted its sale of the real property
located at 2402 Encreek Road, Houston, Texas.
With respect to the Debtor's granted sale of its scheduled parcels
of real property in the ordinary course of business, it is on the
condition that the Debtor files and serves with respect to each
property a notice of intent to sell containing the following
information:
a. The address of the property to be sold;
b. The amount the Debtor paid to purchase the property;
c. The amount the Debtor invested, if any, to renovate the
property;
d. The name and identity of any lender having a lien on the
property;
e. The amount owed by the Debtor to any lender having a lien
on the property, including principal, interest, and fees;
f. The sale price under the proposed contract of sale of the
property;
g. The conditions, if any, to the proposed contract of sale,
including financing; and
h. The scheduled date for close of the proposed sale.
The Notice of Intent must be filed with the Court and served no
less than 14 calendar days before the conclusion of any sale. Any
creditor of the Debtor that objects to a proposed sale, must file
an objection with the Court and serve a copy on the Debtor's
counsel within 14 calendar days after the Notice of Intent is
filed. The Debtor will attempt to resolve any objection. In the
event the Debtor cannot resolve an objection, Debtor must notice
the objection for a hearing before the Court, on shortened time if
necessary.
In the event that no objection to a proposed sale is timely filed,
the Debtor may proceed to close the sale without further notice,
subject to disclosure in any monthly and quarterly reports, and any
other documents that are required in the Chapter 11 proceeding.
About VAC Fund Houston
VAC Fund Houston, LLC, a Nevada-based company engaged in activities
related to real estate, filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
19-17670) on Dec 2, 2019, disclosing $15,948,556 in total assets
and $17,369,695 in liabilities. The petition was signed by
Christopher Shelton, trustee of VAC Fund Houston Trust, manager of
Debtor. Judge Mike K. Nakagawa oversees the case. Christopher R.
Kaup, Esq., at Tiffany & Bosco, P.A., is the Debtor's legal
counsel.
VAC FUND HOUSTON: Seeks to Hire Horizon Team as Real Estate Broker
------------------------------------------------------------------
VAC Fund Houston, LLC seeks approval from the U.S. Bankruptcy Court
from the District of Nevada to hire The Horizon Team as its real
estate broker.
The firm will assist in the sale of the Debtor's residential
properties. Three of these properties are located at:
(1) 2402 Encreek Road, Houston, Texas;
(2) 2319 Encreek Road, Houston, Texas; and
(3) 14919 Bramblewood Drive, Houston, Texas.
Horizon Team will sell the properties at a discounted commission of
1.5 percent.
The firm can be reached through:
Rick Shelton
The Horizon Team
401 Studewood St #201
Houston, TX 77007
Phone: +1 713-428-1012
About VAC Fund Houston
VAC Fund Houston, LLC, a Nevada-based company engaged in activities
related to real estate, filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
19-17670) on Dec. 2, 2019, disclosing $15,948,556 in assets and
$17,369,695 in liabilities. The petition was signed by Christopher
Shelton, trustee of VAC Fund Houston Trust which manages the
Debtor.
Judge Mike K. Nakagawa oversees the case. Christopher R. Kaup,
Esq., at Tiffany & Bosco, P.A., is the Debtor's legal counsel.
The U.S. Trustee for Region 17 appointed a committee of unsecured
creditors on Jan. 15, 2020. The committee is represented by
Brinkman Portillo Ronk, APC.
VESTAVIA HILLS: Allowed to Use Cash Collateral on Final Basis
-------------------------------------------------------------
Judge Louise DeCarl Adler of the U.S. Bankruptcy Court for the
Southern District of California authorized Vestavia Hills, Ltd. to
use cash collateral on a final basis, in accordance with the terms
of the Motion and as set forth in the Budget.
Wells Fargo is granted replacement liens in post-petition assets of
the same type in which it held liens prepetition, to the extent of
the Debtor's use and diminution in the value of Wells Fargo's
interest in cash collateral occurring from and after the Petition
Date resulting from the Debtor's use of cash collateral. In
addition, the Debtor will make monthly adequate protection payments
of $65,000 to Wells Fargo as set forth in the Budget.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/yueE7y at no charge.
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.
WALKER ENVIRONMENTAL: Agreed Final Cash Collateral Order Approved
-----------------------------------------------------------------
Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern
District of Mississippi inked his approval to an Agreed Final Order
authorizing Walker Environmental Services, Inc. to use the cash
collateral of BankPlus for payment of necessary and normal
operating expenses of its business including payments to BankPlus.
BankPlus is a secured creditor holding liens on Debtor's accounts
and accounts receivable. BankPlus also holds a mortgage on a piece
of real property located at 2648 Ridgewood Road, Jackson,
Mississippi. The building is owned by Walker Investment Properties,
LLC, which is also a debtor in a Chapter 11 case, number 19-04313.
BankPlus is owed the approximate payoff amount of $251,000 for
Walker Investment, plus the approximate amount of $60,000 owed by
Walker Environmental.
The parties agree that the prepetition amount due in the amount of
$1,238.70 will be treated in the plan of reorganization and that
the Debtor will stay current in all post petition amounts.
A copy of the Agreed Final Order is available at PacerMonitor.com
at https://is.gd/5QbmnP at no charge.
About Walker Environmental Services
Walker Environmental Services, Inc., d/b/a Rebel High Velocity
Sewer Services, is a provider of plumbing services.
Walker Environmental Services sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Miss. Case No. 19-04314) on Dec.
4, 2019. The petition was signed by Andrew C. Walker,
vice-president. At the time of filing, the company was estimated
to have assets under $50,000 and liabilities under $10 million.
The case is assigned to Judge Neil P. Olack. The company tapped R.
Michael Bolen, Esq., at HOOD & BOLEN, PLLC, as counsel.
WALKER INVESTMENT: Gets OK on Agreed Final Cash Collateral Order
----------------------------------------------------------------
Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern
District of Mississippi inked his approval to an Agreed Final Order
authorizing Walker Investment Properties, LLC to use the cash
collateral of BankPlus for payment of necessary and normal
operating expenses.
The Debtor is in the business of owning and leasing real property
located at 2648 Ridgewood Road, Jackson, Mississippi. BankPlus is
a secured creditor holding liens on Debtor's accounts, accounts
receivable, rents, leases, personal property and a mortgage on the
property.
BankPlus is owed the approximate payoff amount of $251,000 for
Walker Investment, plus the approximate amount of $60,000 owed by
Walker Environmental.
The parties agree that the prepetition amount due in the amount of
$2,874.85 will be treated in the plan of reorganization and that
the Debtor will stay current in all post petition amounts.
A copy of the Order is available at PacerMonitor.com at
https://is.gd/dQ1wZp at no charge.
About Walker Investment Properties
Walker Investment Properties, LLC is a privately held real estate
investment company in Madison, Mississippi. The company sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Miss. Case No. 19-04313) on Dec. 4, 2019. The petition was signed
by Andrew C. Walker, manager/member. At the time of filing, the
company was estimated to have assets under $50,000 and liabilities
under $10 million. The case is assigned to Judge Neil P. Olack.
The company tapped R. Michael Bolen, Esq. at HOOD & BOLEN, PLLC as
counsel.
WEST GARDEN CLUB: Seeks to Hire Zousmer Law Group as Counsel
------------------------------------------------------------
West Garden Club, LLC, seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Zousmer Law
Group, PLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; negotiations with creditors;
assistance in connection with any potential financing and sale of
its assets; and the preparation of a reorganization plan.
Michael Zousmer, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $479.
Prior to the Debtor's bankruptcy filing, Zousmer Law Group was paid
$2,500 for pre-bankruptcy services and $17,500 as initial retainer.
The firm will be paid an additional retainer of $22,500.
Mr. Zousmer disclosed in court filings that the firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
Zousmer Law Group can be reached through:
Michael Zousmer, Esq.
Zousmer Law Group, PLC
4190 Telegraph Rd, Suite 300
Bloomfield Hills, MI 48302
Tel: (248) 351-0099
Fax: (248) 351-0487
E-mail: Michael@zlawplc.com
About West Garden Club
West Garden Club, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 20-41080) on Jan. 26,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Mark A. Randon oversees the case. Zousmer Law Group,
PLC, is the Debtor's legal counsel.
[*] Elkins Kalt Launches Bankruptcy & Restructuring Practice Group
------------------------------------------------------------------
Elkins Kalt Weintraub Reuben Gartside LLP on Jan. 28, 2020,
disclosed that the firm has launched a Bankruptcy and Restructuring
practice group, which will be led by new partners, Michael
Gottfried and Roye Zur. The group will specialize in complex
restructuring and bankruptcy matters, bankruptcy litigation arising
out of Chapter 7 and 11 cases, and reorganizations across multiple
industries, including, entertainment, real estate, hospitality,
health care, and technology. Messrs. Gottfried and Zur are both
joining from Landau Gottfried & Berger LLP.
"We are thrilled to welcome Michael and Roye to the team," said
Keith Elkins, Managing Partner. "They are very high-quality
individuals with outstanding legal skills, and they are highly
regarded in the bankruptcy community." Mr. Elkins further stated
that "Michael and Roye are great additions to our Firm's other
practice areas, including our litigation, real estate, corporate
and tax groups, and will facilitate our ability to continue to
deliver exceptional results for our clients."
"I'm very excited to join Elkins Kalt and to help grow its
bankruptcy practice group," said Mr. Gottfried. "I've known the
partners of Elkins Kalt for many years and have been impressed by
the Firm's commitment to client service, and their steady and
strategic growth." Mr. Zur added, "I look forward to working with
my new colleagues and expanding the firm's bankruptcy and
restructuring practice."
Michael Gottfried brings over 30 years of diversified experience in
large and complex bankruptcy cases, workouts, and out-of-court
restructuring matters, including substantial experience
representing clients in the entertainment industry. Prior to
Landau Gottried & Berger LLP, Mr. Gottfried was a partner at the
Los Angeles offices of McDermott, Will & Emery, and Kirkland &
Ellis LLP. He is admitted to practice law in New York and
California. Mr. Gottfried received his J.D. from Brooklyn Law
School, his M.L.S. from Columbia University, and his B.A. from
State University of New York at Stony Brook.
Roye Zur's expertise includes representing clients in bankruptcy
and out-of-court restructuring transactions, bankruptcy and
commercial litigation, including through appeal, and extensive
experience representing entities and individuals in the
entertainment industry. He served as a law clerk to the Honorable
Maureen A. Tighe, United States Bankruptcy Judge for the Central
District of California, the Honorable Geraldine Mund, and the
Honorable Robin L. Riblet. Mr. Zur received his J.D. from USC
Gould School of Law and B.A. from the University of California Los
Angeles (cum laude).
Elkins Kalt Weintraub Reuben Gartside LLP --
http://www.elkinskalt.com/-- is a full-service law firm with a
focus on Real Estate and Finance, Land Use and Environmental, Tax,
Estate Planning, Bankruptcy and Restructuring, Corporate,
Securities, Hospitality and Leisure, Investment
Advisor/Broker-Dealer, Litigation, Employment and Labor, and Family
Law.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Orion Portfolio Management Group LLC
Bankr. E.D. Va. Case No. 20-10442
Chapter 11 Petition filed February 12, 2020
See https://is.gd/JDiKdT
In re Reyes Drywall, Inc.
Bankr. E.D. Cal. Case No. 20-90118
Chapter 11 Petition filed February 12, 2020
See https://is.gd/ftZcAL
represented by: David C. Johnston, Esq.
DAVID C. JOHNSTON
In re Gennady Moshkovich
Bankr. C.D. Cal. Case No. 20-11547
Chapter 11 Petition filed February 12, 2020
represented by: David Golubchik, Esq.
In re Ronald Ward Komers
Bankr. C.D. Cal. Case No. 20-11096
Chapter 11 Petition filed February 12, 2020
In re Alice Elizabeth Pittman
Bankr. E.D. Va. Case No. 20-10452
Chapter 11 Petition filed February 12, 2020
represented by: Daniel Press, Esq.
CHUNG & PRESS, P.C.
In re Heloise Justine Mitchell
Bankr. C.D. Cal. Case No. 20-11588
Chapter 11 Petition filed February 12, 2020
represented by: Eric Bensamochan, Esq.
In re Ellery 168 Holding Corp.
Bankr. E.D.N.Y. Case No. 20-40891
Chapter 11 Petition filed February 13, 2020
See https://is.gd/g7OUiV
Filed Pro Se
In re Brittanys Villa Corp
Bankr. E.D.N.Y. Case No. 20-40898
Chapter 11 Petition filed February 13, 2020
See https://is.gd/6fHGpN
Filed Pro Se
In re Pena Business Services, Inc.
Bankr. N.D. Tex. Case No. 20-40634
Chapter 11 Petition filed February 13, 2020
See https://is.gd/Ojp3gp
represented by: Alice Bower, Esq.
THE LAW OFFICE OF ALICE BOWER
E-mail: ecf@alicebower.com,
alice@alicebower.com
In re My Brothers Keepers Outreach Ministries, Inc.
Bankr. D.N.J. Case No. 20-12438
Chapter 11 Petition filed February 13, 2020
See https://is.gd/3HjuKW
represented by: Brian W. Hofmeister, Esq.
LAW FIRM OF BRIAN W. HOFMEISTER, LLC
In re XLmedica, Inc.
Bankr. C.D. Cal. Case No. 20-11634
Chapter 11 Petition filed February 13, 2020
See https://is.gd/t9UHgY
represented by: Matthew D. Resnik, Esq.
RESNIK HAYES MORADI, LLP
E-mail: matt@rhmfirm.com
In re Making A Difference Daycare Inc.
Bankr. E.D.N.Y. Case No. 20-40889
Chapter 11 Petition filed February 12, 2020
See https://is.gd/jpXANU
represented by: Charles Wertman, Esq.
LAW OFFICES OF CHARLES WERTMAN, P.C
E-mail: charles@cwertmanlaw.com
In re John A. Klamo and Sandra L. Giacobbe
Bankr. D.N.J. Case No. 20-12392
Chapter 11 Petition filed February 12, 2020
In re Walter Lee McCarty
Bankr. D. Mass. Case No. 20-10401
Chapter 11 Petition filed February 13, 2020
In re Marlaina Koller Croes
Bankr. S.D.N.Y. Case No. 20-22239
Chapter 11 Petition filed February 13, 2020
represented by: Sanford Rosen, Esq.
In re David M. Vanderport and Kristen M. Vanderport
Bankr. D. Colo. Case No. 20-10991
Chapter 11 Petition filed February 13, 2020
represented by: David Serafin, Esq.
In re Michael S. Eisenga
Bankr. W.D. Wisc. Case No. 20-10423
Chapter 11 Petition filed February 11, 2020
In re B2B Tech USA, LLC
Bankr. M.D. Fla. Case No. 20-01258
Chapter 11 Petition filed February 14, 2020
See https://is.gd/ICKbdr
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re Carey Concrete, Inc.
Bankr. S.D. W.Va. Case No. 20-30064
Chapter 11 Petition filed February 14, 2020
See https://is.gd/y0ha6Z
represented by: Joe M. Supple, Esq.
SUPPLE LAW OFFICE PLLC
E-mail: info@supplelawoffice.com
In re Diana Pierce
Bankr. N.D. Ill. Case No. 20-04154
Chapter 11 Petition filed February 14, 2020
represented by: Ben Schneider, Esq.
In re Frank Thomas Vallot and Barbara Butler Vallot
Bankr. E.D. La. Case No. 20-10355
Chapter 11 Petition filed February 14, 2020
represented by: Robin DeLeo, Esq.
DE LEO LAW FIRM
In re Michael Lee Allen
Bankr. C.D. Cal. Case No. 20-10509
Chapter 11 Petition filed February 14, 2020
represented by: Michael Jones, Esq.
In re Park Avenue Pizza Palace, Inc.
Bankr. S.D.N.Y. Case No. 20-10497
Chapter 11 Petition filed February 17, 2020
See https://is.gd/KM7gWF
represented by: Todd S. Cushner, Esq.
CUSHNER & ASSOCIATES, P.C.
E-mail: todd@cushnerlegal.com
In re 6709 Brick House Avenue, LLC
Bankr. D. Nev. Case No. 20-10886
Chapter 11 Petition filed February 17, 2020
See https://is.gd/xBOo8z
represented by: Roger P. Croteau, Esq.
ROGER P. CROTEAU & ASSOCIATES LTD
E-mail: croteaulaw@croteaulaw.co
In re Justin Charles Mitchell
Bankr. M.D. Fla. Case No. 20-00529
Chapter 11 Petition filed February 15, 2020
represented by: Bryan Mickler, Esq.
In re Wallace Ann Mohlenbrok
Bankr. E.D.N.Y. Case No. 20-40935
Chapter 11 Petition filed February 14, 2020
represented by: Dawn Kirby, Esq.
KIRBY AISNER & CURLEY LLP
In re Bradley E. Smith and Elizabeth A. Smith
Bankr. E.D. Mich. Case No. 20-42227
Chapter 11 Petition filed February 17, 2020
represented by: Yuliy Osipov, Esq.
In re Hector Mario Saldana
Bankr. N.D. Cal. Case No. 20-50280
Chapter 11 Petition filed February 17, 2020
represented by: Charles Greene, Esq.
In re Gerald Anthony Feldman, Jr.
Bankr. C.D. Cal. Case No. 20-11733
Chapter 11 Petition filed February 17, 2020
represented by: Donald Sieveke, Esq.
In re GJK FL Enterprises, LLC
Bankr. M.D. Fla. Case No. 20-01341
Chapter 11 Petition filed February 18, 2020
See https://is.gd/KIxD7Z
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re Agape World Group, Inc.
Bankr. N.D. Tex. Case No. 20-30542
Chapter 11 Petition filed February 18, 2020
See https://is.gd/FTmozj
Filed Pro Se
In re Ocean Supply, LLC
Bankr. D.N.J. Case No. 20-12721
Chapter 11 Petition filed February 18, 2020
See https://is.gd/ONml9Q
represented by: Allen I. Gorski, Esq.
GORSKI & KNOWLTON PC
In re CL and Mew Company, LLC
Bankr. D.D.C. Case No. 20-00091
Chapter 11 Petition filed February 17, 2020
represented by: Craig Butler, Esq.
In re Gina Gilbert Brooks
Bankr. D.S.C. Case No. 20-00830
Chapter 11 Petition filed February 17, 2020
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
In re Rodrigo Diaz-Brown Ramos
Bankr. D. Ariz. Case No. 20-01612
Chapter 11 Petition filed February 17, 2020
represented by: Michael W. Baldwin, Esq.
MICHAEL BALDWIN, PLC
In re Christopher Ray Coots
Bankr. S.D. Fla. Case No. 20-12133
Chapter 11 Petition filed February 18, 2020
represented by: David Softness, Esq.
In re Marvin Rex Rankin, III and Mary Beth Lemmond Rankin
Bankr. N.D. Ala. Case No. 20-80495
Chapter 11 Petition filed February 18, 2020
represented by: Tazewell Shepard, Esq.
SPARKMAN SHEPARD & MORRIS, PC
In re Nancy Mickles
Bankr. E.D.N.Y. Case No. 20-71020
Chapter 11 Petition filed February 18, 2020
represented by: Ronald Weiss, Esq.
In re Isaiah Owens
Bankr. S.D.N.Y. Case No. 20-22265
Chapter 11 Petition filed February 18, 2020
represented by: Charles Simpson, Esq.
In re Hecker Pass Commercial, LLC
Bankr. N.D. Cal. Case No. 20-50290
Chapter 11 Petition filed February 18, 2020
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2020. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***