/raid1/www/Hosts/bankrupt/TCR_Public/200226.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, February 26, 2020, Vol. 24, No. 56
Headlines
1236904 BC: Moody's Assigns B3 Corp. Family Rating, Outlook Stable
1934 BEDFORD: Mortgagee Proposes Refinancing/Sale Plan
A.S. & C.B. GOULD: Case Summary & 20 Largest Unsecured Creditors
ADVANCE SPECIALTY: Court Confirms Third Amended Plan
ALCOA CORP: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
ALKERMES INC: Moody's Assigns Ba3 Rating to New Sec. Term Loan B
ALPHA GUARDIAN: Case Summary & 30 Largest Unsecured Creditors
AMERICANN INC: Expects Building 1 to Commence Operations by March
APOLLO INVESTMENT: Fitch Withdraws BB+ IDR for Commercial Reasons
AREWAY ACQUISITION: Case Summary & 20 Largest Unsecured Creditors
ASCENA RETAIL: David Jaffe Quits as Director
AYNOYD INC: Involuntary Chapter 11 Case Summary
BAMA OAKS RETIREMENT: Hires Theodore N. Stapleton as Counsel
BARRE N9NE: March 17 Plan & Disclosures Hearing Set
BIG KAY DADDYS: Seeks to Hire Nima Taherian as Legal Counsel
BLUE DOG: Anticipates Plan to Be Effective March 18, 2020
CACHET FINANCIAL: Hires Shulman Bastian as Bankruptcy Counsel
CAMPBELLTON-GRACEVILLE: Trustee Taps Kobre & Kim as Special Counsel
CAPSTONE LOGISTICS: Moody's Affirms B3 CFR, Outlook Stable
CENTRAL PALM BEACH SURGERY: Taps Furr & Cohen as Legal Counsel
COBRA PIPELINE: Has Until May 22 to Exclusively File a Plan
COCRYSTAL PHARMA: Signs License Deal to Make Antiviral Drugs
CORFISH CREATIVE: Court Confirms Liquidating Plan
CROWN METAL: Case Summary & 20 Largest Unsecured Creditors
CULTIVATION STATION: To Seek Plan Confirmation March 19
DANCEL LLC: Franchisor Objects to Disclosure Statement
DIEFENDERFER FAMILY: To Seek Plan Confirmation March 19
DONMAR EQUITIES: Bridge Order Signed Extending Exclusivity Period
DONMAR RENTALS: Bridge Order Signed Extending Exclusivity Period
DURAMEX INC: Case Summary & 20 Largest Unsecured Creditors
EAGLE ENTERPRISES: Has Until June 11 to Exclusively File Plan
ELITE HOME HEALTH: Case Summary & 12 Unsecured Creditors
ELITE INVESTMENT: Hires West USA Realty as Real Estate Agent
EMPRESA LOCAL: Disclosure Statement Hearing Reset to April 29
ENCOUNTER MEDICAL: March 10 Plan Confirmation Hearing Set
EYEPOINT PHARMACEUTICALS: Guggenheim Underwrites Stock Offering
FAIRWAY GROUP: Hires Omni Agent Solutions as Administrative Agent
FAIRWAY GROUP: Seeks to Hire Mackinac Partners, Appoint CRO
FAIRWAY GROUP: Seeks to Hire PJ Solomon as Investment Banker
FAIRWAY GROUP: Seeks to Hire Weil Gotshal as Legal Counsel
FLORIDA FIRST: Taps Stichter Riedel as Co-Counsel
FLORIDA FIRST: Taps Wilson Harrell as Legal Counsel
FORESIGHT ENERGY: Seeking Consents to Amend Notes Indenture
FRUTTA BOWLS: Exclusive Filing Period Extended Through March 30
GET HOOKED: Unsecured Creditors to Be Paid in Full Over Time
GOODRICH QUALITY: Case Summary & 20 Largest Unsecured Creditors
GOODYEAR TIRE: Egan-Jones Lowers Senior Unsecured Ratings to BB
GORDON JENSEN: Hires Theodore N. Stapleton as Counsel
GREENPARTS INT'L: Unsecureds to Get $12,000 in 10 Years
GREENSBURG CONCRETE: In Sale Talks, Seeks Plan Extension
GREENWAY HEALTH: Moody's Lowers CFR to Caa1, Outlook Negative
H&B HOLDINGS: Unsecureds to Get Net Proceeds of Derksen Claim
HARTSHORNE HOLDINGS: Files for Chapter 11 to Pursue Sale
HUDDLESTON VENTURES: Taps Margaret McClure as Bankruptcy Attorney
HVI CAT CANYON: Trustee Hires Aguilera Title as Consultant
IBERCOVA LLC: Voluntary Chapter 11 Case Summary
IOWA FINANCE: Fitch Raises Rating on 2013 Bonds to 'B'
IPS WORLDWIDE: Trustee's Liquidating Plan Confirmed
JADOOTV INC: Exclusivity Period Extended Until June 1
K CAFE CORP: Unsecured Creditors to Get Full Payment in 6 Years
KINDRED HEALTHCARE: Moody's Affirms B2 CFR, Outlook Stable
LE JARDIN HOUSE: Court Confirms Amended Plan
LITTLE FEET: To Seek Plan & Disclosures Approval March 19
LITTLE GUYS: Has Until March 30 to File Plan & Disclosure
M.H.P. DEVELOPMENT: L & B Offers $280K for Bristol Comm. Property
MALLINCKRODT PLC: Has $1.6B Opioid Deal, Generics to Seek Ch. 11
MALLINCKRODT PLC: Signs Exchange Agreement With Aurelius, et al.
MATTSNOW PROPERTIES: Selling Three McGregor Properties for $260K
MOBILE ADDICTION: Committee Taps Eron Law as Legal Counsel
MOHIN ENTERPRISES: To Seek Plan Confirmation April 7
MONDORIVOLI LLC: Unsecureds to be Paid in Full in 1 Year
NATES AUTO REPAIR: Voluntary Chapter 11 Case Summary
NCR AUTO CORES: Taps Bronson Law as Legal Counsel
NOVAN INC: Files Prospectus for $150 Million Securities Offering
NOVAN INC: Incurs $30.6 Million Net Loss in 2019
NSHE CA BULLS: Taps Kit J. Gardner as Legal Counsel
NTASIOS FAMILY: Case Summary & 6 Unsecured Creditors
ORANGE COUNTY BAIL: Global Fugitive Objects to Disclosure Statement
OUTLOOK THERAPEUTICS: Will Raise $10.2M in Common Stock Offering
PANOP CAB: Seeks to Hire Alla Kachan P.C. as Counsel
PEORIA REGIONAL: Jeff Buying Peoria Commercial Property for $3.2M
PERKINS TIMBER: To Pay Unsecureds in Full in 96 Months
PES HOLDINGS: Further Fine-Tunes Sale Plan
PES HOLDINGS: Plan Leaves Out Unsecured Creditors, Says Committee
PG&E CORP: Has Until March 9 to File Amended Plan & Disclosures
PG&E CORP: Plans to Raise Up To $25.68B by Selling Securities
PINNACLE MULTI-ACQUISITION: May 20 Debtor to File Plan and DS
POET TECHNOLOGIES: Confirms Receipt of $4.75M Scheduled Payment
PORTO RESOURCES: Sales of At Least $1.23M to Fund 100% Plan
PRODIGY DIALYSIS: Case Summary & 13 Unsecured Creditors
PROGRESSIVE SOLUTIONS: Turning Back Clock for SBRA, Says Oakland
PWR INVEST: Seeks to Hires Ordinary Course Professionals
QBS PARENT: Fitch Affirms B Issuer Default Rating, Outlook Stable
RAMBUTAN THAI: Interest Holders to Contribute $7,500 to Fund Plan
RENT RITE: Further Updates Disclosure Statement
RENT RITE: Seeks April 7 Plan Confirmation Hearing
RENTPATH HOLDINGS: Hires Prime Clerk as Claims and Noticing Agent
ROYAL ALICE PROPERTIES: March 18 Disclosure Hearing Set
RRNB 1290: Property Refinancing/Sale to Fund Plan
RUSTIC STEEL: Judge Extends Exclusivity Period Through March 5
S.A. SPECIALISTS: Plan and Disclosures Due Feb. 28
SAMANTHA SANSON: Unsecureds Will be Paid in Full in Sale Plan
SARAI SERVICES: Unsecured Creditors to Be Paid in Full Over Time
SEABRAS 1 USA: Seeks to Hire Kirkland & Ellis as Attorney
SHRI VITTHAL: Court Conditionally Approves Disclosure Statement
SILVER CREEK: Given Until March 9 to Exclusively File Plan
SJV INC: Hires Verdiramo & Verdiramo as Special Counsel
SORENSEN FUNERAL: Plan and Disclosures Due March 6
SOUTHERN LIVING: March 18 Plan Confirmation Hearing Set
SSW INTERNATIONAL: Seeks to Hire Reed Smith as Legal Counsel
TAL ON 1ST INC: Hires Morrison Tenenbaum as Counsel
THEE TREE HOUSE: Taps Jennis Law Firm as Special Counsel
THURSTON MANUFACTURING: Nutrien Buying Thurston Property for $65.4K
TRANS WORLD: Closes Sale of FYE Business Segment for $10 Million
VESTAVIA HILLS: Taps Sullivan Hill as Legal Counsel
WANSDOWN PROPERTIES: Exclusivity Period Extended to May 5
YOURWAY COATINGS: Case Summary & 20 Largest Unsecured Creditors
ZACHAIR LTD: Hires William C. Harvey & Associates as Appraiser
*********
1236904 BC: Moody's Assigns B3 Corp. Family Rating, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating (PDR) to 1236904 B.C. Ltd.
following the announcement of its leveraged buyout. At the same
time, Moody's assigned a B3 rating to the company's proposed $340
million senior secured first lien credit facility ($40 million
revolver and $300 million term loan). The outlook is stable.
Proceeds from the new first lien term loan, along with a
contribution of new common equity from Goldman Sachs Merchant
Banking Division and rollover equity from management, will fund the
leveraged buyout of Aptos from Apax Partners, refinance existing
debt, and pay transaction fees and expenses. The proposed $40
million revolving credit facility is expected to be undrawn at
closing. The ratings of predecessor company Aptos, Inc., including
the B3 CFR and instrument ratings, will be withdrawn upon closing
of the transaction and repayment of existing debt.
Leverage is expected to remain high and cash flow limited over the
next 12-18 months as Aptos continues to accelerate the
transitioning of its products and services into the cloud through a
Software as a Service ("SaaS") offering. Growth in SaaS bookings is
expected to remain strong due to increased adoption of Aptos One,
the company's cloud-native software suite, driving sequential
improvement in recurring revenue, while improving its profitability
and growing scale. Moody's believes the company also has the
potential to greatly improve its scale and diversification by
expanding its software solutions in new geographies and adjacent
retail segments.
Moody's assigned the following ratings to 1236904 B.C. Ltd.:
-- Corporate Family Rating, at B3
-- Probability of Default Rating, at B3-PD
-- Proposed $40 million first lien senior secured revolving
credit facility due 2025, at B3 (LGD4)
--- Proposed $300 million first lien senior secured term loan
B due 2027, at B3 (LGD4)
Outlook Action:
-- Outlook, Assigned Stable
The assignment of ratings remain subject to Moody's review of the
final terms and conditions of the proposed financing transaction
that is expected to close in March of 2020.
RATINGS RATIONALE
Aptos' B3 Corporate Family Rating reflects the company's high pro
forma debt-to-EBITDA leverage, estimated in the mid-8.0x range
(Moody's adjusted, excluding unrealized synergies and SaaS bookings
run-rate) at December 31, 2019, relatively small scale (with annual
revenue of around $200 million) compared to its enterprise software
peers as well as the company's acquisition appetite. Moody's
anticipates the company will deleverage from currently elevated
levels as a result of modest EBITDA growth, decline in one-time
expenses and realization of cost synergies. As such, Moody's
expects debt-to-EBITDA (Moody's adjusted) to decline towards 7.0x
over the next 12-18 months. The company has limited organic growth
prospects due to continued transition from license revenue to SaaS
and looks to strategic acquisitions for growth and improved market
position. Moody's expects Aptos to use a combination of cash flow
and debt to fund future acquisitions. The rating also considers the
highly competitive nature of the enterprise software market, the
company's niche position as a provider of retail software solutions
to mid-market and large specialty retailers, and the risk of
potential disruptions from headwinds in the retail industry. Within
its narrow market focus, Aptos competes against large players, such
as Oracle Micros, Manhattan Associates and JDA.
Positively, Aptos' credit profile benefits from its leading market
position in the niche retail enterprise software market, geographic
diversification with deployments to over 60 countries, and high
customer renewal rates. Aptos' recurring subscription and support
revenue is approximately 60%, a level that is below that of many
rated enterprise software companies but which nevertheless provide
good revenue and operating cash flow stability.
The stable rating outlook reflects Moody's view that the company's
credit metrics will gradually improve over the next 12-18 months,
such that debt-to-EBITDA (Moody's adjusted) will trend towards 7x.
Moody's also anticipates that Aptos will maintain at least adequate
liquidity including free cash flow-to-debt in the low-single
digits.
Moody's expects Aptos to maintain good liquidity over the next
12-15 months. Sources of liquidity consist of $15 million of
balance sheet cash expected at the close of the transaction,
projected free cash flow of around $10-15 million annually, and
access of funds under the new $40 million revolving credit facility
(undrawn at closing). Moody's believes that current cash sources
provide good coverage of approximately $3.0 million of mandatory
debt amortization, paid quarterly. There are no financial
maintenance covenants under the term loan but the revolving credit
facility is subject to a springing maximum first lien net leverage
ratio, as defined in the bank credit agreement (set at the greater
of 7.35x or 35% cushion at closing) if the amount drawn exceeds 35%
of the revolving credit facility. The company is not expected to
utilize the revolver during the next 12-15 months and will remain
well in compliance with the springing first lien net leverage
covenant, if tested.
Given Aptos' small scale and relatively high proportion of
professional service revenues compared to many rated enterprise
software peers, upgrade leverage hurdles are tighter than for many
other B3 rated enterprise software companies. The ratings could be
upgraded if debt-to-EBITDA (Moody's adjusted) is expected to remain
consistently under 5.5 times and free cash flow to debt greater
than 7%.
The ratings could be downgraded if Aptos faces top-line and
earnings pressure such that debt-to-EBITDA (Moody's adjusted) is
sustained above 7.0 times, or liquidity deteriorates, including
increased revolver usage or an inability to sustain positive free
cash flow generation.
Aptos, Inc. (formerly Retail Solutions Group, Inc. or Epicor RSG)
is a leading provider of retail software solutions including point
of sale software for mid-market retail. Following the completion of
the leveraged buyout, Aptos will be majority owned by Goldman Sachs
Merchant Banking Division, with remaining shares held by
management. The company generated annual revenue of approximately
$200 million in fiscal 2019.
The principal methodology used in these ratings was Software
Industry published in August 2018.
1934 BEDFORD: Mortgagee Proposes Refinancing/Sale Plan
------------------------------------------------------
1930 Bedford Avenue LLC, the Mortgagee, filed a Plan of
Reorganization for debtor 1934 Bedford, LLC.
The Debtor owns the real property located at 1930-1934 Bedford
Avenue, Brooklyn, New York. The Mortgagee holds first mortgages in
the principal amount of $15,000,000.
According to 1930 Bedford's Disclosure Statement, the Mortgagee
Plan will carve out money from the Mortgagee's first lien on the
sale proceeds to pay the Debtor's bankruptcy professional fees, and
priority claims, if any. The Mortgagee’s Plan will carve out an
additional $25,000 for general unsecured creditors. This
represents a 15% distribution if the sale proceeds cover all
Secured Claims and if the insider $8,500,000 claim is expunged.
The Mortgagee will also agree to be a stalking horse bidder, with
no stalking horse fee, to ensure a sale.
Class 2 - 1930 Bedford Avenue LLC Claim totals approximately
$18,809,274 as of the filing date, not including late charges. If
the Debtor refinances the Property, payment in full in Cash of the
Allowed Amount of the Class 2 Claim. If the Debtor fails to
refinance in an amount sufficient to pay all classes of creditors
in full in Cash from a refinancing, treatment shall be as follows:
(i) the Property shall be sold, (ii) the Class 2 Claimant shall be
paid the available Cash up to Allowed Amount of Class 2 Claim plus
Secured accrued amounts as of the date of payment, (iii) in the
event that there is insufficient Cash from the Sale Proceeds to
make a $25,000 distribution to Class 14 Claims, the Class 2
Claimant shall cause up to $25,000 to be disbursed to fund Class 14
Claim distributions.
Class 14 General Unsecured Claims total approximately $8,641,000
plus deficiency claims held by Secured Creditors. If the Debtor
refinances the Property, payment in full in Cash of the Allowed
Amount of each Class 14 Claim. If the Debtor fails to refinance in
an amount sufficient to pay all classes of creditors in full in
Cash from a refinancing, treatment shall be as follows: (i) the
Property shall be sold, (ii) each Class 14 Claimant shall be paid
its pro-rata share of the available Cash up to Allowed Amounts of
all Class 14 Claims plus interest at the Legal Rate through the
date of payment, after payment of the Allowed Amounts of
Administrative Claims and Class 1 through Class 13 Claims plus
Secured accrued amounts as of the date of payment.
In the event insufficient cash is available for Class 14 Claims
after payment of senior claims, then each Holder of a General
Unsecured Claim shall be paid its pro-rata share of a $25,000
distribution fund. To the extent necessary, such fund will be
funded by the Class 2 Claimant, as set forth in the Class 2
treatment section of the Plan. If the Sale Proceeds cover
Administrative and Classes 1 through 13 Claims, and the insider
claims are expunged, the Proponent estimates a 15% recovery to
Class 13 creditors $25,000 distribution fund.
As to Class 15 Equity Interests, if the Debtor refinances the
Property, Equity Interests shall be unimpaired. If the Debtor fails
to refinance in an amount sufficient to pay all classes of
creditors in full in Cash from a refinancing, treatment shall be as
follows: (i) the Property shall be sold, (ii) Each Equity Interest
holder shall be paid its pro-rata share of the available Cash after
payment of the Allowed Amounts of Administrative Claims and Class 1
through Class 14 Claims plus Secured accrued amounts as of the date
of payment.
The Debtor shall have the right to produce evidence of available
funds to pay or escrow for payment in full of all Administrative
Claims and payment in full of Class 1 through 13 Claims. Such
evidence must provide for payment no later than 15 days after entry
of a Confirmation Order and be subject only to entry of a
Confirmation Order in a form reasonably acceptable to the
Proponent. If the Debtor fails to produce evidence of such funds,
Effective Date payments under the Plan will be paid from the sale
of the Property subject to the Sale and Auction Procedures.
A full-text copy of the Mortgagee's Disclosure Statement dated Feb.
6, 2020, is available at https://tinyurl.com/t2g4y3n from
PacerMonitor at no charge.
1930 Bedford is represented by:
Mark A. Frankel
BACKENROTH FRANKEL & KRINSKY, LLP
800 Third Avenue
New York, New York 10022
Telephone: (212) 593-1100
Facsimile: (212) 644-0544
About 1934 Bedford LLC
1934 Bedford LLC operates and develops a multi-unit building in
Brooklyn, New York.
An involuntary petition for relief under Chapter 11 of the
Bankruptcy Code was filed by creditors Simply Brooklyn Realty, HTC
Construction Management, Inc., HTC Plumbing, Inc. against Bedford
(Bankr. E.D.N.Y. Case No. 19-44751) on Aug. 2, 2019. On Sept. 12,
2019, Bedford consented to the entry of an order for relief under
Chapter 11 of the Bankruptcy Code.
The creditors are represented by Rosenberg Musso & Weiner LLP.
Wayne Greenwald, P.C. is the Debtor's counsel.
A.S. & C.B. GOULD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: A.S. & C.B. Gould & Sons, Inc.
9 Walton Mills Road
Skowhegan, ME 04976
Business Description: A.S. & C.B. Gould & Sons, Inc. is a trucking
company based in Maine.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
District of Maine
Case No.: 20-10093
Debtor's Counsel: Adam R. Prescott, Esq.
BERNSTEIN, SHUR, SAWYER & NELSON, P.A.
100 Middle Street
PO Box 9729
Portland, ME 04104-5029
Tel: (207) 774-1200
E-mail: aprescott@bernsteinshur.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael R. Gould, president and
stockholder.
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/j9ZxrR
ADVANCE SPECIALTY: Court Confirms Third Amended Plan
----------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
(Los Angeles Division), convened a hearing for the confirmation of
the Third Amended Chapter 11 Plan of debtor Advance Specialty Care,
LLC (ASC).
On Feb. 4, 2020, Judge Robert Kwan ordered that:
* The Plan is approved and confirmed.
* The provisions of the Plan and this Order binds ASC, the ASC
Continuing Estate and all holders of claims against and interests
in ASC, including their successors and assigns, whether or not the
claims or interests of the holders are impaired under the Plan,
whether or not the holders have voted to accept or reject the Plan,
and whether or not the holders have filed proofs of claim or
interest.
* ASC and the ASC Continuing Estate are authorized to execute and
deliver any and all documents and instruments and take any and all
actions necessary or desirable to implement the Plan and this Order
and to effect any other transactions contemplated.
* Except as otherwise agreed in writing and approved by the
Court, the treatment set forth in the Plan is in full and complete
satisfaction of the legal, contractual, and equitable rights that
each claim or interest holder may have in or against ASC, the ASC
Continuing Estate, or their respective property.
* All property to be distributed pursuant to the terms of the
Plan is to be disbursed by the Simbulans as disbursing agents.
* The Effective Date of the Plan is 45 days after entry of a
final order confirming the Plan.
* A Status Conference Re Chapter 11 Plan is set for April 8,
2020, at 11:00 a.m.
A full-text copy of the Order Confirming the Plan dated Feb. 4,
2020, is available at https://tinyurl.com/thwp2t8 from PacerMonitor
at no charge.
A redlined version of the Amended Chapter 11 Plan dated Sept. 9,
2019, is available at https://tinyurl.com/yxmmx9ks from
PacerMonitor.com at no charge.
General Insolvency Counsel for the Debtor:
RAYMOND H. AVER
LAW OFFICES OF RAYMOND H. AVER
10801 National Boulevard, Suite 100
Los Angeles, California 90064
Telephone: (310) 571-3511
E-mail: ray@averlaw.com
About Advance Specialty Care
Based in Los Angeles, California, Advance Specialty Care, LLC, is a
home-health care provider offering nursing, physical therapy,
occupational therapy, speech pathology, medical social, and home
health aide services. The company previously sought bankruptcy
protection on March 19, 2016 (Bankr. C.D. Cal. Case No. 16-13521)
and Oct. 24, 2017 (Bankr. C.D. Cal. Case No. 17-23070).
Advance Specialty Care, LLC, a/k/a ASC, LLC filed a Chapter 11
protection (Bankr. C.D. Cal. Case No. 17-24737) on Nov. 30, 2017.
In the petition signed by CFO Moises L. Simbulan, the Debtor was
estimated to have $500,000 to $1 million in assets and $10 million
to $50 million in liabilities. The case is assigned to Judge
Robert N. Kwan.
ALCOA CORP: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
----------------------------------------------------------
Egan-Jones Ratings Company, on February 18, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Alcoa Corporation to BB+ from BBB-.
Alcoa Corporation is an American industrial corporation. It is the
world's eighth-largest producer of aluminum, with corporate
headquarters in Pittsburgh, Pennsylvania. Alcoa conducts operations
in 10 countries.
ALKERMES INC: Moody's Assigns Ba3 Rating to New Sec. Term Loan B
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the new senior
secured term loan of Alkermes, Inc., a subsidiary of Alkermes plc.
There are no changes to the company's existing ratings including
the Ba3 Corporate Family Rating, the Ba3-PD Probability of Default
Rating, and the SGL-1 Speculative Grade Liquidity Rating. The
outlook remains unchanged at stable.
Proceeds of the term loan will be used to refinance Alkermes'
existing term loan and for general corporate purposes.
Assignments
Issuer: Alkermes, Inc.
Senior secured term loan B, assigned Ba3 (LGD3)
RATINGS RATIONALE
Alkermes' Ba3 Corporate Family Rating reflects its expertise in
drug delivery technology and its high gross margins. The rating
also reflects the company's niche specialization in conditions of
the central nervous system including schizophrenia and substance
abuse disorders. The company's growth prospects are good, driven by
rising sales of Vivitrol and Aristada. In addition, Alkermes will
derive royalties from Biogen Inc.'s newly launched multiple
sclerosis drug, Vumerity. The rating also reflects cash levels in
excess of debt and the considerable value in Alkermes' existing
revenue streams and its pipeline. Risk factors include limited
profitability and cash flow until product sales and royalties
substantially increase, pipeline execution risks, and revenue
concentration in the schizophrenia category.
ESG risks are material to Alkermes' credit profile. The company is
subject to above-average regulatory risks given its concentration
in the US market, where various legislative and regulatory
proposals are aimed at drug pricing. These are driven by
demographic and societal trends that contribute in escalating
healthcare spending and proposals to reduce costs. The company's
focus on products that treat schizophrenia and substance abuse
disorders results in reliance on government payors including
Medicaid, which increases Alkermes's exposure to these risks. Among
governance considerations, the company's financial policies are
conservative, with very low debt levels relative to its market
capitalization and strong liquidity.
The outlook is stable, reflecting Moody's expectations for good
top-line growth driven by Vivitrol and Aristada, and significant
value in Alkermes' pipeline.
Factors that could lead to an upgrade include strong growth in key
products, launches of new drugs from the pipeline, consistently
positive earnings and free cash flow, and debt/EBITDA sustained
below 4.0 times. Factors that could lead to a downgrade include
slow revenue growth due to competitive dynamics or pricing
pressure, setbacks in late-stage pipeline drugs, incremental debt,
or negative earnings and cash flow.
Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based Alkermes
plc. Alkermes is a specialty biopharmaceutical company that
develops long-acting medications for the treatment of the central
nervous system. Revenues in 2019 totaled approximately $1.2
billion.
The principal methodology used in these ratings was Pharmaceutical
Industry published in June 2017.
ALPHA GUARDIAN: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Alpha Guardian, a Nevada corporation 20-11016
d/b/a Stack-On Acquisition Corp.
820 Wigwam Parkway, Ste. 130
Henderson, NV 89014
Stock-On Acquisition Parent Corp. 20-11017
Stack-On Products Co. 20-11018
Cannon Security Products, LLC 20-11019
Cannon Safe, Inc. 20-11020
Gunvault USA, Inc. 20-11021
Remline Industries, Inc. 20-11022
Business Description: Established in July 2017, Alpha Guardian --
https://www.alphaguardian.com -- provides
consumers with secure storage solutions.
Its products are sold to major retailers
across the United States under the Cannon
Safe, Stack-On and GunVault brands, all of
which are designed to fill unique consumer
needs. The company operates manufacturing
and distribution facilities in the U.S. and
Mexico and has employees in multiple
countries.
Cannon Safe -- https://www.cannonsafe.com --
is a manufacturer of large-scale gun safes
and secure home storage solutions. Since
1965, its focus has been on manufacturing
safes to protect prized possessions.
GunVault -- https://www.gunvault.com --
offers a wide range of gun safes including
biometric safes, pistol safes, and portable
safes.
Stack-On -- https://www.stack-on.com --
manufactures and distributes gun security
products.
Chapter 11 Petition Date: February 24, 2020
Court: United States Bankruptcy Court
District of Nevada
Judge: Hon. Bruce T. Beesley
Debtors' Counsel: Gregory E. Garman, Esq.
GARMAN TURNER GORDON LLP
7251 Amigo Street, Suite 210
Las Vegas, NV 89119
Tel: 725-777-3000
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Nicholas D. Rubin, chief restructuring
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/JmfpAs
https://is.gd/wpI2q1
https://is.gd/Za6dnE
https://is.gd/wF5tex
https://is.gd/2a25jH
https://is.gd/4COsiw
https://is.gd/rnctR3
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. AJU Steel Steel Supplier $819,523
2815 Camino del Rio South,
Suite 200
San Diego, CA
Tel: 1-619-400-4158 Ext. 102
Email: Ajums07@ajusteel.co.kr
2. Afero, Inc. Steel Supplier $145,000
4970 El Camino Real, Suite 100
Los Altos, CA 94022
Fenwick & West LLP
555 California Street, 12th Floor
San Francisco, CA 94104
Tel: 415-875-2027
www.CONEILL@FENWICK.COM
3. American Express Credit Card $821,369
200 Vesey Street
New York, NY 89014
Jaffe & Asher LLP
New York Office
500 Third Avenue
New York, NY 10016-1901
Tel: 212-687-3000
Email: ggalterio@jafffeandasher.com
4. Ample Electro-Mechanic Finished Goods $4,161,596
Devpp Co, Ltd
Shanghai Shican
Room 401, No. 1028
Xiuyan Rd
Pudong, Shanghai, P.R. Of China
PICC Property & Casualty Co Limited
#50, Dalai Street, 310010, Haishu District
Ningbo, Zhejiang, Province, P.R, China
Tel: +86 (574) 8719-6111-80666
Email: chenzhangli@ningb.picc.com.cn
5. Ningbo Yongfa Intelligent Finished Goods $1,569,023
Security Technology Co., Ltd
321 West Batou Beilun Bingbo China
PICC Property & Casualty Co Limited
#50, Dalai Street, 310010, Haishu District
Ningbo, Zhejiang, Province, P.R, China
Tel: +86 (574) 8719-6111-80666
Email: chenzhangli@ningb.picc.com.cn
6. California Steel Steel Supplier $159,855
1212 S. Mountain View
San Bernadino, CA 92408
Dolen, Tucker, Popka & Abraham
1710 Plum Land, Suite A
Redlands, CA 92374
Tel: 951-683-6014
Email: mail@redlands-law.com
7. JFE Shoji Steel America, Inc. Steel Supplier $80,699
9335 Airway Road #108
San Diego, CA 92154
Altus Receivables Management
2400 Veterans Memorial Blvd, Suite 300
Kenner, LA 70063
Tel: 800-509-6060 Ext 2386
Email: michaelmodica@trustaltus.com
8. Ningbo Reliancer Imp&Exp Co, Ltd. Transportation $227,466
(6-1)-8, Building 055, No. 1, Bailong,
Lane, Yinzhou, Ningbo
China Export & Credit Ins Corp. -Sinosure
Fortune Times Building
11 Fenghuiyuan, Xicheng District
Beijing 100033, China
Tel: (010)66582288
Email: webmaster@sinosure.com.cn
9. R+L Carriers Transportation $-
PO Box 271
Wilmington, Ohio 45177
Cherene Bothers
Tel: 937-556-2163
Email: Cherene.brothers@rlcarriers.com
10. RSM US LLP IT Professional $629,659
5155 Paysphere Circle Services
Chicago, IL 60674
Tel: 310-849-5203
Email: Karsten.white@rsmus.com
11. Pacific Toll Processing Steel Supplier $238,604
24724 South Wilmington Ave.
Carson, CA 90745
12951 Miriam Place
Santa Ana, CA 92705-1334
Tel: 714-348-5800
Email: pegreenwald@peglaw.us
12. AFC Worldwide Express, Inc. Transportation $524,822
dba R+L Global Logistics
R+L Truckload Services, LLC
16520 S. Tamiami Tr, Suite 180
Fort Myers, FL 33908
Tel: 877-510-9133
13. Shinsho American Corporation Steel Supplier $2,371,600
26200 Town Center Drive
Novi, MI 48375
Bullard, Brown & Beal, LLP
7915 West Sahara Avenue Suite 104
Las Vegas, Nevada 89117
Tel: 702-907-4060
Email: jbeal@bbblaw.net
14. Cardinal Paint & Powder Inc. Paint Supplier $411,644
P.O. Box 9296
South El Monte, CA 91733
Tel: 626-941-3170
Rosanna Richardson
15. Tyasa T A 2000, S.A. De CV Steel Supplier $388,194
Carr Federal MexicoO-VERACRUZKM 321
S/NIXTACZOQUITLAN,VER,94450 Mexico
Tel: +52 (272) 724-4700
Email: pgaliana@ta42
16. Lexam Security Products $383,792
230 Hong Xian Road
201411 Shanghai, China
Email: wangbin@lexamlock.com
17. Gateway Fabrication Solutions Fabric & Material $345,551
Mexico (Solmaq) Supplier
CTO.ING.TOMAS LIMON GUTIERREZ No. 140-
Zona Industrial, Guadalajara, Jalisco,
Mexico CP: 44940
Office +52 (33) 3675 1564
+52 (33) 3675 1536 Ext 201
+521 (33) 3105 4798
Email: Carlos.giraldo@gatewayfabrication.com
18. DISTRIBUIDORA INT. DE CLAVOS Y Manufacturer $283,670
MADERAS SA DE CV.AV NINOS
Heroes Hidalgo
Mexicali, BCA, 21389 Mexico
Tel: 686-216-0823
Email: clavosmt@hotmail.com
19. Universal Freight Systems Transportation $518,041
1260 N. Ellis Street
Bensenville, IL 60106
Tel: 312-965-0013
Email: bil.wlc@gmail.com
20. Winsson Enterprises Co., Ltd Manufacturer $-
No. 202-2, SEC. 3, Datong RD
New Taipei City, Taiwan
Tel: 886-22-77081761
Email: Harmony.tsai@winsson.com.tw
21. NL Lock Technology (Netherlands) Manufacturer $229,867
Maasstraat 3, Unit D
7071 VR ULFT Netherlands
Susan Papa –949-362-8977
22. JWR Innovative Enterprises Manufacturer $219,469
15 Laurel Bluff CT
Columbia, SC 29239
Email: tds@btsintel.com
US mailing Address –In China
23. Barbaras Development, Inc. Manufacturer $210,075
3567 Old Conejo Road
Newbury Park, CA 93120
Tel: 323-888-4277
Vanessa Aguilar
24. Manufacturas Pueblo Manufacturer $181,903
Viejo Industrial Matriz
Ajonjoll 3869 Col.La Nogaiera
Guadalajara, Jalisco C.P. 44470
25. Ningbo Yada Safe Equipment Manufacturer $164,366
No.10 Hongyun Road South Area of
YUYAOECON DEVELOP ZONE
Yuyao City, Ningbo Chin
Tel: +8637462778800 John Bao
26. JR Lumber & Plywood, Inc. Lumber Supplier $160,801
2498 Roll DR. #275
San Diego, CA 9215
Todd Anderson
Tel: 619-823-9613
27. Veriship LLC Professional $147,122
7472 Collection Center Drive Services
Chicago, IL 60693
Email: parcelpay@veriship.com
28. Berenice Meza Jurado $144,217
(FD Packaging)
10537 Valle Blanco Drive
Socorro, TX 79927
Tel: 656-379-1285
Email: bere@flexibolsas.com
29. R+L Truckload Services, LLC Transportation $21,604
16520 S. Tamiami Tr, Suite 180
Fort Myers, FL 33908
Tel: 877-510-9133
30. R+L Truckload Services, LLC Transportation $23,082
16520 S. Tamiami Tr, Suite 180
Fort Myers, FL 33908
AFC Worldwide Express, Inc
dba R+L Global R+L Truckload Services, LLC
16520 S. Tamiami Tr, Suite 180
Fort Myers, FL 33908
Tel: 877-510-9133
AMERICANN INC: Expects Building 1 to Commence Operations by March
-----------------------------------------------------------------
AmeriCann, Inc. announced record financial results for its first
quarter ended Dec. 31, 2019.
Highlights:
* Record net income of $1,017,985
* EBITDA of $1,325,850.
* Completion of Building 1 at the Massachusetts Cannabis
Center, the Company's flagship cannabis development which
will include up to one million square feet of sustainable
greenhouse cultivation, processing and product manufacturing
infrastructure.
CEO Tim Keogh stated, "Our first quarter financial results reflect,
in part, the operating efficiencies AmeriCann has achieved.
Additionally, we look forward to the impact that the commencement
of operations at Building 1 will provide the Company going forward,
which we expect to launch in our current quarter."
About Americann
Headquartered in Denver, Colorado, AmeriCann is a specialized
cannabis company that is developing cultivation, processing and
manufacturing facilities. AmeriCann uses greenhouse technology
which is superior to the current industry standard of growing
cannabis in warehouse facilities under artificial lights.
AmeriCann is designing GMP Certified cannabis extraction and
product manufacturing infrastructure. Through a wholly-owned
subsidiary, AmeriCann Brands, Inc., the Company intends to secure
licenses to produce cannabis infused products including beverages,
edibles, topicals, vape cartridges and concentrates. AmeriCann
Brands, Inc. plans to operate a Marijuana Product Manufacturing
business at MMCC with over 40,000 square feet of state-of-the art
extraction and product manufacturing infrastructure.
Americann reported a net loss of $4.90 million for the year ended
Sept. 30, 2019, compared to a net loss of $4.43 million for the
year ended Sept. 30, 2018. As of Sept. 30, 2019, the Company had
$11.77 million in total assets, $5.65 million in total liabilities,
and $6.11 million in total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Jan. 14, 2020, citing that the Company has suffered recurring
losses from operations and has an accumulated deficit that raises
substantial doubt about its ability to continue as a going concern.
APOLLO INVESTMENT: Fitch Withdraws BB+ IDR for Commercial Reasons
-----------------------------------------------------------------
Fitch Ratings affirmed the Long-Term Issuer Default Rating, senior
secured debt rating and senior unsecured debt rating of Apollo
Investment Corporation at 'BB+'.
Concurrently, Fitch has withdrawn Apollo's ratings for commercial
purposes. The 'A' rating and Stable Rating Outlook assigned to
Apollo Global Management, LLC (AGM), the parent company of Apollo's
external manager, Apollo Investment Management, L.P., are
unaffected by these actions.
KEY RATING DRIVERS
The ratings affirmation reflects Apollo's affiliation with the AGM
platform, which provides access to investment resources and deal
flow; the firm's experienced management team; and improving
portfolio risk profile, including above-average portfolio exposure
to first lien investments compared to rated business development
company (BDC) peers.
Rating constraints include the recent increase in balance sheet
leverage, which has not been sufficiently offset by a reduction in
portfolio risk; the revision of the target leverage range to
1.40x-1.60x (previously 1.25x-1.40x); and an increased reliance on
secured debt funding, which reduces the firm's funding flexibility.
Other rating constraints include Apollo's weaker-than-peer track
record in credit; the continuation of execution risk associated
with the portfolio mix shift given the firm's mixed track record
and the highly competitive environment; and continued exposure,
albeit declining, to certain non-core and legacy investments, which
include energy, shipping, renewables and other legacy investments.
Rating constraints for the BDC sector more broadly include the
market impact on leverage, given the need to fair-value the
portfolio each quarter, dependence on access to the capital markets
to fund portfolio growth and a limited ability to retain capital
due to dividend distribution requirements. Additionally, the
competitive underwriting environment has yielded deterioration in
terms in the middle market, including fewer/looser covenants,
higher underlying leverage, lower underlying interest coverage and
tighter spreads. Fitch believes this backdrop could contribute to
asset quality deterioration in the sector when the cycle turns, and
BDCs with more limited access to deal flow and looser underwriting
standards are likely to experience weaker performance. Recently
relaxed regulatory limits on leverage are an evolving sector
headwind, which could contribute to increased risk profiles for
individual BDCs and elevated competition amongst BDCs.
Leverage, as measured by par debt-to-equity, amounted to 1.47x at
Dec. 31, 2019 (fiscal 3Q20), up significantly from 0.76x a year
ago. The leverage ratio implied an asset coverage cushion of 12.2%
at Dec. 31, 2019, which was down modestly from 15.7% a year ago and
at the low end of Fitch's 'bbb' category leverage benchmark range
of 11%-33%. However, Fitch believes the firm's asset coverage
cushion should be above-average, to account for potential valuation
volatility and credit underperformance in the portfolio, which
could be outsized given Apollo's exposure to legacy energy and
shipping investments. Following passage of the Small Business
Credit Availability Act (SBCAA) and the receipt of board approval
to reduce its asset coverage requirement to 150%, which became
effective on April 4, 2019, Apollo articulated a new target
leverage range of 1.25x-1.40x. Subsequently, on the company's
fiscal 3Q20 earnings call, Apollo's management team communicated a
new target leverage range of 1.40x-1.60x, which is high compared to
peers and above Fitch's initial expectations. Fitch views the
increase in the leverage target negatively, particularly given
legacy investments in the portfolio, as it materially reduces
Apollo's asset coverage cushion, leaving the firm more exposed to
covenant pressure should asset values decline.
Apollo's previously articulated maximum leverage target of 1.40x
was already above the maximum targeted leverage levels for most
rated BDC peers. Fitch expected that the increase in leverage to
the targeted range would be sufficiently mitigated by a reduction
in portfolio risk given the planned rotation into more first lien
securities with lower underlying portfolio leverage and yields.
While Apollo has made progress on its portfolio rotation since
passage of the SBCAA, the firm has not yet reached its target
portfolio construct, but leverage has already risen above the
previously articulated targeted range. Total first lien investments
amounted to 78.3% of the portfolio at fair value at fiscal 3Q20, up
from 64.1% a year ago. However, first lien corporate loans, which
exclude Apollo's investment in Merx Aviation Financing, LLC (Merx)
and non-core and legacy assets, amounted to approximately 62% of
the portfolio, well below the target of approximately 80%-85%.
Non-core and legacy investments represented approximately 12% of
the portfolio at Dec. 31, 2019 down from 20% at Dec. 31, 2018, but
above the target of less than 5%. Additionally, Apollo's weighted
average underlying net leverage of the corporate lending portfolio
was 5.3x at fiscal 3Q20, which is only down modestly from 5.5x a
year ago, despite the increase in first lien investments, and above
the target level of 4.2x. Fitch does not believe that the increase
in leverage has been sufficiently offset by a reduction in
portfolio risk.
Net realized losses averaged approximately 5.3% of the average
portfolio at fair value, annually, from fiscal 2016 through fiscal
2019, partially driven by losses from energy investments.
Performance has improved more recently as Apollo has exited certain
underperforming investments. Net realized losses amounted to $2.0
million in fiscal 9M20 (excluding a realized loss on the
extinguishment of debt), representing 0.1% of the average portfolio
at fair value. Still, continued exposure to certain non-core and
legacy assets, including oil and gas investments, drove unrealized
portfolio depreciation of $69.0 million during fiscal 9M20,
representing 2.8% of the portfolio at cost at fiscal YE 2019.
Investments on non-accrual status accounted for 2.2% of the debt
portfolio at cost and 0.8% of the debt portfolio at fair value, at
Dec. 31, 2019, which were down from 3.9% at cost and 3.1%, at fair
value a year ago. Fitch believes Apollo's new strategy has reduced
portfolio risk, and should result in improved credit performance
over time. Still, Apollo has shifted its portfolio strategy
multiple times since inception, and the firm's long-term track
record in credit is weaker than that of its BDC peers, having
generated cumulative net realized losses of $1.6 billion from
inception through Dec. 31, 2019. Additionally, Fitch believes
sector credit performance is unsustainably good, which could result
in additional portfolio losses in the future. Apollo's recent
originations consist largely of co-investments with MidCap
Financial, which was co-founded by Howard Widra (CEO of Apollo) in
2008 and has a solid track record in credit. Fitch will assess the
investment acumen of the current management team over time based on
the performance of new-vintage originations.
Apollo's core operating performance has been relatively stable over
the past four years. Annualized net investment income (NII)
amounted to 5.1% of the average portfolio at cost for the nine
months ended Dec. 31, 2019, compared to 5.5% for same period of the
prior year and a 5.5% average for fiscal 2016 through 2019. The
decline in NII yield, yoy, was driven by lower spreads on new first
lien debt investments and higher expenses, specifically an increase
in interest expense due to higher leverage, which was partially
offset by a decline in incentive fees from a total return based fee
that became effective on Jan. 1, 2019. NII yields have been below
the peer average in recent years given above average levels of
non-accrual and non-income producing investments. While non-accrual
levels have declined and exposure to yielding debt investments has
increased, NII yields could continue to be lower than peers' given
the above-average exposure to first lien investments. Fitch expects
relative earnings consistency to continue in 2020. While earnings
may be pressured by lower rates, the impact could potentially be
offset by spread widening.
At Dec. 31, 2019, 19.5% of Apollo's total outstanding debt (at par)
was unsecured, which is within Fitch's 'bb' category quantitative
benchmark range of less than 35.0% for BDCs. Unsecured debt, as a
proportion of total debt outstanding, declined significantly over
the past year, from 49.8% at Dec. 31, 2018, as a result of the firm
redeeming $150 million of unsecured notes in August 2019 as well
increasing leverage through additional secured borrowings. While
Fitch understands the firm's motivation to reduce its cost of funds
given the lower yields on new originations, Fitch views the
reduction in unsecured debt negatively as it reduces the firm's
funding flexibility. Apollo has not demonstrated access to the
unsecured debt markets since March 2015, while many rated BDC peers
tapped the markets over the past year to diversify funding sources
while locking in relatively attractive financing costs given low
interest rates. Apollo's credit facility contains a covenant
requiring a 200% borrower asset coverage ratio, defined as assets
divided by secured debt, which should ensure unsecured debt remains
part of Apollo's funding stack. Still, Fitch believes that Apollo's
unsecured debt to-total debt ratio could remain below 35% given the
current leverage level and the potential for leverage to continue
to rise.
Fitch views Apollo's liquidity as adequate. Balance sheet cash and
equivalents amounted to $42.2 million (including foreign
currencies) at Dec. 31, 2019, and availability on the revolving
credit facility amounted to $263.1 million. The firm does not have
any term debt maturities until March 2025. NII coverage of the
dividend amounted to approximately 117.4% in the first nine months
of fiscal 2020, which is up from 99.6% in the nine months of fiscal
2019, and compares favorably to an average of 102.7% for fiscal
2016 through 2019. Adjusting for non-cash income and expenses,
cash-based earnings coverage of the dividend is modestly lower, at
110.7% for the nine months ended Dec. 31, 2019, which is still
solid. Fitch believes that NII will remain sufficient to cover the
firm's dividends in 2020.
The equalization of the secured and unsecured debt ratings with the
Long-Term IDR reflects solid collateral coverage for all classes of
debt given that Apollo is subject to a 150% asset coverage
limitation.
RATING SENSITIVITIES
Rating sensitivities are no longer relevant for any of the ratings
given the rating withdrawal.
AREWAY ACQUISITION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Areway Acquisition, Inc.
8525 Clinton Road
Cleveland, OH 44144
Business Description: Areway Acquisition, Inc. --
http://arewayacq.com/-- is a supplier of
finished forged and cast metal products with
complete in house machining, automated
polishing and buffing, powder and liquid
painting, and an ISO certified quality
control system capable of ASTM, SAE, and OEM
specification testing.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Northern District of Ohio
Case No.: 20-11065
Judge: Hon. Jessica E. Price Smith
Debtor's Counsel: Jeffrey M. Levinson, Esq.
LEVINSON LLP
55 Public Square, Suite 1750
Cleveland, OH 44113
Tel: (216) 514-4935
E-mail: jml@jml-legal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John S. Hadgis, president.
A full-text 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/uTNQfT
ASCENA RETAIL: David Jaffe Quits as Director
--------------------------------------------
David Jaffe, a member of the Board of Directors of Ascena Retail
Group, Inc., notified the Board of his decision to resign from the
Board effective as of Feb. 24, 2020. Mr. Jaffe is a member of the
class of directors whose terms of office expire at the Company's
2020 Annual Meeting of Stockholders. Mr. Jaffe advised the Company
that he has no disagreement with the Company on any matter relating
to the Company's operations, policies or practices and the decision
was based solely on personal reasons.
Effective immediately, the Board has approved a reduction in the
size of the Board from 12 to 11 directors.
About Ascena Retail
Ascena Retail Group, Inc. (Nasdaq: ASNA) --
http://www.ascenaretail.com-- is a national specialty retailer
offering apparel, shoes, and accessories for women under the
Premium Fashion (Ann Taylor, LOFT, and Lou & Grey), Plus Fashion
(Lane Bryant, Catherines and Cacique), and Value Fashion
(Dressbarn) segments, and for tween girls under the Kids Fashion
segment (Justice). Ascena, through its retail brands, operates
ecommerce websites and approximately 2,800 stores throughout the
United States, Canada, and Puerto Rico.
Ascena Retail reported a net loss of $661.4 million for the fiscal
year ended Aug. 3, 2019, a net loss of $39.7 million for the year
ended Aug. 4, 2018, and a net loss of $1.06 billion for the year
ended July 29, 2017. As of Nov. 2, 2019, the Company had $3.49
billion in total assets, $3.32 billion in total liabilities, and
$173 million in total equity.
* * *
As reported by the TCR on Nov. 26, 2019, S&P Global Ratings lowered
its issuer credit rating on Mahwah, N.J.-based women's specialty
apparel retailer Ascena Retail Group Inc. to 'CCC' from 'CCC+' to
reflect the rating agency's belief that it is increasingly likely
the company will pursue a debt restructuring over the next 12
months.
In October 2019, Moody's Investors Service downgraded Ascena Retail
Group, Inc.'s corporate family rating to Caa2 from B3, probability
of default rating to Caa2-PD from B3-PD and senior secured term
loan rating to Caa2 from B3. The downgrades reflect Moody's view
that Ascena's capital structure is likely unsustainable as a result
of its weak operating performance, high leverage, and negative free
cash flow, creating an elevated risk of a debt restructuring
including a material debt repurchase at a significant discount.
AYNOYD INC: Involuntary Chapter 11 Case Summary
-----------------------------------------------
Alleged Debtor: Aynoyd Inc.
1759 East 10th Street
Brooklyn, NY 11223
Involuntary Chapter 11
Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Eastern District of New York
Case Number: 20-41147
Judge: Hon. Carla E. Craig
Name of Petitioner: Adam Boyna
1909 New York Avenue
Brooklyn, NY 11210
Petitioner's Nature of
Claim & Amount: $18,750, Debt
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://is.gd/6qBQku
BAMA OAKS RETIREMENT: Hires Theodore N. Stapleton as Counsel
------------------------------------------------------------
Bama Oaks Retirement, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Theodore N.
Stapleton P.C., as counsel to the Debtor.
Bama Oaks Retirement requires Theodore N. Stapleton to:
(a) represent the Debtor with respect to the Debtor's "first
day" motions;
(b) advise the Debtor generally regarding matters of
bankruptcy law, including, but not limited to, the rights,
each, obligations, and remedies of the Debtor as Debtor-
in-Possession, both with regard to its assets and with
respect to the claims of its creditors;
(c) prepare and assist in the preparation of pleadings,
exhibits, applications, reports, and accounting in
connection with the Debtor's schedules, and other
documents necessary to the administration of these
proceedings as required by the Bankruptcy Code, the
Federal Rules of Bankruptcy Procedure, the local rules of
this Court, in the requirements of the United States
Trustee's Office;
(d) investigate, analyze and evaluate potential claims of the
estate, including claims for recovery of avoidable
transfers under the Bankruptcy Code;
(e) advise the Debtor concerning Chapter 11 plans and
alternatives thereto;
(f) represent the Debtor at hearings and conferences with
regard to administration of this case and any of the
foregoing matters and prepare pleadings and papers in
connection therewith; and
(g) represent and assist the Debtor with regard to any and all
other matters relating to administration of the case.
Theodore N. Stapleton will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Theodore N. Stapleton, partner of Theodore N. Stapleton P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Theodore N. Stapleton can be reached at:
Theodore N. Stapleton, Esq.
THEODORE N. STAPLETON, P.C.
2802 Paces Ferry Road SE, Suite 100-B
Atlanta, GA 30339
Tel: (770) 436-3334
E-mail: tstaple@tstaple.com
About Bama Oaks Retirement
Bama Oaks Retirement, LLC, d/b/a Gordon Oaks Assisted Living, owns
and operates an assisted living facility in Mobile, Alabama. The
company filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
20-61914) on Feb. 1, 2020. In the petition signed by Christopher
F. Brogdon, manager, the Debtor was estimated to have between $10
million and $50 million in both assets and liabilities. Theodore
N. Stapleton, P.C., is the Debtor's counsel.
BARRE N9NE: March 17 Plan & Disclosures Hearing Set
---------------------------------------------------
On Feb. 4, 2020, debtor Barre N9NE Studio LLC filed with the U.S.
Bankruptcy Court for the District of Massachusetts a First Amended
Combined Disclosure Statement and Plan of Reorganization for Small
Business Debtor.
On Feb. 6, 2020, Judge Janet E. Bostwick ordered that:
* March 17, 2020, at 10:00 a.m. is the hearing on the final
approval of the adequacy of the First Amended Disclosure Statement
and confirmation of the First Amended Plan of Reorganization and
related matters.
* March 6, 2020, at 5:00 p.m. is the deadline to file any
objections to the Court’s final determination of the adequacy of
the First Amended Disclosure Statement, and/or confirmation of the
First Amended Plan of Reorganization and other related matters.
* March 6, 2020, at 5:00 p.m. is the deadline to serve ballots
upon Counsel of the Debtor.
* March 12, 2020, at 5:00 p.m. is the deadline to file a
Certificate of Votes reflecting the acceptances and rejections of
the Plan.
* March 31, 2020, at 5:00 p.m., is the deadline to file
Application for Compensation of Debtor’s counsel.
A full-text copy of the order dated Feb. 6, 2020, is available at
https://tinyurl.com/tnutv8o from PacerMonitor at no charge.
About Barre N9ne Studio
Barre N9ne Studio LLC operates 4 barre and fitness studios,
teaching fitness classes in a group setting as well as offers one
on one personal training. As of the bankruptcy filing, it had
locations in Danvers, Woburn, Somerville and Andover,
Massachusetts. The company's office is located at 9 Page Street,
Danvers, Massachusetts.
Barre N9ne Studio filed a Chapter 11 bankruptcy petition (Bankr. D.
Mass. Case No. 19-13241) on Sept. 24, 2019, estimating less than $1
million in both assets and liabilities. Nina M. Parker, at Parker
& Lipton, is the Debtor's counsel.
BIG KAY DADDYS: Seeks to Hire Nima Taherian as Legal Counsel
------------------------------------------------------------
Big Kat Daddys, LLC seeks authority from the U.S. Bankruptcy Court
for the Southern Distric of Texas to employ the Law Office of Nima
Taherian as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
1. analyse the Debtor's financial situation;
2. advise the Debtor of its rights, duties and powers;
3. represent the Debtor at court hearings and other
proceedings;
4. prepare and file schedules of assets and liabilities,
statements of affairs, motions and other legal papers;
5. represent the Debtor at any meeting of creditors;
6. represent the Debtor in all proceedings before the
bankruptcy court and in other judicial or administrative
proceedings where the rights of the Debtor may be litigated or
affected;
7. prepare and file a disclosure statement and Chapter 11 plan
of reorganization; and
8. assist the Debtor in analyzing the claims of creditors and
in negotiating with such creditors.
Nima Taherian, Esq., the firm's attorney who will be handling the
case, will be paid at the hourly rate of $300 and will receive
reimbursement for work-related expenses incurred.
Ms. Taherian assured the court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
Nima Taherian can be reached at:
Nima Taherian, Esq.
Law Office of Nima Taherian
701 N. Post Oak Rd, Ste 216
Houston, TX 77024
Tel: (713) 540-3830
Fax: (713) 862-6405
About Big Kat Daddys
Big Kat Daddys, LLC filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
20-30274) on Jan. 16, 2020, listing under $1 million in both assets
and liabilities. Judge Jeffrey P. Norman oversees the case. The
Law Office of Nima Taherian is the Debtor's legal counsel.
BLUE DOG: Anticipates Plan to Be Effective March 18, 2020
---------------------------------------------------------
On Jan. 23, 2020, the United States Bankruptcy Court for the
Southern District of New York entered an order confirming the
Second Amended Plan of Liquidation filed by Debtor Blue Dog at 399
Inc.
The Debtor anticipates that the Effective Date of the Plan will
occur on or before March 18, 2020. The Debtor shall file a
supplemental notice confirming the occurrence of the Effective Date
of the Plan.
Each Holder of an Administrative Claim (other than a Professional
Fee Claim) is required to file a proof of Administrative Claim by
the Supplemental Administrative Claims Bar Date. The Supplemental
Administrative Claims Bar Date is the date which is 30 days after
the Effective Date and will be the deadline for filing a request
for payment of an Administrative Claim incurred subsequent to Oct.
31, 2019, and prior to the Effective Date.
A full-text copy of the notice dated Feb. 6, 2020, is available at
https://tinyurl.com/rpjuo2f from PacerMonitor at no charge.
The Debtor is represented by:
Melanie L. Cyganowski, Esq.
Jennifer S. Feeney, Esq.
Robert C. Yan, Esq.
OTTERBOURG P.C.
230 Park Avenue
New York, New York 10169
Telephone: (212) 661-9100
Facsimile: (212) 682-6104
About Blue Dog at 399
Blue Dog at 399 Inc. filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 15-10694) on March 24, 2015. In the petition signed by
Elizabeth Slavutsky, sole director and shareholder, the Debtor was
estimated to have $1 million to $10 million in assets and
liabilities.
CACHET FINANCIAL: Hires Shulman Bastian as Bankruptcy Counsel
-------------------------------------------------------------
Cachet Financial Services, seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ Shulman
Bastian LLP, as bankruptcy counsel and litigation counsel to the
Debtor.
Cachet Financial requires Shulman Bastian to:
a. advise the Debtor with respect to its rights, powers,
duties and obligations as a debtor in possession in the
administration of this case, the management of its business
affairs and the management of its property;
b. advise and assist the Debtor with respect to compliance
with the requirements of the Office of the U.S. Trustee;
c. advise the Debtor regarding matters of bankruptcy law,
including the rights and remedies of the Debtor with
respect to its assets and with respect to the claims of
creditors;
d. represent the Debtor in any proceedings or hearings in the
Bankruptcy Court related to bankruptcy law issues;
e. conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of
reports, accounts and pleadings related to the Debtor's
Chapter 11 case;
f. advise the Debtor regarding its legal rights and
responsibilities under the Bankruptcy Code and the Federal
Rules of Bankruptcy Procedure;
g. assist the Debtor in the negotiation, preparation and
confirmation of a plan of reorganization;
h. advise and represent the Debtor in connection with certain
litigation related matters as described below, and with the
assistance of special or local counsel, assist and
represent the Debtor in obtaining recoveries from third
parties as described below;
i. as necessary, during the case, the Firm will assist the
Debtor with matters related to the litigation matters
described above in an effort to maximize the recovery for
creditors and equity holders and to utilize bankruptcy law
and procedure to provide an orderly process to liquidate
claims against the Debtor that may be reflected in the
above actions and to develop and procedures to provide
distribution to the holders of such claims as efficiently
as possible. Specifically, the Firm will be associating in
as counsel to the Debtor in relation to the action against
MyPayrollHR, LLC ("MyPayroll") and its principal Michael
Mann ("Mann"), taking over primary responsibility in that
case, with Loeb & Loeb staying on as local counsel.
Shulman Bastian will be paid at these hourly rates:
Attorneys $350 to $675
Paralegals $185 to $300
Prior to the Petition Date, on January 8, 2020, the Debtor paid
Shulman Bastian a retainer of $250,000. Prior to the commencement
of the bankruptcy case, Shulman Bastian incurred fees and costs
totaling $67,104.08. Thus, on the Petition Date, the balance of
funds held in trust was $182,895.92.
Shulman Bastian will also be reimbursed for reasonable
out-of-pocket expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
(1) the Firm has not agreed to any variations from its
standard customary billing for its employment in this
case;
(2) none of the professionals at the Firm vary their rate
based on the geographical location of the bankruptcy case;
(3) the Firm represented the Debtor prior to the Petition Date
(since on or November 11, 2019), the Firm's billing rates
are the same as those identified in the Bastian
Declaration and the material financial terms for the
engagement prior to the Petition Date are the same as
those described in this Application for the period after
the Petition Date;
(4) prior to the Petition Date, the Firm provided the Debtor
with estimated budgeted amounts on a project category
basis for services contemplated to be rendered during this
chapter 11 case; and
(5) the Firm informed the Debtor that such estimated budgeted
amounts were based on information available at the time
of the estimated budget and based on a number of
assumptions, including, but not limited to, the extent of
any opposition and litigation involved in the case and
non-bankruptcy litigation matters.
James C. Bastian, a partner at Shulman Bastian, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Shulman Bastian can be reached at:
James C. Bastian, Jr., Esq.
Melissa Davis Lowe, Esq.
Rika M. Kido, Esq.
SHULMAN BASTIAN LLP
100 Spectrum Center Drive, Suite 600
Irvine, CA 92618
Tel: (949) 340-3400
Fax: (949) 340-3000
E-mail: JBastian@shulmanbastian.com
MLowe@shulmanbastian.com
RKido@shulmanbastian.com
About Cachet Financial Services
Cachet Financial Services -- https://www.cachetservices.com/ --
provides Automated Clearing House (ACH) processing services for
payroll-related electronic transactions, including: direct
deposits, tax payments, garnishment payments, benefits payments,
401(k) payments, expense reimbursement payments, agency checks, and
fee collection.
Cachet Financial Services, based in Pasadena, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 20-10654) on Jan. 21, 2020.
In the petition was signed by Aberash Asfaw, president, the Debtor
was estimated to have $10 million to $50 million in both assets and
liabilities. The Hon. Vincent P. Zurzolo presides over the case.
James C. Bastian, Esq., at Shulman Bastian LLP, serves as
bankruptcy counsel.
CAMPBELLTON-GRACEVILLE: Trustee Taps Kobre & Kim as Special Counsel
-------------------------------------------------------------------
Marshall Glade, the official overseeing the Campbellton-Graceville
Hospital Corporation Liquidating Trust, seeks authority from the
U.S. Bankruptcy Court for the Northern District of Florida to hire
Kobre & Kim and as her special counsel.
Kobre & Kim will provide these services:
a. review summary materials selected by the liquidating
trustee in aid of providing strategic advice;
b. answer specific inquiries regarding a potential
coordination agreement between the liquidating trustee and the U.S.
Attorney's Office for the Middle District of Florida;
c. conduct telephone conferences with representatives of the
U.S. Attorney's Office and counsel for certain defendants to assist
the liquidating trustee in the negotiation of said coordination
agreement; and
d. assist in the preparation of the coordination agreement.
Evelyn Sheehan, Esq., is the firm's attorney who will be
representing the liquidating trustee. Ms. Sheehan's normal rate is
$975 per hour but the attorney has agreed to reduce her rate by 10
percent. She will be assisted by Kobre & Kim's non-lawyer
professionals who charge between $275 and $750 per hour.
The employment of Kobre & Kim requires a deposit of $25,000,
inclusive of a 3.5 percent allowance for disbursements as an
evergreen retainer for its services. The retainer will be
replenished after each invoice.
Ms. Sheehan and Kobre & Kim are "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Evelyn B. Sheehan, Esq.
Kobre & Kim
201 South Biscayne Boulevard, Suite 1900
Miami, FL 33131
Tel: +1 305 967 6112
About Campbellton-Graceville
Hospital Corporation
Campbellton-Graceville Hospital Corporation is a non-profit
corporation established pursuant to the laws of the State of
Florida in 1961 and operates as a not-for-profit 25-bed critical
access hospital serving northern Florida and the surrounding areas
in Georgia and Alabama. It offered medical care services,
including emergency services, general hospitalization, laboratory
services, swing bed and physical therapy. Campbellton-Graceville
has approximately 100 employees
Campbellton-Graceville filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Fla. Case No. 17-40185) on April 17, 2017. The
petition was signed by Marwill Glade of GlassRatner Advisory &
Capital Group, LLC, the Debtor's chief restructuring officer. In
its petition, the Debtor estimated $1 million to $10 million in
assets and $10 million to $50 million in liabilities. Judge Karen
K. Specie oversees the case.
Berger Singerman LLP represents the Debtor as legal counsel.
On June 8, 2017, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. The committee hired Broad and
Cassel LLP as counsel; Wayne Black and Associates, Inc. as
investigative assistant; and Colaborate, Inc. as consultant.
On Nov. 5, 2018, the court confirmed the Chapter 11 plan of
liquidation jointly filed by the Debtor and the official committee
of unsecured creditors. Marshall Glade was appointed to oversee
the Campbellton-Graceville Hospital Corporation Liquidating Trust.
CAPSTONE LOGISTICS: Moody's Affirms B3 CFR, Outlook Stable
----------------------------------------------------------
Moody's Investors Service affirmed the ratings for Capstone
Logistics Acquisition, Inc. including the company's B3 corporate
family rating and B3-PD probability of default rating. At the same
time, Moody's assigned a B3 rating to the company's proposed senior
secured first lien credit facilities, including a $395 million term
loan and $75 million revolving credit facility. Proceeds from the
first lien term loan together with an unrated privately placed $105
million second lien term loan will be used to refinance the
company's existing first and second lien credit facilities, of
which the ratings will be withdrawn upon the close of the
transaction. The rating outlook is stable.
RATINGS RATIONALE
The affirmation of Capstone's ratings reflects the company's high
FY19 Moody's-adjusted financial leverage of about 6.3 times
debt-to-EBITDA, small scale with less than $1 billion of revenue
anticipated in FY20, and its acquisitive nature. Capstone also
faces execution risk in growing several new businesses acquired
over the last few years, including freight brokerage and last mile
delivery, each of which is distinct from the company's core legacy
warehousing services. The new businesses could be particularly
challenged given the competitive environment. The rating also
incorporates Capstone's exposure to large customers and
susceptibility to pricing pressure, which has at least in part
contributed to the company's gradual margin deterioration over the
last few years. Margins may also naturally come under pressure if
the freight brokerage and last mile businesses become a greater
proportion of the company, as both are lower margin than warehouse
services.
However, Capstone is well positioned as a leading provider of
outsourced labor solutions to its well-established and
long-standing customer base. Capstone also garners more than half
its revenue from the grocery and food service end-markets,
verticals that Moody's views as having relatively stable demand
drivers. Acquisitions have enabled Capstone to broaden its
logistical capabilities while expanding its reach into higher
growth areas like freight brokerage and last mile delivery, and
Moody's expects the company to remain acquisitive consistent with
its private equity ownership. Capstone has a well-established
presence in inbound logistics, supported by its core warehouse
services business that accounts for about 75% of the company's
total revenue, and benefits from large companies looking to
outsource their logistical needs. However, Moody's believes the
risk of disintermediation from automation in its core warehouse
services business is a potential risk over time.
The stable outlook reflects Moody's expectation that Capstone will
grow topline sales organically in the low to mid-single digit range
over the next 12-18 months while improving its financial leverage
to below 6 times debt-to-EBITDA over the same period.
The ratings could be upgraded if the company continues to increase
its size and scale, is able to sustain debt-to-EBITDA below 5.75
times, and exhibits a demonstrated ability to expand margins. In
addition, the company would need to maintain at least good
liquidity prior to upward rating consideration.
The ratings could be downgraded if debt-to-EBITDA is sustained
above 7 times, EBITDA margins are sustained below 10%, or if there
is a weakening of liquidity characterized by negative free cash
flow generation or significant revolver reliance. If the company's
liquidity deteriorates, the rating would be pressured.
Moody's views Capstone as having a relatively low amount of both
environmental risk and social risk. Moody's believes Capstone has a
moderate amount of governance risk, as the company is private
equity owned, which may lead to an increasingly aggressive
financial policy, including potentially debt-financed shareholder
returns over time.
The B3 rating on the first lien debt reflects the increased levels
of first lien debt relative to the company's total debt in its
proposed capital structure. It also incorporates Moody's
expectation that the amount of first lien debt will increase over
time, in large part from debt funded acquisitions.
Assignments:
Issuer: Capstone Logistics Acquisition, Inc.
Senior Secured Bank Credit Facility, Assigned B3 (LGD3)
Affirmations:
Issuer: Capstone Logistics Acquisition, Inc.
Probability of Default Rating, Affirmed B3-PD
Corporate Family Rating, Affirmed B3
Outlook Actions:
Issuer: Capstone Logistics Acquisition, Inc.
Outlook, Remains Stable
The principal methodology used in these ratings was Surface
Transportation and Logistics published in May 2019.
Headquartered in Norcross, Georgia, Capstone Logistics Acquisition,
Inc. is a supply chain solutions provider offering managed
outsourced labor to owners of distribution centers for non-core
labor-intensive operations. Capstone is owned by funds managed by
The Jordan Company L.P. which acquired the company in August 2014.
Capstone generated FY19 pro forma revenue of roughly $887 million.
CENTRAL PALM BEACH SURGERY: Taps Furr & Cohen as Legal Counsel
--------------------------------------------------------------
Central Palm Beach Surgery Center Ltd. and CPBS Management LLC
received interim approval from the U.S. Bankruptcy Court for the
Southern District of Florida to hire Furr & Cohen, P.A. 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 of its business;
(b) advise the Debtor of its responsibilities in complying
with the U.S. trustee's operating guidelines and reporting
requirements and with the rules of the court;
(c) prepare legal documents; and
(d) represent the Debtor in negotiation with its creditors in
the preparation of a bankruptcy plan.
Furr & Cohen will be paid at these hourly rates:
Robert C. Furr $650
Charles I. Cohen $550
Alvin S. Goldstein $550
Alan R. Crane $500
Marc P. Barmat $500
Aaron R. Wernick $500
Jason S. Rigoli $350
Paralegals $150
The firm will also be reimbursed for work-related expenses
incurred.
Robert Furr, Esq., a partner at Furr & Cohen, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Furr & Cohen can be reached at:
Robert C. Furr, Esq.
Furr & Cohen, P.A.
2255 Glades Road, Suite 301E
Boca Raton, FL 33431
Tel: (561) 395-0500
Fax: (561) 338-7532
Email: rfurr@furrcohen.com
About Central Palm Beach Surgery Center
Central Palm Beach Surgery Center Ltd. and CPBS Management LLC,
owners of an ambulatory surgery center in West Palm Beach, Fla.,
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Lead Case No. 20-11127) on Jan. 28, 2020. The
petitions were signed by Jonathan Cutler, authorized member.
Central Palm disclosed $7,115,518 in assets and $12,270,801 in
liabilities. Judge Mindy A. Mora oversees the cases. Robert C.
Furr, Esq., at Furr & Cohen, P.A., is the Debtors' legal counsel.
COBRA PIPELINE: Has Until May 22 to Exclusively File a Plan
-----------------------------------------------------------
Judge Arthur Harris of the U.S. Bankruptcy Court for the Northern
District of Ohio extended to May 22 the period during which only
Cobra Pipeline Co., Ltd. can file a Chapter 11 plan and disclosure
statement.
About Cobra Pipeline
Cobra Pipeline Co., Ltd., is an Ohio-based intrastate natural gas
pipeline company. The Debtor filed for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case No. 19-15961) on Sept.
25, 2019 in Cleveland, Ohio. In the petition signed by Jessica
Carothers, general manager, the Debtor was estimated to have assets
of at least $50,000, and liabilities of between $10 million and $50
million as of the petition date. Judge Arthur I. Harris oversees
the case. Coffey Law LLC is the Debtor's counsel.
The Office of the U.S. Trustee on Nov. 18, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Cobra Pipeline Co., Ltd.
COCRYSTAL PHARMA: Signs License Deal to Make Antiviral Drugs
------------------------------------------------------------
Cocrystal Pharma, Inc., entered into a license agreement with
Kansas State University Research Foundation effective Feb. 12,
2020.
Pursuant to the terms of the Agreement, the Foundation granted the
Company an exclusive for human use a royalty bearing license to
practice under certain patent rights, including a patent and a
patent application covering antivirals against coronaviruses and
norovirus, and related know-how, to make and sell therapeutic,
diagnostic and prophylactic products.
The Company agreed to pay the Foundation a one-time non-refundable
license initiation fee in the amount of $80,000 and an annual
license maintenance fee in the amount of $20,000 per year, and
agreed to reimburse the Foundation for third party expenses
associated with the filing, prosecution and maintenance of the
patent rights in question. The Company also agreed to make certain
future milestone payments up to $3.1 million, dependent upon the
progress of clinical trials, regulatory approvals, and initiation
of commercial sales in the United States and certain countries
outside the United States.
The Agreement will remain in effect until the expiration of the
patent rights covered by the Agreement, unless earlier terminated
pursuant to customary terms.
About Cocrystal Pharma
Headquartered in Creek Parkway Bothell, WA, Cocrystal Pharma, Inc.
-- http://www.cocrystalpharma.com/-- is a biotechnology company
seeking to discover and develop novel antiviral therapeutics as
treatments for serious and/or chronic viral diseases. The Company
employs unique structure-based technologies and Nobel Prize winning
expertise to create first- and best-in-class antiviral drugs.
These technologies are designed to efficiently deliver small
molecule therapeutics that are safe, effective and convenient to
administer. The Company has identified promising preclinical and
early clinical stage antiviral compounds for unmet medical needs
including influenza, Hepatitis C virus, and norovirus infections.
Cocrystal Pharma reported a net loss of $49.05 million in 2018
following a net loss of $613,000 in 2017. As of Sept. 30, 2019,
the Company had $73.44 million in total assets, $2.69 million in
total liabilities, and $70.74 million in total stockholders'
equity.
BDO USA, LLP, in Miami, Florida, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April 1,
2019, citing that the Company has suffered recurring losses from
operations, negative cash flows from operations and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.
CORFISH CREATIVE: Court Confirms Liquidating Plan
-------------------------------------------------
On Dec. 31, 2019, debtor CorFish Creative, LLC, transmitted the
plan together with a copy of the disclosure statement to creditors
and equity security holders.
On Feb. 6, 2020, Judge Jerrold N. Poslusny, Jr. ordered that:
* The Disclosure Statement filed on Dec. 30, 2019, is finally
approved.
* The Plan is confirmed.
As reported in the Troubled Company Reporter, CorFish Creative,
LLC, filed a combined plan of liquidation and disclosure statement.
The Debtor's asset consisted of its furniture, fixtures, and
equipment and inventory owned by Debtor and used in the operation
of the business commonly known as "Pop Shop" and the goodwill
associated with that business. The Debtor's asset were converted
into cash at the closing of the sale conducted pursuant to the sale
order in the sum of $520,000, subject to certain adjustments made
pursuant to the Debtor's Contract of Sale with its buyer, PSC1,
LLC. Under the Plan, Class 1 CorFish's general unsecured claims,
totaling $252,272, are impaired. Each holder of an allowed
unsecured claim will receive a pro rata distribution on account of
claims from fund representing the proceeds of Debtor's asset sale,
if any, remaining after distributions made on account of
Administrative Expenses and Priority Tax Claims.
A copy of the Order Confirming the Plan, which order was entered
Feb. 6, 2020, is available at https://tinyurl.com/rz882gv from
PacerMonitor at no charge.
A full-text copy of the Small Business Debtor's Combined Plan of
Liquidation and Disclosure Statement dated Dec. 30, 2019, is
available athttps://tinyurl.com/v7s88o4 from PacerMonitor.com at no
charge.
The Debtor is represented by:
Ira R. Deiches, Esquire
DEICHES & FERSCHMANN
25 Wilkins Avenue
Haddonfield, NJ 08033
Tel: (856) 428-9696
About Corfish Creative
Corfish Creative, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 19-16756) on April 3, 2019. Judge Jerrold
N. Poslusny Jr. oversees the case. The Debtor hired Deiches &
Ferschmann as its legal counsel.
CROWN METAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Crown Metal Finishing, Inc.
3700 Ridge Road
Cleveland, OH 44144
Business Description: Crown Metal Finishing Inc. is engaged in
coating, engraving, heat treating, and
allied activities.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Northern District of Ohio
Case No.: 20-11067
Judge: Hon. Arthur I. Harris
Debtor's Counsel: Jeffrey M. Levinson, Esq.
LEVINSON LLP
55 Public Square
Suite 1750
Cleveland, OH 44113
Tel: (216) 514-4935
E-mail: jml@jml-legal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by John S. Hadgis, president.
A full-text 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/XbGVqp
CULTIVATION STATION: To Seek Plan Confirmation March 19
-------------------------------------------------------
On Feb. 4, 2020, debtor The Cultivation Station Inc. filed with the
U.S. Bankruptcy Court for the Eastern District of Michigan,
Southern Division, a Combined Plan and Disclosure Statement.
On Feb. 6, 2020, Judge Maria L. Oxholm ordered that:
* The Disclosure Statement is granted preliminary approval,
subject to any timely and proper objections filed pursuant to the
Court's Order Establishing Deadlines and Procedures.
* The Debtor shall within 7 days arrange for service by mail to
creditors, equity security holders and other parties who have
requested service, a copy of this Order Granting Preliminary
Approval of the Disclosure Statement, the Combined Plan and
Disclosure Statement, and ballot.
* March 12, 2020, is the deadline to return ballots on the plan,
as well as to file objections to final approval of the Disclosure
Statement and objections to confirmation of the Plan.
* March 19, 2020, at 11:00 a.m., in Room 1875, 211 W. Fort
Street, Detroit, Michigan is the hearing on objections to final
approval of the Disclosure Statement and confirmation of the Plan.
A full-text copy of the Preliminary Order dated Feb. 6, 2020, is
available at https://tinyurl.com/s6fhfl8 from PacerMonitor at no
charge.
About Cultivation Station
The Cultivation Station Inc. is a Michigan corporation formed in
2010, with principal place of business at 22520 Rosedale, St. Clair
Shores, Mich. It operates three retail locations for gardening
supplies. Robert Diefenderfer is the owner and the president of the
company.
The Cultivation Station sought Chapter 11 protection (Bankr. E.D.
Mich. Case No. 19-53993) on Oct. 1, 2019. At the time of the
filing, the Debtor had estimated assets of less than $50,000 and
liabilities of between $100,001 and $500,000. Judge Maria L. Oxholm
oversees the case. Darnell, PLLC is the Debtor's legal counsel.
DANCEL LLC: Franchisor Objects to Disclosure Statement
------------------------------------------------------
Franchisor Different Rules, LLC, formerly Jack in the Box Inc.,
submitted its objection to the Initial Disclosure Statement dated
December 19, 2019, filed by debtor Dancel, L.L.C.
The Franchisor objects to the Disclosure Statement for these
reasons:
* The Disclosure Statement provides that the Debtor will pay
administrative expense claims on the Plan's Effective Date or as
otherwise provided in the Plan. It appears administrative expense
claims may be substantial in this case, and the Debtor has
virtually no cash on hand to pay them.
* The Disclosure Statement fails to list, among other things,
Franchisor's unsecured claim for prepetition fees, charges, taxes
and costs. See Proof of Claim No. 12. Without additional
disclosures, unsecured creditors cannot determine the total amount
of unsecured debt the Debtor seeks to pay or to discharge, or their
pro rata share of the proposed distributions to unsecured
creditors.
* Despite vague reference to steps taken by the Debtor to
determine whether the Mattis Judgment is collectible, the Debtor
fails to provide an estimation of the amount likely to be collected
and the costs to do so. Debtor should be required to disclose such
estimates.
* The Debtor's involvement in the NFA case and the existence,
likelihood, and possible success of all non-bankruptcy litigation
involving the Debtor, including claims against the Franchisor,
should be robustly disclosed. Likewise, the Debtor should provide
a full discussion of whether it believes there are avoidance
actions or other claims, and disclosure any possible defendants to
such actions.
* Creditors are entitled to know how the Debtor will provide
meaningful and comprehensive reporting so that creditors can gauge
their distributions under the Plan.
* The Debtor should provide additional disclosures regarding
whether the alleged new value to be provided by existing members is
new, substantial, money or money's worth, necessary for a
successful reorganization, and reasonably equivalent to the value
or interest received by the Debtor.
A full-text copy of the Franchisor's objection to the Disclosure
Statement dated Jan. 28, 2020, is available at
https://tinyurl.com/uuw3zzb from PacerMonitor at no charge.
Attorneys for Different Rules LLC:
Kami M. Hoskins
GORDON REES SCULLY MANSUKHANI, LLP
Two North Central Avenue, Ste. 2200
Phoenix, AZ 85004
Telephone: (602) 794-2468
Facsimile: (602) 265-4716
E-mail: khoskins@grsm.com
About Dancel L.L.C.
Dancel, L.L.C., owns and operates restaurants with multiple
locations in Bernalillo County, N.M. Dancel filed a voluntary
Chapter 11 petition (Bankr. D. Ariz. Case No. 19-10446) on August
20, 2019. In the petition signed by Laura Olguin, manager, the
Debtor was estimated to have $500,000 to $1 million in assets and
$1 million to $10 million in liabilities. The case is assigned to
Judge Scott H. Gan. Charles R. Hyde, Esq., at The Law Offices of
C.R. Hyde, PLC, serves as the Debtor's counsel.
DIEFENDERFER FAMILY: To Seek Plan Confirmation March 19
-------------------------------------------------------
On Feb. 4, 2020, Debtor Diefenderfer Family Holdings, LLC, filed
with the U.S. Bankruptcy Court for the Eastern District of
Michigan, Southern Division, a Combined Plan and Disclosure
Statement.
On Feb. 6, 2020, Judge Maria L. Oxholm ordered that:
* The Disclosure Statement is granted preliminary approval,
subject to any timely and proper objections filed pursuant to this
Court's Order Establishing Deadlines and Procedures.
* The Debtor will within 7 days arrange for service by mail to
creditors, equity security holders and other parties who have
requested service, a copy of the Order Granting Preliminary
Approval of the Disclosure Statement, the Combined Plan and
Disclosure Statement, and ballot.
* March 12, 2020, is the deadline to return ballots on the Plan,
as well as to file objections to final approval of the Disclosure
Statement and objections to confirmation of the Plan.
* March 19, 2020, at 11:00 a.m. in Room 1875, 211 W. Fort Street,
Detroit, Michigan is the hearing on objections to final approval of
the Disclosure Statement and confirmation of the Plan.
A full-text copy of the Preliminary Order dated Feb. 6, 2020, is
available at https://tinyurl.com/vvwhr8s from PacerMonitor at no
charge.
About Diefendefer Family Holdings
Diefendefer Family Holdings, LLC, sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-54007) on
Oct. 1, 2019. At the time of the filing, the Debtor was estimated
to have assets of between $100,001 and $500,000 and liabilities of
the same range. Judge Maria L. Oxholm oversees the case. Don
Darnell, Esq., is the Debtor's bankruptcy attorney.
DONMAR EQUITIES: Bridge Order Signed Extending Exclusivity Period
-----------------------------------------------------------------
Judge James Carr signed a bridge order extending DonMar Equities,
LLC's exclusive period to file a Chapter 11 plan through the date
that an order is entered on the company's pending exclusivity
motion.
The bankruptcy judge also extended the period to solicit
acceptances for the plan through the date that is 60 days after the
exclusivity motion is granted.
The motion filed on Jan. 27 seeks to extend the exclusive filing
period and the solicitation period to May 4 and July 1,
respectively.
About DonMar Equities
DonMar Equities LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-07507) on Oct. 8,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of between $100,001 and
$500,000. Judge James M. Carr oversees the case. The Debtor
tapped Christine K. Jacobson, Esq., at Jacobson Hile Kight LLC, as
its legal counsel.
DONMAR RENTALS: Bridge Order Signed Extending Exclusivity Period
----------------------------------------------------------------
Judge James Carr signed a bridge order extending DonMar Rentals,
LLC's exclusive period to file a Chapter 11 plan through the date
that an order is entered on the company's pending exclusivity
motion.
The bankruptcy judge also extended the period to solicit
acceptances for the plan through the date that is 60 days after the
exclusivity motion is granted.
The motion filed on Jan. 27 seeks to extend the exclusive filing
period and the solicitation period to May 4 and July 1,
respectively.
About DonMar Rentals
DonMar Rentals, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-07510) on Oct. 8,
2019. 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. Judge James M. Carr oversees the case. The Debtor
tapped Christine K. Jacobson, Esq., at Jacobson Hile Kight LLC as
its legal counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
DURAMEX INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Duramex, Inc. 20-40556
dba Sav-A-Lot
fdba Wixo, Inc.
505 S. Palestine St.
Athens, TX 75751
Super SAL 2, LLC 20-40557
dba Sav-A-Lot
1733 Texoma Pkwy
Sherman, TX 75090
Super SAL 3, LLC 20-40558
dba Sav-A-Lot
630 Bonham St.
Paris, TX 75460
Super SAL 5, LLC 20-40559
dba Sav-A-Lot
300 Washington St.
Idabel, OK 74745
Business Description: Duramex, Inc. and its subsidiaries own
and operate grocery stores.
Chapter 11 Petition Date: February 24, 2020
Court: United States Bankruptcy Court
Eastern District of Texas
Judge: Hon. Brenda T. Rhoades
Debtors' Counsel: Robert DeMarco, Esq.
DEMARCO MITCHELL, PLLC
1255 West 15th Street 805
Plano, TX 75075
Tel: (972) 578-1400
E-mail: robert@demarcomitchell.com
Duramex's
Estimated Assets: $100,000 to $500,000
Duramex's
Estimated Liabilities: $1 million to $10 million
Super SAL's
Estimated Assets: $100,000 to $500,000
Super SAL's
Estimated Liabilities: $500,000 to $1 million
Super SAL 3's
Estimated Assets: $100,000 to $500,000
Super SAL 3's
Estimated Liabilities: $1 million to $10 million
Super SAL 5's
Estimated Assets: $100,000 to $500,000
Super SAL 5's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Fernando Soto, president.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://is.gd/ecvqMx
https://is.gd/BFKFn6
https://is.gd/Plwuxe
https://is.gd/FKupc8
EAGLE ENTERPRISES: Has Until June 11 to Exclusively File Plan
-------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida extended the periods during which Eagle
Enterprises, LLC has the exclusive right to file a plan of
reorganization to and including June 11, 2020.
The company must file an amended plan by April 23, and the deadline
for solicitation of ballots is until June 30.
About Eagle Enterprises
Eagle Enterprises, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-07116) on July 29,
2019. In the petition, Eagle Enterprises was estimated to have
assets of less than $1 million and liabilities of less than
$500,000 as of the bankruptcy filing. The case is assigned to
Judge Catherine Peek Mcewen. Eagle Enterprises is represented by
Michael Barnett, P.A.
ELITE HOME HEALTH: Case Summary & 12 Unsecured Creditors
--------------------------------------------------------
Debtor: Elite Home Health, LLC
200 West Forsyth Street
Suite #1130
Jacksonville, FL 32202
Business Description: Elite Home Health, LLC provides home health
care services. Elite Home also offers
health and wellness education as well
as the services of a life coach.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 20-00637
Debtor's Counsel: Rehan N. Khawaja, Esq.
BANKRUPTCY LAW OFFICES OF REHAN N. KHAWAJA
817 North Main Street
Jacksonville, FL 32202
Tel: (904) 355-8055
E-mail: khawaja@fla-bankruptcy.com
Total Assets: $237,800
Total Liabilities: $1,439,844
The petition was signed by Brandon Groover, president/member.
A copy of the petition containing, among other items, a list of the
Debtor's 12 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/FDGv0n
ELITE INVESTMENT: Hires West USA Realty as Real Estate Agent
------------------------------------------------------------
Elite Investment Properties LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Arizona to employ West USA
Realty, Inc., as real estate agent to the Debtor.
Elite Investment requires West USA Realty to market and list real
property owned by the Debtor located at 8007 North 7th Avenue,
Phoenix, Arizona 85021.
West USA Realty will be paid a commission of 3% of the sales
price.
West USA Realty will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Stephen Cotton, partner of West USA Realty, Inc., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
West USA Realty can be reached at:
Stephen Cotton
WEST USA REALTY, INC.
2920 N Litchfield Rd Ste 100
Goodyear, AZ 85395
Tel: (623) 236-5843
About Elite Investment Properties
Elite Investment Properties, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 20-00135) on Jan.
6, 2020. At the time of the filing, the Debtor had estimated assets
of between $50,001 and $100,000 and liabilities of between $500,001
and $1 million. Judge Paul Sala oversees the case. The Debtor is
represented by Bankruptcy Legal Center (TM).
EMPRESA LOCAL: Disclosure Statement Hearing Reset to April 29
-------------------------------------------------------------
The hearing on approval of the Disclosure Statement for debtor
Empresa Local Global, Inc. scheduled for April 1, 2020, will now be
held on April 29, 2020, at 9:30 a.m., at the United States
Bankruptcy Court, Jose V. Toledo Federal Building and U.S.
Courthouse, 300 Recinto Sur, Courtroom No. 1, Second floor, San
Juan, Puerto Rico.
Objections to the form and content of the Disclosure Statement
should be filed with the court and served upon parties in interest
at their address of record not less than 14 days prior to the
hearing.
A full-text copy of the order dated Feb. 6, 2020, is available at
https://tinyurl.com/s36hku6 from PacerMonitor at no charge.
About Empresa Local Global
Empresa Local Global, Inc., formerly known as Casas Mi Estillo, was
created in 1987 and was in the business of selling wooden
prefabricated houses in Puerto Rico.
Empresa Local Global filed for Chapter 11 bankruptcy protection
(Bankr. D.P.R. Case No. 14-06675) on Aug. 14, 2014. The case is
assigned to Judge Brian K. Tester. At the time of the filing, the
Debtor was estimated to have assets and liabilities of less than $1
million. The Debtor is represented by Charles A.
Cuprill-Hernandez, Esq., in San Juan, Puerto Rico.
ENCOUNTER MEDICAL: March 10 Plan Confirmation Hearing Set
---------------------------------------------------------
On Jan. 29, 2020, Debtor Encounter Medical Associates, LLC, f/k/a
Encounter Medical Associates, PC, f/k/a Encounter Medial Associates
Ltd. d/b/a Medical Associates, filed with the U.S. Bankruptcy Court
for the Northern District of Georgia, Gainesville Division, an
Amended Disclosure Statement and Amended Chapter 11 Plan.
On Feb. 4, 2020, Judge James R. Sacca conditionally approved the
Amended Disclosure Statement and established the following dates
and deadlines:
* Feb. 28, 2020, is fixed as the last day for filing written
acceptances or rejection of the Debtor’s Plan.
* Feb. 28, 2020, is fixed as the last day for filing and serving
written objections to the Disclosure Statement or to confirmation
of the Plan.
* March 10, 2020, at 1:30 p.m. in Courtroom 1404, United States
Courthouse, 75 Ted Turner Drive, Atlanta, Georgia is the hearing to
consider any objections to the Disclosure Statement or to
confirmation of the Plan.
A full-text copy of the order dated Feb. 4, 2020, is available at
https://tinyurl.com/s3vt9jn from PacerMonitor at no charge.
The Debtor is represented by:
Edward F. Danowitz
Danowitz Legal, P.C.
300 Galleria Parkway NW, Suite 960
Atlanta, Georgia 30339
Tel: 770-933-0960
E-mail: EDanowitz@DanowitzLegal.com
About Encounter Medical Associates
Encounter Medical Associates, LLC, a medical group in Cumming,
Georgia, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Ga. Case No. 19-20009) on Jan. 3, 2019. The petition
was signed by Alfred Ifarinde, managing member. At the time of the
filing, the Debtor was estimated to have assets of less than
$50,000 and liabilities of $1 million to $10 million. Danowitz
Legal, P.C., serves as its legal counsel.
EYEPOINT PHARMACEUTICALS: Guggenheim Underwrites Stock Offering
---------------------------------------------------------------
EyePoint Pharmaceuticals, Inc. entered into an underwriting
agreement with Guggenheim Securities, LLC, as representative of
several underwriters, in connection with its previously announced
public offering of 15,000,000 shares of the Company's common stock,
$0.001 par value per share, at a public offering price of $1.45 per
share less underwriting discounts and commissions.
Under the terms of the Underwriting Agreement, the Company granted
the Underwriters an option, exercisable for 30 days, to purchase up
to an additional 2,250,000 shares of Common Stock at the same
price.
The net proceeds to the Company from the Offering, excluding any
exercise by the Underwriters of their thirty day option to purchase
any of the Option Shares, are expected to be approximately $20.0
million after deducting underwriting discounts and commissions and
estimated offering expenses payable by the Company.
The Offering is being made pursuant to a prospectus supplement
dated Feb. 21, 2020 and an accompanying prospectus dated Dec. 11,
2018, pursuant to a Registration Statement (No. 333-228581) on Form
S-3, which was initially filed by the Company with the Securities
and Exchange Commission on Nov. 28, 2018 and declared effective by
the SEC on Dec. 11, 2018.
The Underwriting Agreement contains customary representations,
warranties and covenants by the Company, customary conditions to
closing, indemnification obligations of the Company and the
Underwriters, including for liabilities under the Securities Act of
1933, as amended, other obligations of the parties and termination
provisions. The representations, warranties, and covenants
contained in the Underwriting Agreement were made only for purposes
of such agreement and as of specific dates, were solely for the
benefit of the parties to such agreement, and may be subject to
limitations agreed upon by the contracting parties.
About EyePoint Pharmaceuticals
EyePoint Pharmaceuticals, formerly pSivida Corp. --
http://www.eyepointpharma.com/-- headquartered in Watertown, MA,
is a specialty biopharmaceutical company committed to developing
and commercializing innovative ophthalmic products in indications
with high unmet medical need to help improve the lives of patients
with serious eye disorders. The Company currently has two
commercial products: DEXYCU, the first approved intraocular product
for the treatment of postoperative inflammation, and YUTIQ, a
three-year treatment of chronic non-infectious uveitis affecting
the posterior segment of the eye.
The Company reported a net loss of $44.72 million for the six
months ended Dec. 31, 2018. For the year ended June 30, 2018, the
Company reported a net loss of $53.17 million, compared to a net
loss of $18.48 million for the year ended June 30, 2017. As of
Sept. 30, 2019, the Company had $79.07 million in total assets,
$63.13 million in total liabilities, and $15.94 million in total
stockholders' equity.
Deloitte & Touche LLP, in Boston, Massachusetts, the Company's
auditor since 2008, issued a "going concern" opinion in its report
on the consolidated financial statements for the year ended Dec.
31, 2018, citing that the Company's limited currently available
cash, cash equivalents and available borrowings, together with its
history of losses, and the uncertainty in timing of cash receipts
from its newly launched products raise substantial doubt about the
Company's ability to continue as a going concern.
FAIRWAY GROUP: Hires Omni Agent Solutions as Administrative Agent
-----------------------------------------------------------------
Fairway Group Holdings Corp. seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to hire Omni
Agent Solutions as administrative agent.
Omni will provide Fairway Group and its affiliates with bankruptcy
administrative services, including data entry; the
preparation and management of creditor matrix, schedules of assets
and liabilities and statements of financial affairs; claims
management; noticing, plan solicitation and tabulation; and the
development and maintenance of a virtual data room and
informational website.
The firm received a retainer in the amount of $15,000.
Paul Deutch, executive vice president of Omni, attests that the
firm is a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Paul H. Deutch
Omni Agent Solutions
1120 Avenue of the Americas, 4th Floor
New York, NY 10036
Tel: 212-302-3580
Fax: 212-302-3820
About Fairway Group Holdings Corp.
Fairway Group Holdings Corp. -- https://www.fairwaymarket.com/ --
is a food retailer operating 14 supermarkets across the New York,
New Jersey and Connecticut tri-state area, including two with
freestanding wine and liquor stores (the Stamford and Pelham
locations) and two with in-store wine and liquor stores (the
Woodland Park and Paramus locations). The company's flagship store
is located at Broadway and West 74th Street, on the Upper West Side
of Manhattan, featuring a cafe, Sur la Route, and state of the art
cooking school. Fairway's stores emphasize an extensive selection
of fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway and 25 affiliated companies sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-10161) on Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity Jr. oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FAIRWAY GROUP: Seeks to Hire Mackinac Partners, Appoint CRO
-----------------------------------------------------------
Fairway Group Holdings Corp. seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Mackinac Partners, LLC and appoint Michael Nowlan, the firm's
senior managing director, as chief restructuring officer.
Mr. Nowlan will serve as the principal contact with creditors of
Fairway Group and its affiliates in connection with financial and
operation matters. The firm's personnel who will be assisting the
CRO will assist in managing the Debtors' overall Chapter 11
process. Their primary duties are:
-- assist the Debtors in the implementation of court orders,
including critical vendor programs;
-- provide information and analysis required to obtain and comply
with the terms of the Debtors' use of cash collateral, and
debtor-in-possession financing;
-- develop and implement cash management strategies, tactics and
processes, including developing a short-term cash flow forecasting
tool and related reporting;
-- develop the Debtors' wind-down plan and related forecasts;
-- prepare financial disclosures, including schedules of assets
and liabilities, statements of financial affairs, and monthly
operating reports;
-- monitor accounting and operating procedures to segregate
pre-bankruptcy and post-petition business ransactions;
-- participate in meetings and provide support to the Debtors and
their other professionals in responding to information requests;
-- identify executory contracts and unexpired leases and perform
analyses of the financial impact of the assumption or rejection of
each;
-- participate in claims analysis and reporting, including plan
classification modeling and claim estimation;
-- advise senior management and the board of directors in the
development, negotiation and implementation of restructuring
initiatives and evaluation of strategic alternatives;
-- assist the Debtors in the sale of their assets;
-- prepare information and analysis necessary for the confirmation
of a Chapter 11 plan;
-- assist in implementing a confirmed plan; and
-- provide testimony as requested.
Mackinac's compensation include:
(a) Hourly Fees. Fees for services rendered by Mackinac will
be based upon time incurred in providing the services, multiplied
by 85 percent of the firm's standard hourly rates, which are as
follows:
Customary Rates (USD) Discounted
Rates (USD)
Senior Managing Directors $650 - $800
$550 - $680
Managing Directors $550 - $700
$465 - $595
Directors $400 - $550
$340 - $465
Associates and Analysts $250 - $400
$210 - $340
(b) Success Fee. In consideration for the discount provided
for its services, Mackinac shall also receive a "success fee" of
(i) $250,000 if aggregate recoveries of the senior first out term
loans reach $20 million; plus (ii) 2.5 percent of the proceeds of
the senior first out term loan recoveries above $20 million;
provided that the aggregate success fees shall be capped at $1
million.
(c) Expenses. The Debtors will reimburse Mackinac for
work-related expenses incurred.
Mr. Nowlan assured the court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
Mackinnac Partners can be reached at:
Michael Nowlan
Mackinac Partners, LLC
185 Dartmouth Street, Floor 7
Boston, MA 02116
Phone: (857) 277-0291
Email: mnowlan@mackinacpartners.com
About Fairway Group Holdings Corp.
Fairway Group Holdings Corp. -- https://www.fairwaymarket.com/ --
is a food retailer operating 14 supermarkets across the New York,
New Jersey and Connecticut tri-state area, including two with
freestanding wine and liquor stores (the Stamford and Pelham
locations) and two with in-store wine and liquor stores (the
Woodland Park and Paramus locations). The company's flagship store
is located at Broadway and West 74th Street, on the Upper West Side
of Manhattan, featuring a cafe, Sur la Route, and state of the art
cooking school. Fairway's stores emphasize an extensive selection
of fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway and 25 affiliated companies sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-10161) on Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity Jr. oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FAIRWAY GROUP: Seeks to Hire PJ Solomon as Investment Banker
------------------------------------------------------------
Fairway Group Holdings Corp. seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to hire PJ
Solomon, L.P. and PJ Solomon Securities, LLC as its investment
banker.
The firms will provide these services in connection with the
Chapter 11 cases filed by Fairway Group and its affiliates:
(a) assist the Debtors and their bankruptcy counsel in
developing a general strategy for accomplishing a transaction,
including pricing, terms and structure;
(b) assist in the preparation of descriptive data concerning
the Debtors, in responding to due diligence requests from
prospective buyers and financing sources, and in establishing and
maintaining an electronic or physical data room for use by
prospective buyers and financing sources;
(c) advise the Debtors and their bankruptcy counsel concerning
opportunities for any transaction and periodically advise them as
to the status of dealings with any prospective counterparties;
(e) assist in making presentations to the Debtors' Board of
Director concerning general strategy and any proposed transaction;
(f) assist the Debtors in the course of its negotiations of a
transaction with any prospective counterparty;
(g) in connection with a restructuring or financing
transaction, evaluate the Debtors' capital structure alternatives,
provide financial advice in developing and seeking approval of a
plan, advise the Debtors on tactics and strategies for negotiating
with counterparties and advise the Debtors on the timing, nature
and terms of new securities, other consideration or other
inducements to be offered; and
(h) assist in the execution of and closing under one or more
definitive agreement.
PJ Solomon will be paid as follows:
(a) A retainer fee of $200,000, which shall be fully credited,
once, against the first transaction fee to become payable;
(b) A financial advisory fee of $150,000 per month for three
months, and thereafter, $125,000 per month. In the event a
transaction is consummated, 50 percent of the aggregate monthly
advisory fees paid after the sixth monthly advisory fee will be
credited once to the first transaction fee;
(c) Sale Transaction Fee. At the closing of a sale
transaction, a transaction fee equal to the sum of (i) 2 percent of
"aggregate consideration" subject in all cases to a minimum fee of
$2.25 million, plus (ii) an additional $500,000 if the aggregate
consideration for the stalking horse assets exceeds the value of
the stalking horse bid; provided that if such sale transaction is
seller-financed (including through a credit bid), the additional
amount shall be $250,000; plus (iii) 2.5 percent of that portion of
aggregate consideration for any the sale of assets not included in
the stalking horse bid, payable upon the closing of such sale
transaction. The sale transaction fee in respect of that part of
aggregate consideration which is contingent upon the realization of
future financial performance (e.g. an earn-out or similar
provision) shall be paid by the Debtors to PJ Solomon promptly upon
the payment of such aggregate consideration to the Debtors. The
sale transaction fee in respect of that part of aggregate
consideration which is deferred (including any aggregate
consideration held in escrow) shall be valued at the total stated
amount of such consideration without applying a discount thereto
and shall be paid by the Debtors at the time they receive such
deferred consideration;
(d) Restructuring Transaction Fee. Upon the consummation of a
restructuring, the Debtors shall pay PJ Solomon a transaction fee
equal to 1 percent of the sum of the (i) the aggregate principal
amount of the Debtors' funded indebtedness (including accrued and
unpaid interest), (ii) the liquidation preference of the Debtors'
preferred stock (including any accrued and unpaid dividends) and
(iii) the face value of any other obligations, in the case of
clauses (i), (ii) and (iii), restructured or recapitalized
(including, without limitation, through any exchange, conversion,
cancellation, forgiveness, retirement or a material modification or
amendment to the terms, conditions or covenants thereof).
(e) Financing Transaction Fee. If any financing is
consummated, the Debtors shall pay to PJ Solomon a transaction fee;
provided, however, that (i) no financing transaction fee shall be
payable in respect of the amount of DIP financing received from the
Debtors' existing lenders as of the date of the engagement letter
and (ii) the financing transaction fee payable in respect of the
amount of financing (other than a DIP financing) received from
existing lenders shall be reduced by 50 percent:
i. 1 percent for senior secured debt (including, without
limitation, DIP financing);
ii. 3 percent for junior secured debt or any unsecured
debt, including subordinated or mezzanine debt, or unitranche debt
(i.e., combining different types of debt, such as senior and
subordinated, into one instrument);
iii. 5 percent for common, preferred or other equity,
including, without limitation, securities or debt convertible into
equity or equity-linked debt; and
iv. with respect to any other securities or indebtedness
issued, such financing fees or other compensation as shall be
customary under the circumstances and mutually agreed by the
Debtors and PJ Solomon.
Scott Moses, managing director, attests that the firms are
"disinterested" as the term is defined under Section 101(14) of the
Bankruptcy Code.
PJ Solomon can be reached through:
Scott Moses
PJ Solomon Securities, LLC
1345 Avenue of the Americas
31st Floor , New York, NY 10105
Phone: (212) 508-1675
About Fairway Group Holdings Corp.
Fairway Group Holdings Corp. -- https://www.fairwaymarket.com/ --
is a food retailer operating 14 supermarkets across the New York,
New Jersey and Connecticut tri-state area, including two with
freestanding wine and liquor stores (the Stamford and Pelham
locations) and two with in-store wine and liquor stores (the
Woodland Park and Paramus locations). The company's flagship store
is located at Broadway and West 74th Street, on the Upper West Side
of Manhattan, featuring a cafe, Sur la Route, and state of the art
cooking school. Fairway's stores emphasize an extensive selection
of fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway and 25 affiliated companies sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-10161) on Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity Jr. oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FAIRWAY GROUP: Seeks to Hire Weil Gotshal as Legal Counsel
----------------------------------------------------------
Fairway Group Holdings Corp. seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Weil, Gotshal & Manges LLP as its legal counsel.
The firm will provide these services in connection with the Chapter
11 cases filed by Fairway Group Holdings and its affiliates:
a. take all necessary actions to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of any actions commenced against the
Debtors, the negotiation of disputes in which the Debtors are
involved and the preparation of objections to claims filed against
the estates;
b. prepare legal papers; and
c. take all necessary actions in connection with any Chapter 11
plan and related disclosure statement.
Weil Gotshal's hourly rates are:
Partners and Counsel $1,050 to $1,695
Associates $595 to $1,050
Paraprofessionals $250 to $435
The firm received payments and advances totaling approximately $2.8
million.
Ray C. Schrock, P.C., member of the firm of Weil Gotshal, assured
the court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Schrock attested that:
a. Weil Gotshal did not agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
its employment with the Debtors;
b. No Weil Gotshal professional included in the engagement has
varied his rate based on the geographic location of the cases;
c. Weil Gotshal's billing rates and material financial terms
with respect to this matter have not changed post-petition.
d. Weil, in conjunction with the Debtors, is developing a
prospective budget and staffing plan for the period beginning
January 2020 and ending April 2020.
Weil Gotshal can be reached at:
Ray C. Schrock, P.C.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153-0119
Tel: (212) 310-8000
Fax: (212) 310-8007
Email: ray.schrock@weil.com
sunny.singh@weil.com
About Fairway Group Holdings Corp.
Fairway Group Holdings Corp. -- https://www.fairwaymarket.com/ --
is a food retailer operating 14 supermarkets across the New York,
New Jersey and Connecticut tri-state area, including two with
freestanding wine and liquor stores (the Stamford and Pelham
locations) and two with in-store wine and liquor stores (the
Woodland Park and Paramus locations). The company's flagship store
is located at Broadway and West 74th Street, on the Upper West Side
of Manhattan, featuring a cafe, Sur la Route, and state of the art
cooking school. Fairway's stores emphasize an extensive selection
of fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway and 25 affiliated companies sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-10161) on Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity Jr. oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FLORIDA FIRST: Taps Stichter Riedel as Co-Counsel
-------------------------------------------------
Florida First City Bank, Inc., received approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire
Stichter, Riedel, Blain & Postler, P.A.
Stichter will serve as co-counsel with Wilson, Harrell, Farrington,
Ford, Wilson, Spain & Parsons, P.A., the other firm tapped by the
Debtor to handle its Chapter 11 case.
Jodi Dubose, Esq., the firm's attorney who will be providing the
services, charges an hourly fee of $300.
Ms. Dubose disclosed in court filings that her firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
Stichter can be reached through:
Jodi D. Dubose, Esq.
Stichter, Riedel, Blain & Postler, P.A.
41 N. Jefferson St., Suite 111
Pensacola, FL 32502-5642
Phone: (850) 637-1836
Email: jdubose@srbp.com
Florida First City Banks
Florida First City Banks, Inc., a privately held company that
operates in the banking industry, sought Chapter 11 protection
(Bankr. S.D. Fla. Case No. 20-30037) on Jan. 15, 2020. In the
petition signed by Robert E. Bennett Jr., president, the Debtor
disclosed total assets of $5,448,525 and total debt of $12,680,735.
The Debtor tapped Wilson, Harrell, Farrington, Ford, Wilson, Spain
& Parsons, P.A., and Stichter, Riedel, Blain & Postler, P.A. as its
legal counsel.
FLORIDA FIRST: Taps Wilson Harrell as Legal Counsel
---------------------------------------------------
Florida First City Bank, Inc., received approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire
Wilson, Harrell, Farrington, Ford, Wilson, Spain & Parsons, P.A. as
its legal counsel.
The firm 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.
J. Steven Ford, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $350. Legal assistants charge $150
per hour.
Wilson received the sum of $50,000 as retainer. Of this amount,
$8,470 was used to pay the fees of Mr. Ford while $1,717 was used
to pay the filing fee.
Mr. Ford disclosed in court filings that he and other members of
the firm neither hold nor represent any interest adverse to the
Debtor and its bankruptcy estate.
Wilson can be reached through:
Steven J. Ford, Esq.
Wilson, Harrell, Farrington, Ford,
Wilson, Spain & Parsons, P.A.
307 S. Palafox Street
Pensacola, FL 32502
Tel: 850-438-1111
Email: jsf@whsf-law.com
amanda@whsf-law.com
Florida First City Banks
Florida First City Banks, Inc., a privately held company that
operates in the banking industry, sought Chapter 11 protection
(Bankr. S.D. Fla. Case No. 20-30037) on Jan. 15, 2020. In the
petition signed by Robert E. Bennett Jr., president, the Debtor
disclosed total assets of $5,448,525 and total debt of $12,680,735.
The Debtor tapped Wilson, Harrell, Farrington, Ford, Wilson, Spain
& Parsons, P.A., and Stichter, Riedel, Blain & Postler, P.A. as its
legal counsel.
FORESIGHT ENERGY: Seeking Consents to Amend Notes Indenture
-----------------------------------------------------------
Foresight Energy LLC and Foresight Energy Finance Corporation
(wholly owned subsidiaries of Foresight Energy LP) commenced a
solicitation of the requisite consents from the holders of the
Issuers' 11.50% Second Lien Senior Secured Notes due 2023 to amend
the indenture governing the Notes.
The Proposed Amendment would amend Section 6.01(b) of the Indenture
to extend the grace period for payment of interest due on the Notes
from 150 days to 180 days.
The Consent Solicitation is scheduled to expire at 5:00 p.m., New
York City time, on Feb. 26, 2020 (unless extended by the Issuers).
The terms and conditions of the Consent Solicitation are set forth
in the Consent Solicitation Statement, dated Feb. 24, 2020. The
Issuers may terminate, extend or amend the Consent Solicitation
with respect to the Notes as described in the Consent Solicitation
Statement.
The Issuers previously amended the Indenture, with the consent of
the Holders of a majority of the Notes outstanding, to extend the
grace period for payment of interest on the Notes from 30 days to
90 days. The Issuers further amended the Indenture, with the
consent of the Holders of a majority of the Notes outstanding, to
further extend the grace period for payment of interest on the
Notes from 90 days to 150 days. The Issuers have not made the
interest payment on the Notes that was due as of Oct. 1, 2019. The
Proposed Amendment would further extend the grace period on the
interest payment due Oct. 1, 2019 to March 29, 2020. The prior
amendment to the Indenture also amended Section 4.03 of the
Indenture to eliminate the requirement that the Issuers
periodically hold a publicly accessible conference call to discuss
the Issuers' financial information for the relevant fiscal period.
On Oct. 30, 2019, the Issuers also obtained from the holders of a
majority of the Notes a waiver of any Default or Event of Default,
including under Section 6.01(b) of the Indenture, arising as a
result of the Issuers' failure to make the interest payment that
was due to be paid by the Issuers on Oct. 1, 2019. Such waiver
remains in full force and effect.
The valid consent of Holders of at least a majority in aggregate
principal amount of the outstanding Notes not owned by the Issuers
or their affiliates, voting as a single class, is sufficient to
adopt the Proposed Amendment. Promptly after the receipt of the
Requisite Consents, the Issuers and Wilmington Trust, National
Association, as trustee for the Indenture, will execute a Third
Supplemental Indenture providing for the Proposed Amendment.
The Issuers have retained Global Bondholder Services Corporation to
act as Information and Tabulation Agent for the Consent
Solicitation. Questions and requests for additional information or
documents may be directed to Global Bondholder Services Corporation
at (212) 430-3774 (for banks and brokers) or (866) 794-2200 (for
all others).
Beneficial owners of the Notes whose Notes are held through a
broker, dealer, commercial bank, trust company or other nominee
should note that their nominee may establish a deadline earlier
than the Expiration Time by which instructions must be received by
them in relation to the Consent Solicitation and, accordingly, such
beneficial owners are urged to contact their nominees as soon as
possible to learn of any deadlines established by their nominees in
relation to the Consent Solicitation.
None of the Issuers, the Partnership or the Information and
Tabulation Agent make any recommendations as to whether the Holders
should consent to the Proposed Amendment pursuant to the Consent
Solicitation. Each Holder must make its own decision as to whether
to consent to the Proposed Amendment.
About Foresight Energy
Foresight Energy L.P. -- http://www.foresight.com/-- is a producer
and marketer of thermal coal in the Illinois Basin. Foresight
currently operates two longwall mining complexes with three
longwall mining systems (Williamson (one longwall mining system)
and Sugar Camp (two longwall mining systems)), one continuous
mining operation (Macoupin) and the Sitran river terminal on the
Ohio River. Additionally, Foresight has resumed continuous miner
production at its Hillsboro complex and continues to evaluate
potential future mining options. Foresight's operations are
strategically located near multiple rail and river transportation
access points, providing transportation cost certainty and
flexibility to direct shipments to the domestic and international
markets.
Foresight Energy reported a net loss of $61.61 million for the year
ended Dec. 31, 2018. The Company also reported a net loss of
$104.05 million for the period from April 1, 2017, through Dec. 31,
2017. As of Sept .30, 2019, Foresight Energy had $2.38 billion in
total assets, $1.87 billion in total liabilities, and $507.93
million in total partners' capital.
* * *
As reported by the TCR on Nov. 5, 2019, S&P Global Ratings lowered
the issuer credit rating on U.S.-based coal producer Foresight
Energy L.P. to 'SD' (selective default) from 'CCC-' and removed the
rating from CreditWatch, where S&P placed it with negative
implications on Oct. 2, 2019. The downgrade follows the extension
of the 30-day interest payment grace period on the 11.50%
second-lien senior secured notes.
FRUTTA BOWLS: Exclusive Filing Period Extended Through March 30
---------------------------------------------------------------
Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey extended the period during which Frutta
Bowls Franchising, LLC has the exclusive right to file a Chapter 11
plan to March 30, 2020. The company has until March 30 to confirm
its Plan.
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.
GET HOOKED: Unsecured Creditors to Be Paid in Full Over Time
------------------------------------------------------------
Debtor Get Hooked Charters, LLC, filed an Amended Disclosure
Statement in support of Plan of Reorganization on Feb. 6, 2020.
As of the commencement of the case, the Debtor was a defendant in
litigation styled Richard Hayslip, et al. v. Get Hooked Charters,
LLC, et al. pending in Galveston County Court Number under Cause
No. CV-0075155 (Litigation Claims). The suit arises from an
incident in which the Parker, a vessel owned by the Debtor and
operated by an independent third party boat captain, capsized off
the coast of Galveston County, Texas. The Debtor disputed
liability under the claim and has filed a Verified Complaint for
Exoneration From or Limitation of Liability defense as neither
owner of the Debtor was onboard at the time of the incident. The
Debtor asserted its liability on the claim is limited to $8,750,
the combined value of the Parker and the pending freight at the
time of the incident. The Debtor valued the plaintiffs’ claims at
$8,000. The plaintiffs in the State Court Suit have each filed an
unliquidated proof of claim against this Estate.
The Debtor has not commenced any postpetition lawsuits. The Debtor
has received a solicitation from Craig Fletcher, an attorney in
Harrison County, Texas, advising the Debtor may qualify as a
plaintiff in litigation anticipated in connection with the ITC
chemical fire which occurred in March, 2019. The Debtor has not
formally retained an attorney to investigate these. If the Debtor
were to successfully recover any funds from litigation, they would
be used as an additional source of funds for the payment of claims.
Unsecured litigation claims in Class 4 will be compromised for the
sum of $109,442. The Debtor intends to pay 100% of this claim
through minimum monthly payments of $912 during months 1-60
following the Effective Date. The minimum monthly payments shall
increase to $2,985 for months 61-78 with any outstanding balance
being due in month 79. All payments made on the Litigation Claims
shall be directed to Arnold & Itkin, LLP and distributed pro rata
amongst the class members. To the extent the Debtor's net profits
exceed its current projections, the minimum payments in any given
year may be supplemented by additional payments until all
Litigation Claims are paid in full.
In the event of default under the Plan, the class members will
retain all non-bankruptcy rights and remedies available. Following
the entry of an order confirming the Plan, Richard Hayslip and
Danny Ritter, individually and on behalf of the minor children,
will dismiss the Litigation Claims without prejudice, subject to a
tolling agreement between the parties providing the reinstatement
of the Litigation Claims in the event of non-compliance with the
Plan. Within 30 days of completion of all payments owed to Class 4
claimants, Richard Hayslip and Danny Ritter, individually and on
behalf of the minor children will file a dismissal with prejudice
of all claims.
Holders of general unsecured claims in Class 3, totaling
$179,118.39, will be paid 100% of their allowed claims as of the
Effective Date. The Debtor anticipates its future income and
operational expenses will be similar to those exhibited in its
Monthly Operating Reports. The Debtor has begun modification of
its business methods and processes to reduce inefficiency and move
towards a profitable status. The Debtor intends to meet its
obligations through minimum equal monthly payments of $2,985.31 for
60 months. To the extent the Debtor's net profits exceed its
current projections, the minimum payments in any given year may be
supplemented by additional payments until all Allowed Claims are
paid in full.
A full-text copy of the Amended Disclosure Statement dated Feb. 6,
2020, is available at https://tinyurl.com/vf6qewz from PacerMonitor
at no charge.
The Debtor is represented by:
WALDRON & SCHNEIDER, PLLC
Kimberly A. Bartley
15150 Middlebrook Drive
Houston, Texas 77058
Tel: 281-488-4438
Fax: 281-488-4597
E-mail: kbartley@ws-law.com
About Get Hooked Charters
Get Hooked Charters, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-80079) on March 21,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $500,000 and liabilities of less than $500,000.
The case is assigned to Judge Jeffrey P. Norman. Waldron &
Schneider, PLLC, is the Debtor's counsel.
GOODRICH QUALITY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Goodrich Quality Theaters, Inc.
4417 Broadmoor Ave SE
Grand Rapids, MI 49512
Business Description: Goodrich Quality Theaters, Inc. --
http://www.gqti.com/-- owns and operates
30 theaters with 281 screens in cities
throughout Michigan, Indiana, Illinois,
Florida, and Missouri. All of its theaters
are equipped with digital and 3D projection,
including five IMAX theaters and five GDX
theaters with Dolby Atmos multidimensional
sound.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Western District of Michigan
Case No.: 20-00759
Debtor's Counsel: Tyrone Bynum, Esq.
LAW OFFICES OF TYRONE BYNUM PLLC
161 Ottawa Ave NW, Suite #309
Grand Rapids, MI 49301
Tel: (616) 608-7409
E-mail: tyrone@lawofficesoftyronebynumpllc.com
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Bob Goodrich, president & secretary.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/SbZmQD
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Vistar Corporation Trade $1,086,417
6703 Haggerty Road
Belleville, MI 48111
Tel: (800) 288-8680
2. Universal Film Exchange Trade $303,522
14180 N. Dallas Parkway
Suite 800
Dallas, TX 75254
Tel: (800) 678-3456
3. Sony Releasing Trade $224,570
4. Christie Digital Systems Trade $203,013
PO Box 513386
Los Angeles, CA 90051-3386
5. Warner Brothers Trade $121,047
PO Box 936193
Atlanta, GA 31193-6093
6. Pepsi Cola Trade $102,999
PO Box 75948
Chicago, IL 60675
Tel: (800) 482-9627
7. IMAX Corporation Trade $87,244
2525 Speakman Dr.
Mississauga Ontario L5K 181
Tel: (905) 403-6500
8. Stored Value Services Trade $86,563
101 Buillitt LN, Ste #305
Louisville, KY 40222
Tel: (502) 326-4600
9. Walt Disney Studios Trade $81,062
350 S. Buena Vista St.
Burbank, CA 91521
Tel: (818) 560-5640
10. Microsoft Corporation Trade $53,712
PO Box 5540
Pleasanton, CA 94566-1540
11. Spirit Master Funding X LLC Trade $129,063
2727 N. Harwood St., Ste #300
Dallas, TX 75201
Hamilton 16
Tel: (972) 476-1995
12. Spirit Master Funding X LLC Trade $122,687
2727 N. Hardwood St, Ste #300
Dallas, TX 75201
Tel: (972) 476-1995
Portage 16
13. Spirit Master Funding X LLC Trade $117,327
2727 N. Hardwood St, Ste #300
Dallas, TX 75201
Tel: (972) 476-1995
Randall 15
14. EPR Properties Trade $101,227
909 Walnut St, Ste #200
Kansas City, MO 64106
Tel: (816) 472-1700
15. Spirit Master Funding X LLC Trade $91,856
2727 N. Hardwood Ste, Ste #300
Dallas, TX 75201
Tel: (972) 476-1995
Quality 10
16. Jackson Road Cinema LLC Trade $56,857
150 W 2nd St, Ste #200
Royal Oak, MI 48067
Tel: (248) 358-0800
17. Lormax Stern Development Co. Trade $39,151
6755 DA55 Daly Rd
West Bloomfield, MI 48322
Daniel Stern
Tel: (248) 737-4041
18. Willow Knolls Peoria IL LLC Trade $38,753
4300 East Fifth Ave
Columbus, OH 43219
Tel: (614) 443-9065
19. Jackson Crossing Realty LLC $-
c/o Namdar Realty Group LLC
150 Great Neck Rd, Ste #304
Great Neck, NY 11021
Igar Namdar
Tel: (516) 773-0010
20. Wabash Landing 11 LLC Trade $26,517
c/o Veritas Realty
930 E. 66th St,
Indianapolis, IN 46220
Tel: (317) 472-1800
GOODYEAR TIRE: Egan-Jones Lowers Senior Unsecured Ratings to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on February 18, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by The Goodyear Tire & Rubber Company to BB from BB+.
The Goodyear Tire & Rubber Company is an American multinational
tire manufacturing company founded in 1898 by Frank Seiberling and
based in Akron, Ohio. Goodyear manufactures tires for automobiles,
commercial trucks, light trucks, motorcycles, SUVs, race cars,
airplanes, farm equipment, and heavy earth-mover machinery.
GORDON JENSEN: Hires Theodore N. Stapleton as Counsel
-----------------------------------------------------
Gordon Jensen Health Care Association, Inc., seeks authority from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Theodore N. Stapleton P.C., as counsel to the Debtor.
Gordon Jensen requires Theodore N. Stapleton to:
(a) represent the Debtor with respect to the Debtor's "first
day" motions;
(b) advise the Debtor generally regarding matters of
bankruptcy law, including, but not limited to, the rights,
each, obligations, and remedies of the Debtor as Debtor-
in-Possession, both with regard to its assets and with
respect to the claims of its creditors;
(c) prepare and assist in the preparation of pleadings,
exhibits, applications, reports, and accounting in
connection with the Debtor's schedules, and other
documents necessary to the administration of these
proceedings as required by the Bankruptcy Code, the
Federal Rules of Bankruptcy Procedure, the local rules of
this Court, in the requirements of the United States
Trustee's Office;
(d) investigate, analyze and evaluate potential claims of the
estate, including claims for recovery of avoidable
transfers under the Bankruptcy Code;
(e) advise the Debtor concerning Chapter 11 plans and
alternatives thereto;
(f) represent the Debtor at hearings and conferences with
regard to administration of this case and any of the
foregoing matters and prepare pleadings and papers in
connection therewith; and
(g) represent and assist the Debtor with regard to any and all
other matters relating to administration of the case.
Theodore N. Stapleton will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Theodore N. Stapleton, partner of Theodore N. Stapleton P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Theodore N. Stapleton can be reached at:
Theodore N. Stapleton, Esq.
THEODORE N. STAPLETON, P.C.
2802 Paces Ferry Road SE, Suite 100-B
Atlanta, GA 30339
Tel: (770) 436-3334
E-mail: tstaple@tstaple.com
About Gordon Jensen Health
Care Association Inc.
Gordon Jensen Health Care Association, Inc. is a tax-exempt,
nonprofit corporation whose mission is to provide elderly nursing
care and housing.
Gordon Jensen Health Care Association, Inc., based in Atlanta, GA,
filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 20-61915) on
Feb. 1, 2020.
In the petition signed by Scott Hardin, president, the Debtor was
estimated to have $1 million to $10 million in assets and $10
million to $50 million in liabilities. Theodore N. Stapleton,
Esq., at Theodore N. Stapleton P.C., serves as bankruptcy counsel.
GREENPARTS INT'L: Unsecureds to Get $12,000 in 10 Years
-------------------------------------------------------
Greenparts International, Inc., filed a Plan of Reorganization that
provides that funds necessary to fund the plan will be derived from
the profits of Debtor.
The Plan treats claims as follows:
* Class 1 (Metro City Bank). IMPAIRED. Metro City Bank has
filed a proof of claim for $5,651,612. The Debtor will make
monthly principle and interest payments on Metro City Bank's
secured claim amortized over 25 years at 6.0% interest, in the
estimated amount of $15,463.23.
* Class 2 (Export-Import Bank of the United States). IMPAIRED.
EXIM has filed a proof of claim for $523,914. The Debtor will make
monthly principle and interest payments on EXIM's secured claim
amortized over 10 years at 6.0% interest, in the estimated amount
of $483.56.
* Class 3 (Southland Conveying Solutions). IMPAIRED. Any
security interest asserted by Southland is junior in priority to
the lien of the Class 1 Secured Claimant. As a result, Debtor's
collateral has no equity for Southland's claim to attach, and
Debtor will treat Southland's entire claim as an unsecured claim in
Class 9. Southland shall have a secured claim of $0.00.
* Class 4 (Credit Cash NJ, LLC). IMPAIRED. Any security
interest asserted by Credit Cash is junior in priority to the lien
of the Class 1 Secured Claimant. As a result, the Debtor's
collateral has no equity for Credit Cash's claim to attach, and
Debtor will treat Credit Cash's entire claim as an unsecured claim
in Class 9. Credit Cash shall have a secured claim of $0.00.
* Class 5 (Internal Revenue Service). IMPAIRED. Any security
interest asserted by IRS is junior in priority to the lien of the
Class 1 Secured Claimant. As a result, the Debtor's collateral has
no equity for IRS's claim to attach, and Debtor will treat IRS’s
entire claim as an unsecured claim in Class 9. IRS shall have a
secured claim of $0.00.
* Class 6 (Ianti Enterprise, Inc.). IMPAIRED. Any security
interest asserted by IANTI is junior in priority to the lien of the
Class 1 Secured Claimant. As a result, the Debtor's collateral has
no equity for IANTI's claim to attach, and Debtor will treat
IANTI's entire claim as an unsecured claim in Class 9. IANTI will
have a secured claim of $0.00.
* Class 7 (Power Up Lending Group, LTD.). IMPAIRED. Any
security interest asserted by POWER UP is junior in priority to the
lien of the Class 1 Secured Claimant. As a result, Debtor's
collateral has no equity for POWER UP's claim to attach, and Debtor
will treat POWER UP's entire claim as an unsecured claim in Class
9. POWER UP shall have a secured claim of $0.00.
* Class 8 (TCA Global Credit Master Fund). IMPAIRED. Any security
interest asserted by TCA is junior in priority to the lien of the
Class 1 Secured Claimant. As a result, Debtor's collateral has no
equity for TCA’s claim to attach, and Debtor will treat TCA's
entire claim as an unsecured claim in Class 9. TCA shall have a
secured claim of $0.00.
* Class 9 (General Unsecured Claims). IMPAIRED. Holders of
Class 9 claims will be paid a pro rata share of $12,000 in
semi-annual installments beginning on the 6th month anniversary
after the Effective Date and continuing for 10 years for a total of
12 payments.
A full-text copy of the Disclosure Statement dated February 10,
2020, is available at https://tinyurl.com/t3traa2 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Will B. Geer
50 Hurt Plaza, SE, Suite 1150
Atlanta, Georgia 30303
Tel: (404) 233-9800
Fax: (404) 287-2767
About Greenparts International
Greenparts International, Inc., is a recycling company with
multiple locations in Atlanta, Georgia. The company filed a
Chapter 11 petition (Bankr. Case No. 19-53617) on March 5, 2019.
In the petition signed by Asif Balagamwala, president, the company
was estimated to have assets of $1 million to $10 million of the
same range. Judge Paul Baisier oversees the case. The Debtor is
represented by Will B. Geer, Esq. at Wiggam & Geer, LLC.
GREENSBURG CONCRETE: In Sale Talks, Seeks Plan Extension
--------------------------------------------------------
Greensburg Concrete Block Company filed a motion for an extension
of the time to file a Chapter 11 Small Business Plan and Disclosure
Statement.
The Court has set a date of the filing of the Chapter 11 Small
Business Plan and Disclosure Statement as March 4, 2020 per Order
of Court dated October 2, 2019.
The Debtor has begun negotiations regarding the possible sale of
the business and needs additional time for the sale process.
Accordingly, the Debtor desires an extension to May 31, 2010 to
file its Chapter 11 Small Business Plan and Disclosure Statement
pursuant to 11 U.S.C. Sec. 1121(e)(1) stating that the only the
Debtor may file a Plan.
Attorney for Debtor:
Robert H. Slone, Esquire
MAHADY & MAHADY
223 South Maple Avenue
Greensburg, PA 15601
Tel: (724) 834-2990
E-mail: robertslone223@gmail.com
About Greensburg Concrete Block Co.
Greensburg Concrete Block Company, a ready mixed concrete supplier
in Greensburg, Pa., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23527) on Sept. 6,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $50,000 and liabilities of $1 million and $10
million. The case is assigned to Judge Thomas P. Agresti. The
Debtor is represented by Mahady & Mahady.
The Office of the U.S. Trustee on Oct. 2, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Greensburg Concrete Block.
GREENWAY HEALTH: Moody's Lowers CFR to Caa1, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Greenway Health, LLC's
Corporate Family Rating to Caa1 from B3 and Probability of Default
Rating to Caa1-PD from B3-PD. Moody's also downgraded the ratings
on the senior secured bank credit facilities to Caa1 from B3. The
outlook is negative.
The downgrade reflects Moody's expectations of ongoing operating
challenges over the next year following a sharp decline in the
company's earnings and weakened liquidity as a result of the
settlement reached with the US Department of Justice for $57.3
million in February 2019. Greenway has also incurred associated
expenses during 2019 to implement mandated requirements and ensure
product compliance. Moody's expects some of these costs to continue
into 2020 and 2021, while the company's ability to resume earnings
growth and the timing of the inflection point remain uncertain.
Accordingly, Moody's projects the company to sustain very high
leverage of around 10x adjusted debt-to-EBITDA with negative free
cash flow in 2020.
Given the early stages of the class action litigation, there is a
high level of uncertainty related to potential liabilities.
However, if the settlement is reached, the net present value of the
liability would likely be incorporated into Moody's adjusted
financial ratios.
Downgrades:
Issuer: Greenway Health, LLC
Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
Corporate Family Rating, Downgraded to Caa1 from B3
Senior Secured Bank Credit Facilities, Downgraded to Caa1 (LGD3)
from B3 (LGD3)
Outlook Actions:
Issuer: Greenway Health, LLC
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
Greenway's Caa1 CFR reflects its very high leverage, expectations
for continuing negative free cash flow and elevated near term event
risk related to the ongoing litigation. Moody's expects earnings to
continue to be pressured in 2020, leading to debt-to-EBITDA
sustaining at around 10x (including addbacks for settlement and
certain third party expenses discontinued in 2020), as a result of
additional investments required for product remediation and loss of
certain SuccessEHS and Prime Suite customers. These additional
costs also put pressure on the company's ability to invest in
product innovation and may consequently weaken its future market
position. Reputational damage caused by the litigation could make
it challenging for Greenway to replace lost customers with new wins
in the short term. While Moody's expects the company to resolve any
outstanding product nonconformities by reporting year 2020, the
ability to return to earnings growth and solid positive free cash
flow will be challenging given the litigation overhang and
resources required to turnaround operating performance.
Supporting the ratings are Greenway's highly embedded products and
services that address multiple dimensions of its diverse and large
customer base. The company also benefits from its solid base of
recurring revenues and historically strong retention rates. Over
the longer term, private payers' adoption of value-based payment
mechanisms as required by Medicare is expected to provide tailwinds
to the business.
The negative outlook reflects Moody's view that Greenway has
limited cushion to absorb further operating setbacks and potential
litigation cash outflow related to its recent class action lawsuit.
Thus, if the company is not able to restore earnings growth or
cover product related liabilities and litigation expenses from
internal sources (or additional equity injection), a further
ratings downgrade is likely.
Moody's views Greenway's liquidity as adequate but limited because
$37 million of cash (as of December 31, 2019, including the $20
million capital contribution from the sponsor) may not fully cover
potential cash needs, including the last settlement payment of
$19.2 million (paid on 6 February 2020), potential product
liability, litigation expenses and $5.3 million of mandatory term
loan amortization. Therefore, Moody's projects that Greenway will
likely need to rely on its $30 million revolver due February 2022
(currently undrawn) and other external sources, including insurance
coverage. The revolver is subject to a springing 7.95x net first
lien leverage covenant when outstanding amount exceeds 35% ($10.5
million). Moody's expects the company to maintain sufficient
cushion under this covenant over the next year. The term loan due
February 2024 has no financial covenants.
Ratings could be downgraded if Greenway can no longer support its
capital structure, liquidity weakens, or if Moody's does not
anticipate a significant operational improvement that will reduce
leverage. An increased likelihood of a transaction that Moody's
would consider a default, including a distressed exchange, could
lead to a downgrade.
A ratings upgrade is unlikely in the near term given the company's
high financial leverage, weak projected operating performance and
uncertainty around the litigation and the size of potential
liabilities. However, the ratings could be upgraded if the company
materially improves its operating cash flow, strengthens its
overall liquidity and reduces leverage below 6.5x debt-to-EBITDA.
Greenway's governance risk is currently high. The company faces
reputational and financial risk over defects within the EHR
(electronic health record) software products related to regulatory
requirements for 2018. Despite these defects, the company has
maintained certification for its products in accordance with
regulatory requirements defined by the Office of the National
Coordinator (ONC). Apart from the settlement reached with the U.S.
government, the potential liabilities from the ongoing litigation
are largely unknown. Aggressive financial policies and high
leverage under private equity ownership can also weigh on
governance considerations. However, the significant investments in
compliance, training and education have and will likely continue to
result in improvements in corporate governance. In addition, the
$20 million equity contribution from Vista and its affiliates in
December 2019 provided support to liquidity and showed the
sponsor's commitment to the business.
The principal methodology used in these ratings was Software
Industry published in August 2018.
Headquartered in Tampa, FL, Greenway provides ambulatory solutions
and services for electronic health records, practice management,
electronic data interchange, practice analytics, population health,
and revenue cycle management. Controlled by affiliates of Vista
Equity Partners, the company reported $308 million of revenue in
fiscal 2019 (ends September).
H&B HOLDINGS: Unsecureds to Get Net Proceeds of Derksen Claim
-------------------------------------------------------------
H&B Holdings, Inc., has filed a First Amended Disclosure Statement
for its Chapter 11 Plan.
The Debtor is currently readying to pursue a claim against C&S
Sales, LLC d/b/a Derksen Portable Buildings (the "Derksen Claim").
In May of 2018, Debtor was accused by Derksen, and is the industry
leader, of invoicing for lumber that Debtor never received.
Derksen slandered the Debtor's name and rumors spread throughout
the industry causing the Debtor to lose its top customers. The
Debtor was not able to purchase any lumber forcing the Debtor to
start restructuring from a lumber sales company to a service
company. Currently, the Debtor is still trying to rebuild and is
now only servicing other companies lumber.
Under the Plan, member Harvey F. Robbins agreed to fund the Derksen
Claim, from which the net proceeds, after repaying Mr. Robbins for
fees expended would be used to pay unsecured creditors pro rata.
It is anticipated that unsecured creditors would be returned from
$200,000 to $250,000.
The Plan proposes to treat claims as follows:
* Class 1 Secured Claims:
-- Class 1(a) shall consist of the Allowed Secured Claim of
De Lage in the amount of $28,424.16. The De Lage collateral is
being surrendered, satisfying the secured claim of De Lage. De Lage
shall have 60 days from the Effective Date to file an unsecured
deficiency claim.
-- Class 1(b) shall consist of the Allowed Secured Claim of
First Metro. It is anticipated that First Metro will continue to
be serviced by the lease, or paid off by the sale of its real
estate collateral owned by H&B Properties, LLC, a related
non-filing entity.
-- Class 1(c) shall consist of the Allowed Secured Claim of
CB&S. It is anticipated that CB&S will continue to be serviced by
the lease, or paid off by the sale of its real estate collateral
owned by H&B Properties, LLC, a related non-filing entity.
* Class 2 Allowed Unsecured Claims. Unsecured creditors owed
$575,644 will be paid the net proceeds of the Derksen Claim. This
gross claim less Administrative Expenses and Tax Claims. It is
anticipated that the Derksen Claim may be worth $300,000 to in
excess of $700,000.00.
* Class 3 Equity Interest Holders. Class 3 shall consist of the
equity position of Member Harvey F. Robbins, III in the Debtor. The
Member, or his assigns, will receive no equity distribution (other
than salary) unless and until Class 2 is paid in full.
A full-text copy of the First Amended Disclosure Statement dated
February 10, 2020, is available at https://tinyurl.com/t9kmf5a
from PacerMonitor.com at no charge.
Attorney for the Debtor:
STUART M. MAPLES
MAPLES LAW FIRM, PC
200 Clinton Avenue West, Suite 1000
Huntsville, Alabama 35801
Tel: (256) 489-9779
Fax: (256) 489-9720
E-mail: smaples@mapleslawfirmpc.com
About H&B Holdings
H&B Holdings Inc. is a privately held company in the wholesale
lumber business.
H&B Holdings, Inc., based in Tuscumbia, AL, filed a Chapter 11
petition (Bankr. N.D. Ala. Case No. 19-82417) on Aug. 13, 2019. In
the petition signed by Harvey F. Robbins, III, president, the
Debtor disclosed $236,441 in assets and $7,641,392 in liabilities.
The Hon. Clifton R. Jessup Jr. oversees the case. Stuart M. Maples,
Esq., at Maples Law Firm, P.C., serves as bankruptcy counsel.
HARTSHORNE HOLDINGS: Files for Chapter 11 to Pursue Sale
--------------------------------------------------------
Thermal coal producer Hartshorne Holdings, LLC, et al., sought
Chapter 11 protection to pursue a sale of the business.
The Debtors are engaged in the production and sale of high quality
thermal coal through the operation of the Poplar Grove Mine, which
is part of the Buck Creek Complex located in the Illinois Coal
Basin in Western Kentucky. The Buck Creek Complex includes two
mines -- (i) the operating Poplar Grove Mine, and (ii) the
permitted, but not constructed, Cypress Mine. The projected
production capacities of the Poplar Grove Mine and the Cypress Mine
are 2.8 Mtpa and 3.8 Mtpa, respectively. As of Feb. 20, 2020, the
Debtors controlled 40,114 gross acres (16,234 hectares) of reserves
in Kentucky through 331 individual coal leases with private mineral
owners.
The Debtors sell their finished coal primarily through two
fixed-priced coal sales contracts. The first, the Coal Supply
Agreement dated as of Oct. 15, 2015, by and among Louisville Gas
and Electric Company ("LG&E"), Kentucky Utilities Company ("KU")
and Hartshorne Group, is the cornerstone of the Debtors' business.
Pursuant to the LG&E Contract, the Debtors agreed to supply LG&E
and KU, one of the largest fuel buyers in the Ohio River basin,
with 4,750,000 tons of coal from 2018 to 2023.
The Debtors are also party to a Fuel Purchase Order dated as of
Aug. 31, 2018, by and between the Ohio Valley Electric Corporation
and the Indiana-Kentucky Electric Corporation ("OVEC-IKEC") and
Hartshorne Group. Pursuant to the OVEC Contract, the Debtors
agreed to sell 650,000 tons of coal to OVEC-IKEC. The OVEC-IKEC
Contract specifies a term of April 1, 2019 through Dec. 31, 2020
and also provides for an economically beneficial price per ton,
subject to quality adjustments identified in the OVEC-IKEC
Contract.
David Gay, president and manager of the Debtors, explains that
while the Debtors continue to believe in the Western Kentucky
region and the high quality coal produced from the Poplar Grove
Mine, they have not been able to produce coal in the volumes
necessary to generate a positive cash flow and stave off a
liquidity crisis that ultimately necessitated the filing of these
chapter 11 cases. The Debtors' inability to meet production
targets is the result of (i) ongoing operational and technical
issues, and (ii) the same regulatory and cost pressures that have
led to an industry-wide downturn among coal companies.
After it became clear the Debtors were facing liquidity challenges,
FTI Consulting, Inc. was engaged in late-December 2019 to analyze
the Debtors' financial condition and make recommendations regarding
a path forward. Squire Patton Boggs (US) LLP was retained as
restructuring counsel in mid-January 2020 and Perella Weinberg
Partners LP was re-engaged shortly thereafter. The Debtors and
their advisors immediately commenced discussions with the agent for
the senior secured lender, Tribeca Global Resources Credit Pty Ltd,
regarding a consensual path forward.
Tribeca indicated that it was unwilling to continue funding the
Debtors' regular operations outside of chapter 11 case and the
commencement of a sale process. Given the lack of viable
alternatives, the Debtors, in an exercise of their reasonable
business judgment, determined that the best means of maximizing
value was to commence these chapter 11 cases and seek to sell
substantially all of their assets pursuant to Section 363 of the
Bankruptcy Code. In connection with reaching an agreement with
Tribeca and certain funds it manages regarding debtor-in-possession
financing and discussing the chapter 11 process in general, the
Debtors will continue to operate the Poplar Grove mine in
accordance with the budget, provided that Tribeca, in consultation
with the Chief Restructuring Officer, has the right after the first
two weeks in chapter 11 to require the Debtors to shift to care and
maintenance.
About Hartshorne Holdings
Hartshorne Holdings, LLC, et al., are engaged in the production and
sale of thermal coal through the operation of the Poplar Grove
Mine, which is part of the Buck Creek Complex located in the
Illinois Coal Basin in Western Kentucky. The Buck Creek Complex
includes two mines - (i) the operating Poplar Grove Mine, and (ii)
the permitted, but not constructed, Cypress Mine.
On Feb. 20, 2020, Hartshorne Holdings, LLC and three affiliates
sought Chapter 11 bankruptcy protection (Bankr. W.D. Ky. Lead Case
No. 20-40133).
Hartshorne Holdings was estimated to have $50 million to $100
million in assets and liabilities as of the bankruptcy filing.
The Hon. Thomas H. Fulton is the case judge.
The Debtors tapped SQUIRE PATTON BOGGS (US) LLP as bankruptcy
counsel; FROST BROWN TODD LLC as local counsel; and FTI CONSULTING,
INC. as financial advisor. STRETTO is the claims agent,
maintaining the page https://cases.stretto.com/hartshorne
HUDDLESTON VENTURES: Taps Margaret McClure as Bankruptcy Attorney
-----------------------------------------------------------------
Huddleston Ventures, LLC, received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire
Margaret McClure, Esq., as its legal counsel.
The attorney 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 Debtor will pay the attorney an hourly fee of $400. Paralegals
assisting her will be paid $150 per hour.
Ms. McClure disclosed in court filings that she does not have an
interest adverse to the interest of the Debtor's bankruptcy estate,
creditors and equity security holders.
Ms. McClure maintains an office at:
Margaret M. McClure, Esq.
909 Fannin, Suite 3810
Houston, TX 77010
Phone: (713) 659-1333
Fax: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About Huddleston Ventures
Huddleston Ventures, LLC, is a single asset real estate (as defined
in 11 U.S.C. Section 101(51B)). Huddleston Ventures sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Case No. 20-30086) on Jan. 6, 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 Jeffrey P. Norman oversees the case. The Debtor tapped the
Law Office of Margaret M. McClure as its legal counsel.
HVI CAT CANYON: Trustee Hires Aguilera Title as Consultant
----------------------------------------------------------
Michael McConnell, the Chapter 11 trustee for HVI Cat Canyon, Inc.,
seeks authority from the U.S. Bankruptcy Court for the Central
District of California to retain Aguilera Title and Land Services
as his special title review consultant, effective as of Jan. 6,
2020.
Aguilera Title will conduct research and analysis of title
documents to determine mineral ownership, and prepare a division
order for royalties payable under each lease held by the Debtor.
The firm will also conduct oil and gas lease review to determine
leasehold ownership and draft forms and contracts for ongoing and
continuing oil and gas business needs.
Maribel Aguilera of Aguilera Title will supervise and manage title
work conducted by an in-house or a contract landman.
The firm's hourly rates are:
Maribel Aguilera $350
Other Landman $250
Personnel/Secretarial Staff $125
The firm and its employees are disinterested persons within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
Aguilera Title can be reached at:
Maribel Aguilera
Aguilera Title and Land Services
2550 Professional Parkway
Santa Maria, CA 93455
Tel: 805-714-2750
Email: Maribel@mhernandezlaw.com
About HVI Cat Canyon
HVI Cat Canyon, Inc., is a privately held oil and gas extraction
company based in New York.
HVI Cat Canyon sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 19-12417) on July 25, 2019. In the
petition signed by Alex G. Dimitrijevic, president, the Debtor was
estimated to have assets of between $100 million and $500 million
and liabilities of the same range.
On Aug. 28, 2019, the case was transferred to the U.S. Bankruptcy
Court for the Northern District of Texas. On Sept. 12, 2019, the
case was transferred to the U.S. Bankruptcy Court for the Central
District of California and was assigned a new case number (Case No.
19-11573).
The Debtor tapped Weltman & Moskowitz, LLP as bankruptcy counsel;
Epiq Bankruptcy Solutions, LLC as claims and noticing agent; and
Cappello Global, LLC and Camden Financial Services as financial
advisors.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors in the Debtor's case. The committee tapped Pachulski
Stang Ziehl & Jones LLP as bankruptcy counsel; Cole Schotz P.C. as
local and conflict co-counsel; and Conway MacKenzie, Inc. as
financial advisor.
Michael A. McConnell was appointed as Chapter 11 trustee for the
Debtor's bankruptcy estate. The trustee tapped Danning, Gill,
Israel & Krasnoff, LLP as his legal counsel, and CR3 Partners, LLP
as his restructuring and financial advisor.
IBERCOVA LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Ibercova, LLC
3575 N. Beltline Rd, Suite 147
Irving, TX 75062
Business Description: Ibercova, LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B).
Chapter 11 Petition Date: February 24, 2020
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 20-40560
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Robert DeMarco, Esq.
DEMARCO MITCHELL, PLLC
1255 West 15th Street 805
Plano, TX 75075
Tel: (972) 578-1400
E-mail: robert@demarcomitchell.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Fernando Soto, president.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/xx2Q6y
IOWA FINANCE: Fitch Raises Rating on 2013 Bonds to 'B'
------------------------------------------------------
Fitch Ratings upgraded the rating on the outstanding Iowa Finance
Authority's Midwestern Disaster Area Revenue Bonds (series 2013,
2016, 2018A, 2018B and 2019 together, the revenue bonds) to 'B'
from 'B-'. The Rating Outlook is Stable. The Iowa Finance Authority
has issued a total of $1.185 billion ($1.156 billion outstanding)
of revenue bonds on behalf of Iowa Fertilizer Company LLC.
The rating upgrade reflects the demonstrated improvement in the
project's production profile. The project has achieved a strong
production rate, and operationally is positioned to achieve stable
margins assuming it can maintain its operating profile and control
costs while the pricing levels remain stable.
RATING RATIONALE
The ratings reflect the limited remaining margin of safety for
repayment of the bonds under Fitch's rating case scenario. The
project has achieved a stable production profile and is generating
sufficient operating cash flows with an expected long-term
financial profile consistent with the rating. The facility remains
vulnerable to a volatile and potentially weak product pricing
environment. Favorably, access to abundant and advantageously
priced feedstock partially mitigates margin risk. The project has
sufficient liquidity available in the form of various reserve funds
and a working capital facility to mitigate short-term liquidity
issues.
KEY RATING DRIVERS
Nitrogen Market Price Exposure - Revenue Risk: Weaker
IFCo sells its nitrogen products to farmers, distributors,
wholesalers, cooperatives, truck stop operators and blenders at
market prices. The project's main products have historically
exhibited considerable price volatility. The project enjoys some
geographical product pricing advantages but remains exposed to
long-term market supply and demand risks.
Advantageous Access to Natural Gas - Supply Risk: Midrange
The U.S. gas market is projected to provide the project with an
ample supply of natural gas. The project is procuring its natural
gas feedstock via an existing pipeline at prices linked to the ANR
SW Oklahoma index, which has historically been at discount to Henry
Hub prices and is an important advantage compared with some
domestic and foreign competitors. IFCo has entered into natural gas
call swaptions through 2023 to moderate the risk of a reversal in
gas pricing trends. In addition, the project will fund a hedging
reserve account or enter into further call swaptions to help
mitigate price risk during the non-hedged period, which would also
dispense with the requirement to fund a reserve.
Improving Operating Profile - Operation Risk: Midrange
The project has demonstrated a strong and improving production rate
and lower outages. Non-feedstock O&M and maintenance cost
projections have not been tested over an extended period of time,
and the project may require several years of operations to
establish a stable cost profile. The use of commercially proven
technologies and a plant design with oversized capacity should help
mitigate operating performance risk.
Standard Debt Structure - Debt Structure: Midrange
Fixed-rate, fully amortizing debt structure with some refinance
risk is consistent with other project financings. Relatively high
equity distribution triggers and a debt service reserve equivalent
to six months of senior bond payments support debt repayment during
periods of low operating cash flow. Operating and major maintenance
reserves help shield the project from cash flow shortfalls and can
be tapped to meet debt service.
Financial Profile
The project's ability to meet ongoing mandatory debt payments is
vulnerable to product pricing remaining at currently depressed
levels on a sustained basis. Fitch's rating case debt service
coverage ratios (DSCRs) are averaging 1.4x through debt maturity. A
rating case minimum DSCR of 1.0x in 2021 and 2022 is a potential
concern, but the project should have enough liquidity to mitigate
any short-term cash flow deficiencies. Relatively high equity
distribution triggers help the project retain cash balances during
low cash flow periods.
PEER GROUP
IFCo's peer group includes merchant project financings in which
product sales are susceptible to the inherent volatility of
commodity markets. Merchant projects that have achieved ratings in
the 'BB' category have demonstrated some combination of long-term
feedstock price certainty, materially lower leverage, structural
enhancements, or a proven, quasi-monopolistic competitive
advantage. Merchant projects in the 'B' rating category or lower
typically face significant technology implementation or
construction risks which IFCo does not face, are exposed to price
and volume risk, and operate in a business environment with highly
volatile margins.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action:
-- Production and margins that lead to a revised rating case DSCR
profile at or above 1.3x.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action:
-- Operational performance below expectations or weakening in
near-term product prices;
-- A fundamental shift in the supply-demand balance or global
producer cost curve that results in materially lower operating
margins expected to persist over a long period;
-- Inability to effectively manage operating costs or failure to
reach and sustain projected capacity and utilization rates.
CREDIT UPDATE
In the summer of 2019, the project has successfully completed a
turnaround that was focused on improving operational efficiencies
and debottlenecking activities to meet growing demand. The
turnaround has helped the facility to further improve its operating
rates and achieve better cost efficiency. Since the facility
restarted post turnaround in 2019, the plants have been running at
high and stable levels, and the ammonia and urea synthesis plants
have set new production records well above nameplate capacity.
Moreover, following the turnaround the project has experienced only
a few minor outages. Based on the project's performance the IE has
concluded that the project has reached stable operations.
In 2019, the project's Fitch calculated actual DSCR was 1.3x,
slightly higher than Fitch's rating case expectation of 1.2x, but
significantly below base case expectation of 2.1x. Following the
turnaround, the project's steam turbine generator is now
operational, which should result in lower power purchase costs
going forward. The costs have been relatively stable from 2018 to
2019, and Fitch expects that it will take a couple of years to
establish a sustainable and predictable cost profile.
IFCo's operating margins remain dependent on favorable market
pricing for nitrogen products. The pricing of nitrogen products is
somewhat correlated to the price of feedstock, which may be oil,
coal or natural gas depending on the region and producer. In recent
years, the substantial declines in oil and natural gas prices have
driven nitrogen prices to levels approaching 10-year lows. These
pricing trends have diverged significantly from market consultant
forecasts that formed the basis for cash flow projections for the
original financing. Although the prices have seen significant
recovery compared to their lows in 2017, they continue to be highly
volatile. Most of the recovery that the prices experienced in late
2018 and first half of 2019 have been reversed by the end of 2019.
IFCo management expects continued nitrogen fertilizer supply
shutdowns in China and overall global supply additions that are
below demand growth from developing countries, which should support
prices. It remains to be seen if the positive trends materialize,
which will drive the project's future credit profile now that it
has reached full operational phase.
Favorably, U.S. natural gas prices trade at a significant discount
to global energy prices, and are close to 50% of what was projected
in 2013, providing the project with a competitive advantage. U.S.
gas prices are expected to remain low into the foreseeable future.
The project has access to abundant natural gas feedstock at prices
currently below Henry Hub. It has put in place forward purchases to
crystalize some of this upside.
Through the price declines and international nitrogen price
weakness, interior U.S. premiums such as in the Cornbelt states
have largely remained intact as there remains insufficient regional
supply to meet demand, benefitting the project. The project team
believes that the recent shutdown of the Magellan ammonia pipeline
(Texas to Midwest) will further support ammonia price premiums
enjoyed by the Cornbelt producers.
FINANCIAL ANALYSIS
FITCH CASES
Fitch's rating case has been revised to reflect updated product
prices, feedstock prices, operating profile, operating costs based
on actual operations and assumptions regarding planned future
refundings.
Relative to Fitch's base case, for the rating case Fitch
additionally assumes 10.0% non-feedstock cost stress, 7.5%
production level stress and average 2018 product prices with 2.0%
annual escalation. As previously reported, based on discussions
with the project management team, Fitch incorporated assumptions
regarding several refundings to achieve lower interest payments and
to improve the debt amortization profile, most significant of which
is a partial refunding of 2023 to 2025 maturities. This scenario
would put increased pressure on the financial profile and suggests
that IFCo may face periods where debt service would reach breakeven
levels. The rating case DSCRs average 1.4x and reach the 1.0x
minimum early in the project life, similar to the 2019 rating case.
Fitch does not expect that coverages would fall below 1.0x and
anticipates that the project will have sufficient liquidity to
mitigate occasional short-term cash flow deficiency.
Unless otherwise disclosed in this section, the highest level of
Environmental, Social and Governance (ESG) credit relevance is a
score of 3. This signals that 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.
IPS WORLDWIDE: Trustee's Liquidating Plan Confirmed
---------------------------------------------------
Judge Karen S. Jennemann has ordered that the Disclosure Statement
filed for IPS WORLDWIDE, LLC, is APPROVED, and the Plan is
CONFIRMED.
The Amended Motion Pursuant to Section 1129(b) for Cramdown
("Cramdown Motion") submitted by ALEX MOGLIA, the Chapter 11
Trustee appointed in the case on behalf of IPS WORLDWIDE is
GRANTED.
Upon the Effective Date, Alex D. Moglia is named as Liquidating
Trustee.
A status conference in this case is scheduled for Wednesday, March
25, 2020 at 2:00 p.m. before the Honorable Karen S. Jennemann, U.S.
Bankruptcy Court, 6th Floor, Courtroom 6A, 400 W. Washington
Street, Orlando, FL 32801.
About IPS Worldwide
IPS Worldwide, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 19-00511) on Jan. 25, 2019. In the petition signed by
William Davies, president, the Debtor was estimated to have assets
of less than $50,000 and liabilities of $100 million to $500
million. The case is assigned to Judge Karen S. Jennemann. The
Debtor tapped the Law Offices of Scott W. Spradley, P.A., as its
bankruptcy counsel, and Moglia Advisors, as investment banking
advisor.
Judge Karen S. Jennemann approved the appointment of Alex D. Moglia
as the Chapter 11 trustee for IPS Worldwide. The trustee retained
Klayer and Associates, Inc., as counsel and Moglia Advisors, as
investment banking advisor.
The U.S. Trustee for Region 21 on Feb. 15, 2019, appointed three
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 case.
On June 25, 2019, the Court entered its order authorizing the sale
of substantially all of the Debtor's assets. The Chapter 11
Trustee conducted an auction on June 19, 2019, with Europe
Management, SPRL, being the highest and best bidder. The asset
sale closed in July 2019 and the amount of $2,300,000 was paid into
the estate.
JADOOTV INC: Exclusivity Period Extended Until June 1
-----------------------------------------------------
Judge William J. Lafferty, III of the U.S. Bankruptcy Court for the
Northern District of California extended the exclusive period
during which JadooTV, Inc. can file a Chapter 11 plan and solicit
acceptances to June 1 and July 31, respectively.
About Jadootv Inc.
JadooTV, Inc. -- https://jadootv.com/ -- is a consumer technology
and services company, delivering live and on-demand entertainment
to viewers through its Internet based set-top box (STB). JadooTV is
a distributor of Internet based South Asian & Multicultural
content, bringing television, movies, music and more to diaspora
from India, Pakistan, Bangladesh, Afghanistan and Middle East.
CloudStream Media is a cloud-based content & technology services
company serving multicultural customers worldwide across all media
channels and devices. CloudStream owns and operates JadooTV.
JadooTV, Inc. and CloudStream Media filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal.
Lead Case No. 19-41283) on May 31, 2019. In the petitions signed
by CEO Sajid Sohail, the Debtors each estimated $500,000 to $1
million in assets and $1 million to $10 million in liabilities.
Jane Kim, Esq. at Keller & Benvenutti LLP, is serving as bankruptcy
counsel to the Debtors. Chan Punzalan LLP, is special litigation
counsel.
K CAFE CORP: Unsecured Creditors to Get Full Payment in 6 Years
---------------------------------------------------------------
K Cafe Corp, doing business as Yukka Latin Bistro, filed a Chapter
11 plan and a disclosure statement.
All claimants in Class 1 (Secured Tax Claims, Class 2 (Priority Tax
Claims) and Class 3 (Unsecured tax and non-tax claims) will receive
a distribution of 100% of their allowed claims with no interest,
pursuant to quarterly annual payments over a six year period.
All unsecured tax and non-tax claims in Class 3 will be paid 100%
without interest pursuant to Plan. The Debtor will make monthly
payments to escrow agent who will disburse payments on a quarterly
basis to claimants.
Payments and distributions under the Plan will be funded by the
operation of business.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/uvl8695 from PacerMonitor.com
at no charge.
About K Cafe Corp.
K Cafe Corp., operator of a restaurant named Yukka Latin Bistro,
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
19-12597) on Aug. 11, 2019, disclosing under $1 million in both
assets and liabilities. The Debtor is represented by Michael S.
Kopelman, Esq., at Kopelman & Kopelman LLP.
KINDRED HEALTHCARE: Moody's Affirms B2 CFR, Outlook Stable
----------------------------------------------------------
Moody's Investors Service, in early February 2020, announced that
it affirmed Kindred Healthcare LLC's B2 corporate family rating and
B2-PD probability of default rating. The rating agency also
affirmed Kindred's upsized senior secured term loan rating at B3.
The outlook remains stable.
The rating actions follow Kindred's announcement that it is
increasing its senior secured term loan by $150 million, with
proceeds to be used to repay most of the company's outstanding
asset-based revolver drawings. The affirmation of the B2 CFR
reflects Moody's expectation that Kindred will maintain debt/EBITDA
in the low-to-mid four times range over the next 12 months. The
affirmation also reflects Moody's expectations that liquidity will
remain adequate as cash flow should improve toward break-even
levels over the next 12 to 18 months while Kindred maintains a
meaningful level of availability under its asset-based revolver.
The affirmation of the B3 rating on Kindred's upsized senior
secured term loan reflects Moody's view that the company will
continue to borrow on its ABL facility during the next year to fund
growth of its inpatient rehabilitation facility (IRF) portfolio.
Kindred Healthcare LLC
Ratings affirmed:
Corporate family rating at B2
Probability of default rating at B2-PD
Senior secured first lien term loan B due 2025 at B3 (LGD4)
The outlook is stable.
RATINGS RATIONALE
Kindred Healthcare LLC's B2 Corporate Family Rating reflects its
moderate financial leverage in the context of ongoing reimbursement
pressures and low growth outlook for the overall business. While
funded debt is moderate, Kindred has significant rent expense and
long-term liabilities related to its REIT Master Lease agreement
with Ventas Inc. and its subsidiaries. Kindred's cash flow will be
constrained by growing rent expense and continued Medicare
reimbursement cuts in its long-term acute care (LTAC) hospitals.
Despite the favorable growth outlook for the IRF business, cash
flow will be constrained by growing minority interest expense owed
to Kindred's IRF joint venture partners. The CFR is supported by
Moody's expectation for adequate liquidity and improving free cash
flow generation as a result of cost-savings and reduced cash
restructuring costs.
The stable outlook reflects Moody's view that the benefit of cost
reduction plans and rationalization of the LTAC portfolio will help
mitigate anticipated reimbursement pressures.
From a governance perspective, Kindred has yet to establish a
proven track record of earnings and guidance accuracy since
becoming a standalone company in mid-2018. Further, Moody's expects
Kindred's capital expansion strategy to be significantly skewed
towards IRFs as opposed to LTACs. The company's IRFs are owned
through joint ventures with health systems, with Kindred typically
owning a 40-60% stake. As a for-profit hospital operator, Kindred
faces social risk but less so than operators in the general acute
care space. The affordability of hospitals and the practice of
balance billing has garnered substantial social and political
attention. Hospitals are now required to publicly provide greater
price transparency into the prices of their services, although
compliance and practice is inconsistent across the industry.
Additionally, hospitals rely on Medicare and Medicaid for a
substantial portion of reimbursement. Any changes to reimbursement
to Medicare or Medicaid directly impacts hospital revenue and
profitability. In addition, the social and political push for a
single payor system would drastically change the operating
environment.
The ratings could be downgraded if Kindred's liquidity materially
weakens, which could include an inability to consistently generate
positive free cash flow or heavy reliance on its ABL facility. A
downgrade could also occur if the company pursues large debt-funded
acquisitions or shareholder distributions, or if debt to EBITDA is
sustained above 5.5 times.
The ratings could be upgraded if Kindred demonstrates organic
revenue and earnings growth while sustaining positive free cash
flow and debt to EBITDA below 4 times with a good liquidity
profile. In addition to these factors, an upgrade would likely be
accompanied by Kindred executing the remainder of its cost savings
plan and effectively navigating reimbursement pressures in its LTAC
business.
Kindred Healthcare LLC is one of the largest providers of LTAC and
acute rehabilitation services in the US. Revenue for the 12 months
ending September 30, 2019 was approximately $3.2 billion. The
company is owned by private equity firms TPG Capital and Welsh,
Carson, Anderson and Stowe.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
LE JARDIN HOUSE: Court Confirms Amended Plan
--------------------------------------------
On Jan. 23, 2020, at 2:00 p.m., the Court in Miami-Dade, Florida
convened a hearing to consider confirmation of the Second Amended
Chapter 11 Plan of Reorganization filed by Debtor Le Jardin House,
LLC.
On Jan. 5, 2020, Judge Robert A. Mark ordered that:
* The Amended Plan is confirmed in all respects pursuant to
Section 1129 of the Bankruptcy Code, and all of its terms and
provisions are approved.
* All of the terms and provisions of the Amended Plan are
approved.
* The provisions of the Amended Plan and this Confirmation Order
are binding on the Debtor, each creditor, and every other
interested party.
* As of the Effective Date, 100% of the membership Interests in
the Debtor shall be retained and shall revest in the holders of
such membership Interests. The retention of such equity is in the
best interest of the Debtor, the estate, its Creditors, holders of
membership Interests, and with public policy; and the retention and
revesting of the aforementioned equity in the existing holders of
the membership Interests is approved.
* All property of the estate, other than the retained and
revested Membership Interests, shall re-vest in the
Post-Confirmation Debtor.
* The Debtor is authorized, empowered, and directed to enter
into and to perform its obligations under the Amended Plan, and Mr.
Lobanov is authorized to execute and perform such agreements or
documents or take such other actions on behalf of the Debtor as are
necessary or desirable to effectuate the terms of the Amended
Plan.
A full-text copy of the Order Confirming the Plan, which order was
entered Feb. 5, 2020, is available at https://tinyurl.com/tyax2qa
from PacerMonitor at no charge.
The Debtor is represented by:
EDELBOIM LIEBERMAN REVAH OSHINSKY PLLC
Brett D. Lieberman
20200 W. Dixie Highway, Suite 1203
Miami, FL 33180
Fax: 305-928-1114
E-mail: brett@elrolaw.com
About Le Jardin
Le Jardin House, LLC is the owner and developer of a 30-unit
condominium project located at 1150 102nd Street, Bay Harbour
Islands, FL 33152., which is comprised of 30 separate units.
Le Jardin House sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-19182) on July 11,
2019. At the time of the filing, the Debtor disclosed $27,490,523
in assets and $7,167,406 in liabilities. Judge Robert A. Mark
oversees the case. Edelboim Lieberman Revah Oshinsky PLLC is the
Debtor's bankruptcy counsel.
LITTLE FEET: To Seek Plan & Disclosures Approval March 19
---------------------------------------------------------
Judge Katharine M. Samson has ordered that the Disclosure Statement
filed by LITTLE FEET LEARNING CENTER, LLC, is conditionally
approved.
March 12, 2020 is fixed as the last day for filing written
acceptances or rejections of the Plan.
The Debtor's attorney will cause to be mailed to creditors, equity
security holders, other parties in interest, and the United States
trustee a copy of the ballot form for voting on the acceptance or
rejection of the Plan.
March 19, 2020 at 1:30 p.m., in the Bankruptcy Courtroom, 7th
Floor, Dan M. Russell, Jr. Courthouse, 2012 15th Street, Gulfport,
Mississippi, is fixed for the hearing on final approval of the
Disclosure Statement (if a written objection has been timely filed)
and for the hearing on the confirmation of the Plan.
March 12, 2020 is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
About Little Feet Learning Center
Little Feet Learning Center filed a voluntary Chapter 11 petition
(Bankr. S.D. Miss. Case No. 19-52507) on Dec. 18, 2019, listing
under $1 million in both assets and liabilities, and is represented
by W. Jarrett Little, Esq. and William J. Little, Jr., Esq., at
Lentz & Little, PA.
LITTLE GUYS: Has Until March 30 to File Plan & Disclosure
---------------------------------------------------------
Debtor The Little Guys, Inc., filed with the U.S. Bankruptcy Court
for the Northern District of Illinois, Eastern Division, a motion
for the entry of an order extending the time within which to file a
plan and disclosure statement.
On Feb. 6, 2020, Judge Jack B. Schmetterer, ordered that:
* The motion is granted.
* The time for the Debtor to file its plan and disclosure
statement be extended to and including March 30, 2020.
* Status set Thursday, April 2, 2020, at 10:30 a.m. at 219 S.
Dearborn, Courtroom 682, Chicago, Illinois 60604.
A full-text copy of the order dated February 6, 2020, is available
at https://tinyurl.com/r6fdv7b from PacerMonitor at no charge.
The Debtor is represented by:
Joel A. Schechter
53 West Jackson Blvd., Suite 1522
Chicago, IL 60604
Tel: 312-332-0267
About The Little Guys
The Little Guys Inc. is a home automation company in Mokena,
Illinois. The company offers sales service and installation of the
latest technology in home theater, stereo and surround sound, whole
house audio and video, automation and control, and energy
management.
The Little Guys, Inc., sought Chapter 11 protection (Bankr. N.D.
Ill. Case No. 19-27753) on Sept. 30, 2019. In the petition signed
by David Wexler, secretary, the Debtor was estimated to have up to
$50,000 in assets and liabilities of $1 million to $10 million.
The Hon. Jack B. Schmetterer is the case judge. The LAW OFFICES OF
JOEL A. SCHECHTER is the Debtor's counsel.
M.H.P. DEVELOPMENT: L & B Offers $280K for Bristol Comm. Property
-----------------------------------------------------------------
M.H.P. Development, Inc. asks the U.S. Bankruptcy Court for the
Western District of Virginia to authorize the sale of the
commercial building and lots located at 523 State St., Bristol,
Virginia to L & B of Bristol, LLC for $280,000.
Respondent Summit Community Bank is the lienholder on the property
to be sold; Angel Britt is the Treasurer of the City of Bristol,
and may hold both a choate and an inchoate tax lien on the property
to be sold.
At the time of the filing of the Chapter 11 case, the Debtor was
the owner of the property, upon which Respondent Summit Community
Bank holds a valid deed of trust lien. As a part of what will be
its Chapter 11 Plan, the Debtor caused the subject property to be
marketed for sale, with the net proceeds from the sale to be used
toward eliminating the debt owed by it to the Respondent Summit
Community Bank.
The Debtor obtained a purchase and sale agreement on the property,
and after some negotiation, it accepted the offer tendered of
$280,000 from the Buyer. The parties have executed their proposed
purchase agreement.
From the proceeds of the sale of the property, the Debtor would
propose to pay off the lien holder, Summit Community Bank, pay its
closing costs of approximately $2,500; property taxes in the
approximate amount of $5,084; attorney fees for deed preparation of
approximately $300; Grantor's tax estimated at $280; with an
estimated net payoff going to Summit Community Bank in the amount
of $225,000.
The sale of the property is in the best interests of the estate and
will expedite the conclusion of the Chapter 11 case by allowing all
secured creditors to be paid in full.
The sale will be Free and Clear of Liens, Encumbrances, and
Interests.
A copy of the Agreement is available at https://tinyurl.com/vvqe3s9
from PacerMonitor.com free of charge.
About M.H.P. Development
Based in Bristol, Virginia, M.H.P. Development, Inc., filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Va. Case No. 19-71672) on Dec. 26, 2019,
estimating under $1 million in assets and liabilities. Judge Paul
M. Black oversees the case. Robert Tayloe Copeland, Esq., at Scot
S. Farthing, Attorney At Law, P.C. serves as the Debtor's counsel.
MALLINCKRODT PLC: Has $1.6B Opioid Deal, Generics to Seek Ch. 11
----------------------------------------------------------------
Mallinckrodt plc (NYSE: MNK) announced Feb. 25, 2020, that the
Company and its specialty generics-focused subsidiaries
Mallinckrodt LLC, SpecGx LLC and certain other affiliates have
reached an agreement in principle on the terms of a global
settlement that would resolve all opioid-related claims against the
Company, Specialty Generics, and the Company's other subsidiaries.
The agreement in principle has been reached with a court-appointed
plaintiffs' executive committee representing the interests of
thousands of plaintiffs in the opioid multidistrict litigation, and
is supported by a broad-based group of 47 state and U.S. Territory
Attorneys General.
Under the terms of the proposed settlement, which would become
effective upon Specialty Generics' emergence from a contemplated
Chapter 11 process, subject to court approval and other
conditions:
* Plaintiffs would receive $1.6 billion in structured payments,
of which $300 million would be received upon Specialty Generics'
emergence from the completed Chapter 11 case, $200 million would be
received on each of the first and second anniversaries of
emergence, and $150 million would be received on each of the third
through eighth anniversaries of emergence. The substantial majority
of those payments are expected to be contributed to a trust which,
among other things, would establish an abatement fund to be
administered to cover the costs of opioid-addiction treatment and
related efforts.
* Upon Specialty Generics' emergence from the contemplated
Chapter 11 process, the trust would receive warrants, exercisable
at $3.15 per share, to purchase ordinary shares that would
represent approximately 19.99% of the Company's fully diluted
outstanding shares, including after giving effect to the exercise
of the warrants.
* Specialty Generics would abide by certain agreed-upon
operating covenants.
A copy of the term sheet outlining the terms of the proposed
settlement, including the conditions to the effectiveness of the
settlement, has been filed as an exhibit to a Form 8-K filed by the
Company with the U.S. Securities and Exchange Commission. A copy
of the document is available at https://tinyurl.com/wd8nnvc
To implement the proposed settlement, the Company expects that
Specialty Generics, which manufactures certain generic opioid
products, among other products, will file voluntary petitions under
Chapter 11 of the U.S. Bankruptcy Code in the coming months.
Mallinckrodt plc and its Specialty Brands-related subsidiaries
would not be part of the Chapter 11 filing. This court-supervised
process is expected to lead to the creation of a trust which, among
other things, would establish an abatement fund to offset the
expense of helping to combat opioid addiction and providing support
to communities impacted by opioid abuse. The court-supervised
process is also expected to provide a fair, orderly, efficient and
legally binding mechanism to resolve all opioid-related claims
against the Company, Specialty Generics, and all of Mallinckrodt's
other subsidiaries and related entities. It is expected that
Mallinckrodt plc would receive the benefit of a "channeling
injunction" that would provide for the release of all
opioid-related claims that have been or could have been asserted
against Mallinckrodt plc or its subsidiaries related to Specialty
Generics' manufacture and sale of opioids prior to the time the
Specialty Generics Chapter 11 plan becomes effective.
Mallinckrodt and all of its subsidiaries, including Specialty
Generics, are operating as normal and are expected to continue
operating normally throughout the court-supervised process
contemplated for Specialty Generics. The Company currently expects
that Specialty Generics would continue to be an indirect, wholly
owned subsidiary of Mallinckrodt plc during and following emergence
from the contemplated court-supervised process. Upon emergence, the
Company will continue to evaluate strategic options for the
Specialty Generics business.
A Wall Street Journal report recalls that earlier in 2019,
Mallinckrodt had said it was focusing on separating its generics
unit, which sells opioid drugs, from its specialty business.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued pharmaceutical companies for their role in
the opioid crisis in the U.S., which has contributed to the more
than 700,000 drug overdose deaths in the U.S. since 1999.
OxyContin maker Purdue Pharma L.P. in September 2019 sought Chapter
11 protection after reaching terms of a $10 billion deal resolve
the massive opioid litigation facing the Company.
In February 2020, around 21 states rejected an $18 billion proposal
from AmerisourceBergen, McKesson, and Cardinal Health to settle all
their opioid-related lawsuits.
Related Debt Refinancing Activities
Mallinckrodt and certain of its subsidiaries have entered into a
support agreement with certain of its existing term lenders, as
well as certain of its existing noteholders, as new lenders,
relating to an amendment to the Company's existing credit agreement
on terms consistent with an agreed term sheet.
Conditions to the effectiveness of the amendment include, among
other things, (i) the consent by certain thresholds of the existing
term lenders and revolving lenders (which condition has not yet
been satisfied as of this date) and (ii) the commencement of an
exchange offer with respect to the Company's 5.750% senior notes
due August 2022, pursuant to the exchange agreement.
The amendment, if effected, would provide for a new $800.0 million
term loan with a four-year term and would implement certain other
amendments on the terms described in the term sheet.
The proceeds of the new term loan will be used to fund the
redemption or repayment of all of the Company's outstanding 4.875%
senior notes due April 2020, and additionally to partially repay
loans and terminate corresponding commitments under the revolving
credit facility in respect of revolving lenders who agree to extend
their loans and commitments to March 2024.
The amendments to the existing credit agreement would provide for,
among other things, certain changes to the covenants, including the
financial covenant, a rate increase of 100 basis points for
existing term loans, and an increase in amortization on the
existing term loans.
Although the term sheet relating to the proposed settlement had
included a reference to the Company making an exchange offer for
its 2020 notes, the Company currently plans to enter into the
amendment and to use the proceeds of the new term loan thereunder
to refinance its 2020 notes, in lieu of any exchange offer for the
2020 notes.
In addition, pursuant to a separate exchange agreement, certain
senior noteholders have agreed to tender their 2022 Notes in
exchange for new 10.000% second lien notes due April 2025 ("2025
Notes"), on a par-for-par basis, pursuant to an exchange offer that
would be commenced by certain subsidiaries of the Company. To the
extent the exchange offer is not fully subscribed, these
noteholders have also agreed to exchange 5.625% senior notes due
October 2023 held thereby (the "2023 Notes") for such 2025 Notes,
at a rate of 90 cents of 2025 Notes for every dollar of 2023
Notes.
Mark Trudeau, President and Chief Executive Officer of
Mallinckrodt, said, "Reaching this agreement in principle for a
global opioid resolution and the associated debt refinancing
activities announced today are important steps toward resolving the
uncertainties in our business related to the opioid litigation.
Importantly, when finalized, we believe the proposed settlement and
capital restructuring activities will provide us with a clear path
forward to achieving our long term strategy, preserving value for
our financial stakeholders and providing us with the flexibility to
operate effectively."
Trudeau continued, "In spite of the uncertainties impacting the
business, we have continued to deliver strong earnings and cash
flow as evidenced by our fourth quarter and 2019 results issued
today. These results reflect the strength of both Specialty Brands
and Specialty Generics and underscore our vision for the future of
these businesses. Our pipeline continues to build momentum, with
the expected filings of terlipressin and StratGraft® in the coming
months, as well as the completion of key clinical study results and
data readouts across the portfolio. Looking ahead, we remain
focused on our vision to develop and bring to market innovative
therapies for underserved patients with severe and critical
conditions."
For additional information about the proposed global opioid
settlement, visit www.advancingmnk.com.
Fourth Quarter and 2019 Financial Results
Mallinckrodt reported fourth quarter and 2019 earnings results and
was slated to hold a conference call Feb. 25, 2020 at 8:30 a.m.
Eastern Time to discuss the proposed global opioid settlement and
the Company's financial results. The call can be accessed in three
ways:
At the Mallinckrodt website:
http://www.mallinckrodt.com/investors.
By telephone: The telephone dial-in number in the U.S. is (877)
359-9508. For participants outside the U.S., the dial-in number is
(224) 357-2393. Callers will need to provide the Conference ID of
4168459.
Through an audio replay: A replay of the call will be available
beginning at 11:30 a.m. Eastern Time on Tuesday, Feb. 25, 2020, and
ending at 11:30 a.m. Eastern Time on Tuesday, March 10, 2020.
Dial-in numbers for U.S.-based participants are (855) 859-2056 or
(800) 585-8367. Participants outside the U.S. should use the replay
dial-in number of (404) 537-3406. All callers will be required to
provide the Conference ID of 4168459.
About Mallinckrodt
Mallinckrodt plc –- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
Mallinckrodt reported $10.36 billion in total assets against $7.276
billion in liabilities as of Sept. 30, 2019.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued pharmaceutical companies for their role in
the opioid crisis in the U.S., which has contributed to the more
than 700,000 drug overdose deaths in the U.S. since 1999.
After reaching a $1.6 billion settlement with plaintiffs in opioid
multidistrict litigation that constitute 47 State and U.S.
Territory Attorneys General, Mallinckrodt plc announced Feb. 25,
2020, that its specialty generics-focused subsidiaries Mallinckrodt
LLC, SpecGx LLC and certain other affiliates will seek Chapter 11
protection to implement the settlement.
Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen
& Katz are serving as counsel, Guggenheim Securities LLC is serving
as investment banker and AlixPartners LLP is serving as
restructuring advisor to Mallinckrodt. Latham & Watkins LLP is
serving as counsel, AlixPartners LLP is serving as restructuring
advisor, and PJT Partners, Inc. is serving as investment banker to
Specialty Generics.
MALLINCKRODT PLC: Signs Exchange Agreement With Aurelius, et al.
----------------------------------------------------------------
Mallinckrodt plc and Mallinckrodt International Finance S.A. and
Mallinckrodt CB LLC, two wholly-owned subsidiaries of Mallinckrodt
plc, entered into a support and exchange agreement on Feb. 25,
2020, with Aurelius Capital Master, Ltd., Franklin Advisers, Inc.
and Capital Research and Management Company.
Pursuant to the Exchange Agreement, the Mallinckrodt subsidiaries
as Issuers agreed to use commercially reasonable efforts to (a)
commence, by no later than March 20, 2020, a private offer to
exchange any and all of the 5.750% Senior Notes due 2022 issued by
the Issuers (the "Existing 2022 Notes") for new 10.000% Second Lien
Senior Secured Notes due 2025 to be issued by the Issuers, at a
rate of $1,000 of New Notes for every $1,000 of Existing 2022 Notes
exchanged; and (b) commence, by no later than March 20, 2020, a
solicitation of consents from holders of Existing 2022 Notes to
certain amendments to eliminate or waive substantially all of the
restrictive covenants contained in the Existing 2022 Notes and the
applicable Indenture, and eliminate certain events of default,
modify covenants regarding mergers and the transfer of assets, and
modify and eliminate certain other provisions, including covenants
regarding future guarantors and certain provisions relating to
defeasance.
The closing of the Exchange Offer will be conditioned on, among
other things, the absence of events materially and adversely
affecting the ability to implement the Litigation Settlement, and
the funding of the New Term Loans and the effectiveness of the
Amendment.
Under the Exchange Agreement, Aurelius et al. as Exchanging Holders
have agreed to (a) tender in the Exchange Offer all of their
Existing 2022 Notes; (b) deliver their consents in the Consent
Solicitation; and (c) if the aggregate principal amount of New
Notes issued pursuant to the Exchange Offer is less than
$610,304,000 (the "Exchange Cap"), exchange their 5.625% Senior
Notes due 2023 (the "Existing 2023 Notes") for an amount of New
Notes equal to the excess, if any, by which the Exchange Cap
exceeds the aggregate principal amount of New Notes to be issued
pursuant to the Exchange Offer, at a rate of $900 of New Notes for
every $1,000 of Existing 2023 Notes exchanged.
The Exchanging Holders collectively hold approximately $271 million
aggregate principal amount of the Existing 2022 Notes and
approximately $255 million aggregate principal amount of the
Existing 2023 Notes.
Additionally, pursuant to the Exchange Agreement, the Exchanging
Holders have consented, in their capacity as holders of the 4.875%
Senior Notes due 2020 issued by the Issuers (the "Existing 2020
Notes"), to the adoption of an amendment to the Existing 2020 Notes
and the indenture governing the Existing 2020 Notes to provide for
the reduction of the optional redemption notice period from 30 days
to three business days.
A copy of the Exchange Agreement is available at
https://tinyurl.com/sw34dq4
Support Agreement
On February 25, 2020, Mallinckrodt and the Issuers entered into a
support agreement (the "Support Agreement") with Aurelius Capital
Master, Ltd., Franklin Advisers, Inc. and Capital Research and
Management Company (collectively, the "Noteholder Parties") as well
as certain existing term lenders under the Credit Agreement
(collectively, the "Lender Parties"), dated as of March 19, 2014
(as amended, supplemented or otherwise modified from time to time,
the "Credit Agreement"), among Mallinckrodt, the Issuers, the
lenders party thereto from time to time and Deutsche Bank AG New
York, as administrative agent, whereby the parties have agreed to
make good faith efforts to enter into an amendment (the
"Amendment") to the Credit Agreement, on terms consistent with an
agreed term sheet (the "Term Sheet").
The Amendment, if effected, on the terms contemplated by the Term
Sheet, would provide for a commitment from the Noteholder Parties
and certain of the Lender Parties (collectively, the "Backstop
Lenders") to provide a new $800 million senior secured term loan
facility (the "New Term Loans") upon the satisfaction of certain
conditions set forth in the Term Sheet. The New Term Loans will
bear interest at an interest rate per annum equal to adjusted LIBOR
plus a spread equal to 6.50%.
The New Term Loans will be guaranteed by Mallinckrodt and the same
subsidiaries of Mallinckrodt that guarantee the Existing Term Loans
and secured by liens on the same assets as secure the Existing Term
Loans (as amended by the Amendment and, in each case, subject to
certain exceptions set forth in the Amendment). The Backstop
Lenders will be paid a fee equal to 2.00% of their initial
commitments in respect of the New Term Loans, and the lenders that
provide the New Term Loans will be paid a fee equal to 2.00% of
their commitments in respect of the New Term Loans. The proceeds
from the New Term Loans will be used to fund the redemption or
repayment of all of the outstanding approximately $614.8 million of
the Existing 2020 Notes and additionally to partially repay loans
and terminate corresponding commitments in respect of lenders under
the Issuers’ revolving credit facility who agree to extend their
loans and commitments to March 2024.
The New Term Loans will amortize at an annual rate equal to 5.00%
of the initial principal amount of the New Term Loans, payable in
equal quarterly payments. The remaining principal amount of the New
Term Loans will mature on the fourth anniversary of the borrowing
date of the New Term Loans. Amounts outstanding under the New Term
Loans may be voluntarily prepaid at any time, subject to a
prepayment premium equal to (a) 3.00% of the principal amount
prepaid if prepaid prior to the first anniversary of the borrowing
date of the New Term Loans, (b) 2.00% of the principal amount
prepaid if prepaid on or after the first anniversary of the
borrowing date of the New Term Loans and prior to the second
anniversary thereof, and (c) 1.00% of the principal amount prepaid
if prepaid on or after the second anniversary of the borrowing date
of the New Term Loans and prior to the third anniversary thereof.
Other than with respect to the maturity date, amortization, the
applicable interest rate and prepayment premiums, the New Term
Loans will have similar terms to the term loans incurred under the
Credit Agreement on February 28, 2017 (the "2017 Term Loans") and
February 13, 2018 (the "2018 Term Loans" and, together with the
2017 Term Loans, the "Existing Term Loans"), in each case, as
amended by the Amendment.
The Amendment would also implement certain amendments to the terms
of the Credit Agreement. The interest rate margins applicable to
the existing term loans under the Credit Agreement (the "Existing
Term Loans") will be increased by 100 basis points. The Existing
Term Loans will also amortize at an annual rate increased to 2.00%
of the outstanding principal amount of the Existing Term Loans on
the effective date of the Amendment, payable in equal quarterly
payments. Certain other covenants (including the financial
covenant), mandatory prepayments and events of default set forth in
the existing Credit Agreement will also be modified pursuant to the
Amendment, including to facilitate the implementation of the
Settlement.
Each party to the Amendment that is an existing lender under the
Credit Agreement will receive a consent fee equal to 0.50% of their
Existing Term Loans or commitment in respect of the Revolving
Credit Facility, as applicable.
A copy of the Support Agreement is available at
https://tinyurl.com/taxt3ng
Noteholder parties' attorneys:
Andrew N. Rosenberg, Esq.
Alice Belisle Eaton, Esq.
Caith Kushner, Esq.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas
New York, NY 10019
Tel: (212) 373-3000
E-mail: ARosenberg@paulweiss.com
AEaton@paulweiss.com
CKushner@paulweiss.com
Evercore Group LLC is financial advisor to the first-lien lenders.
Secured Term Lender's attorneys:
Scott J. Greenberg, Esq.
Steven A. Domanowski, Esq.
Michael J. Cohen, Esq.
Gibson, Dunn & Crutcher LLP
200 Park Avenue
New York, NY 10166
Tel: (212) 351-4000
E-mail: sgreenberg@gibsondunn.com
sdomanowski@gibsondunn.com
mcohen@gibsondunn.com
About Mallinckrodt
Mallinckrodt plc –- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
Mallinckrodt reported $10.36 billion in total assets against $7.276
billion in liabilities as of Sept. 30, 2019.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued pharmaceutical companies for their role in
the opioid crisis in the U.S., which has contributed to the more
than 700,000 drug overdose deaths in the U.S. since 1999.
After reaching a $1.6 billion settlement with plaintiffs in opioid
multidistrict litigation that constitute 47 State and U.S.
Territory Attorneys General, Mallinckrodt plc announced Feb. 25,
2020, that its specialty generics-focused subsidiaries Mallinckrodt
LLC, SpecGx LLC and certain other affiliates will seek Chapter 11
protection to implement the settlement.
Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen
& Katz are serving as counsel, Guggenheim Securities LLC is serving
as investment banker and AlixPartners LLP is serving as
restructuring advisor to Mallinckrodt. Latham & Watkins LLP is
serving as counsel, AlixPartners LLP is serving as restructuring
advisor, and PJT Partners, Inc. is serving as investment banker to
Specialty Generics.
MATTSNOW PROPERTIES: Selling Three McGregor Properties for $260K
----------------------------------------------------------------
Mattsnow Properties, L.L.C., Mark Mattlage-Thurmond, and Robert
Snowden ask the U.S. Bankruptcy Court for the Western District of
Texas to sell the following real properties: (i) located at 620
Monroe Street, McGregor, Texas to Kevin and Jennifer Haber for
$71,500, (ii) located at 810 S. Monroe Street, McGregor, Texas to
Timothy Frank Shaeffer for $88,500, and (iii) 14 acres of the
185-acre tract of land that they own to William and Heather Dean
for $100,000.
The Debtors have obtained three Contracts to sell various portions
of their real estate. Those contracts are:
A. Mattsnow Properties has received an offer (Exhibit A) to
purchase property located at 620 Monroe Street, McGregor, Texas for
a sales price of $71,500 to the Harbers.
B. Mattsnow Properties has received an offer (Exhibit B) to
purchase property located at 810 S. Monroe Street, McGregor, Texas
for a sales price of $88,500 to Shaeffer.
C. Robert Snowden and Mark Mattlage-Thurmond have received an
offer (Exhibit C) to purchase 14 acres of the 185-acre tract of
land that they own to the Deans for $100,000.
The Debtors are asking Court authority to sell these properties
free and clear of all liens claims and encumbrances. All of the
net proceeds of the sale, after paying closing costs and
attorneys’ fees, will be paid to the First National Bank of
McGregor, who holds a first lien on these properties.
Al l ad valorem taxes on the properties described in Exhibits A and
B, including interest and penalties and including state, city,
school and all other properties taxes, will be paid from the
proceeds of these sales at the closing of these sales.
Dividend Solar Finance, LLC has filed the USS Financing Statement
in the deed records of McLennan County, Texas. The filing has been
has prohibited the Individual Debtors from being able to close
sales of the property that they own in their individual name in the
past. The Individual Debtors are therefore asking Court order that
the Individual Debtors are authorized to sell the property
described in Exhibit C free and clear of all liens, claims and
encumbrances and that the UCC financing statement is not a lien on
the property, is not a cloud on the title of the property described
as Exhibit C and does not otherwise impair or attach to the
property or the proceeds of the sale of the property described in
Exhibit C.
A copy of the Contracts is available at https://tinyurl.com/wmuhdm6
from PacerMonitor.com free of charge.
About Mattsnow Properties
Mattsnow Properties, LLC, owns and operates three rental units and
manages one rental unit owned by Mark Mattlage-Thurmand and Robert
Snowden. Mattsnow Properties sought Chapter 11 protection (Bankr.
W.D. Tex. Case No. 19-60649) on Aug. 31, 2019. Erin B. Shank,
P.C., is the Debtor's counsel.
MOBILE ADDICTION: Committee Taps Eron Law as Legal Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Mobile Addiction,
LLC received approval from the U.S. Bankruptcy Court for the
District of Kansas to hire Eron Law, P.A. as its legal counsel.
Eron Law will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice concerning the
committee's right, powers and duties under the Bankruptcy Code; the
negotiation and documentation of financing agreements; review of
financial reports; and legal advice in connection with the
preparation and implementation of a Chapter 11 plan.
The firm will be paid at these rates:
David Prelle Eron $300 per hour
January Bailey $225 per hour
Laura Prelle $100 per hour
Paralegal/Legal Assistant $85 per hour
David Eron, Esq., disclosed in court filings that he and other
attorneys of the firm neither hold nor represent an interest
adverse to the Debtor's bankruptcy estate.
Eron Law can be reached through:
David Prelle Eron, Esq.
Eron Law, P.A.
301 N. Main St., Suite 2000
Wichita, KS 67202
Tel: 316-262-5500
Fax: 316-262-5559
E-mail: david@eronlaw.net
About Mobile Addiction
Mobile Addiction LLC, a wholesaler of gadgets such as i-pads,
smartphones, tablets and computers, filed a Chapter 11 petition
(Bankr. D. Kan. Case No. 19-11449) on July 31, 2019. In the
petition signed by Charles R. Thomas, owner, the Debtor estimated
$10 million to $50 million in assets and $1 million to $10 million
in liabilities.
Judge Robert E. Nugent oversees the case.
Hinkle Law Firm LLC is the Debtor's bankruptcy counsel.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 26, 2019. The
committee is represented by Eron Law, P.A.
MOHIN ENTERPRISES: To Seek Plan Confirmation April 7
----------------------------------------------------
Judge Katharine M. Samson has ordered that the Disclosure Statement
filed by Mohin Enterprises, Inc., is conditionally approved.
The Plan, the Disclosure Statement, a ballot conforming to Official
Form 314, and a copy of the Disclosure Statement Approval Order
must be served on creditors, equity security holders, and other
parties in interest by the Debtor, and shall be transmitted to the
United States Trustee.
March 31, 2020 is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
March 31, 2020 is fixed as the last day for filing written
acceptances or rejections of the Plan under D.N.J. LBR 3018-1(a).
A hearing will be held on April 7, 2020 at 2:00 p.m. for final
approval of the Disclosure Statement and for confirmation of the
Plan before the Honorable Christine M. Gravelle, United States
Bankruptcy Court, District of New Jersey, 402 East State Street
Trenton, New Jersey 08608, in Courtroom 3.
About Mohin Enterprises
Mohin Enterprises, Inc., operates a 7-Eleven franchise in Monmouth
County, New Jersey. It filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 19-25690) on Aug. 13, 2019. Judge
Christine M. Gravelle oversees the Debtor's bankruptcy case.
BROEGE, NEUMANN, FISCHER & SHAVER LLC is counsel to the Debtor.
MONDORIVOLI LLC: Unsecureds to be Paid in Full in 1 Year
--------------------------------------------------------
MONDORIVOLI, LLC, filed an Amended Chapter 11 Plan of
Reorganization and a corresponding Disclosure Statement.
Unsecured creditors holding allowed claims will receive
distributions, which the Debtor has valued at approximately 100
cents (100%) on the dollar within one year of the Effective Date.
This Plan also provides for payment of administrative and priority
claims.
Terry Brown and Culinary Solutions, LLC's $70,434 claim in Class 6
is IMPAIRED. In the event the Culinary Class 6 claim is deemed an
unsecured claim and/or the lien created by the recording of the
Transcript of Judgment within the preference period is avoided,
Culinary shall have an Allowed Unsecured Claim in an amount
determined by the Bankruptcy Court. In the event the Culinary Class
6 claim is deemed an secured claim,Debtor shall pay the Allowed
Class 6 Secured Claim in full.
General Unsecured Creditors in Class 8 are impaired under the Plan.
Class 8 creditors shall be paid in full within one year from the
Effective Date. Payments to the Class 8 claimants will come from
the Debtor’s Net Income post-confirmation.
Equity interest holders in Class 10 consist of the prepetition
membership interests of Mr. Jean-Pierre Bleger, Ms. Rebecca Bleger,
Mr Jerome Bleger and Mr. Adam Bleger. The prepetition membership
interests shall be retained.
The Plan will be funded from equity infusion and net income.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/ucthp6n from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
K. Jamie Buechler, Esq.
999 18th Street, Suite 1230-S
Denver, Colorado 80202
Tel: 720-381-0045
Fax: 720-381-0382
E-mail: Jamie@KJBlawoffice.com
About Mondorivoli LLC
Mondorivoli LLC, a real estate investment company in Durango,
Colo., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Colo. Case No. 19-16157) on July 18, 2019. At the time
of the filing, Mondorivoli had estimated assets of between $10
million and $50 million and liabilities of between $1 million and
$10 million. The case has been assigned to Judge Joseph G. Rosania
Jr. Mondorivoli is represented by Buechler Law Office, LLC.
NATES AUTO REPAIR: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Nates Auto Repair & Performance, Inc.
DBA All Hooked Up Towing & Recovery
933 SW Biltmore St
Port Saint Lucie, FL 34983-1856
Business Description: Nates Auto Repair & Performance, Inc. --
https://allhookeduptowing.co/ -- provides
24-hour car & heavy truck towing and
roadside services in Jupiter, Port St.
Lucie, Stuart, Ft Pierce, & I-95 Florida.
Their roadside assistance services include
jump starts, tire changes, car door
unlocking, and beach and sand towing and
recovery.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 20-12446
Judge: Hon. Erik P. Kimball
Debtor's Counsel: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
330 N Andrews Ave Ste 450
Fort Lauderdale, FL 33301-1012
Tel: (954) 765-3166
E-mail: chad@cvhlawgroup.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Nathan Miskulin, president.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/wHK4AM
NCR AUTO CORES: Taps Bronson Law as Legal Counsel
-------------------------------------------------
NCR Auto Cores & Security Inc. received approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Bronson Law Offices, P.C. as its legal counsel.
The firm will assist the Debtor in the administration of its
Chapter 11 proceeding; prepare or review operating reports; review
and resolve claims that should be disallowed; assist in the
preparation of a bankruptcy plan; and provide other legal services
related to the case.
The firm will charge these hourly fees:
Bruce Bronson, Jr., Esq. $450
Paralegal/Legal Assistant $150
Bronson Law Offices received a payment of $10,000 prior to the
Debtor's bankruptcy filing.
The firm does not represent any interest adverse to the Debtor and
its estate, according to court filings.
Bronson Law Offices can be reached through:
Bruce H. Bronson Jr., Esq.
Bronson Law Offices, P.C.
480 Mamaroneck Ave.
Harrison, NY 10528
Phone: 914-269-2530
Email: ecf@bronsonlaw.net
Email: hbbronson@bronsonlaw.net
About NCR Auto Cores & Security
NCR Auto Cores & Security Inc. is a privately held company whose
principal assets are located at 222 City Island Ave., Bronx, N.Y.
NCR Auto Cores & Security filed a voluntary Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 19-23869) on Oct. 22, 2019. In the
petition signed by Joseph Forti, chief executive officer, the
Debtor estimated $50,000 to $100,000 in assets and $1 million to
$10 million in liabilities. Judge Robert D. Drain oversees the
case. The Debtor tapped Bruce H. Bronson Jr., Esq., at Bronson Law
Offices, P.C., as its legal counsel.
NOVAN INC: Files Prospectus for $150 Million Securities Offering
----------------------------------------------------------------
Novan, Inc., filed a Form S-3 registration statement with the
Securities and Exchange Commission relating to the offer and sale
of up to $150,000,000 in the aggregate of common stock, preferred
stock, debt securities, warrants, and units.
As of Feb. 24, 2020, the aggregate market value of the Company's
outstanding common stock held by non-affiliates pursuant to General
Instruction I.B.1. of Form S-3 was approximately $76.6 million
based on 27,434,800 shares of common stock outstanding as of the
date of filing, of which 22,462,956 shares were held by
non-affiliates, and the last reported sale price of the Company's
common stock on the Nasdaq Global Market on Dec. 26, 2019, which
was $3.41 per share.
The securities may be offered and sold to or through one or more
underwriters, dealers and agents, or directly to purchasers, or
through a combination of these methods.
The Company's common stock is listed on the Nasdaq Global Market
under the symbol "NOVN." On Feb. 21, 2020, the last reported sale
price of the Company's common stock on the Nasdaq Global Market was
$0.55 per share.
A full-text copy of the prospectus is available for free at:
https://is.gd/92u7BM
About Novan Inc.
Based in Morrisville, North Carolina, Novan Inc. --
http://www.novan.com-- is a clinical development-stage
biotechnology company focused on leveraging nitric oxide's
naturally occurring anti-viral, anti-bacterial, anti-fungal and
immunomodulatory mechanisms of action to treat a range of diseases
with significant unmet needs. Nitric oxide plays a vital role in
the natural immune system response against microbial pathogens and
is a critical regulator of inflammation.
Novan reportedg a net loss and comprehensive loss of $30.64 million
on $4.89 million of total revenue for the year ended Dec. 31, 2019,
compared to a net loss and comprehensive loss of $12.67 million on
$5.99 million of total revenue for the year ended Dec. 31, 2018.
As of Dec. 31, 2019, the Company had $29.09 million in total
assets, $52.88 million in total liabilities, and a total
stockholders' deficit of $23.79 million.
BDO USA, LLP, in Raleigh, North Carolina, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated Feb. 24, 2020, citing that the Company has suffered recurring
losses from operations and has not generated significant revenue or
positive cash flows from operations. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
NOVAN INC: Incurs $30.6 Million Net Loss in 2019
------------------------------------------------
Novan, Inc., filed with the Securities and Exchange Commission its
Annual Report on Form 10-K reporting a net loss and comprehensive
loss of $30.64 million on $4.89 million of total revenue for the
year ended Dec. 31, 2019, compared to a net loss and comprehensive
loss of $12.67 million on $5.99 million of total revenue for the
year ended Dec. 31, 2018.
As of Dec. 31, 2019, the Company had $29.09 million in total
assets, $52.88 million in total liabilities, and a total
stockholders' deficit of $23.79 million.
As of Dec. 31, 2019, the Company had a total cash and cash
equivalents balance of $13,711,000.
The Company has concluded that the prevailing conditions and
ongoing liquidity risks faced by the Company raise substantial
doubt about its ability to continue as a going concern.
Novan said, "Based on its current cash flow forecast, the Company
does not currently have sufficient cash and cash equivalents to
continue its business operations beyond the early part of the
second quarter of 2020. Therefore, the Company will need to raise
substantial additional funding by the early part of the second
quarter of 2020 in order to continue its operating activities and
make further advancements in its drug development programs. There
can be no assurance that the Company will be able to obtain
additional capital on terms acceptable to the Company, on a timely
basis or at all.
"The failure of the Company to obtain sufficient funds on
acceptable terms could have a material adverse effect on the
Company's business and cause the Company to alter or reduce its
planned operating activities, including but not limited to
delaying, reducing, terminating or eliminating planned product
candidate development activities, to conserve its cash and cash
equivalents. The Company needs and intends to secure additional
capital from non-dilutive sources, including partnerships,
collaborations, licensing, grants or other strategic relationships,
or through equity or debt financings. Any issuance of equity or
debt that could be convertible into equity would result in
significant dilution to our existing stockholders. Alternatively,
the Company may seek to engage in one or more potential
transactions, such as the sale of the Company, or sale or
divestiture of some of its assets, such as a sale of its
dermatology platform assets, but there can be no assurance that the
Company will be able to enter into such a transaction or
transactions on a timely basis or at all on terms that are
favorable to the Company. Under these circumstances, the Company
may instead determine to dissolve and liquidate its assets or seek
protection under the bankruptcy laws. If the Company decides to
dissolve and liquidate its assets or to seek protection under the
bankruptcy laws, it is unclear to what extent the Company will be
able to pay its obligations, and, accordingly, it is further
unclear whether and to what extent any resources will be available
for distributions to stockholders."
BDO USA, LLP, in Raleigh, North Carolina, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated Feb. 24, 2020, citing that the Company has suffered recurring
losses from operations and has not generated significant revenue or
positive cash flows from operations. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/qeNoUM
About Novan Inc.
Based in Morrisville, North Carolina, Novan Inc. --
http://www.novan.com/-- is a clinical development-stage
biotechnology company focused on leveraging nitric oxide's
naturally occurring anti-viral, anti-bacterial, anti-fungal and
immunomodulatory mechanisms of action to treat a range of diseases
with significant unmet needs. Nitric oxide plays a vital role in
the natural immune system response against microbial pathogens and
is a critical regulator of inflammation.
NSHE CA BULLS: Taps Kit J. Gardner as Legal Counsel
---------------------------------------------------
NSHE CA Bulls, LLC, received approval from the U.S. Bankruptcy
Court for the Southern District of California to hire the Law
Offices of Kit J. Gardner as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice concerning its rights
and remedies with respect to the property and liabilities of the
bankruptcy estate; the preparation of a plan of reorganization; and
representation in adversary proceedings.
Kit Gardner, Esq., the firm's attorney who will be handling the
case, charges $450 per hour. The hourly rates for clerks,
paralegals and other lawyers of the firm range from $50 to $395.
The firm received the sum of $31,717 as an initial retainer, of
which $2,707 was drawn prior to the Debtor's bankruptcy filing,
leaving a balance of $29,010.
Mr. Gardner disclosed in court filings that he and the firm's
employees neither hold nor represent any interest adverse to the
Debtor's bankruptcy estate.
The firm can be reached through:
Kit James Gardner, Esq.
Law Offices of Kit J. Gardner
501 West Broadway, Suite 800
San Diego, CA 92101
Telephone: (619) 525-9900
Facsimile: (619) 374-2241
Email: kgardner@gardnerlegal.com
About NSHE CA Bulls
NSHE CA Bulls, LLC is a single asset real estate debtor (as defined
in 11 U.S.C. Section 101(51B)). NSHE CA Bulls sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No.
19-07519) on Dec. 17, 2019. At the time of the filing, the Debtor
had estimated assets of between $10 million and $50 million and
liabilities of between $1 million and $10 million. Judge Laura S.
Taylor oversees the case. The Debtor tapped the Law Offices of Kit
J. Gardner as its legal counsel.
NTASIOS FAMILY: Case Summary & 6 Unsecured Creditors
----------------------------------------------------
Debtor: NTasios Family Realty Company, LLC
257 Cochituate Rd
Framingham, MA 01701
Business Description: NTasios Family Realty Company, LLC is a
Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 20-40271
Judge: Hon. Elizabeth D. Katz
Debtor's Counsel: Christopher Alberto, Esq.
765 Franklin St. Suite 1702
Boston, MA 02110
Tel: 978-831-3830
E-mail: chris@christopheralberto.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Arthur Ntasios, co-manager.
A copy of the petition containing, among other items, a list of the
Debtor's 6 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/ElBIOP
ORANGE COUNTY BAIL: Global Fugitive Objects to Disclosure Statement
-------------------------------------------------------------------
Legal Services Bureau, Inc., d/b/a Global Fugitive Recovery,
objects to the Disclosure Statement describing Chapter 11 Plan of
Reorganization dated Dec. 20, 2019, of debtor Orange County Bail
Bonds, Inc., as follows:
* The Disclosure Statement fails to disclose significant
material information and the Debtor falls far short of satisfying
its burden to obtain approval.
* The Global Claim is being impermissibly separately classified
from other unsecured general claims without any legitimate business
justification. There is absolutely no justification provided for
such Gerrymandering. Because there are no legitimate reasons in
fact or law, the separate classification is for an improper purpose
– i.e. creating a consenting impaired class that does not consist
of insiders.
* Under the terms of the Plan, the Debtor is proposing to pay
all of the various classes of unsecured creditors in full through
quarterly payments. Yet, there is insufficient information
regarding how long Debtor estimates it will take to pay such claims
in full. After considering all of the projected administrative and
priority payments, the Debtor has yet to make any profit.
* Given the improper and paltry treatment of creditors under
Debtor's Plan, Global is in the process of preparing its own
competing plan which will provide for cancellation of Debtor’s
existing equity interests and for the operation of Debtor’s
business for the benefit of creditors. Given that Debtor failed to
obtain acceptance of its Plan prior to the expiration of the
exclusivity periods, the Disclosure Statement should not be
approved because it fails to provide any discussion regarding the
likelihood of a competing plan.
* Judgment Creditor requests that the Disclosure Statement not
be approved. Given that the nature of the bail bond industry which
is in rapid decline and may become obsolete in the next 10 months,
the Debtor must do a much better job of providing meaningful
information to creditors.
A full-text copy of Global's objection to the Disclosure Statement,
which objection was filed Feb. 6, 2020, is available at
https://tinyurl.com/u8j5owo from PacerMonitor at no charge.
Global Fugitive is represented by:
D. EDWARD HAYS
LAILA MASUD
MARSHACK HAYS LLP
870 Roosevelt
Irvine, California 92620
Telephone: (949) 333-7777
Facsimile: (949) 333-7778
E-mail: ehays@marshackhays.com
lmasud@marshackhays.com
About Orange County Bail Bonds
Orange County Bail Bonds Inc. -- http://www.bailall.com/-- is a
bail bond service headquartered in Santa Ana, Calif. The company is
family owned and operated, and specializes in bail bonds for
drug-related and drunk driving DUI offenses, spousal abuse and
domestic violence charges, prostitution solicitation charges,
felonies, and misdemeanors. Starting in 1963, the company has been
servicing Orange County, Los Angeles, Riverside, San Bernardino,
and San Diego.
Orange County Bail Bonds sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-12411) on June 21,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $1 million and liabilities of between $1
million and $10 million. The case is assigned to Judge Erithe A.
Smith. Marc Forsythe, Esq., at Goe & Forsythe, LLP is the Debtor's
counsel; and Griffiths Diehl & Company, Inc., as accountant to the
Debtor.
OUTLOOK THERAPEUTICS: Will Raise $10.2M in Common Stock Offering
----------------------------------------------------------------
Outlook Therapeutics, Inc., has entered into definitive agreements
with several institutional and accredited investors for the
purchase and sale in a registered direct offering priced
at-the-market under Nasdaq rules, of 7,598,426 shares of its common
stock, at a combined purchase price of $1.016 per share and
associated unregistered warrant, for aggregate gross proceeds of
approximately $7.72 million. The Company also agreed to issue to
the investors in the registered direct offering unregistered
warrants to purchase up to an aggregate of 3,799,213 shares of its
common stock. The warrants have an exercise price of $0.9535 per
share of common stock, will be exercisable on the date of issuance,
and will expire four years following the date of issuance.
H.C. Wainwright & Co. is acting as the exclusive placement agent.
In addition, the Company has entered into a definitive agreement
with an affiliate of BioLexis Pte. Ltd., its controlling
stockholder and strategic partner, for the purchase and sale in a
private placement priced at-the-market under Nasdaq rules, of
2,460,630 shares of its common stock and warrants to purchase up to
1,230,315 shares of its common stock, at a combined purchase price
of $1.016 per share and associated warrants, for aggregate gross
proceeds of approximately $2.5 million. The warrants have an
exercise price of $0.9535 per share of common stock, will be
exercisable on the date of issuance, and will expire four years
following the date of issuance.
The closings of the sale of the securities in the financings are
expected to occur on or about Feb. 26, 2020, subject to the
satisfaction of customary closing conditions. Outlook Therapeutics
intends to use the net proceeds from the financings for working
capital and general corporate purposes, including in support of its
ONS-5010 development program.
The shares of common stock (but not the warrants or the shares of
common stock underlying such warrants) offered in the registered
direct offering are being offered and sold by the Company pursuant
to a "shelf" registration statement on Form S-3 (Registration No.
333-231922), including a base prospectus, previously filed with and
declared effective by the Securities and Exchange Commission on
June 26, 2019. The offering of the shares of common stock in the
registered direct transaction are being made only by means of a
prospectus supplement that forms a part of the registration
statement. A final prospectus supplement and an accompanying base
prospectus relating to the registered direct offering will be filed
with the SEC and will be available on the SEC's website located at
http://www.sec.gov.Electronic copies of the prospectus supplement
and accompanying base prospectus may also be obtained, when
available, by contacting H.C. Wainwright & Co., LLC at 430 Park
Avenue, 3rd Floor, New York, NY 10022, by phone at 646-975-6996 or
e-mail at placements@hcwco.com.
About Outlook Therapeutics
Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc.
-- http://www.outlooktherapeutics.com/-- is a late clinical-stage
biopharmaceutical company working to develop the first FDA-approved
ophthalmic formulation of bevacizumab for use in retinal
indications, including wet AMD, DME and BRVO. If ONS-5010, its
investigational ophthalmic formulation of bevacizumab, is approved,
Outlook Therapeutics expects to commercialize it as the first and
only on-label approved ophthalmic formulation of bevacizumab for
use in treating retinal diseases in the United States, Europe,
Japan and other markets.
Outlook Therapeutics reported a net loss attributable to common
stockholders of $36.04 million for the year ended Sept. 30, 2019,
compared to a net loss attributable to common stockholders of
$48.02 million for the year ended Sept. 30, 2018. As of Dec. 31,
2019, the Company had $10.42 million in total assets, $35.83
million in total liabilities, $5.53 million in total convertible
preferred stock, and a total stockholders' deficit of $30.93
million.
KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated Dec. 19, 2019, on the consolidated financial statements for
the year ended Sept. 30, 2019, citing that the Company has incurred
recurring losses and negative cash flows from operations and has a
stockholders' deficit of $16.1 million, $6.7 million of convertible
senior secured notes that become due on Dec. 22, 2019, $3.6 million
of unsecured indebtedness due on demand and $1.0 million of
unsecured indebtedness also due on demand, but subject to a
forbearance agreement through March 2020, that raise substantial
doubt about its ability to continue as a going concern.
PANOP CAB: Seeks to Hire Alla Kachan P.C. as Counsel
----------------------------------------------------
Panop Cab, Corp., and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the Eastern District of New York to
employ the Law Offices of Alla Kachan, P.C., as counsel to the
Debtor.
Panop Cab requires Alla Kachan P.C. to:
a) assist the Debtor in administering the bankruptcy case;
b) make such motions or taking such action as may be
appropriate or necessary under the Bankruptcy Code;
c) represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate and such other actions as
Debtor deem appropriate;
d) take such steps as may be necessary for Debtor to marshal
and protect the estate's assets;
e) negotiate with the Debtor's creditors in formulating a plan
of reorganization for Debtor in this case;
f) draft and prosecute the confirmation of the Debtor's plan
of reorganization in the bankruptcy case; and
g) render such additional services as the Debtor may require
in the bankruptcy case.
Alla Kachan P.C. will be paid at these hourly rates:
Attorneys $400
Clerks/Paraprofessionals $200
The Debtor paid Alla Kachan P.C. an initial retainer of $12,000.
The retainer was paid in the following manner: a sum of $12,000 was
received by check from the Debtor on December 26, 2019, out of the
Debtor's funds and from the Debtor's bank account. Alla Kachan P.C.
has drawn down for pre-Filing Date services $5,000, and $7,000 was
left on the petition date.
Alla Kachan P.C. will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alla Kachan, the firm's founding partner, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Alla Kachan P.C. can be reached at:
Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
3099 Coney Island Avenue
Brooklyn, NY 11235
Telephone: (718) 513-3145
About Panop Cab, Corp.
Panop Cab, Corp., based in Brooklyn, NY, and its debtor-affiliates,
filed a Chapter 11 petition (Bankr. E.D.N.Y. Lead Case No.
19-47710) on December 26, 2019.
In their petitions, the Debtors estimated assets and liabilities:
Total Assets Total Liabilities
------------ -----------------
Panop Cab, Corp. $310,200 $1,135,000
Matreiya Trans Corp. $157,164 $330,000
222 East Corp. $314,700 $1,135,000
Rainee Trans, Corp. $312,752 $1,135,000
MLS Managment Corp $311,692 $1,135,000
The petition was signed by Michael L. Simon, president.
The LAW OFFICES OF ALLA KACHAN, P.C. serves as bankruptcy counsel.
PEORIA REGIONAL: Jeff Buying Peoria Commercial Property for $3.2M
-----------------------------------------------------------------
Peoria Regional Medical Center, LLC, asks the U.S. Bankruptcy Court
for the District of Arizona to authorize its Purchase and Sale
Agreement with Jeff Thomas, PLLC and/or its assignee regarding the
sale of the commercial real property it owned located at 26320 N.
Lake Pleasant Pkwy., Peoria, Maricopa County, Arizona, APN
201-30-215, approximately 7.1205 acres of raw land, for $3,155,000,
subject to overbid.
The Debtor is also proposing an auction-style sale in order to
solicit any other interested buyers so as to ensure that the
Purchaser's offer is truly the best.
As of the Petition Date, the Debtor owned the Property. It wishes
to sell the Property as part of its Chapter 11 reorganization and
has explored several offers from interested parties. To date, the
Purchaser has offered the best and most advantageous terms.
The Debtor desires to accept the Purchaser's offer and on Jan. 27,
2020 entered into the PSA. The PSA is conditioned upon the Court's
approval. The Closing Date for the sale transaction will be 30
days after the expiration of the Feasibility Period.
The Debtor approximated the value of the Property as $5,314,900 in
its Schedules. However, the value was based on the Maricopa County
Assessor's full cash value as of 2018. A representative of the
Debtor has since met with the Assessor and learned that its
calculation may have taken into account the value of the adjacent
property or otherwise been inaccurate. In 2019, the Maricopa
County Assessor adjusted its full cash value of the Property to
$2,759,200.
The Purchaser's offer is in excess of the Assessor's 2019 full cash
value and its terms, financial and otherwise, are more favorable
than any of the other offers that the Debtor received. The Debtor
believes that the current offer of $3,155,000 is at the high end of
today's market.
The proposed purchase price will allow the Debtor to pay its
property taxes and secured creditors in full. It will also allow
for partial payments to administrative creditors. In addition, the
offer includes a right of first offer so that once construction is
complete the Debtor may lease space for its planned hospital
operations. In short, the Purchaser's offer provides the Debtor
with a path out of bankruptcy, a way to pay the majority of its
creditors, and a possible location for future operations.
As set forth in the PSA, the purchase price will be in an amount in
the aggregate sufficient to satisfy the following:
(a) $2.4 million, in satisfaction of the first-position lien
on the Property held by Fastest Lap, LLC.
(b) Real property taxes (including all penalties and interest)
due and owing on the Property through the Closing Date, in the
approximate amount of Five Hundred Thousand Dollars ($650,000).
(c) City of Peoria's secured claim against the Property in the
approximate amount of $5,000.
(d) Payment in the amount of $100,000 toward administrative
claims.
(e) A right of first offer to rent some or all of the space in
the medical services building that will be constructed on the
Property.
In addition, the Purchaser has agreed to pay almost all of the
costs associated with the sale. The final Purchase Price will be
calculated by the Escrow Agent as of the Closing Date, and will be
payable as follows:
(a) $50,000 of earnest money will be deposited by the
Purchaser into Escrow by wire transfer within two (2) business days
following Opening of Escrow (which sum, together with any and all
interest earned thereon, will be referred to as the Initial Earnest
Deposit. If the Purchaser does not terminate the PSA prior to
expiration of the Feasibility Period, then the Purchaser will
deposit into Escrow additional earnest money in the amount of
$50,000.
(b) The balance of the Purchase Price, less the Earnest Money,
will be deposited by Purchaser into Escrow in cash or by other
immediately available funds on or prior to the Closing Date,
subject to closing costs, adjustments and prorations as provided
the PSA.
The Debtor and Purchaser mutually agree to indemnify and hold
harmless the other of, from and against any real estate commission
to any other broker that may be asserted to be payable in
connection with the sale of the Property as a result of any action
of the Debtor or the Purchaser, respectively. Prorations will be
made for real and personal property taxes, assessments and other
normal and recurring costs and expenses relating to the Property as
of the date of the close of escrow.
As of the Petition Date, the Property was subject to a secured
claim of approximately $2.2 million. In addition, the Debtor owed
approximately $429,900 in real property taxes to the Maricopa
County Treasurer and the CP Buyers. The Debtor also owes the City
of Peoria approximately $5,388.79 related to its abatement
assessment.
The sale proceeds will be sufficient to pay the approximately $2.2
million secured claim held by Fastest Lap, LLC (there are no junior
liens on the Property), its successors and/or assigns, the Maricopa
County Treasurer, the CP Buyers and the City of Peoria in full.
The purchase price will also pay Debtor’s administrative claims
and provide funds for payments to unsecured creditors. The Closing
Date for the sale transaction will be thirty days after the
expiration of the Feasibility Period.
The Court recently approved Section 341 financing, secured by the
property to pay post-petition real property taxes. That lien,
$192,100, will be paid in full out of the proceeds of the sale.
The underlying sale transaction will be free and clear of all
liens, claims, and interests. Any liens, claims, and interests
will attach to the net sale proceeds and will be paid as set
forth.
The sale is subject to higher and better offers at the time of the
sale hearing.
The salient terms of the Bidding Procedures are:
a. Initial Bid: $2,905,000
b. Deposit: $10,000
c. Bid Increments: $100,000
A copy of the Agreement is available at https://tinyurl.com/v7vhuyp
from PavcerMonitor.com free of charge.
About Peoria Regional Medical Center
Headquartered in Mesa, Arizona, Peoria Regional Medical Center,
LLC, aka Peoria Hospital LLC, owns an unfinished medical center
located at 26320 Lake Pleasant Parkway, Peoria, Arizona. The
medical center was intended to be the city's first full-service
general acute-care hospital. The Peoria Building Board of Appeals
had ordered the demolition of the structure indicating that the
structure was an unattractive nuisance and a hazardous building.
Peoria Regional Medical Center filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 17-11742) on Oct. 4, 2017,
estimating its assets at up to $50,000 and its liabilities at
between $1 million and $10 million. The petition was signed by
Timothy A. Johns, manager.
Judge Scott H. Gan presides over the case.
Heather Ann Macre, Esq., at Aiken Schenk Hawkins & Ricciardi P.C.,
serves as the Debtor's bankruptcy counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
PERKINS TIMBER: To Pay Unsecureds in Full in 96 Months
------------------------------------------------------
Perkins Timber Harvesting, LLC, filed a Chapter 11 Plan of
Reorganization and a Disclosure Statement dated Feb. 10, 2020.
The Plan treat claims as follows:
* The Class 2 De Lage Landen Financial Services, Inc. claim is
IMPAIRED. The Debtor will surrender collateral. De Lage has
already sold the collateral and applied the sale proceeds to its
secured claim. The unsecured deficiency balance on Class 2 shall
be $105,000 and will be included as part of Class 12.
* The Class 3 Quicksilver Capital, LLC is IMPAIRED. The Debtor
will strip lien and treat the claim as wholly unsecured.
* As to claims in Classes 4 through 9, which are IMPAIRED, the
Debtor will adjust terms and pay amount in full over time.
* As to general unsecured claims in Class 12, the Debtor proposes
to pay all claims in Class 12 in full, with payments distributed to
class members on a pro rata basis. Starting in month 25, Debtor
shall make monthly payments of $1,000 per month towards Class 12.
Payments shall continue thereafter in months 34 through 36 at
$4,000 per month, followed by monthly payments of $5,000 in months
37 through 48; followed by monthly payments of $5,500 for months 49
through 60; followed by monthly payments of $8,000 for months 61
through 72; and followed by monthly payments of $12,000 for months
73 through 96. Monthly payments will be made on the 20th day of
each month.
The Plan will be funded as follows:
-- $33,083.07 of cash available on the Effective Date for
payment of Claim number 14 filed by the U.S. Dept. of Agriculture,
pending Court approval.
-- Projected net/disposable income of not less than $29,933.33
per month for 96 months as calculated.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/tf6n5gg from PacerMonitor.com
at no charge.
Attorneys for Debtor(s):
Aubrey L. Thomas (SBN: 029446)
201 E. Birch Ave. Suite 10 Flagstaff, AZ 86001
Tel. No.: (928) 233-6800
Fax No.: (928) 233-6205
Email: athomas@flaglawgroup.com
About Perkins Timber Harvesting
Founded in 1966, Perkins Timber Harvesting --
https://www.perkinstimberharvesting.com/ -- is family business that
offers large scale mechanical timber harvesting, fire prevention
thinning, and chipping operations. Perkins Timber is headquartered
in Williams, Arizona.
Perkins Timber Harvesting sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 19-02519) on March 8,
2019. At the time of the filing, the Debtor disclosed $2,530,206
in assets and $2,215,954 in liabilities. Davis Miles McGuire
Gardner, PLLC, is the Debtor's legal counsel.
PES HOLDINGS: Further Fine-Tunes Sale Plan
------------------------------------------
PES Holdings, LLC and its Debtor Affiliates filed their proposed
Third Amended Joint Chapter 11 Plan.
The Debtors, with the consent of the Required Term Loan Lenders and
Required DIP Lenders, determined before the confirmation hearing to
effectuate a sale or sales of all, substantially all, or certain
of the Debtors' assets or equity under the Plan.
The Plan proposes to treat claims as follows:
* Class 3 Term Loan Secured Claims. IMPAIRED. Total claim
$698,639,651. Each Holder of an Allowed Term Loan Secured Claim
will receive its share of: (i) the Distribution Proceeds available
for distribution to Holders of Allowed Term Loan Secured Claims
from time to time; (ii) Cash proceeds of the Intermediation
Priority Collateral to the extent such proceeds remain available;
and (iii) to effectuate the foregoing following the Effective Date,
distributions on account of Liquidating Trust Units.
* Class 4 Intermediation Secured Claims. IMPAIRED. Each Holder
of an Allowed Intermediation Secured Claim shall receive its Pro
Rata Share of: (a) Cash proceeds of Intermediation Priority
Collateral and the SOA Separate Assets and Collateral, subject to
the Global Resolution between the Debtors and the Intermediation
Lender as set forth in the Final DIP Order and the exhibits
thereto; (b) all other assets that constitute Intermediation
Priority Collateral or SOA Separate Assets and Collateral or the
net Cash proceeds thereof; (c) Cash proceeds of the Term Loan
Priority Collateral to the extent such proceeds remain available
after Holders of Allowed Term Loan Secured Claims are paid in full
in accordance with Article III.B.3 hereof; and (d) to effectuate
the foregoing following the Effective Date, the Liquidating Trust
Units as provided in the Liquidating Trust Agreement.
* Class 5 General Unsecured Claims. IMPAIRED. Each Holder of a
General Unsecured Claim will receive its Pro Rata share of (a) the
GUC Election Pool or (b) the Distribution Proceeds as provided in
Article VIII.L hereof and, to effectuate the foregoing following
the Effective Date, the Liquidating Trust Units as provided in the
Liquidating Trust Agreement.
* Class 6 Subordinated Remaining Volume Claim. IMPAIRED. The
Holder of the Allowed Subordinated Remaining Volume Claim will
receive, following the full satisfaction of all Allowed General
Unsecured Claims, its Pro Rata Share of the Distribution Proceeds
as provided in Article VIII.L hereof and, to effectuate the
foregoing following the Effective Date, the Liquidating Trust Units
as provided in the Liquidating Trust Agreement.
* Class 7 Intercompany Claims. IMPAIRED. Each Allowed
Intercompany Claim will be canceled and released, and no
distributions shall be made on account of any Intercompany Claims.
* Class 8 Intercompany Interests. IMPAIRED/UNIMPAIRED. Each other
Allowed Intercompany Interest (including, for the avoidance of
doubt, the Intercompany Interests of PES Administrative Services,
LLC) shall be canceled and released without any distribution on
account of such interests.
* Class 9 Interests in PES Energy and PES Ultimate Interests.
IMPAIRED. Each Holder of Allowed Interest in PES Energy and each
PES Ultimate Interest will receive, following the full satisfaction
of the Allowed Subordinated Volume Claim, its Pro Rata Share of the
Distribution Proceeds as provided in Article VIII.L hereof and, to
effectuate the foregoing following the Effective Date, the
Liquidating Trust Units as
provided in the Liquidating Trust Agreement.
* Class 10 Section 510(b) Claims. IMPAIRED. Section 510(b) Claims
will be canceled, released, and extinguished as of the Effective
Date, and will be of no further force or effect, and each Holder of
a Section 510(b) Claim will not receive any distribution on account
of such Section 510(b) Claim.
The Liquidating Trust will fund distributions under the Plan with
Proceeds of the Liquidating Trust Assets, including (a) Cash on
hand on the Effective Date; (b) the revenues and Proceeds of all
interests and assets sold to the Plan Sponsor under the Purchase
Agreement; (c) the revenues and Proceeds from all Excluded Assets,
including from Retained Matters and from all Causes of Action
constituting Excluded Assets and not settled, released, discharged,
enjoined, or exculpated under the Plan or otherwise on or prior to
the Effective Date.
A full-text copy of the Third Amended Joint Chapter 11 Plan dated
Feb. 10, 2020, is available at https://tinyurl.com/wtf5axj from
PacerMonitor.com at no charge.
Counsel for the Debtors:
Edward O. Sassower, P.C.
Steven N. Serajeddini
Matthew C. Fagen
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
E-mail: edward.sassower@kirkland.com
steven.serajeddini@kirkland.com
matthew.fagen@kirkland.com
- and -
Laura Davis Jones
Peter J. Keane
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 870
Wilmington, Delaware 19899
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
E-mail: ljones@pszjlaw.com
pkeane@pszjlaw.com
About PES Holdings
Headquartered in Philadelphia, Pennsylvania, PES Holdings LLC and
its subsidiaries are owners and operators of oil refining complex
and have been continuously operating in some form for over 150
years.
PES Energy Inc. is the indirect parent company of Philadelphia
Energy Solutions Refining and Marketing LLC (PESRM). PESRM owns
and operates the Point Breeze and Girard Point oil refineries
located on an integrated, 1,300-acre refining complex in
Philadelphia.
PES Holdings, LLC, and seven subsidiaries, including PES Energy,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
19-11626) on July 21, 2019.
PSE Holdings estimated $1 billion to $10 billion in assets and the
same range of liabilities as of the bankruptcy filing.
The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy
counsel; PJT Partners LP as financial advisor; and Alvarez & Marsal
North America, LLC, as restructuring advisor. Omni Management
Group, Inc., is the notice and claims agent.
The Company's proposed DIP financing lenders are represented by
Davis Polk & Wardwell LLP and Houlihan Lokey Capital, Inc.
PES HOLDINGS: Plan Leaves Out Unsecured Creditors, Says Committee
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors submits ans objection
to the Second Amended Joint Chapter 11 Plan of PES Holdings, LLC
and its Debtor Affiliates, dated January 29, 2020.
In support of this Objection and Cross-Motion, the Committee states
as follows:
* From case inception, the Debtors have not presented themselves
as a viable business enterprise. There are no ongoing operations;
there is no production; the Debtors do not generate income. The
vast bulk of the employee base was terminated prepetition, and only
a thin skeleton crew remains. The Debtors' sale process entails
transfer of ownership to either a buyer who will restart the
refinery.
* The Plan does not promise anything for unsecured creditors.
They get whatever this or another Court eventually says they should
get: (i) after there is a final, non-appealable ruling on the
intercreditor dispute over the allocation of insurance proceeds;
and (ii) after any such proceeds are recovered from insurance
carriers. This is not what Chapter 11 plans are supposed to do.
This is what Chapter 7 offers, but with important safeguards for
unsecured creditors. Those safeguards are eviscerated by the Plan,
and intentionally so.
* Regarding disenfranchising unsecured creditors, on the Plan's
Effective Date, the Committee dissolves. Thereafter, unsecured
creditors will not have a representative to protect their interests
respecting all of the case issues left unresolved by the Plan.
* The Plan is not the culmination of data collection, thoughtful
analysis, and negotiation among stakeholders. The Debtors prepared
an earlier, wholly generic, version of the Plan and solicited votes
on that earlier draft before it knew how its M&A process might
conclude. Materials originally delivered to creditors were vacuous,
provided no meaningful information about prospective creditor
recoveries and, regardless, suggested a potentially different case
outcome than what is contemplated by the Plan.
A full-text copy of the objection of the Official Committee of
Unsecured Creditors to plan dated February 6, 2020, is available at
https://tinyurl.com/uarcjrh from PacerMonitor at no charge.
Counsel to the Official Committee of Unsecured Creditors:
BROWN RUDNICK LLP
Robert J. Stark
Chelsea Mullarney
Max D. Schlan
Seven Times Square
New York, NY 10036
Telephone: (212) 209-4800
E-mail: rstark@brownrudnick.com
cmullarney@brownrudnick.com
mschlan@brownrudnick.com
- and -
James W. Stoll
Steven B. Levine
Sharon I. Dwoskin
One Financial Center
Boston, MA 02111
Telephone: 617-856-8200
E-mail: jstoll@brownrudnick.com
slevine@brownrudnick.com
sdwoskin@brownrudick.com
- and -
ELLIOTT GREENLEAF, P.C.
Rafael X. Zahralddin-Aravena (No. 4166)
Jonathan Stemerman
1105 N. Market Street, Suite 1700
Wilmington, DE 19801
Telephone: (302) 384-9400
E-mail: rxza@elliottgreenleaf.com
jms@elliottgreenleaf.com
About PES Holdings
Headquartered in Philadelphia, Pennsylvania, PES Holdings LLC and
its subsidiaries are owners and operators of oil refining complex
and have been continuously operating in some form for over 150
years.
PES Energy Inc. is the indirect parent company of Philadelphia
Energy Solutions Refining and Marketing LLC (PESRM). PESRM owns and
operates the Point Breeze and Girard Point oil refineries located
on an integrated, 1,300-acre refining complex in Philadelphia.
PES Holdings, LLC, and seven subsidiaries, including PES Energy,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.19-11626)
on July 21, 2019.
PSE Holdings estimated $1 billion to $10 billion in assets and the
same range of liabilities as of the bankruptcy filing.
The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy
counsel; PJT Partners LP as financial advisor; and Alvarez & Marsal
North America, LLC, as restructuring advisor. Omni Management
Group, Inc., is the notice and claims agent.
The Company's proposed DIP financing lenders are represented by
Davis Polk & Wardwell LLP and Houlihan Lokey Capital, Inc.
PG&E CORP: Has Until March 9 to File Amended Plan & Disclosures
---------------------------------------------------------------
On Feb. 4, 2020, the U.S. Bankruptcy Court for the Northern
District of California, San Francisco Division, convened a hearing
and established the schedule with respect to approval of the
Proposed Disclosure Statement and confirmation of the Plan of
Debtors PG&E Corporation and Pacific Gas and Electric Company:
* Feb. 28, 2020, at 4:00 p.m. is the deadline for the Core
Parties to serve any objections to the Proposed Disclosure
Statement or Solicitation Materials and Procedures.
* March 6, 2020, at 4:00 p.m. is the deadline for any other
parties to file and serve any Disclosure Statement or Solicitation
Objections.
* March 9, 2020, is the deadline for Debtors to file a revised or
amended Plan and Proposed Disclosure Statement.
* March 10, 2020, at 10:00 a.m. is the hearing on approval of the
Proposed Disclosure Statement and Solicitation Materials and
Procedures.
* May 27, 2020, at 10:00 a.m. is the first day of Confirmation
Hearing.
A full-text copy of the order dated Feb. 6, 2020, is available at
https://tinyurl.com/yx7sj94a from PacerMonitor at no charge.
Attorneys for the Debtors:
Stephen Karotkin
Ray C. Schrock, P.C.
Jessica Liou
Matthew Goren
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153-0119
Tel: 212 310 8000
Fax: 212 310 8007
E-mail: stephen.karotkin@weil.com
ray.schrock@weil.com
jessica.liou@weil.com
matthew.goren@weil.com
- and -
Tobias S. Keller
Jane Kim
KELLER & BENVENUTTI LLP
650 California Street, Suite 1900
San Francisco, CA 94108
Tel: 415 496 6723
Fax: 650 636 9251
E-mail: tkeller@kellerbenvenutti.com
jkim@kellerbenvenutti.com
Attorneys for Shareholder Proponents:
Bruce S. Bennett
Joshua M. Mester
James O. Johnston
JONES DAY
555 South Flower Street
Fiftieth Floor Los Angeles,
CA 90071-2300
Tel: 213 489 3939
Fax: 213 243 2539
E-mail: bbennett@jonesday.com
jmester@jonesday.com
jjohnston@jonesday.com
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel. Munger Tolles & Olson
LLP, as special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PG&E CORP: Plans to Raise Up To $25.68B by Selling Securities
-------------------------------------------------------------
California power producer PG&E Corporation said it intends to raise
up to $25.68 billion by selling securities, as it works its way out
of the bankruptcy process.
PG&E Corporation and Pacific Gas and Electric Company filed on Feb.
25, 2020, a Form S-3 prospectus with the Securities and Exchange
Commission, disclosing that it may offer and sell up to
$25,675,000,000 in the aggregate of securities (debt Securities,
common stock, preferred stock, warrants to purchase common stock,
preferred stock or debt securities, securities purchase contracts,
securities purchase units, depositary shares, and/or subscription
rights) from time to time in one or more offerings.
The company is restructuring amid Chapter 11 proceedings, while
trying to bounce back from the negative publicity after its
equipment in California was blamed for the deadly wildfires.
PG&E needs to exit bankruptcy by June 30, 2020, to participate in
AB 1054, a state-backed fund that would help power utilities
cushion the hit from wildfires.
PG&E reported a net loss of $7.642 billion on $138 million of
administrative service revenue for the year ended Dec. 31, 2019,
compared with a net loss of $6.851 billion on $90 million of
administrative service revenue in 2018.
Noteholders Settlement
PG&E Corporation and the Utility commenced the Chapter 11 Cases
without the benefit of a restructuring support agreement or agreed
consensual plan of reorganization with any of its creditors or
other key constituents. On Oct. 17, 2019, the tort claimants'
committee and the Ad Hoc Noteholder Committee filed their competing
Ad Hoc Noteholder Plan. In connection with the Noteholder RSA, the
competing Ad Hoc Noteholder Plan was withdrawn on February 5,
2020.
On Jan. 22, 2020, the Ad Hoc Noteholder Committee entered into the
Noteholder RSA with PG&E Corporation and the Utility, under which
it agreed, upon entry of the order of the Bankruptcy Court
approving the Noteholder RSA, to withdraw any participation in and
support for the Ad Hoc Noteholder Plan, including by taking certain
actions to defer further action on the make-whole and post-petition
interest issue.
The Noteholder RSA provides for, among other things, (i) the
refinancing of the Utility's senior unsecured debt in satisfaction
of all claims arising out of the Utility Short-Term Senior Notes,
the Utility Long-Term Senior Notes and the Utility Funded Debt, and
(ii) the reinstatement of the Utility Reinstated Senior Notes, in
each case pursuant to the Proposed Plan and upon the terms and
conditions set forth in the Noteholder RSA. Under the Noteholder
RSA, PG&E Corporation and the Utility have also agreed to reimburse
the holders of Utility Long-Term Senior Notes for debt placement
fees and the members of the Ad Hoc Noteholder Committee for
professional fees of up to $99 million upon the terms and
conditions set forth in the Noteholder RSA.
Holders of Utility Senior Notes Claims party to the Noteholder RSA
as "Consenting Noteholders" are Apollo Global Management LLC,
Elliott Management Corporation, Oaktree Capital Management L.P.,
Farallon Capital Management LLC, Capital Group, Värde Partners
Inc., Davidson Kempner Capital Management LP, Canyon Capital
Advisors LLC, Third Point LLC, Pacific Investment Management
Company LLC, Citadel Advisors LLC and Sculptor Capital Investments,
LLC.
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel. Munger Tolles & Olson
LLP, as special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PINNACLE MULTI-ACQUISITION: May 20 Debtor to File Plan and DS
-------------------------------------------------------------
Judge Jacqueline P. Fox has ordered that Pinnacle Multi-Acquisition
I LLC (or debtor if a trustee is appointed), will file its Plan and
Disclosure Statement on or before May 20, 2020.
The Court will hold a pre-confirmation status hearing on June 3,
2020 at 10:30 a.m.
Pinnacle Multi-Acquisition I LLC sought Chapter 11 protection
(Bankr. N.D. Ill. Case No. 20-03572) on Feb. 7, 2020, estimating
less than $1 million in both assets and liabilities. CRANE, SIMON,
CLAR & DAN, led by John H. Redfield, is the Debtor's counsel.
POET TECHNOLOGIES: Confirms Receipt of $4.75M Scheduled Payment
---------------------------------------------------------------
POET Technologies Inc. has confirmed that it had received a
scheduled payment from the Buyer of DenseLight.
In connection with the sale of DenseLight, its Singapore-based
subsidiary, POET confirmed that it had received the scheduled
Tranche 2a payment of US$4.75 million, despite the recent business
interruptions in China resulting from COVID-19. The Company has
initiated the transfer of an additional 19% of DenseLight shares
from escrow to the Buyer (bringing the total to 49%). It also
confirmed that the 2b payment of US$8.25 million, which will
transfer an additional 32% to the Buyer (for a total of 81%) is on
track to be paid by the end of March 2020.
In connection with his appointment as Lead Independent Director in
November 2019, the Board of Directors granted Peter Charbonneau
options to purchase 35,488 common shares of the Company. The
options are exercisable for 10 years at a price of C$0.42, being
the closing price of the Company's common stock on Wednesday,
February 5, 2020. 25% of the options will vest immediately, with
the remaining options vesting quarterly through October 2020. All
the options were granted subject to provisions of the Company's
stock option plan and are subject to the TSX Venture Exchange
policies and applicable securities laws. For further details on
the Company's share capital, refer to the Company's Financial
Statements and MD&A for the period ended Sept. 30, 2019, which were
filed on SEDAR on Nov. 21, 2019.
Additionally, POET announced the planned opening of an office and
lab in Allentown, Pennsylvania on April 1, 2020. Concurrently, the
Company has taken the required actions to close its office in San
Jose, California.
POET Technologies will be hosting analysts and strategic partners
in conjunction with the Optical Fiber Communications (OFC)
Conference & Exhibition on March 8 - 12 in San Diego, California.
About POET Technologies
POET Technologies -- http://www.poet-technologies.com/-- is a
developer and manufacturer of optical light source products for the
sensing and data communications markets. Integration of optics and
electronics is fundamental to increasing functional scaling and
lowering the cost of current photonic solutions. POET believes
that its approach to hybrid integration of devices, utilizing a
novel dielectric platform and proven advanced wafer-level packaging
techniques, enables substantial improvements in device cost,
efficiency and performance. Optical engines based on this
integrated approach have applications ranging from data centers to
consumer products. POET is headquartered in Toronto, with
operations in Ottawa, Silicon Valley, the United Kingdom, and
Singapore.
POET reported net losses of US$16.32 million in 2018, US$12.80
million in 2017, and US$13.22 million in 2016. As of Sept. 30,
2019, the Company had US$26.37 million in total assets, US$11.53
million in total liabilities, and US$14.84 million in shareholders'
equity.
Marcum LLP, in New Haven, CT, the Company's auditor, issued a
"going concern" qualification in its report dated April 29, 2019,
citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PORTO RESOURCES: Sales of At Least $1.23M to Fund 100% Plan
-----------------------------------------------------------
Porto Resources, LLC, proposed a plan of reorganization.
The Debtor owns three properties located a four-family townhouse at
560 W 173rd Street, New York, New York (the "Townhouse Property"),
517 W 158th Street, New York, New York (the "Townhouse Shell"), and
a vacant land property in Greenville Orange County, New York (the
"Greenville Property"). The Properties are the Debtor's sole
significant assets. The Debtor has entered into a Contract of Sale
to sell the Townhouse Shell.
The Plan contemplates and provides for the sale pursuant to a
Contract of Sale approved by the Court prior to the Confirmation
Hearing and Confirmation Order. The purchase price in the Contract
of Sale will be a minimum of $1,255,000. The Sale Proceeds will be
distributed in accordance with the terms of this Plan. The Sale
Proceeds should not exceed the total amount of all approved claims
against the Debtor however provision is made herein for any minor
shortfall.
Class 2 Allowed Unsecured Non-Priority Claims will be paid in full,
with interest, as practicable after the later of Closing or
Allowance of such claims.
A full-text copy of the Plan of Reorganization dated February 10,
2020, is available at https://tinyurl.com/wlhn7fr from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Michael L. Previto,
150 Motor Parkway, Suite 401
Hauppauge, New York 11788
Tel: (631) 379-0837
About Porto Resources
Porto Resources LLC filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.Y. Case No. 14-14130) on March 26, 2014, and is
represented by Michael L. Previto, Esq., an attorney in S.
Setauket, N.Y. At the time of filing, the Debtor was estimated to
have $1,000,001 to $10 million in both assets and liabilities.
Judge Elizabeth S. Stong oversees the case.
PRODIGY DIALYSIS: Case Summary & 13 Unsecured Creditors
-------------------------------------------------------
Debtor: Prodigy Dialysis, LLC
88 Osborne Street
Johnstown, PA 15905
Business Description: Prodigy Dialysis, LLC owns and operates a
dialysis center located at 105 Metzler
Street Johnstown, PA 15904.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Western District of Pennsylvania
Case No.: 20-70105
Judge: Hon. Jeffery A. Deller
Debtor's Counsel: Kevin J. Petak, Esq.
SPENCE, CUSTER, SAYLOR, WOLFE & ROSE, LLC
1067 Menoher Boulevard
Johnston, PA 15905
Tel: (814) 536-0735
E-mail: kpetak@spencecuster.com
Total Assets: $424,814
Total Liabilities: $1,134,220
The petition was signed by George J. Frem, M.D., sole
member/president.
A copy of the petition containing, among other items, a list of the
Debtor's 13 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/Z4rGyX
PROGRESSIVE SOLUTIONS: Turning Back Clock for SBRA, Says Oakland
----------------------------------------------------------------
Creditor City of Oakland, listed in the Second Amended Plan of
Reorganization filed January 30, 2020, by debtor Progressive
Solutions, Inc., objects to the Plan, and filed a memorandum of
points and authorities in opposition to Debtor's Motion for Order
Authorizing Amendment of Chapter 11 Petition Re Subchapter V
Election and Extension of Plan Deadline.
Oakland holds 90.49% of the five Class 3 non-priority unsecured
claims under the Plan, making this chapter 11 case effectively a
two-party dispute. Under the Plan, the Debtor proposes to pay its
Class 3 creditors a 17% distribution on their claims, to be paid
quarterly commencing June 15, 2020 through the last payment on
December 15, 2022. However, Oakland will not receive any
distributions unless and until the district court judgment entered
in favor of Oakland and against Debtor is affirmed by "a final
order". The Debtor continues to prosecute its meritless appeal of
Oakland's judgment before the Ninth Circuit Court of Appeals.
In its objection, Oakland points out:
* The Debtor has not proposed the Plan in good faith because,
without explanation or authority, Debtor has proposed the Plan
under law which is not yet effective. Since 1, 2019, Congress
passed the Small Business Reorganization Act of 2019, is not yet
effective, Debtor cannot make use of its provisions.
* Under the Plan, general unsecured creditors shall receive a 17%
distribution on their claims, to be paid quarterly commencing June
15, 2020, through December 15, 2022. However, Oakland shall not
receive any distributions unless and until its judgment is affirmed
by final order. Debtor fails to demonstrate that the present value
of Oakland’s payment stream under the Plan is greater than the
immediate payout under liquidation. Oakland has no way of even
ascertaining when it might start to receive distributions in this
case.
* Under the Plan, Debtor will serve as disbursing agent. The
Debtor ignores Section 1194 entirely and offers no explanation as
to why it, rather than a Standing Trustee, should make payments to
creditors under the Plan. Certainly, Oakland objects not only to
confirmation of the Plan, but to Debtor serving as the disbursing
agent thereunder. The Debtor fails to satisfy the requirements of
this section.
Oakland requests that the Court deny confirmation of the Plan.
According to the creditor, the Debtor has had multiple
opportunities to propose a confirmable plan and has failed to do
so. Recognizing this unassailable fact, the Debtor makes
unauthorized use of laws not yet in effect -- all in an effort to
prolong the Bankruptcy Court's jurisdiction over what is
effectively a two-party dispute.
Oakland also notes that even if the Small Business Reorganization
Act of 2019 ("SBRA") were retroactively active in cases filed
before its effective date, the Plan is fundamentally unfair to
Debtor's creditors. Retroactive application of SBRA to this case
would be fundamentally unfair to Debtor's creditors and fly in the
face of Constitutional due process. The Fourteenth Amendment's due
process clause "protects the interests in fair notice and repose"
that can come with retroactive application of changes in the law.
"The Debtor blithely concludes that applying the SBRA to Debtor’s
case would not "impair any rights" and that its proposed 1-week
notice period for confirmation of the SBRA plan "satisfies the due
process requirements of all parties in interest." The Debtor is
mistaken. The Debtor filed the instant chapter 11 case over one
year ago, on Nov. 21, 2018. By seeking to "opt-in" to SBRA more
than 14 months after the petition date, Debtor unfairly proposes to
hit the "reset" button and restart this case from the beginning,
thereby prejudicing Oakland as well as other parties in interest.
The Debtor should not be permitted to turn back the clock,
particularly where Debtor has not demonstrated its ability to
confirm a plan under the bankruptcy laws currently in place. This
is even more the case where parties in interest were given only one
week to object to confirmation of the Plan, as well as to Debtor's
election to "opt-in" to Subchapter V," Oakland tells the Court.
A full-text copy of Oakland's objection to plan dated February 6,
2020, is available at https://tinyurl.com/sx44ssz from PacerMonitor
at no charge.
Attorneys for City of Oakland:
Jay M. Ross
Monique D. Jewett-Brewster
HOPKINS & CARLEY
A Law Corporation
The Letitia Building
70 S First Street
San Jose, CA 95113-2406
P.O. Box 1469
San Jose, CA 95109-1469
Telephone: (408) 286-9800
Facsimile: (408) 998-4790
E-mail: jross@hopkinscarley.com
mjb@hopkinscarley.com
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.
PWR INVEST: Seeks to Hires Ordinary Course Professionals
--------------------------------------------------------
Michael A. McConnel, the Chapter 11 Trustee of PWR Invest, LP, and
its debtor-affiliates, seeks authority from the U.S. Bankruptcy
Court for the District of Delaware to employ ordinary course
professionals to the Trustee.
The Trustee hires the following ordinary course professionals:
Name Services
---- --------
Siera Hamilton, LLC Accountants/Oil and Gas Analyst
Conner & Winters, LLP Oil and Gas Consel
The Firms will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
To the best of the Debtors' knowledge the Firms are a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
The Firms can be reached at:
Siera Hamilton, LLC
900 Threadneedle Suite 150
Houston, TX 77079
Tel: (713) 956-0956
- and -
Conner & Winters, LLP
1850 M Street NW, Suite 600
Washington, D.C. 20036
Tel: (202) 887-5711
About PWR Invest LP
PWR Invest, LP, and debtor affiliates Oklahoma Merge, LP; Oklahoma
Merge Midstream, LP; Oklahoma River Basin, LP; and PWR Oil & Gas
General Partners, Inc., operate and develop oil and gas properties
predominantly in Oklahoma.
On May 22, 2019, PWR Oil & Gas General Partners, Inc., filed a
Chapter 11 petition (Bankr. D. Del.). On May 23, 2019, PWR Invest,
LP, also sought for Chapter 11 protection. On Aug. 12, 2019,
Oklahoma Merge, LP, Oklahoma River Basin, LP, and Oklahoma Merge
Midstream, LP, each filed Chapter 11 petitions. The Debtors'
Chapter 11 cases are jointly administered under Case No. 19-11164,
with that of PWR Invest, LP, as the lead case.
As of its Petition Date, PWR Invest was estimated to have assets at
$50 million to $100 million, and liabilities at $50 million to $100
million.
PRONSKE & KATHMAN, P.C., and BARNES & THORNBURG LLP serve as the
Debtors' counsel. McCathern, PLLC, is special litigation counsel.
FTI Consulting, Inc., is the Debtors' financial advisor.
QBS PARENT: Fitch Affirms B Issuer Default Rating, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings affirmed the Long-Term Issuer Default Rating for QBS
Parent, Inc. at 'B'. The Rating Outlook is Stable. Fitch has also
affirmed the 'BB-'/'RR2' rating for Quorum's $35 million first-lien
secured revolver and $359 million first-lien secured term loan. The
$125 million second-lien secured term loan is not being rated.
Fitch estimates Quorum's 2019 gross leverage to be above the
previously established 7x negative sensitivity. However, Fitch
expects the synergies since being acquired by Thoma Bravo in 2018
and integration of other acquisitions to be realized exiting 2019
and gross leverage would decline to levels consistent with the 'B'
rating for full-year 2020. Deviations from Fitch's expectations
could pressure the ratings. During 2019, Quorum has acquired
Coastal Flow Measurement, Archeio Technologies and OGsys. These
acquisitions were funded with a combination of incremental term
loans, equity and cash on balance sheet.
KEY RATING DRIVERS
Exposure to Energy Industry Cyclicality: Quorum's software products
are generally considered mission critical and resilient through the
energy industry cycles; however, its services segment is more
susceptible to industry cyclicality. During 2015-2016 energy
industry down cycle, Quorum's software subscription revenue and
support revenue continued to grow at a steady pace; however, total
revenue declined as services revenue contracted. The strong
profitability of the software products enabled the company to limit
downside to its EBITDA margins during the down cycle.
Improving Revenue Structure: Quorum has meaningfully improved
visibility to its revenue by increasing the proportion of its
recurring/re-occurring revenues consisting primarily of
subscription and support revenues. As demonstrated through the
energy industry down cycle in 2014-2016, subscription revenue
remained resilient despite sharp decline in service revenue. The
proportion of recurring/re-occurring revenue increased
substantially over the last 10 years. The improved revenue
structure should mitigate some risks from industry cyclicality.
Diversified Customer Base: Quorum serves a diverse set of over
1,300 customers with the top 10 accounting for less than 13% of
total revenue. While industry structure could vary over time,
Quorum's exposure to a large part of the value chain could enable
the company to maintain relatively more diversity in its customer
base. Nevertheless, Quorum's end-market concentration remains
high.
Expanding Product Platform: Quorum's products address the oil and
gas industry value chain across operations, transactions and
finance. Recent acquisitions have continued to expand its product
offerings to incrementally expand its footprint across new
functional areas in the oil and gas industry. The breadth of
platform products Quorum offers enables the company to increase
product penetration through cross-selling. The platform nature
enables efficient implementation of incremental products after
initial customer adoptions providing strong value proposition for
customers to add on additional product modules. In addition,
broader product implementation by customers should increase
customer switching costs given the higher complexity that arises
with multiple product implementations. Such dynamics, in
conjunction with a subscription-based software revenue model,
should provide Quorum with greater resilience.
Acquisitive Strategy: Quorum has historically used acquisitions to
expand its product platform. Since 2015, the company's acquisitions
include Fielding Systems, EPrime, WellEz, Entero, Coastal Flow
Measurement, Archeio Technologies and OGsys. Each of the acquired
companies provided narrow solutions within the oil and gas industry
and expanded Quorum's product platform. Fitch expects Quorum to
remain acquisitive as it further expands its footprint and
addressable market.
Private Equity Ownership Could Limit Deleveraging: Fitch estimates
Quorum's 2019 gross leverage to be elevated at over 7x (EBITDA
excluding deferred revenue), declining to below 7x in 2020. Fitch
believes the company has sufficient FCF capacity to de-lever to
below 6x gross leverage by 2021. In spite of the deleveraging
capacity, Fitch expects the company to de-lever at a more moderate
pace, given the potential for bolt-on acquisitions and potential
for dividend recapitalization to maximize ROE for equity owners.
DERIVATION SUMMARY
Fitch's ratings are supported by Quorum's industry-leading software
solutions for the energy sector covering the upstream, midstream
and pipeline segments of the value chain. The company benefits from
its solutions platform through cross-selling opportunities and
greater stickiness for its products; Quorum's product platform
includes 35 software modules with 1,300 clients. The shift toward a
software-as-a-service model for its software in recent years
provides the company with greater visibility into its software
revenue outlook substantially reducing the revenue and profit
volatility through the industry cycles. Nevertheless, Quorum's high
concentration in the energy sector exposes the company to industry
cyclicality; approximately 50% Quorum's 2019 revenue is
non-recurring in nature, and could be susceptible to energy
industry cycles.
Fitch estimates Quorum's 2019 pro forma gross leverage to be
approximately 7x with capacity to de-lever to below 6x by 2021
primarily through EBITDA growth. Quorum's operating profile and
leverage are consistent with other vertical software companies in
the 'B' rating category. As the gross leverage is near the
previously established negative sensitivity for the 'B' rating,
there is no capacity for incremental leverage in the near term.
Given the private equity ownership, Fitch expects the magnitude of
de-leveraging to be limited as its equity owners optimize the
return on equities. The approximately 50% equity in Quorum's total
capitalization reflects the confidence Thoma Bravo has in Quorum's
business outlook.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
- Organic revenue growth in the high-single-digits;
- EBITDA margins normalizing at near 35% in 2020 as cost
synergies are realized;
- Aggregate acquisitions of $180 million through 2022;
- Debt repayment limited to mandatory amortization over its
rating horizon;
- No dividend payment over its rating horizon.
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that QBS would be reorganized as
a going-concern in bankruptcy rather than liquidated;
- Fitch has assumed a 10% administrative claim.
Going-Concern (GC) Approach
- In estimating a distress enterprise value (EV) for Quorum,
Fitch assumes a going concern EBITDA that is approximately 25%
lower relative to the 2019 pro forma EBITDA incorporating recently
acquired entities and cost reduction and synergies largely
realized. This could be driven by a prolonged down cycle in the
energy sector resulting in a 5% decline in revenue and
approximately 500 bps contraction in EBITDA margins. The revenue
decline is more moderate than the previous down cycle; Quorum has
since raised the visibility of its revenue outlook by significantly
increasing the proportion of recurring/re-occurring revenue.
- Fitch assumes a 6.5x EV multiple in the recovery analysis. In
the 21st edition of Fitch's Bankruptcy Enterprise Values and
Creditor Recoveries case studies, Fitch notes nine past
reorganizations in the Technology sector with recovery multiples
ranging from 2.6x to 10.8x. Of these companies, only three were in
the Software sector, Allen Systems Group, Inc., Avaya, Inc. and
Aspect Software Parent, Inc. and received recovery multiples of
8.4x, 8.1x and 5.5x, respectively. Fitch believes Quorum's strong
position in software solution for the energy sector and highly
visible revenue outlook support a recovery multiple in the middle
of this range.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Fitch's expectation of forward gross leverage (total debt with
equity credit/operating EBITDA) sustaining below 5.5x;
- FCF margin sustaining above 15% and greater than $50 million;
- FFO-adjusted gross leverage sustained below 6.0x;
- Revenue growth greater than 10% implying market share gain.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Fitch's expectation of FCF margin sustaining below 5% implying
less financial flexibility;
- Revenue growth sustaining in low single-digits;
- Gross leverage sustaining above 7x;
- FFO-adjusted gross leverage sustained above 7.5x.
LIQUIDITY AND DEBT STRUCTURE
Quorum has adequate liquidity with estimated $15 million in
unrestricted cash and cash equivalents and a $35 million revolving
credit facility (undrawn) maturing in 2023. The company's liquidity
profile is supported by solid EBITDA and FCF generation.
The company's capital structure consists of the following:
- $35 million senior secured revolving credit facility (undrawn)
due 2023;
- $359 million senior secured first lien term loan due 2025;
- $125 million senior secured second lien term loan due 2026.
Fitch believes that the company has sufficient cash on hand to
handle all upcoming bank debt repayments in the near term.
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.
RAMBUTAN THAI: Interest Holders to Contribute $7,500 to Fund Plan
-----------------------------------------------------------------
Debtor Rambutan Thai, a California corporation, filed with the U.S.
Bankruptcy Court for the Central District of California, Los
Angeles Division, a Plan of Reorganization and a Disclosure
Statement on Feb. 6, 2020.
The Debtor was the subject of sales tax audits by the California
Department of Tax and Fee Administrations resulting in alleged
sales tax claims of approximately 233,000 for the years 2010
through 2016, the sales tax claims are the principal reason for the
filing of the instant chapter 11 petition.
The Internal Revenue Service's corporate income tax period 9/30/17
is the priority portion of the IRS claim which shall be paid in
full on the Effective Date.
State of California Dept. Tax & Administration's sales taxes of
$255,549 will be paid in full in four equal installments.
General unsecured claims (IRS: $14,959, LA City: $1,205, Other:
$1,500) will be paid their pro rata share of $7,500 paid 45 days
after the Effective Date.
Interest holders shall retain ownership interest in the Debtor.
The plan will be funded as by the cash flow from ongoing business
operations of the Debtor, cash-on-hand on the Effective date which
is estimated to be approximately $70,000 and a new value
contribution of $7,500 paid by the equity interest holders on the
Effective Date in proportion to their respective voting share
interests in the Debtor (approximately $2,500 each), as well as the
Debtor's business operations.
A full-text copy of the Disclosure Statement dated Feb. 6, 2020, is
available at https://tinyurl.com/yx7rqksy from PacerMonitor at no
charge.
The Debtor is represented by:
JEFFREY S. SHINBROT, ESQ.
JEFFREY S. SHINBROT, APLC
15260 Ventura Blvd., Suite 1200
Sherman Oaks, CA 91403
Tel: (310) 659-5444
Fax: (310) 878-8304
E-mail: jeffrey@shinbrotfirm.com
About Rambutan Thai
Rambutan Thai, A California Corporation, owns and operates a Thai
restaurant in Los Angeles. It filed for relief under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-16478) on June 1,
2019, listing under $1 million in both assets and liabilities.
Jeffrey S. Shinbrot, APLC, represents the Debtor.
RENT RITE: Further Updates Disclosure Statement
-----------------------------------------------
Rent Rite SuperKegs West, Ltd., on Feb. 10, 2020, filed its Second
Amended Disclosure Statement to update its Amended Disclosure
Statement filed Nov. 14, 2019.
The Second Amended Disclosure Statement added these recent
developments:
* The Debtors Real Property was sold during the pendency of its
Chapter 11 proceeding. Proceeds from the sale of the Real Property
were distributed to certain creditors of the Debtor pursuant to the
Court's Order authorizing the sale. The balance of the Sale
Proceeds, $1,605,602, have been placed in an escrow account pending
resolution of the objections of the Class 2 creditor's secured
claim. Since closing, $67,089 has been returned from the Sale
Proceeds from the Debtor’s special|counsel, Allen Vellone Wolf
Helfrich & Factor, P.C. in response to the Court's the Bankruptcy
Court Orders. In addition, pursuant to Court Order, $19,255 has
been disbursed from the account to Flywheel Yosemite, LLC. The
balance in the account as of the writing of the Disclosure
Statement is $1,654,178 plus accrued interest.
* Oral Argument is set for March 25, 2020 with respect to the
Adversary Proceeding No. 18-1099 TBM, styled as Rent Rite SuperKegs
West, Ltd., Plaintiff v. World Business Lenders, LLC, Defendant.
The Court entered judgment in favor of the Defendant and against
the Plaintiff. The Debtor has appealed the judgment to the U.S.
District Court for the District of Colorado, Case No. 19CV1552.
Briefs have been filed by the parties to the Appeal.
* The Debtor commenced Civil Action No. 19-CV-03507 in the U.S.
District Court for the District of Colorado against World Business
Lenders ("WBL") seeking to avoid the lien of WBL against the
escrowed sale proceeds from the Yosemite property sale, alleging
that the granting of the Deed of Trust to WBL was a fraudulent
conveyance. If successful, WBL may cease to have either a lien
against the escrowed funds, or a claim against the Bankruptcy
Estate. .
* The Debtor entered into a post-closing lease of the Real
Property with the purchaser of the Real Property which was approved
by the Bankruptcy Court. The Lease terminates in March 2020. The
Debtor has negotiated the lease for an alternative location for
$7,000/month for a term of one-year with a 60-day termination right
in favor of Debtor. Debtor expects to move into the new premises
prior to the end of February 2020.
* The Debtor has sought to employ IBG Business Services, Inc.,
to market and sell its business. An Application to Employ IBG was
filed with the Bankruptcy Court on Jan. 30, 2020, and is pending
Bankruptcy Court approval.
Under the Plan, the Reorganized Debtor will operate its ongoing
business following the entry of the Confirmation Order for a period
of six months or until the Sale Date, whichever is first to occur.
The Reorganized Debtor believes that its financial performance
during the six-month Sale Period is financially neutral in that it
will not negatively impact the sale of the Debtor's ongoing
business or the liquidation of its personal property. The Debtor
will adequately maintain and insure its personal property during
the Sale Period.
If at the end of the Sale Period, or as otherwise ordered by the
Court, a sale of the Debtor's Business has not closed, the Debtor
will liquidate its Assets at an auction to be held by Dickensheet &
Associates, Inc., and pursue its Appeal and prosecute the Connolly
Adversary. The Debtor will provide a Report of Liquidation to
creditors and parties in interest in the event the Debtor's Assets
are liquidated. The Debtor anticipates that it will take
approximately 30 days following the expiration of the six-month
Sale Period to complete the auction.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/tzasefs from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Jeffrey A. Weinman, #7605
730 17th Street, Suite 240
Denver, CO 80202-3506
Telephone: (303) 572-1010
Facsimile: (303) 572-1011
E-mail: jweinman@weinmanpc.com
About Rent Rite SuperKegs
Headquartered in Denver, Colorado, Rent Rite SuperKegs West Ltd.
leases warehouse space to tenants. It owns a warehouse building
located at 3850 to 3900 E. 48th Ave., Denver, Colo.
The Debtor first filed for Chapter 11 protection (Bankr. D. Colo.
Case No. 12-31592) on Oct. 18, 2012.
Rent Rite SuperKegs West sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-21236) on Dec. 11,
2017. In the petition signed by Thomas S. Wright, president, the
Debtor was estimated to have assets and liabilities of $1 million
to $10 million. Judge Thomas B. McNamara oversees the case. The
Debtor hired Weinman & Associates, P.C., as counsel, and Allen
Vellone Wolf Helfrich & Factor P.C., as special counsel.
The Office of the U.S Trustee appointed an official committee of
unsecured creditors on Feb. 2, 2018. The committee retained Appel,
Lucas & Christensen, P.C., as its legal counsel.
RENT RITE: Seeks April 7 Plan Confirmation Hearing
--------------------------------------------------
Rent Rite Superkegs West, Ltd., d/b/a Wright Group Event Services,
filed its Second Amended Disclosure Statement.
The Debtor has given notice of the filing of the Second Amended
Disclosure Statement and Red-lined Version to Alan Motes at the
United States Trustee's Office. The Debtor requests that the Court
enter the order setting a hearing on confirmation of Debtor's Plan
for a date and time after April 7, 2020 when counsel for the Debtor
returns from being out of the country.
Counsel for the Debtor:
Jeffrey A. Weinman
WEINMAN & ASSOCIATES, P.C.
790 17th Street, #240
Denver, CO 80202-3506
Telephone: (303) 572-1010
Facsimile: (303) 572-1011
E-mail: jweinman@weinmanpc.com
About Rent Rite SuperKegs
Headquartered in Denver, Colorado, Rent Rite SuperKegs West Ltd.
leases warehouse space to tenants. It owns a warehouse building
located at 3850 to 3900 E. 48th Ave., Denver, Colo.
The Debtor first filed for Chapter 11 protection (Bankr. D. Colo.
Case No. 12-31592) on Oct. 18, 2012.
Rent Rite SuperKegs West sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-21236) on Dec. 11,
2017. In the petition signed by Thomas S. Wright, president, the
Debtor was estimated to have assets and liabilities of $1 million
to $10 million. Judge Thomas B. McNamara oversees the case. The
Debtor hired Weinman & Associates, P.C., as counsel, and Allen
Vellone Wolf Helfrich & Factor P.C., as special counsel.
The Office of the U.S Trustee appointed an official committee of
unsecured creditors on Feb. 2, 2018. The committee retained Appel,
Lucas & Christensen, P.C., as its legal counsel.
RENTPATH HOLDINGS: Hires Prime Clerk as Claims and Noticing Agent
-----------------------------------------------------------------
RentPath Holdings, Inc., and its debtor-affiliates, seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as claims and noticing agent to the
Debtors.
RentPath Holdings requires Prime Clerk LLC to:
a. prepare and serve required notices and documents in the
bankruptcy case in accordance with the Bankruptcy Code and
the Federal Rules of Bankruptcy Procedure in the form and
manner directed by the Debtor and the Court, including (i)
notice of the commencement of the case and the initial
meeting of creditors under the Bankruptcy Code, (ii) notice
of any claims bar date, (iii) notice of transfer of claims,
(iv) notices of objections to claims and objections to
transfers of claims, (v) notices of any hearings on a
disclosure statement and confirmation of the Debtor's plan
or plans of reorganization, including under Bankruptcy Rule
3017(d), (vi) notice of the effective date of any plan and
(vii) all other notices, orders, pleadings, publications
and other documents as the Debtor or Court may deem
necessary or appropriate for an orderly administration of
the case;
b. maintain an official copy of the Debtor's schedules of
assets and liabilities and statement of financial affairs,
listing the Debtor's known creditors and the amounts owed
thereto;
c. maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a core
mailing list consisting of all parties described in
sections 2002(i), (j) and (k) and those parties that have
filed a notice of appearance pursuant to Bankruptcy Rule
9010; updated said lists and make said lists available upon
request by a party-in-interest or the Clerk;
d. furnish a notice to all potential creditors of the last
date for the filing of proofs of claim and a form for the
filing of a proof of claim, after such notice and form are
approved by the bankruptcy Court, and notify said potential
creditors of the existence, amount and classification of
their respective claims as set forth in the Schedules,
which may be effected by inclusion of such information on a
customized proof of claim form provided to potential
creditors;
e. maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail
received;
f. for all notices, motions, orders or other pleadings or
documents served, prepare and file or caused to be filed
with the Clerk an affidavit or certificate of service
within seven (7) business days of service which includes
(i) either a copy of the notice served or the docket number
and title of the pleading served, (ii) a list of persons to
whom it was mailed, in alphabetical order, with their
addresses, (iii) the manner of service ,and (iv) the date
served;
g. process all proofs of claim received, including those
received by the Clerk's Office, and check said processing
for accuracy, and maintain the original proofs of claim in
a secure area;
h. maintain the official claims register for the Debtor on
behalf of the Clerk; upon the Clerk's request, provide the
Clerk with certified, duplicate unofficial Claims Register;
and specify in the Claims Registers the following
information for each claim docketed (i) the claim number
assigned, (ii) the date received, (iii) the name and
address of the claimant and agent, if applicable, who filed
the claim, (iv) the amount asserted, (v) the asserted
classifications of the claim, (vi) the applicable Debtor,
and (vii) any disposition of the claim;
i. provide public access to the Claims Register, including
complete proofs of claim with attachments, if any, without
charge;
j. implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
k. record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
l. relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Prime Clerk,
not less than weekly;
m. upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk
copies of the claims register for the Clerk's review;
n. monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and changes to the
claims register;
o. identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
p. assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the case as directed by the Debtor or the Court,
including through the use of a case website and call
center;
q. Monitor the Court's docket in these chapter 11 cases and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them to
correct any such error;
r. if the case is converted to Chapter 7, contact the Clerk's
Office within three (3) days of the notice to Prime Clerk
of entry of the order converting the case;
s. thirty (30) days prior to the close of the bankruptcy case,
request the Debtor submits to the Court a proposed Order
dismissing Prime Clerk and terminating the services of such
agent upon completion of its duties and responsibilities
and upon the closing of the bankruptcy case;
t. within seven (7) days of notice to Prime Clerk of entry of
an order closing the Chapter 11 case, provide to the
bankruptcy Court the final version of the claims register
as of the date immediately before the close of the case;
and
t. at the close of these chapter 11 cases, box and transport
all original documents, in proper format, as provided by
the Clerk's, to (i) the Federal Archives Record
Administration, located at 14700 Townsend Road,
Philadelphia, PA 19154-1096 or (ii) any other location
requested by the Clerk.
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $215
Solicitation Consultant $195
COO and Executive VP No charge
Director $175-$195
Consultant/Senior Consultant $70-$170
Technology Consultant $33-$95
Analyst $35-$55
Prime Clerk will be paid a retainer in the amount of $40,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, partner of Prime Clerk LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
E-mail: bsteele@primeclerk.com
About RentPath Holdings, Inc.
RentPath is a digital marketing solutions company that empowers
millions nationwide to find apartments and houses for rent.
RentPath Holdings, Inc., and 11 affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-10312) on Feb. 12,
2020.
RentPath Holdings was estimated to have $100 million to $500
million in assets and $500 million to $1 billion in liabilities as
of the bankruptcy filing.
Weil, Gotshal & Manges LLP and Richards Layton & Finger are serving
as legal counsel, Moelis & Company LLC is serving as financial
advisor, and Berkeley Research Group, LLC, is serving as
restructuring advisor to RentPath. Prime Clerk LLC is the claims
agent.
ROYAL ALICE PROPERTIES: March 18 Disclosure Hearing Set
-------------------------------------------------------
On Feb. 5, 2020, Debtor Royal Alice Properties, LLC, filed with the
U.S. Bankruptcy Court for the Eastern District of Louisiana a
Disclosure Statement and Plan of Reorganization.
On Feb. 6, 2020, Judge Meredith S. Grabill ordered that:
* March 18, 2020, at 9:00 a.m. before the Honorable Meredith S.
Grabill in Courtroom B-709, Hale Boggs Federal Building, 500
Poydras Street, New Orleans, Louisiana is the hearing to consider
the approval of Debtor's Chapter 11 Disclosure Statement.
* March 11, 2020, is fixed as the last day for filing written
objections to said Disclosure Statement and for serving the same in
accordance with Bankruptcy Rule 3017(a).
A full-text copy of the order dated Feb. 6, 2020, is available at
https://tinyurl.com/vrvzkrk from PacerMonitor at no charge.
About Royal Alice Properties
Royal Alice Properties, LLC, owns, manages and rents the building
and real estate located on the 900 block of Royal Street in the
French Quarter, New Orleans, Louisiana. The condominium units are
located at 906, 910-12 Royal St. New Orleans, LA 70116.
Royal Alice Properties sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 19-12337) on Aug.
29, 2019. In the petition signed by Susan Hoffman, member/manager,
the Debtor was estimated $1 million to $10 million in both assets
and liabilities.
The case is assigned to Judge Elizabeth W. Magner.
Leo D. Congeni, Esq. at Congeni Law Firm, LLC, represents the
Debtor.
RRNB 1290: Property Refinancing/Sale to Fund Plan
-------------------------------------------------
RRNB 1290 LLC has proposed a reorganization plan.
The Debtor is a non-public corporation. Since 2015, the Debtor has
been in the business of a real estate holding company. Debtor has
acquired two parcels of commercial real property:
* 3.03 acres of commercial real property located at the corner of
Hwy 46 W at Loop 337 in New Braunfels, Comal County Texas; and
* 3.58 acres located at 1290 River Rd. New Braunfels, Comal
County Texas.
Class 1 Secured claim of Security State Bank & Trust is IMPAIRED.
At the closing of the refinance loan or the sale of the Real
Property, the Class I claim shall be paid in full with interest
accruing from the Petition Date at a rate of 7.5% per annum.
Class 2 Secured claim of Comal County is also IMPAIRED. At the
closing of the refinance loan or the sale of the Real Property
Asset, the Class 2 claim shall be paid in full with interest
accruing from the Petition Date at a rate of 12% per annum.
The Debtor does not have any General Unsecured Claims.
Payments and distributions under the Plan will be funded from the
closing of the refinance loan or sale of the Real Property.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/vchdgf6 from PacerMonitor.com
at no charge.
Counsel for Debtor:
Morris E. "Trey" White III
VILLA & WHITE LLP
1100 NW Loop 410 #802
San Antonio, Texas 78213
Tel: (210) 225-4500
Fax: (210) 212-4649
E-mail: treywhite@villawhite.com
About RRNB 1290
RRNB 1290, LLC is a single asset real estate debtor (as defined in
11 U.S.C. Section 101(51B)).
RRNB 1290 sought protection under Chapter 11 of the Bankruptcy
Code
(Bankr. W.D. Texas Case No. 19-52854) on Dec. 2, 2019. 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
Craig
A. Gargotta oversees the case. The Debtor is represented by
Morris
E. White III, Esq., at Villa & White LLP.
RUSTIC STEEL: Judge Extends Exclusivity Period Through March 5
--------------------------------------------------------------
Judge Caryl Delano of the U.S. Bankruptcy Court for the Middle
District of Florida extended to March 5 the period during which
Rustic Steel Creations, Inc. has the exclusive right to file and
confirm a Chapter 11 plan.
Judge Delano also extended the period during which the company has
the right to accept or reject its lease agreement with Palori
Equities, Inc. to March 5.
About Rustic Steel Creations Inc.
Based in Tampa, Fla., Rustic Steel Creations, Inc. filed a
voluntary Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-04467)
on May 10, 2019, listing under $1 million in both assets and
liabilities. David Jennis, P.A. represents the Debtor as counsel.
The petition was signed by Dominique Martinez, president.
S.A. SPECIALISTS: Plan and Disclosures Due Feb. 28
--------------------------------------------------
Judge Craig A. Gargotta has ordered that the Motion to Extend Time
to file Chapter 11 Plan of Reorganization of S.A. Specialists San
Antonio, LLC is granted and the time within which the Debtor has
the exclusive right to file its Chapter 11 Plan of Reorganization
and Disclosure Statement be extended until Feb. 28, 2020 and the
deadline for the confirmation of the Plan of Reorganization is
extended until April 30, 2020.
About S.A. Specialties San Antonio
Founded in 2004, S.A. Specialties San Antonio --
https://saspecialties.com/ -- is an air conditioning, heating, and
insulation company. It installs and repairs air conditioning and
heating systems; inspects ductwork systems; and installs and
repairs gas, electric, and heat pumps.
S.A. Specialties San Antonio, LLC, based in San Antonio, TX, filed
a Chapter 11 petition (Bankr. W.D. Tex. Case No. 19-52405) on
Oct. 1, 2019. In its petition, the Debtor was estimated to have
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities. The petition was signed by Jason A. Roberds, managing
member. The Hon. Craig A. Gargotta presides over the case.
William R. Davis, Jr., Esq., at Langley & Banack, Inc., serves as
bankruptcy counsel to the Debtor.
SAMANTHA SANSON: Unsecureds Will be Paid in Full in Sale Plan
-------------------------------------------------------------
Samantha Sanson Consulting, Inc., filed a Chapter 11 plan that
provides that once the assets are sold in an 11 U.S.C. Sec. 363
sale, the Debtor will distribute whatever proceeds are remaining to
allowed unsecured claims after payment of administrative and
priority claims in the case.
The Debtor is managed by Samantha Sanson. Since the Debtor will be
sold during the pendency of this case, there will be no further
need for management after the Bankruptcy case is concluded.
The Debtor has filed an application to employ Braunco, Inc., as an
appraiser to evaluate the Debtor's assets including office
equipment, furniture, fixtures as well as the Debtor's consulting
agreement with King Henry VIII, Inc. Once the application is
approved, Braunco will appraise the assets and provide the Debtor
with a fair market value of the assets. The Debtor will supplement
this Disclosure Statement once the appraisal is completed.
Class 1 Allowed General Unsecured Claims are impaired. The Allowed
Unsecured Claims in Plan Class 1 will share pro rata in a one-time
distribution in the amount of the proceeds received from a sale of
the Debtor's assets up to payment in full; however, no interest
will accrue or be paid.
Class 2 Interest Holders will retain their Interest if the Plan is
confirmed and will receive the net benefit, if any, after the
payment of Class 1 Allowed Unsecured claims.
All obligations required to be satisfied in cash under the Plan on
the Effective Date will be satisfied from cash on hand of the
Debtor from the proceeds of the sale of all of the Debtor’s
assets pursuant to the 363 Sale.
A full-text copy of the Disclosure Statement dated Feb. 10, 2020,
is available at https://tinyurl.com/wa3ncl9 from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
J. BENNETT FRIEDMAN, ESQ.
FRIEDMAN LAW GROUP, P.C.
1901 Avenue of the Stars, Suite 1000
Los Angeles, California 90067
Telephone: (310) 552-8210
Facsimile: (310) 733-5442
E-mail: jfriedman@flg-law.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/performance industry.
Samantha Sanson Consulting Inc. 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.
SARAI SERVICES: Unsecured Creditors to Be Paid in Full Over Time
----------------------------------------------------------------
Debtors Sarai Services Group, Inc., SSGWWJV LLC, and Sarai
Investment Corporation filed the Third Amended Joint Disclosure
Statement describing its Joint Plan of Reorganization.
According to the Third Amended Joint Disclosure Statement, the Plan
treats claims in Class 8 Unsecured Priority Health Insurance Plan
Premiums of Sarai Services Group to be paid equal monthly payments
for a period of 60 months with the approved claim amount amortized
for a 180-month term.
Holders of general unsecured claims of Sarai Services in Class 9,
owed $463,508, will receive equal monthly payments of $2,000. The
allowed claims will each receive a pro rata split of every $2,000
payment amount based on their claim's proportionate share of the
total allowed claims in this Class on the date that each
individual monthly payment's issuance. Monthly payments of
$2,000 will continue until payment in full of all allowed claims
in the Class.
The Debtors' normal cash flow and proceeds from resolving its
unliquidated claims shall be the sole source of funds for the
payments to creditors authorized by the U.S. Bankruptcy Court's
confirmation of this Plan. The Debtor reserves the right to sell
collateral for the purpose of providing some funding for the Plan
as the Debtor deems necessary.
A full-text copy of the Third Amended Disclosure Statement dated
Feb. 6, 2020, is available at https://tinyurl.com/vbwxcuq from
PacerMonitor at no charge.
The Debtors are represented by:
SPARKMAN, SHEPARD & MORRIS, P.C.
P.O. Box 19045
Huntsville, AL 35804
Tel: (256) 512-9924
Fax: (256) 512-9837
About Sarai Services Group
Sarai Services Group, Inc., together with its subsidiaries, is a
privately-held company in Huntsville, Alabama, that specializes in
logistics, program management and information technology.
Sarai Services Group, SSGWWJV LLC, Sarai Investment Corporation and
CM Holdings, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case Nos. 18-82948 to 18-82951)
on Oct. 3, 2018. In the petitions signed by CEO James Mitchell,
each Debtor was estimated to have assets of $1 million to $10
million and liabilities of the same range. Judge Clifton R. Jessup
Jr. oversees the cases. Sparkman, Shepard & Morris, P.C., is the
Debtor's counsel.
SEABRAS 1 USA: Seeks to Hire Kirkland & Ellis as Attorney
---------------------------------------------------------
Seabras 1 USA, LLC, and its debtor-affiliates, seek authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP,
as attorney to the Debtors.
Seabras 1 USA requires Kirkland & Ellis to:
a. advise the Debtors with respect to their powers and duties
as debtors in possession in the continued management and
operation of their businesses and properties;
b. advise and consult on the conduct of these chapter 11
cases, including all of the legal and administrative
requirements of operating in chapter 11;
c. attend meetings and negotiating with representatives of
creditors and other parties in interest;
d. take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the
Debtors' behalf, defending any action commenced against the
Debtors, and representing the Debtors in negotiations
concerning litigation in which the Debtors are involved,
including objections to claims filed against the Debtors'
estates;
e. prepare pleadings in connection with these chapter 11
cases, including motions, applications, answers, orders,
reports, and papers necessary or otherwise beneficial to
the administration of the Debtors' estates;
f. represent the Debtors in connection with obtaining
authority to continue using cash collateral and
postpetition financing;
g. advise the Debtors in connection with any potential sale of
assets;
h. appear before the Court and any appellate courts to
represent the interests of the Debtors' estates;
i. advise the Debtors regarding tax matters;
j. take any necessary action on behalf of the Debtors to
negotiate, prepare, and obtain approval of a disclosure
statement and confirmation of a chapter 11 plan and all
documents related thereto; and
k. perform all other necessary legal services for the Debtors
in connection with the prosecution of these chapter 11
cases, including: (i) analyzing the Debtors' leases and
contracts and the assumption and assignment or rejection
thereof; (ii) analyzing the validity of liens against the
Debtors; and (iii) advising the Debtors on corporate and
litigation matters.
Kirkland & Ellis will be paid at these hourly rates:
Partners $1,075 to $1,845
Of Counsel $625 to $1,845
Associates $610 to $1,165
Paraprofessionals $245 to $460
Kirkland & Ellis will also be reimbursed for reasonable
out-of-pocket expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Kirkland & Ellis represented the Debtors during the
four-month period before the Petition Date, using
the hourly rates listed above.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Yes, for the period from February 12, 2020 through
May 12, 2020.
Chad J. Husnick, president of Chad J. Husnick, P.C., a partner of
the law firm of Kirkland & Ellis LLP, and Kirkland & Ellis
International, LLP, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
Kirkland & Ellis can be reached at:
Chad J. Husnick, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
About Seabras 1 USA, LLC
Seabras 1 Bermuda LLC and its wholly-owned subsidiary Seabras 1 USA
LLC own a fiber optic cable system between New York USA and Sao
Paulo Brazil known as Seabras-1. Seabras-1 itself is fully operated
by Seaborn Networks, a developer-owner-operator of submarine fiber
optic cable systems.
Seabras 1 Bermuda and Seabras 1 USA filed Chapter 11 petitions
(Bankr. S.D.N.Y. Lead Case No. 19-14006) on Dec. 22, 2019. In the
petitions signed by CEO Larry W. Schwartz, the Debtors were
estimated to have $50 million to $100 million in assets and $100
million to $500 million in liabilities.
The Debtors tapped Bracewell LLP as bankruptcy counsel; Barbosa
Mussnich Aragao as local counsel; and Stretto as claims agent.
SHRI VITTHAL: Court Conditionally Approves Disclosure Statement
---------------------------------------------------------------
Judge Christine M. Gravelle has ordered that the Disclosure
Statement dated filed by Shri Vitthal, Inc., is conditionally
approved.
The Plan, the Disclosure Statement, a ballot conforming to Official
Form 314, and a copy of this order must be served on creditors,
equity security holders, and other parties in interest by the plan
proponent, and shall be transmitted to the United States Trustee.
March 31, 2020, is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
March 31, 2020, is fixed as the last day for filing written
acceptances or rejections of the Plan under D.N.J. LBR 3018-1(a).
A hearing will be held on April 7, 2020 at 2:00 p.m. for final
approval of the Disclosure Statement and for confirmation of the
Plan before the Honorable Christine M. Gravelle, United States
Bankruptcy Court, District of New Jersey, 402 East State street
Trenton, New Jersey 08608, in Courtroom 3.
About Shri Vitthal
Shri Vitthal, Inc., operates a 7-Eleven franchise in Monmouth
County, New Jersey. It sought Chapter 11 protection (Bankr. D.N.J.
Case No. 19-25689) on Aug. 13, 2019. The Hon. Christine M.
Gravelle is the case judge. Timothy P. Neumann, Esq., at Broege,
Neumann, Fischer & Shaver LLC, serves as counsel to the Debtor.
SILVER CREEK: Given Until March 9 to Exclusively File Plan
----------------------------------------------------------
Judge Thomas Agresti of the U.S. Bankruptcy Court for the Western
District of Pennsylvania extended the period during which only
Silver Creek Services, Inc. can file a Chapter 11 plan to March 9.
The company can solicit acceptances for the plan until May 6.
About Silver Creek Services Inc.
Silver Creek Services Inc. provides oil and gas field services,
including fracturing, flowback and production testing.
Silver Creek Services filed a voluntary petition under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Penn. Case No. 19-22775) on
July 11, 2019. In the petition signed by Michael Didier, chief
executive officer, the Debtor disclosed $6,385,000 in assets and
$11,922,381 in liabilities. Robert O. Lampl, Esq., at Robert O.
Lampl Law Office, is the Debtor's legal counsel.
SJV INC: Hires Verdiramo & Verdiramo as Special Counsel
-------------------------------------------------------
SJV, Inc., seeks authority from the U.S. Bankruptcy Court for the
District of New Jersey to employ Verdiramo & Verdiramo, P.A., as
special counsel to the Debtor.
SJV, Inc. requires Verdiramo & Verdiramo to assist the Debtor in
the negotiation and sale of the liquor license of the Debtor.
Verdiramo & Verdiramo will be paid a flat fee of $7,500 to be paid
at closing.
To the best of the Debtor's knowledge the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Verdiramo & Verdiramo can be reached at:
Verdiramo & Verdiramo, P.A.
3163 Kennedy Boulevard
Jersey City, NJ 07306
Tel: (201) 798-7082
About SJV, Inc.
In 1995, SJV, Inc., was formed for the purposes of operating Karma,
a nightclub in Seaside Heights, NJ. In 1997, LASV, Inc., was formed
for the purposes of operating, Bamboo, another associated nightclub
in Seaside Heights, NJ. Saddy Family, LLC was formed as a real
estate holding company for the properties used by SJV and LASV.
SJV Inc. sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D.N.J. Case No. 19-14220) on Feb. 28, 2019. At the time of
the filing, the Debtor was estimated to have assets of less than $1
million and liabilities of $1 million to $10 million. The case is
assigned to Judge Christine M. Gravelle. The Law Office of Eugene
D. Roth is the Debtor's counsel.
SJV Inc. is related to and associated with debtors Saddy Family,
LLC under Case No. 19-14223-KCF and LASV, Inc., under Case No.
19-14218-KCF (the "Associated Debtors").
SORENSEN FUNERAL: Plan and Disclosures Due March 6
--------------------------------------------------
Judge Caryl E. Delano has ordered that Sorensen Funeral Home, LLC,
Sorensen Real Estate Holdings LLC, and Family Owned Funeral
Services, LLC, are granted until March 6, 2020 to file a Plan and a
Disclosure Statement.
About Sorensen Funeral Home
Sorensen Funeral Home LLC -- https://www.sorensenfuneralhome.com/
-- offers a range of personalized funeral services.
Sorensen Funeral along with affiliates Sorensen Real Estate
Holdings, LLC and Family Owned Funeral Services, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.
Fla. Case No. 19-09877) on Oct. 17, 2019. The petitions were
signed by Brian Buchert, managing member.
At the time of the filing, Sorensen Funeral disclosed $71,412 in
assets and $2,473,748 in debts; Sorensen Real Estate disclosed
$785,000 in assets and $2,396,827 in debt; and Family Owned Funeral
disclosed $116,985 in assets and $2,550,836 in debt.
The Debtors hired Laurie L. Blanton, Esq. at Blanton Law, P.A. as
counsel.
SOUTHERN LIVING: March 18 Plan Confirmation Hearing Set
-------------------------------------------------------
On Jan. 31, 2020, debtor Southern Living of Burnsville NC, LLC,
filed the Plan of Reorganization and Disclosure Statement for Plan
of Reorganization for S&S Forest City NC, LLC. The Debtor also
filed, on Jan, 31, 2020, an application requesting entry of an
order conditionally approving the Disclosure Statement and
scheduling a hearing to consider final approval and the Plan
Confirmation hearing.
On Feb. 4, 2020, Judge Barbara Ellis-Monro conditionally approved
the Disclosure Statement and established the following dates and
deadlines:
* March 11, 2020, is fixed as the last day for filing written
acceptances or rejections of Debtor's Plan.
* March 11, 2020, is fixed as the last day for filing and
serving written objections to the Disclosure Statement or to
confirmation of the Plan.
* March 18, 2020, at 9:25 a.m., in Courtroom 342, U.S.
Courthouse, 600 East First Street, Rome, GA 30161 is the hearing to
consider confirmation of the Plan, and to determine the value of
collateral and extent to which claims are secured.
A full-text copy of the order dated February 4, 2020, is available
at https://tinyurl.com/uz72yum from PacerMonitor at no charge.
Attorney for the Debtor:
JONES & WALDEN, LLC,
Cameron M. McCord
21 Eighth Street
Atlanta, Georgia 30309
Tel: (404) 564-9300
E-mail: cmccord@joneswalden.com
About Southern Living for Seniors
Southern Living for Seniors of Burnsville NC, LLC, owns and
operates an assisted living facility.
Based in Dallas, Ga., Southern Living for Seniors of Burnsville NC,
LLC, filed a petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Case No. 19-42896) on Dec. 14, 2019. In the
petition signed by Kenneth Mark Simons, member and manager, the
Debtor was estimated to have up to $50,000 in assets and $1 million
to $10 million in liabilities. Cameron M. McCord, Esq., at Jones &
Walden, LLC, is serving as the Debtor's counsel.
SSW INTERNATIONAL: Seeks to Hire Reed Smith as Legal Counsel
------------------------------------------------------------
SSW International, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
hire Reed Smith LLP as their legal counsel.
The firm will provide these services in connection with the
Debtors' Chapter 11 cases:
(a) advise the Debtors of their powers and duties in the
continued management and operation of their business and assets;
(b) prepare legal papers;
(c) attend meetings and negotiate with representatives of
creditors and other parties;
(d) take actions to protect and preserve the Debtors' estates,
including the prosecution of actions on their behalf, the defense
of any actions commenced against the estates, negotiations
concerning all litigation in which the Debtors may be involved, and
objections to claims filed against the estates;
(e) prepare a Chapter 11 plan and all related documents; and
(f) appear before the bankruptcy court, any appellate courts,
and the Office of the U.S. Trustee.
The firm's hourly rates are:
Paul Singer Partner $900
Luke Sizemore Partner $640
Alexis Leventhal Associate $385
Amy Kerlin Associate $385
Reed Smith received $150,586.83 within one year before the petition
date, of which $150,586.83 was used to pay for the firm's
pre-bankruptcy services. The payment also includes a retainer fee
in the amount of $97,709.83.
Paul Singer, Esq., at Reed Smith, disclosed in court filings that
his firm is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.
Reed Smith can be reached through:
Paul M. Singer, Esq.
Reed Smith LLP
Reed Smith Centre, 225 Fifth Avenue
Pittsburgh, PA, 15222
Tel: +1 412 288 3131
Fax: +1 412 288 3063
About SSW International
SSW International, Inc. and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Lead Case No. 20-20232) on Jan. 21, 2020. The
petitions were signed by Walter Sieckmann, chief executive officer.
At the time of filing, SSW International estimated $1 million to
$10 million in assets and $100,000 to $500,000 in liabilities.
Judge Thomas P. Agresti oversees the cases. The Debtors are
represented by Paul M. Singer, Esq., and Luke A. Sizemore, Esq., at
Reed Smith, LLP.
TAL ON 1ST INC: Hires Morrison Tenenbaum as Counsel
---------------------------------------------------
Tal on 1st Inc., LX Avenue Bagels Inc., and Amir Ram Bagels Inc.,
seek authority from the U.S. Bankruptcy Court for the Eastern
District of New York to employ Morrison Tenenbaum, PLLC, as counsel
to the Debtor.
Tal on 1st Inc. requires Morrison Tenenbaum to:
a. advise the Debtor with respect to its powers and duties as
debtor-in-possession in the management of its estate;
b. assist in any amendments of Schedules and other financial
disclosures and in the preparation/review/amendment of a
disclosure statement and plan of reorganization;
c. negotiate with the Debtor's creditors and taking the
necessary legal steps to confirm and consummate a plan of
reorganization;
d. prepare on behalf of the Debtor all necessary motions,
applications, answers, proposed orders, reports and other
papers to be filed by the Debtor in this case;
e. appear before the Bankruptcy Court to represent and protect
the interests of the Debtor and its estate; and
f. perform all other legal services for the Debtor that may be
necessary and proper for an effective reorganization.
Morrison Tenenbaum will be paid at these hourly rates:
Partners $425 to $525
Associates $380
Paraprofessionals $200
On November 1, 2019, Morrison Tenenbaum received a retainer fee in
the amount of $15,000 from LX Avenue Bagels Inc. Morrison Tenenbaum
has not received a retainer from either Amir Ram Bagels Inc. or Tal
on 1st Inc.
Morrison Tenenbaum will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Lawrence F. Morrison, a partner at Morrison Tenenbaum, PLLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Morrison Tenenbaum can be reached at:
Lawrence F. Morrison, Esq.
Brian J. Hufnagel, Esq.
MORRISON TENENBAUM PLLC
87 Walker Street, Floor 2
New York, NY 10013
Tel: (212) 620-0938
E-mail: lmorrison@m-t-law.com
bjhufnagel@m-t-law.com
About Tal on 1st Inc.
Tal On 1st Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 19-46771) on November 9, 2019, disclosing under
$1 million in both assets and liabilities. The Debtor is
represented by Lawrence F. Morrison, Esq., at Morrison Tenenbaum,
PLLC.
THEE TREE HOUSE: Taps Jennis Law Firm as Special Counsel
--------------------------------------------------------
Thee Tree House, LLC received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Jennis Law Firm
as its special counsel.
The firm will provide legal services in connection with the motion
filed by creditor Palscher, Inc. for relief from the automatic
stay.
Jennis Law's hourly rates range from $120 to $160 for paralegals
and from $250 to $475 for attorneys. The firm requested a $10,000
post-petition retainer.
Jennis Law and its attorneys neither hold nor represent any
interest adverse to the Debtor's bankruptcy estate, according to
court filings.
The firm can be reached through:
David S. Jennis, Esq.
Erik Johanson, Esq.
Jennis Law Firm
606 E. Madison St.
Tampa, FL 33602
Phone: (813) 229-2800
Email: ejohanson@jennislaw.com
djennis@jennislaw.com
About Thee Tree House
Thee Tree House, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-11768) on Dec. 13,
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. Judge Caryl E. Delano oversees the case.
The Debtor is represented by McIntyre Thanasides Bringgold Elliott
Grimaldi Guito & Matthews, P.A.
THURSTON MANUFACTURING: Nutrien Buying Thurston Property for $65.4K
-------------------------------------------------------------------
Thurston Manufacturing Co. asks the U.S. Bankruptcy Court for the
District of Nebraska to authorize the sale of approximately 10
acres of farm land located directly east of 1708 H Avenue,
Thurston, Nebraska to Nutrien Ag Solutions, Inc. for $65,400.
The Debtor believes it has a sound business justification to sell
the Farmland now that it has ceased operations at its facility in
Thurston, Nebraska, and the Farmland is not currently being used.
The Debtor marketed the Farmland on its own to maximize the
proceeds from a sale of the same. It has spent the last several
months conducting a thorough marketing process to obtain the best
sale price for the Farmland.
The Debtor entered into an Offer to Buy Real Estate and Acceptance
with the Buyer. The parties propose to enter into an agreement for
the sale of the Farmland for $65,400. The purchase price
represents the highest offer on the real property and matches the
most recent liquidation value appraisal conducted on Oct. 15, 2019
by R.L. Spence Co. Real Estate Appraisal & Consulting.
The proposed sale of the Farmland will be the result of an
arms'-length, extensive and lengthy marketing process detailed and
represents an opportunity to achieve a value-maximizing
transaction.
The Debtor reserves the right to file and serve any supplemental
pleading or declaration that the Debtor deems appropriate or
necessary in support of their request for entry of the Order
authorizing the sale of the Farmland before the Transaction
finalized.
The Debtor asks authority to convey the Farmland free and clear of
all interests including liens, claims, rights, interests, charges,
and encumbrances, with any such liens, claims, rights, interests,
charges, and encumbrances to attach to the proceeds of the
Transaction.
To implement the foregoing successfully, the Debtor asks a waiver
of the notice requirements under Bankruptcy Rule 6004(a) and the
requirements under Local Rule 6004-1.
The objection deadline is Feb. 17, 2020.
A copy of the Contract is available at https://tinyurl.com/yx7zstah
from PacefrMonitor.com free of charge.
About Thurston Manufacturing Co
Thurston Manufacturing Co., a company based in Thurston, Neb.,
filed a Chapter 11 petition (Bankr. D. Neb. Case No. 19-80108) on
Jan. 23, 2019. In the petition signed by CEO Ryan J. Jensen, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The Hon. Shon Hastings oversees the case. Elizabeth
M. Lally, Esq., at Goosman Law Firm PLC, serves as bankruptcy
counsel.
TRANS WORLD: Closes Sale of FYE Business Segment for $10 Million
----------------------------------------------------------------
Trans World Entertainment has closed the previously-announced sale
of substantially all of the assets constituting its For Your
Entertainment ("FYE") segment to a subsidiary of Sunrise Records
and Entertainment Ltd. ("Sunrise"), the parent of Sunrise Records
in Canada and HMV Records in the United Kingdom, for $10 million in
cash, subject to net inventory and other adjustments, plus the
assumption of certain liabilities.
The Transaction was unanimously approved by the Company's board of
directors on Jan. 23, 2020, and was approved by more than
two-thirds of the Company's shareholders at a special shareholders
meeting held on Feb. 17, 2020. All of the proceeds from the
Transaction were used to repay outstanding indebtedness and to
satisfy other unassumed liabilities.
Going forward, the Company plans to focus on the operation of its
wholly owned subsidiary, etailz, Inc., which has entered into a
loan and security agreement with Encina Business Credit, LLC of up
to $25 million. The facility will be primarily used to provide
capital for etailz to achieve its growth goals, which includes
further developing its software and services offerings, supporting
inventory expansion, and expanding into new marketplaces and
geographies.
Michael Feurer, Trans World's CEO, stated "The sale of our FYE
segment has put our stores and employees in the best position to
continue forward and build upon an almost 50 year legacy. With
respect to etailz, we believe marketplace selling, technology, and
advertising have never been more important to global retailing.
The securing of the credit facility for etailz is a positive and
important first step to support the growth of etailz, which will
remain our focus for the future."
About Trans World
Headquartered in Albany, New York, Trans World Entertainment is a
multi-channel retailer, blending a 40-year history of entertainment
retail experience with digital marketplace expertise. Its brands
seamlessly connect customers with the most comprehensive selection
of music, movies, and pop culture products on the channel of their
choice. The Company has operated as a specialty retailer of
entertainment and pop culture merchandise with stores in the United
States and Puerto Rico, primarily under the name fye, for your
entertainment, and on the web at www.fye.com and
www.secondspin.com. Trans World Entertainment, which established
itself as a public company in 1986, is traded on the Nasdaq
National Market under the symbol "TWMC".
Trans World reported a net loss of $97.38 million for the year
ended Feb. 2, 2019, following a net loss of $42.55 million for the
year ended Feb. 3, 2018. As of Nov. 2, 2019, Trans World had
$141.48 million in total assets, $116.60 million in total
liabilities, and $24.87 million in total shareholders' equity.
The Company incurred net losses of $39.1 million and $31.7 million
for the thirty-nine weeks ended Nov. 2, 2019 and Nov. 3, 2018,
respectively, and has an accumulated deficit of $89.3 million at
Nov. 2, 2019. In addition, net cash used in operating activities
for the thirty-nine weeks ended Nov. 2, 2019 was $30.8 million.
Net cash used in operating activities for the thirty-nine weeks
ended Nov. 3, 2018 was $53.3 million. The Company also experienced
negative cash flows from operations during fiscal 2018 and 2017,
and expects to incur net losses in the foreseeable future. Based
on its recurring losses from operations, expectation of continuing
operating losses for the foreseeable future, and uncertainty with
respect to any available future funding, as well as the completion
of other strategic alternatives, the Company has concluded that
there is substantial doubt about its ability to continue as a going
concern for a period of one year after the date of filing of this
Quarterly Report on Form 10-Q (Dec. 23, 2019).
VESTAVIA HILLS: Taps Sullivan Hill as Legal Counsel
---------------------------------------------------
Vestavia Hills, Ltd., received approval from the U.S. Bankruptcy
Court for the Southern District of California to hire Sullivan Hill
Rez & Engel, APLC as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a. advise the Debtor regarding its proposed plan of
reorganization or liquidation and sale of its assets;
b. evaluate, object to or resolve claims against the Debtor's
bankruptcy estate;
c. commence, prosecute and defend suits and adversary
proceedings arising out of or relating to the case and to assets of
the estate;
d. represent the Debtor in hearings before the court; and
e. assist in the preparation of contracts, monthly operating
reports, accounts, applications and orders.
The hourly rates charged by Sullivan Hill for the services of its
attorneys range from $325 to $585. Paralegals and other
professionals charge between $30 per hour and $185 per hour.
The Debtor paid the firm a $200,000 retainer.
No shareholder or employee of Sullivan Hill holds or represents any
interest adverse to the estate, according to court filings.
The firm can be reached through:
James P. Hill, Esq.
Christopher V. Hawkins, Esq.
Sullivan Hill Rez & Engel, APLC
600 B Street, 17th Floor
San Diego, CA 92101
Phone: (619) 233-4100
Fax: (619) 231-4372
Email: hill@sullivanhill.com
Email: hawkins@sullivanhill.com
About Vestavia Hills
Vestavia Hills, Ltd., which conducts business under the name Mount
Royal Towers, operates a continuing care retirement community and
assisted living facility for the elderly in Vestavia Hills, Ala.
It offers individualized senior living options for a convenient
community lifestyle and provides personalized nursing care.
Vestavia Hills sought Chapter 11 protection (Bankr. S.D. Cal. Case
No. 20-00018-11) on Jan. 3, 2020. The Debtor disclosed $18,531,957
in assets and $29,742,790 in liabilities as of the bankruptcy
filing. Judge Louise Decarl Adler oversees the case. Sullivan
Hill Rez & Engel is the Debtor's legal counsel.
WANSDOWN PROPERTIES: Exclusivity Period Extended to May 5
---------------------------------------------------------
Judge Stuart Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York extended the exclusive periods during
which Wansdown Properties Corporation, N.V. can file a Chapter 11
plan and solicit acceptances for the plan to May 5 and July 4,
respectively.
The company needs more time to gather enough information to prepare
a new Chapter 11 plan, which will depend upon the outcome of the
sale of its real property located at 29 Beekman Place, N.Y.
Wansdown filed its initial plan on Dec. 2, 2019, which contemplated
the sale of the property to 29 Beekman Corp. At the time the plan
was filed, the company expected the proceeds from the sale to be
sufficient to pay in full all allowed administrative claims and
other unclassified claims. Moreover, no class of creditors was
impaired under the plan and the company expected it would not be
required to solicit votes from creditors to accept or reject the
plan. However, without any prior notice, the company's sole
shareholder, Pelmadulla Stiftung, Vaduz filed a claim in the amount
of $3,243,941 based on a purported loan that was never documented,
preventing the company from proceeding with the plan.
About Wansdown Properties
Wansdown Properties Corporation, N.V. was incorporated in 1979
under the laws of Curacao in accordance with Article 38 of the
Commercial Code of the Netherlands Antilles, and continues to exist
under the laws of the Netherland Antilles. Its primary asset is a
seven-story townhouse located at 29 Beekman Place, N.Y. Wansdown
was formed as a holding company to own and manage the real property
for an affluent individual who deceased in January 2016.
Wansdown sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. N.Y. Case No. 19-13223) on Oct. 8, 2019. At the time
of the filing, the Debtor was estimated to have assets of between
$10 million and $50 million and liabilities of the same range.
Judge Stuart M. Bernstein oversees the case. The Debtor tapped
Rubin LLC as its legal counsel, and Blank Rome LLP as its special
counsel.
YOURWAY COATINGS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Yourway Coatings, LLC
8617 Clinton Road
Cleveland, OH 44144
Business Description: Yourway Coatings, LLC is in the business
of coating, engraving, heat treating, and
allied activities.
Chapter 11 Petition Date: February 25, 2020
Court: United States Bankruptcy Court
Northern District of Ohio
Case No.: 20-11068
Judge: Hon. Arthur I. Harris
Debtor's Counsel: Jeffrey M. Levinson, Esq.
LEVINSON LLP
55 Public Square, Suite 1750
Cleveland, OH 44113
Tel: (216) 514-4935
E-mail: jml@jml-legal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by John S. Hadgis, president.
A full-text 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/Z2RgHQ
ZACHAIR LTD: Hires William C. Harvey & Associates as Appraiser
--------------------------------------------------------------
Zachair, Ltd., seeks authority from the U.S. Bankruptcy Court for
the District of Maryland to employ William C. Harvey & Associates,
Inc., as appraiser to the Debtor.
The Debtor is a Maryland corporation which owns an assemblage of
real property totaling 423.45 acres located in Prince George's
County, Maryland. The Debtor requires William C. Harvey &
Associates to appraiser the abovementioned real property and
provide an appraisal report.
William C. Harvey & Associates will be paid:
(i) $100 per hour for researcher time;
(ii) $325 per hour for senior appraiser time; and
(iii) $5250 per hour for supervisory appraiser time.
Prior to the Petition Date, William C. Harvey & Associates received
a total retainer of $12,500.00 (the "Retainer") for pre-petition
services, which amount was paid by the Debtor. The Retainer was
paid in two installments: $10,000 on December 18, 2019, and $2,500
on January 15, 2020. The Firm incurred fees prior to the Petition
Date totaled $11,420. It applied the Retainer to its outstanding
professional fees immediately prior to the Petition Date, leaving a
post-petition retainer balance of $1,080.
William C. Harvey & Associates will also be reimbursed for
reasonable out-of-pocket expenses incurred.
William C. Harvey, partner of William C. Harvey & Associates, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
William C. Harvey & Associates can be reached at:
William C. Harvey
WILLIAM C. HARVEY & ASSOCIATES, INC.
1146 Walker Rd.
Great Falls, VA 22066
Tel: (703) 759-6644
About Zachair Ltd.
Zachair, Ltd. -- http://www.hydefield.com/-- was formed by Dr.
Nabil Asterbadi for the purpose of acquiring Hyde Field, an airport
for commercial and general aviation. Hyde Field is located near
Andrews Air Force Base, National Harbor, Downtown Washington DC,
and nearby Northern Virginia. It offers a 3000' lighted runway with
a day & night instrument approach.
Zachair, Ltd., based in Clinton, MD, filed a Chapter 11 petition
(Bankr. D. Md. Case No. 20-10691) on Jan. 17, 2020. In the
petition signed by Nabil J. Asterbadi, president, the Debtor was
estimated to have $10 million to $50 million in assets and $1
million to $10 million in liabilities. WHITEFORD, TAYLOR, PRESTON
LLP serves as bankruptcy counsel.
*********
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 ***