/raid1/www/Hosts/bankrupt/TCR_Public/200508.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, May 8, 2020, Vol. 24, No. 128
Headlines
2178 ATLANTIC: Voluntary Chapter 11 Case Summary
ABB CON-CISE: Bank Debt Trades at 23% Discount
ABE'S BOAT: $209K Sale of Tiara 4300 Sovran Vessel to Matherne OK'd
ADVAXIS INC: All Four Proposals Approved at Annual Meeting
AERO-MARINE: $179K Sale of Punta Gorda Property to Johnsons Okayed
AFFINION GROUP: Bank Debt Trades at 27% Discount
AGILE THERAPEUTICS: Incurs $7.88 Million Net Loss in First Quarter
ALAMO BUS: Seeks to Hire Charles F. Dickerson as Auctioneer
ALLIANCE HEALTHCARE: Bank Debt Trades at 29% Discount
ANDRA'S REDEMPTION: May 27 Auction Sale of Ozone Park Property OK'd
ANICHINI: Ch.11 Trustee Hires Lemery Greisler as Attorney
APCO HOLDINGS: Bank Debt Trades at 16% Discount
BEP ULTERRA: Bank Debt Trades at 30% Discount
BILTMORE 24: Seeks to Hire Michael W. Carmel as Bankruptcy Counsel
BOYD GAMING: Bank Debt Trades at 26% Discount
BREDA LLC: Says It's on Track to Close on Debt Refinancing
BRETHREN HOME: $2.6M Sale of Business & Property to Waterstone OK'd
BRISTOL HEALTHCARE: Trustee's Auction of All Assets Moved to June 4
BSVH LLC: Gets Court Approval to Employ Accountant
BYRDLAND PROPERTIES: Taps Merrick Baker as Special Counsel
C&D TECHNOLOGIES: Bank Debt Trades at 17% Discount
CARROLS RESTAURANT: Bank Debt Trades at 24% Discount
CARROUSEL THERAPY: Unsecureds to Recover 35.5% in Plan
CFRA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
CHICAGO EDUCATION BOARD: Moody's Alters Outlook on B1 to Stable
CLYDE J. SUTTON, JR: $115K Sale of Shelbyville Property Approved
COHU INC: Bank Debt Trades at 18% Discount
COLUMBIA NUTRITIONAL: Sale of Excess Machinery & Equipment Approved
CONNACHER OIL: Bank Debt Trades at 23% Discount
COOPER-STANDARD AUTOMOTIVE: Bank Debt Trades at 24% Discount
CPG INT'L: Moody's Rates New $320MM Senior Unsecured Notes 'Caa2'
CPI ACQUISITION: Bank Debt Trades at 34% Discount
CREATIVE HAIRDRESSERS: Hires Carl Marks as Financial Advisor
CREATIVE HAIRDRESSERS: Seeks to Hire A&G as Real Estate Advisor
CREATIVE HAIRDRESSERS: Seeks to Hire Epiq as Claims Agent
CREATIVE HAIRDRESSERS: Seeks to Hire Shapiro Sher as Legal Counsel
CRESTWOOD HOLDINGS: Bank Debt Trades at 59% Discount
CRM CITY: Gets Approval to Hire Walker & Patterson as New Counsel
CROWN FINANCE: Bank Debt Trades at 37% Discount
CRYOLIFE INC: Bank Debt Trades at 18% Discount
CYPRESS LAWN: Court Conditionally Approves Disclosure Statement
CYTOSORBENTS CORP: Incurs $3.5 Million Net Loss in First Quarter
DAN'S MOBILE V: Unsecureds to Recover 20% in 5 Years
DASH GROUP: To Pay Claims in Full Under Plan
DEL MONTE: Bank Debt Trades at 27% Discount
DIAMOND SPORTS: Bank Debt Trades at 19% Discount
DIEBOLD NIXDORF: Bank Debt Trades at 20% Discount
EDWARD DON: Bank Debt Trades at 29% Discount
EDWARD J. HOVATTER: $335K Sale of Hammonton Property Approved
ENGINEERED MACHINERY: Moody's Affirms B3 CFR, Outlook Stable
EPIC CRUDE: Moody's Lowers CFR to Caa1, Outlook Negative
EPIC Y-GRADE: Moody's Lowers CFR to Caa2, Outlook Negative
EXELA INTERMEDIATE: Bank Debt Trades at 75% Discount
FONTAINEBLEAU LAS VEGAS: Bank Debt Trades at 86% Discount
FOREVER 21: Requires Additional Time to Formulate Chapter 11 Plan
FRANKLIN CAMBRIDGE: Trustee's Auction of Property Moved to June 4
FRONTIER COMMUNICATIONS: Seeks to Hire Administrative Advisor
GALILEO LEARNING: Case Summary & 30 Largest Unsecured Creditors
GLASS MOUNTAIN: Bank Debt Trades at 47% Discount
GREATER APOSTOLIC: Examiner Taps Finlayson Toffer as Legal Counsel
GREENHILL & CO: Moody's Lowers CFR to Ba3, Outlook Stable
HARLEY LLC: Seeks Court Approval to Hire Bankruptcy Attorney
HELIX ACQUISITION: Bank Debt Trades at 19% Discount
HENRY ANESTHESIA: Wants to Maintain Exclusivity Through July 31
HERTZ GLOBAL: Granted 11th-Hour Reprieve From Potential Bankruptcy
HERTZ GLOBAL: Granted Forbearance From Lenders Until May 22
HILTON GRAND: Moody's Alters Outlook on Ba2 CFR to Negative
HOGAR LA MISERICORDIA: June 11 Hearing on Disclosure Statement
HOLLEY PURCHASER: Bank Debt Trades at 22% Discount
INDRA HOLDINGS: Bank Debt Trades at 19% Discount
INTERPACE BIOSCIENCES: Awards CFO Option to Buy up to 60K Shares
INTRADO CORP: Bank Debt Trades at 21% Discount
INTRADO CORP: Bank Debt Trades at 21% Discount
ISAGENIX INTERNATIONAL: Bank Debt Trades at 63% Discount
J. HILBURN: Files for Bankruptcy Amid Coronavirus Downturn
J. HILBURN: May 11 Telephonic Meeting Set to Form Panel
JOHN VARVATOS: Case Summary & 30 Largest Unsecured Creditors
JOHN VARVATOS: Men's Designer Brand Ends Up in Chapter 11
JP INTERMEDIATE: Bank Debt Trades at 49% Discount
K&N PARENT: Bank Debt Trades at 32% Discount
KCA DEUTAG: Bank Debt Trades at 67% Discount
KEANE GROUP: Bank Debt Trades at 31% Discount
L BRANDS: Moody's Cuts CFR & Senior Unsecured Rating to 'B2'
LAKEWAY PUBLISHERS: Unsecureds to Recover 100% in $7.65M Sale Plan
LANDS' END: Bank Debt Trades at 20% Discount
LIBBEY GLASS: Bank Debt Trades at 51% Discount
LIQUIDMETAL TECHNOLOGIES: Incurs $746K Net Loss in First Quarter
LSC COMMUNICATIONS: Bank Debt Trades at 91.7% Discount
LSC COMMUNICATIONS: Cullen, Russel Represent Utility Companies
M.G. TRANSPORT: Hires Austin Associates as Accountant
MARINE ENVIRONMENTAL: Wants to Maintain Exclusivity Until Nov. 2
MARRIOTT OWNERSHIP: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg
MCDERMOTT TECHNOLOGY: Bank Debt Trades at 70% Discount
MEDCOAST MEDSERVICE: Trustee Seeks to Hire Levene Neale as Counsel
MEDICAL DEPOT: Bank Debt Trades at 39% Discount
MOHEGAN GAMING: Bank Debt Trades at 23% Discount
MURRAY ENERGY: Bank Debt Trades at 93.3% Discount
NATEL ENGINEERING: Bank Debt Trades at 24% Discount
NEIMAN MARCUS: Case Summary & 50 Largest Unsecured Creditors
NEIMAN MARCUS: Files for Chapter 11 With Prearranged Plan
NEIMAN MARCUS: Luxury Retailer in Chapter 11 Due to Pandemic
NEIMAN MARCUS: Mytheresa.com Not Part of Chapter 11 Bankruptcy
NORTH PACIFIC CANNERS: Files Committee-Backed Liquidating Plan
OAK PARENT: Bank Debt Trades at 23% Discount
OLEUM EXPLORATION: Unsecureds to Recover 100% in Merger Plan
ONEWEB GLOBAL: July 2 Auction of Substantially All Assets
OUTPUT SERVICES: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
OWENS & MINOR: Bank Debt Trades at 22% Discount
OWENS-BROCKWAY GLASS: Moody's Rates $500MM Sr. Unsec. Notes 'Ba3'
PALM BEACH BRAIN: Needs Additional Time to Formulate Exit Plan
PAR PETROLEUM: Bank Debt Trades at 23% Discount
PARKING MANAGEMENT: Voluntary Chapter 11 Case Summary
PGX HOLDINGS: Bank Debt Trades at 58% Discount
PITNEY BOWES: Moody's Cuts CFR to Ba3 & Sr. Unsec. Notes to B1
PURPLE EAST: Taps Chase Bylenga as Legal Counsel
PURPLE EAST: Taps Vanguard Business as Accountant
QBS PARENT: Bank Debt Trades at 21% Discount
RED PHOENIX: Needs Additional Time to Formulate Chapter 11 Plan
RENT RITE: Dickensheet Auction of Personal Property Assets Approved
RIVERBEND ENVIRONMENTAL: Needs Additional Time to Formula Exit Plan
ROSE ESKANDARI: $600K Sale of Springfield Property to JR Real OK'd
RUDY'S BARBERSHOP: Creditors' Committee Members Disclose Claims
SALIENT CRGT: Bank Debt Trades at 17% Discount
SCIENTIFIC GAMES: Bank Debt Trades at 17% Discount
SEADRILL OPERATING: Bank Debt Trades at 82% Discount
SEI HOLDINGS: Bank Debt Trades at 20% Discount
SERTA SIMMONS: Bank Debt Trades at 76% Discount
SHERIDAN PRODUCTION: Bank Debt Trades at 73% Discount
SINGLETARY ENTERPRISES: Case Summary & 9 Unsecured Creditors
SIRVA WORLDWIDE: Bank Debt Trades at 29% Discount
SMS ENTERPRISES: $75K Cash Sale of All Assets to Devs Approved
SOUTH COAST BEHAVIORAL: Trustee Needs Additional Time to File Plan
SOUTHLAND ROYALTY: May 22 Auction of San Juan Basin Assets Set
STEREOTAXIS INC: Posts $2.32 Million Net Loss in First Quarter
SUMMIT MIDSTREAM: Bank Debt Trades at 59% Discount
SUPERIOR INDUSTRIES: Bank Debt Trades at 28% Discount
SVENHARD'S SWEDISH: Needs More Time to Formulate Chapter 11 Plan
SWINGING TAIL: $5K Sale of 1983 Gore Livestock Trailer to Green OKd
SYNARC-BIOCORE HOLDINGS: Bank Debt Trades at 16% Discount
SYRACUSE INDUSTRIAL: Fitch Cuts Series 2016A & 2016B Bonds to 'BB'
TALBOTS INC: Bank Debt Trades at 23% Discount
TANK HOLDING: Moody's Alters Outlook on B3 CFR to Negative
TEAM HEALTH: Bank Debt Trades at 26% Discount
TECHNIPLAS LLC: Case Summary & 30 Largest Unsecured Creditors
TENSAR CORP: Bank Debt Trades at 26% Discount
TERESA VILLAGE: Seeks to Hire Anchors Smith as Legal Counsel
TILDA MARIE B. SUTTON: $205K Sale of Dublin Property to Hoover OK'd
TOMS SHOES: Bank Debt Trades at 35% Discount
TORTOISE BORROWER: Bank Debt Trades at 22% Discount
TRC COS: Bank Debt Trades at 16% Discount
UNITED AIRLINES: Fitch Rates New Secured Bonds 'BB+/RR1'
UNITED AIRLINES: Moody's Rates New Senior Secured Notes 'Ba1'
UNITED ROAD: Bank Debt Trades at 30% Discount
URBAN ONE: Bank Debt Trades at 23% Discount
USI INC: Bank Debt Trades at 18% Discount
VECTOR LAUNCH: Exclusivity Period Extended Until July 10
VICTERRA ENERGY: Case Summary & 30 Largest Unsecured Creditors
VISCARIA CONSULTING: Needs Additional Time to Formulate Exit Plan
W3 TOPCO: Bank Debt Trades at 17% Discount
WALKER MACHINE: Seeks to Extend Exclusive Filing Period to June 8
WILDWOOD MILLWORK: Voluntary Chapter 11 Case Summary
WILLIAM CARTER CO: Moody's Rates New $400MM Sr. Unsec. Notes 'Ba2'
WILLIAM MORRIS: Bank Debt Trades at 30% Discount
WINDSTREAM HOLDINGS: Shearman 3rd Update on Midwest Noteholders
WOLVERINE WORLD: Moody's Rates Proposed Senior Unsecured Notes 'Ba2
WOODFORD EXPRESS: Bank Debt Trades at 39% Discount
WYNDHAM DESTINATIONS: Fitch Alters Outlook on 'BB-' LT IDR to Neg.
WYNDHAM DESTINATIONS: Moody's Cuts CFR to Ba3, Outlook Negative
ZENITH ENERGY: Fitch Alters Outlook on 'B-' LT IDR to Negative
[*] Corporate Chapter 11 Filings Rose 17%
[*] Moody's: Jobless Rate Soars as Shutdowns Affect Activity
[*] S&P Alters Outlook on Non-Profit Higher Education Institutions
[] List of Major Companies Downsizing Workforce Amid Outbreak
[^] BOOK REVIEW: BIG BOARD: A History of the New York Stock Market
*********
2178 ATLANTIC: Voluntary Chapter 11 Case Summary
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Debtor: 2178 Atlantic Realty, LLC
41 Mariner Way
Monsey, NY 10952
Business Description: 2178 Atlantic Realty, LLC is engaged in
activities related to real estate.
Chapter 11 Petition Date: May 7, 2020
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 20-22623
Debtor's Counsel: Barry D. Haberman, Esq.
BARRY D. HABERMAN, ESQ.
254 South Main Street, #404
New City, NY 10956
Tel: 845-638-4294
E-mail: bdhlaw@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Goldstein, managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/8gP7uz
ABB CON-CISE: Bank Debt Trades at 23% Discount
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Participations in a syndicated loan under which ABB Con-Cise
Optical Group LLC is a borrower were trading in the secondary
market around 77 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $418 million facility is a term loan. About $402.6 million of
the loan remains outstanding. The loan is scheduled to mature on
June 15, 2023.
The Company's country of domicile is United States.
ABE'S BOAT: $209K Sale of Tiara 4300 Sovran Vessel to Matherne OK'd
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Judge John W. Kolwe of the U.S. Bankruptcy Court for the Eastern
District of Louisiana authorized Abe's Boat Rentals, Inc.'s sale of
its 2009 Tiara 4300 Sovran, HIN SSUM1097H809, to Ken Matherne for
$209,000, pursuant to their Vessel Purchase and Sale Agreement and
Acceptance of Vessel.
A hearing on the Motion was held on April 28, 2020.
The sale will close no later than May 1, 2020 or such other time
agreed to by the Debtor and Winning Bidder. Michael Davide or his
designee is designated as the Back-Up Bidder. Should the sale not
be consummated on May 1, 2020 or such other time agreed to by
Debtor and Winning Bidder, then the 2009 Tiara may be sold to the
Back-Up Bidder pursuant to the terms and conditions of the
Agreement within five business days of the Closing Deadline for
$207,500. The person who closes on the sale of the 2009 Tiara
pursuant to the Order will be referred to as the Purchaser.
The sale is free and clear of all interests, liens, claims, and
encumbrances, whether recorded or unrecorded.
The proceeds from the Sale will be distributed as follows:
a. Marine Broker Whelton Marine, LLC commission in the amount
up to 10% of gross sale proceeds;
b. Usual and customary closing costs of the Seller;
c. $5,000 to the United States Trustee to be applied to
commissions payable in connection with the case; and
d. Balance of proceeds to be split 50/50 by the Congeni Law
Firm, LLC and the Heller, Draper, Patrick, Horn & Manthey, LLC and
applied to chapter 11 professional fees allowed during the case.
The closing agent will wire the funds described directly to the
respective recipients.
The Order will be effective immediately upon entry and no automatic
stay or execution pursuant to Rule 62(a) of the Federal Rules of
Civil Procedure or Bankruptcy Rule 6004(h) will apply with respect
to the Order.
The Debtor will serve the order on the required parties Who will
not receive notice through the ECF system pursuant to FRBP and the
LBRs and file a certificate of service to that effect within
three days.
About Abe's Boat Rentals
Abe's Boat Rentals, Inc. -- https://www.abesboatrental.com/ -- is a
privately-owned vessel operator located in Belle Chasse, La., with
a fleet of 19 vessels. Its business segments have expanded to also
provide crews and vessels for environmental construction,
restoration projects and cleanup, plugging and abandonment, rig
decommissioning, and other new markets. The company was founded in
1979 by Abraham Ton.
Abe's Boat Rentals filed a Chapter 11 petition (Bankr. E.D. La.
Case No. 18-11102) on April 27, 2018. In the petition signed by
Hank Ton, president, the Debtor estimated $1 million to $10 million
in assets and liabilities. Congeni Law Firm, LLC, is the Debtor's
legal counsel.
ADVAXIS INC: All Four Proposals Approved at Annual Meeting
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Advaxis, Inc., held its 2020 Annual Meeting of Stockholders on
May 4, 2020, at which the stockholders:
1. elected Roni A. Appel, Kenneth A. Berlin, Richard J.
Berman, Dr. Samir N. Khleif, Dr. James P. Patton, and Dr.
David Sidransky as directors to serve until the Company's
2021 Annual Meeting of Stockholders, or until their
respective successors shall have been duly elected and
qualified;
2. approved an amendment to the Company's 2015 Incentive Plan
to increase the number of shares available for issuance
pursuant to awards granted thereunder from 877,744 shares
to 6,000,000 shares;
3. approved the compensation of the Company's named executive
officers, on an advisory basis; and
4. ratified the appointment of Marcum LLP as the Company's
independent registered public accounting firm for the
fiscal year ending Oct. 31, 2020.
About Advaxis Inc.
Advaxis, Inc. -- http://www.advaxis.com/-- is a clinical-stage
biotechnology company focused on the development and
commercialization of proprietary Lm-based antigen delivery
products. These immunotherapies are based on a platform technology
that utilizes live attenuated Listeria monocytogenes (Lm)
bioengineered to secrete antigen/adjuvant fusion proteins. These
Lm-based strains are believed to be a significant advancement in
immunotherapy as they integrate multiple functions into a single
immunotherapy and are designed to access and direct antigen
presenting cells to stimulate anti-tumor T cell immunity, activate
the immune system with the equivalent of multiple adjuvants, and
simultaneously reduce tumor protection in the tumor
microenvironment to enable T cells to eliminate tumors.
Advaxis reported a net loss of $16.61 million for the year ended
Oct. 31, 2019, compared to a net loss of $66.51 million for the
year ended Oct. 31, 2018. As of Jan. 31, 2020, the Company had
$51.35 million in total assets, $9.80 million in total liabilities,
and $41.55 million in total stockholders' equity.
Marcum LLP, in New York, NY, the Company's auditor since 2012,
issued a "going concern" qualification in its report dated Dec. 20,
2019, citing that the Company 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.
AERO-MARINE: $179K Sale of Punta Gorda Property to Johnsons Okayed
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Judge Caryl E. Delano of the Bankruptcy Court for Middle District
of Florida authorized Aero-Marine Technologies, Inc.'s sale of the
real property located at 25460 Fortran Dr. Units, 8, 9, and 10,
Punta Gorda, Florida to Silas G. Johnson and Judith A. Johnson for
$179,000, in accordance with the terms of their "As Is" Residential
Contract for Sale and Purchase.
The sale is free and clear of any and all liens, claims,
encumbrances and interests.
The Debtors as sellers will be responsible for the Closing Costs as
further detailed in the Contract, which will be paid from the
proceeds from the sale at the Closing.
The remainder of the proceeds after payment of the Closing Costs
will be distributed at closing to Central Bank on account of its
lien. The payment received by Central Bank will be applied to
reduce Central Bank's secured claim.
Notwithstanding Bankruptcy Rule 6004(g), and 6006(d) and 7062, the
Order is effective and enforceable immediately upon entry and there
is no reason for delay in the implementation of the Order.
About Aero-Marine Technologies
Aero-Marine Technologies, Inc. --
https://www.aero-marinetechnologies.com/ -- provides total support
for waste and water system components found on Boeing, Airbus and
Embraer aircraft. Aero-Marine Technologies is a full-service
Maintenance, repair and overhaul (MRO) with a worldwide customer
base.
Aero-Marine Technologies sought bankruptcy protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-07547) on
Aug. 9, 2019. The Debtor's case is jointly administered to that of
Joseph N. Vaughn and Theresa L. Vaughn.
In the petition signed by Joseph N. Vaughn, president,
Aero-Marine's assets are estimated at $500,000 to $1 million, and
its liabilities at $1 million to $10 million.
The Hon. Caryl E. Delano is the case judge.
Stitchler, Riedel, Blain & Postler, P.A. is the Debtor's legal
counsel.
AFFINION GROUP: Bank Debt Trades at 27% Discount
------------------------------------------------
Participations in a syndicated loan under which Affinion Group Inc
is a borrower were trading in the secondary market around 73
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $21.5 million facility is a term loan. About $21.1 million of
the loan remains outstanding. The loan is scheduled to mature on
May 10, 2022.
The Company's country of domicile is United States.
AGILE THERAPEUTICS: Incurs $7.88 Million Net Loss in First Quarter
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Agile Therapeutics, Inc., reported a net loss of $7.88 million for
the three months ended March 31, 2020, compared to a net loss of
$4.67 million for the three months ended March 31, 2019.
As of March 31, 2020, the Company had $108.89 million in total
assets, $18.28 million in total liabilities, and $90.61 million in
total stockholders' equity.
At March 31, 2020, the Company had cash and cash equivalents
totaling $93.9 million. The Company invests its cash equivalents
in short-term highly liquid, interest-bearing investment-grade and
government securities in order to preserve principal.
Research and development expenses were $3.2 million for the quarter
ended March 31, 2020, compared to $2.9 million for the comparable
period in 2019. The increase in R&D expenses was primarily due to
costs to complete manufacturing development, process improvements,
and pre-validation work for commercial manufacturing of Twirla by
Corium, the Company's contract manufacturer. These higher expenses
were offset by lower clinical development expenses related to the
comparative wear study of Twirla and Xulane, which was initiated
and completed in the quarter ended March 31, 2019.
General and administrative expenses were $4.4 million for the
quarter ended March 31, 2020, compared to $1.8 million for the
comparable period in 2019. The increase in G&A expenses was
primarily due to higher costs associated with the Company's
pre-commercialization activities for Twirla such as brand building,
advocacy, market research and consulting. The Company also
incurred higher salaries and wages and higher professional fees
related to recruiting fees and consultants.
At March 31, 2020, Agile had 87,213,212 shares of common stock
outstanding.
"At the beginning of the COVID-19 pandemic, we took proactive steps
by moving all employees to work from home settings for their health
and safety, while pursuing business continuity during this pivotal
time in the Company's history," said Al Altomari, chairman and
chief executive officer of Agile. "Despite a challenging operating
environment, we expect our precommercial activities to remain on
track to bring Twirla to market in the fourth quarter of 2020.
With respect to our manufacturing process, we have completed
production of the pre-validation batch and subject to final quality
control testing that we expect to be completed soon, we will
transition into the final validation phase. We plan to initiate
the manufacture of our validation batches at the same time that we
expect to build our sales force and commercial infrastructure to
facilitate the product launch. By raising more than $68 million in
debt and equity financing in recent months, we expect to have the
financial runway needed to achieve our next milestone, which is the
initial shipment of Twirla, so that we can begin taking a share of
the $4.1 billion estimated potential addressable market. It was a
transformational quarter for Agile with FDA approval of Twirla, a
truly game changing moment that now enables us to focus on
commercialization."
Financing Update
In February 2020, the Company entered into a credit agreement with
Perceptive Advisors for a senior secured term loan facility of up
to $35 million. A first tranche of $5 million was funded on
execution of the credit agreement. A second tranche of $15 million
was funded as a result of the approval of Twirla by the FDA.
Another $15 million tranche will be available upon the achievement
of certain revenue milestones. The Company is permitted to make
interest-only payments on the loan until February 2023. In
addition, the Company issued Perceptive warrants to purchase
1,400,000 shares of Agile common stock.
In February 2020, the Company completed a public offering of
17,250,000 shares of common stock at a public offering price of
$3.00 per share. Net proceeds from the offering, after deducting
underwriting discounts and commissions and offering expenses
payable by Agile Therapeutics, were approximately $48.4 million.
Financial Guidance
Moving forward, the Company plans to monitor spending closely. The
Company expects operating expenses for the full year 2020 to be in
the range of $52.0 million to $56.0 million, with general and
administrative expenses accounting for approximately 70% of the
spending as it builds out its commercial infrastructure. Net
revenue in the fourth quarter of 2020, reflecting the initial
launch of Twirla, is expected to be in the range of $4.0 million to
$6.0 million. Based on the Company's current business plan and
ability to get Twirla launched, the Company believes that its cash
and cash equivalents as of March 31, 2020 will be sufficient to
meet its projected operating requirements through the end of 2021.
If the COVID-19 outbreak or other factors impact the Company's
business plan or its ability to generate revenue from the launch of
Twirla, the Company believes it has the ability to revise its
commercial plans, including curtailing sales and marketing
spending, to allow it to continue to fund its operations.
A full-text copy of the Quarterly Report on Form 10-Q is available
for free at the Securities and Exchange Commission's website at:
https://is.gd/Yx3ORO
About Agile Therapeutics
Agile Therapeutics, headquartered in Princeton, New Jersey --
http://www.agiletherapeutics.com-- is a forward-thinking women's
healthcare company dedicated to fulfilling the unmet health needs
of today's women. The Company's product candidates are designed to
provide women with contraceptive options that offer freedom from
taking a daily pill, without committing to a longer-acting method.
Its lead product candidate, Twirla, (ethinyl estradiol and
levonorgestrel transdermal system), also known as AG200-15, is a
once-weekly prescription contraceptive patch that has completed
Phase 3 trials.
Agile recorded a net loss of $18.61 million in 2019, a net loss of
$19.78 million in 2018, and a net loss of $28.30 million in 2017.
As of Dec. 31, 2019, the Company had $49.54 million in total
assets, $3.79 million in total liabilities, and $45.74 million in
total stockholders' equity.
Ernst & Young LLP, in Iselin, New Jersey, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated Feb. 20, 2020 citing that the Company has suffered recurring
losses from operations, requires additional capital to fund its
commercialization activities and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
ALAMO BUS: Seeks to Hire Charles F. Dickerson as Auctioneer
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Alamo Bus Company, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of New Mexico to employ Charles F.
Dickerson, Inc. to sell some of its properties either by private
treaty or public auction.
The services to be provided by the auctioneer include advertising
the properties for sale, set-up, security and clean-up. Dickerson
will get a 10 percent commission from the sale and will receive
reimbursement of up to $5,000 for actual costs incurred.
Dickerson is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The firm may be reached at:
Charles F. Dickerson, Inc.
3920 W Picacho Ave.
Las Cruces, NM 88007
Telephone: (575) 526-1106
Email: charles@cfdauction.com
About Alamo Bus Company
Alamo Bus Company Inc., a transportation services provider in
Alamogordo, N.M., filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.M. Case No. 19-11568) on June 28,
2019. In the petition signed by Brent Buttram, president and
director, Debtor disclosed $1,400,621 in assets and $1,267,336 in
liabilities.
Judge David T. Thuma oversees the case.
Debtor hired Walker & Associates, P.C. as its legal counsel, and
Carr Riggs & Ingram, LLC as its accountant.
ALLIANCE HEALTHCARE: Bank Debt Trades at 29% Discount
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Participations in a syndicated loan under which Alliance HealthCare
Services Inc is a borrower were trading in the secondary market
around 71 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $405 million facility is a term loan. About $379.7 million of
the loan remains outstanding. The loan is scheduled to mature on
October 24, 2023.
The Company's country of domicile is United States.
ANDRA'S REDEMPTION: May 27 Auction Sale of Ozone Park Property OK'd
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Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Andra's Redemption, Inc.'s
bidding procedures in connection with the auction sale of the real
property located at 104-07 95th Avenue, Ozone Park, New York.
The salient terms of the Bidding Procedures are:
a. Initial Bid: TBD
b. Deposit: $75,000
b. Auction: An Auction will be held on May 27, 2020 at 11:00
a.m. at the New York LaGuardia Airport Marriott Hotel, 102-05
Ditmars Boulevard, East Elmhurst, New York, or such later date and
time or other place as determined by the Debtor prior to the
Auction.
d Sale Objection Deadline: May 29, 2020 at 12:00 p.m. (ET)
e. Closing: The closing will take place at the offices of
Rosenberg, Musso & Weiner, LLP, 26 Court Street, Suite 2211,
Brooklyn, New York.
Within one business day after the entry of the Order, the Debtor
will cause a copy of the Terms and Conditions and Bidding
Procedures and the Order to be served upon all those who have been
served with the Motion and all parties identified by the Debtor as
potentially having an interest in acquiring the Property.
The Debtor will not withdraw the Property from the Auction without
three-day advance notice, with such notice to be filed with the
Court.
A copy of the Bidding Procedures is available at
https://tinyurl.com/tdc4m4a from PacerMonitor.com free of charge.
About Andra's Redemption
Andra's Redemption, Inc., owner of a mixed-use building in Ozone
Park, New York, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case
No. 17-40825) on Feb. 24, 2017. Andra Indarmattie, president,
signed the petition. The Debtor indicated $1.02 million in total
assets and $493,000 liabilities as of the bankruptcy filing. Judge
Nancy Hershey Lord oversees the case. The Debtor tapped Rosenberg,
Musso & Weiner as its bankruptcy counsel, and Brickner Makow, LLP
as its special counsel.
ANICHINI: Ch.11 Trustee Hires Lemery Greisler as Attorney
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Paul A. Levine, the Subchapter V Trustee of Anichini's Chapter 11
case, seeks approval from the U.S. Bankruptcy Court for the
District of Vermont to retain Lemery Greisler LLC as attorney.
The Trustee desires to retain an attorney just in case it needs a
representation if the Debtor's counsel will bring a challenge to
the lien of Top Ridge Investments, LLC as contemplated by the
Court's Order Granting Emergency Motion for Authority to Use Cash
Collateral entered March 17, 2020, in the companion case of
Anichini, Inc. and other matters related to the liens and claims of
secured creditors.
The Trustee has been informed by Debtor's counsel that it is
unlikely that Debtor will choose to bring lien challenges involving
its attorneys Facey, Goss & McPhee, P.C. and Murphy & King
Professional Corporation and, therefore, it falls to the Trustee to
pursue such matters. The Trustee believes that such lien challenges
have merit.
The attorneys and paraprofessionals designated to represent the
Trustee will be paid at these hourly rates:
Attorneys $175-$350
Paralegals and Law Clerks $75
There is no arrangement between the Trustee and the proposed
attorney for a retainer.
Paul A. Levine disclosed in court filings that the firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Paul A. Levine, Esq.
LEMERY GREISLER LLC
50 Beaver Street
Albany, NY 12207
Telephone: (518) 433-8800
About Anichini
Anichini, Inc. -- https://anichini.com -- is an American luxury
textiles company based in Tunbridge, Vermont. The company is a
manufacturer and importer of luxury linens and textiles and
produces hand made products. Anichini supplies hotels, resorts, and
spas, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Vt. Case No. 20-10090), on March 12, 2020. The petition
was signed by Susan Dollenmaier, its sole shareholder. As of the
time of filing, the Debtor had estimated assets of $500,000 to $1
million and estimated liabilities of $1 million to $10 million.
Hon. Colleen A. Brown oversees the case.
The Debtor tapped Drummond Woodsum as its counsel.
APCO HOLDINGS: Bank Debt Trades at 16% Discount
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Participations in a syndicated loan under which Apco Holdings Inc
is a borrower were trading in the secondary market around 84
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $220 million facility is a term loan. About $200.8 million of
the loan remains outstanding. The loan is scheduled to mature on
June 8, 2025.
The Company's country of domicile is United States.
BEP ULTERRA: Bank Debt Trades at 30% Discount
---------------------------------------------
Participations in a syndicated loan under which BEP Ulterra
Holdings Inc is a borrower were trading in the secondary market
around 70 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $415 million facility is a term loan. About $409.8 million of
the loan remains outstanding. The loan is scheduled to mature on
November 26, 2025.
The Company's country of domicile is United States.
BILTMORE 24: Seeks to Hire Michael W. Carmel as Bankruptcy Counsel
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Biltmore 24 Investors SPE LLC and its debtor affiliates seek
approval from the U.S. Bankruptcy Court for the District of Arizona
to employ Michael W. Carmel, Ltd. as their bankruptcy counsel.
The law firm will advise Debtors of their powers and duties under
the Bankruptcy Code and will provide other legal services in
connection with their Chapter 11 cases.
The professionals designated to perform services to Debtors will be
paid at these hourly rates:
Michael W. Carmel, Esq. $675
Paralegals $135
Michael Carmel, Esq., disclosed in court filings that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Michael W. Carmel, Esq.
Michael W. Carmel Ltd.
80 East Columbus Avenue
Phoenix, AZ 85012-2334
Telephone: (602) 264-4965
Email: michael@mcarmellaw.com
About Biltmore 24 Investors
Biltmore 24 Investors SPE LLC and its affiliates, Gray Blue Sky
Scottsdale Residential Phase I LLC, Gray Guarantors I LLC, Gray
Guarantors II LLC, and Gray Guarantors III LLC, listed their
businesses as single asset real estate (as defined in 11 U.S.C.
Section 101(51B) and were formed for the purpose of real estate
acquisition and ownership.
On April 21, 2020, Biltmore 24 and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Ariz. Lead Case No. 20-04130). The petitions were signed
by Bruce Gray, manager. At the time of the filing, Debtors had
estimated assets of between $10 million and $100 million and
liabilities of between $50 million and $500 million.
Judge Brenda K. Martin oversee the cases.
Debtors tapped Michael Carmel, Esq., at Michael W. Carmel, Ltd. as
their legal counsel.
BOYD GAMING: Bank Debt Trades at 26% Discount
---------------------------------------------
Participations in a syndicated loan under which Boyd Gaming Corp is
a borrower were trading in the secondary market around 74
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $274.5 million facility is a term loan. About $230.8 million
of the loan remains outstanding. The loan is scheduled to mature
on September 15, 2021.
The Company's country of domicile is United States.
BREDA LLC: Says It's on Track to Close on Debt Refinancing
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Breda, a Limited Liability Company, filed a Second Amended Plan of
Reorganization and a Second Amended Disclosure Statement.
The Debtor owns and operates a high-end inn facility located in
Camden, Maine, known as the "Camden Harbour Inn." The Camden
Harbour Inn includes a five-star restaurant named "Natalie's." The
Debtor owns the real property on which those businesses operate.
Under the Plan, the Debtor will primarily use the revenue generated
by the Camden Harbour Inn and Natalie's to fund the Debtor's
obligations under the Plan.
In support of the Plan, and in response to the hearing before the
Bankruptcy Court on April 9, 2020, the Debtor has prepared revised
projections of revenue and expenses, including payments required
under the Plan, as of April 15, 2020.
The Debtor, moreover, is working every day to identify new sources
of funding to help it weather the storm in the upcoming months,
including through the emergency loan and grant programs established
through the Small Business Administration and the Finance Authority
of Maine, as well as through private lenders. And despite the
disruptions caused by the pandemic, the Debtor remains on track to
close a debt refinancing agreement in early July 2020 after the
Chapter 11 case is closed, which will replace its short-term loan
with Red Oak with a long-term loan backed by the Small Business
Administration.
Under the Plan, the Debtor will make annual payments on a pro rata
basis to the claimants holding allowed unsecured claims in Class
Three equal to Annual Net Operating Revenue. The Class Three
Claims will not be paid interest. The Debtor will continue to make
annual payments to Holders of the Allowed Class Three Claims
indefinitely until such claims are paid in full or are otherwise
resolved through an agreement between the Debtor and the Holder of
any such Claim. Please take note that the Debtor projects that its
aggregate payment to Holders of Allowed Class Three Claims from
Annual Net Operating Revenue in 2021 will be approximately $81,000,
and that its aggregate payment from Annual Net Operating Revenue in
2022 will be approximately $260,398.
In response to the U.S. Trustee's objection, the Debtor discloses
the following additional information regarding UST Fees: For the
fourth quarter of 2019, due on January 31, 2020, the Debtor
incurred UST Fees of $59,799 (the "Q4 2019 Fee"). As of March 30,
2020, the Debtor has paid $5,000 of the Q4 2019 Fee (received on
Feb. 3, 2020). Interest has been and will continue to be assessed
on the outstanding amount of the Q4 2019 Fee. As of March 30,
2020, the current amount of the Q4 2019 Fee due and owing to the
United States Trustee is $54,886. In addition, as of April 30,
2020, the Debtor will owe additional UST Fees for the first quarter
of 2020, which ends on March 31, 2020. UST Fees will continue to
accrue until the Chapter 11 Case is closed, dismissed, or converted
to another chapter of the Bankruptcy Code.
A full-text copy of the Second Amended Disclosure Statement dated
April 15, 2020, is available at https://tinyurl.com/yd8k8w48 from
PacerMonitor.com at no charge.
The Debtor's counsel:
D. Sam Anderson, Esq.
Bernstein, Shur, Sawyer & Nelson P.A.
100 Middle Street, PO Box 9729
Portland, ME 04104-5029
About Breda and Tempo Dulu
Breda, a Limited Liability Company, and Tempo Dulu, LLC, own the
Camden Harbour Inn and the Danforth Inn located in Camden and
Portland, Maine, respectively.
Breda and Tempo Dulu sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Maine Case No. 18-20157) on March 28,
2018. In the petitions signed by Raymond Brunyanszki, member, the
Debtors each estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Michael A. Fagone
oversees the case. The Debtors tapped Bernstein, Shur, Sawyer&
Nelson, P.A., as their legal counsel.
BRETHREN HOME: $2.6M Sale of Business & Property to Waterstone OK'd
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Judge Mary P. Gorman of the U.S. Bankruptcy Court for the Central
District of Illinois authorized Brethren Home of Girard, Illinois,
doing business as Pleasant Hill Village, to sell its 48 independent
and assisted living apartments and 19 acres of tillable farmland
and other real estate improved with a now closed nursing home
facility and parking lots; and the personal property, machinery and
equipment used with such facilities, known as The Pleasant Hill
Village in Girard, Illinois, with the real estate upon which the
Business and Property is located, to Waterstone Healthcare, LLC for
$2.6 million.
The sale is free and clear of liens and encumbrances.
About Brethren Home of Girard, Illinois
Brethren Home of Girard, Illinois --
http://pleasanthillvillage.org/-- owns an independent and assisted
living facility known as Pleasant Hill Residence, which houses 48
apartments. Brethren Home is a non-profit organization founded in
1905 as a ministry of the Church of the Brethren.
Brethren Home sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Ill. Case No. 19-70990) on July 10, 2019. In the
petition signed by its president, Allen Krall, the Debtor disclosed
assets in the amount of $6,513,700 and debts in the amount of
$4,144,550.
Judge Mary P. Gorman presides over the case.
The Debtor is represented by R. Stephen Scott, Esq., at Scott &
Scott, P.C. Hilco Real Estate Auctions, LLC, is real estate
consultants and advisors to the Debtor.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
BRISTOL HEALTHCARE: Trustee's Auction of All Assets Moved to June 4
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Judge Nicholas W. Whittenburg of the U.S. Bankruptcy Court for the
Eastern District of Tennessee granted the request of Elisabeth B.
Donnovin, Chapter 11 trustee of Bristol Healthcare Investors, L.P.,
to amend the order authorizing the bidding procedures in connection
with the sale of the real property improved by a 130-bed skilled
nursing facility commonly known as "The Cambridge House" located at
250 Bellebrook Road, Bristol, Tennessee, and associated personal
property.
The Motion came on for hearing before the Court on April 30, 2020.
The following provisions of the Court's Bidding Procedures Order
are amended, superseded and are substituted as follows:
* The hearing to authorize the Sellers to sell the Purchased
Assets pursuant to 11 U.S.C. Section 363 (the "Sale Hearing") will
be held before this Court on June 12, 2020 at 10:00 a.m.
(prevailing Eastern Time).
* A Qualified Bidder who desires to make a bid must deliver a
good faith deposit via wire transfer (or other form acceptable to
the Sellers) to either the Trustee or to counsel for OpCo in an
amount not less than: (i) $150,000.00 (the "Good Faith Deposit")
along with a copy of the Required Bid Documents (set forth herein)
to be received no later than 5:00 p.m. (prevailing Eastern Time) on
June 1, 2020 (the "Bid Deadline").
* Auction. The Auction Procedures set forth herein and in the
Sale Motion are approved, and the Auction, if necessary, will be
conducted on June 4, 2020 at 10:00 a.m. (prevailing Eastern Time).
* Objections to the relief requested at the Sale Hearing (except
for any objection that arises at an Auction) must be filed and
served so as to be actually received by the Clerk of the Court at
31 East 11th Street, Chattanooga, Tennessee 37402 no later than
April 15, 2020 at 5 p.m. (prevailing Eastern Time). Deadline to
file and serve objections to the Sale to a Successful Bidder or
Backup Bidder must be filed, comply with the Bankruptcy Rules and
Local Rules, and be served so they are actually received by no
later than 5:00 p.m. (prevailing Eastern Time) on June 8, 2020.
All other terms and conditions of the Bidding Procedures Order not
expressly modified in the Order will remain in full force and
effect.
About Bristol Healthcare Investors
Bristol Healthcare Investors, L.P., a Single Asset Real Estate
company (as defined in 11 U.S.C. Section 101(51B)), filed a
voluntary petition for relief under Chapter 11 of Title 11 of the
United States Code (Bankr. E.D. Tenn. Case No. 18-15713) on Dec.
20, 2018. In the petition signed by Douglas K. Mittleider,
president of general partner, the Debtor estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities. Scarborough & Fulton, led by name partner David J.
Fulton, is serving as the Debtor's counsel.
BSVH LLC: Gets Court Approval to Employ Accountant
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BSVH, LLC received approval from the U.S. Bankruptcy Court for the
Western District of Arkansas to employ an accountant in connection
with its Chapter 11 case.
Chris Bessey, the accountant selected by Debtor, will charge an
hourly fee of $100 for his services, which include tax advice and
the preparation of tax returns and financial reports.
Mr. Bessey does not represent any of the creditors in Debtor's
Chapter 11 proceeding or any other adverse party, according to
court filings.
About BSVH LLC
BSVH, LLC is a Hot Springs National, Ark.-based privately held
company primarily engaged in the operation of dwellings other than
apartment buildings.
BSVH filed a Chapter 11 petition (Bankr. W.D. Ark. Case No.
20-70365) on Feb. 7, 2020. The petition was signed by BSVH
President Matthew Valentine. At the time of the filing, Debtor had
estimated assets of between $1 million and $10 million and
liabilities of less than $50,000.
Judge Ben T. Barry oversees the case.
Jennifer M. Lancaster, Esq., at The Lancaster Law Firm, is Debtor's
legal counsel.
BYRDLAND PROPERTIES: Taps Merrick Baker as Special Counsel
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Byrdland Properties, LLC, seeks approval from the U.S. Bankruptcy
Court for the Western District of Missouri to hire Merrick, Baker &
Strauss, P.C. as special counsel.
The services to be provided by the firm include an evaluation of
potential conflicts and the propriety of Debtor's substantive
consolidation into Jim's Disposal Service, LLC (Bankr. W.D. Mo.
Case No. 20-40050).
Victor Weber, Esq., the firm's attorney who will be providing the
services, charges an hourly fee of $250.
Mr. Weber disclosed in court filings that his firm does not
represent any interest materially adverse to Debtor and its
bankruptcy estate.
Merrick Baker can be reached through:
Victor F. Weber, Esq.
Merrick, Baker & Strauss, P.C.
1044 Main Street, Suite 500
Kansas City, 64105
Phone: 816-221-8855
Fax: 816-221-7886
About Byrdland Properties
Byrdland Properties, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Mo. Case No. 20-40571) on March 12,
2020. At the time of the filing, Debtor was estimated to have
assets of less than $50,000 and liabilities of less than $50,000.
Judge Brian T. Fenimore oversees the case. Mann Conroy, LLC is
Debtor's legal counsel.
C&D TECHNOLOGIES: Bank Debt Trades at 17% Discount
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Participations in a syndicated loan under which C&D Technologies
Inc is a borrower were trading in the secondary market around 83
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $400 million facility is a term loan. About $395 million of
the loan remains outstanding. The loan is scheduled to mature on
December 20, 2025.
The Company's country of domicile is United States.
CARROLS RESTAURANT: Bank Debt Trades at 24% Discount
----------------------------------------------------
Participations in a syndicated loan under which Carrols Restaurant
Group Inc is a borrower were trading in the secondary market around
76 cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $425 million facility is a term loan. About $421.9 million of
the loan remains outstanding. The loan is scheduled to mature on
April 30, 2026.
The Company's country of domicile is United States.
CARROUSEL THERAPY: Unsecureds to Recover 35.5% in Plan
------------------------------------------------------
Carrousel Therapy Center Corporation submitted a Plan and a
Disclosure Statement.
The Plan contemplates that a Reorganized Debtor will continue to
operate the Debtor's business. The Debtor believes cash flow from
the continued operation of its business will be sufficient to meet
required plan payments.
Class 2 Allowed Secured Claim of CIT in the amount of $12,696 is
projected to recover 100%. The first payment will be due on the
30th day after the Effective Date and shall continue on the same
day of each month thereafter. The monthly payments of principal
and interest to CIT will be in the amount of $1,081. Upon payment
to CIT of all monthly payments, as set forth in this Plan, CIT will
release its lien on the CIT Collateral and provide proof to the
Reorganized Debtor.
Class 3 Allowed Secured Claim of Fundation totaling $100,084 will
recover 100%. The first payment will be due on the 30th day after
the Effective Date and shall continue on the same day of each month
thereafter. The monthly payments of principal and interest to
Fundation will be in the amount of $1,843.19. Upon payment to
Fundation of all monthly payments, as set forth in this Plan,
Fundation shall file and record a UCC-3 Termination with the
Florida Secured Transaction Registry
Class 4 Allowed Secured Claim of Regions totaling $80,725 will
recover 100%. In full satisfaction of the claim, the Debtor will
surrender Regions collateral to Regions.
Class 5 Allowed Unsecured Claims totaling $70,522 will recover
35.5%. In full satisfaction of the Class 5 Allowed Unsecured
Claims, on the Effective Date, the total sum of $25,000 shall be
paid to the Holders of Class 5 Allowed Unsecured Claims on a pro
rata basis.
A full-text copy of the Disclosure Statement dated April 15, 2020,
is available at https://tinyurl.com/y9fhzaj5 from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Aldo G. Bartolone, Jr., Esq.
Bartolone Law, PLLC
1030 N. Orange Ave., Suite 300
Orlando, Florida 32801
Telephone: 407-294-4440
Facsimile: 407-287-5544
E-mail: aldo@bartolonelaw.com
About Carrousel Therapy Center
Carrousel Therapy Center Corporation offers interdisciplinary and
centralized pediatric therapies and behavioral health services for
children, adults, and families.
Based in Saint Cloud, Florida, Carrousel Therapy Center sought
Chapter 11 protection (Bank. M.D. Fla. Case No. 19-07009) in
Orlando, Florida, on Oct. 25, 2019. In the petition signed by
Dalis M. Rivera, president, the Debtor was estimated to have
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities as of the bankruptcy filing. BARTOLONE LAW, PLLC, led
by Aldo G. Bartolone, Jr., Esq., in Orlando, Florida, is counsel to
the Debtor.
CFRA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
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Lead Debtor: CFRA Holdings, LLC
f/k/a CFRA Restaurant Holdings, Inc
1340 Hamlet Avenue
Clearwater, FL 33756
Business Description: The Debtors are privately held companies in
the restaurant industry.
Chapter 11 Petition Date: May 6, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
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CFRA Holdings, LLC (Lead Case) 20-03608
CFRA, LLC 20-03609
CFRA Tri-Cities, LLC 20-03610
Debtors' Counsel: Carmen Contreras-Martinez, Esq.
SAUL EWING ARNSTEIN & LEHR LLP
701 Brickell Avenue
17th Floor
Miami, FL 33131
Tel: (305) 428-4528
E-mail: carmen.contreras-martinez@saul.com
Debtors'
Investment
Banker: TRINITY CAPITAL
A division of Citizens Capital Markets, Inc.
CFRA Holdings's
Estimated Assets: $10 million to $50 million
CFRA Holdings'
Estimated Liabilities: $10 million to $50 million
The petition was signed by Tim J. Pruban, chief restructuring
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/KiLzSG
https://is.gd/AkhwaX
https://is.gd/4FWXvt
List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. 6851 Lennox, LLC/ Trade $20,120
Moss Grou
6345 Balboa Blvd
Suite 310
Attn: Richard Moss
Encino, CA 91316
2. Beltram Edge Tool Trade $33,234
Supply Inc
6800 North Florida Avenue
Tampa, FL 33604
3. Broadway Lights LLC Trade $37,207
1085 Thousand
Oaks Blvd.
Greenville, SC 29607
4. Casual Dining Smyrna, LLC Trade $24,075
c/o Richard Nasano
26 Knights Court
Saddle River, NJ 07458
5. Cigar City Trade $73,750
Marketing, LLC
1228 E. 7th Avenue
Suite 200
Tampa, FL 33605
6. David Nakahara Trade $19,400
415 Oneida Ct.
Danville, CA 94526
7. DDR Cotswold LP Trade $21,134
160 Mine Lake Ct.
Suite 200
Raleigh, NC 27615
8. Etheridge Roofing, Inc. Trade $79,966
1211 Tarboro Street SW
Wilson, NC 27893
9. HPI Direct, Inc. Trade $27,159
785 Goodard Court
Alpharetta, GA 30005
10. IHOP Franchise Trade Undetermined
Company, LLC
450 North Brand Boulevard
7th Floor
Glendale, CA 91203
11. Interface Security Trade $41,537
Sys. LLC
8339 Solutions Center
Chicago, IL 60677
12. MSPark Trade $18,457
5901 HWY 52E
Helena, AL 35080
13. Performance Food Group Trade $27,477
7420 Ranco Rd.
Henrico, VA 23228
14. Performance Food Group Trade $35,762
7420 Ranco Rd.
Henrico, VA 23228
15. Performance Foodservice Trade $628,229
12500 West Creek
Parkway Henrico, VA 23238
16. Putnam Mechanical Trade $90,250
131 Crosslake Park
Dr.#202
Mooresville, NC 28117
17. Rosnet Technology Trade $22,200
8500 NW River Park Dr.
Kansas City, MO 64152
18. Smartvision Construction, LL Trade $147,575
1155 East Isle of
Palms Ave.
Myrtle Beach, SC 29579
19. Trane Technologies Trade $24,732
800-E Beaty Street
Davidson, NC 28036
20. Valassis Direct Mail, Inc. Trade $48,701
90469 Collection Center Driv
Chicago, IL 60693
CHICAGO EDUCATION BOARD: Moody's Alters Outlook on B1 to Stable
---------------------------------------------------------------
Moody's Investors Service has affirmed the B1 rating on Chicago
Board of Education, IL's (Chicago Public Schools; CPS; the
district) general obligation unlimited tax debt. The outlook has
been revised to stable from positive. The rating applies to $3
billion in debt.
RATINGS RATIONALE
The revision of the outlook to stable from positive reflects its
changed view of the district's likely revenue trajectory. State and
local revenue is unlikely to continue to grow as previously
expected, which will make meaningful improvement in the district's
financial profile more difficult to achieve over the next 12-18
months.
The affirmation of the B1 rating is based on the district's large
tax base and improved but still narrow financial position that is
unlikely to materially improve as costs may begin to outpace
revenue growth. Still, a slowdown in revenue growth would have to
be substantial and prolonged before the district would return to
its previous financial lows. The B1 rating also considers an
average socioeconomic profile and very high direct and overlapping
leverage from bonded debt and post retirement liabilities.
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
financial market declines are creating a severe and extensive
credit shock across many sectors, regions and markets. The combined
credit effects of these developments are unprecedented. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. The revision of the outlook to stable from positive
reflects the impact of the crisis on Chicago Public Schools. The
revenue environment at the state level is weakening as a result of
the coronavirus pandemic, which may cause the State of Illinois
(Baa3 negative) to pull back on annual increases in state funding.
Additionally, potential declines in assessed valuation may reduce
collections from a district property tax levy dedicated to pension
costs.
RATING OUTLOOK
The stable outlook reflects the district's adequate liquidity
position going into the crisis, as well as some opportunities for
cost containment to offset potential revenue impacts. The
district's financial position is unlikely to materially weaken over
the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
- Steady revenue growth, which will likely require the state
continuing to meet funding targets of the evidence-based
formula
- Continued and sustained growth in operating liquidity
- Ongoing expenditure adjustments
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
- Declines in operating liquidity or increased reliance on
cash flow borrowing or other sources of nonrecurring revenue
- Stagnant revenue trends that are outpaced by the
district's growing costs
LEGAL SECURITY
All of the district's rated debt is secured by its GOULT pledge.
The majority of the district's debt is GO alternate revenue debt,
which is secured primarily by pledged state aid revenues. An
unlimited tax levy is filed with the county at the time of
issuance. The property tax is abated only after sufficient
alternate revenues are deposited with the trustee into a debt
service fund. If the deposit is not made with the trustee, the levy
is extended.
PROFILE
CPS is coterminous with the City of Chicago. As of 2020, the
district operates 642 schools with an enrollment of about 355,000
students. The Chicago Board of Education is responsible for the
governance, organizational and financial oversight of CPS.
METHODOLOGY
The principal methodology used in these ratings was US Local
Government General Obligation Debt published in September 2019.
CLYDE J. SUTTON, JR: $115K Sale of Shelbyville Property Approved
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Judge Shelley Rucker of the U.S. Bankruptcy Court for the Eastern
District of Tennessee authorized Clyde James Sutton, Jr. and Alice
Carolyn Sutton to sell their real property located at 935 W. Lane
Street, Shelbyville, Tennessee for $115,000.
The closing agent is authorized to distribute funds to satisfy any
and all taxes payable to Bedford County and the City of
Shelbyville; to pay the Seller's applicable closing and recording
costs, if any; and to pay the Purchaser's Real Estate Agent $3,450.
The remainder of the funds will be paid to Heritage South
Community Credit Union.
Clyde James Sutton, Jr. and Alice Carolyn Sutton sought Chapter 11
protection (Bankr. E.D. Tenn. Case No. 20-10332) on Jan. 28, 2020.
The Debtors tapped Paul Jennings, Esq., as counsel.
COHU INC: Bank Debt Trades at 18% Discount
------------------------------------------
Participations in a syndicated loan under which Cohu Inc is a
borrower were trading in the secondary market around 83
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a term loan. About $345.6 million of
the loan remains outstanding. The loan is scheduled to mature on
October 1, 2025.
The Company's country of domicile is United States.
COLUMBIA NUTRITIONAL: Sale of Excess Machinery & Equipment Approved
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Judge Brian D. Lynch of the U.S. Bankruptcy Court for the Western
District of Washington authorized Columbia Nutritional, LLC's sale
of excess machinery and equipment.
The sale is free and clear of liens and interests.
The Debtor is authorized to pay the net proceeds of the sale to
Columbia State Bank.
Pursuant to Fed. R. Bankr. P. 6004(h), the Order will not be stayed
for 14 days after the entry thereof and will be effective and
enforceable immediately on its entry on the docket.
About Columbia Nutritional
Columbia Nutritional, LLC -- https://www.columbianutritional.com/
--
is a contract manufacturer of dietary supplements based in the
Pacific Northwest.
Columbia Nutritional filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Wa. Case No. 20-40353) on Feb. 6,
2020. The petition was signed by Brea Viratos, chief operating
officer. At the time of filing, the Debtor was estimated to have
$1 million to $10 million in assets and $10 million to $50 million
in liabilities. Judge Brian D. Lynch oversees the case. Thomas W.
Stilley, Esq., at Sussman Shank LLP, serves as the Debtor's legal
counsel.
CONNACHER OIL: Bank Debt Trades at 23% Discount
-----------------------------------------------
Participations in a syndicated loan under which Connacher Oil and
Gas Ltd is a borrower were trading in the secondary market around
77 cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $41.8 million facility is a term loan. About $40.8 million of
the loan remains outstanding. The loan is scheduled to mature on
September 30, 2024.
The Company's country of domicile is Canada.
COOPER-STANDARD AUTOMOTIVE: Bank Debt Trades at 24% Discount
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Participations in a syndicated loan under which Cooper-Standard
Automotive Inc is a borrower were trading in the secondary market
around 76 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $337 million facility is a term loan. About $325 million of
the loan remains outstanding. The loan is scheduled to mature on
November 2, 2023.
The Company's country of domicile is United States.
CPG INT'L: Moody's Rates New $320MM Senior Unsecured Notes 'Caa2'
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Moody's Investors Service assigned a Caa2 rating to CPG
International LLC's d/b/a The AZEK Company's proposed $320 million
senior unsecured note offering due 2025. At the same time, Moody's
affirmed the company's B3 Corporate Family Rating, B3-PD
Probability of Default Rating, B2 rating on its first lien senior
secured term loan due May 2024, and Caa2 rating on its senior
unsecured notes due October 2021. The outlook remains stable.
The new note offering is being placed to refinance the upcoming
maturity of AZEK's $315 million senior unsecured notes due 2021.
Moody's views the transaction as credit positive from the
perspective of the extension of the company's debt maturity
profile, with the next maturity occurring in March 2022, when
revolver expires. Pro forma leverage is expected to be unchanged
from the 7.1x Moody's-adjusted debt to EBITDA as of December 31,
2019 and incorporating the revolver draw during the subsequent
quarter.
The rating affirmations reflect the company's strong market
position in the low maintenance building products industry, good
operating margin profile, and exposure to repair and remodeling
market for the majority of revenue, which is expected to
demonstrate less volatility than new construction over the next
year and limit Moody's anticipated weakening in credit metrics.
The stable outlook reflects Moody's expectation that the company
will reduce capital expenditures, apply cost controls and maintain
adequate liquidity over the next 12 to 18 months.
The following rating actions were taken:
Assignments:
Issuer: CPG International LLC
Senior Unsecured Regular Bond/Debenture, Assigned Caa2 (LGD5)
Affirmations:
Issuer: CPG International LLC
Probability of Default Rating, Affirmed B3-PD
Corporate Family Rating, Affirmed B3
Senior Secured Bank Credit Facility, Affirmed B2 (LGD3)
Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD5)
Outlook Actions:
Issuer: CPG International LLC
Outlook, Remains Stable
RATINGS RATIONALE
AZEK's B3 Corporate Family Rating reflects: 1) exposure to the
cyclical residential and repair/remodeling end markets and the
expectation of weaker demand over the next year caused by the
coronavirus outbreak; 2) the company's high financial leverage as a
result of a debt burden of approximately $1.1 billion, which
exceeds the company's revenue by about one and a quarter times, and
Moody's expectation of leverage rising in the near term; 3) the
competition that AZEK faces in the low maintenance building
products segment; and 4) sensitivity of operating margins, cash
flows and liquidity to changes in raw material costs.
On the other hand, the rating is supported by: 1) AZEK's solid
market position in the low maintenance building products industry;
2) the portion of revenue from the residential R&R, which tends to
be more stable during a recessionary environment than new
construction; 3) Moody's expectation of good operating margins; and
4) adequate liquidity anticipated over the next 12 to 15 months,
supported by the company's access to its revolving credit
facility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The rating could be upgraded if the company demonstrates steady
revenue growth while maintaining stable operating margins, sustains
debt to EBITDA below 5.5x and EBITA to interest coverage above
2.0x, and maintains robust liquidity.
Ratings could be downgraded if revenues and earnings decline
materially due to weakness in demand for key products. The ratings
could also be downgraded if the company were to undertake debt
financed acquisitions or implement aggressive shareholder return
policies, such as debt funded distributions, or if liquidity were
to deteriorate. Finally, if the company's debt to EBITDA is
sustained above 7.5x or if EBITA to interest falls below 1.2x, the
rating could be lowered.
The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.5.
The AZEK Company, headquartered in Chicago, Illinois, is a leading
manufacturer of premium, low maintenance building products for
residential (AZEK Building Products, TimberTech, Versatex and
UltraLox) and commercial (Scranton Products and Vycom) markets in
the U.S. and Canada. The company's product offerings include deck,
trim, rail, pavers, partitions, lockers, and plastic sheet
products. AZEK was acquired by Ares Management and Ontario
Teachers' Private Capital in September 2013. In the LTM period
ended December 31, 2019, the company generated approximately $823
million in revenue.
CPI ACQUISITION: Bank Debt Trades at 34% Discount
-------------------------------------------------
Participations in a syndicated loan under which CPI Acquisition Inc
is a borrower were trading in the secondary market around 66
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $435 million facility is a term loan. About $310.3 million of
the loan remains outstanding. The loan is scheduled to mature on
August 17, 2022.
The Company's country of domicile is United States.
CREATIVE HAIRDRESSERS: Hires Carl Marks as Financial Advisor
------------------------------------------------------------
Creative Hairdressers seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Carl Marks Advisory Group
LLC as its financial advisor.
Carl Marks will provide these professional services in connection
with Chapter 11 cases filed by Creative Hairdressers and its
affiliates:
(a) assist Debtors and their legal counsel in bankruptcy
planning and administration;
(b) track Debtors' performance against any
debtor-in-possession budget, analyze variances, and oversee
reporting as required by the DIP financing agreement;
(c) oversee the administration of Debtors' bankruptcy
estates;
(d) assist in the sale of Debtors' assets; and
(e) perform other tasks requested by Debtors and acceptable to
Carl Marks.
The firm's hourly rates are as follows:
Partners/Senior Managing Directors $800
Managing Directors $650
Directors/Vice President $500
Analysts and Associates $375
Marc Pfefferle of Carl Marks disclosed in court filings that his
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Marc L. Pfefferle
Carl Marks Advisory Group LLC
900 Third Ave
33rd Floor
New York, NY 10022
Telephone: (212) 909-8400
Email: mpfefferle@carlmarks.com
About Creative Hairdressers
Creative Hairdressers, Inc. operates over 750 salons nationwide
under the trade names Hair Cuttery, BUBBLES, and Salon Cielo. The
company began in 1974 to create a quality whole-family salon where
stylists could make a good living. Visit http://www.ratnerco.com/
Creative Hairdressers and Ratner Companies, L.C. sought Chapter 11
protection (Bankr. D. Md. Lead Case No. 20-14583) on April 23,
2020. Creative Hairdressers was estimated to have $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Debtors tapped Shapiro Sher Guinot & Sandler as legal counsel; Carl
Marks Advisors as strategic financial advisor; A&G Realty Partners
as real estate advisor; and Epiq Bankruptcy Solutions as claims
agent.
CREATIVE HAIRDRESSERS: Seeks to Hire A&G as Real Estate Advisor
---------------------------------------------------------------
Creative Hairdressers seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ A&G Realty Partners, LLC as
real estate consultant.
The firm will provide these professional services in connection
with the Chapter 11 cases filed by Creative Hairdressers and its
affiliates:
(a) consult with Debtors to discuss their goals and financial
parameters regarding their non-residential real property leases;
(b) provide advice and guidance related to individual
financial and non-financial lease restructuring opportunities;
(c) negotiate with the landlords to modify lease terms and
conditions or terminate the leases;
(d) market the leases designated by Debtors for sale;
(e) provide weekly update reports regarding the status of the
services or more frequently as may be requested by Debtors; and
(f) coordinate with Debtors' internal team and legal counsel
to resolve business problems.
A&G will be compensated by Debtors for its services, subject to
court approval, which include a security retainer in the amount of
$200,000; a fee of 7 percent of the "occupancy cost savings" per
lease for any modification to or inclusion of additional provisions
relating to the monetary terms of a lease agreement; a fee of $750
per lease for any modification to the non-monetary terms of a lease
agreement; a fee of 6 percent of the gross proceeds from the sale
of a lease; and a fee in the amount of $500 per lease for each
landlord consent obtained by A&G to extend Debtors' time to assume
or reject a lease.
Mike Matlat, a senior managing director of A&G, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Mike Matlat
A&G Realty Partners LLC
445 Broadhollow Road, Suite 410
Melville, NY 11747
Telephone: (631) 465-9508
Email: mike@agrep.com
About Creative Hairdressers
Creative Hairdressers, Inc. operates over 750 salons nationwide
under the trade names Hair Cuttery, BUBBLES, and Salon Cielo. The
company began in 1974 to create a quality whole-family salon where
stylists could make a good living. Visit http://www.ratnerco.com/
Creative Hairdressers and Ratner Companies, L.C. sought Chapter 11
protection (Bankr. D. Md. Lead Case No. 20-14583) on April 23,
2020. Creative Hairdressers was estimated to have $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Debtors tapped Shapiro Sher Guinot & Sandler as legal counsel; Carl
Marks Advisors as strategic financial advisor; A&G Realty Partners
as real estate advisor; and Epiq Bankruptcy Solutions as claims
agent.
CREATIVE HAIRDRESSERS: Seeks to Hire Epiq as Claims Agent
---------------------------------------------------------
Creative Hairdressers, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to employ Epiq Corporate
Restructuring, LLC as claims, noticing, solicitation and
administrative agent.
Epiq will oversee the distribution of notices and the maintenance,
processing and docketing of proofs of claim. The firm will also
provide bankruptcy administrative services to Creative Hairdressers
and its affiliates in connection with their Chapter 11 cases.
The firm will be paid for its services at these rates:
Clerical/Administrative Support $25 - $45 per
hour
IT/Programming $65 - $85 per
hour
Case Managers $70 - $165 per
hour
Consultants/Directors/Vice Presidents $160 - $190 per
hour
Solicitation Consultant $190 per hour
Executive Vice President, Solicitation $215 per hour
Executives No Charge
Prior to the petition date, Epiq received a retainer in the amount
of $25,000.
Brian Hunt, a consulting director of Epiq, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Brian Hunt
Epiq Corporate Restructuring, LLC
777 Third Avenue, Twelfth Floor
New York, NY 10017
Telephone: (917) 359-4553
Email: bhunt@epiqglobal.com
About Creative Hairdressers
Creative Hairdressers, Inc. operates over 750 salons nationwide
under the trade names Hair Cuttery, BUBBLES, and Salon Cielo. The
company began in 1974 to create a quality whole-family salon where
stylists could make a good living. Visit http://www.ratnerco.com/
Creative Hairdressers and Ratner Companies, L.C. sought Chapter 11
protection (Bankr. D. Md. Lead Case No. 20-14583) on April 23,
2020. Creative Hairdressers was estimated to have $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Debtors tapped Shapiro Sher Guinot & Sandler as legal counsel; Carl
Marks Advisors as strategic financial advisor; A&G Realty Partners
as real estate advisor; and Epiq Bankruptcy Solutions as claims
agent.
CREATIVE HAIRDRESSERS: Seeks to Hire Shapiro Sher as Legal Counsel
------------------------------------------------------------------
Creative Hairdressers seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Shapiro Sher Guinot &
Sandler as its bankruptcy counsel.
The firm will assist in the preparation of a Chapter 11 plan and
will provide other legal services in connection with the Chapter 11
cases filed by Creative Hairdressers and its affiliates.
The firm's attorneys and paralegals will be paid at these rates:
Partners $450 - $675 per hour
Associates $300 - $400 per hour
Paralegals $225 - $255 per hour
Shapiro Sher is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm may be reached at:
Shapiro Sher Guinot & Sandler
Baltimore Office
250 West Pratt Street, Suite 2000
Baltimore, MD 21201
Telephone: (410) 385-0202
About Creative Hairdressers
Creative Hairdressers, Inc. operates over 750 salons nationwide
under the trade names Hair Cuttery, BUBBLES, and Salon Cielo. The
company began in 1974 to create a quality whole-family salon where
stylists could make a good living. Visit http://www.ratnerco.com/
Creative Hairdressers and Ratner Companies, L.C. sought Chapter 11
protection (Bankr. D. Md. Lead Case No. 20-14583) on April 23,
2020. Creative Hairdressers was estimated to have $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Debtors tapped Shapiro Sher Guinot & Sandler as legal counsel; Carl
Marks Advisors as strategic financial advisor; A&G Realty Partners
as real estate advisor; and Epiq Bankruptcy Solutions as claims
agent.
CRESTWOOD HOLDINGS: Bank Debt Trades at 59% Discount
----------------------------------------------------
Participations in a syndicated loan under which Crestwood Holdings
LLC is a borrower were trading in the secondary market around 41
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a term loan. About $343 million of
the loan remains outstanding. The loan is scheduled to mature on
March 5, 2023.
The Company's country of domicile is United States.
CRM CITY: Gets Approval to Hire Walker & Patterson as New Counsel
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CRM City Fellowship Church received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Walker & Patterson, P.C. as its legal counsel.
Walker & Patterson will substitute for the Law Office of Nelson M.
Jones III, the firm handling Debtor's Chapter 11 case. Debtor
needs representation to comply with the court's directive regarding
the confirmation of its Chapter 11 plan.
The attorneys designated to provide services to the Debtor will be
paid at these rates:
Johnie Patterson $550 per hour
Miriam Goott $500 per hour
The retainer fee is $5,000.
Walker & Patterson can be reached through:
Johnie Patterson, Esq.
Walker & Patterson PC
Houston, TX 77208-1301
Telephone: (713) 956-5577
Facsimile: (713) 956-5570
Email: jjp@walkerandpatterson.com
About CRM City Fellowship Church
CRM City Fellowship Church, a tax-exempt religious organization in
Houston, Texas, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-36175) on Nov. 5,
2018. In the petition signed by Leroy J. Woodard, president, Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. Judge Eduardo V. Rodriguez oversees the
case. Walker & Patterson, P.C. is Debtor's legal counsel.
CROWN FINANCE: Bank Debt Trades at 37% Discount
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Participations in a syndicated loan under which Crown Finance US
Inc is a borrower were trading in the secondary market around 63
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $3.3 billion facility is a term loan. About $2.7 billion of
the loan remains outstanding. The loan is scheduled to mature on
February 28, 2025.
The Company's country of domicile is United States.
CRYOLIFE INC: Bank Debt Trades at 18% Discount
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Participations in a syndicated loan under which CryoLife Inc is a
borrower were trading in the secondary market around 82
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $224 million facility is a term loan. About $219.9 million of
the loan remains outstanding. The loan is scheduled to mature on
December 1, 2024.
The Company's country of domicile is United States.
CYPRESS LAWN: Court Conditionally Approves Disclosure Statement
---------------------------------------------------------------
Judge Christopher Lopez has ordered that the Disclosure Statement
filed by Cypress Lawn and Landscaping Company, Inc. is
conditionally approved.
May 22, 2020 is the deadline for filing ballots accepting or
rejecting the Plan.
May 26, 2020, at 12:00 noon (Houston Time), is the deadline for
filing and serving written objections to confirmation of the Plan
or final approval of the Disclosure Statement.
The Court will conduct an evidentiary hearing in Courtroom 401, 4th
Floor, United States Courthouse, 515 Rusk, Houston, Texas 77002 to
consider final approval of the Disclosure Statement and
confirmation of the Plan on June 9, 2020 at 1:00 p.m. (Houston
time).
About Cypress Lawn
Cypress Lawn and Landscaping Company, Inc., filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 19-35262) on Sept. 19, 2019.
The Debtor's counsel is Matthew Hoffman, Esq., of HOFFMAN &
SAWERIS, P.C.
CYTOSORBENTS CORP: Incurs $3.5 Million Net Loss in First Quarter
----------------------------------------------------------------
Cytosorbents Corporation reported a net loss of $3.45 million on
$8.71 million of total revenue for the three months ended March 31,
2020, compared to a net loss of $4.88 million on $5.19 million of
total revenue for the three months ended March 31, 2019.
As of March 31, 2020, the Company had $44.23 million in total
assets, $22.91 million in total liabilities, and $21.31 million in
total stockholders' equity.
The Company has experienced substantial operating losses since
inception. As of March 31, 2020, the Company had an accumulated
deficit of approximately $192,242,000, which included losses of
approximately $3,453,000 and $4,884,000 for the three month periods
ended March 31, 2020 and 2019, respectively. Historically, losses
have resulted principally from costs incurred in the research and
development of the Company's polymer technology, clinical studies,
and general and administrative expenses.
Since inception, the Company's operations have been primarily
financed through the issuance of debt and equity securities. At
March 31, 2020, the Company had current assets of approximately
$37,529,000 including cash on hand of approximately $26,389,000 and
current liabilities of approximately $11,464,000. On April 17,
2020, the Company received approximately $1,093,000 in proceeds
from the sale of its New Jersey Net Operating Loss carry forwards
under the Technology Business Tax Certificate Transfer Program. In
addition, in early April 2020, the Company received approximately
$1,917,000 in proceeds related to the sale of shares pursuant to
the Open Market Sale Agreement with Jefferies LLC and B. Riley FBR,
Inc. On July 31, 2019, the Company executed an Amendment to its
Loan Agreement with Bridge Bank and, simultaneous with this
Amendment, received $5 million in proceeds from an additional term
loan. In addition, the Amendment extends the interest-only period
of the loan through October 2020.
"We believe that we have sufficient cash to fund our operations
into 2021," Cytosorbents said. "We will need to raise additional
capital to support our ongoing operations in the future. In
addition, we will need to raise additional funds to support
clinical trials in the U.S. and in Europe."
COVID-19 Impact on Financial Results
First quarter 2020 product revenues were positively impacted by
underlying strength in the Company's critical care and cardiac
surgery business, and the use of CytoSorb to treat critically-ill
COVID-19 patients in the ICU. Though difficult to quantitate, the
Company estimates that approximately $1.5 million to $1.7 million
of its first quarter 2020 revenues were related to COVID-19. Given
the order patterns the Company is currently experiencing, it
expects that the COVID-19 pandemic will continue to have a positive
impact on product revenues in the second quarter of 2020.
Primarily due to the demand for the CytoSorb device to treat
COVID-19 patients, the Company had a sales backlog of approximately
$2,700,000 as of March 31, 2020.
In addition, due to the EUA granted by the FDA on April 11, 2020,
the Company began shipping CytoSorb to hospitals in the United
States. The Company is continuing to actively receive inquiries
and orders for CytoSorb. However, at this time, the Company cannot
predict the overall impact this will have on its 2020 product
sales.
Cytosorbents said, "As the impact of the COVID-19 pandemic eases,
we may experience a decrease in revenue in the second half of 2020
as compared to the first half of 2020 as the impact of this
catalyst for revenue growth is reduced.
"Grant revenues have been negatively impacted by the COVID-19
pandemic. Our research and development employees have either been
deployed to work-from-home status or reassigned to assist
production activities to increase production of CytoSorb. This may
reduce grant revenue until such time as the pandemic is over,
however this is not expected to have a material impact on our
financial results because of the low gross margins associated with
grant activities.
"There has been a worldwide slowdown in clinical trial activities
as medical providers focus on COVID-19 patients and this has
resulted in the temporary pause in enrollment of our TISORB study
in the United Kingdom and other clinical trials in Europe. Together
with the previously disclosed pause in enrollment of our REFRESH
2-AKI trial, this has resulted in an approximately $1 million
reduction in our quarterly clinical trial expenses which has a
corresponding reduction in our reported operating loss and
quarterly cash burn. These clinical trial activities are expected
to resume to normal levels once the pandemic is over.
"There has been an approximately $400,000 decrease in our first
quarter 2020 selling, general, and administrative expenses due to
the restrictions on travel and the cancelling of medical and
investor conferences during the pandemic. This is also a temporary
situation.
"There has been no adverse impact on our ability to access capital.
We have the ability to access capital through our ATM facility and
through the equity markets, if needed. There has also been no
adverse impact on our ability to comply with the covenants
associated with our debt facility with Bridge Bank. We do not
expect that this will change materially in the near future."
CEO's Statement
Dr. Phillip Chan, MD, PhD, chief executive officer of CytoSorbents
stated, "Before COVID-19 became a pandemic, Q1 2020, our strongest
quarter to date, was already looking robust, buoyed by momentum
from the prior record quarter, and energized by our recently
expanded commercialization team driving sales across our everyday
core markets of cardiac surgery and critical care."
Dr. Chan continued, "We began the quarter with some great news: CE
Mark approval for CytoSorb to remove ticagrelor during on-pump
cardiothoracic surgery. This allowed us to begin aggressively
marketing the use of CytoSorb for this application on-label in all
of the countries we serve, with the goal of reducing costly and
potentially life-threatening perioperative bleeding caused by this
"blood thinner" in patients who require urgent or emergent cardiac
surgery. Because of its ease of use, its efficacy in removing
ticagrelor, and an established record of safety in low to high risk
cardiac surgery patients, we believe CytoSorb has the potential to
become the standard of care for this application in the E.U., with
the potential to significantly expand our current product revenue
over time, and help drive us to profitability. Ticagrelor has the
potential to displace its rivals as the preferred anti-platelet
therapy in acute coronary syndrome in-part because our therapy
makes it the only reversible P2Y12 platelet inhibitor - thereby
vastly improving its safety profile over the others in this patient
population, we believe the market could be even greater. We
followed through with a hat trick of sorts. In April, we received
U.S. FDA Breakthrough Designation for the use of CytoSorb to reduce
ticagrelor during cardiopulmonary bypass in urgent or emergent
cardiac surgery. This was an acknowledgement of the major unmet
medical need that we could potentially serve, while enabling the
FDA to work with us to speed the development, assessment, and
regulatory review of CytoSorb for this application. Then just
recently, we announced the hiring of our new Chief Medical Officer,
Dr. Ethymios "Makis" Deliargyris, MD, an experienced cardiologist
and interventional cardiologist, and an industry veteran whose
prior experience includes The Medicines Company. Makis is a
subject matter expert in the clinical development, usage, and
complications of anti-coagulants and anti-thrombotics such as
ticagrelor, cangrelor, bivalirudin, and aspirin, while being
well-versed in the treatment and management of critical illnesses,
particularly shock – one of the hallmark effects of CytoSorb in
critically-ill patients. These developments give us much greater
visibility on a potential U.S. regulatory path for approval that
could be game-changing for the company."
"Meanwhile, as China instituted unprecedented measures to try to
control the spread of coronavirus, we could see the looming threat
of COVID-19 coming. Early reports of cytokine storm contributing
to severity of illness and death in patients afflicted with
SARS-CoV-2 infection were not a surprise. CytoSorbents, with our
flagship product CytoSorb - one of the leading therapies in Europe
approved specifically to treat cytokine storm- has been one of the
most vocal advocates for years proselytizing the harms of cytokine
storm and the fact that an out-of-control immune response and organ
failure is what really kills patients in a wide variety of
life-threatening conditions seen in the intensive care unit on a
daily basis, such as sepsis, trauma, acute respiratory distress
syndrome (ARDS), shock, liver failure, and many others. That it
took a literal pandemic to finally drive the term "cytokine storm"
into the common vernacular of journalists, government officials,
investors, the lay public, and even many healthcare experts,
underscores how prescient we have been and how timely CytoSorb has
become."
Dr. Chan continued, "That said, our positioning of CytoSorb as one
of the leading therapies to treat cytokine storm has led to a host
of new opportunities and now more than an estimated 750 COVID-19
patients treated worldwide. The China Medical System Holdings Ltd
partnership and the listing of CytoSorb in the Italy and Panama
COVID-19 treatment guidelines, were just several examples. In
Germany, where the most COVID-19 patients have now been treated
with CytoSorb, there is a groundswell of clinical study activity,
including randomized controlled trials, that will hopefully
translate into published patient-level data that can be leveraged
worldwide. And most recently, in mid-April, CytoSorb was the first
extracorporeal blood purification technology, that is compatible
with the main blood pump machines used to treat critically-ill
patients around the world (e.g. CRRT, hemodialysis, and ECMO), to
receive FDA Emergency Use Authorization for use in critically-ill
adult COVID-19 patients with imminent or confirmed respiratory
failure. For the first time, we are able to make CytoSorb
commercially available to all U.S. hospitals, physicians, and
patients, now with nearly 200 inquiries, 30 active hospital
accounts, with CytoSorb either shipped or in use at half of these,
and multiple reorders. In the U.S., in a very short period of
time, there have been approximately 25 patients treated, quite a
number who have been weaned off of extracorporeal membrane
oxygenation (ECMO) or mechanical ventilation."
"We were fortunate to have begun planning and ramping production
early in the quarter to meet this projected need. We strengthened
our balance sheet significantly, preparing for uncertain times, and
making sure we had the financial resources to withstand the coming
storm and aggressively fund production expansion. And like other
businesses, we took steps to protect our workforce while ramping
production 24 hours a day, 7 days a week. Although we are nearing
full capacity now, we have the flexibility to rapidly scale
production up or down as the global need requires based on whether
projected second and third waves of COVID-19 infection materialize.
We ended the quarter with orders linked to the rapidly spreading
COVID-19 pandemic in many of the countries we serve, and the
existing physician user base that has used CytoSorb successfully in
their critically-ill and cardiac surgery patients for years. This
demand was on top of the already strong results from our existing
business, resulting in an exceptional quarter with our first
backlog ever."
"As one of a select group of companies thriving in these uncertain
times, we believe the growth story at CytoSorbents remains
remarkably bright, with so many different potential catalysts and
shots on goal for our company. To be clear, we are not a COVID-19
company. What the pandemic has done, however, is put a spotlight
on our company, our CytoSorb technology, and our core message of
treating cytokine storm. This message transcends coronavirus
infection and is the same message in sepsis that kills 1 in 5
people worldwide every year; in seasonal influenza that according
to the World Health Organization, kills more people worldwide each
year than COVID-19 has to date; in millions of hospitalized
patients with acute exacerbations of chronic liver disease, that
afflicts 1 in 11 people worldwide; in infective endocarditis cases
that plague cardiac surgery programs throughout the U.S. some of
which are often doing one of these surgeries a day with a patient
cost that can exceed $150,000 and a high risk of death due to an
explosion of heart valve infections caused by the opiate crisis and
use of dirty needles with IV heroin use; and many, many others.
Because of COVID-19, we have re-introduced CytoSorb to the world,
and are working to generate clinical data that will support its use
in the same complications of COVID-19 infection such as shock and
acute respiratory failure that are seen in other critically-ill
non-COVID-19 patients, that may keep COVID-19 as a potential
long-term catalyst for our business."
Dr. Chan concluded, "I cannot begin to express my pride and
gratitude to the outstanding men and women of this company, who in
the depths of the COVID-19 crisis, came together, pitching in
wherever needed, even when doing so put themselves and their
families at risk, to ensure that we maintained the production,
delivery, and access of CytoSorb to help patients around the world.
And finally, to all of the healthcare workers globally, who worked
tirelessly on the front lines during the COVID-19 pandemic, putting
themselves directly into harm's way to save lives, with many making
the ultimate sacrifice - the thankfulness, thoughts and prayers of
a grateful world community."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/9akrFa
About CytoSorbents
Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is
engaged in critical care immunotherapy, specializing in blood
purification. Its flagship product, CytoSorb is approved in the
European Union with distribution in 58 countries around the world,
as an extracorporeal cytokine adsorber designed to reduce the
"cytokine storm" or "cytokine release syndrome" that could
otherwise cause massive inflammation, organ failure and death in
common critical illnesses. These are conditions where the risk of
death is extremely high, yet no effective treatments exist.
As of Dec. 31, 2019, the Company had $27.38 million in total
assets, $23.96 million in total liabilities, and $3.42 million in
total stockholders' equity.
WithumSmith+Brown, PC, in East Brunswick, New Jersey, the Company's
auditor since 2004, issued a "going concern" qualification in its
report dated March 5, 2020 citing that the Company sustained net
losses for the years ended Dec. 31, 2019, 2018 and 2017 of
approximately $19.3 million, $17.2 million and $8.5 million,
respectively. Further, the Company believes it will have to raise
additional capital to fund its planned operations for the twelve
month period through March 2021. These matters raise substantial
doubt regarding the Company's ability to continue as a going
concern.
DAN'S MOBILE V: Unsecureds to Recover 20% in 5 Years
----------------------------------------------------
Dan's Mobile V Twin Service, LLC, filed a Plan of Reorganization
and a Disclosure Statement.
Under the Plan, the collateral of secured creditor will be
retained. Cash will be distributed under the Plan to holders of
allowed secured, priority and general unsecured claims. The cash
will be distributed in payments over the life of the Plan. The
cash will emanate primarily from the revenues collected by the
Debtor.
Claims and interests will be treated as follows:
* Class I Secured Claim of Pearl Capital Funding in the amount
of $18,975 is impaired. Pearl Capital Funding has a first lien on
the Debtor's account receivables and assets. The creditor will
retain its lien. The allowed amount of the secured claim will be
paid, in full, over 60 months, at an interest rate of 3.00 percent,
whereupon the lien shall be terminated. Payments shall commence on
Oct. 1, 2020.
* Class II Second Lien Claim of Expansion Capital Group, Class
III Third Lien Claim of Complete Business Solutions Group, Inc,
Class IV Claim of Forward Financing and Class V Claim of Cadence
Bank, N.A. ($9,566) are all impaired and each shall be treated as
follows: The Debtor will ask the Court to determine the value of
the creditor's security. If the Court approves a secured claim,
the Debtor will pay the allowed secured claim, in full, with 3.0%
interest, over 60 months. Payments will commence on Oct. 1, 2020.
If the creditor has any secured claim, it will retain its lien. If
the Court determines that the creditor is not secured, creditor
will have 30 days from the date of the court's order, to file a
Proof of Claim as to any unsecured debt.
* Class VI General Unsecured Creditors (Impaired): The Debtor
shall issue Promissory Notes to allowed unsecured creditors, as
follows: The Debtor will provide to each unsecured creditor, with
allowed claims, a promissory note that will have a term of 60
months, with payments commencing on Oct. 1, 2020. The amount to be
paid under the Note will be the amount of 20.00% of the creditor's
allowed claim. The Notes will bear no interest. The Notes will be
paid in monthly installments over 60 months. In months 1-36
installments will be minimal in order to pay administrative fees,
priority and secured debt, in full. In months 37-60 installments
will increase in order to pay the Notes in full within the 60
months. Notes may be paid in a lump sum, at the discretion of the
Debtor.
* Class VII Equity Member Daniel Berden, who is the managing
member of the Debtor, is not expected to receive distributions. At
this time, there is no value to the ownership of the Debtor because
the debts of the Debtor are greater than the assets of the Debtor.
A full-text copy of the Disclosure Statement dated April 15, 2020,
is available at https://tinyurl.com/yd6fxdyd from PacerMonitor.com
at no charge.
Attorney for the Debtor:
MELODY D. GENSON, ATTORNEY AT LAW
2750 Ringling Blvd., Suite 3
Sarasota, Florida 34237
Telephone: (941) 365-5870
Facsimile: (941) 365-5872
About Dan's Mobile V Twin Service
Dan's Mobile V Twin Service, LLC filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 20-00255) on Jan. 14, 2020. At
the time of the filing, the Debtor had estimated assets of between
$100,001 and $500,000 and liabilities of between $500,001 and $1
million. The Debtor is represented by the Law Offices of Melody D.
Genson.
DASH GROUP: To Pay Claims in Full Under Plan
--------------------------------------------
Dash Group Properties, Inc., filed a Chapter 11 Plan.
There are no General Unsecured Creditors in this case.
The Debtor filed the present case in an attempt to reamortize the
lien claims against each of its rental properties and bring each
lien claim payment current, paying each Allowed Secured Claim in
full over a 15-year amortization. The Debtor proposes to make the
payments on the reamortized lien claims from the net rental
receipts for each rental property, except the property located at
229 Apple Drupe Way in Holly Springs, North Carolina, which the
Debtor intends to sell for an amount sufficient to satisfy all
claims secured by that property in full.
The Debtor expects to receive gross monthly rental income in the
amount of $8,210 from the full rentals of the various properties
owned by the Debtor, excepting the 229 Apple Drupe Way property
which will be sold pursuant to this Plan.
A full-text copy of the Disclosure Statement dated April 15, 2020,
is available at https://tinyurl.com/y7l5ehfe from PacerMonitor.com
at no charge.
About Dash Group Properties
Dash Group Properties, Inc., is a North Carolina corporation owed
solely by Obinna J. Achumba.
Mr. Achumba previously confirmed a Chapter 11 Plan of
Reorganization in case number 09-01945-8-SWH. The Confirmation
Order in that case was entered on July 1, 2010.
Dash Group Properties, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-01217) on March
18, 2020. At the time of the filing, Debtor was estimated to have
assets of between $500,001 and $1 million and liabilities of the
same range. Judge Stephani W. Humrickhouse oversees the case.
Paul D. Bradford, PLLC, is Debtor's legal counsel.
DEL MONTE: Bank Debt Trades at 27% Discount
-------------------------------------------
Participations in a syndicated loan under which Del Monte Foods Inc
is a borrower were trading in the secondary market around 74
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $260 million facility is a term loan. About $244.4 million of
the loan remains outstanding. The loan is scheduled to mature on
August 18, 2021.
The Company's country of domicile is United States.
DIAMOND SPORTS: Bank Debt Trades at 19% Discount
------------------------------------------------
Participations in a syndicated loan under which Diamond Sports
Group LLC is a borrower were trading in the secondary market around
81 cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $3.3 billion facility is a term loan. About $3.28 billion of
the loan remains outstanding. The loan is scheduled to mature on
August 24, 2026.
The Company's country of domicile is United States.
DIEBOLD NIXDORF: Bank Debt Trades at 20% Discount
-------------------------------------------------
Participations in a syndicated loan under which Diebold Nixdorf Inc
is a borrower were trading in the secondary market around 80
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $374.3 million facility is a term loan. About $370.3 million
of the loan remains outstanding. The loan is scheduled to mature
on April 30, 2022.
The Company's country of domicile is United States.
EDWARD DON: Bank Debt Trades at 29% Discount
--------------------------------------------
Participations in a syndicated loan under which Edward Don & Co is
a borrower were trading in the secondary market around 71
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $210 million facility is a term loan. About $206.9 million of
the loan remains outstanding. The loan is scheduled to mature on
July 2, 2025.
The Company's country of domicile is United States.
EDWARD J. HOVATTER: $335K Sale of Hammonton Property Approved
-------------------------------------------------------------
Judge Andrew B. Altenburg of the U.S. Bankruptcy Court for the
District of New Jersey authorized Edward J. Hovatter and Kimberly
Macaluso Hovatter to sell the residential real property commonly
known as 414 14th St., Hammonton, New Jersey to Anthony Peseller
and Dorothy Peseller for $335,000 pursuant to their Agreement of
Sale.
The sale is free and clear of all liens, claims, encumbrances and
other claims of interest, with such liens, claims, encumbrances and
other claims of interest attaching to the proceeds of sale.
At the time of closing the proceeds of the sale of the Property
will be paid as follows:
a. To costs attendant with closing on the sale of the
Property;
b. To the Township of Hammonton to satisfy all outstanding tax
claims;
c. To Republic Bank in the amount of $238,234, representing
the amount due on May 29, 2020, or such lesser amount as necessary
if closing occurs before May 29, 2020. Republic Bank may apply the
payment immediately in full satisfaction of the debt. Republic
Bank acknowledges that the payment is necessary for the Debtors’
reorganization pursuant to the Plan.
d. To 360 Capital in the amount of $56,000, which 360 Capital
will hold in escrow until the Effective Date of the Plan or June
30, 2020, whichever occurs first. If 360 Capital holds proceeds in
excess of the amount needed to satisfy its debt in full on the date
it is permitted to apply the escrowed funds, 360 Capital will
return the excess proceeds to the Debtors, who will distribute them
pursuant to the Plan.
e. The remaining proceeds will be held in escrow by the title
company. The title company will distribute these proceeds to the
Debtor upon the effective date of the Plan, at which point the
Debtor who will distribute them pursuant to the Plan. If the
Debtors' bankruptcy is dismissed, the title company will distribute
the proceeds to the Debtors.
The Debtors will serve the Order on the United States Attorney, the
United States Attorney General, and the Office of the Attorney
General of New Jersey and file a certificate of service of same.
These government units will have 10 days from the date of service
to object; absent any objection the Order will become final as to
these government units.
The stay of the Order granting the Motion under Bankruptcy Rule
6004(h) is waived for cause.
Edward J. Hovatter and Kimberly Macaluso Hovatter sought Chapter 11
protection (Bankr. D. N.J. Case No. 19-31483) on Nov. 14, 2019.
The Debtors tapped Edmond M. George, Esq., at Obermayer Rebmann
Maxwell & Hippel as counsel.
ENGINEERED MACHINERY: Moody's Affirms B3 CFR, Outlook Stable
------------------------------------------------------------
Moody's Investors Service affirmed Engineered Machinery Holdings,
Inc.'s B3 corporate family rating and B3-PD probability of default
rating. Moody's also affirmed the B2 first lien senior secured
credit facilities rating and the Caa2 rating on the second-lien
senior secured credit facility. The ratings outlook is stable.
"The rating affirmations reflect its expectation that Duravant will
continue to generate positive free cash flow in 2020 despite the
COVID-19 and macroeconomic headwinds", says Shirley Singh, Moody's
lead analyst for Duravant. "In addition, with over $200 million in
cash and revolving credit facility availability, the company
maintains good liquidity that strengthens its ability to weather
expected weakness in market conditions over the coming quarters",
added Singh.
The rapid and widening spread of the coronavirus outbreak, the
deteriorating global economic outlook, falling oil prices and asset
price declines are creating a severe and extensive credit shock
across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The industrial
sector has been adversely affected to the shock given its
sensitivity to broad market demand and sentiment. More
specifically, weakness in Duravant's end markets leave it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions, and the company remains vulnerable to the
outbreak continuing to spread. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety. Its actions
reflect the impact on Duravant of the breadth and severity of the
shock, and the broad deterioration in credit quality it has
triggered.
The following rating actions were taken:
Affirmations:
Issuer: Engineered Machinery Holdings, Inc.
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Senior Secured 1st Lien Bank Credit Facility, Affirmed B2 (LGD3)
Senior Secured 2nd Lien Bank Credit Facility, Affirmed Caa2 (LGD6,
from LGD5)
Outlook Actions:
Issuer: Engineered Machinery Holdings, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Duravant's B3 CFR broadly reflects the company's elevated leverage
with debt-to-EBITDA of over 6.5x and inherent cyclicality of the
business. Moody's expects the company's earnings to contract in
2020, which will increase leverage over 8.0x. Even so, the
company's strong liquidity and operational flexibility afforded by
the company's strong margins and low capital needs provides
capacity to absorb earnings contraction. The rating is also
supported by the company's strong market position in a niche market
of specialized packaging equipment with significant aftermarket
presence and established relationship with blue-chip companies in
the consumer-packaged goods sector. In addition, Duravant's
exposure to food & beverage sector within its packaging segment
could help reduce earnings volatility in the current environment by
partially mitigating the weakness in other end markets.
The stable ratings outlook reflects Moody's expectation that
Duravant will maintain strong liquidity despite the anticipated
earnings decline in 2020 amid COVID-19 crisis and broader
macroeconomic weakness.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Although unlikely in the near term, ratings could be upgraded
should the operating performance and financial policy support
debt-to-EBITDA below 6.0x and EBITA-to-interest expense above
2.0x.
Ratings could be downgraded if revenue and earnings decline such
that the company becomes cash consumptive and liquidity erodes
including an increased reliance on revolver.
The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.
Engineered Machinery Holdings, Inc. is the indirect parent of
Duravant LLC. Headquartered in Downers Grove, Illinois, Duravant
designs and assembles packaging, material handling and food
processing equipment for a number of industries, including food and
beverage, consumer products, e-commerce and distribution, retail,
and agriculture and produce. Duravant is owned by affiliates of
Warburg Pincus, LLC. Sales in December were $730.6 million.
EPIC CRUDE: Moody's Lowers CFR to Caa1, Outlook Negative
--------------------------------------------------------
Moody's Investors Service downgraded EPIC Crude Services, LP's
Corporate Family Rating to Caa1 from B3, Probability of Default
Rating to Caa1-PD from B3-PD, super-priority revolver rating to B1
from Ba3 and senior secured Term Loan B rating to Caa1 from B3. The
outlook is negative. This rating action concludes the review for
possible downgrade initiated on April 3, 2020.
"The downgrade of EPIC Crude's ratings reflects elevated leverage
and reliance on external capital amid a weak oil price
environment," said Jonathan Teitel, a Moody's analyst.
Downgrades:
Issuer: EPIC Crude Services, LP
Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
Corporate Family Rating, Downgraded to Caa1 from B3
Senior Secured Super Priority Revolving Credit Facility,
Downgraded to B1 (LGD1) from Ba3 (LGD1)
Senior Secured 1st Lien Term Loan B, Downgraded to Caa1 (LGD4)
from B3 (LGD4)
Outlook Actions:
Issuer: EPIC Crude Services, LP
Outlook, Changed to Negative from Rating Under Review
RATINGS RATIONALE
EPIC Crude's Caa1 CFR reflects high leverage and weak liquidity.
The company is reliant on large increases in volumes to
sufficiently reduce leverage and Moody's does not expect this to
occur in 2020. The ability of the company to improve EBITDA and
leverage is dependent on volume growth. Reduced capital spending by
upstream companies because of weak oil prices pose significant
challenges. The rating considers Moody's expectation that EPIC
Crude will need further funding driving weak liquidity but also
that owners have contributed equity in the past. Continued equity
support would be an important factor to support liquidity and
overall credit quality. EPIC Crude has a fully drawn $75 million
revolver expiring in 2024. As of December 31, 2019, EPIC Crude had
$15 million of cash but net proceeds from the $175 million term
loans issued in the first quarter of 2020 increased cash providing
an interim source of liquidity. To offset near-term cash needs, the
company is working with suppliers to delay certain capital spend
and to structure vendor payments over time.
The company started flowing crude oil on its own pipelines at the
beginning of April 2020. Previously, the company leased capacity
from its sister company (EPIC Y-Grade) to provide interim services
(which it began in August 2019). EPIC Crude benefits from storage
capacity which can be sold to customers. Contracts are fixed fee
leaving EPIC Crude with limited direct commodity price risk. A
portion of cash flow is underpinned by minimum volume commitments
though a sizable portion of capacity does not have such commitments
leaving the company exposed to volume risks. Customers include some
of EPIC Crude's owners which align incentives for moving volumes on
the system. The company has executed some small contracts recently,
including some that are short-term and relate to highly sought
storage capacity. Meanwhile, the company continues to look for
additional opportunities. The pace at which oil demand increases
will affect outcomes for its pipeline utilization but the ability
of the company to sell excess storage capacity could provide some
offset to a slower pace of volume growth on pipelines. Governance
considerations include financial policies and strategies that have
resulted in incremental debt and high leverage, but also equity
contributions from owners.
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The exploration
and production sector has been one of the sectors most affected by
the shock given its sensitivity to demand and commodity prices, and
this in turn has affected some midstream energy companies who move
E&P production volumes. More specifically, the weaknesses in EPIC
Crude's credit profile and liquidity have left it vulnerable to
shifts in market sentiment in these unprecedented operating
conditions and EPIC Crude remains vulnerable to the outbreak
continuing to spread and commodity prices remaining weak. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. Its action reflects the impact on EPIC Crude of the breadth
and severity of the shock, and the broad deterioration in credit
quality it has triggered.
EPIC Crude's approximately $1.1 billion Term Loan B is rated Caa1.
The company's $75 million Term Loan C ranks pari passu with the
Term Loan B. The term loans share a maturity date in 2026. The
company has a $75 million super-priority revolver expiring in 2024
rated B1. Because of the small size of the revolver, the term loan
comprises the preponderance of debt, resulting in the Term Loan B
rating being the same as the CFR.
The negative outlook reflects risks from high leverage, weak
liquidity as well as the challenges to volume growth posed by the
weak commodity price environment and reduced upstream capital
spending.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a downgrade include weakening liquidity
or increasing risk of default.
Factors that could lead to an upgrade include increased volumes
supporting EBITDA growth and lower leverage, EBITDA/interest above
2.5x and sustained adequate liquidity.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
EPIC Crude (a subsidiary of EPIC Crude Holdings, LP) is a
privately-owned midstream energy company with oil pipelines running
from the Permian Basin and Eagle Ford Basin to Corpus Christi. EPIC
Crude is owned by Ares Management, Noble Midstream Partners, Altus
Midstream and Rattler Midstream.
EPIC Y-GRADE: Moody's Lowers CFR to Caa2, Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded EPIC Y-Grade Services, LP's
CFR to Caa2 from B3, PDR to Caa2-PD from B3-PD, super-priority
revolver rating to B1 from Ba3 and senior secured Term Loan B
rating to Caa2 from B3. The outlook is negative. This rating action
concludes the review for possible downgrade initiated on April 3,
2020.
"The downgrade of EPIC Y-Grade's ratings reflects weak liquidity,
capital funding shortfall, and highly constrained near-term EBITDA
generation," said Jonathan Teitel, a Moody's analyst
Downgrades:
Issuer: EPIC Y-Grade Services, LP
Probability of Default Rating, Downgraded to Caa2-PD from B3-PD
Corporate Family Rating, Downgraded to Caa2 from B3
Senior Secured 1st Lien Super Priority Revolving Credit Facility,
Downgraded to B1 (LGD1) from Ba3 (LGD1)
Senior Secured 1st Lien Term Loan B, Downgraded to Caa2 (LGD4) from
B3 (LGD4)
Outlook Actions:
Issuer: EPIC Y-Grade Services, LP
Outlook, Changed to Negative from Rating Under Review
RATINGS RATIONALE
EPIC Y-Grade's Caa2 CFR reflects weak liquidity, capital funding
shortfalls and elevated leverage. Leverage is likely to remain high
through 2021. EBITDA in 2020 is likely to be highly constrained by
the delay in commissioning of the first fractionator to June,
upstream ethane rejection and takeaway constraints for propane.
EPIC Y-Grade has a fully used $40 million revolver expiring in
2023. To offset some near-term cash needs, the company is delaying
certain capital spending and has structured delayed vendor
payments. Contracts are fixed fee and mostly long-term leaving EPIC
Y-Grade with limited direct commodity price risk. A portion of cash
flow will be underpinned by minimum volume commitments once the
first fractionator is in service though the majority of capacity
does not have such commitments leaving the company exposed to
volume risks in the weak commodity price environment amid reduced
upstream capital spend. The company is actively pursuing potential
opportunities to increase volumes.
Governance considerations include financial policies and strategies
that have resulted in incremental debt and high leverage, but also
the significant capital invested by owners in the company. The most
recent capital injection came in the form of a $60 million Term
Loan C issued to certain of its equity owners to supplement
liquidity. This loan has a high interest rate of L+1400 (or L+1600
if paid in kind, which the company has the option to do for one
year).
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The exploration
and production sector has been one of the sectors most affected by
the shock given its sensitivity to demand and oil prices, and this
in turn has affected some midstream energy companies who move E&P
production volumes. More specifically, the weaknesses in EPIC
Y-Grade's credit profile and liquidity has left it vulnerable to
shifts in market sentiment in these unprecedented operating
conditions and EPIC Y-Grade remains vulnerable to the outbreak
continuing to spread and commodity prices remaining weak. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. Its action reflects the impact on EPIC Y-Grade of the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.
EPIC Y-Grade's Term Loan B is rated Caa2. The company's Term Loan C
ranks pari passu with the Term Loan B. The Term Loan C matures in
December 2023 and the Term Loan B matures in June 2024. The company
has a $40 million super-priority revolver expiring in 2023 rated
B1. Because of the small size of the revolver, the term loan
comprises the preponderance of debt, resulting in the Term Loan B
rating being the same as the CFR.
The negative outlook reflects risks from capital funding
shortfalls, weak liquidity and elevated leverage as well as the
challenges to volume growth posed by the weak commodity price
environment and reduced upstream capital spending.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a downgrade include further weakening of
liquidity or increasing risk of default.
Factors that could lead to an upgrade include improved liquidity
and significant growth in EBITDA and correspondingly lower
leverage.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
EPIC Y-Grade (a subsidiary of EPIC Y-Grade, LP) is a
privately-owned midstream energy company with NGL pipelines running
from the Permian Basin to Corpus Christi. EPIC Y-Grade is
majority-owned by Ares Management with ownership stakes also held
by Noble Midstream Partners and Salt Creek Midstream (an Ares
portfolio company).
EXELA INTERMEDIATE: Bank Debt Trades at 75% Discount
----------------------------------------------------
Participations in a syndicated loan under which Exela Intermediate
LLC is a borrower were trading in the secondary market around 25
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $373.4 million facility is a term loan. About $352.5 million
of the loan remains outstanding. The loan is scheduled to mature
on July 12, 2023.
The Company's country of domicile is United States.
FONTAINEBLEAU LAS VEGAS: Bank Debt Trades at 86% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Fontainebleau Las
Vegas LLC/Old is a borrower were trading in the secondary market
around 14 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a delay-draw term loan. About $336.7
million of the loan remains outstanding. The loan was scheduled to
mature on June 6, 2014.
The Company's country of domicile is United States.
FOREVER 21: Requires Additional Time to Formulate Chapter 11 Plan
-----------------------------------------------------------------
Forever 21, Inc., and its affiliates ask the U.S. Bankruptcy Court
for the District of Delaware to further extend by 90 days the
exclusivity period within which the companies have the exclusive
right to file a chapter 11 plan through July 26, and to solicit
votes thereon through Sept. 23.
The requested extension, if granted, will allow the Debtors to
continue to focus on finalizing the progress to date and to
preclude the costly disruption that would occur if competing plans
were to be proposed.
During the Initial Extension Period, the Debtors sought and
obtained approval of the Sale of substantially all of the Debtors'
assets. The Debtors also closed on the Sale and have cooperated
with the Buyer and conducted themselves in accordance with the
terms of the Sale Order and the Store Closing Order.
Pursuant to the Sale Order and the Asset Purchase Agreement, the
Buyer was given until April 26, 2020 to determine and designate
which executory contracts and unexpired leases it wanted the
Debtors to assume and assign to it. The Buyer has instructed the
Debtors to file Notices of Rejection of Unexpired Non-Residential
Real Property Leases for the same store locations.
Since the March 27 Governmental Bar Date passed, the Debtors have
been working with a number of taxing authorities to quantify their
unliquidated claims. The Debtors have already resolved a number of
administrative claims and will continue to work with parties to
resolve claims when possible. The Debtors believe that after June
1, they will be able to examine the universe of administrative
claims asserted and evaluate the next steps necessary for an
efficient, orderly, and final resolution of these chapter 11 cases.
About Forever 21
Founded in 1984, and headquartered in Los Angeles, Calif., Forever
21, Inc. -- http://www.forever21.com/-- is a fast fashion retailer
of women's, men's and kids clothing and accessories and is known
for offering the hottest, most current fashion trends at a great
value to consumers. Forever 21 delivers a curated assortment of
new merchandise brought in daily.
Forever 21, Inc. and seven of its U.S. subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-12122) on Sept.
29, 2019. According to the petition, Forever 21 has estimated
liabilities on a consolidated basis of between $1 billion and $10
billion against assets of the same range.
As of the bankruptcy filing, the Debtors operated 534 stores under
the Forever 21 brand in the U.S. and 15 stores under beauty and
wellness brand, Riley Rose.
The Debtors tapped Kirkland & Ellis LLP as legal advisor; Alvarez &
Marsal as restructuring advisor; and Lazard as investment banker;
and Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel.
Prime Clerk is the claims agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed a
committee of unsecured creditors on Oct. 11, 2019. The committee
is represented by Kramer Levin Naftalis & Frankel LLP and Saul
Ewing Arnstein & Lehr LLP.
Counsel to the administrative agent under the Debtors' prepetition
revolving credit facility and the Debtors' DIP ABL financing
facility are Morgan, Lewis & Bockius LLP and Richards, Layton &
Finger, PA.
Counsel to the administrative agent under the Debtors' DIP term
loan facility is Schulte Roth & Zabel LLP.
FRANKLIN CAMBRIDGE: Trustee's Auction of Property Moved to June 4
-----------------------------------------------------------------
Judge Nicholas W. Whittenburg of the U.S. Bankruptcy Court for the
Eastern District of Tennessee granted the request of Elisabeth B.
Donnovin, Chapter 11 trustee of Bristol Healthcare Investors, L.P.
and Franklin Cambridge Operations, LLC, to amend the order
authorizing the bidding procedures in connection with the sale of
the real property improved by a 130-bed skilled nursing facility
commonly known as "The Cambridge House" located at 250 Bellebrook
Road, Bristol, Tennessee, and associated personal property.
The Motion came on for hearing before the Court on April 30, 2020.
The following provisions of the Court's Bidding Procedures Order
are amended, superseded and are substituted as follows:
* The hearing to authorize the Sellers to sell the Purchased
Assets pursuant to 11 U.S.C. Section 363 (the "Sale Hearing") will
be held before this Court on June 12, 2020 at 10:00 a.m.
(prevailing Eastern Time).
* A Qualified Bidder who desires to make a bid must deliver a
good faith deposit via wire transfer (or other form acceptable to
the Sellers) to either the Trustee or to counsel for OpCo in an
amount not less than: (i) $150,000.00 (the "Good Faith Deposit")
along with a copy of the Required Bid Documents (set forth herein)
to be received no later than 5:00 p.m. (prevailing Eastern Time) on
June 1, 2020 (the "Bid Deadline").
* Auction. The Auction Procedures set forth herein and in the
Sale Motion are approved, and the Auction, if necessary, will be
conducted on June 4, 2020 at 10:00 a.m. (prevailing Eastern Time).
* Objections to the relief requested at the Sale Hearing (except
for any objection that arises at an Auction) must be filed and
served so as to be actually received by the Clerk of the Court at
31 East 11th Street, Chattanooga, Tennessee 37402 no later than
April 15, 2020 at 5 p.m. (prevailing Eastern Time). Deadline to
file and serve objections to the Sale to a Successful Bidder or
Backup Bidder must be filed, comply with the Bankruptcy Rules and
Local Rules, and be served so they are actually received by no
later than 5:00 p.m. (prevailing Eastern Time) on June 8, 2020.
All other terms and conditions of the Bidding Procedures Order not
expressly modified in the Order will remain in full force and
effect.
About Franklin Cambridge Operations
Franklin Cambridge Operations, LLC, is a Medicare and Medicaid
provider operating a skilled nursing facility known as The
Cambridge House in Bristol, Tenn.
Franklin Cambridge filed a Chapter 11 petition (Bankr. E.D. Tenn.
Case No. 20-10327) on Jan. 27, 2020. At the time of the filing, the
Debtor was estimated to have up to $50,000 in assets and $1 million
to $10 million in liabilities. Judge Nicholas W. Whittenburg
oversees the case. The Debtor hired Chambliss Bahner & Stophel,
P.C. as its bankruptcy counsel.
FRONTIER COMMUNICATIONS: Seeks to Hire Administrative Advisor
-------------------------------------------------------------
Frontier Communications Corporation seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Prime Clerk, LLC as administrative advisor.
Prime Clerk will provide these bankruptcy administrative services
to Frontier Communications and its affiliates in connection with
their Chapter 11 cases:
a. assist in the solicitation, balloting and tabulation of
votes, and prepare any related reports in support of confirmation
of a Chapter 11 plan;
b. prepare an official ballot certification;
c. assist in the preparation of Debtors' schedules of assets
and liabilities and statements of financial affairs, and gather
data in conjunction therewith;
d. provide a confidential data room if requested; and
e. manage and coordinate distributions pursuant to the plan.
The firm will be paid at these rates:
Claim/Noticing Rates:
Title Hourly Rate
----- -----------
Analyst $35 - $55
Technology Consultant $35 - $95
Consultant/Senior Consultant $70 - $170
Director $175 - $195
COO/Executive VP No charge
Solicitation/Balloting/Tabulation Rates:
Title Hourly Rate
----- -----------
Solicitation Consultant $195
Director of Solicitation $215
Benjamin Steele, vice president of Prime Clerk, disclosed in court
filings that his firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Benjamin J. Steele
Prime Clerk LLC
One Grand Central Place
60 East 42nd Street, Suite 1440
New York, New York 10165
About Frontier Communications
Frontier Communications Corporation (NASDAQ: FTR) offers a variety
of services to residential and business customers over its
fiber-optic and copper networks in 29 states, including video,
high-speed internet, advanced voice, and Frontier Secure digital
protection solutions.
Frontier Communications Corporation and 103 related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-22476) on
April 14, 2020. Judge Robert D. Drain oversees the cases.
Debtors tapped Kirkland & Ellis LLP as legal counsel; Evercore as
financial advisor; and FTI Consulting, Inc., as restructuring
advisor. Prime Clerk is the claims agent, maintaining the page
http://www.frontierrestructuring.com/and
https://cases.primeclerk.com/ftr
The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases.
GALILEO LEARNING: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Galileo Learning, LLC (Lead Case) 20-40857
1021 3rd Street
Oakland, CA 94607-2507
Galileo Learning Franchising LLC 20-40858
1021 3rd St.
Oakland, CA 94607
Business Description: Galileo is in the business of operating
innovative and educational summer camps for
pre-kindergarteners through tenth graders.
In its 18 years of operation, it has
invested more than $10 million in the
development of more than 2,500 hours of
unique curriculum offerings. Franchising
is a "wholly-owned subsidiary" of Galileo.
Chapter 11 Petition Date: May 6, 2020
Court: United States Bankruptcy Court
Northern District of California
Judge: Hon. William J Lafferty
Debtors' Counsel: Neal L. Wolf, Esq.
Anthony J. Dutra, Esq.
HANSON BRIDGETT LLP
1676 No. California Blvd.
Suite 620
Walnut Creek, CA 94596
Tel: (415) 995-5015
Fax: (415) 541-9366
Email: nwolf@hansonbridgett.com
adutra@hansonbridgett.com
Debtors'
Noticing &
Claims
Agent: STRETTO
https://cases.stretto.com/Galileo
Galileo Learning, LLC's
Estimated Assets: $10 million to $50 million
Galileo Learning, LLC's
Estimated Liabilities: $10 million to $50 million
Galileo Learning Franchising's
Estimated Assets: $1 million to $10 million
Galileo Learning Franchising's
Estimated Liabilities: $0 to $50,000
The petitions were signed by Glen Tripp, chief executive officer of
Galileo Learning, LLC and sole member of Galileo Learning
Franchising.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/2gQCqQ
https://is.gd/neFa2c
A. List of Galileo Learning, LLC's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. California Bank of Commerce Government Loan $2,541,405
2999 Oak Road, Suite 910
Walnut Creek, CA 94597
Tony Mesones
Tel: (510) 457-3735
Email: tmesones@bankcbc.com
2. Scott Pearson and Diana Investor Loan $329,509
Farrell Trust
c/o Adam Gensler
Frank, Rimerman + Co. LLP
One Embarcadero Center,
24th Floor
San Francisco, CA 94111
Adam Gensler
Tel: (415) 439-1179
Email: AGensler@frankrimerman.com
3. Google LLC Trade Debt $200,503
Dept 33654, P.O. Box 39000
San Francisco, CA 94139
Tel: (866) 246-6453
4. The Todd and Nancy Hooper Investor Loan $197,705
Living Trust
27 Corte Toluca
Greenbrae, CA 94904
Todd Hooper
Tel: (415) 517-5075
Email: hoop2261@comcast.net
5. Atlas, LLC Investor Loan $197,664
1300 Evans Ave., No. 880154
San Francisco, CA 94188
Stellas Chen
Tel: (415) 364-3760
Email: stella@piscesinc.com
6. The Promotions Dept. Trade Debt $166,630
24238 Hawthorne Blvd.
Torrance, CA 90505
Roy Cruse
Tel: (310) 791-7006
Email: royc@thepromotionsdept.com
7. The Matthew Glickman and Investor Loan $131,353
Su Hwang Trust
159 Melville Ave.
Palo Alto, CA 94301
Matthew Glickman
Tel: (415) 609-0353
Email: matt@glickman.com
8. Chu-Liao Trust Investor Loan $117,276
c/o Carol Liao
5948 Lantana Way
San Ramon, CA 94582
Tel: (415) 225-7951
Email: liaoster@gmail.com
9. Kevin and Susan Hall Investor Loan $98,679
Living Trust
411 Concord Avenue
Boulder, CO 80304
Kevin Hall
Tel: (310) 270-6245
Email: khall@chartergrowthfund.org
10. American IRA, LLC Investor Loan $65,800
FBO Kira Wampler IRA
108 Scenic Dr.
Orinda, CA 94563
Katie Skurski
Tel: (865) 888-6737
Email: kskurski@gulfstreamcapital.net
11. Berkshire Hathaway Trade Debt $64,685
Homestate Companies
P.O. Box 844501
Los Angeles, CA 90084-4501
Tel: (888) 495-8949
https://www.bhhc.com/
12. San Jose Unified Trade Debt $45,497
School District
885 Lenzen Avenue
San Jose, CA 95126
Jodi Lax
Tel: (408) 535-6000
Email: jlax@sjusd.org
13. Staples Trade Debt $23,926
P.O. Box 660409
Dallas, TX 75266-0409
Crina Nicolescu
Tel: (877) 826-7755
Email: Crina.Nicolescu@staples.com
14. Pamela Briskman Employee Wages $22,394
15 Humphrey Place
Oakland, CA 94610
Tel: (650) 520-0228
Email: pamela@galileo-learning.com
15. Diana Lee Employee Wages $21,034
15 Monte Ave.
Piedmont, CA 94611
Diana Lee
Tel: (415) 309-3187
Email: diana@galileo-learning.com
16. Nerissa Sardi Employee Wages $19,654
7701 Sandia Loop
Austin, TX 78735
Tel: (408) 656-3567
Email: nerissa@galileo-learning.com
17. Tajalli Horvat Employee Wages $18,544
116 W. Appletree Lane
Arlington Heights, IL 60004
Tel: (510) 858-7721
Email: tajalli@galileo-learning.com
18. Carol Liao Employee Wages $17,593
5948 Lantana Way
San Ramon, CA 94582
Tel: (415) 225-7951
Email: liaoster@gmail.com
19. Indeed Trade Debt $16,615
Mail Code 5160
P.O. Box 660367
Dallas, TX 75266-0367
Client Success Team
Tel: 1-800-475-4361
Email: billing@indeed.com
20. Internal Revenue Service Payroll Taxes $15,929
Centralized Insolvency Operation
Post Office Box 7346
Philadelphia, PA 19101-7346
IRS Centralized Insolvency
Operations Unit
Tel: 800-973-0424
https://www.irs.gov/help/cont
act-your-local-irs-office
21. Sarah McDonald Employee Wages $13,348
4451 Dawson Ave.
San Diego, CA 92115
Tel: (415) 652-4477
Email: sarah@galileo-learning.com
22. Jacqueline Diy Employee Wages $12,301
636 9th Avenue
San Francisco, CA 94118
Tel: (310) 529-2613
Email: jamie@galileo-learning.com
23. Mimeo.com, Inc. Trade Debt $12,027
P.O. Box 654018
Dallas, TX 75265
Paul Arnold
800-GoMimeo
Email: parnold@mimeo.com
AR@mimeo.com
24. Shauna Clements Employee Wages $11,523
1415 Willow Street, #B
Alameda, CA 94501
Tel: (415) 404-1213
Email: shauna@galileo-learning.com
25. American Express Trade Debt $11,313
P.O. Box 0001
Los Angeles, CA 90096
Customer Care
Tel: 1-800-653-1693
Email: americanexpress.com/business
26. Nasco Trade Debt $11,247
901 Janesville Ave.
Fort Atkinson, WI 53538
Christie, Collection Rep
Tel: (800)-558-9595 opt: 1 opt: 3
ext: 2
Email: archristie@enasco.com
27. Brant Bishop Employee Wages $11,211
415 Lagunitas Avenue, Apt. 404
Oakland, CA 94610
Brant Bishop
Tel: (650) 862-2090
Email: bbishop@galileo-learning.com
28. Emily Kuhlmann Employee Wages $11,181
2509 Encinal Ave.
Alameda, CA 94501
Emily Kuhlmann
Tel: (805) 453-0419
Email: emily@galileo-learning.com
29. Franchise Tax Board – Payroll Taxes
$10,960
California
Bankruptcy BE MS A345
PO Box 2952
Sacramento CA 95812-2952
Bankruptcy, Business
Entities Tax
Tel: (916) 845-4750
www.ftb.ca.gov
30. Nanette Kearney Litigation Unknown
c/o Aiman-Smith & Marcy P.C.
7677 Oakport St. # 1150
Oakland, CA 94621
Randall B. Aiman-Smith
Tel: (510) 817-2711
Email: ras@asmlawyers.com
B. List of Galileo Learning Franchising's 20 Largest Unsecured
Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Angie Peluse Franchise Unknown
2876 Geneva Street Contract
Denver, CO 80238
2. Emily Charlesworth Customer $2,728
2804 Lima Street Contract
Denver, CO 80238
Tel: 303-828-7345
Email: echarlesworth@gmail.com
3. Mark King Customer $1,693
9658 E 28th Ave. Contract
Denver, CO 80238
Tel: 301-346-4414
Email: j.meghan.king@gmail.com
4. Stephanie Pappas Customer $1,526
5291 Boston St. Contract
Denver, CO 80238
Tel: 720-469-5880
Email: pappas.scicom@gmail.com
5. Erin Crandall Customer $1,419
3300 Utica Street Contract
Denver, CO 80212
Tel: 310-880-9955
Email: erin.crandall@teachforamerica.org
6. Estrella Gillette Customer $1,307
2223 Ivanhoe Street Contract
Denver, CO 80207
Tel: 720-544-1952
Email: estrella.gillette@gmail.com
7. Rachel Kurtz-Phelan Customer $1,207
2631 Valentia St. Contract
Denver, CO 80238
Tel: 240-441-2461
Email: zz_rachel@hotmail.com
8. Emily Greenwald Customer $1,167
2824 Willow Street Contract
Denver, CO 80238
Tel: 267-258-5452
Email: emilygreenwald5@gmail.com
9. Emily Fox Customer $1,117
3561 Yosemite St. Contract
Denver, CO 80238
Tel: 303-717-2463
Email: emilyafox@me.com
10. Ashley Dancho Customer $1,092
3521 Yosemite St. Contract
Denver, CO 80238
Tel: 720-384-6904
Email: ashleydancho@gmail.com
11. Emilio Keegan Customer $1,000
1105 South Cherry St. Contract
Glendale, CO 80246
Tel: 720-999-6634
Email: emiliokeegan@gmail.com
12. Roger Harmon Customer $950
2871 Spruce St. Contract
Denver, CO 80238
Tel: 720-979-5911
Email: roger.harmon@ccd.edu
13. Lucy Dipietro Customer $906
2702 Fulton St. Contract
Denver, CO 80238
Tel: 404-275-1804
Email: lucy.downey@gmail.com
14. Meaghan Goedde Customer $876
3537 Akron Ct. Contract
Denver, CO 80238
Tel: 503-449-4662
Email: meaghan.goedde@gmail.com
15. Jennifer Voss Customer $856
2519 Wabash St. Contract
Denver, CO 80238
Tel: 720-934-0072
Email: jenvossrn@gmail.com
16. Annika Mosier Customer $828
3446 Willow St. Contract
Denver, CO 80238
Tel: 530-448-9283
Email: annikam@gmail.com
17. Mei Zhou Customer $828
2615 Gray Wolf Loop Contract
Broomfield, CO 80023
Tel: 719-200-4268
Email: mei.jzhou@gmail.com
18. Andrea Maikovich-Fong Customer $808
8386 East 50th Avenue Contract
Denver, CO 80238
Tel: 720-496-7370
Email: andrea.k.maikovich-fong@kp.org
19. Vanessa Duarte Customer $778
8181 E. 29th Ave. Contract
Denver, CO 80238
Tel: 303-619-1256
Email: v_huerta@icloud.com
20. Nanette Kearney Litigation Unknown
c/o Aiman-Smith & Marcy P.C.
7677 Oakport St. # 1150
Oakland, CA 94621
Randall B. Aiman-Smith
Tel: (510) 817-2711
Email: ras@asmlawyers.com
GLASS MOUNTAIN: Bank Debt Trades at 47% Discount
------------------------------------------------
Participations in a syndicated loan under which Glass Mountain
Pipeline Holdings LLC is a borrower were trading in the secondary
market around 53 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $300 million facility is a term loan. About $293.3 million of
the loan remains outstanding. The loan is scheduled to mature on
December 23, 2024.
The Company's country of domicile is United States.
GREATER APOSTOLIC: Examiner Taps Finlayson Toffer as Legal Counsel
------------------------------------------------------------------
Christopher Barclay, the examiner appointed in Greater Apostolic
Faith Temple Church, Inc.'s Chapter 11 case, received approval from
the U.S. Bankruptcy Court for the Southern District of California
to employ Finlayson Toffer Roosevelt & Lilly LLP as his legal
counsel.
The firm will provide these professional services:
(a) assist and consult with the examiner concerning Debtor's
bankruptcy case;
(b) prepare and file documents and pleadings related to the
case, including motions to sell real property;
(c) make appearances before the court;
(d) communicate and correspond with interested parties and
their legal counsel; and
(e) provide other legal services at the direction of the
examiner.
Jesse Finlayson, Esq., the firm's attorney who will be representing
the examiner, charges $445 per hour.
Mr. Finlayson disclosed in court filings that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Jesse S. Finlayson, Esq.
Finlayson Toffer Roosevelt & Lilly LLP
15615 Alton Parkway, Suite 250
Irvine, CA 92618
Telephone: (949) 759-3810
Facsimile: (949) 759-3812
Email: jfinlayson@ftrlfirm.com
About Greater Apostolic Faith Temple Church
Greater Apostolic Faith Temple Church Inc., a religious
organization in San Diego, Calif., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 19-02820) on
May 14, 2019. The petition was signed by Dwayne Shepherd, a pastor
and Debtor's chief executive officer. At the time of the filing,
Debtor had estimated assets of between $1 million and $10 million
and liabilities of the same range. Judge Margaret M. Mann oversees
the case.
The Speckman Law Firm is Debtor's legal counsel.
Christopher Barclay was appointed as Chapter 11 examiner in
Debtor's bankruptcy case. The examiner is represented by Finlayson
Toffer Roosevelt & Lilly LLP.
GREENHILL & CO: Moody's Lowers CFR to Ba3, Outlook Stable
---------------------------------------------------------
Moody's Investors Service downgraded the ratings of Greenhill &
Co., Inc. to Ba3 from Ba2. The rating outlook is stable. The rating
action concludes a ratings review begun on February 11, 2020
following the release of the company's full year 2019 results.
Downgrades:
Issuer: Greenhill & Co., Inc.
Corporate Family Rating, Downgraded to Ba3 from Ba2
Gtd. Senior Secured 1st Lien Term Loan, Downgraded to Ba3 from Ba2
Gtd. Senior Secured 1st Lien Revolving Credit Facility, Downgraded
to Ba3 from Ba2
Outlook Actions:
Issuer: Greenhill & Co., Inc.
Outlook, Changed to Stable from Rating Under Review
RATINGS RATIONALE
The downgrade reflects Moody's expectation that Greenhill's
debt/EBITDA on a Moody's adjusted basis is unlikely to improve to
below 4.0x on a sustained basis over the medium-term,
notwithstanding an expected improvement in profitability and cash
flow generation over the second half of 2020 and into 2021.
Greenhill's results for 2019 were weaker than expected, driven by a
slowdown in global M&A activity and a significant decline in the
firm's European business. As a result, the firm's debt/EBITDA on a
Moody's adjusted basis ended 2019 at 6.1x and its pre-tax margin
was only 7.7%. Although the firm's business in Europe has recovered
to an extent, the economic and market impact of the coronavirus
pandemic had a negative impact on revenues for the first quarter of
2020, and is expected to result in a slower volume of M&A activity
through at least mid-2020. While the firm's restructuring advisory
business is likely to generate stronger revenues in 2020, the
firm's M&A advisory revenues are expected to remain under
pressure.
In addition, while the firm has accelerated a portion of its
required 2020 debt repayments, the firm's overall rate of debt
repayment is still slower than Moody's had previously anticipated.
The rating agency also estimates that by the end of 2020
Greenhill's operating lease liability will have increased by
approximately $65 million as it takes possession of its new
headquarters office space, adding almost a full turn of leverage
and making it unlikely that debt/EBITDA on a Moody's adjusted basis
will improve to below 4.0x over the medium term.
As a result, Moody's believes Greenhill's profitability, leverage,
and debt service coverage are no longer consistent with a Ba2
rating.
Moody's expects the coronavirus pandemic will cause an
unprecedented slowdown in economic activity, particularly in the
first half of 2020. The longer it takes for households and
businesses to resume normal activity, the greater will be the
economic impact, although fiscal and monetary policy measures will
likely help limit the damage to individual economies and in turn
will help mitigate the adverse implications on some financial
institutions and the sectors they serve. The rapid and widening
spread of the coronavirus outbreak, deteriorating global economic
outlook, rapidly shifting oil prices, and asset price declines have
created a severe and extensive credit shock across many sectors,
regions and markets. Greenhill has been one of the firms affected
by the shock given a decline in global M&A activity. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. Its action reflects the impact on Greenhill of the breadth
and severity of the shock, and the deterioration in credit quality
it has triggered.
The stable outlook reflects Greenhill's variable compensation model
and its growing restructuring business which should help ameliorate
a portion of the revenue pressures that could arise due to the
adverse impact on M&A activity from the high level of uncertainty
regarding the magnitude and duration of the economic and market
shocks caused by the coronavirus pandemic. Nonetheless, since
Greenhill lacks the scale and diversification of some other
advisory firms, its profitability and cash flow generation capacity
could be more challenged compared with peers in an adverse business
environment.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade depends upon how Greenhill's capital allocation policies
might evolve over time, particularly with respect to the balance
between creditor and shareholder interests, as well as Greenhill's
ability to sustain debt/EBITDA on a Moody's adjusted basis below
4.0x, generate annual pre-tax earnings above $45 million and a
pre-tax margin above 15%.
A downgrade of Greenhill's ratings could result from either
debt/EBITDA on a Moody's adjusted basis remaining above 5.5x or
pre-tax margin remaining below 12% on a prolonged basis, an
escalation in compensation costs as a percentage of revenues above
management's target range, or the departure of key personnel.
Greenhill is a New York-headquartered financial advisory firm. The
firm's specialization is in M&A advisory, and also operates a
restructuring advisory business and a capital advisory segment.
Greenhill reported $301 million in revenues in 2019.
The principal methodology used in these ratings was Securities
Industry Service Providers Methodology published in November 2019.
HARLEY LLC: Seeks Court Approval to Hire Bankruptcy Attorney
------------------------------------------------------------
Harley, LLC, seeks approval from the U.S. Bankruptcy Court for the
Southern District of Indiana to hire an attorney in connection with
its Chapter 11 case.
The Debtor proposes to employ John Andrew Goodridge, Esq., to
provide these services:
(a) advise Debtor of its duties and powers under the
Bankruptcy Code;
(b) assist in the investigation of the facts, conduct, assets,
liabilities and financial condition of Debtor, the operation of its
business, and other matters relevant to the case or the formulation
of a bankruptcy plan;
(c) participate in the preparation of a plan and
disclosure statement; and
(d) assist Debtor in negotiating orders of adequate protection
as to secured creditors.
The attorney will charge an hourly fee of $250 for his services.
Mr. Goodridge represents no other entity in connection with
Debtor's bankruptcy case, according to court filings.
Mr. Goodridge holds office at:
John Andrew Goodridge, Esq.
1925 W. Franklin Street
Evansville, IN 47712-5115
Phone: (812) 423-5535
Fax: (812) 423-7370
About Harley LLC
Harley, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ind. Case No. 19-70172) on Feb. 14, 2019. At the
time of the filing, Debtor had estimated assets of less than
$50,000 and liabilities of between $1 million and $10 million.
Judge Andrea K. Mccord oversees the case. John Andrew Goodridge,
Esq., is the Debtor's bankruptcy attorney.
HELIX ACQUISITION: Bank Debt Trades at 19% Discount
---------------------------------------------------
Participations in a syndicated loan under which Helix Acquisition
Holdings Inc is a borrower were trading in the secondary market
around 81 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $413 million facility is a term loan. About $402.6 million of
the loan remains outstanding. The loan is scheduled to mature on
September 29, 2024.
The Company's country of domicile is United States.
HENRY ANESTHESIA: Wants to Maintain Exclusivity Through July 31
---------------------------------------------------------------
Henry Anesthesia Associates LLC asks the U.S. Bankruptcy Court for
the Northern District of Georgia for an extension of the time
during which the company has the exclusive right to solicit
acceptances and rejections of a plan through July 31, 2020.
The company filed a chapter 11 plan and a disclosure statement on
March 20, 2020.
Henry Anesthesia Associates is on the frontline in the ongoing
Covid-19 crisis in Henry County -- it performs all intubations at
Piedmont. The company's involvement in the ongoing battle against
the Covid-19 pandemic makes obtaining and providing information
difficult. The company contends that any predictions as to the
length or breadth of the effects of Covid-19 are simply
unpredictable at this time.
About Henry Anesthesia Associates
Henry Anesthesia Associates LLC is a medical practice in
Stockbridge, Georgia specializing in anesthesiology. Henry
Anesthesia filed a Chapter 11 petition (Bankr. N.D. Ga. CaseNo.
19-64159) on Sept. 6, 2019. In the petition signed by Keith R.
Carringer, M.D., manager, the Debtor was estimated to have assets
of at least $50,000, and liabilities between $1 million and $10
million. Jones & Walden, LLC, represents the Debtor.
HERTZ GLOBAL: Granted 11th-Hour Reprieve From Potential Bankruptcy
------------------------------------------------------------------
Lenders granted Hertz Global Holdings Inc. an eleventh-hour
reprieve from a potential bankruptcy, giving the struggling
rental-car company more time to work out a rescue plan after it
missed debt payments, Bloomberg News reports.
Hertz said in a regulatory filing that it received forbearances and
waivers until May 22 to develop a financing strategy and structure
that better reflects the economic impact of the Covid-19 global
pandemic.
Bloomberg, citing people with knowledge of the matter, reports that
Hertz had been talking with some of its creditors about how to ease
its burden without going through bankruptcy, though the company was
preparing to file for Chapter 11 court protection if needed.
The company expanded its roster of advisers to include FTI
Consulting Inc., which specializes in restructuring and bankruptcy
cases, Bloomberg's sources said, confirming an earlier report by
the Wall Street Journal.
In light of the toll the coronavirus pandemic is taking on the
travel industry, Hertz expects it won't need to acquire new
vehicles for its fleet through the remainder of the year, according
to the filing. The Estero, Florida-based company had about 567,600
vehicles in its U.S. fleet at the end of 2019.
Sweeping travel restrictions tied to the Covid-19 outbreak and the
global economic collapse have hammered revenue for the rental-car
industry, with Hertz's peer Avis Budget Group Inc. estimating an
80% plunge for both April and May.
In March, Hertz began laying off workers to preserve cash. By April
29, the company disclosed it had missed substantial lease payments
related to its rental cars.
About Hertz Global Holdings
Hertz Global Holding Inc. is a holding company, originally called
Rent-a-Car Inc, founded in 1918 in Chicago. It operates 12,400
locations worldwide as of February 2020. The company owns Rental
Car Intermediate Holdings LLC, that owns Hertz Corp., Hertz
Global's primary operating company. It operates in three segments:
the U.S. Car Rental (U.S. RAC) segment that engaged in vehicle
rental in the U.S.; the International Car Rental (International
RAC) segment that engaged in leasing and rental of vehicles
internationally; and the All Other Operations segment includes the
Donlen Corporation business, that provides fleet management and
leasing services.
HERTZ GLOBAL: Granted Forbearance From Lenders Until May 22
-----------------------------------------------------------
Hertz Global Holdings, Inc. and The Hertz Corporation on May 4,
2020, entered into forbearances and limited waivers with certain of
the Company's corporate lenders and holders of the Company's
asset-backed vehicle debt.
The forbearances and waivers provide Hertz with additional time
through May 22, 2020 to engage in discussions with its key
stakeholders with the goal to develop a financing strategy and
structure that better reflects the economic impact of the COVID-19
global pandemic and Hertz' ongoing operating and financing
requirements.
As a result of the COVID-19 global pandemic, Hertz and its
subsidiaries have experienced a rapid, sudden and dramatic negative
impact on their businesses. While Hertz has taken aggressive
action to eliminate costs, it faces significant ongoing operating
expenses, including monthly payments under its Amended and Restated
Master Motor Vehicle Operating Lease and Servicing Agreement
(Series 2013-G1) with Hertz Vehicle Financing LLC (the "Operating
Lease"), pursuant to which Hertz leases vehicles used in its United
States rental car operations.
On April 27, 2020, Hertz did not make certain payments in
accordance with the Operating Lease. This caused the occurrence of
an amortization event on May 1, 2020 under the terms of a series of
debt instruments pursuant to which Hertz and its vehicle finance
subsidiaries acquire the leased vehicles.
On May 4, 2020, Hertz, Hertz Vehicle Financing LLC ("HVF"), Hertz
Vehicle Financing II LP ("HVF II") and DTG Operations, Inc. entered
into a forbearance agreement (the "Forbearance Agreement"). HVF II
is a special purpose financing subsidiary that issues asset-backed
notes to finance the acquisition of vehicles, which HVF then leases
to Hertz pursuant to the Operating Lease. Hertz entered into the
Forbearance Agreement with holders (the "VFN Noteholders") of notes
(the "Series 2013-A Notes") issued by HVF II representing
approximately 60% in aggregate principal amount of the Series
2013-A Notes. Pursuant to the Forbearance Agreement, the VFN
Noteholders agreed to forbear from exercising rights to direct a
liquidation of vehicles which serve as collateral supporting the
Series 2013-A Notes. The agreement with the VFN Noteholders will
expire on May 22, 2020 or, if sooner, the date on which Hertz fails
to comply with certain agreements contained in the forbearance
agreement or another amortization event occurs. As a result of the
amortization event that occurred on May 1, 2020, and
notwithstanding the Forbearance Agreement, proceeds of the sales of
vehicles that collateralize the Series 2013-A Notes must be applied
to the payment of principal and interest and will not be available
to finance new vehicle acquisitions for Hertz. However, in light of
the impact of the COVID-19 global pandemic on the travel industry,
Hertz believes it will not need to acquire new vehicles for its
fleet through the remainder of 2020.
Concurrently with entering into the Forbearance Agreement, on May
4, 2020, Hertz entered into limited waiver agreements with certain
of the lenders under its (i) senior term loan facility, (ii) letter
of credit facility, (iii) alternate letter of credit facility and
(iv) U.S. vehicle revolving credit facility, pursuant to which the
Senior Lenders agreed to (a) waive any default or event of default
that could have resulted from the above referenced missed payment
under the Operating Lease, (b) waive any default or event of
default that has arisen as a result of Hertz's failure to deliver
its 2020 operating budget on a timely basis in accordance with the
Senior Facilities and (c) extend the grace period to cure a default
with respect to Hertz's obligation to reimburse drawings that occur
under letters of credit during the waiver period. The Waiver
Agreements are effective across the Senior Facilities and will
expire on May 22, 2020 or, if sooner, the date on which Hertz fails
to comply with certain agreements contained in the Waiver
Agreements, which include certain limitations on the company's
ability to make certain restricted payments, investments and
prepayments of indebtedness during the waiver period and a
requirement to deliver certain financial information to the Senior
Lenders during the waiver period. There can be no assurances that
Hertz will be able to successfully negotiate any further
forbearance or waivers extending relief past May 22, 2020.
The Counterparties to the forbearance agreement are:
* Deutsche Bank AG, New York Branch, which serves as
administrative agent
* Citibank, N.A.
* CHARTA, LLC
* CAFCO, LLC
* CRC FUNDING, LLC
* CIESCO, LLC
* The Bank of Nova Scotia
* Liberty Street Funding LLC
* Barclays Bank PLC
* Sheffield Receivables Company LLC
* Mizuho Bank, Ltd.
* Goldman Sachs Bank USA
* Credit Agricole Corporate and Investment Bank
* Atlantic Asset Securitization LLC
* Royal Bank of Canada
* Old Line Funding, LLC
* BNP Paribas
* Starbird Funding Corporation
* Lloyds Bank plc
* Gresham Receivables (No. 29) Ltd
* Citizens Bank, N.A.
* Canadian Imperial Bank of Commerce, New York Branch
* HSBC Securities (USA) Inc.
* HSBC Bank USA, National Association
* Truist Bank
Copies of the SEC filing and the forbearance agreements are
available at https://tinyurl.com/y92om44v
About Hertz Global Holdings
Hertz Global Holding Inc. is a holding company, originally called
Rent-a-Car Inc, founded in 1918 in Chicago. It operates 12,400
locations worldwide as of February 2020. The company owns Rental
Car Intermediate Holdings LLC, that owns Hertz Corp., Hertz
Global's primary operating company. It operates in three segments:
the U.S. Car Rental (U.S. RAC) segment that engaged in vehicle
rental in the U.S.; the International Car Rental (International
RAC) segment that engaged in leasing and rental of vehicles
internationally; and the All Other Operations segment includes the
Donlen Corporation business, that provides fleet management and
leasing services.
* * *
In early May 2020, S&P Global Ratings lowered all ratings,
including the issuer credit rating on Hertz Global Holdings Inc.
and Hertz Corp. to 'CCC-' from 'B-'. All ratings remain on
CreditWatch, where S&P placed them with negative implications on
March 16, 2020.
"We believe the likelihood has increased that Hertz will engage in
a transaction we consider a distressed exchange or a partial debt
restructuring. Hertz generates the majority of its revenues at
airports globally and relies on airline passenger travel, which has
declined sharply due to the impact of the COVID-19 pandemic. At the
same time, it relies on proceeds from vehicle sales to service its
asset-backed vehicle obligations. However, with the used car market
also substantially weaker, Hertz's liquidity has become severely
constrained. We believe it likely will not meet its upcoming
financial obligations. We therefore believe the likelihood has
increased it will engage in a transaction we consider a distressed
exchange or partial debt restructuring," S&P said.
HILTON GRAND: Moody's Alters Outlook on Ba2 CFR to Negative
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of Hilton Grand
Vacations Borrower LLC including its Ba2 Corporate Family Rating,
Ba2-PD Probability of Default Rating and Ba3 senior unsecured
rating. At the same time Moody's downgraded the company's
Speculative Grade Liquidity rating to SGL-2 from SGL-1 and revised
the outlook to negative.
"The affirmation of Hilton Grand Vacations' Ba2 CFR reflects
Moody's view that despite its expectation that the company's
earnings will be pressured in 2020 and 2021 due to travel
restrictions and macroeconomic weakness related to the spread of
the coronavirus (COVID-19), the company will be able to de-lever to
below its downgrade factor of 3.75x by the end of 2022," stated
Pete Trombetta, Moody's lodging and cruise analyst. "The negative
outlook reflects Moody's expectation that continued weakness caused
by the disruption related to the spread of the coronavirus, and the
resulting macroeconomic weakness, could pressure Hilton Grand
Vacations' earnings and liquidity over the next 12 months," added
Trombetta. Moody's calculation of debt includes standard
adjustments and 100% of securitized debt.
Downgrades:
Issuer: Hilton Grand Vacations Borrower LLC
Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1
Affirmations:
Issuer: Hilton Grand Vacations Borrower LLC
Probability of Default Rating, Affirmed Ba2-PD
Corporate Family Rating, Affirmed Ba2
Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD5)
Outlook Actions:
Issuer: Hilton Grand Vacations Borrower LLC
Outlook, Changed to Negative from Stable
RATINGS RATIONALE
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, falling oil prices, and asset price declines are
creating a severe and extensive credit shock across many sectors,
regions and markets. The combined credit effects of these
developments are unprecedented. More specifically, the weaknesses
in Hilton Grand Vacations' credit profile, including its exposure
to continued travel restrictions for US citizens which represents a
majority of the company's revenue and earnings have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and the company remains vulnerable to the
outbreak continuing to spread. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety. Its action
reflects the impact on Hilton Grand Vacations from the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.
Hilton Grand Vacations' credit profile benefits from its
well-recognized brand name and unique relationship with Hilton
Worldwide Holdings Inc. (its subsidiary Hilton Worldwide Finance,
LLC Ba1 negative) which allows Hilton Grand Vacations' members to
use their timeshare points to stay at hotel rooms within the Hilton
Worldwide system. It also benefits from its upscale focus on urban
and resort markets with high inherent demand. These qualitative
factors provide Hilton Grand Vacations with a competitive advantage
as supported by its industry leading volume per guest. Hilton Grand
Vacations' credit profile will be dominated by the length of time
that the timeshare industry continues to be highly disrupted and
the resulting impact on the company's cash consumption and its
liquidity profile. The normal ongoing credit risks include its
narrow focus in the timeshare segment of the hospitality industry
and its brand and property concentration. Moody's also considers
Hilton Grand Vacations' small scale in terms of number of managed
properties relative to peers to be a constraint. The company's
SGL-2 Speculative Grade Liquidity rating reflects the company's
good cash balances and substantially drawn revolving credit
facility. Moody's expects these cash balances will be sufficient to
cover cash needs in 2020.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded in the near term if the company's
liquidity weakened in any way or if the recovery is delayed beyond
its base assumptions. The ratings could also be downgraded if
indications are that the company cannot de-lever to below 3.75x or
EBITA/interest expense remains below 5.0x. The outlook could be
revised to stable if the impacts from the spread of the coronavirus
stabilizes, resorts open and vacation ownership interest sales
increase, enabling the company to de-lever to below 3.75x. Ratings
could be upgraded if the company is able to maintain leverage
approaching 2.5, with EBITDA/interest expense above 6.0x and EBITA
margins above 25%.
Hilton Grand Vacations Borrower LLC is a wholly owned subsidiary of
Hilton Grand Vacations Inc. HGV, a public company listed on NYSE,
and was spun off from Hilton Worldwide Holdings Inc. in early 2017.
Hilton Grand Vacations, Inc. is a global timeshare company engaged
in developing, marketing, selling, and managing timeshare resorts
under the Hilton Grand Vacations brand name. It also finances and
services loans provided to consumers for their timeshare purchases.
The company manages about 60 timeshare properties located in the
US, Japan, the United Kingdom, Italy, and Barbados. 2019 net
revenues were about $1.8 billion.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
HOGAR LA MISERICORDIA: June 11 Hearing on Disclosure Statement
--------------------------------------------------------------
Judge Edward A. Godoy has ordered that a hearing on approval of the
Disclosure Statement filed by Hogar La Misericordia Inc is
scheduled for June 11, 2020 at 9:30 a.m. at the United States
Bankruptcy Court, Southwestern Divisional Office, MCS Building,
Second Floor, 880 Tito Castro Avenue, Ponce, Puerto Rico.
Objections of the Disclosure Statement should be filed and served
not less than 14 days prior to the hearing.
About Hogar La Misericordia
Hogar La Misericordia, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.P.R. Case No. 19-07107) on Dec. 4,
2019. At the time of the filing, the Debtor disclosed assets of
between $100,001 and $500,000 and liabilities of the same range.
Judge Edward A. Godoy oversees the case. The Debtor tapped
Norberto Colon Alvarado Law Office as its legal counsel.
HOLLEY PURCHASER: Bank Debt Trades at 22% Discount
--------------------------------------------------
Participations in a syndicated loan under which Holley Purchaser
Inc is a borrower were trading in the secondary market around 79
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $380 million facility is a term loan. About $375.3 million of
the loan remains outstanding. The loan is scheduled to mature on
October 26, 2025.
The Company's country of domicile is United States.
INDRA HOLDINGS: Bank Debt Trades at 19% Discount
------------------------------------------------
Participations in a syndicated loan under which Indra Holdings Corp
is a borrower were trading in the secondary market around 82
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $35.4 million facility is a PIK term loan. About $38.2 million
of the loan remains outstanding. The loan is scheduled to mature
on June 20, 2024.
The Company's country of domicile is United States.
INTERPACE BIOSCIENCES: Awards CFO Option to Buy up to 60K Shares
----------------------------------------------------------------
As previously disclosed in Interpace Biosciences, Inc.'s Current
Report on Form 8-K filed with the U.S. Securities and Exchange
Commission on Jan. 31, 2020, the Company appointed Fred Knechtel as
chief financial officer, treasurer, and secretary of the Company,
effective as of Jan. 29, 2020. In connection with his appointment,
the Company entered into an employment agreement, dated as of Jan.
29, 2020, by and between the Company and Mr. Knechtel. As
contemplated by the Knechtel Employment Agreement, on April 29,
2020, Mr. Knechtel was awarded an option under the Company's 2019
Equity Incentive Plan to purchase up to 60,000 shares of the
Company's common stock, par value $0.01 per share, with an exercise
price of $5.80 as the Fair Market Value (as defined in the Plan) of
a share of Common Stock on April 29, 2020. The number of shares of
Common Stock eligible for vesting under such award is determined by
the accomplishment of certain performance milestones established by
the Compensation & Management Development Committee of the Board of
Directors of the Company. The Performance Milestones provide for
the vesting of all or a portion of the option grant depending on
when and if the Company achieves consolidated break-even Adjusted
EBITDA for two consecutive quarters commencing in the fourth fiscal
quarter of 2020 through the fourth fiscal quarter of 2021. In the
event break-even Adjusted EBITDA is separately achieved in the
fourth fiscal quarter of 2020 and the first fiscal quarter of 2021,
the Company will grant Mr. Knechtel an additional option to
purchase 6,000 fully vested shares of Common Stock at fair market
value on the date of grant.
Amendments to the Plan
On April 29, 2020, the Board approved amendments to the Company's
2019 Equity Incentive Plan to (i) delete from Section 3, Shares
Subject to the Plan, the $250,000 per calendar year limit on awards
(as measured by the Company for financial accounting purposes)
granted under the Plan to non-employee directors, and (ii) provide
under Section 9, Restricted Stock Units, that distributions in
settlement of restricted stock units may only be made in shares of
Common Stock.
About Interpace Biosciences
Headquartered in Parsippany, NJ, Interpace Biosciences f/k/a
Interpace Diagnostics Group, Inc. -- http://www.interpace.com/--
offers specialized services along the therapeutic value chain from
early diagnosis and prognostic planning to targeted therapeutic
applications. Clinical services, through Interpace Diagnostics,
provides clinically useful molecular diagnostic tests,
bioinformatics and pathology services for evaluating risk of cancer
by leveraging the latest technology in personalized medicine for
improved patient diagnosis and management. Pharma services,
through Interpace Pharma Solutions, provides pharmacogenomics
testing, genotyping, biorepository and other customized services to
the pharmaceutical and biotech industries.
Interpace reported a net loss attributable to common stockholders
of $27.16 million for the year ended Dec. 31, 2019, compared to a
net loss attributable to common stockholders of $12.19 million for
the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$69.05 million in total assets, $29.85 million in total
liabilities, $26.17 million in preferred stock, and $13.03 million
in total stockholders' equity.
INTRADO CORP: Bank Debt Trades at 21% Discount
----------------------------------------------
Participations in a syndicated loan under which Intrado Corp is a
borrower were trading in the secondary market around 79
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $2.5 billion facility is a term loan. About $2.4 billion of
the loan remains outstanding. The loan is scheduled to mature on
October 10, 2024.
The Company's country of domicile is United States.
INTRADO CORP: Bank Debt Trades at 21% Discount
----------------------------------------------
Participations in a syndicated loan under which Intrado Corp is a
borrower were trading in the secondary market around 79
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $400 million facility is a delay-draw term loan. About $391
million of the loan remains outstanding. The loan is scheduled to
mature on October 10, 2024.
The Company's country of domicile is United States.
ISAGENIX INTERNATIONAL: Bank Debt Trades at 63% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Isagenix
International LLC is a borrower were trading in the secondary
market around 37 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $375 million facility is a term loan. About $342.2 million of
the loan remains outstanding. The loan is scheduled to mature on
June 14, 2025.
The Company's country of domicile is United States.
J. HILBURN: Files for Bankruptcy Amid Coronavirus Downturn
----------------------------------------------------------
Dallas-based online custom clothing brand J. Hilburn has sought
Chapter 11 protection.
Maria Halkias, writing for Dallas News, reports that J. Hilburn in
April 2020, laid off an undisclosed number of workers at its Dallas
headquarters.
J. Hilburn anticipates no interruptions in business and will all
current and future orders.
"J. Hilburn has a loyal client base. We believe in our stylists, in
the growth potential of the men’s custom market, and in the
ability of our management team to lead the company to future
success. Together, the company and our stylists community, along
with our loyal clients, will weather this economic turmoil and come
out on the other side as a stronger and more successful business,"
said CEO David DeFeo said in a statement.
Dallas News notes that DeFeo came to J. Hilburn last year from the
Worth Collection, which is liquidating in a bankruptcy filed in
February. DeFoe is J. Hilburn's third chief executive in three
years. Similar to Worth, J. Hilburn sells through a network of
personal stylists and directly to customers online.
About J. Hilburn Inc.
Dallas, Texas-based J. Hilburn, Inc. -- https://www.jhilburn.com.
Itsells custom-made men's clothing. The company offers shirts,
suits, trousers, pants, sweaters, outerwears, and accessories.
J. Hilburn, Inc., sought Chapter 11 protection (Bankr. N.D. Tex.
Lead Case No. 20-31308) on April 30, 2020. In the petition was
signed by David DeFeo, chief executive officer, the Debtor was
estimated to have $1 million to $10 million in assets and $10
million to $50 million in liabilities. Neligan LLP, led by Patrick
J. Neligan, Jr., is the Debtor's counsel.
J. HILBURN: May 11 Telephonic Meeting Set to Form Panel
-------------------------------------------------------
The creditors committee formation meeting in the cases of J.
Hilburn, Inc., et al, will not be held in person but will done
telephonically.
If one wishes to be considered for membership on any official
committee that is appointed, one must complete a Questionnaire Form
and return it to the Office of the United States Trustee no later
than 4:00 p.m. (Central Standard Time), May 11, 2020 by email to
nancy.s.resnick@usdoj.gov and meredyth.a.kippes@usdoj.gov.
A representative from the U.S. Trustee's Office will contact
creditors submitting a questionnaire to schedule telephonic
interviews. Questions should be sent to Erin Schmidt or Elizabeth
Young using the email addresses indicated.
About J. Hilburn
J. Hilburn, Inc. -- https://www.jhilburn.com -- sells custom-made
men's clothing. The Company offers shirts, suits, trousers, pants,
sweaters, outerwears, and accessories.
On April 30, 2020, J. Hilburn, Inc., and its affiliates sought
Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-31308). The
petition was signed by David DeFeo, chief executive officer.
Diamondback was estimated to have $1 million to $10 million in
assets and $10 million to $50 million liabilities.
The Debtors tapped Patrick J. Neligan, Jr., Esq. of Neligan LLP as
counsel.
JOHN VARVATOS: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: John Varvatos Enterprises, Inc.
26 West 17th Street
10th Floor
New York, NY 10011
Business Description: John Varvatos Enterprises --
https://www.johnvarvatos.com -- is a global
lifestyle brand launched in 2000 with a
collection of tailored clothing and
sportswear for men. The John Varvatos brand
includes two primary collections: the John
Varvatos Collection and John Varvatos Star
U.S.A. The John Varvatos Collection is an
entire men's lifestyle brand that includes
apparel, outerwear, footwear, eyewear, bags,
belts, jewelry, and men's fragrances.
Launched in 2006, John Varvatos Star U.S.A.
is a complete lifestyle collection that
serves as a youthful extension of the John
Varvatos core collection. The John Varvatos
Star U.S.A. collection offers wardrobe
essentials that embrace a progressive-
meet-rock vibe, including vintage-inspired
denim, sportswear, tailored clothing,
footwear and accessories ranging from bags
to small leather goods. The Debtors
generate revenue through the sale of their
merchandise through department store and
specialty wholesale distribution, a
transactional globally accessible
website, and their 27 brick and mortar
retail locations.
Chapter 11 Petition Date: May 6, 2020
Court: United States Bankruptcy Court
District of Delaware
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
John Varvatos Enterprises, Inc. (Lead Case) 20-11043
Lion/Hendrix Corp 20-11044
John Varvatos Apparel Corp 20-11045
Judge: Hon. Mary F. Walrath
Debtors' Counsel: Derek C. Abbott, Esq.
Matthew O. Talmo, Esq.
Andrew R. Workman, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 N. Market Street, 16th Floor
P.O. Box 1347
Wilmington, Delaware 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
Email: dabbott@mnat.com
mtalmo@mnat.com
aworkman@mnat.com
Debtors'
Financial
Advisor: CLEAR THINKING GROUP
Debtors'
Investment
Banker: MMG ADVISORS, INC.
Debtors'
Notice,
Claims &
Balloting
Agent: OMNI AGENT SOLUTIONS
https://is.gd/V50Lg5
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Joseph Zorda, chief financial
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/xK5XYJ
https://is.gd/xazG45
https://is.gd/zXPPqb
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Class Action Claimants Judgment $3,521,361
c/o Dunnegan & Scileppi LLC
350 5th Ave
New York, NY 10118
2. World Textile Sourcing Finished $1,325,583
530 7th Ave, Ste 506 Goods Vendor
New York, NY 10018 Vendor 1130
3. Savino Del Bene Usa Inc Freight $1,192,160
34 Englehard Ave Vendor 991093
Avenel, NJ 07001
4. Vornado 40 East Landlord $1,104,672
66th Street LLC
c/o Vornado Realty Trust
888 7th Ave, 44th Fl
New York, NY 10022
5. Hughes Hubbard & Reed LLP Legal $852,643
1 Battery Park Plz Vendor 440
New York, NY 10004
6. Verde Garment Manufacturing Ltd Finished $769,371
31/F King Palace Plz Goods Vendor
52A Sha Tsui Rd Vendor 11802
Tsuen Wan, NT
Hong Kong
7. Jodan Corp Finished $737,942
Ste 1201, Arcvalley, 277-43 Goods Vendor
Seongsu-2Ga Vendor 1364
Seondong-Gu, Seoul 133-120
South Korea
8. Winter Management Corp Landlord $696,081
680 5th Ave, 23rd Fl
New York, NY 10019
Attn: James L Winter
Tel: 212-616-8910
Email: Jwinter@winterorg.com
9. Errepi Finished $591,927
Via G Mercalli 35/A Goods Vendor
Perugia, PG 06135 Vendor 94501
Italy
10. Katten Legal $568,187
575 Madison Ave Vendor 991253
New York, NY 10022
11. Bhartiya International Ltd Finished $497,495
E-52, New Manglapuri Goods Vendor
Mandi Rd, Mehrauli Vendor 990236
New Delhi, 110030
India
12. UPS Freight $410,209
P.O. Box 7247-0244 Vendor 959
Philadelphia, PA 19170
13. Spring Green, LLC Landlord $406,536
c/o Centurion Realty, LLC
500 5th Ave, 39th Fl
New York, NY 10010
Attn: Albert M Cohen
Tel: 212-204-3450 ext 206
Email: Acohen@centurionRE.com
14. Calzaturificio Victor Srl Finished $391,767
Socio Unico Cap Soc 10 440,00 IV Goods Vendor
Via Della Repubblica, 36 Vendor 990
Cerreto Guidi, FL 50050
Italy
15. Shree Bharat Finished $371,766
International Pvt Ltd Goods Vendor
W-41, Sector-11 Vendor 990724
Noida, Uttar Pradesh 201301
India
16. Bal Harbour Shops Landlord $323,692
420 Lincoln Rd, Ste 320
Miami Beach, FL 33139
Attn: Brett French
Tel: 305-403-9200
Email: bf@whitmanfamilydevelopment.com
17. US Customs And Border Pr Expense $284,716
P.O. Box 530071 Vendor 968
Atlanta, GA 30353
18. UPS Supply Chain Solution Freight $275,030
28013 Network Pl Vendor 963
Chicago, IL 60673
19. Bravery For All, LLC Finished $271,657
Ste M3 10/F Kaiser Goods Vendor
Estate, Phase 3 Vendor 2136
11 Hok Yuen St
Hung Hom, Kowloon
Hong Kong
20. New Wtc Retail Owner LLC Landlord $229,599
2049 Century Pk E, 41st Fl
Century City, CA 90067
Attn: Andrew Kadolph
Tel: 310-689-5666
Email: Andrew.Kadolph@urw.com
21. Meenakshi (India )Ltd Finished $214,948
29, Whites Rd, Royapettah Goods Vendor
Chennai, Tamil Nadu 600014 Vendor 990481
India
22. South Coast Plaza Landlord $193,818
3333 Bristol St
Costa Mesa, CA 92626
23. Emporium Mall LLC Landlord $192,070
2049 Century Pk E, 41st Fl
Century City, CA 90067
Attn: Andrew Kadolph
Tel: 310-689-5666
Email: Andrew.Kadolph@urw.com
24. 1145 Forum Shops, LLC Landlord $190,035
c/o MS Mgmt Assoc
225 W Washington St
Indianapolis, IN 46204
25. Rebel Rebel Realty Corp Landlord $187,947
10 W 33rd, Ste 516
New York, NY 10001
Attn: Elliot Azrak
26. Century City Mall LLC Landlord $186,366
2049 Century Pk E, 41st Fl
Century City, CA 90067
Attn: Andrew Kadolph
Tel: 310-689-5666
Email: Andrew.Kadolph@urw.com
27. Microsoft Corp 0005230510 Communications $174,571
c/o Bank of America Vendor 990160
1950 N Stemmons Fwy, Ste 5010
LB 842467
Dallas, TX 45207
28. 1020 Lincoln Road, LLC Landlord $167,681
420 Lincoln Rd, Ste 320
Miami Beach, FL 33139
Attn: Brett French
Tel: 305-403-9200
Email: bf@whitmanfamilydevelopment.com
29. Winner Step Corporation Ltd Finished $166,160
Unit 909, 9/F, Tower 1 Goods Vendor
Silvercord 30 Canton Rd
Tsimshatsui Kowloon
Hong Kong
30. Yorkdale Shopping Landlord $142,179
Centre Holdings, Inc
c/o Oxford Properties Group
Royal Bank Plz, North Tower
200 Bay St
Toronto, ON M5J 2J2
Canada
JOHN VARVATOS: Men's Designer Brand Ends Up in Chapter 11
---------------------------------------------------------
American international luxury men's designer brand John Varvatos
Enterprises sought Chapter 11 protection, citing sales declines in
recent years, compounded by the Covid-19 pandemic.
Jean E. Palmieri and Sindhu Sundar, writing for WWD.com, reports
that
fashion designer John Varvatos was supposed to celebrate his 20th
anniversary in 2020, instead he became the newest victim of the
pandemic as his company was forced to file bankruptcy protection.
According to WWD.com, the Company said in bankruptcy filings that
the fall of online revenues and sales since 2015 worsened due to
the pandemic and resulted to the temporary closures of its stores
worldwide since March 2020. It furloughed around 226 full-time and
part-time workers, that account over three quarters of its
workforce.
"The unprecedented, exponential spread of the coronavirus disease
COVID-19 throughout the United States along with the resulting,
state-imposed limitations and prohibitions on non-essential retail
operations destroyed the debtors’ blossoming success, having a
debilitating effect on the debtors’ business and employees," the
company's chief financial officer Joseph Zorda wrote in a court
filing.
John Varvatos walked into bankruptcy with plans for a going concern
asset sale deal with Lion/Hendrix Cayman Limited, which is owned by
affiliates of Lion Capital Fund III Partnerships and Lion Capital
LLP is the majority owner of the brand. The company has negotiated
a $20.5 million debtor-in-possession facility with Lion/Hendrix
Cayman Limited, combined with the company's projected cash flow,
"is expected to support its operations during a restructuring
process," the company said in a statement.
"The agreements with Lion represent a critical step in our process
to transform our business to drive long-term, sustainable growth.
We have taken decisive action to respond to the challenges that all
retailers face in the present environment and we remain extremely
confident that our brand, celebrating its 20th year in business,
will emerge even stronger. We have a passionate team, a fierce
global consumer following and a commitment to our customers, whom
we expect to serve for many years to come," Varvatos said.
The sale of John Varvatos to Lion will be subject to court approval
and may include a court-supervised auction.
The company's secured debt includes prepetition notes worth $94.8
million and under prepetition credit agreements worth $19.5
million. It also owes more than $26 million in unsecured debt,
primarily to vendors and under lease agreements.
About John Varvatos Enterprises
John Varvatos Enterprises, Inc. is an American international luxury
men’s lifestyle brand founded by fashion designer John Varvatos
in 1999. It operates retail stores in the United States and other
countries worldwide. It sells, manufactures and designs fashion
products for men such as sweaters, knits, tees, tailored clothing,
jeans, pants, jackets, and accessories.
John Varvatos Enterprises generates revenue through the sale of
merchandise through department store and specialty wholesale
distribution, a transactional globally accessible website, and its
27 brick and mortar retail locations.
John Varvatos Enterprises, Inc. and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 20-11043) on May 6,
2020.
John Varvatos Enterprises was estimated to have $10 million to $50
million in assets and $100 million to $500 million in liabilities
as of the bankruptcy filing.
The Hon. Mary F. Walrath is the case judge.
The Debtors tapped MORRIS, NICHOLS, ARSHT & TUNNELL LLP as counsel;
CLEAR THINKING GROUP as financial advisor; MMG ADVISORS, INC. as
investment banker; and OMNI AGENT SOLUTIONS as claims agent.
JP INTERMEDIATE: Bank Debt Trades at 49% Discount
-------------------------------------------------
Participations in a syndicated loan under which JP Intermediate B
LLC is a borrower were trading in the secondary market around 51
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $450 million facility is a term loan. About $421.9 million of
the loan remains outstanding. The loan is scheduled to mature on
November 20, 2025.
The Company's country of domicile is United States.
K&N PARENT: Bank Debt Trades at 32% Discount
--------------------------------------------
Participations in a syndicated loan under which K&N Parent Inc is a
borrower were trading in the secondary market around 68
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $245 million facility is a term loan. About $235.8 million of
the loan remains outstanding. The loan is scheduled to mature on
October 20, 2023.
The Company's country of domicile is United States.
KCA DEUTAG: Bank Debt Trades at 67% Discount
--------------------------------------------
Participations in a syndicated loan under which KCA Deutag US
Finance LLC is a borrower were trading in the secondary market
around 33 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $415 million facility is a term loan. About $407.9 million of
the loan remains outstanding. The loan is scheduled to mature on
February 28, 2023.
The Company's country of domicile is United States.
KEANE GROUP: Bank Debt Trades at 31% Discount
---------------------------------------------
Participations in a syndicated loan under which Keane Group
Holdings LLC is a borrower were trading in the secondary market
around 69 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a term loan. About $343.9 million of
the loan remains outstanding. The loan is scheduled to mature on
May 25, 2025.
The Company's country of domicile is United States.
L BRANDS: Moody's Cuts CFR & Senior Unsecured Rating to 'B2'
------------------------------------------------------------
Moody's Investors Service downgraded all ratings of L Brands, Inc.
including its Corporate Family Rating to B2 from B1 and its
Probability of Default Rating to B2-PD from B1-PD. The company's
existing senior unsecured guaranteed notes were also downgraded to
B2 from B1 and the senior unsecured unguaranteed notes were
downgraded to Caa1 from B3. The Speculative Grade Liquidity Rating
was upgraded to SGL-2 from SGL-3. The outlook is negative. This
rating action concludes the review for downgrade that was initiated
on April 28, 2020.
"The downgrade reflects that the spinoff of Victoria's Secret has
been terminated, which increases L Brands' cash burn as it must
turnaround Victoria's Secret in the midst of the disruption posed
by COVID-19", said Vice President Christina Boni. "L Brands needs
to preserve liquidity and address its upcoming maturities which the
terminated spin-off would have helped address", Boni added. The
upgrade to SGL-2 from SGL-3 is based on the completion of an
amendment to its revolving credit facility which removed previous
maintenance covenants and added springing fixed charge covenant. It
also acknowledges L Brands' significant cash balance and
availability under its $1 billion revolver and steps it has taken
to reduce its cash outflows such as reducing planned capital
expenditures and suspending its dividend.
Upgrades:
Issuer: L Brands, Inc.
Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3
Downgrades:
Issuer: L Brands, Inc.
Probability of Default Rating, Downgraded to B2-PD from B1-PD
Corporate Family Rating, Downgraded to B2 from B1
Gtd. Senior Unsecured Regular Bond/Debenture, Downgraded to B2
(LGD4) from B1 (LGD4)
Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1 (LGD6)
from B3 (LGD6)
Outlook Actions:
Issuer: L Brands, Inc.
Outlook, Changed to Negative from Rating Under Review
RATINGS RATIONALE
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The specialty
retail sector has been one of the sectors most significantly
affected by the shock given its sensitivity to consumer demand and
sentiment. More specifically, the weaknesses in L Brands' credit
profile, including its exposure to store closures, China and
consumer demand, have left it vulnerable to shifts in market
sentiment in these unprecedented operating conditions and L Brands
remains vulnerable to the outbreak continuing to spread. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. Its action reflects the impact on L Brands of the breadth
and severity of the shock, and the broad deterioration in credit
quality it has triggered.
L Brands' B2 CFR rating is supported by governance considerations
including the suspension of its dividend in response to the
disruption posed by COVID-19. The rating is supported by its strong
Bath & Body Works operations, which generate significant free cash
flow, offset by the challenges currently faced at Victoria's
Secret. L Brands benefits from significant scale with revenues of
about $12.9 billion. Its merchandising strategy and supply chain
have historically enabled the company to ensure product freshness
and higher inventory turns relative to other specialty retail
operators. The termination of the sale of Victoria's Secret poses a
further cash drain and drag on operating performance as it leaves L
Brands with an underperforming asset which will be difficult to
turnaround in the midst of the disruption in the retail industry as
a result. Given the temporary store closures and weakened consumer
demand related to COVID-19, Moody's expects credit metrics to
weaken significantly during 2020.
The negative outlook reflects the risk of protracted weakening in
consumer demand as L Brands works through the disruption caused by
COVID-19 at both Bath and Body and Victoria's Secret. The outlook
also reflects the need to address its upcoming debt maturities now
that proceeds from the now terminated sale will not be realized.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded should operations be positioned to return
to 70% of fiscal 2019 EBITDA, the company has good liquidity,
maintains a conservative financial policy, and near-term debt
maturities are addressed. A suspension of its common dividend is
expected to continue until sales and operating performance at both
Bath and Body and Victoria's Secret return to a consistent positive
trend.
Ratings could be downgraded if liquidity deteriorates and near-term
debt maturities are not addressed well in advance or financial
policy becomes more aggressive. Quantitatively, ratings could be
also be downgraded should operations not be positioned to return to
60% of fiscal 2019 EBITDA.
Headquartered in Columbus, Ohio, L Brands, Inc. operates 2,920
company-owned specialty stores in the United States, Canada, the
United Kingdom and Greater China, and its brands are also sold in
722 franchised locations worldwide as of February 1, 2020. Its
brands include Victoria's Secret, Bath & Body Works, and PINK.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
LAKEWAY PUBLISHERS: Unsecureds to Recover 100% in $7.65M Sale Plan
------------------------------------------------------------------
Lakeway Publishers of Missouri, Inc., filed an Amended Plan of
Liquidation.
Lakeway Publishers intends to sell the entire newspaper and
publishing business for $7.65 million dollars, and make
distributions according to the Plan.
Class 3 consist of Secured Claim of Pinnacle Bank ($4,500,000) and
Secured Claim of Aliant Bank ($53,700). Both claims are impaired
and will be paid 100% under the terms of the proposed sale of
Lakeway Publishers of Missouri.
General unsecured claims are impaired. Unsecured creditors
(comprised of 77 claimants) will be paid in full from the sale
proceeds.
A full-text copy of the Disclosure Statement dated April 15, 2020,
is available at https://tinyurl.com/y8ucdcd5 from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Ryan E. Jarrard, Esq.
QUIST, FITZPATRICK & JARRARD, PLLC
2121 First Tennessee Plaza
Knoxville, TN 37929-9711
Tel: (865) 524-1873
E-mail: rej@QCFlaw.com
About Lakeway Publishers
Lakeway Publishers, Inc., is a multi-state publisher of newspapers,
magazines and special publications. Lakeway owns and operates
community newspapers and magazines in Tennessee, Missouri,
Virginia, and Florida. Lakeway Publishers was incorporated in 1966
and is based in Morristown, Tenn.
Lakeway Publishers, Inc., and affiliate Lakeway Publishers of
Missouri, Inc. each filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Tenn. Lead Case No. 19-51163) on
May 31, 2019. In the petitions signed by Jack R. Fishman,
president, Lakeway Publishers, Inc., disclosed $20,884,027 in
assets and $9,245,645 in liabilities while Lakeway Publishers of
Missouri listed $7,047,972 in assets and $9,206,193 in liabilities.
The Debtors tapped Quist, Fitzpatrick & Jarrard, PLLC, led by Ryan
E. Jarrard, as bankruptcy counsel; and Burnette Dobson & Pinchak,
as special counsel.
LANDS' END: Bank Debt Trades at 20% Discount
--------------------------------------------
Participations in a syndicated loan under which Lands' End Inc is a
borrower were trading in the secondary market around 80
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $515 million facility is a term loan. About $384.1 million of
the loan remains outstanding. The loan is scheduled to mature on
April 4, 2021.
The Company's country of domicile is United States.
LIBBEY GLASS: Bank Debt Trades at 51% Discount
----------------------------------------------
Participations in a syndicated loan under which Libbey Glass Inc is
a borrower were trading in the secondary market around 49
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $440 million facility is a term loan. About $374.7 million of
the loan remains outstanding. The loan is scheduled to mature on
April 9, 2021.
The Company's country of domicile is United States.
LIQUIDMETAL TECHNOLOGIES: Incurs $746K Net Loss in First Quarter
----------------------------------------------------------------
Liquidmetal Technologies, Inc., reported a net loss of $746,000 on
$71,000 of total revenue for the three months ended March 31, 2020,
compared to a net loss of $1.77 million on $223,000 of total
revenue for the three months ended March 31, 2019.
As of March 31, 2020, the Company had $40.51 million in total
assets, $1.69 million in total liabilities, and $38.82 million in
total shareholders' equity.
Cash used in operating activities totaled $697,000 and $1,185,000
for the three months ended March 31, 2020 and 2019, respectively.
The cash was primarily used to fund operating expenses related to
the Company's business and product development efforts.
Cash provided by (used in) investing activities totaled $818,000
and $(184,000) for the three months ended March 31, 2020 and 2019,
respectively. Investing inflows primarily consist of proceeds from
the sale of debt securities. Investing outflows primarily consist
of purchases of debt securities and capital expenditures for
additional production equipment and building improvements.
Cash provided by financing activities totaled $0 and $11,000 for
the three months ended March 31, 2020 and 2019, respectively. Cash
provided by financing activities is comprised of cash received for
the issuance of shares following the exercise of stock.
Liquidmetal stated, "The recent outbreak of COVID-19 and measures
intended to prevent its spread may have a significant negative
impact on our business, results of operations, and financial
condition.
"The global pandemic resulting from the outbreak of the novel
coronavirus ("COVID-19") has disrupted our operations beginning in
March 2020. Federal, state, and local mandates implementing
quarantines, "shelter in place" orders, business limitations and/or
shutdowns (subject to exceptions for certain essential operations
and businesses) aimed at limiting the spread of COVID-19, have
resulted in delays to our planned development pipeline. While we
are not currently experiencing any supply chain or labor force
shortages, our ability to maintain our supply chain and labor force
may become challenging as a result of the COVID-19 pandemic. The
COVID-19 pandemic and related circumstances may also adversely
affect our ability to implement our growth plans, including delays
in product development initiatives. As this situation is ongoing
and the duration and severity of the COVID-19 pandemic is uncertain
at this time, it is difficult to forecast any long-term impacts on
our future operating results. However, we expect the COVID-19
pandemic to adversely impact our development pipeline and,
depending on the severity and longevity of the COVID-19 pandemic,
the efforts taken to reduce its spread and the possibility of a
resurgence of the COVID-19 outbreak could impact our asset values,
including investments in debt securities and long-lived assets, and
have a material adverse effect on our financial results, future
operations, and liquidity.
"Even after the COVID-19 pandemic has subsided, we may continue to
experience negative impacts to our financial results due to
COVID-19's global economic impact, including the availability of
credit generally, decreases in our customers' discretionary
spending on development projects, and any economic slowdown or
recession that has occurred or may occur in the future."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/ERIefA
About Liquidmetal Technologies
Lake Forest, California-based Liquidmetal Technologies, Inc. --
http://www.liquidmetal.com/-- is a materials technology company
that develops and commercializes products made from amorphous
alloys. The Company's family of alloys consists of a variety of
bulk alloys and composites that utilize the advantages offered by
amorphous alloys technology. The Company designs, develops and
sells products and custom parts from bulk amorphous alloys to
customers in a wide range of industries. The Company also partners
with third-party manufacturers and licensees to develop and
commercialize Liquidmetal alloy products.
Liquidmetal reported a net loss of $7.43 million for the year ended
Dec. 31, 2019, compared to a net loss of $8.70 million for the year
ended Dec. 31, 2018.
LSC COMMUNICATIONS: Bank Debt Trades at 91.7% Discount
------------------------------------------------------
Participations in a syndicated loan under which LSC Communications
Inc is a borrower were trading in the secondary market around 8.3
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $312.5 million facility is a term loan. About $221.9 million
of the loan remains outstanding. The loan is scheduled to mature
on September 30, 2022.
The Company's country of domicile is United States.
LSC COMMUNICATIONS: Cullen, Russel Represent Utility Companies
--------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the Law Firm of Russell R. Johnson III, PLC and Cullen and Dykman
LLP submitted a verified statement that they are representing the
utility companies in the Chapter 11 cases of LSC Communications,
Inc., et al.
The names and addresses of the Utilities represented by the Firm
are:
a. American Electric Power
Attn: Dwight C. Snowden
American Electric Power
1 Riverside Plaza, 13th Floor
Columbus, Ohio 43215
b. AEP Energy, Inc.
Attn: Peter M. Kolch, Esq.
Associate General Counsel
225 West Wacker Drive, Suite 600
Chicago, IL 60606
c. CenterPoint Energy Services, Inc.
CenterPoint Energy Resources Corp.
Attn: Timothy Muller, Esq.
Senior Counsel
CenterPoint Energy, Inc.
1111 Louisiana St.
Houston, TX 77002
d. Commonwealth Edison Company
Claims & Collection Counsel
3 Lincoln Centre
Oakbrook Terrace, IL 60181
e. Constellation NewEnergy – Gas Division, LLC
Attn: C. Bradley Burton
Credit Analyst
Constellation Energy
1310 Point Street, 12th Floor
Baltimore, MD 21231
f. Evergy, Inc.
Attn: Katie Lee, Esq.
1200 Main Street
Kansas City, MO 64105
g. Indiana Gas Company, Inc.
d/b/a Vectren Energy Delivery of Indiana
Attn: Justin Forshey, Supervisor, Credit & Collections
Vectren Energy Deliver
One Vectren Square
Evansville, Indiana 47708
h. Orange and Rockland Utilities, Inc.
Attn: Jennifer Woehrle
390 W. Route 59
Spring Valley, New York 10977
i. PECO Energy Company
Attn: Lynn R. Zack, Esq.
Assistant General Counsel
Exelon Corporation
2301 Market Street, S23-1
Philadelphia, PA 19103
j. Virginia Electric and Power Company
d/b/a Dominion Energy Virginia
Attn: Sherry Ward
600 East Canal Street, 10th floor
Richmond, VA 23219
The nature and the amount of claims (interest) of the Utilities,
and the times of acquisition thereof are as follows:
a. The following Utilities have unsecured claims against the
above-referenced Debtors arising from prepetition utility usage:
American Electric Power, AEP Energy, Inc., CenterPoint Energy
Resources Corp., Commonwealth Edison Company, Evergy, Inc., Indiana
Gas Company, Inc. d/b/a Vectren Energy Delivery of Indiana, PECO
Energy Company and Virginia Electric and Power Company d/b/a
Dominion Energy Virginia.
b. CenterPoint Energy Services, Inc. is the beneficiary of an
Irrevocable Standby Letter of Credit in the amount of $77,000 that
secured all prepetition debt. Orange & Rockland Utilities, Inc.
held prepetition deposits that secured all prepetition debt.
c. For more information regarding the claims and interests of
the Utilities in these jointly-administered cases, refer to the
Objection of Certain Utility Companies To the Debtors' Motion for
Entry of An Order (i) Prohibiting Utility Providers From Altering,
Refusing or Discontinuing Service, (ii) Deeming Utility Providers
Adequately Assured of Future Performance, (iii) Establishing
Procedures For Determining Adequate Assurance of Payment and (IV)
Granting Related Relief (Docket No. 132) filed in the
above-captioned, jointly-administered, bankruptcy cases.
The Law Firm of Russell R. Johnson III, PLC was retained to
represent the foregoing Utilities in April 2020. The circumstances
and terms and conditions of employment of the Firm by the Companies
is protected by the attorney-client privilege and attorney work
product doctrine.
Co-counsel for American Electric Power et al. can be reached at:
Thomas R. Slome, Esq.
Michael Kwiatkowski, Esq.
CULLEN AND DYKMAN LLP
100 Quentin Roosevelt Boulevard
Garden City, New York 11530
Telephone: (516) 296-9165
Facsimile: (516) 357-3792
Email: tslome@CullenandDykman.com
mkwiatkowski@CullendandDykman.com
- and -
Russell R. Johnson III, Esq.
LAW FIRM OF RUSSELL R. JOHNSON III, PLC
2258 Wheatlands Drive
Manakin-Sabot, VA 23103
Telephone: (804) 749-8861
Facsimile: (804) 749-8862
E-mail: russell@russelljohnsonlawfirm.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/qNvLgf
About LSC Communications
LSC Communications, Inc. -- http://www.lsccom.com/-- is a Delaware
corporation established in 2016 with its headquarters located in
Chicago, Illinois. The Debtors offer a broad range of traditional
and digital print products, print-related services, and office
products. The Company serves the needs of publishers,
merchandisers, and retailers worldwide, with a service offering
that includes e-services, logistics, warehousing and fulfillment
and supply chain management services. The Company prints magazines,
catalogs, directories, books, and some direct mail products, and
manufactures office products, including filing products,
envelopes,
note-taking products, binder products, and forms. The Company has
offices, plants, and other facilities in 28 states, as well as
operations in Mexico, Canada, and the United Kingdom.
LSC Communications, Inc., based in Chicago, IL, and its
debtor-affiliates, filed a Chapter 11 petition (Bankr. S.D.N.Y.
Lead Case No. 20-10950) on April 13, 2020. In its petition, the
Debtor was estimated to have $1,649,000,000 in assets and
$1,721,000,000 in liabilities. The petition was signed by Andrew
B. Coxhead, chief financial officer.
The Debtors hire SULLIVAN & CROMWELL LLP as counsel; YOUNG CONAWAY
STARGATT & TAYLOR, LLP, as co-counsel; EVERCORE GROUP L.L.C., as
investment banker; ALIXPARTNERS LLP as restructuring advisor; PRIME
CLERK LLC as notice, claims and balloting agent.
M.G. TRANSPORT: Hires Austin Associates as Accountant
-----------------------------------------------------
M.G. Transport, Inc. received approval from the U.S. Bankruptcy
Court for the District of Maine to employ Austin Associates, P.A.
as its accountant.
The firm will assist in the preparation of Debtor's state and
federal income tax filings for 2019 and will provide other
accounting and tax-related services if needed.
Autumn Dow, an accountant at Austin Associates, will be paid at her
customary rate of $156 per hour. The firm will be paid a fixed fee
in the amount of $1,750 for the preparation and filing of the 2019
tax returns.
Austin Associates is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Philip Doucette
Austin Associates, P.A.
Two Great Falls Plaza, 5th Floor
Auburn, ME 04210
Telephone: (207) 783-9111
About M.G. Transport
M.G. Transport, Inc., a freight shipping and trucking company,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Me. Case No. 20-10092) on Feb. 25, 2020, listing under $1
million in both assets and liabilities. Judge Michael A. Fagone
oversees the case. John D. Burns, Esq., at The Burns Law Firm,
LLC, represents Debtor as legal counsel. Austin Associates, P.A.
is Debtor's accountant.
MARINE ENVIRONMENTAL: Wants to Maintain Exclusivity Until Nov. 2
----------------------------------------------------------------
Marine Environmental Remediation Group, LLC and MER Group Puerto
Rico LLC ask the U.S. Bankruptcy Court for the District of New
Jersey for a third extension of the period during which only the
companies can file a Chapter 11 plan to November 2 and the period
to solicit acceptances for the plan to January 4, 2021.
The Debtors are working to generate financial recovery through
these two adversary proceedings: one against Anointed Security
Services Inc. and the other against Starr Indemnity & Liability
Company. The Debtors seek millions of dollars from Anointed alone.
In the adversary proceeding against Starr, the Debtors seek to
expunge Starr's $1.24 million secured claim asserted on the
proceeds from the Debtors' former vessel -- the Seven Polaris.
Additionally, the Debtors are communicating with the Local
Redevelopment Authority for Roosevelt Roads of Puerto Rico to
address the LRA's pending request for an administrative expense
claim. The Debtors have also been in communications with the
Committee and Maritime Equities LLC to discuss the framework for a
potential chapter 11 plan.
Accordingly, the Debtors believe that an extension of the
exclusivity periods would permit them to complete these important
tasks towards achieving plan confirmation in these cases.
About Marine Environmental
MER Group -- http://www.mergroupllc.com-- provides ship recycling
services at facilities in the United States and Europe. MER claims
to have pioneered an environmentally-sensitive process of
dismantling obsolete vessels that meets or exceeds all U.S. EPA,
OSHA, state and Commonwealth regulations.
Marine Environmental Remediation Group LLC and affiliate MER Group
Puerto Rico LLC filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
19-18994) on May 1, 2019. In the petitions signed by Martin Vulaj,
CEO, the Debtors' estimated $1 million to $10 million in both
assets and liabilities. The case is assigned to Judge Vincent F.
Papalia. Jeffrey D. Vanacore, Esq., at Perkin Coie LLP, represents
the Debtors.
MARRIOTT OWNERSHIP: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg
-------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Marriott
Ownership Resorts, Inc. (a subsidiary of Marriott Vacations
Worldwide Corporation, herein combined with other subsidiaries as
"Marriott Vacations") including its Corporate Family Rating to Ba3
from Ba2, its Probability of Default Rating to Ba3-PD from Ba2-PD,
its senior secured rating to Ba1 from Baa3, and its senior
unsecured rating to B1 from Ba3. At the same time, Moody's assigned
a Ba1 rating to the company's planned senior secured note issuance
and downgraded the company's Speculative Grade Liquidity rating to
SGL-3 from SGL-2. The outlook was revised to negative from stable.
"The downgrade reflects Moody's expectation that Marriott
Vacations' earnings will be pressured in 2020 and 2021 due to
travel restrictions and the macroeconomic weakness related to the
spread of the coronavirus which will lead to debt/EBITDA remaining
above 5.0x for at least the next two years," stated Pete Trombetta,
Moody's lodging and cruise analyst. Moody's forecast assumes a
majority of the company's resorts are closed for most of the second
quarter of 2020, resulting in weak tour flow, rentals, and new
timeshare sales, with sales recovering slowly into 2021. The
company entered 2020 with weak debt/EBITDA of 5.2x relative to its
downgrade factor of 5.0x. Marriott Vacations' liquidity is adequate
supported by estimated cash balances of about $650 million and no
material debt maturities until 2022. Vacation ownership interest
sales make up about 55% of the company's segment gross profit and
softness in that segment will make it difficult for the company to
de-lever to levels appropriate for the Ba2 rating category (Moody's
calculation of debt includes standard adjustments and 100% of
securitized debt).
Downgrades:
Issuer: Marriott Ownership Resorts, Inc.
Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD
Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
SGL-2
Corporate Family Rating, Downgraded to Ba3 from Ba2
Senior Secured Bank Credit Facility, Downgraded to Ba1 (LGD2)
from Baa3 (LGD2)
Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD5)
from Ba3 (LGD5)
Assignments:
Issuer: Marriott Ownership Resorts, Inc.
Senior Secured Regular Bond/Debenture, Assigned Ba1 (LGD2)
Outlook Actions:
Issuer: Marriott Ownership Resorts, Inc.
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, falling oil prices, and asset price declines are
creating a severe and extensive credit shock across many sectors,
regions and markets. The combined credit effects of these
developments are unprecedented. The timeshare and lodging sectors
have been two of the sectors most significantly affected by the
shock given the sensitivity to consumer demand and sentiment. More
specifically, the weaknesses in Marriott Vacations' credit profile,
including its exposure to continued travel restrictions for US
citizens which represents a majority of the company's revenue and
earnings have left it vulnerable to shifts in market sentiment in
these unprecedented operating conditions and the company remains
vulnerable to the outbreak continuing to spread. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
Its action reflects the impact on Marriott Vacations from the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.
Marriott Vacations' credit profile benefits from its strong brand
presence in the upscale segment of the timeshare industry, its
geographic diversity, and the portion of its earnings derived from
recurring and fee-based sources such as resort management and
exchange, rentals, and consumer finance. The company also benefits
from its position as the second largest vacation ownership company
in terms of revenues and number of owners, and second largest
timeshare exchange network in terms of members -- both trailing
only Wyndham Destinations. Marriott Vacations' credit profile will
be dominated by the length of time that the timeshare industry
continues to be highly disrupted and the resulting impact on the
company's cash consumption and its liquidity profile. The normal
ongoing credit risks include its exposure to the general risks
associated with its focus on the timeshare industry and its high
leverage -- Moody's estimates leverage will exceed 5.0x through
2022 (its metrics include its standard adjustments and 100% of
securitized debt).
The negative outlook reflects Moody's expectation that continued
weakness caused by the disruption related to the spread of the
coronavirus, and the resulting macroeconomic weakness, could
pressure Marriott Vacations' earnings and liquidity over the next
12 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded further in the near term if the
company's liquidity weakened in any way or if the recovery is
delayed beyond its base assumptions. The ratings could also be
downgraded if indications are that the company cannot de-lever to
below 5.25x. The outlook could be revised to stable if the impacts
from the spread of the coronavirus stabilizes, resorts open and
vacation ownership interest sales increase, enabling the company to
maintain debt/EBITDA below 5.25x. Ratings could be upgraded if the
company is able to maintain leverage below 4.75x with
EBITA/interest expense around 4.5x.
Marriott Ownership Resorts Inc. is a subsidiary of Marriott
Vacations Worldwide Corporation. Marriott Vacations is one of the
two largest vacation ownership and timeshare exchange companies.
The company develops, markets, sells and/or manages vacation
ownership properties under brands including the Marriott Vacation
Club, Westin Vacation Club, Sheraton Vacation Club, Grand
Residences by Marriott, Hyatt Residence Club, and The Ritz-Carlton
Residences brand. In April 2018, MVW announced it had entered into
an agreement to acquire Interval Leisure Group. Following the
acquisition, MVW has a portfolio of 110 properties across the globe
and have the second largest timeshare exchange business with access
to nearly 3,200 resorts. Revenues in 2019 were about $4.4 billion.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
MCDERMOTT TECHNOLOGY: Bank Debt Trades at 70% Discount
------------------------------------------------------
Participations in a syndicated loan under which McDermott
Technology Americas Inc is a borrower were trading in the secondary
market around 30 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $310 million facility is a term loan. About $305 million of
the loan remains outstanding. The loan is scheduled to mature on
May 10, 2025.
The Company's country of domicile is United States.
MEDCOAST MEDSERVICE: Trustee Seeks to Hire Levene Neale as Counsel
------------------------------------------------------------------
David Gottlieb, the Chapter 11 trustee for the bankruptcy estate of
MedCoast Medservice Inc., seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Levene,
Neale, Bender, Yoo & Brill L.L.P. as his bankruptcy counsel.
Levene Neale will provide these services in connection with
Debtor's Chapter 11 case:
(a) advise the trustee regarding the requirements of the
bankruptcy court, the Office of the U.S. Trustee, the Bankruptcy
Code and Bankruptcy Rules;
(b) advise the trustee regarding the rights and remedies of
Debtor's bankruptcy estate and the rights, claims and interests of
creditors;
(c) represent the trustee in any proceeding or hearing in the
bankruptcy court involving the bankruptcy estate unless the trustee
is represented by special counsel;
(d) conduct examinations of witnesses, claimants or adverse
parties and represent the trustee in any adversary proceeding
except to the extent that any such adversary proceeding is in an
area outside of Levene Neale's expertise or which is beyond the
firm's staffing capabilities;
(e) prepare legal papers;
(f) represent the trustee in transactions outside Debtor's
ordinary course of business;
(g) assist the trustee in any asset recovery, sale or
liquidation process;
(h) assist the trustee in the negotiation, preparation and
confirmation of a Chapter 11 plan;
(i) investigate, evaluate and prosecute objections to claims;
and
(j) provide other services that may be appropriate in Levene
Neale's representation of the trustee.
The hourly rates for the attorneys and paraprofessionals at Levene
Neale are as follows:
David W. Levene $635
David L. Neale $635
Ron Bender $635
Martin J. Brill $635
Timothy J. Yoo $635
Gary E. Klausner $635
Edward M. Wolkowitz $635
David B. Golubchik $635
Beth Ann R. Young $610
Monica Y. Kim $610
Daniel H. Reiss $610
Richard P. Steelman, Jr. $610
Philip A. Gasteier $610
Eve H. Karasik $610
Todd A. Frealy $610
Kurt Ramlo $610
Juliet Y. Oh $595
Todd M. Arnold $595
Carmela T. Pagay $595
Anthony A. Friedman $595
Krikor J. Meshefejian $595
John-Patrick M. Fritz $595
Lindsey L. Smith $510
Jeffrey Kwong $495
Paraprofessionals $250
LNBYB has agreed to accept as compensation for its services such
sums as may be allowed by the Court in accordance with 11 U.S.C.
Section 330, based upon the time spent and services rendered, the
results achieved, the difficulties encountered, the complexities
involved, and other appropriate factors.
Ron Bender, Esq. a managing partner at Levene Neale, disclosed in
court filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ron Bender, Esq.
Krikor J. Meshefejian, Esq.
Levene, Neale, Bender, Yoo & Brill L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Telephone: (310) 229-1234
Facsimile: (310) 229-1244
Email: rb@lnbyb.com
kjm@lnbyb.com
About MedCoast Medservice
MedCoast Medservice Inc. -- https://www.medcoastambulance.com/ --
provides emergency and non-emergency transportation to all of Los
Angeles, Orange County and South Bay areas. MedCoast Medservice is
a corporation whose primary business concerns the transport of
individuals (patients) to and from their homes or places of need to
hospitals, physicians, and/or health care providers. It operates
from a rented facility located at 14325 Iseli Road, Santa Fe
Springs, Calif.
MedCoast Medservice filed for Chapter 11 protection (Bankr. C.D.
Cal. Case No. 19-19334) on Aug. 9, 2019. In the petition signed by
Artina Safarian, president, the Debtor disclosed assets at $952,016
and liabilities at $2,615,768, of which approximately $1,303,754 is
owed for payroll taxes to the Internal Revenue Service. Judge Sheri
Bluebond is the case judge.
Debtor tapped Henry D. Paloci III PA as its legal counsel, and
Riley Akopians & MSA CPAS, LLP as its accountant.
David Gottlieb was appointed as Debtor's Chapter 11 trustee. The
trustee is represented by Levene, Neale, Bender, Yoo & Brill L.L.P.
MEDICAL DEPOT: Bank Debt Trades at 39% Discount
-----------------------------------------------
Participations in a syndicated loan under which Medical Depot
Holdings Inc is a borrower were trading in the secondary market
around 61 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $430 million facility is a term loan. About $387 million of
the loan remains outstanding. The loan is scheduled to mature on
January 3, 2023.
The Company's country of domicile is United States.
MOHEGAN GAMING: Bank Debt Trades at 23% Discount
------------------------------------------------
Participations in a syndicated loan under which Mohegan Gaming &
Entertainment is a borrower were trading in the secondary market
around 77 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $428 million facility is a term loan. About $237.2 million of
the loan remains outstanding. The loan is scheduled to mature on
October 13, 2021.
The Company's country of domicile is United States.
MURRAY ENERGY: Bank Debt Trades at 93.3% Discount
-------------------------------------------------
Participations in a syndicated loan under which Murray Energy Corp
is a borrower were trading in the secondary market around 6.8
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $1.7 billion facility is a term loan. About $38.7 million of
the loan remains outstanding. The loan was scheduled to mature on
April 17, 2020.
The Company's country of domicile is United States.
NATEL ENGINEERING: Bank Debt Trades at 24% Discount
---------------------------------------------------
Participations in a syndicated loan under which Natel Engineering
Co Inc is a borrower were trading in the secondary market around 76
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $325 million facility is a term loan. About $321.8 million of
the loan remains outstanding. The loan is scheduled to mature on
April 30, 2026.
The Company's country of domicile is United States.
NEIMAN MARCUS: Case Summary & 50 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Neiman Marcus Group LTD LLC
f/k/a Mariposa Merger Sub, Inc.;
Neiman Marcus, Inc.;
Neiman Marcus Group LTD Inc.
Newton Acquisition, Inc.
One Marcus Square
1618 Main Street
Dallas, Texas 75201
Business Description: Neiman Marcus Group LTD LLC --
https://www.neimanmarcus.com -- is a luxury
omni-channel retailer conducting store and
online operations principally under the
Neiman Marcus, Bergdorf Goodman, and Last
Call brand names. Each Neiman Marcus and
Bergdorf Goodman store offers a distinctive
selection of apparel, handbags, shoes,
cosmetics, and precious and designer jewelry
from premier luxury and fashion designers.
The Company also operates the Horchow e-
commerce website offering luxury home
furnishings and accessories. Since opening
in 1907 with just one store in Dallas,
Texas, the Debtors have strategically grown
to 67 stores across the United States.
The Debtors' non-Debtor affiliates own and
operate a single store under the THERESA
brand and an e-commerce platform under the
Mytheresa brand.
Chapter 11
Petition Date: May 7, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Twenty-four affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Neiman Marcus Group LTD LLC (Lead Case) 20-32519
NEMA Beverage Corporation 20-32497
NEMA Beverage Holding Corporation 20-32498
NEMA Beverage Parent Corporation 20-32499
NMG Texas Salon LLC 20-32500
NMG Florida Salon LLC 20-32501
NMG California Salon LLC 20-32502
NMG Salons LLC 20-32503
NMG Salon Holdings, LLC 20-32504
NMGP, LLC 20-32505
NMG Global Mobility, Inc. 20-32506
NM Bermuda, LLC 20-32507
Worth Avenue Leasing Company 20-32508
BG Productions, Inc. 20-32509
Bergdorf Graphics, Inc. 20-32510
NM Nevada Trust 20-32511
NM Financial Services, Inc. 20-32512
Bergdorf Goodman Inc. 20-32513
NMG Term Loan PropCo LLC 20-32514
NMG Notes PropCo LLC 20-32515
The NMG Subsidiary LLC 20-32516
The Neiman Marcus Group LLC 20-32517
Mariposa Borrower, Inc. 20-32518
Mariposa Intermediate Holdings, LLC 20-32520
Judge: Hon. David R. Jones
Debtors'
General
Bankruptcy
Counsel: Anup Sathy, P.C.
Chad J. Husnick, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: anup.sathy@kirkland.com
chad.husnick@kirkland.com
- and -
Matthew C. Fagen, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: matthew.fagen@kirkland.com
Debtors'
Local
Bankruptcy
Counsel: Matthew D. Cavenaugh, Esq.
Jennifer F. Wertz, Esq.
Kristhy M. Peguero, Esq.
Veronica A. Polnick, Esq.
JACKSON WALKER L.L.P.
1401 McKinney Street, Suite 1900
Houston, Texas 77010
Tel: (713) 752-4200
Fax: (713) 752-4221
Email: mcavenaugh@jw.com
jwertz@jw.com
kpeguero@jw.com
vpolnick@jw.com
Debtors'
Restructuring
Advisor: BERKELEY RESEARCH GROUP, LLC
Debtors'
Investment
Banker: LAZARD FRERES & CO. LLC
Debtors'
Notice &
Claims
Agent: BANKRUPTCY MANAGEMENT SOLUTIONS, INC.
D/B/A/ STRETTO
https://cases.stretto.com/NMG
Estimated Assets
(on a consolidated basis): $1 billion to $10 billion
Estimated Liabilities
(on a consolidated basis): $1 billion to $10 billion
The petitions were signed by Tracy M. Preston, authorized
signatory.
A full-text copy of Neiman Marcus' petition is available for free
at PacerMonitor.com at:
https://is.gd/nR2n3q
List of Debtors' 50 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. UMB Bank, N.A. Senior Notes $80,680,000
1290 Avenue of the Americas
New York, New York 10104
Attn: David Elsberg
2. UMB Bank, N.A. Senior Notes $56,583,532
1290 Avenue of the Americas
New York, New York 10104
Attn: David Elsberg
3. Monument Consulting Professional $10,441,602
1800 Summit Avenue Service Fees
Richmond, VA 23230
Attn: Scott Stearman
Tel: 804-572-1388
Email: scottstearman@monumentconsulting.com
4. Rakuten Marketing LLC Trade $7,839,874
215 Park Ave South
9th FL
New York, New York 10003
Attn: Teresa Mangiaterra
Tel: 801-308-7739
Email: teresa.mangiaterra@rakuten.com
5. Chanel Inc. Trade $6,001,542
885 Centennial Avenue
Suite 300
Piscataway, NJ 08854
Attn: Christine Palaka
Tel: 732-980-3872
Email: christine.palaka@chanelusa.com
6. Veronica Beard Trade $4,345,511
225 W 35th Street
10th Floor
New York, NY 10001
Attn: Marie Josma
Tel: 646-453-7663
Email: marie@veronicabeard.com
7. La Mer Trade $3,529,349
7 Corporate Center Drive
Melville, NY 11747
Attn: Mandi Loiacono
Tel: 631-847-8445
Email: mloiacon@estee.com
8. Gucci America Trade $3,161,245
50 Hartz Way
Secaucus, NJ 07094
Attn: Daneil Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
9. Dolce and Gabbana USA Inc. Trade $2,710,677
900 Secaucus Road
Unit C
Secaucus, NJ 07094
Attn: Ruggero Caterini
Tel: 212-750-0055
Email: ruggero.caterini@dolcegabbana.com
10. Stuart Weitzman Inc. Trade $2,576,154
2400 E Commercial Blvd
506
Ft Lauderdale, FL 33308
Attn: Christine Peck
Tel: 201-804-5000
Email: cpeck@tapestry.com
11. Theory LLC Trade $2,542,789
165 Polito Avenue
Lyndhurst, NJ 07071
Attn: Lieu La
Tel: 201-728-5765
Email: lieu.la@theory.com
12. Christian Louboutin Trade $2,268,911
306 W 38th Street 4th Floor
New York, NY 10018
Attn: Daphne Dan
Tel: 212-279-7362 Ext 5035
Email: d.dan.us.christianlouboutin.com
13. Sisley Cosmetics USA Inc. Trade $2,243,266
7 Renaissance Square Floor 3
White Plains, NY 10601
Attn: Kendra Cordeiro
Tel: 203-231-9744
Email: kendra.cordeiro@sisley.fr
14. Yves Saint Laurent Trade $2,179,587
America Inc.
50 Hartz Way
Secaucus, NJ 07094
Attn: Daniel Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
15. Burberry USA Trade $1,969,504
444 Madison Ave
New York, NY 10022
Attn: Aaron Stout
Tel: 212-707-6568
Email: aaron.stout@burberry.com
16. La Prairie Inc. Trade $1,916,931
30 Ethel Road
Edison, NJ 08817
Attn: Theresa Chin
Tel: 212-506-0875
Email: theresa.chin@laprairie.com
17. Northpark Partners LP Lease/Rent $1,846,128
8080 North Central Expressway
Suite 1100
Dallas, TX 75206
Attn: Jerri Kepley
Tel: 214-369-1234
Email: jtanzola@akris.com
18. Akris Pret A Porter AG Trade $1,840,736
835 Madison Avenue
4th Floor
New York, NY 10021
Attn: Nadja Hollenstein
Tel: 41(0) 4712277 857
Email: nadja.hollenstein@akris.com
19. RAG & Bone Industries LLC Trade $1,755,347
1000 Castle Road
Secaucus, NJ 07094
Attn: Jenny Valencia
Tel: 646-564-5417
Email: jenny.valencia@ragbone.com
20. Tata Consultancy Professional $1,638,580
Services Ltd. Service Fees
379 Thornall Street
Ediston, NJ 08837
Attn: Kalpana Subramanian
Tel: 904-238-4681
Email: s.kalpana@tcs.com
21. Eileen Fisher Trade $1,626,840
2 Bridge St.
Ste 230
Irvington, NY 10533
Tel: 914-721-4065
Email: shen.chin@eileenfisher.com
22. Frame Denim Trade $1,625,367
3578 Hayden Ave
Ste N1
Culver City, CA 90232-2486
Attn: Brittany Miller
Tel: 646-494-9618
Email: brittany.miller@frame-brand.com
23. Versace USA Inc. Trade $1,529,458
3 Columbus Circle
20th Floor
New York, NY 10019
Attn: Ida Rebueno
Tel: 212-545-2522
Email: ida.rebueno@versaceus.com
24. Prada USA Corp Miu Miu Trade $1,434,536
610 W 52nd Street
4th Floor
New York, NY 10019
Attn: Aimee Nsang
Tel: 212-307-9300, X 21280
Email: aimee.nsang@prada.com
25. Giorgio Armani (Consign) Trade $1,430,376
99 Park Avenue
New York, NY 10016
Attn: Eric Silverman
Tel: 212-209-3551
Email: esilverman@giorgioarmani.com
26. Tory Burch - Trade $1,375,980
Tory by TRB
11 W 19th Street
7th Floor
New York, NY 10011
Attn: Tranly Ly
Tel: 201-549-9832
Email: tly@toryburch.com
27. Johnny Was Trade $1,345,041
250 W 39th Street
Suite 702
New York, NY 10018
Attn: Marcelino Enero
Tel: 323-582-1005, Esxt. 111
Email: marcelino@johnnwas.com
28. Jimmy Choo Trade $1,164,736
750 Lexington Avenue
22nd Floor
New York, NY 10022
Attn: Kadri Merila
Tel: +44(0) 20 7947 5960
Email: kadri.merila@jimmychoo.com
29. Ferragamo USA Inc. Trade $1,163,434
700 Castle Road
Secaucus, NJ 07094
Attn: Frank Torrent
Tel: 201-553-6139
Email: frank.torrent@ferragamo.com
30. Alice & Olivia LLC Trade $1,151,248
1111 Secaucus Road
Secaucus, NJ 07094
Attn: Jill Donahoe
TEl: 646-747-1432
Email: jill.donahoe@aliceandoliva.com
31. Criteo Corp Trade $1,109,419
PO Box 123520
Dallas, TX 75312-3520
Attn: Caroline Pingon
Tel: 650-322-6260
Email: c.pingon@criteo.com
32. Elicit LLC Trade $1,085,495
650 3rd Avenue
Suite 1500
Minneapolis, MN 55402
Attn: Lauren Drexler
Tel: 914-980-5143
Email: lauren.drexler@elicitnsights.com
33. Lafayette 148 Inc. Trade $1,058,515
141 Flushing Avenue
Building 77, 14th Floor
Brooklyn, NY 11205
Attn: Syliva Huang
Tel: 646-922-1711
Email: sylvia.huang@lafayette146.com
34. Manolo Blahnik Trade $1,041,835
Americas LLC
880 Third Avenue
13th Floor
New York, NY 10022
Attn: Sunny Pak
Tel: 917-846-2778
Email: sunny.pak@manoloblahnik.com
35. Givenchy Corp Trade $999,269
19 E 57th Street
New York, NY 10022
Attn: Mendy Huang
Tel: 646-346-7616
Email: mendy.huang@lvmhfashion.com
36. Facebook Inc. Trade $994,829
1601 S California Avenue
Palo Alto, CA 94304-1111
Attn: Karin Tracy
Tel: 646-745-6871
Email: karint@fb.com
37. The Row Trade $948,909
609 Greenwich St
3rd Floor
New York, NY 10014
Attn: Jan Kaplan
Tel: 646-358-3888, ext 1872
Email: jan.kaplan@therow.com
38. Brioni Roman Style Trade $932,648
33 Whitehall Street
Suite 1401
New York, NY 10004
Attn: Daniel Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
39. Ermenegildo Zegna Trade $905,113
Tom Ford
100 W Forest Avenue
Unit A
Englewood, NJ 07631
Attn: Acel Joseph
Tel: 201-735-0388
Email: acel.joseph@zegna.com
40. Bottega Veneta Trade $887,717
50 Hartz Way
Secaucus, NJ 07094
Attn: Daniel Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
41. Balenciaga America Inc. Trade $860,626
50 Hartz Way
Secaucus, NJ 07094
Attn: Daneil Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
42. Vince Trade $849,186
600 Kellwood Parkway
Chesterfield, MO 63017
Attn: Amanda Warren
Email: awarren@vince.com
43. Alexander McQueen Trade $835,073
50 Hartz Way
Secaucus, NJ 07094
Attn: Daniel Byrnes
Tel: 201-553-6926
Email: daniel.byrnes@kering.com
44. Tom Ford Beauty Trade $821,681
7 Corporate Center Drive
Melville, NY 11747
Attn: Acel Joseph
Tel: 201-735-0388
Email: acel.joseph@zegna.com
45. Chloe Inc. Trade $792,473
1111 Marcus Avenue
Unit 5A
Lake Success, NY 11042
Attn: James Villamana
Tel: 203-925-6400
Email: james.villamana@richemont.com
46. RTB House Inc. Trade $789,180
c/o Avitus Group Acctg
SVC Dep
PO Box 2506
Billings, MT 5910
Attn: Erin Gonzalez
Tel: 516-398-7623
Email: erin.gonzalez@rtbhouse.com
47. Balmain USA LLC Trade $787,269
11 W 42nd Street
31st Floor
New York, NY 10038
Attn: Adriana Bytyq1
Tel: 917-262-0354
Email: abytyq1@balmain.com
48. Ralph Lauren Trade $733,272
201 Pendleton Street
High Point, NC 27260
Attn: Donna Riggs
Tel: 888-674-8528
Ext. 4387
Email: driggs@ralphlauren-ar.com
49. Carven Lux Perfumes Trade $732,293
Intl Cosmetics
30 W 21st Street
7th Floor
New York, NY 10010
Attn: Steven Lacolla
Tel: 212-643-1141
Email: slacolla@icperfumes.com
50. David Yurman Trade $732,155
Enterprises LLC
24 Vestry Street
11th Floor
New York, NY 10013
Attn: Bart NG
Tel: 646-264-7246
Email: bng@davidyurnman.com
NEIMAN MARCUS: Files for Chapter 11 With Prearranged Plan
---------------------------------------------------------
Neiman Marcus Group LTD LLC commenced voluntary Chapter 11
proceedings in Houston, Texas bankruptcy court after reaching a
Restructuring Support Agreement with a significant majority of its
creditors to undergo a financial restructuring, substantially
reducing its debt load and interest payments and supporting
continued operations during the COVID-19 pandemic and beyond.
The binding agreement with holders representing over two-thirds of
the Company's outstanding debt demonstrates broad commitment across
creditor classes.
As part of the process, Neiman Marcus Group has secured
debtor-in-possession ("DIP") financing of $675 million from
creditors to enable business continuity throughout proceedings.
Geoffroy van Raemdonck, Chairman and Chief Executive Officer of
Neiman Marcus Group, stated, "Prior to COVID-19, Neiman Marcus
Group was making solid progress on our journey to long-term
profitable and sustainable growth. We have grown our unrivaled
luxury customer base, expanded our industry-leading customer
relationships, achieved higher omni-channel penetration, and made
meaningful strides in our transformation to become the preeminent
luxury customer platform. However, like most businesses today, we
are facing unprecedented disruption caused by the COVID-19
pandemic, which has placed inexorable pressure on our business."
"My team and I appreciate the partnership and the steadfast support
of all our stakeholders and Board of Directors through this
process. The binding agreement from our creditors gives us
additional liquidity to operate the business during the pandemic
and the financial flexibility to accelerate our transformation. We
will emerge a far stronger company. In a world that is changing,
we are uniquely positioned to give our brand partners access to our
loyal luxury customers like no other company. We will deliver that
through the strength of our associate relationships and digital
solutions," continued Mr. van Raemdonck.
RSA and Chapter 11 Proceedings
* Certain of the Company's largest creditors have committed to
fulfill $675 million in DIP financing during the Chapter 11
proceedings.
* These creditors have also committed to fulfill a $750 million
exit financing package that would fully refinance the DIP financing
and provide additional liquidity for the business.
* Upon emergence, the Company's planned capital structure is
anticipated to be long dated with no near-term maturities and to
eliminate approximately $4 billion of its existing debt.
* The transaction is supported by the Company's existing
shareholders and, pursuant to the agreement, the creditors
participating in the RSA will become the majority owners of the
Company.
* Prior to the commencement of the Chapter 11 proceedings, new
boards of managers were established at two debtor entities,
Mariposa Intermediate Holdings LLC and Neiman Marcus Group LTD LLC,
to lead the debtors through the restructuring process. Each board
of managers is chaired by Mr. van Raemdonck and includes at least
one independent manager.
* The Company expects to emerge from the process in early Fall
2020.
* Mytheresa is not a part of the Chapter 11 proceedings and will
continue to operate independently.
COVID-19 Business Update
Neiman Marcus Group also provided an update on the actions to
efficiently manage its business through the COVID-19 pandemic:
* Temporary closures of some Neiman Marcus, Bergdorf Goodman,
and Last Call stores have been extended through May 31 to protect
the health and safety of customers and associates.
* The Company continues to leverage the strength of its
e-commerce platforms, continuing to serve customers remotely and
digitally through its associates and style advisors, as well as on
the Neiman Marcus and Bergdorf Goodman websites and apps.
* Furloughs or temporary salary reductions have been put into
effect for a large portion of associates through at least May 31
with the potential to either extend or shorten based on COVID-19
developments.
* A total of 10 stores nationwide are now open for curbside
pickup -- all Texas Neiman Marcus stores, as well as Tampa, Las
Vegas and Tysons Corner stores.
* On May 4, the Atlanta and NorthPark Neiman Marcus stores
became available to customers by private appointment.
* The Company will continue to assess store closure decisions
and will reopen stores as it is safe to do so based on the status
of the pandemic.
The Chapter 11 process will not impact the timing of store
re-openings.
About Neiman Marcus Group
Neiman Marcus Group is a luxury, multi-branded, omni-channel
fashion retailer conducting integrated store and online operations
under the Neiman Marcus, Bergdorf Goodman, Neiman Marcus Last Call,
and Horchow brand names.
The company was acquired by private equity firm Ares Management and
the Canada Pension Plan Investment Board, which bought it in 2013
for $6 billion.
Weeks after being forced to temporarily shutter stores due to the
coronavirus pandemic, Neiman Marcus Group and 23 affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-32519) on
May 7, 2020, after reaching an agreement with a significant
majority of our creditors to undergo a financial restructuring that
will substantially reduce the Company's debt load, and provide
access to considerable financing to ensure business continuity.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
Lazard Ltd. is serving as the Company's investment banker, and
Berkeley Research Group is serving as the Company's financial
advisor. Stretto is the claims agent, maintaining the page
https://cases.stretto.com/NMG
The Extended Term Loan Lenders are represented by Wachtell, Lipton,
Rosen & Katz as legal counsel, and Ducera Partners LLC as
investment banker.
The Noteholders are represented by Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel and Houlihan Lokey as investment
banker.
NEIMAN MARCUS: Luxury Retailer in Chapter 11 Due to Pandemic
------------------------------------------------------------
Neiman Marcus Group LTD LLC, operator of the high-end Neiman
Marcus, Neiman Marcus Last Call, and Bergdorf Goodman stores, has
sought Chapter 11 protection due to the unprecedented disruption
caused by the COVID-19 pandemic.
For over 100 years, the Debtors have been the leader in retail
luxury, innovation, and customer experiences. Since opening in
1907 with just one store in Dallas, Texas, the Debtors have
strategically grown to 67 stores across the United States,
including their marquee luxury Neiman Marcus and Bergdorf Goodman
locations, Horchow e-commerce website, and off-price Last Call
stores.
NMG operates the largest luxury e-commerce platform in the world.
More than 30% of NMG's total annual revenue is from online sales.
The Debtors' non-Debtor affiliates own and operate a single store
under the THERESA brand and an commerce platform under the
Mytheresa brand.
As of the Petition Date, the Debtors have funded-debt obligations
of approximately $5.5 billion. In 2019, NMG de-stressed its
capital structure in a highly consensual amend-and-extend
transaction with holders of over 91% of former unsecured notes and
holders of over 99% of existing term loans. This transaction
afforded NMG meaningful runway and flexibility to meet its earnings
targets and implement new cost-savings and business initiatives to
address adverse macro trends in the retail industry, such as a
general transition from brick-and-mortar to online retail channels,
and a shift in consumer demographics.
Prior to February 2020, NMG was on track to meet all of its budget,
earnings, and savings targets for the fiscal year ending in July
2020. NMG also posted comparable store sales growth for seven of
the ten previous quarters and significantly expanded gross margins
during the last holiday season in line with its goal of profitable
and sustainable growth.
Covid-19 Pandemic
On March 11, 2020, the World Health Organization declared COVID-19
a pandemic. In response to COVID-19, national, state, and local
governments in the United States and throughout the world imposed
quarantines, social distancing protocols, and shelter-in-place
orders.
To protect the health and safety of NMG's customers and employees,
on March 18, 2020, NMG voluntarily closed all of its stores and
dramatically reduced supply chain operations. These unprecedented
events have severely impacted NMG's business and liquidity.
To navigate these market conditions, NMG knew it needed to
proactively address its liquidity position and capital structure.
NMG engaged Kirkland & Ellis LLP as restructuring counsel and
Lazard Freres & Co. LLC as investment banker to work with NMG and
BRG to analyze financing needs and consider NMG's capital structure
alternatives. NMG encouraged its term loan lenders and noteholders
to organize and retain advisors.
An ad hoc group of lenders who collectively hold approximately 78%
of NMG's term loan debt and 78% of the Company's debentures (the
"Term Loan Lender Group") quickly organized and retained Wachtell,
Lipton, Rosen & Katz as counsel and Ducera Partners LLC as
investment banker to represent the Term Loan Lender Group in
negotiations with NMG.
Shortly thereafter, an ad hoc group of holders of approximately 99%
of NMG's Second Lien Notes and approximately 70% of NMG's Third
Lien Notes also organized and retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel and Houlihan Lokey, Inc. to
represent the Noteholder Group in negotiations with NMG.
Following several weeks of extensive, arm's length negotiations,
NMG and the Term Loan Lender Group were extremely close to reaching
agreement on a comprehensive, pre-negotiated restructuring that
would substantially deleverage the Debtors' balance sheet, a
fully-backstopped $625 million postpetition financing facility (the
"DIP Facility"), and a fully-backstopped $750 million exit facility
(the "Exit Facility").
To further the Debtors' evaluation of their capital structure
alternatives and negotiations with their stakeholders, on April 28,
2020, Mariposa Intermediate Holdings LLC, the Debtor parent of NMG
LTD LLC, appointed disinterested manager Anthony Horton to its
Board of Managers, and NMG LTD LLC appointed disinterested managers
Marc Beilinson and Scott Vogel to its Board of Managers. Holdings
has retained Katten Muchin Rosenman LLP as legal counsel to advise
Mr. Horton with respect to certain matters delegated to Mr. Horton.
NMG LTD LLC has retained Willkie Farr & Gallagher LLP as legal
counsel and is retaining a financial advisor to advise Mr.
Beilinson and Mr. Vogel with respect to certain matters delegated
to Mr. Beilinson and Mr. Vogel. Around this time, NMG received a
modified restructuring proposal from the Noteholder Group. NMG
believed that further stakeholder support for its restructuring
plans would provide significant additional value to its
stakeholders and actively pursued a tri-party negotiation with the
Term Loan Lender Group and Noteholder Group to achieve more
consensus.
NMG's efforts to garner additional support for its restructuring
process have borne fruit. NMG's proposed restructuring pursuant
to its restructuring support agreement will substantially
deleverage NMG's balance sheet and allow the Debtors to emerge from
these cases as a stronger, better-capitalized enterprise positioned
for sustained success. The Restructuring Support Agreement has a
remarkable level of support throughout the Debtors' capital
structure: holders of approximately:
78% of the Debtors' first lien term loan debt,
99% of the Debtors' second lien notes debt,
70% of the Debtors' third lien notes debt,
78% of the Debtors' debentures, and
100% of the direct equity ownership in the Debtors
have committed to support the Debtors' restructuring. Even more
support is anticipated in the coming days as parties contemplate
signing joinders.
The Restructuring Support Agreement is tied to the now-$675 million
DIP Facility and the $750 million Exit Facility, each of which is
backstopped by members of the Term Loan Lender Group (excluding
holders of 2028 Debentures) and members of the Noteholder Group.
The Debtors believe that the Restructuring Support Agreement puts
the Debtors on the best path to maximize stakeholder recoveries and
ensure that NMG can efficiently emerge from chapter 11 and continue
to fulfill its promise of leading in luxury, innovation, and
customer experiences.
Prepetition Capital Structure
As of the Petition Date, the Debtors' capital structure consists of
outstanding funded-debt obligations in the aggregate principal
amount of approximately $5.1 billion.
The Debtors' significant funded debt obligations include:
(a) a $900.0 million senior secured asset-based revolving credit
facility (the "Asset-Based Revolving Credit Facility"), of which
$749.0 million has been drawn;
(b) a $100.0 million last-out term loan facility (the "FILO
Facility");
(c) a $2,253.1 million senior secured term loan facility(the
"Term Loan Facility"), which is comprised of $12.6 million
outstanding of stub term loans with the original maturity date of
October 25, 2020, $1,193.8 million outstanding of term loans with
an extended maturity date of October 25, 2023, which pay interest
entirely in cash, and $1,046.7 million outstanding of term loans
with an extended maturity date of October 25, 2023,which pay
interest partially in cash and partially in kind;
(d) $561.7 million aggregate principal amount of 14.000% Second
Lien Notes due 2024 (the " Second Lien Notes");
(e) $730.5 million aggregate principal amount of 8.000% Senior
Secured Third Lien Notes due 2024 (the "8.000% Third Lien Notes");
(f) $497.8 million aggregate principal amount of 8.750% Senior
Secured Third Lien Notes due 2024 (the "8.750% Third Lien Notes"
and, together with the 8.000% Third Lien Notes, the "Third Lien
Notes");
(g) $80.7 million aggregate principal amount of 8.000% Senior
Cash Pay Notes due 2021 (the "Unsecured Cash Pay Notes");
(h) $56.6 million aggregate principal amount of 8.750%/9.500%
Senior PIK Toggle Notes due 2021 (the "Unsecured PIK Toggle Notes"
and, together with the Unsecured Cash Pay Notes, the "Unsecured
Notes"); and
(i) $125.0 million aggregate principal amount of 7.125% Senior
Debentures due 2028.
About Neiman Marcus Group
Neiman Marcus Group is a luxury, multi-branded, omni-channel
fashion retailer conducting integrated store and online operations
under the Neiman Marcus, Bergdorf Goodman, Neiman Marcus Last Call,
and Horchow brand names.
The company was acquired by private equity firm Ares Management and
the Canada Pension Plan Investment Board, which bought it in 2013
for $6 billion.
Weeks after being forced to temporarily shut stores due to the
Covid-19 pandemic, Neiman Marcus Group and 23 affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-32519) on
May 7, 2020, after reaching an agreement with a significant
majority of our creditors to undergo a financial restructuring that
will substantially reduce the Company's debt load, and provide
access to considerable financing to ensure business continuity.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
Lazard Ltd. is serving as the Company's investment banker, and
Berkeley Research Group is serving as the Company's financial
advisor. Stretto is the claims agent, maintaining the page
https://cases.stretto.com/NMG
The Extended Term Loan Lenders are represented by Wachtell, Lipton,
Rosen & Katz as legal counsel, and Ducera Partners LLC as
investment banker.
The Noteholders are represented by Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel and Houlihan Lokey as investment
banker.
NEIMAN MARCUS: Mytheresa.com Not Part of Chapter 11 Bankruptcy
--------------------------------------------------------------
U.S. department store group Neiman Marcus has filed for Chapter 11
bankruptcy protection in the U.S. but luxury retailer
Mytheresa.com, which Neiman's parent company acquired in 2014, is
not part of the proceedings.
"Mytheresa is not part of the Chapter 11 proceedings of Neiman
Marcus. As in the past years, Mytheresa will continue to operate
successfully as a stand-alone entity – legally, financially and
operationally. Of course we are facing difficult times, but we can
already see, that being an online luxury retailer gives us
resilience and the trend to e-commerce will be accelerated by this
crisis," Neiman CEO Geoffrey van Raemdonck Kliger said.
In October 2014, NMG acquired MyTheresa, a luxury retailer
headquartered in Munich, Germany. The MyTheresa brand appeals to
younger, fashion-forward,luxury customers, primarily from Europe,
Asia, and the Middle East.
The operations of MyTheresa have always been independent of NMG and
are primarily conducted through the THERESA flagship store in
Munich and the mytheresa.com website and mobile app. The entities
that operate the MyTheresa business (the "MyTheresa Operating
Companies") have always been non-guarantors under NMG's debt. They
were designated as "unrestricted subsidiaries" under NMG's credit
facilities in 2014 and under the indentures governing the Unsecured
Notes (as defined below) in 2017 (the "Designation"). In September
2018, the MyTheresa Operating Companies were distributed to Neiman
Marcus Group, Inc., the non-debtor parent of NMG ("Parent").
Kirkland advised on the Designation in 2017 and Distribution in
2018. Upon completion of the Distribution, the MyTheresa Operating
Companies were subsidiaries of NMG.
Neiman Marcus Group is a luxury, multi-branded, omni-channel
fashion retailer conducting integrated store and online operations
under the Neiman Marcus, Bergdorf Goodman, Neiman Marcus Last Call,
and Horchow brand names.
The company was acquired by private equity firm Ares Management and
the Canada Pension Plan Investment Board, which bought it in 2013
for $6 billion.
Weeks after being forced to temporarily shutter stores due to the
coronavirus pandemic, Neiman Marcus Group and 23 affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-32519) on
May 7, 2020, after reaching an agreement with a significant
majority of our creditors to undergo a financial restructuring that
will substantially reduce the Company's debt load, and provide
access to considerable financing to ensure business continuity.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
Lazard Ltd. is serving as the Company's investment banker, and
Berkeley Research Group is serving as the Company's financial
advisor. Stretto is the claims agent, maintaining the page
https://cases.stretto.com/NMG
The Extended Term Loan Lenders are represented by Wachtell, Lipton,
Rosen & Katz as legal counsel, and Ducera Partners LLC as
investment banker.
The Noteholders are represented by Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel and Houlihan Lokey as investment
banker.
NORTH PACIFIC CANNERS: Files Committee-Backed Liquidating Plan
--------------------------------------------------------------
Debtors North Pacific Canners & Packers, Inc. (formerly known as
NORPAC Foods, Inc.), Hermiston Foods, LLC, and NPCP Quincy, LLC
(formerly known as Quincy Foods, LLC) and their Official Committee
of Unsecured Creditors filed their Joint Plan of Liquidation for
the Debtors, and a corresponding Joint Disclosure Statement.
Nearly all of Debtors' assets have been sold pursuant to sales
approved by the Bankruptcy Court. The proceeds of such sales have
been primarily utilized to pay secured creditors pursuant to orders
entered by the Bankruptcy Court. The Plan provides for the
creation of a Liquidating Trust for the purposes of marshalling and
liquidating all of Debtors' remaining assets, reconciling and
compromising Claims, making distributions to Creditors, and winding
up Debtors' affairs. On the Effective Date, all property of
Debtors' Estates will be transferred and assigned to the
Liquidating Trust, and the Liquidating Trustee will administer the
trust assets pursuant to the Plan and the Liquidating Trust
Agreement, and make distributions in accordance with the Plan, the
Confirmation Order, and the Liquidating Trust Agreement.
The Plan provides that all Allowed Secured Claims, Allowed
Administrative Expense Claims, and Priority Tax Claims will be paid
in full on the Effective Date. The Plan provides that each holder
of an Allowed Convenience Class Unsecured Claim will receive, in
full satisfaction of such Claim, Cash in an amount equal to 50% of
such holder's Claim as soon as practicable after the Effective
Date. The Plan provides that each holder of an Allowed General
Unsecured Claim will receive on account of such Claim such holder's
Pro Rata share of interests in the Liquidating Trust, deemed issued
on the Effective Date, representing the right of such holder to
receive Distributions of Liquidating Trust Distributable Cash from
the Liquidating Trust. Distributions to holders of Allowed
General Unsecured Claims will be made as soon as practicable
following the Effective Date, as determined by the Liquidating
Trustee. As required by Debtors; organizational documents, Allowed
Claims of Members are subordinate to the prior payment in full of
all other Allowed Claims. Because all other Allowed Claims will
not be paid in full under the Plan, Members will not receive any
payment or Distribution on account of their Claims. The Plan
provides that all interests in the Debtors will be cancelled as of
the Effective Date.
A full-text copy of the Joint Disclosure Statement dated April 15,
2020, is available at https://tinyurl.com/ybfbpnfp from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
Albert N. Kennedy
TONKON TORP LLP
888 SW Fifth Avenue, Suite 1600
Portland, OR 97204-2099
Telephone: 503.802.2013
E-mail: albert.kennedy@tonkon.com
Bruce S. Nathan
LOWENSTEIN SANDLER LLP
One Lowenstein Drive
Roseland, NJ 07068
Telephone: 212.204.8686
E-mail: bnathan@lowenstein.com
Attorneys for the Official Committee of Unsecured Creditors:
Timothy A. Solomon
LEONARD LAW GROUP LLC
One SW Columbia Street, Suite 1010
Portland, OR 97258
Telephone: 971.634.0194
E-mail: tsolomon@llg-llc.com
About NORPAC Foods
Founded in 1924 and headquartered in Salem, Ore., NORPAC Foods,
Inc. (www.norpac.com), a farmer-owned cooperative, along with its
wholly-owned subsidiaries Hermiston Foods, LLC and Quincy Foods,
LLC is an independent, standalone processor of organic and
conventional frozen vegetables and fruits in the Pacific Northwest.
NORPAC is a cooperative owned by more than 140 members.
Quincy and Hermiston are single-member limited liability companies
whose sole member is NORPAC. The Debtors own and operate raw
processing plants in Brooks and Stayton, Ore., a packaging plant in
Salem, Ore., and a raw processing, packaging, and roasting facility
in Quincy, Wash. The Debtors have more than 1,125 full-time
employees along with up to 1,100 seasonal employees. The Debtors
have a diverse supplier base built on an extensive network of more
than 220 contract growers made up of family-owned farms (145 farms
in Oregon and 75 farms in Washington) spanning more than 40,000
acres.
North Pacific Canners & Packers, Inc. (formerly known as NORPAC
Foods, Inc.), Hermiston Foods and NPCP Quincy, LLC (formerly known
as Quincy Foods, LLC), sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Lead Case No. 19-62584) on Aug. 22,
2019.
At the time of the filing, NORPAC Foods was estimated to have
assets of between $100 million and $500 million and liabilities of
the same range.
The other debtors had estimated assets of between $10 million and
$50 million and liabilities of between $100 million and $500
million.
Judge Peter C. McKittrick oversees the cases.
The Debtors tapped Tonkon Torp LLP as legal counsel;
SierraConstellation Partners LLC as restructuring advisor; and
Kurtzman Carson Consultants LLC as noticing agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Aug. 30, 2019. The committee tapped Lowenstein
Sandler as bankruptcy counsel; Leonard Law Group LLC as local
counsel; and Alvarez & Marsal North America, LLC as financial
advisor.
OAK PARENT: Bank Debt Trades at 23% Discount
--------------------------------------------
Participations in a syndicated loan under which Oak Parent Inc is a
borrower were trading in the secondary market around 77
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $440 million facility is a term loan. About $389 million of
the loan remains outstanding. The loan is scheduled to mature on
October 26, 2023.
The Company's country of domicile is United States.
OLEUM EXPLORATION: Unsecureds to Recover 100% in Merger Plan
------------------------------------------------------------
Debtor Oleum Exploration, LLC and co-proponent PAPCO, Inc., filed a
Plan of Reorganization and a Disclosure Statement.
The Plan provides for the merger of the Debtor and Oleum Texas and
the subsequent transfer of the equity securities or the assets of
the Consolidated Entity to a new C corporation to be formed prior
to the Effective Date. The Plan also contemplates the payment of
prepetition vendor claims, priority claims, Secured Claims and the
PAPCO Claim, as such claims may be allowed, in full.
In late 2016, PAPCO and the Debtor began discussions for the
purchase and sale of certain oil and gas wells known as the Clam
Lake Field located in Jefferson County, Texas. The discussions
resulted in a written formal order between the parties, followed by
a Sale Contract. The transaction closed on or about April 1, 2017.
Prior to the sale, PAPCO had owned and operated the Clam Lake
Field for nearly 20 years.
At the time of closing, among other documents, PAPCO executed an
Assignment, Conveyance, and Bill of Sale conveying PAPCO's right,
title, and interest in the Clam Lake Field (and related assets) to
the Debtor and a Collateral Security Mortgage to secure the balance
of the purchase price. The Assignment and Collateral Security
Mortgage were recorded in the Official Public Records of Jefferson
County, Texas.
The Plan contemplates that on the Effective Date, Oleum Texas will
be merged with and into the Reorganized Debtor pursuant to Section
1123(a)(5)(c) of the Bankruptcy Code and a plan of merger to be
filed with the Bankruptcy Court. As a result of such merger, any
intercompany claims between the Debtor and Oleum Texas will be
extinguished. On or as soon as reasonably practicable after the
Effective Date, (a) the Consolidated Entity will become Oleum
Newco, a Texas C Corporation, which will assume and become
responsible for the obligations of the Reorganized Debtor pursuant
to this Plan.
The classes of claims and interests under the Plan:
Class Claim Status
----- ----- ------
1 Non-Tax Priority Claims Unimpaired
2 Secured Claims of Patterson Services, Inc. Impaired
3 Secured Claim of Saber Drilling Fluids LLC Impaired
4 General Unsecured Claims Impaired
5A Class A Equity Interests Impaired
5B Class B Equity Interests Impaired
6 PAPCO Claim Impaired
7 Insider Loan Claims Impaired
8 Other Secured Claims Impaired
The Plan contemplates the following distributions to Holders of
Allowed Claims:
* Allowed Non-Tax Priority Claims and Allowed Secured Claims are
Unimpaired and will be fully paid on or as soon as reasonably
practicable following the Effective Date.
* General Unsecured Claims will receive a total of 100 percent
of the allowed amount of such claims, pro rata, in cash equal to 15
percent of such claims on or as soon as reasonably practicable
following the Effective Date and thereafter in monthly until such
Claims are fully paid as provided in the Plan.
* Insider Loan Claims will receive no distributions under the
Plan.
* Other Secured Claims will receive a total of 100 percent of
allowed amount of such claims, pro rata, in cash equal to 15
percent on or as soon as reasonably practicable after the Effective
Date and the balance in monthly installments until such Claims are
fully paid as provided in the Plan.
The Plan will be funded by Cash on hand, including cash from
operations.
A full-text copy of the Disclosure Statement dated April 15, 2020,
is available at https://tinyurl.com/ybhxnv83 from PacerMonitor.com
at no charge.
Attorneys for debtor Oleum Corporation:
Jeffrey Kurtzman, Esquire
KURTZMAN I STEADY, LLC
401 S. 2nd Street, Suite 200
Philadelphia, PA 19147
Telephone: (215) 839-1222
E-mail: kurtzman@kuümansteady.com
- and -
Attorneys for PAPCO, Inc.:
William F. Savino, Esquire
Bernard Schenkler, Esquire
WOODS OVIATT GILMAN LLP
1900 Main Place Tower
350 Main Street
Buffalo, NY 14202
Telephone: (716) 248-3200
E-mail: wsavino@woodsoviatt.com
bschenkler@woodsoviatt.com
About Oleum Exploration
Oleum Exploration, LLC, a production and exploration company
operating in Gulf Coast Basin, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 19-00664) on Feb.
16, 2019. At the time of the filing, the Debtor disclosed
$2,164,154 in assets and $10,400,625 in liabilities. The case has
been assigned to Judge Robert N. Opel II. The Debtor tapped
Kurtzman Stead, LLC as its bankruptcy counsel, and Gray Reed &
McGraw LLP as its special counsel.
ONEWEB GLOBAL: July 2 Auction of Substantially All Assets
---------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York authorized the bidding procedures of OneWeb
Global Limited and its affiliates in connection with the auction
sale of substantially all assets.
The Debtors may execute one or more Stalking Horse Agreements for
any subset of the Assets and seek approval by separate motion and
order, on an expedited basis, of such Stalking Horse Agreement(s),
including any bid protections that may be provided therein;
provided, that such Stalking Horse Agreement will be in form and
substance acceptable to the Lead Lender (unless the Lead Lender is
not at such time a Consultation Party).
The salient terms of the Bidding Procedures are:
a. Bid Deadline: June 26, 2020, at 5:00 p.m. (ET)
b. Initial Bid: Each Qualified Bid must offer a minimum cash
component sufficient to satisfy administrative expenses in the
chapter 11 cases through conclusion and to wind-down the non-Debtor
affiliates.
c. Deposit: 10% of the Purchase Price
d. Auction: The Auction, if required, will be conducted at the
offices of Milbank LLP, 55 Hudson Yards New York, New York 10001 on
July 2, 2020, at a time to be determined, or at such other time and
location as designated by the Debtors, provided that the Debtors
may designate a telephonic or video-enabled platform in lieu of an
in-person Auction.
e. Bid Increments: At each round of bidding, Qualified Bidders
will submit Bids for each subset of Assets that are higher than the
Leading Bid for such Assets from the prior round (or, for the first
round, the relevant Baseline Bid), by at least the increment the
Debtors determine and announce prior to such round of bidding.
f. Sale Hearing: July 10, 2020 at 10:00 a.m. (ET)
g. Sale Objection Deadline: June 18, 2020 at 5:00 p.m. (ET)
The Sale Notice is approved. Within two days of entry of the
Order, the Debtors will serve the Sale Notice upon all the Sale
Notice Parties. The Potential Assumption and Assignment Notice is
approved.
Within 20 business days after entry of the Order, the Debtors will
file the Potential Assumption and Assignment Notice with the Court,
serve it on the Sale Notice Parties, and cause it to be published
on the Omni Website.
Any Counterparty that wishes to object to the assumption and
assignment of its Contract must file its objection with the Court
and serve it on the Objection Recipients by no later than 5:00 p.m.
(ET) on the date that is 14 days after service of the Potential
Assumption and Assignment Notice. The Cure Objection Deadline is
5:00 p.m. (ET) on the date that is 14 days after filing and service
of the Potential Assumption and Assignment Notice. The Adequate
Assurance Objection Deadline is July 7, 2020 at 12:00 p.m. (ET).
Promptly after the conclusion of the Auction, the Debtors will file
with the Court and serve on the Sale Notice Parties the Proposed
Assumed Contracts Notice.
The requirements of Bankruptcy Rule 6004(a) are satisfied, and, to
the extent applicable, the 14-day stay of the Order under
Bankruptcy Rule 6004(h) is waived, for cause, and the Order is
effective immediately upon its entry.
All time periods set forth in the Order will be calculated in
accordance with Bankruptcy Rule 9006(a).
A copy of the Bidding Procedures and the Sale Notice is available
at https://tinyurl.com/yaywbqxg from PacerMonitor.com free of
charge.
About OneWeb Global Limited
Founded in 2012, OneWeb Global Limited is a global communications
company developing a low-Earth orbit satellite constellation system
and associated ground infrastructure, including terrestrial
gateways and end-user terminals, capable of delivering
communication services for use by consumers, businesses,
governmental entities, and institutions, including schools,
hospitals, and other end-users whether on the ground, in the air,
or at sea.
OneWeb's business consists of the development of the OneWeb System,
which has included the development of small-next generation
satellites that have been mass-produced through a joint venture and
the development of specialized connections between the satellite
system and the internet and other communications networks through
the SNPs. For more information, visit https://www.oneweb.world.
OneWeb Global Limited and its affiliates ought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-22437) on March 27, 2020. At the time of the filing, Debtors
disclosed assets of between $1 billion and $10 billion and
liabilities of the same range.
Judge Robert D. Drain oversees the cases.
The Debtors tapped Milbank, LLP as legal counsel; Guggenheim
Securities, LLC as investment banker; FTI Consulting, Inc. as
financial advisor; and Omni Agent Solutions as claims, noticing and
solicitation agent.
OUTPUT SERVICES: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Output Services Group, Inc.'s
corporate family rating to Caa2 from Caa1 and its probability of
default to Caa2-PD from Caa1-PD. At the same time, Moody's
downgraded the instrument ratings on OSG Billing Services' senior
secured first lien facilities to Caa1 from B3. The company's second
lien credit facility was affirmed at Caa3. The outlook was changed
to negative from stable.
"The downgrade of Output Services Group's ratings to Caa2 is driven
by an expectation for further deterioration in the company's
already weak liquidity and credit metrics following last year's
refinancing that we associate with a rise in default risk," said
Andrew MacDonald, Moody's analyst. "The negative outlook reflects
that diminished demand for the company's services with the onset of
the coronavirus that will further weaken liquidity and elevates the
likelihood of a debt restructuring during the next 12 to 18
months."
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
Its action reflects the impact on Output Services Group, Inc. of
the breadth and severity of the shock, and the broad deterioration
in credit quality it has triggered.
Downgrades:
Issuer: Output Services Group, Inc.
Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD
Corporate Family Rating, Downgraded to Caa2 from Caa1
Senior Secured First Lien Bank Credit Facility, Downgraded to Caa1
(LGD3) from B3 (LGD3)
Affirmations:
Issuer: Output Services Group, Inc.
Senior Secured Second Lien Bank Credit Facility, Affirmed Caa3
(LGD5)
Outlook Actions:
Issuer: Output Services Group, Inc.
Outlook, Changed to Negative from Stable
RATINGS RATIONALE
OSG Billing Services' Caa2 CFR broadly reflects the company's very
high debt-to-EBITDA leverage 8.9 times (Moody's adjusted) for the
fiscal year ended December 31, 2019 before considering the impact
of the coronavirus. Roughly 75% of the company's revenues are based
on a per unit fee for billing and communication services, which
Moody's expects will experience a modest decline from 2019 as the
impact of the coronavirus reduces overall billing transaction
activity. Management expects that weaker demand for marketing
services (25% of revenue) will also impact revenues in 2020.
Liquidity is considered weak with the company maintaining a cash
balance in the low $30 million range as of late April after fully
drawing the remaining availability on its $20 million revolving
credit facility. In consideration of the company's high interest
burden and current macro environment, Moody's expects cash flow
generation to likely be negative in 2020 but will nevertheless
maintain sufficient cash balances to operate the business. The
company may also need to seek covenant relief over the next 12 to
18 months as the 7x net leverage covenant steps down to 6.5x in
early 2021.
Ratings are supported, nonetheless, by the company's scale and
position as a leading player in the middle market space for
outsourced billing services. Moody's views the company's revenue
model as fairly resilient and recurring as its services are deeply
embedded in customer billing processes. The ratings also benefit
from OSG Billing Services' good end market diversity and solid
EBITA margins. Additionally, the company has no near-term debt
maturities.
The negative rating outlook reflects Moody's expectation that
liquidity will weaken and that the likelihood of a debt
restructuring is elevated during the next 12 to 18 months. The
negative outlook also considers that competitive intensity will
persist in the industry that will sustain pressure on sales and
EBITA margins.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could result in a downgrade include if the risk of
default rose further such that its likelihood became more imminent
including the potential for a distressed exchange of any portion of
its debt.
Factors that could lead to an upgrade include sustained profitable
revenue growth, improving free cash flow trends, debt-to-EBITDA
sustained below 7.5x and improved liquidity.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Headquartered in Ridgefield Park, New Jersey, Output Services
Group, Inc. provides printing and mailing of customer invoices and
bills, critical communications and customer engagement solutions
services to multiple end markets including financial services,
healthcare, education, telecom, HOA/property management and other
accounts receivable management organizations in the US. The company
has been majority-owned by Aquiline Capital Partners, LLC since May
2017.
OWENS & MINOR: Bank Debt Trades at 22% Discount
-----------------------------------------------
Participations in a syndicated loan under which Owens & Minor
Distribution Inc is a borrower were trading in the secondary market
around 79 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a term loan. About $203.4 million of
the loan remains outstanding. The loan is scheduled to mature on
July 27, 2022.
The Company's country of domicile is United States.
OWENS-BROCKWAY GLASS: Moody's Rates $500MM Sr. Unsec. Notes 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Owens-Brockway
Glass Container Inc.'s (a subsidiary of Owens-Illinois Group, Inc.)
proposed $500 million senior unsecured notes due May 2027. The Ba3
Corporate Family Rating, Ba3-PD Probability of Default Rating, and
SGL-2 Speculative Grade Liquidity Rating at OI Group are unchanged.
The outlook remains negative. The proceeds from the new bonds will
be used to repurchase existing debt and pay fees and expenses. The
terms and conditions of the bonds are expected to be substantially
the same as the existing bonds. Moody's considers the transaction
credit neutral.
OI Group has limited exposure to industries that may be negatively
affected by the rapid and widening spread of the coronavirus
outbreak and high exposure to those that are expected to benefit
including food and beverage. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety.
Assignments:
Issuer: Owens-Brockway Glass Container, Inc.
Gtd. Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5)
RATINGS RATIONALE
Strengths in OI Group's credit profile include a leading position
in the glass packaging industry, wide geographic footprint and
continued focus on profitability and volume growth. The company has
led the industry in establishing and maintaining a strong pricing
discipline which has had a measurable impact on the competitive
equilibrium. OI Group is one of only a few major players that have
the capacity and scale to serve larger customers and has strong
market shares globally, including in faster growing emerging
markets. The company has a wide geographic footprint and the
industry is fairly consolidated in many markets. No single customer
generates more than 10% of consolidated net sales. Governance risks
are less than the most other companies in the sector since OI Group
is the subsidiary of a public company, O-I Glass, which has an
independent board of directors and is not owned by a private equity
firm.
Weaknesses in OI Group's credit profile include the high
concentration of sales, high percentage of premium products and
asbestos liabilities. The credit profile is also constrained by the
mature state of the industry, cyclical nature of glass packaging
and lack of growth in developed markets. Glass is considered a
package for premium products and subject to substitution and
trading down in an economic decline. OI Group is heavily
concentrated with a few customers in the beer industry and has a
high concentration of sales in mainstream bottled beer (which has
been declining). Additionally, OI Group generates approximately
two-thirds of its sales internationally while half of the interest
expense is denominated in U.S. dollars.
The negative outlook reflects the company's stretched credit
metrics and the lack of room for negative variance in the operating
plan. The company has missed projected expectations and will need
to execute on its multi-pronged operating plan in a challenging
environment in order to improve metrics.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if OI Group fails to sustainably
improve credit metrics or there is an increase in the asbestos
liability. The ratings could also be downgraded if there is any
deterioration in the operating and competitive environment.
Specifically, the ratings could be downgraded if funds from
operations to debt remains below 12.5%, debt to EBITDA remains
above 4.8 times, and/or the EBITDA to interest expense remains
below 4.0 times.
An upgrade is unlikely given OI's current credit metrics and
profile. However, the ratings could be upgraded if there is
evidence of a sustainable improvement in credit metrics within the
context of a stable operating and competitive environment.
Specifically, the ratings could be upgraded if funds from
operations to debt increases to greater than 16%, EBITDA to
interest expense increases above 5.0 times and debt to EBITDA
declines below 4.0 times.
The Speculative Grade Liquidity rating of SGL-2 reflects Moody's
expectation that the company will maintain a good liquidity profile
characterized by large cash balances, positive free cash flow and
adequate external liquidity. The company generally holds a
significant cash balance which is held mostly in USD and in liquid
investments of high credit quality. The company produces sufficient
cash flow to cover its cash needs, but generally needs to draw on
the revolver to cover peak working capital needs in the first
quarter. OI Group has a $300 million revolver and a $1,200 million
multicurrency revolver, which both expire June 2024. The company
also has a significant amount of uncommitted credit lines in
certain geographies. The credit facilities have one financial
covenant, a maximum net leverage ratio of 5.0 times. Cushion under
the covenant is expected to be modest. Annual amortization on the
term loans is 1.25%, 2.50%, 3.75%, 5%, 5%, and 82.50% over the
term. Sources of alternate liquidity include the company's real
estate which is excluded from the collateral under the credit
facility.
Headquartered in Perrysburg, Ohio, Owens-Illinois Group, Inc. is
one of the leading global manufacturers of glass containers. The
company has a leading position in the majority of the countries in
which it operates. OI Group serves the beverage and food industry
and counts major global beer and soft drink producers among its
clients. Consolidated net sales for the twelve months ended
December 31, 2019 were approximately $6.7 billion.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
May 2018.
PALM BEACH BRAIN: Needs Additional Time to Formulate Exit Plan
--------------------------------------------------------------
Palm Beach Brain and Spine, LLC and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of Florida to extend the
exclusive period during which the companies may file a plan of
reorganization for a period of 60 days through July 9, with a
reciprocal 60-day extension of the exclusive period to obtain
acceptances of any such plan to September 7.
Midtown Outpatient Surgery Center was sold on March 31, 2020 and
the office condominium where Palm Beach Brain and Spine operated
was also sold. The Debtors' current operations consist of
collecting outstanding Accounts Receivable and unsold Letters of
Protection as well as ensuring that any funds received under the
sold Letters of Protection are distributed to the factors.
Additionally, counsel for the Debtors intend to work with the
factors to negotiate a joint resolution of issues and would like
additional time for these discussions.
Recently, the Debtors' computer system crashed. As a result of
Covid-19, their IT manager was delayed and was only able to restore
access this week, and additional time is required to verify all of
the restored data. The restored data is necessary to prepare
projections and receivable reports necessary for the preparation of
the plan.
About Palm Beach Brain & Spine
Palm Beach Brain & Spine -- http://www.pbbsneuro.com-- is a
medical practice providing neurosurgery, minimally invasive spine
surgery and treatment for cancer of the brain and spine.
Palm Beach Brain & Spine and two affiliates, Midtown Outpatient
Surgery Center, LLC and Midtown Anesthesia Group, LLC, filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Lead Case No. 19-20831) on Aug. 15, 2019.
The petitions were signed by Dr. Amos O. Dare, manager.
Palm Beach Brain estimated $13,412,202 in assets and $2,685,278 in
liabilities. Midtown Outpatient estimated $6,857,558 in assets and
$2,920,846 in liabilities while Midtown Anesthesia estimated
$5,081,861 in assets.
Dana L. Kaplan, Esq. and Craig I. Kelley, Esq., at Kelley Fulton &
Kaplan, P.L. are the Debtors' counsel.
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Debtors'
bankruptcy cases.
PAR PETROLEUM: Bank Debt Trades at 23% Discount
-----------------------------------------------
Participations in a syndicated loan under which Par Petroleum LLC
is a borrower were trading in the secondary market around 77
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a term loan. About $237.5 million of
the loan remains outstanding. The loan is scheduled to mature on
January 11, 2026.
The Company's country of domicile is United States.
PARKING MANAGEMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Parking Management, Inc.
1725 DeSales Street, NW
Washington, DC 20036
Business Description: Parking Management, Inc. --
https://www.pmi-parking.com -- is a
parking operator in Washington, DC. In
addition to parking management, the Debtor
offers comprehensive parking garage design
and consulting services. The Debtor focuses
on automation and parking technology
installations. The Debtor operates 88
leased or managed properties throughout the
Washington, DC and Baltimore metropolitan
areas, specializing in complex mixed-use
properties and has experience in all levels
of commercial and residential parking
operations.
Chapter 11 Petition Date: May 7, 2020
Court: United States Bankruptcy Court
District of Maryland
Case No.: 20-15026
Judge: Hon. Thomas J. Catliota
Debtor's Counsel: Michael J. Lichtenstein, Esq.
SHULMAN, ROGERS, GANDAL, PORDY & ECKER, P.A.
12505 Park Potomac Avenue, Sixth Floor
Potomac, MD 20854
Tel: 301-230-5200
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kingdon Gould, III, president, chief
executive officer.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/2ZuAnz
PGX HOLDINGS: Bank Debt Trades at 58% Discount
----------------------------------------------
Participations in a syndicated loan under which PGX Holdings Inc is
a borrower were trading in the secondary market around 42
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $280 million facility is a term loan. About $241.5 million of
the loan remains outstanding. The loan is scheduled to mature on
September 29, 2020.
The Company's country of domicile is United States.
PITNEY BOWES: Moody's Cuts CFR to Ba3 & Sr. Unsec. Notes to B1
--------------------------------------------------------------
Moody's Investors Service downgraded Pitney Bowes Inc.'s Corporate
Family Rating to Ba3 from Ba2, Probability of Default Rating to
Ba3-PD from Ba2-PD, and senior unsecured notes to B1 from Ba3.
Moody's also affirmed the Ba1 rating on the senior secured term
loan, and the SGL-2 liquidity rating is unchanged. The outlook was
changed to negative.
The downgrade actions and negative outlook reflect Moody's view
that likely operating performance shortfalls over the next several
months as a result of the COVID-19 outbreak and global economic
recession will extend the time needed for Pitney Bowes to achieve
breakeven EBIT for the Global Ecommerce segment. Even greater
investment will be required to achieve targeted scale and profit
margins for Global Ecommerce given unexpected recurring costs
associated with COVID-19 precautions, as well as less profitable
revenue mixes for deliveries/returns and for light-weight/heavier
parcels. Consequently, Moody's believes that Pitney Bowes will
remain above 4x adjusted leverage until after calendar year 2022
with minimal free cash flow generation (Moody's adjusted and giving
effect to finance operations). Pitney Bowes' liquidity remains good
with ample cash balances and revolver availability, room under its
financial covenants, and no near-term debt maturities.
Issuer: Pitney Bowes Inc.
Downgrades:
Corporate Family Rating, Downgraded to Ba3 from Ba2
Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD
Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD5)
from Ba3 (LGD5)
Other Actions:
Senior Secured Term Loan B, Affirmed Ba1 (LGD2)
Speculative Grade Liquidity Rating, SGL-2 Unchanged
Outlook Actions:
Outlook, Changed to Negative from Stable
RATINGS RATIONALE
Pitney Bowes' ratings are pressured by the negative impact of
COVID-19 which has disrupted new equipment sales that require
installation, cross-border shipping volumes which rely on
international commercial flights, and demand for pre-sorting of
marketing mail reflecting soft advertising demand. There are
further downside risks in the event revenues from these disrupted
offerings remain depressed beyond 2020 in a scenario in which
COVID-19 is not contained.
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The IT hardware
and related services sectors have been sectors affected by the
shock given their sensitivity to business demand and sentiment.
More specifically, the weaknesses in Pitney Bowes' credit profile,
including its exposure to global economies have left it vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and Pitney Bowes remains vulnerable to the outbreak
continuing to spread. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety. Its action reflects the
near term impact on Pitney Bowes from the breadth and severity of
the shock, and the broad deterioration in credit quality it has
triggered as well as the longer term impact of extending the time
needed to achieve scale and profitability targets for ecommerce and
shipping.
The Ba3 CFR reflects Moody's expectation that revenue and EBITDA
will improve in 2021, but EBITDA will remain below 2019 levels.
Ratings are supported by Pitney Bowes's leading position in the
highly regulated mail metering market, despite ongoing competitive
pressures and mature demand. Pitney Bowes has been designated an
essential service by the Department of Homeland Security given the
importance of mail and parcel deliveries and, for April 2020,
management indicated that domestic parcel volumes grew in excess of
40%. Moody's continues to view the transition to higher growth
shipping as strategically favorable over the long term given the
growth potential in ecommerce fulfillment and shipping services, in
contrast to the secular decline in mail; however, Moody's believes
more time and investment will be required to build scale and
enhance profit margins. Although the company has indicated that
domestic ecommerce operations are near full capacity and tracking
to plan, the COVID-19 outbreak contributed to significant declines
for Pitney Bowes' cross-border shipping volumes since March 2020
due to lower demand as well as significantly fewer international
commercial flights. Similarly, domestic first-class mail revenues
are in line with expectations; but marketing mail volumes (20% of
total mail volume) are down significantly reflecting reduced
advertising spend. Pitney Bowes will need to maintain good
financial flexibility as it navigates through the global economic
recession and secular pressures facing its core mail meter
business. These challenges will be compounded by the company's
strategy of growing its ecommerce and shipping businesses which
require growth investments and greater scale to achieve targeted
top line growth and profit margins.
Pitney Bowes has generally adhered to its financial policies while
investing in the transformation of its business model. Debt
balances have declined over the past two years and quarterly
dividends were cut by 73% in February 2019. The company suffered a
ransomware attack in October 2019 that encrypted information on
some systems and disrupted customer access to services. Management
was proactive in reporting the attack and has since restored the
majority of operations and services to clients globally. Pitney
Bowes is publicly traded with its two largest shareholder,
Blackrock and Vanguard, owning 10% - 15% of common shares,
respectively, followed by other investment management companies
holding less than 4%. Good governance is supported by a board of
directors with eight of the company's nine board seats being held
by independent directors.
The SGL-2 liquidity rating reflects good liquidity supported by
sizable cash balances exceeding $700 million and another $400
million available under its $500 million revolver expiring 2024.
The nearest significant debt maturity is in October 2021 when $172
million comes due. Moody's expects ongoing investments to scale
ecommerce and shipping operations as well as expand third party
equipment financing, albeit at the reduced $25 million level for
2020, will continue to limit free cash flow generation over the
next 18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook for Pitney Bowes is driven by significant
uncertainty regarding the depth and duration of the current
economic recession as well as the decline in global business
spending for IT hardware and related services, advertising related
marketing mail, and cross border shipping volumes. To the extent
timing of a rebound from the COVID-19 outbreak is in line with
Moody's base case scenario and demand for these offerings return,
Pitney Bowes would be better positioned in the Ba3 CFR, and the
outlook could be revised to stable. Moody's recognizes Pitney
Bowes' efforts to manage liquidity by reducing dividends since
February 2019 and more recently limiting M&A and near-term
expansion of third-party equipment financing, as well as suspending
share buybacks in 2020. In addition, Moody's expects Pitney Bowes
will remain proactive in rationalizing operating costs and managing
capital spending to help offset revenue shortfalls and unfavorable
revenue mix. Moody's also believes that Pitney Bowes will continue
to adhere to disciplined financial policies and remain committed to
reducing adjusted leverage as well as maintaining strong credit
protection measures of its equipment financing operations.
Ratings could be upgraded if Pitney Bowes demonstrates a track
record of consistent revenue and EBITDA growth with improving
operating margins. Moody's would also need to be comfortable with
the execution and financial policies related to developing third
party equipment financing. Adjusted debt/EBITDA would need to be on
track to improve to the mid 3x range with adjusted free cash flow
to debt sustained at about 2%. Ratings could be downgraded if
Moody's expects consolidated revenues will decline from current
levels reflecting greater than expected weakness in mature mailing
operations. Ratings could also be downgraded if Moody's expects
adjusted debt to EBITDA will be sustained above 4.5x beyond 2022.
There would be downward pressure on ratings if EBITDA margins or
free cash flow deteriorate from current levels reflecting a
continuing negative impact of COVID-19 or underperformance in core
operations or with development of third-party equipment financing.
The principal methodology used in these ratings was Diversified
Technology published in August 2018.
Based in Stamford, CT, Pitney Bowes Inc. is a global provider of
ecommerce fulfillment, shipping and returns, cross-border
ecommerce, office mailing and shipping, presort services, as well
as related services and financing.
PURPLE EAST: Taps Chase Bylenga as Legal Counsel
------------------------------------------------
Purple East Plus, Inc. received approval from the U.S. Bankruptcy
Court for the Western District of Michigan to employ Chase Bylenga
Hulst, PLLC as its legal counsel.
Chase Bylenga Hulst will provide these legal services in connection
with Debtor's Chapter 11 case:
(a) advise Debtor of its duties and responsibilities under the
Bankruptcy Code;
(b) assist in the preparation of schedules and statement of
affairs;
(c) assist in the preparation of financial statements, balance
sheets and business plans;
(d) pursue claims of Debtor against third parties, including,
but not limited to, preferences, fraudulent conveyances and
accounts receivable;
(e) represent Debtor in legal actions brought against it by
third parties;
(f) negotiate with creditors and prepare a plan of
reorganization; and
(g) seek confirmation of the plan.
The hourly rates for the firm's attorneys and other professionals
designated to provide the services are as follows:
Steven M. Bylenga $350
Michael P. Hanrahan $350
April A. Hulst $350
Dan E. Bylenga, Jr. $350
Associates $250
Paralegals/Legal Assistants $150
Chase Bylenga received a retainer of $7,000 from Debtor's sole
shareholder, Nisar Mulla.
Steven Bylenga, Esq., a partner at Chase Bylenga, disclosed in
court filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Steven M. Bylenga, Esq.
Chase Bylenga Hulst, PLLC
25 Division Ave S, Suite 500
Grand Rapids, MI 49508
Telephone: (616) 608-3061
About Purple East Plus
Purple East Plus, Inc., a tobacco shop based in Grand Rapids,
Mich., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Mich. Case No. 20-01470) on Apr. 14, 2020, listing
under $1 million in both assets and liabilities. Judge James W.
Boyd oversees the case. Debtor tapped Chase Bylenga Hulst, PLLC as
its legal counsel and Vanguard Business Services as its accountant.
PURPLE EAST: Taps Vanguard Business as Accountant
-------------------------------------------------
Purple East Plus, Inc. received approval from the U.S. Bankruptcy
Court for the Western District of Michigan to employ Vanguard
Business Services as its accountant.
The firm will provide these accounting services in connection with
Debtor's Chapter 11 case:
(a) file Debtor's federal and state corporate income tax
returns when necessary;
(b) provide financial consulting, advice, research, planning
and analysis services regarding tax compliance and tax consulting
services; and
(c) provide payroll bookkeeping services.
Vanguard Business charges an hourly fee of $100.
James O'Neil Jr., an accountant at Vanguard Business, disclosed in
court filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
James O'Neil, Jr.
Vanguard Business Services
740 Leonard St NW
Grand Rapids, MI 49504-4251
Telephone: (616) 454-4871
About Purple East Plus
Purple East Plus, Inc., a tobacco shop based in Grand Rapids,
Mich., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Mich. Case No. 20-01470) on Apr. 14, 2020, listing
under $1 million in both assets and liabilities. Judge James W.
Boyd oversees the case. Debtor tapped Chase Bylenga Hulst, PLLC as
its legal counsel and Vanguard Business Services as its accountant.
QBS PARENT: Bank Debt Trades at 21% Discount
--------------------------------------------
Participations in a syndicated loan under which QBS Parent Inc is a
borrower were trading in the secondary market around 79
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $334.4 million facility is a term loan. About $330.2 million
of the loan remains outstanding. The loan is scheduled to mature
on September 21, 2025.
The Company's country of domicile is United States.
RED PHOENIX: Needs Additional Time to Formulate Chapter 11 Plan
---------------------------------------------------------------
Red Phoenix, LLC asks the U.S. Bankruptcy Court for the Eastern
District of Kentucky to extend the exclusivity period within which
it may file its small business plan with disclosures by
approximately 90 days up to Oct. 9, as well as the period to obtain
confirmation of its plan up to Dec. 30.
Red Phoenix needs additional time to prepare adequate plan
projections and evaluate the impact of the Covid-19 shutdown on its
business operations. The company submits that upon resolution of
the uncertainty regarding the impact of Covid-19 that it is more
likely than not that the Court will confirm a plan within a
reasonable period of time.
About Red Phoenix
Red Phoenix, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Ky. Case No. 20-50038) on Jan. 13, 2020, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Jamie L. Harris, Esq., at DelCotto Law Group PLLC.
RENT RITE: Dickensheet Auction of Personal Property Assets Approved
-------------------------------------------------------------------
Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the
District of Colorado authorized Rent Rite SuperKegs West, Ltd.'s
auction sale of personal property assets, including furniture,
fixtures and equipment, and party rental inventory, to be conducted
by Dickensheet & Associates, P.C.
The Debtor is authorized to pay Dickensheet its fees and
reimbursement of its expenses from the proceeds from the sale of
the Debtor's Personal Property Assets.
Any remaining net proceeds after payment of the auctioneer's fees
and reimbursement of its expenses, will be placed in an escrow
account pending resolution of the secured claim of the City and
County of Denver and any surcharge which may be applicable.
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 Avenue, Denver, Colorado.
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. Thomas S. Wright, president, signed the petition. At the
time of the filing, 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. NAI
Shames Makovsky is the real estate broker.
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.
RIVERBEND ENVIRONMENTAL: Needs Additional Time to Formula Exit Plan
-------------------------------------------------------------------
Riverbend Environmental Services, LLC asks the U.S. Bankruptcy
Court for the Southern District of Mississippi to to extend its
exclusivity period within which to file its disclosure statement
and plan, and a concomitant extension for the time necessary to
obtain confirmation of a plan for 90 days.
Recently, the Debtor has entertained various offers and inquiries
with respect to the sale of some, or all, of its assets, and
continues to evaluate those offers. However, the Debtor is not yet
in the position to file a motion for such sale.
In addition, there are a number of pending motions seeking relief
from the automatic stay filed by several of Debtor's equipment
creditors. Those motions are set for hearing on April 30. The
Debtor contends that the results of those hearings will be
significant going forward.
Thus, the Debtor is not in a position to file its disclosure and
plan of reorganization. Even if it were to file a disclosure
statement and plan today, the Debtor believes the filings would be
incomplete and would necessarily have to be changed in the next few
weeks to reflect its exit strategy at that point in time.
About Riverbend Environmental Services
Riverbend Environmental Services, LLC, based in Fayette, MS, sought
Chapter 11 protection (Bankr. S.D. Miss. Case No. 19-03828) on Oct.
25, 2019. In the petition signed by Jackie McInnis, manager, the
Debtor was estimated to have $10 million to $50 million in assets
and $1 million to $10 million in liabilities. The Hon. Katharine
M. Samson oversees the case. Craig M. Geno, Esq., of the Law
Offices of Craig M. Geno, PLLC, serves as bankruptcy counsel to the
Debtor. Watkins & Eager, PLLC is special counsel.
ROSE ESKANDARI: $600K Sale of Springfield Property to JR Real OK'd
------------------------------------------------------------------
Judge Brian F. Kenney of the U.S. Bankruptcy Court for the Eastern
District of Virginia authorized Mary Joanne Dowd, the chapter 11
trustee for the estate of Rose Bernadine Eskandari, to sell the
Debtor's the real property located at 7051 Villa Park Drive,
Springfield, Virginia to JR Real Estate Group, LLC for $600,000,
cash and to be paid on Aug. 13, 2020 in accordance with the Order
and the Purchase and Sale Agreement, dated April 20, 2020.
The Trustee is authorized to execute a Trustee's deed as grantor of
the interests of the Debtor in the Property, "as is, where is, with
all faults," without warranty of any kind.
The Trustee is authorized to cause real property taxes, pro-rated
as of the closing in accordance with the PSA to be paid on her
behalf at closing. She is authorized to cause closing costs
allocated to the Trustee in the PSA to be paid at closing.
The VE Claim is approved and allowed and the Trustee is authorized
to pay the VE Claim at the closing of the sale. The sale to JR is
free and clear of the VE Claim.
The 14-day stays of Federal Rules of Bankruptcy Procedure 6004(h)
and 6006(d) are waived and the Order is effective immediately upon
its entry.
Rose Bernadine Eskandari sought Chapter 11 protection (Bankr. E.D.
Va. Case No. 16-14261) on Dec. 19, 2016.
Counsel for the Debtor can be reached at:
Steven H. Greenfeld, Esq.
COHEN BALDINGER & GREENFELD, LLC
2600 Tower Oaks Boulevard, Suite 103
Rockville, MD 20852
Telephone: (301) 881-8300
E-mail: steveng@cohenbaldinger.com
RUDY'S BARBERSHOP: Creditors' Committee Members Disclose Claims
---------------------------------------------------------------
In the Chapter 11 cases of Rudy's Barbershop Holdings, LLC, et al.,
the law firms of Sternberg Thomson Okrent & Scher, PLLC, Field
Jerger, LLP and Drescher & Associates, PA provided notice under
Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose
that it is representing Malden Avenue Associates, LLC, DBA Rudy's
Reloaded.
On May 5, 2020, Malden Avenue Associates, LLC, a Washington State
limited liability company, doing business as Rudy's Reloaded,
submitted a proposed qualifying bid in accordance with the bid
procedures order entered by this court on April 17, 2020 at ECF
103. In compliance with the requirements of FRBP 2019, Malden
Avenue Associates, LLC, DBA Rudy's Reloaded as no interest in
Rudy's Barbershop Holdings, LLC et. al. The four members of Rudy's
Reloaded and their interests in the Debtor are disclosed below.
William C. "Butch" Bannon, 4917 SW 37th Street, Portland, OR 97221,
no economic interest to the Debtors.
Wade Weigle, 289 South Via Palmas, Palm Springs, CA 92262, owns
approximately 5.05% of the Debtor entities and holds approximately
$558,000 of Founders Notes.
David Peterson, 300 South Australian, # 1520, West Palm Beach, FL
33401, Owns approximately 2.93% of the debtor entities and holds
$324,000 of Founders' Notes.
Tom Bailiff, 6415 32nd Avenue NW, Seattle, WA 98117. No economic
interest in the Debtors.
Rudy's Reloaded has agreed to acquire the following claims from the
following creditors.
1) Malin & Goetz Inc. Claim: $25,572.
2) Wella Claim: $18,772
3) Grant’s Golden Brand LLC Claim: $7,057.
4) Alliance Packaging, agreement pending for Claim: $8,970.60.
Counsel for Weigel and Petersen can be reached at:
Sternberg Thomson Okrent & Scher, PLLC
Craig S. Sternberg, Esq.
2033 Sixth Avenue, Ste. 251
Seattle, WA 98121
Tel: (206) 386-5438
Fax: (206) 374-2868
E-mail: craig@stoslaw.com
Field Jerger, LLP
Joseph A. Field, Esq.
621 SW Morrison, Ste. 510
Portland, OR 97205
Tel: (503) 228-2665
Fax: (503) 225-0276
E-mail: joe@fieldjerger.com
- and -
Ronald J. Drescher, Esq.
Drescher & Associates, PA
One Commerce Center
1201 N. Orange Street, Ste. 732
Wilmington, DE 19801
Tel: (410) 484 9000
E-mail: rondrescher@drescherlaw.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/meWsdd
About Rudy's Barbershop Holdings
Rudy's Barbershop Holdings, LLC and its affiliates operate 25
barbershops in five major cities, including 15 in Seattle, five in
Los Angeles, three in Portland, and one in Atlanta and New York
City.
On April 2, 2020, Rudy's Barbershop and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 20-10746) on April 2, 2020.
At the time of the filing, Rudy's Barbershop had estimated assets
of between $100,000 and $500,000 and liabilities of between $1
million and $10 million.
The Debtors hired Chipman Brown Cicero & Cole, LLP as legal
counsel; Glassratner Advisory & Capital Group, LLC as financial
advisor; and Stretto as claims and noticing agent.
SALIENT CRGT: Bank Debt Trades at 17% Discount
----------------------------------------------
Participations in a syndicated loan under which Salient CRGT Inc is
a borrower were trading in the secondary market around 83
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $420 million facility is a term loan. About $388.5 million of
the loan remains outstanding. The loan is scheduled to mature on
February 28, 2022.
The Company's country of domicile is United States.
SCIENTIFIC GAMES: Bank Debt Trades at 17% Discount
--------------------------------------------------
Participations in a syndicated loan under which Scientific Games
International Inc is a borrower were trading in the secondary
market around 83 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $4.2 billion facility is a term loan. About $4.1 billion of
the loan remains outstanding. The loan is scheduled to mature on
August 14, 2024.
The Company's country of domicile is United States.
SEADRILL OPERATING: Bank Debt Trades at 82% Discount
----------------------------------------------------
Participations in a syndicated loan under which Seadrill Operating
LP is a borrower were trading in the secondary market around 18
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $2.9 billion facility is a term loan. About $2.6 billion of
the loan remains outstanding. The loan is scheduled to mature on
February 21, 2021.
The Company's country of domicile is Marshall Island.
SEI HOLDINGS: Bank Debt Trades at 20% Discount
----------------------------------------------
Participations in a syndicated loan under which SEI Holdings I Corp
is a borrower were trading in the secondary market around 80
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $225 million facility is a term loan. About $211.5 million of
the loan remains outstanding. The loan is scheduled to mature on
March 27, 2021.
The Company's country of domicile is United States.
SERTA SIMMONS: Bank Debt Trades at 76% Discount
-----------------------------------------------
Participations in a syndicated loan under which Serta Simmons
Bedding LLC is a borrower were trading in the secondary market
around 24 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $450 million facility is a term loan. About $422 million of
the loan remains outstanding. The loan is scheduled to mature on
November 8, 2024.
The Company's country of domicile is United States.
SHERIDAN PRODUCTION: Bank Debt Trades at 73% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Sheridan Production
Partners II-M LP is a borrower were trading in the secondary market
around 27 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $34.8 million facility is a term loan. About $23.7 million of
the loan remains outstanding. The loan is scheduled to mature on
December 16, 2020.
The Company's country of domicile is United States.
SINGLETARY ENTERPRISES: Case Summary & 9 Unsecured Creditors
------------------------------------------------------------
Debtor: Singletary Enterprises LLC
d/b/a Camp Ellis General Store
d/b/a The Bistro at Camp Ellis Singletary
Enterprises, LLC
23 Main Avenue
Saco, ME 04072
Case No.: 20-20169
Business Description: Singletary Enterprises LLC owns in fee
simple a building located at 23 Maine
Avenue Saco, Maine, having an expert
valuation of $800,000.
Chapter 11 Petition Date: May 7, 2020
Court: United States Bankruptcy Court
District of Maine
Judge: Hon. Michael A. Fagone
Debtor's Counsel: J. Scott Logan, Esq.
LAW OFFICE OF J. SCOTT LOGAN, LLC
75 Pearl Street
Portland, ME 04101
Tel: 207-699-1314
E-mail: scott@southernmainebankruptcy.com
Total Assets: $1,603,500
Total Liabilities: $591,326
The petition was signed by Dwayne Singletary, president/member.
A copy of the petition containing, among other items, a list of the
Debtor's nine unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/fqSrcU
SIRVA WORLDWIDE: Bank Debt Trades at 29% Discount
-------------------------------------------------
Participations in a syndicated loan under which SIRVA Worldwide Inc
is a borrower were trading in the secondary market around 71
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $435 million facility is a term loan. About $418.7 million of
the loan remains outstanding. The loan is scheduled to mature on
August 2, 2025.
The Company's country of domicile is United States.
SMS ENTERPRISES: $75K Cash Sale of All Assets to Devs Approved
--------------------------------------------------------------
Judge Andrew B. Altenburg of the U.S. Bankruptcy Court for the
District of New Jersey authorized SMS Enterprises Inc. and its
debtor-affiliates to sell substantially all assets to Devs Foods 3,
LLC for $75,000, cash, pursuant to their Agreement of Sale, dated
March 19, 2020, as amended.
The sale is free and clear of all liens, Claims, interests and
encumbrances. All liens, judgments, claims, mortgages,
encumbrances and other interests, if any, will attach to the
proceeds of the sale of the Property in their proper priority and
in their Allowed amount.
The Debtors assume and assign all executory contracts and unexpired
leases to the Purchaser.
The Purchaser and the Debtors are authorized to pay all amounts due
to Covenant Bank, Maines, any cure amounts, and any professional
fees approved prior to the Closing Date directly to such entitled
parties at the Closing.
Notwithstanding anything in the APA or the Order, the following
cure costs are established to be paid and due to the following
entities from the following Debtors: (i) Maintree Shopping Center,
L.P. - $65,952 (Debtor SPS Enterprises, Inc.); (ii) Buena Realty -
$51,173 (Debtor ETA Enterprises, Inc.); (iii) Wheaton Plaza -
$19,021 (Debtor SMS Enterprises, Inc.); (iv) Burger King Corp. -
$19,829 (Debtor SMS Enterprises, Inc.); (v) Burger King Corp. -
$9,046 (Debtor SPS Enterprises, Inc.); and (vi) Burger King Corp. -
$5,746 (Debtor ETA Enterprises, Inc.).
With respect to the lease with Maintree Shopping Center, L.P., the
assumption and assignment of such lease pursuant to this order will
be subject to all provisions thereof, including, but not limited to
provisions such as radius, location, use or exclusivity provision,
and will not breach any such provision contained in any other
lease, financing agreement, or master agreement related to such
shopping center.
The assumption and assignment of all leases is contingent upon the
receipt by each landlord, no later than April 30, 2020 of payment
of the Cure Amounts set forth in the Order.
The assumption and assignment of the lease with Maintree Shopping
Center, L.P. is contingent on receipt by Maintree Shopping Center,
L.P. of a fully executed guaranty by Dev Foods, LLC in a form
acceptable by Maintree Shopping Center, L.P. no later than April
30, 2020 and that deadline may be extended by mutual consent of the
parties.
The payment of expenses is authorized. Any payments to any
professionals will only be permitted after such fees and expenses
are authorized by the Court.
To the extent necessary and pursuant to Section 506(c) of the
Bankruptcy Code, the Debtors are permitted to surcharge the
collateral of any secured creditor junior to Covenant Bank to pay
any previously approved or subsequently approved professional fees
to any professional retained in accordance with Section 327 of the
Bankruptcy Code.
The Order is a final order and is enforceable upon entry and to the
extent necessary under Rules 5003, 9014, 9021, and 9022 of the
Bankruptcy Rules, the Court expressly finds that there is no just
reason for delay in the implementation of the Order and expressly
directs entry of judgment as set forth herein and the stay imposed
by Bankruptcy Rules 6004(h) and 6006(d) is modified and will not
apply to the sale and the Debtors are authorized and directed to
consummate the sale of the Assets to the Purchaser on April 30,
2020.
About SMS Enterprises
SMS Enterprises Inc. is a privately held company that operates in
the
restaurant industry. SMS Enterprises, based in Marlton, NJ, filed
a Chapter 11 petition (Bankr. D.N.J. Case No. 19-21332) on June 5,
2019. In the petition signed by Eric Salisbury, chief executive
officer/owner, the Debtor was estimated to have $1 million to $10
million in both assets and liabilities. The Hon. Jerrold N.
Poslusny Jr. oversees the case. Paul W. Verner, Esq., serves as
bankruptcy counsel.
SOUTH COAST BEHAVIORAL: Trustee Needs Additional Time to File Plan
------------------------------------------------------------------
Thomas H. Casey, the Chapter 11 Trustee for South Coast Behavioral
Health, asks the U.S. Bankruptcy Court for the Central District of
California for additional extensions of time of the current
deadline for the filing of a plan to Oct. 19, and the deadline for
soliciting acceptances to a plan to Feb. 17, 2021.
The Trustee seeks an extension of the exclusivity periods to allow
him to continue his efforts to stabilize and improve the company's
cash flow, increase EBITDA, and begin the process of marketing for
sale the business operations of South Coast.
Prior to his appointment, the company sought two extensions of the
exclusivity period. Since the second extension, the Trustee has
been appointed to take over the operations of South Coast and has
engaged Todd Major and Becca Moody of M&M Consulting to provide
management services to the company. Dr. Charles McPhail has been
ousted from management.
The McPhails' managerial incompetence left the Trustee facing a
number of immediate term crises. Now, the Trustee and his team
intend to review the books and records of South Coast, including
records that have previously been kept from the CRO by the
McPhails, to ascertain whether any of the company's funds were not
properly accounted for.
In addition, the COVID-19 pandemic caused overarching medical and
economic challenges. The ultimate impact of the pandemic on South
Coast's business operations and prospects for a sale of the
business cannot yet be determined with any certainty.
About South Coast Behavioral Health
South Coast Behavioral Health, Inc. -- https://www.scbh.com/ -- is
a healthcare company that specializes in the in-patient and
outpatient treatment of addicts, alcoholics, and persons dealing
with mental health issues. It offers clinically supervised
residential sub acute detox services, therapeutic and residential
treatment centers, intensive outpatient treatment services, and
partial hospitalization programs.
South Coast Behavioral Health sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-12375) on June
20, 2019. At the time of the filing, the Debtor disclosed assets
of between $1 million and $10 million and liabilities of the same
range. Judge Mark S. Wallace oversees the case. Nicastro &
Associates, P.C., is the Debtor's legal counsel.
SOUTHLAND ROYALTY: May 22 Auction of San Juan Basin Assets Set
--------------------------------------------------------------
Judge Karen B. Owens of the U.S. Bankruptcy Court for the District
of Delaware authorized Southland Royalty Co., LLC's bidding
procedures in connection with the auction sale of San Juan Basin
assets.
Those portions of the Motion seeking approval of (a) the Debtor's
entry into a Stalking Horse APA and all of its terms (including,
without limitation, any Break-Up Fee and any Expense
Reimbursement), (b) the Assumption and Assignment Procedures, (c)
the Bidding Procedures, (d) the date and time of the Sale Hearing,
and (e) the noticing and objection procedures related to each of
the foregoing, including, without limitation, the Stalking Horse
Notice, the notice of the Sale, the assumption Notice, in each case
with respect to a sale of the Debtor's Assets in New Mexico and
Colorado only, are granted to the extent set forth in the Order.
The Debtor is authorized, but not directed, to, execute one or more
asset purchase agreement(s) with a Stalking Horse Purchaser(s) on
May 11, 2020. In the event that the Debtor enters into any
Stalking Horse APA, the Debtor will promptly file with the Court
and serve on the Sale Notice Parties the Stalking Horse Notice.
Within one business day after filing a Stalking Horse Notice, the
Debtor will provide the Adequate Assurance Information for such
Stalking Horse Purchaser to all Counterparties (and their counsel,
if known) whose Proposed Assumed Contracts are included in the
Stalking Horse APA and that are the subject of an Assumption Notice
on a confidential basis; provided that the Counterparties' (and
their counsel's) use and disclosure of the Adequate Assurance
Information will be subject to the restrictions set forth in the
Order.
The Debtor is authorized, but not obligated, to provide in any
Stalking Horse APA a break-up fee and an expense reimbursement for
the documented and reasonable expenses incurred by a Stalking Horse
Purchaser for any such Stalking Horse Purchaser that is not the
Successful Bidder, subject to compliance with the Order. To the
extent the Debtor provides any Stalking Horse Purchaser with a
Break-Up Fee or an Expense Reimbursement, the Stalking Horse Notice
will identify the amount and conditions of the same. The Debtor
may request that the Court conduct such hearing on the first date
this Court is available that is at least five business days after
the applicable Stalking Horse Notice is filed, with objections due
at 4:00 p.m. (ET) on the day prior to such hearing.
The form of Stalking Horse APA is approved.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: May 18, 2020 at 5:00 p.m. (ET)
b. Initial Bid: In the event that there is a Stalking Horse
Purchaser, the aggregate consideration proposed by the Qualified
Bidder must equal or exceed: the sum of (A) any Stalking Horse
Purchase Price, (B) any Break-Up Fee (C) any Expense Reimbursement,
and (D) $100,000, or such other amount selected by the Debtor, in
any event not to exceed $100,000.
c. Deposit: 10% of the unadjusted purchase price
d. Auction: If the Debtor timely receives one or more
Qualified Bids other than any Stalking Horse Purchaser's Qualified
Bid, then the Debtor will conduct an auction on May 22, 2020, or
such other date as the Debtor may notify Qualified Bidders, at a
time and location, or by telephone, as determined by the Debtor.
e. Bid Increments: $100,000
f. Sale Hearing: May 28, 2020 at 1:30 p.m. (ET)
g. Sale Objection Deadline: May 15, 2020 at 4:00 p.m. (ET)
The Assumption Notice and the Assumption and Assignment Procedures
are approved. The Assumption Notice Deadline is May 4, 2020. The
Contract Objection Deadline is 4:00 p.m. (ET) on May 18, 2020.
The Sale Notice is approved. Within 5 days after the entry of the
Order, or as soon as reasonably practicable thereafter, the Debtor
will serve the Sale Notice, the Order and the Bidding Procedures
(in each case, without exhibits) on the Sale Notice Parties. The
Debtor will post the Sale Notice, any Stalking Horse Notice, the
Order and the Bidding Procedures on the website of its claims and
noticing agent, at https://dm.epiq11.com/case/southland/dockets.
The Order will be effective immediately upon entry, and any stay of
orders provided for in Bankruptcy Rules 6004(h) or 6006(d) or any
other provision of the Bankruptcy Code, the Bankruptcy Rules or the
Local Rules is expressly waived. The Debtor is not subject to any
stay in the implementation, enforcement or realization of the
relief granted in the Order, and may, in its sole discretion and
without further delay, take any action and perform any act
authorized or approved under the Order.
The requirements set forth in Local Rules 6004-1 and 9006-1 are
satisfied or waived.
A copy of the Bidding Procedures is available at
https://tinyurl.com/y8f3s8bn from pacerMonitor.com free of charge.
About Southland Royalty Co.
Southland Royalty Company LLC -- http://www.southlandroyaltyco.com/
-- is a privately-held independent exploration and production
company engaged in the acquisition and development of hydrocarbons.
Headquartered in Fort Worth, the Company conducts its business
across four states, with the majority of operations in Wyoming and
New Mexico. The Debtor was formed principally to produce and
extract hydrocarbons in the Wamsutter field of the Green River
Basin and in the San Juan Basin.
The company sought Chapter 11 protection (Bankr. D.Del. Case No.
20-10158) on Jan. 27, 2020.
In the petition signed by CRO Frank A. Pometti, the Debtor was
estimated to have $100 million to $500 million in assets and $500
million to $1 billion in liabilities.
Shearman & Sterling LLP is the Debtor's general bankruptcy
counsel.
Young Conaway Stargatt & Taylor, LLP is Delaware counsel to the
Debtor, while AP Services, LLC is the Debtor's interim management
services provider. PJT Partners Inc. acts as the Debtor's
investment banker and Epiq Corporate Restructuring, LLC. is the
Debtor's claims and noticing agent.
STEREOTAXIS INC: Posts $2.32 Million Net Loss in First Quarter
--------------------------------------------------------------
Stereotaxis reported a net loss attributable to common stockholders
of $2.32 million for the three months ended March 31, 2020,
compared to a net loss attributable to common stockholders of $2.48
million for the same period in 2019.
As of March 31, 2020, the Company had $41.50 million in total
assets, $14.22 million in total liabilities, $5.71 million in
series A - convertible preferred stock, and $21.57 million in total
stockholders' equity.
"Despite the challenges and disruptions inflicted by COVID-19,
Stereotaxis continues to support the patients and physicians that
rely on its technology, maintain effective operations, rapidly
advance strategic innovations, and protect its financial
stability," said David Fischel, chairman and CEO.
"Our financial performance late in the quarter was impacted by
broad-based reductions in procedure volumes as hospitals globally
curtailed activity to lessen infection risk, preserve equipment,
and focus their resources on battling the pandemic. This impacted
revenue from disposables and temporarily disrupted the completion
of certain project-specific service activities. Stereotaxis has
responded to the disruptions with broad deployment of TeleRobotic
support, leveraging proprietary connectivity technology to enable
remote clinical and technical support of robotic electrophysiology
practices."
"While the pandemic has slowed progress on multiple Genesis
purchase orders we had expected to announce at this time, we
continue to see significant interest in Genesis. Over the last
three weeks we hosted 51 physicians from 29 hospitals on
TeleRobotic visits to remotely view and test drive the Genesis
system. Progress on the two Genesis orders previously announced
continues without interruption, with installations and revenue
recognition expected in early summer."
"We continue to make progress on strategic innovations and look
forward to finalizing the design of Stereotaxis' advanced
robotically-navigated magnetic ablation catheter in the near term.
We are delighted with its performance and the feedback provided by
expert physicians."
"We are addressing the financial impact of COVID-19 by reducing
expenses in a manner that ensures long-term financial stability,
maintains our organizational capabilities, and does not negatively
impact our progress. In April we received a $2.2 million
forgivable loan from the government's Paycheck Protection
Program."
Revenue for the first quarter of 2020 totaled $5.8 million compared
to $7.0 million in the prior year first quarter. This decrease was
primarily due to broad based reductions in procedure volumes in
Asia throughout the quarter and in the United States and Europe
starting the second week of March. Approximately 30% of the
reduced revenue was due to temporarily delayed completion of
certain service activities due to travel restrictions.
Gross margin for the first quarter was $4.8 million, or 83% of
revenue. Operating expenses in the quarter of $6.9 million were
11% lower than the prior year first quarter. The reduction in
operating expenses was predominantly driven by timing of R&D
projects and pandemic-related reductions in sales and marketing
activities, partially offset by increased non-cash general and
administrative expenses. Operating loss and net loss in the first
quarter were ($2.1) million and ($2.0) million respectively.
Negative free cash flow for the first quarter was ($2.2) million,
compared to ($1.8) million in the prior year first quarter.
At March 31, 2020, Stereotaxis had cash and cash equivalents of
$28.0 million and no debt.
Forward Looking Expectations
Given the impact of COVID-19, Stereotaxis is suspending its
guidance of robust double-digit revenue growth for the year. The
uncertain duration and scope of the pandemic makes it difficult at
this time to reliably provide an alternative guidance. While
indications point towards a gradual return to more normal procedure
activity, drawing conclusions from short-term volatile data is
imprudent. Stereotaxis continues to experience significant
interest in the recently launched Genesis RMN System and continues
to expect a resurgence of system sales to new and existing hospital
customers as the pandemic recedes. In the long-term, increased
appreciation and acceptance of TeleRobotic capabilities are
expected to accelerate adoption of robotics in interventional
medicine.
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc. --
http://www.stereotaxis.com/-- is an innovative robotic technology
company designed to enhance the treatment of arrhythmias and
perform endovascular procedures. Its mission is the discovery,
development and delivery of robotic systems, instruments, and
information solutions for the interventional laboratory. These
innovations help physicians provide unsurpassed patient care with
robotic precision and safety, improved lab efficiency and
productivity, and enhanced integration of procedural information.
Over 100 issued patents support the Stereotaxis platform. The core
components of Stereotaxis' systems have received regulatory
clearance in the United States, European Union, Japan, Canada,
China, and elsewhere.
Stereotaxis reported a loss attributable to common stockholders of
$6.02 million for the year ended Dec. 31, 2019, compared to a loss
attributable to common stockholders of $1.32 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $43.58
million in total assets, $15.06 million in total liabilities, $5.76
million in series A - convertible preferred stock, and $22.77
million in total stockholders' equity.
The Company has sustained operating losses throughout its corporate
history and expects that its 2020 expenses will exceed its 2020
gross margin. The Company expects to continue to incur operating
losses and negative cash flows until revenues reach a level
sufficient to support ongoing operations or expense reductions are
in place. The Company's liquidity needs will be largely determined
by the success of clinical adoption within the installed base of
its robotic magnetic navigation system as well as by new placements
of capital systems. The Company's plans for improving the
liquidity conditions primarily include its ability to control the
timing and spending of its operating expenses and raising
additional funds through debt or equity financing, as disclosed in
the Company's Annual Report for the year ended Dec. 31, 2019.
SUMMIT MIDSTREAM: Bank Debt Trades at 59% Discount
--------------------------------------------------
Participations in a syndicated loan under which Summit Midstream
Partners Holdings LLC is a borrower were trading in the secondary
market around 41 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $300 million facility is a term loan. About $291 million of
the loan remains outstanding. The loan is scheduled to mature on
May 21, 2022.
The Company's country of domicile is United States.
SUPERIOR INDUSTRIES: Bank Debt Trades at 28% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Superior Industries
International Inc is a borrower were trading in the secondary
market around 72 cents-on-the-dollar during the week ended Fri.,
May 1, 2020, according to Bloomberg's Evaluated Pricing service
data.
The $384.8 million facility is a term loan. About $371.8 million
of the loan remains outstanding. The loan is scheduled to mature
on May 23, 2024.
The Company's country of domicile is United States.
SVENHARD'S SWEDISH: Needs More Time to Formulate Chapter 11 Plan
----------------------------------------------------------------
Svenhard's Swedish Bakery asked the U.S. Bankruptcy Court for the
Eastern District of California to extend the exclusive periods for
the company to file its chapter 11 plan and obtain acceptances of
such plan for ninety days through and including July 16 and Sept.
14, respectively.
The novel coronavirus pandemic has caused delays in the
administration of the case. Specifically, the company's 341 meeting
has been continued multiple times and remains open. Plans for the
company's principal (David Kunkel) to meet with the Committee
members to discuss the case and the pursuit of causes of action
against United States Bakery ("USB") have also been delayed.
The Debtor always intended to quickly propose a plan that would
allow for litigation against USB to play out after confirmation if
necessary. However, the unexpected cash collateral claim from USB
and the unanticipated constructive trust claim by Bimbo Bakeries
USA have delayed the plan for a quick confirmation.
About Svenhard's Swedish Bakery
Svenhard's Swedish Bakery is a privately held company that
primarily engaged in manufacturing fresh and frozen bread and other
bakery products.
Svenhard's Swedish Bakery, based in Fresno, CA, filed a Chapter 11
petition (Bankr. E.D. Cal. Case No. 19-15277) on Dec. 19, 2019. In
the petition signed by David Kunkel, chief operating officer, the
Debtor was estimated to have $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The Hon. Rene
Lastreto II is the presiding judge. Derrick Talerico, Esq., at
Zolkin Talerico LLP, serves as bankruptcy counsel; and Gary
Garrigues Law Firm, is the special litigation counsel.
SWINGING TAIL: $5K Sale of 1983 Gore Livestock Trailer to Green OKd
-------------------------------------------------------------------
Judge Joseph N. Callaway of the U.S. Bankruptcy Court for the
Eastern District of North Carolina authorized Swinging Tail Cattle
Co., Inc.'s private sale of its 1983 Gore Livestock trailer to
Phyllis Green or her assigns for $5,000.
The sale is free and clear of all claims, liens and encumbrances
asserted against it, as follows:
A. Any and all liens and/or security interests in favor of
PNC;
B. Any and all liens and/or security interests in favor of
Harvey;
C. Any and all real property taxes due and owing to any City,
County or municipal corporation, and more particularly, to the
Columbus County Tax Collector; and
D. Any and all remaining interests, liens, encumbrances,
rights and claims asserted against the Property, which relate to or
arise as a result of a sale of the Property, or which may be
asserted against the buyer of the Property, including, but not
limited to, those liens and claims, whether fixed and liquidated or
contingent and unliquidated, that have or may be asserted against
the Property by the North Carolina Department of Revenue, the
Internal Revenue Service, and any and all other taxing and
government authorities.
Phyllis Green will bear all costs associated with the transfer of
the 1983 Gore Livestock trailer, including registration fees, local
transfer fees and taxes, and North Carolina sales taxes, as
applicable.
Any liens and rights described above will attach to the proceeds of
sale, which will be subject to subject to (i) ordinary closing
costs, including existing and pro-rated ad valorem taxes; (ii)
court approved costs of sale; and (iii) estimated quarterly fees
arising from the disposition of the sales proceeds, which will be
held in reserve pending disbursement of the sale proceeds among
secured creditors.
About Swinging Tail Cattle Co.
Swinging Tail Cattle Co., Inc., a privately held company in the
agricultural production, farms and livestock industry, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No. 19-05701) on Dec. 12, 2019. In the petition signed by
Jacqueline W. Lennon, president, the Debtor was estimated to have
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities. Judge Joseph N. Callaway oversees the case. David J.
Haidt, Esq., at Ayers & Haidt, PA, is the Debtor's legal counsel.
SYNARC-BIOCORE HOLDINGS: Bank Debt Trades at 16% Discount
---------------------------------------------------------
Participations in a syndicated loan under which SYNARC-Biocore
Holdings LLC is a borrower were trading in the secondary market
around 84 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $235 million facility is a term loan. About $225 million of
the loan remains outstanding. The loan is scheduled to mature on
March 10, 2021.
The Company's country of domicile is United States.
SYRACUSE INDUSTRIAL: Fitch Cuts Series 2016A & 2016B Bonds to 'BB'
------------------------------------------------------------------
Fitch Ratings has removed from Rating Watch Negative and downgraded
the following Syracuse Industrial Development Agency, New York
bonds to 'BB' from 'BBB':
-- Approximately $198.8 million PILOT revenue refunding bonds,
series 2016A (Carousel Center Project);
-- Approximately $10.6 million PILOT revenue refunding bonds,
taxable series 2016B (Carousel Center Project);
-- Approximately $82.6 million PILOT revenue bonds, series 2007B
(Carousel Center Project).
The Rating Outlook is Negative.
SECURITY
The bonds are secured by Payments in Lieu of Taxes on the original
or 'legacy' Carousel Center mall payable to SIDA by the Carousel
Center Company LP pursuant to a PILOT agreement, and interest
earnings on the debt service reserves. The debt service reserve
funds total 125% of average annual debt service or about $31
million.
ANALYTICAL CONCLUSION
The downgrade reflects concerns that value of the Carousel Center
is on a declining trend, increasing risk to the property owner's
incentive and ability to continue to make the PILOT payments. Fitch
has learned that the borrower will be unable to meet required debt
yield targets and make the next scheduled payment on the CMBS loans
for the Carousel Center and the expansion project, together known
as Destiny USA. The loans have been turned over to the special
servicer (Wells Fargo & Co; IDR A+/Outlook Negative). The servicer
was required as part of the securitization of the underlying
commercial mortgage loans.
The Negative Outlook reflects the potential impact of the continued
closure of Destiny USA as part of state and national efforts to
mitigate the coronavirus outbreak on the mall's value and its
performance after it reopens. The willingness and ability of
tenants to continue to maintain and renew their leases upon
reopening is uncertain. The role of the mall's commercial mortgage
loan servicer in advancing the payments remains an important rating
consideration. Weaker performance on a sustained basis could result
in a declining trend in the mall's value relative to the balance of
the PILOT debt outstanding, which could have an adverse effect on
the servicer's incentive to advance PILOT payments. This could
result in an additional rating downgrade. The rating continues to
incorporate the strong lien position of PILOT payments in the
mall's debt structure, making payments highly likely as long as the
property has at least modest value above the PILOT debt amount.
KEY RATING DRIVERS
POTENTIAL LEVERAGE RATIO WEAKENING: Uncertainty about the
loan-to-value ratio of the mall property is heightened given the
mall's indefinite closure and recent indications that the owner has
not been making its performance targets under the CMBS loan
agreement. The 'BB' rating assumes sufficient value still exists to
provide incentive for the mortgage servicer to advance PILOT
payments.
SERVICER PROVIDES LIQUIDITY: The mortgage servicer, required as
part of the securitization of the underlying commercial loan on the
Carousel Center, is responsible for providing needed liquidity to
cover any shortfalls in PILOT payments until mall operations
recover or the PILOT lien is foreclosed.
WEAKENED BORROWER POSITION: Recent reports indicate that the CMBS
loans have been turned over to the special servicer and that the
borrower has requested a CMBS loan debt service deferment. A
bankruptcy of the borrower would increase the possibility of a CMBS
loan default and could delay monthly PILOT payments and trigger a
foreclosure of the PILOT mortgage by the trustee.
PILOT LIEN STATUS: PILOT payments are on parity with all
governmental fees and charges, all of which are senior to other
payment obligations. Repayment of the CMBS loans is subordinate to
the PILOTs.
SOLID PRIOR TENANCY, OPERATIONS AND MARKET POSITION: Destiny USA,
which includes the legacy Carousel Center, has limited competition
in the Syracuse, New York region. Mall occupancy rates and sales
had improved slightly prior to the closure and sales per square
foot (SF) were strong compared to national norms. The mall
continues to expand and diversify its offerings.
SINGLE-SITE RISK: The PILOTS are subject to concentration risk, as
PILOT payments are secured by the obligations of the Carousel
Center, a single income-producing property.
NO ISSUER DEFAULT RATING: SIDA has no material exposure to
operating risk. As such, Fitch has not assigned an IDR, and there
is no related cap on the PILOT bond rating.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Evidence that occupancy and sales performance will approach
levels prior to the mall's closure, leading to consistent or
improved estimated value of the Carousel Center once it has
reopened.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Evidence that the estimated value of the Carousel Center has
declined to a level that approaches PILOT bond principal
outstanding;
-- Indications that multiple tenants will be unable or unwilling
to continue to occupy their space and pay rent upon the mall's
reopening;
-- A weakening in the servicer's capacity to advance payments, or
loan refinancing without a servicer role similar to the current
CMBS loan;
-- A decline in interest earnings available for a portion of debt
service due to a downgrade or other trigger affecting Royal Bank of
Canada (AA/Outlook Stable), the provider of the guaranteed
investment contract in which a portion of debt service reserve
funds are invested.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Public Finance issuers have a
best-case rating upgrade scenario (defined as the 99th percentile
of rating transitions, measured in a positive direction) of three
notches over a three-year rating horizon; and a worst-case rating
downgrade scenario (defined as the 99th percentile of rating
transitions, measured in a negative direction) of three notches
over three years. The complete span of best- and worst-case
scenario credit ratings for all rating categories ranges from 'AAA'
to 'D'. Best- and worst-case scenario credit ratings are based on
historical performance.
CURRENT DEVELOPMENTS
Destiny USA is closed until further notice. The Governor of New
York ordered all malls in the state to be closed beginning March
19, 2020 due to the outbreak of the coronavirus. There is no
indication of when they may be reopened.
The recent outbreak of coronavirus and related government
containment measures worldwide creates an uncertain global
environment for U.S. state and local governments and related
entities in the near-term. As severe limitation on economic
activity only began very recently, most state governments' fiscal
and economic data do not reflect any credit impairment. Material
changes in revenues and expenditures are occurring across the
country and are likely to worsen in the coming weeks and months as
economic activity suffers and public health spending increases.
Fitch's ratings are forward-looking, and Fitch will monitor
developments in state and local governments as a result of the
virus outbreak as it relates to severity and duration and
incorporate revised expectations for future performance and
assessment of key risks.
ECONOMIC RESOURCE BASE
With approximately 26 million in annual customer visits, Destiny
USA is the dominant shopping center in the Syracuse area and draws
shoppers from Canada. The mall is made up of the Carousel Center
and an expansion project completed in 2012. It is anchored by
nationally recognized stores including Macy's, J.C. Penney and Lord
& Taylor. In total, the mall includes over 100 retail tenants,
restaurants, entertainment options (including a Regal Movie Theater
and a go-kart track), as well as various outlet and discount
stores. An Embassy Suites opened in 2017.
DEDICATED TAX CREDIT PROFILE
ADEQUATE BONDHOLDER PROTECTIONS
The obligation of the Carousel Owner (Pyramid Company of Onondaga)
to pay the PILOTs is on par only with governmental charges and
fees, all of which are senior to any other payment obligations. The
requirement of the Carousel owner to make PILOTs is evidenced by a
PILOT note, payable to SIDA. The bonds are further secured by PILOT
mortgages granted by SIDA and the Carousel Owner, encumbering their
interests in the existing mall to the PILOT trustee. The PILOT
mortgages do not extend to the expansion property. They impose a
lien analogous to liens imposed by taxing authorities, and provide
for similar remedies including foreclosure of property, providing a
strong incentive to pay.
Mall tenants are contractually obligated to pay the Carousel Owner,
as additional rent, their pro rata portions of PILOTs, and payment
of the PILOTs by the Carousel Owner is absolute and unconditional,
notwithstanding the inability of the Carousel owner to recover this
payment from its tenants. Tenant leases generally have five- to
10-year expirations.
A non-impairment covenant by the city of Syracuse and New York
State prohibits the city and state from altering the rights of the
issuer to collect PILOTs.
SUM SUFFICIENT COVERAGE STRUCTURE
Annual debt service is structured on an ascending basis. Debt
service on the bond's totals $21.3 million in 2020, increasing to
about $36 million in 2035. In order to service this debt, PILOT
payments are scheduled to grow by 4% annually through the final
maturity of the bonds in 2036. The annual escalation of PILOTs
heightens the structure's reliance on the mall's operations, but
Fitch believes it to be manageable as long as the mall retains
value due to the additional liquidity support per the mortgage
servicer agreement. Parity bonds can only be issued as refunding
bonds and may not increase debt service.
The bonds have cash-funded debt service reserve funds equal to 125%
of average annual debt service of the PILOT bonds or $31 million in
aggregate. Funds on deposit in the taxable series 2007B and 2016B
bonds' debt service reserve fund are invested in a GIC with an
expiration date of Jan. 1, 2036 (bond maturity). Earnings are
guaranteed at 3.59% from the Royal Bank of Canada and are used to
pay a small portion of debt service. A failure of the GIC to earn
the required return could lead to a downgrade of the PILOT bonds as
the debt service reserve fund would be insufficient to cover PILOTs
over an extended period of time.
PRESENCE OF MORTGAGE SERVICER AS A SOURCE OF LIQUIDITY
Fitch views the presence of a mortgage servicer (Wells Fargo)
pursuant to the securitization of the underlying mortgage loans on
the mall project as a key credit factor. Under the pooling and
servicing agreement, the mortgage servicer is required to advance
funds when necessary to preserve the security of the mortgage
loans. Given the subordinate nature of the underlying mortgage loan
to the PILOT bonds, this includes funds to make PILOT payments. The
obligation to advance applies as long as the servicer (or special
servicer) is in place and determines that the advances will be
repaid. Servicer advances provide temporary cash flow support
should pledged funds prove insufficient to cover all PILOTS until
such time that either mall performance recovers or the property is
foreclosed and sold to another entity.
CHALLENGES EVIDENT PRIOR TO CLOSURE
The $300 million mortgage loan on the legacy Carousel Center
property along with a $130 million mortgage on the expansion
project have been securitized as commercial mortgage pass-through
certificates. Both loans are interest only and were originally due
in June 2019. Rather than being refinanced as expected, the loans
were transferred to a special servicer in March 2019 amid questions
about Pyramid's ability to repay or refinance the loans.
A Loan Extension and Modification Agreement was signed on May 31,
2019, providing a conditional three-year extension. The second two
years of the extension require the property to meet a debt yield
test that requires improvement in net operating income or repayment
of a portion of the loans. Mall occupancy and sales figures did
improve for calendar year 2019, but the first debt yield test
requires net operating income of the combined property to be at
least 7.5% of the loan balance by April 2020, about two weeks after
the mall's closure, in order to extend the loan to June 2021. Fitch
has become aware that that borrower has requested a deferment and
other relief due to the impact of the coronavirus pandemic. The
second debt yield test, required for the third year of the loan
extension, requires a higher NOI of 8.5% by April 2021. The
servicer arrangement remains in place through the loan extension
period.
The senior obligation of the PILOTs, on par with property taxes,
ensures that support funding and any proceeds from foreclosure will
be allocated first to the PILOTs before the excess is utilized for
underlying mortgage claims.
MALL VALUE UNCERTAIN; PROPERTY FUNDAMENTALS REMAIN SATISFACTORY
The most recent appraisal of the Carousel Center was in July 2016,
when the mall was valued at $500 million. This was down from the
appraised value of $550 million in 2006 but up from the $490
million appraised value in 2014. Given the ongoing mall closure and
Pyramid's attempts to defer or reduce loan payments, Fitch has
concerns about declines in the mall's current and future value and
the implication for leverage.
In a normal operating environment, mall revenues continue to be
supported by its dominant market position and the broad geographic
area from which customers are derived. As of December 2019,
occupancy for the Carousel Center was 91%, up from 89% in 2018.
Sales/SF of mall shops (tenants with less than 10,000 square feet
of leased space) were strong at $652 and up notably from $605 as of
Dec. 31, 2018. Aggregate occupancy at Destiny USA is weaker, due in
part to a large presence of outlet stores experiencing high
vacancies in the expansion section (which is not part of bond
security).
PROJECT SUMMARY
Opened in 1990 in Syracuse, New York, the original Carousel Center
mall is a 1.5 million SF super-regional shopping center with easy
access from Interstate 81, a major north-south highway that runs
from Tennessee to the Canada/New York border.
The expansion project completed in 2012 added approximately 850,000
square feet of gross leasable area and is fully integrated with the
original mall. The expanded mall was rebranded to Destiny USA and
totals 2.4 million square feet, making it the sixth largest mall in
the country.
The Carousel owner is a wholly owned subsidiary of the Pyramid
Company of Onondaga, which is part of the Pyramid Companies. Based
in Syracuse, New York, Pyramid Companies was established in 1969
and has developed malls across the northeast portion of the U.S.
CONCENTRATION AND MARKET RISKS
As a single-site property with one owner the mall is subject to
concentration risk. This risk is partly mitigated by the large and
diverse number of tenants whose leases include the payment of a
proportionate share of the PILOT burden. However, mall performance
is also vulnerable to changes in the competitive landscape and
overall trends in retailing. These risks are heightened by the
long-term tenor of the bonds, which extend to 2036.
CRITERIA VARIATION
The analysis supporting the 'BB' PILOT revenue bonds rating
includes a variation from Fitch's U.S. Tax-Supported Rating
Criteria. A variation was made to the dedicated tax bond analysis
by incorporating an analysis of the transaction's overall leverage,
or loan-to-value cushion, calculated by dividing the total amount
of debt by the value of the property. This evaluation is supported
by Fitch's U.S. Tax-Supported Rating Criteria, which includes
modifications to the analysis of the dedicated revenue stream
coverage cushions to address factors specific to a transaction. The
revenue volatility that would be produced through the FAST States &
Locals - Fitch Analytical Stress Test Model does not anticipate
this dedicated revenue source, which is derived from the value of
the property.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
TALBOTS INC: Bank Debt Trades at 23% Discount
---------------------------------------------
Participations in a syndicated loan under which Talbots Inc/The is
a borrower were trading in the secondary market around 78
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $410 million facility is a term loan. About $360 million of
the loan remains outstanding. The loan is scheduled to mature on
November 28, 2022.
The Company's country of domicile is United States.
TANK HOLDING: Moody's Alters Outlook on B3 CFR to Negative
----------------------------------------------------------
Moody's Investors Service changed the ratings outlook for Tank
Holding Corp. to negative from stable. At the same time, Moody's
affirmed the company's B3 corporate family rating, B3-PD
probability of default rating and the B2 senior secured first lien
rating on the company's revolving credit facility and term loan.
"The negative outlook reflects its expectation that demand in
Tank's end markets will decline and exert pressure on the company's
earnings and cash flow over the course of 2020", says Shirley
Singh, Moody's lead analyst for Tank. Moody's nonetheless affirmed
the ratings as the company's current liquidity is deemed adequate
to absorb the anticipated earnings decline.
The rapid and widening spread of the coronavirus outbreak, the
deteriorating global economic outlook, falling oil prices and asset
price declines are creating a severe and extensive credit shock
across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The industrial
sector has been adversely affected to the shock given its
sensitivity to broad market demand and sentiment. More
specifically, weakness in Tank's end markets leave it vulnerable to
shifts in market sentiment in these unprecedented operating
conditions, and the company remains vulnerable to the outbreak
continuing to spread. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety. Its actions reflect the
impact on Tank of the breadth and severity of the shock, and the
broad deterioration in credit quality it has triggered.
The following rating actions were taken:
Affirmations:
Issuer: Tank Holding Corp.
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Senior Secured 1st Lien Bank Credit Facility, Affirmed B2 (LGD3)
Outlook Actions:
Issuer: Tank Holding Corp.
Outlook, changed to Negative, from Stable
RATINGS RATIONALE
Tank's B3 CFR broadly reflects the company's high financial risk
evidenced by its high leverage, with debt-to-EBITDA of over 6.5x,
as well as its modest scale. The rating also considers the inherent
volatility in Tank's end markets. The company is most exposed to
the agricultural sector (over 40% of revenue), which can be
sensitive to seasonal fluctuations and farmers spending levels. The
company is also modestly exposed to similarly volatile industrial
end markets impacted by oil and gas commodity prices, weather
trends, housing starts, and demand for industrial storage and
transportation of materials. Governance risk is high, characterized
by its high leverage and history of debt-financed acquisitions.
Nonetheless, the rating is supported by Tank's strong market
position and good geographic footprint with 36 manufacturing
facilities in the US and Canada and broad national presence through
its dealer network and other sales channels. The company's
operations also exhibit strong profitability margins, which
combined with low capital needs supports its cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Although unlikely in the near term, rating could be upgraded if the
adjusted debt-to-EBITDA is sustained below 5.5x and free cash
flow-to-debt increases to high single digit percent range.
Ratings could be downgraded if revenue and earnings decline such
EBITA-to-interest falls below 1.0x and free cash flow becomes
negative.
The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.
Tank and its wholly-owned subsidiaries, Snyder Industries, LLC and
Norwesco, LLC are engaged in the manufacturing and distribution of
rotationally-molded polyethylene and steel tanks, containers, bins,
carts and pallets for agricultural, water, industrial, food and
beverage, and on-site water treatment applications, among others.
Tank primarily operates in the US and Canada. The company is owned
by Olympus Partners.
TEAM HEALTH: Bank Debt Trades at 26% Discount
---------------------------------------------
Participations in a syndicated loan under which Team Health
Holdings Inc is a borrower were trading in the secondary market
around 74 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $2.8 billion facility is a term loan. About $2.7 billion of
the loan remains outstanding. The loan is scheduled to mature on
February 6, 2024.
The Company's country of domicile is United States.
TECHNIPLAS LLC: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Techniplas, LLC
N44 W33341 Watertown Plank Road
Nashotah, WI 53058
Business Description: The Debtors, together with their non-Debtor
affiliates, are a global producer and
manufacturer of plastic components primarily
for the automotive and transportation
industries, serving customers in the U.S.
and internationally. The Debtors
produce, among other things, automotive
products, such as fluid and air management
components, decorative and personalization
products, and structural components, as well
as non-automotive products, such as power
utility and electrical components and water
filtration products. The Debtors operate
across five continents and maintain their
headquarters in Nashotah, Wisconsin.
Chapter 11
Petition Date: May 6, 2020
Court: United States Bankruptcy Court
District of Delaware
Eight affiliates that concurrently filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Techniplas, LLC (Lead Case) 20-11049
Techniplas Finance Corp. 20-11050
Nyloncraft, Inc. 20-11051
DMP Monterrey Holdings, LLC 20-11052
Weidplas North America, LLC 20-11053
DMP International Holdings, LLC 20-11054
Nyloncraft of Michigan, LLC 20-11055
DMP Exports, Inc. 20-11056
Debtors'
Restructuring
Counsel: David M. Turetsky, Esq.
Andrew T. Zatz, Esq.
Thomas E. MacWright, Esq.
John J. Ramirez, Esq.
WHITE & CASE LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 819-8200
Email: david.turetsky@whitecase.com
azatz@whitecase.com
tmacwright@whitecase.com
john.ramirez@whitecase.com
- and -
Fan B. He, Esq.
Robbie T. Boone Jr., Esq.
WHITE & CASE LLP
200 South Biscayne Boulevard
Suite 4900
Miami, FL 33131
Tel: (305) 371-2700
Email: fhe@whitecase.com
robbie.boone@whitecase.com
Debtors'
Delaware
Restructuring
Counsel: Jeffrey M. Schlerf, Esq.
Carl D. Neff, Esq.
Johnna M. Darby, Esq.
Daniel B. Thompson, Esq.
FOX ROTHSCHILD LLP
919 North Market Street, Suite 300
Wilmington, DE 19801
Tel: (302) 654-7444
Email: jschlerf@foxrothschild.com
cneff@foxrothschild.com
jdarby@foxrothschild.com
danielthompson@foxrothschild.com
Debtors'
Investment
Banker &
Financial
Advisor: MILLER BUCKFIRE & CO., LLC
Debtors'
Restructuring
Advisor: FTI CONSULTING, INC.
Debtors'
Claims &
Noticing
Agent and
Administrative
Advisor: EPIQ CORPORTAE RESTRUCTURING, LLC
https://dm.epiq11.com/case/techniplas
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $100 million to $500 million
The petitions were signed by Peter J. Smidt, co-chief restructuring
officer.
A copy of Techniplas, LLC's petition is available for free at
PacerMonitor.com at:
https://is.gd/iMBJQX
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Dupont Specialty Products Trade Payable $1,326,361
USA, LLC
Chestnut Run Plaza 974
Centre Road
Wilmington, DE 19805
Contact: Scott Roof
Tel: 312-954-2471
Email: rodrigo.gonzalez@dupont.com
2. Nexeo Plastics, LLC Trade Payable $1,293,630
3 Waterway Square Place
Chicago, IL 60674-7392
Contact: Chief Financial Officer
Tel: 281-297-0700
Fax: 281-297-0999
Email: platicsremit@nexeosolutions.com
3. Teknor Financial Corporation Trade Payable $1,201,693
505 Central Ave
Pawtuket, RI 02861-0290
Contact: Chief Financial Officer
Tel: 401-725-8000
Email: acctsrec@teknorapex.com
4. Asahi Kasei Plastics N/A Inc. Trade Payable $1,007,338
One Thermofil Way
Fowlerville, MI 48836
Contact: Chief Financial Officer
Tel: 800-444-4408
Fax: 517-223-5616
Email: mhamilton@akplastics.com
5. Foley & Lardner LLP Professional $859,728
777 East Wisconsin Ave Services
Milwaukee, WI 53202
Contact: Chief Financial Officer
Tel: 414-271-2400
Fax: 414-297-4900
Email: ldaniels@foley.com
6. C & L Tube Inc. Trade Payable $542,806
193 Exeter Road, Unit F
London, ON N6L 1A4
Canada
Contact: Chief Financial Officer
Tel: 519-652-8144
Fax: 519-652-1724
Email: lcabral@cltube.com
7. Agility Global Holdings LLC Trade Payable $503,156
399 Park Avenue
New York, NY 10022
Contact: Chief Financial Officer
Tel: 414-908-8000
Fax: 414-908-7393
Email: info@vcpi.com
8. Briadco Tool & Mould Inc. Trade Payable $482,200
5605 Roscon Industrial Dr.
Oldcastle, ON NOR 1L0
Canada
Contact: Kaite Shilaku
Tel: 519-737-1760
Fax: 519-737-7065
Email: katie@briadco.com
9. Anderson Benson Insurance Insurance $399,903
3322 West End Avenue
Nashville, TN 37203
Contact: Becky Wallace
Tel: 615-630-7800
Emai: becky@andersonbenson.com
10. Alfmeier Friedrichs & Rath Trade Payable $363,358
120 Elcon Drive
Greenville, SC 29605
Contact: Markus Farrenkopf
Tel: 864-299-6300
Fax: 864-299-3020
Email: markus.farrenkopf@afrna.com
11. DBK DavidBaader GMBH Trade Payable $305,134
Rheinstr. 72-74
Kandel D76870
Germany
Contact: Chief Financial Officer
Tel: 49(0) 72 75 703-0
Fax: 49(0) 72 75 703-249
Email: ovens-de@dbk-group.com
12. RTP Company Trade Payable $218,123
8222 Solutions Center
Chicago, IL 60677-8000
Contact: Mike Nathan
Tel: 251-525-3695
Fax: 507-454-3143
Email: dbanse@rtpcompany.com
13. TI Automotive Trade Payable $196,670
(Ti Fluid Systems)
2020 Taylor Road
Auburn Hills, MI 48326
Contact: Christina Russo
Tel: 248-296-8239
Email: crusso@tifs.com
14. Mishawaka Utilities Utility $192,868
126 N Church St.
Mishawaka, IN 46544
Contact: John J. Roggeman
Tel: 574-258-1637
Fax: 574-254-0197
Email: jroggeman@mishawaka.in.gov
15. WE Energies Trade Payable $186,648
231 W. Michigan Street
Milwaukee, WI 53203
Contact: Chief Financial Officer
Tel: 800-714-7777
Fax: 262-574-6348
Email: smallbusiness@mail.we-energy.com
16. Entec Polymers, LLC Trade Payable $176,703
1900 Summit Tower Blvd.
Orlando, FL 32810
Contact: Chief Financial Officer
Tel: 866-306-1127
Fax: 407-875-5700
Email: arinvoices@ravagoamericas.com
17. Injectec, Inc. Trade Payable $171,536
451 N. Dekora Woods Blvd.
Saukville, WI 53080
Contact: Chief Financial Officer
Tel: 262-268-0800
Fax: 262-268-0643
Email: angela.krause@injectec.com
18. Polyone Distribution Trade Payable $165,391
2600 10th Street
Lemont, IL 60439
Contact: Chief Financial Officer
Tel: 708-972-0505
Fax: 630-972-3131
Email: mercedes@mcclellan@polyone.com
19. Denny Elwell Family LLC Trade Payable $161,863
2401 S.E. Tones Drive
Suite 17
Ankeny, IA 50021
Contact: Chris Murray
Tel: 515-964-1587
Fax: 515-964-8749
Email: btuttle@dennyelwellcompany.com
20. Mega Mold Int Inc. Trade Payable $160,865
4565 County Road 46
OldCastle, ON N0R 1KO
Canada
Contact: Patti Carter
Tel: 519-979-5111
Fax: 519-979-6722
Email: pcarter@megamoldint.com
21. Akron Polymer Products Trade Payable $149,839
1471 Exeter Road
Akron, OH 44306
Contact: Heather Puehler
Tel: 330-733-6040
Ext 1101
Fax: 330-628-8425
Email: hpueher@akronpolymer.com
22. A J Tool Trade Payable $144,825
3026 Beechwood Industrial Court
Hubertus, WI 53033
Contact: Chief Financial Officer
Tel: 262-628-4448
Fax: 262-628-4654
Email: ajtool@scbglobal.net
23. UMR Trade Payable $141,958
11 Scott Street
Milwaukee, WI 54403
Contact: Chief Financial Officer
Tel: 800-391-3918
Fax: 715-841-7038
Email: naveen65@umr.com
24. Channel Prime Alliance LLC Trade Payable $132,099
1803 Hull Avenue
Des Moines, IA 50313-4738
Contact: Judy Amodeo
Tel: 515-264-4110
Fax: 515-264-4168
Email: judy.amadeo@channelpa.com
25. Welch Packaging Group Trade Payable $130,042
9900 Industrial Drive
Bridgeview, IL 60455
Contact: Chief Financial Officer
Tel: 708-813-1520
Fax: 574-295-2460
Email: willism@welchpkg.com
26. TPS Logistics Inc US Trade Payable $123,328
3290 W Big Beaver Road 300
Troy, MI 48084
Contact: Kimberlee Whitaker
Tel: 248-731-4725
Email: kwhitaker@argussolutions.net
27. Th Plastics, Inc. Trade Payable $115,966
106 E. Main Street
Mendon, OH 49072
Contact: Brad Underwood
Tel: 269-496-8495
Fax: 269-496-8634
Email: inquiry@thplastics.com
28. Mercury Products Corp. Trade Payable $107,494
1201 South Mercury Drive
Schaumburg, IL 60193-3598
Contact: Chief Financial Officer
Tel: 847-524-4400
Fax: 847-524-4542
Email: info@mercprod.com
29. Linn Products, Inc. Trade Payable $106,179
1200 Lipsey Drive
Charlotte, MI 48813
Contact: Chief Financial Officer
Tel: 517-543-1820
Fax: 517-543-3520
30. Composites International, Inc. Trade Payable $95,584
407 S. 7th Street
Noblesville, IN 46061
Contact: Chrs McClure
Tel: 317-773-1766
Fax: 317-773-3877
Email: cmcclure@idicomposites.com
TENSAR CORP: Bank Debt Trades at 26% Discount
---------------------------------------------
Participations in a syndicated loan under which Tensar Corp LLC is
a borrower were trading in the secondary market around 74
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $235 million facility is a term loan. About $222.1 million of
the loan remains outstanding. The loan is scheduled to mature on
July 10, 2021.
The Company's country of domicile is United States.
TERESA VILLAGE: Seeks to Hire Anchors Smith as Legal Counsel
------------------------------------------------------------
Teresa Village Management, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to employ
Anchors Smith Grimsley, PLC as its legal counsel.
Anchors Smith will provide these professional services in
connection with Debtor's Chapter 11 case:
(a) advise Debtor regarding compliance with the U.S. Trustee's
Guidelines and Reporting Requirements and rules of the court;
(b) prepare legal documents;
(c) protect the interests of Debtor in all matters pending
before the court; and
(d) represent Debtor in negotiations with its creditors and in
the preparation of a bankruptcy plan.
The hourly rates for the firm's attorneys range from $225 to $400.
Shiraz Hosein, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $300.
Anchors Smith received $7,500 as a flat fee retainer.
Shiraz Hosein, Esq., a partner at Anchors Smith, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Shiraz A. Hosein, Esq.
Anchors Smith Grimsley, PLC
909 Mar Walt Drive, Suite 1014
Fort Walton Beach, FL 32547
Telephone: (850) 863-4064
Facsimile: (850) 664-5728
Email: sahosein@asglegal.com
About Teresa Village Management
Teresa Village Management, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 20-30156) on Feb.
19, 2020. At the time of the filing, Debtor had estimated assets of
between $500,001 and $1 million and liabilities of between $100,001
and $500,000. Judge Henry A. Callaway oversees the case. The Debtor
tapped Anchors Smith Grimsley, PLC as its legal counsel.
TILDA MARIE B. SUTTON: $205K Sale of Dublin Property to Hoover OK'd
-------------------------------------------------------------------
Judge Stephani W. Humrickhouse of the U.S. Bankruptcy Court for the
Eastern District of North Carolina authorized Tilda Marie Brisson
Sutton's sale of the home and adjacent lot located at 7197 Albert
Street, Dublin, Bladen County, North Carolina to Erika Hoover for
$205,000.
The sale is free and clear of the following liens and other
interests:
a. Any and all property taxes due and owing to any City,
County, or municipal corporation, including the Bladen County Tax
Collector;
b. Any and all liens of the Internal Revenue Service or the
North Carolina Department of Revenue, based upon tax liens recorded
with the Bladen County, North Carolina clerk of Court, including
16 M 79 recorded on October 3, 2016 in Bladen County in favor of
the IRS, 17 M 25 recorded on March 24, 2017 in Bladen County in
favor of the North Carolina Department of Revenue, and 10 M 206
recorded on Nov. 17, 2010 in Bladen County in favor of the IRS;
c. The judgment lien of Houston Nile Brisson, Jr., David
Frazelle, and Robert G. Ray, all as co-executors of the Estate of
Houston Nile Brisson, Jr., recorded with the Bladen County Clerk of
Court at 17 CVS 000042 on March 20, 2017;
d. Any and all remaining interests, liens, encumbrances,
rights and claims asserted against the Property, which relate to or
arise as a result of a sale of the Property, or which may be
asserted against the buyer of the Property, including, but limited
to, those liens, encumbrances, interests, rights and claims,
whether fixed and liquidated or contingent and unliquidated, that
have or may be asserted against the Property or the buyer of the
Property by the North Carolina Department of Revenue, the Internal
Revenue Service, and any and all other taxing and government
authorities.
The described liens will attach to the proceeds of sale.
The net proceeds of sale, after payment of all costs of sale,
outstanding ad valorem taxes to Bladen County, North Carolina
through the date of the sale, and regular and customary closing
costs typically paid by sellers of real estate in Bladen County,
North Carolina, will be paid directly to the IRS by Buyer’s
settlement agent at Closing for application against the IRS' Estate
Tax
Claim as represented by the lien in favor of the IRS recorded at 10
M 206 on Nov. 17, 2010, with the Bladen County Clerk of Court.
Tilda Marie Brisson Sutton sought Chapter 11 protection (Bankr.
E.D. N.C. Case No. 17-04225) on Aug. 30, 2017. The Debtor tapped
Trawick H Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., as counsel.
On May 10, 2018, the Court entered an order confirming the Plan of
Reorganization.
TOMS SHOES: Bank Debt Trades at 35% Discount
--------------------------------------------
Participations in a syndicated loan under which TOMS Shoes LLC is a
borrower were trading in the secondary market around 65
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $306.5 million facility is a term loan. About $299 million of
the loan remains outstanding. The loan is scheduled to mature on
October 31, 2020.
The Company's country of domicile is United States.
TORTOISE BORROWER: Bank Debt Trades at 22% Discount
---------------------------------------------------
Participations in a syndicated loan under which Tortoise Borrower
LLC is a borrower were trading in the secondary market around 78
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $341.8 million facility is a term loan. About $336.7 million
of the loan remains outstanding. The loan is scheduled to mature
on January 31, 2025.
The Company's country of domicile is United States.
TRC COS: Bank Debt Trades at 16% Discount
-----------------------------------------
Participations in a syndicated loan under which TRC Cos Inc is a
borrower were trading in the secondary market around 84
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $373.2 million facility is a term loan. About $365.2 million
of the loan remains outstanding. The loan is scheduled to mature
on June 21, 2024.
The Company's country of domicile is United States.
UNITED AIRLINES: Fitch Rates New Secured Bonds 'BB+/RR1'
--------------------------------------------------------
Fitch Ratings has assigned 'BB+'/'RR1' ratings to United Airline's
proposed secured bond issuance. United Airlines plans to issue
$2.25 billion in secured notes, which will be collateralized by a
portfolio of 360 aircraft. The proceeds will be used to refinance
the companies recently issued $2.0 billion 364-day revolving credit
facility, with additional proceeds going to build up cash on the
balance sheet. The 'BB+'/'RR1' ratings are supported by United's
'BB-' corporate rating and Fitch's recovery methodology which
assumes outstanding recovery for first-lien secured debtholders of
issuers rated in the 'BB' category. The two-notch uplift from the
corporate rating is also supported by the allocation of an
estimated going concern valuation in a hypothetical distressed
scenario.
The ratings are also supported by a sufficient level of
overcollateralization in the specific security package for the new
issuances. Fitch has reviewed appraisals provided by three aircraft
appraisal firms. Appraisals put the total portfolio value at $4.3
billion, or 1.9x the total debt amount. Fitch believes that there
is a material risk that collateral values could experience
significant declines in the near-term due to pressures on the
commercial aircraft market, particularly since the aircraft
included in the collateral pool are primarily older vintages. The
portfolio has an average age of around 20 years, compared to an
average of about 15.5 years for United's mainline fleet as a whole.
Older aircraft are likely to come under greater pressure in this
downturn as demand drops and older planes are parked in favor of
newer, more fuel-efficient models. However, in addition to the
collateral value, the transaction ratings are supported by the size
of the collateral pool and its importance to United. The 360
aircraft represent roughly 46% of United's mainline fleet. The size
of the collateral pool makes it unlikely that United would choose
to reject the aircraft in a bankruptcy scenario even if demand for
air travel were to remain materially depressed from pre-crisis
levels. The creditors also benefit from Section 1110 of the
Bankruptcy Code which provides timely access to the collateral in
bankruptcy scenario unless United cures all defaults and agrees to
perform on the bonds.
Fitch has evaluated United's capital structure pro forma for the
proposed issuance, and the additional secured debt does not impair
Fitch's current view of United's unsecured bonds which are rated at
'BB-'/'RR4'.
KEY RATING DRIVERS
Fitch downgraded United's Long-Term Issuer Default Rating (IDR) to
'BB-'/Outlook Negative from 'BB' on April 10.
Fitch's forecasts indicate that United should be able manage
through the worst of the pandemic without raising additional debt,
beyond this transaction. However, the additional debt raised to
date and the likelihood of a smaller top-line over the next two to
three years, along with the uncertain pace of recovery, led to the
one-notch downgrade. United is also the most international-focused
U.S. network carrier, with only 62.3% of its 2019 revenue coming
from domestic service. International travel bears the risk of a
prolonged drop in demand should certain countries or regions
continue to restrict travel in the face of continued outbreaks. A
total of 17.1% of United's 2019 passenger revenue was derived from
trans-Atlantic travel and 11.8% from the Pacific region, both of
which are being severely restricted in the current environment.
Prior to the coronavirus pandemic, Fitch had viewed United's credit
profile as improving. Credit metrics were solid for the 'BB'
rating, and FCF was expected to improve over its forecast period.
Should recovery occur in line with its forecasts, United's credit
metrics could move back towards levels that support a 'BB' rating
by 2022.
Like the other network carriers United has shored up liquidity to
weather the downturn. In addition to the transaction announced
today, United obtained a $500 million spare parts facility and
issued roughly $1 billion in equity and has $2 billion available
under revolvers. United announced a hiring freeze and is pursuing
voluntary unpaid leave for its employees. The company cut its capex
forecast for 2020 to $4.5 billion, down from roughly $7.0 billion
in its prior plans. Debt maturities for the year are manageable.
Total principal payments on debt and finance leases total roughly
$1.5 billion for 2020, which should be addressable with cash on
hand along with other available liquidity options.
DERIVATION SUMMARY
United's 'BB-' rating is in between the ratings of its two major
network rivals, Delta Air Lines and American Airlines. The ratings
distinction between the three airlines is reflective of the
financial strategies adopted by each airline. For instance,
following its merger with Northwest Airlines, Delta aggressively
deleveraged its balance sheet and now maintains a low leverage
ratio. American Airlines on the other hand, has adopted a more
aggressive financial policy, borrowing heavily to finance new
aircraft deliveries while simultaneously sending material amounts
of cash to shareholders via share repurchases.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Adjusted debt/EBITDAR trending towards 3.25x;
-- FFO fixed-charge sustained at or above 3x;
-- Neutral to positive sustained FCF.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Adjusted debt/EBITDAR sustained above 4x;
-- FFO fixed-charge coverage sustained below 2x;
-- EBITDAR margins deteriorating into the low double-digit
range;
-- Persistently negative or negligible FCF.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
ESG CONSIDERATIONS
The highest level of ESG credit relevance, if present, is a score
of 3. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).
UNITED AIRLINES: Moody's Rates New Senior Secured Notes 'Ba1'
-------------------------------------------------------------
Moody's Investors Service assigned Ba1 ratings to United Airlines,
Inc.'s new senior secured notes due 2023 and 2025, the company
announced. United intends to use the proceeds to retire the $2
billion credit facility the company entered on March 9, 2020 and
the remainder for general corporate purposes. Parent, United
Airlines Holdings, Inc. will guarantee the new notes. The issuance
of these new notes does not affect Moody's Ba2 corporate family or
any other of the ratings, including enhanced equipment trust
certificate ratings, assigned to United, all of which remain on
review for downgrade.
The spread of the coronavirus outbreak, the deteriorating global
economic outlook, extremely low oil prices and asset price declines
are sustaining a severe and extensive credit shock across many
sectors, regions and markets. The combined credit effects of these
developments are unprecedented. The passenger airline sector is one
of the sectors most significantly affected by the shock given its
exposure to travel restrictions and sensitivity to consumer demand
and sentiment. Passenger demand is currently down by more than 90%
across most of the world, excluding a few countries in Asia.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety.
The new notes will be secured by 360 aircraft, 12 different models
with an average age of just under 20 years, the youngest a
737-900ER of 9.7 years, the oldest a number of 25-year-old,
757-200s. The median age is almost 21 years. The aircraft in the
collateral represent 46% of United's mainline fleet at December 31,
2019, many of which will remain parked into 2021, given the
uncertain timeframe for the start, in earnest, and pace, of the
recovery of air travel demand leading up to the eventual defeat of
the coronavirus. Notwithstanding the large number of aircraft,
values and market liquidity of the collateral aircraft are going to
face pressure, immediately, and through the notes' five-year term
because of their ages and the downsizing impact of the coronavirus
on the global passenger aircraft fleet. The collateral includes
757, 767, 777-200, 737-700, 737-800, 737-900, 737-900ER, A319 and
A320 models.
In its review, Moody's will consider (i) the sufficiency of the
company's liquidity profile, which is currently substantial at
about $9.3 billion including it's $2 billion revolver which remains
undrawn and other unencumbered assets (ii) how market conditions
will evolve, including demand patterns, both domestically and
internationally; (iii) potential capacity, cost and capital
management that will inform expectations of future free cash flow
generation; and (iv) the potential for United to timely restore its
credit metrics and a stronger cash buffer following the
coronavirus, the former of which will require prioritization of
debt reduction over share repurchases.
RATINGS RATIONALE
The Ba2 corporate family rating reflects United's favorable
business profile as the third largest US and global airline based
on revenue, and the benefits to earnings of the improvements in
service delivery and operational reliability of the past 24 months.
Credit metrics, including debt-to-EBITDA of 2.7x and free cash flow
to debt of 9.7%, heading into 2020 well supported the Ba2 corporate
family rating.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Moody's believes the coronavirus
will constrain passenger demand for an extended period well into
2021 and or credit metrics. Aggregate of cash and available
revolver falling below $5 billion could pressure the ratings as
could clear expectations that United will not be able to timely
restore its financial profile once the virus recedes (for example,
if debt-to-EBITDA is sustained above 4x or FFO plus
interest-to-interest is sustained below 4.5x).
There will be no upwards pressure on ratings until after passenger
demand returns to pre-coronavirus levels and United maintains
liquidity above $6 billion, and key credit metrics improve, as
indicated by EBITDA margins above 18%, debt-to-EBITDA below 3x and
funds from operations plus interest-to-interest of about 6x.
The principal methodology used in these ratings was Passenger
Airline Industry published in April 2018.
United Airlines Holdings, Inc. is the holding company for United
Airlines, Inc. United Airlines and United Express operate an
average of 4,900 flights daily to 362 airports across five
continents. In 2019, United and United Express operated more than
1.7 million flights carrying more than 162 million customers. The
company reported $43.3 billion of revenue in 2019.
Assignments:
Issuer: United Airlines, Inc.
Senior Secured Regular Bond/Debenture, Assigned Ba1(LGD2); Placed
Under Review for Downgrade.
UNITED ROAD: Bank Debt Trades at 30% Discount
---------------------------------------------
Participations in a syndicated loan under which United Road
Services Inc is a borrower were trading in the secondary market
around 70 cents-on-the-dollar during the week ended Fri., May 1,
2020, according to Bloomberg's Evaluated Pricing service data.
The $331.3 million facility is a term loan. About $326.3 million
of the loan remains outstanding. The loan is scheduled to mature
on October 19, 2024.
The Company's country of domicile is United States.
URBAN ONE: Bank Debt Trades at 23% Discount
-------------------------------------------
Participations in a syndicated loan under which Urban One Inc is a
borrower were trading in the secondary market around 77
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a term loan. About $314.4 million of
the loan remains outstanding. The loan is scheduled to mature on
April 18, 2023.
The Company's country of domicile is United States.
USI INC: Bank Debt Trades at 18% Discount
-----------------------------------------
Participations in a syndicated loan under which USI Inc/NY is a
borrower were trading in the secondary market around 82
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $2.6 billion facility is a term loan. About $2.5 billion of
the loan remains outstanding. The loan is scheduled to mature on
May 16, 2024.
The Company's country of domicile is United States.
VECTOR LAUNCH: Exclusivity Period Extended Until July 10
--------------------------------------------------------
Judge John Dorsey of the U.S. Bankruptcy Court for the District of
Delaware extended to July 10 the period during which only Vector
Launch Inc. and its affiliates can file a Chapter 11 plan.
The companies have the exclusive right to solicit votes on any
filed plan until Sept. 8.
About Vector Launch Inc.
Vector Launch Inc., -- https://www.vector-launch.com/ -- is a space
technology that develops rockets and satellite computing
technology. Vector maintains engineering and software development
facilities in California and fabrication and research facilities in
Arizona. Vector is the parent of Garvey and owns 100% of Garvey's
equity interests. Vector, which was formed as a Delaware
corporation in 2016, is the primary operating entity and since 2016
has been the only Debtor entity with significant operations or
assets.
Vector sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
19-12670) concurrently with Garvey Spacecraft Corporation (Bankr.
D. Del. Case No. 19-12671) on December 13, 2019.
In the petitions signed by CRO Shaun Martin, Vector Launch was
estimated to have between $10 million and $50 million in assets and
between $1 million and $10 million in liabilities. Garvey
Spacecraft was estimated to have assets of up to $50,000 and
between $1 million and $10 million in liabilities.
Judge John T. Dorsey oversees the case.
Sullivan Hazeltine Allinson LLC and Pillsbury Winthrop Shaw Pittman
LLP serve as Debtors' legal counsel. Epiq Corporate Restructuring,
LLC is Debtors' claims, notice agent and administrative advisor.
VICTERRA ENERGY: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Victerra Energy Holding Co., LLC 20-32487
FDBA Atlantic Resources II Holding Co. LLC
700 Milam Street
Suite 1300
Houston, TX 77002
Victerra Energy Interests, LLC 20-32488
Victerra Energy, LLC 20-32489
Business Description: Victerra -- https://victerra.com -- acquires
and develops upstream oil and gas projects
in the onshore United States. Currently,
Victerra is focused on the Permian Basin
with its existing project in Western Reeves
County.
Chapter 11
Petition Date: May 6, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Marvin Isgur
Debtors' Counsel: Matthew S. Okin, Esq.
OKIN ADAMS LLP
1113 Vine St., Suite 240
Houston, TX 77002
Tel: (713) 228-4100
Email: info@okinadams.com
Debtors'
Oil & Gas
Consultants: BUCKLEY & BOOTS, LLC
1117 Potomac, Suite B
Houston, Texas 77057
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Drew McManigle, chief restructuring
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://is.gd/GEiwD6
https://is.gd/fCIyug
https://is.gd/ZOuvtw
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. EagleClaw Midstream $519,265
Ventures, LL
P.O. Box 5889
Midland, TX 79704-0000
2. H. L. Hawkins, Jr., Inc. $494,077
300 Board of Trade
Place New Orleans, LA 70130-0000
3. Aggreko Holding, Inc. $329,736
P.O. Box 972562
Dallas, TX 75397-0000
4. Salt Creek Midstream, LLC $291,007
20329 State Hwy
249 Floor 4
Houston, TX 77070-0000
5. Purestream Services, LLC $243,155
790 South Komas Drive
Salt Lake City, UT 84108-0000
6. RS Energy Group, Inc. $173,225
600 Travis St. Suite 750
Houston, TX 77002-0000
7. Cottonwood Ranch & $171,064
Investments, LP
7715 Escala Dr.
Austin, TX 78735-0000
8. Troy A. Carmichael $113,602
Testamentary Trust
311 North Virginia
Street Port
Lavaca, TX 77979-0000
9. Texas General Land $110,156
Office 1700 N.
Congress Avenue
Austin, TX 78701-0000
10. Flatrock Eng. and $109,603
Environmental, LL
18615 Tuscany Stone
Suite 380
San Antonio, TX 78258-0000
11. Enerflex Energy $74,162
Systems, Inc.
P.O. Box 13800
Oklahoma City, OK 73113-0000
12. Horsepower Electric, LLC $71,054
28 Jenkins Drive
Artesia, NM 88210-0000
13. FTI Consulting, Inc. $42,016
P.O. Box 418005
Boston, MA 02241-0000
14. Centri Pump, Inc. $40,069
PO Box 52321
Midland, TX 79710-0000
15. PERC Engineering, LLC $35,099
1880 S. Dairy
Ashford Rd. Suite 606
Houston, TX 77077-0000
16. IHS Global, Inc. $33,506
P.O. Box 847193
Dallas, TX 75284-0000
17. Bracewell LLP $31,996
P.O. Box 207486
Dallas, TX 75320-0000
18. Catalyst Oilfield Service $29,877
2016 LLC
PO Box 8485
Midland, TX 79708-0000
19. JW Powerline $28,619
P.O. Box 732290
Dallas, TX 75373-0000
20. Schlumberger Technology Corp. $28,498
P.O. Box 732149
Dallas, TX 75373-0000
21. McElroy, Sullivan, $27,675
Miller & Weber, L
P.O. Box 12127
Austin, TX 78711-0000
22. Hippo Energy $27,300
P.O. Box 1667
Hilltop, TX 77871-0000
23. Ricochet Oilfield $24,717
Services, LLC
P.O. Box 732951
Dallas, TX 75373-0000
24. RainRock Services, LLC $22,550
P.O. Box 11247
Midland, TX 79702-0000
25. BSREP II Houston $22,072
Office 3HC Owner LLC
PO Box 207344
Dallas, TX 75320-0000
26. Whitley Penn 640 $20,200
Taylor Street Suite 220
Fort Worth, TX 76102-0000
27. Triple T's Linings, LLC $19,497
2493 Pecos Hwy.
Carlsbad, NM 88220-0000
28. Penasco Services, LLC $19,125
PO Box 1210
Carlsbad, NM 88220-0000
29. Bosque Energy Services $19,096
P.O. Box 2779
Weatherford, TX 76086-0000
30. CSI Compressco LP $16,600
PO Box 840082
Dallas, TX 75284-0000
VISCARIA CONSULTING: Needs Additional Time to Formulate Exit Plan
-----------------------------------------------------------------
Viscaria Consulting and Services, LLC asks the U.S. Bankruptcy
Court for the Southern District of Texas to extend until June 26
the deadline for filing its plan of reorganization and disclosure
statement.
Viscaria Consulting is seeking an extension to allow it to analyze
its financial situation and prepare an appropriate plan of
reorganization/liquidation for the benefit of the estate and its
creditors.
Viscaria Consulting's sales have been greatly affected by
coronavirus pandemic and the "shelter in place" orders by the city
and county. This recent event jeopardizes the feasibility of the
reorganization of the company. Hence, the company needs additional
time to analyze the impact of the pandemic to its business and
income stream.
About Viscaria Consulting and Services
Viscaria Consulting and Services, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
19-35993) on Oct. 28, 2019.
At the time of the filing, the Debtor had estimated assets of
between $50,001 and $100,000 and liabilities of between $100,001
and $500,000.
The case has been assigned to Judge Christopher M. Lopez. The
Debtor tapped Russell Van Beustring, Esq., at The Lane Law Firm,
PLLC as its legal counsel.
The Office of the U.S. Trustee on Dec. 3 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Viscaria Consulting and
Services, LLC.
W3 TOPCO: Bank Debt Trades at 17% Discount
------------------------------------------
Participations in a syndicated loan under which W3 TopCo LLC is a
borrower were trading in the secondary market around 83
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $330 million facility is a term loan. About $321.8 million of
the loan remains outstanding. The loan is scheduled to mature on
August 16, 2025.
The Company's country of domicile is United States.
WALKER MACHINE: Seeks to Extend Exclusive Filing Period to June 8
-----------------------------------------------------------------
Walker Machine Tool Solutions, Inc. asks the U.S. Bankruptcy Court
for the Northern District of Alabama to extend the deadline and
exclusivity period for filing a plan of reorganization and
disclosure statement an additional 45 days, making the deadline,.
The Debtor requires additional time to evaluate the outcome of the
auction to better formulate its Plan and Disclosure Statement. The
Court has scheduled an online-only auction through Bidspotter.com.
About Walker Machine Tool Solutions
Walker Machine Tool Solutions, Inc., is in the machine shops
business. Walker Machine sought Chapter 11 protection (Bankr. N.D.
Ala. Case No. 19-04553) on Nov. 5, 2019. The petition was signed
by Ron Walker or Linda Walker, president and secretary. The Debtor
disclosed total assets of $1,750,361 and total liabilities of
$582,993. The Debtor tapped Stuart M. Maples, Esq., at Maples Law
Firm, PC, as counsel.
WILDWOOD MILLWORK: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Wildwood Millwork, LLC
2408 Lincolnway East Suite A
Goshen, IN 46526
Business Description: Wildwood Millwork, LLC is engaged in the
manufacturing of wood products.
Chapter 11 Petition Date: May 6, 2020
Court: United States Bankruptcy Court
Northern District of Indiana
Case No.: 20-30768
Debtor's Counsel: Christopher Riley, Esq.
RILEY LAW CENTRE LLC
P.O. Box 644
Granger, IN 46530
Tel: 574-440-3693
E-mail: csrileyesq@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Wayne Chupp, CEO.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/T9gvzF
WILLIAM CARTER CO: Moody's Rates New $400MM Sr. Unsec. Notes 'Ba2'
------------------------------------------------------------------
Moody's Investors Service assigned a Ba2 to The William Carter
Company's proposed $400 million senior unsecured notes due 2025.
Concurrently, Moody's affirmed the company's Ba1 corporate family
rating, Ba1-PD probability of default rating and Ba2 rating on the
$500 million senior unsecured notes due 2027. The speculative-grade
liquidity rating was downgraded to SGL-2 from SGL-1. The outlook
remains stable.
Proceeds from the $400 million senior unsecured proposed notes will
be used to repay approximately $200 million of the outstanding
borrowings under the company's $750 million revolving credit
facility and for general corporate purposes.
The affirmation of the CFR, PDR and unsecured notes rating with a
stable outlook reflects Moody's expectations that Carter's credit
metrics and liquidity will recover to levels supportive of the Ba1
rating over the next 24 months.
"Despite the severe disruption across the apparel retail sector,
Moody's expects Carter's to remain resilient due to the strength of
its brand and balance sheet, as well as the replenishment nature of
demand for young children's apparel," said Moody's Vice President
and senior analyst Raya Sokolyanska.
The downgrade of the speculative-grade liquidity rating to SGL-2
from SGL-1 reflects Moody's expectations for weak free cash flow
generation and significant revolver reliance during 2020, but high
cash balances that will adequately support operations. Pro-forma
for the notes issuance, the company will have $956 billion of
balance sheet cash and $547 million revolver borrowings, with $198
million excess availability. Moody's expects about breakeven free
cash flow for the full year 2020. However, Moody's projects cash
flow deficits in Q2 and Q3 that will be supported by cash balances
and good revolver availability, allowing Carter's to comfortably
meet its operational needs. The company has amended the terms of
its revolving credit facility to waive its financial maintenance
covenants through Q1 2021 and increase covenant cushion until Q3
2021, among other changes.
Moody's took the following rating actions for The William Carter
Company, Inc.:
Corporate family rating, affirmed Ba1
Probability of default rating, affirmed Ba1-PD
Proposed $400 million Senior unsecured regular bond/debenture
due 2025, assigned Ba2 (LGD5)
$500 million Senior unsecured regular bond/debenture due 2027,
affirmed Ba2 (LGD5)
Speculative grade liquidity rating, downgraded to SGL-2 from
SGL-1
Outlook, remains stable
RATINGS RATIONALE
Carter's Ba1 CFR reflects the company's well-recognized brands and
leading share in the U.S. young children's apparel category. The
replenishment nature of Carter's competitively priced baby and
toddler offering results in resilient performance during
recessionary periods and limited fashion risk compared to other
apparel companies. The rating also incorporates Carter's good
liquidity and maintenance of strong credit metrics relative to
similarly-rated apparel peers prior to the current disruption. The
rating also incorporates governance considerations, including the
company's balanced financial strategies.
Carter's credit profile is limited by the expected deterioration in
credit metrics over the next 12-24 months. Moody's expects EBITDA
to decline by over 60% in 2020 as a result of temporary store
closures, declines in orders from wholesale partners, depressed
margins due to promotional activity and lower consumer spending,
resulting in debt/EBITDA increasing to 5.4 times at year-end 2020
from 3.9 times (Moody's-adjusted, as of March 31, 2020). However,
debt/EBITDA should improve towards 3.5 times by year-end 2021, as
earnings recover to levels within 30% of 2019, and the company
repays revolver borrowings. The rating also considers Carter's
narrow product focus in infant and toddler apparel, customer
concentration, and geographic focus mainly in the US. As an apparel
designer and retailer, the company also needs to make ongoing
investments in its brands and infrastructure, as well as in social
and environmental drivers including responsible sourcing, product
and supply sustainability, privacy and data protection.
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, falling oil prices, and asset price declines are
creating a severe and extensive credit shock across many sectors,
regions and markets. The combined credit effects of these
developments are unprecedented. The non-food retail sector has been
one of the sectors most significantly affected by the shock given
its sensitivity to consumer demand and sentiment. More
specifically, the weaknesses in Carter's credit profile, including
its exposure to widespread store closures and US discretionary
consumer spending have left it vulnerable to these unprecedented
operating conditions. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety.
The stable rating outlook reflects Moody's expectations that
Carter's will maintain its market share and solid operating
margins, and gradually recover earnings towards levels achieved
prior to the coronavirus disruption. Moody's also expects Carter's
to maintain balanced financial policies and good liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if there is no clear path for
earnings recovery in 2021 to levels within 30% below 2019. The
ratings could also be downgraded if financial policies become more
aggressive or liquidity erodes. Quantitatively, the ratings could
be downgraded if debt/EBITDA is sustained above 3.75 times.
The ratings could be upgraded if the company demonstrates a
commitment to maintaining an investment grade profile, including
credit metrics stronger than the quantitative upgrade triggers. An
upgrade would also require sustained market share and operating
performance in key segments, lease-adjusted debt/EBITDA maintained
below 3 times, EBITA/interest expense above 5.5 times and EBITA
margins in the mid-teens.
Headquartered in Atlanta, Georgia, The William Carter Company owns
the "Carter's", "OshKosh B'gosh" and "Skip Hop" brands, which are
distributed through more than 1,100 company-operated stores,
websites, as well as national chains, department stores, specialty
retailers and e-commerce platforms domestically and
internationally. Revenues for the twelve months ended March 28,
2020 were approximately $3.5 billion. The company's parent entity
Carters, Inc. is publicly traded.
The principal methodology used in these ratings was Apparel
Methodology published in October 2019.
WILLIAM MORRIS: Bank Debt Trades at 30% Discount
------------------------------------------------
Participations in a syndicated loan under which William Morris
Endeavor Entertainment LLC is a borrower were trading in the
secondary market around 70 cents-on-the-dollar during the week
ended Fri., May 1, 2020, according to Bloomberg's Evaluated Pricing
service data.
The $3 billion facility is a term loan. About $3 billion of the
loan remains outstanding. The loan is scheduled to mature on May
18, 2025.
The Company's country of domicile is United States.
WINDSTREAM HOLDINGS: Shearman 3rd Update on Midwest Noteholders
---------------------------------------------------------------
In the Chapter 11 cases of Windstream Holdings, Inc., et al., the
law firm of Shearman & Sterling LLP submitted a third amended
verified statement under Rule 2019 of the Federal Rules of
Bankruptcy Procedure, to disclose an updated list of Ad Hoc Group
of Midwest Noteholders that it is representing.
On or about August 8, 2018, the Ad Hoc Group of Midwest Noteholders
retained S&S to represent their common interests in connection with
restructuring discussions related to the Notes. From time to time
thereafter, certain holders of Notes have joined the Ad Hoc Group
of Midwest Noteholders.
S&S also separately represents Engineering Associates, LLC, Globe
Communications, LLC, Nichols Construction, LLC, Niels Fugal Sons
Company, LLC, Star Construction, LLC, TelCom Construction, Inc.,
Tesinc, LLC, Trawick Construction Company, LLC, Triple-D
Communications, LLC and UtiliQuest, LLC in connection with the
above- captioned cases. See ECF No. 137. Other than as disclosed
herein, S&S does not represent or purport to represent any other
entities with respect to the Chapter 11 cases. In addition, no
member of the Ad Hoc Group of Midwest Noteholders purports to act,
represent, or speak on behalf of any other entities in connection
with the Chapter 11 cases.
As of May 6, 2020, members of the Ad Hoc Group of Midwest
Noteholders and their disclosable economic interests are:
The Lincoln National Life Insurance Company
c/o Macquarie Investment Management Advisers
2005 Market Street
Philadelphia, PA 19103-7094
* 6.75% Notes: $9,985,000.00
Continental Casualty Company
151 N. Franklin Street
Chicago, IL 60606-1821
* 6.75% Notes: $8,766,000.00
Whitebox Advisors LLC
3033 Excelsior Boulevard, Suite 300
Minneapolis, MN 55416
* 6.75% Notes: $20,845,000.00
AIG Asset Management (U.S.), LLC
80 Pine Street
New York, NY 10005
* 6.75% Notes: $8,000,000.00
Barclays Bank PLC
745 7th Avenue
New York, NY 10019
* 6.75% Notes: $5,412,000.00
* First Lien Revolving Credit Facility: $96,476.00
* Senior Secured Credit Facility, Tranche B6: $214,732.00
* Second Lien Notes: $8,199,000.00
Hain Capital Investors Master Fund, Ltd.
301 Route 17 North
Rutherford, NJ 07070
* 6.75% Notes: $10,015,000.00
* Second Lien Notes: $1,500,000.00
BlackRock Global Event Partners
40 East 52nd Street
New York, NY 10022
* 6.75% Notes: $5,046,000.00
Counsel to the Ad Hoc Group of Midwest Noteholders can be reached
at:
SHEARMAN & STERLING LLP
Joel Moss, Esq.
Jordan A. Wishnew, Esq.
599 Lexington Avenue
New York, NY 10022
Telephone: (212) 848-4000
Facsimile: (212) 848-7179
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/WQTgiv
About Windstream Holdings
Windstream Holdings, Inc., and its subsidiaries provide advanced
network communications and technology solutions for businesses
across the United States. They also offer broadband, entertainment
and security solutions to consumers and small businesses primarily
in rural areas in 18 states.
Windstream Holding Inc. and its subsidiaries filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 19-22312) on Feb. 25,
2019.
The Debtors had total assets of $13,126,435,000 and total debt of
$11,199,070,000 as of Jan. 31, 2019.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as counsel; PJT Partners LP as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; and Kurtzman Carson Consultants as notice
and claims agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 12, 2019. The committee tapped
Morrison & Foerster LLP as its legal counsel, AlixPartners, LLP, as
its financial advisor, and Perella Weinberg Partners LP as
investment banker.
WOLVERINE WORLD: Moody's Rates Proposed Senior Unsecured Notes 'Ba2
-------------------------------------------------------------------
Moody's Investors Service assigned a Ba2 to Wolverine World Wide,
Inc.'s proposed senior unsecured notes. Concurrently, Moody's
affirmed the company's Ba1 corporate family rating, Ba1-PD
probability of default rating and Ba2 senior unsecured notes
rating. The speculative-grade liquidity rating remains SGL-2, and
the outlook remains negative.
Wolverine plans to use proceeds from the proposed notes to pay down
a portion of outstanding borrowings under its revolving credit
facility. Wolverine also intends to use a portion of the proceeds
from a new unrated incremental 364-day secured term loan to further
repay revolver debt. The affirmation reflects the liquidity
benefits of the proposed transaction and continuing efforts to
reduce costs and manage cash flow during the coronavirus pandemic.
Assignments:
Issuer: Wolverine World Wide, Inc.
Senior Unsecured Regular Bond/Debenture, Assigned Ba2 (LGD5)
Affirmations:
Issuer: Wolverine World Wide, Inc.
Corporate Family Rating, Affirmed Ba1
Probability of Default Rating, Affirmed Ba1-PD
Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD5)
Outlook Actions:
Issuer: Wolverine World Wide, Inc.
Outlook, Remains Negative
RATINGS RATIONALE
The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The apparel and
footwear sector has been one of the sectors most significantly
affected by the shock given its sensitivity to consumer demand and
sentiment. More specifically, the weaknesses in Wolverine's credit
profile, including its exposure to widespread store closures and
discretionary consumer spending have left it vulnerable to shifts
in market sentiment in these unprecedented operating conditions and
Wolverine remains vulnerable to the outbreak continuing to spread.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. Its action reflects the impact on Wolverine of the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.
Wolverine's Ba1 CFR is constrained by the expected deterioration in
credit metrics in 2020 as a result of the coronavirus pandemic.
Moody's-adjusted debt/EBITDA was high at the end of 2019 due to
revolver borrowings to fund share repurchases, strategic capital
investments and increased inventory early in the year. Moody's
expects leverage to approach 5 times at the end of 2020, with
improvement towards 2019 levels (around 3.6x) in 2021 due to a
gradual earnings recovery and permanent debt reduction. Also
considered are Wolverine's narrow product focus in the footwear
segment, and greater degree of fashion risk for certain brands. The
rating reflects governance risks, including capital allocation
policies that increased debt and leverage in 2019.
Supporting the rating are Wolverine's meaningful scale in the
global footwear industry, its sizable portfolio of brands which
appeal to a broad range of consumer needs, and dependable
replenishment demand cycles of the footwear category due to normal
product wear and tear. The company returned to revenue growth and
improved profit margins following its strategic realignment and the
Wolverine Way Forward transformational plans. At the same time,
Wolverine has significantly reduced acquisition debt since the end
of 2012. In addition, EBITA/interest was very solid at the end of
2019, at around 6.5x. Liquidity is good, supported by balance sheet
cash ample revolver availability, and Moody's expectation for
covenant compliance over the next 12-18 months.
The negative outlook reflects the risk that a prolonged downturn
triggered by the rapid spread of the coronavirus will pressure
Wolverine's operating performance and cash flow, as well as its
ability to reduce leverage over the near-to-intermediate term.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the negative outlook as well as its small revenue scale and
narrow product focus, an upgrade is not likely over the near term.
However over time, Wolverine's ratings could be upgraded if it were
to sustainably reduce financial leverage through further debt
reduction and profitable growth. An upgrade would also require
increased diversification via international expansion, or an
expanded portfolio of brands or products. Quantitatively, ratings
could be upgraded if adjusted debt/EBITDA was sustained below 3.0
times, EBITA/interest above 5.0x, and FFO/Net Debt above 35%.
Ratings could be downgraded if the company were to see a sustained
decline in operating performance, if it is otherwise unable to
permanently reduce debt with free cash flow during this fiscal
year, or if it were to undertake more aggressive financial policies
such as share repurchases prior to meaningfully reducing leverage.
A downgrade could also occur if liquidity were to weaken, such as
through negative free cash flow or financial covenant concerns.
Quantitatively, ratings could be downgraded if lease-adjusted
debt/EBITDA was sustained above 3.5x or EBITA to interest coverage
below 4.0x.
Wolverine is a marketer of branded casual, active lifestyle, work,
outdoor sport, athletic, children's and uniform footwear and
apparel. The company's portfolio of brands includes: Merrell,
Sperry, Hush Puppies, Saucony, Wolverine, Keds, Stride Rite, Chaco,
Bates and HYTEST. The company also is the global footwear licensee
of the Cat and Harley-Davidson brands. The company's products are
carried by leading retailers in the U.S. and globally in
approximately 170 countries and territories.
The principal methodology used in these ratings was Apparel
Methodology published in October 2019.
WOODFORD EXPRESS: Bank Debt Trades at 39% Discount
--------------------------------------------------
Participations in a syndicated loan under which Woodford Express
LLC is a borrower were trading in the secondary market around 61
cents-on-the-dollar during the week ended Fri., May 1, 2020,
according to Bloomberg's Evaluated Pricing service data.
The $364 million facility is a term loan. About $356.7 million of
the loan remains outstanding. The loan is scheduled to mature on
January 26, 2025.
The Company's country of domicile is United States.
WYNDHAM DESTINATIONS: Fitch Alters Outlook on 'BB-' LT IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating for
Wyndham Destinations, Inc. at 'BB-'; the Negative Rating Outlook
reflects the impact of the coronavirus on the travel and leisure
sectors. The length and severity of the coronavirus pandemic on
travel and leisure demand will be key considerations in stabilizing
the ratings. These factors include the degree and duration of lower
vacation ownership interest Sales from travel restrictions and
weaker U.S. consumer confidence and employment trends.
Fitch's rating case anticipates that Wyndham's leverage will
increase to the high single digit range during 2020 and return
below its 5.5x negative sensitivity by YE 2022, notwithstanding the
actions the company has taken to reduce expenses and bolster
liquidity. Wyndham has adequate near-term liquidity and manageable
debt maturities through 2022.
Fitch expects the abrupt halt to travel and economic disruption due
to the coronavirus pandemic to result in a quicker and deeper
decline in timeshare industry fundamentals compared to the
downturns following the global financial crisis and Sept. 11, 2001
terrorist attacks.
WYND has a strong competitive position as the largest timeshare
industry operator, as well as the diversification benefits of its
less capital-intensive exchange business. The discretionary nature
of timeshare sales and WYND's high financial leverage are factors
that balance the ratings. The latter is partially offset by strong
profitability and cash flows from WYND's timeshare financing
activities.
Fitch's rating case for Wyndham assumes U.S. timeshare VOI revenues
decline 10% in 1Q20 and 75% during 2Q20 before recovering to 65%
and 85% of 2019 volumes during 3Q20 and 4Q20. These assumptions
contribute to revenues declining by 33% during 2020.
Fitch assumes 2021 revenues rebound by 26% to roughly 85% of 2019
levels and subsequently recover to 100% of 2019 levels during 2022,
reflecting marked improvement from the unsustainably low travel
levels and social restrictions designed to limit the spread of the
disease, offset by lingering weakness from disruption to the U.S.
and global economies.
KEY RATING DRIVERS
Higher Leverage, Uncertain Recovery: Fitch expects Wyndham's
leverage (total adjusted debt/operating EBITDAR) to rise above 5.5x
during 2020 and 2021 before declining to around 5.0x during 2022.
Fitch's leverage calculation excludes Wyndham's net interest margin
(NIM) from timeshare financing and the related non-recourse debt
but includes an adjustment to ensure proper capitalization of the
company's captive finance operations.
Wyndham has an announced leverage target of 2.25x to 3.0x, based on
a net leverage calculation that includes net financing income but
excludes the non-recourse, securitized timeshare receivables
obligations held on the company's balance sheet. For LTM Dec. 31,
2019, company-measured net leverage was 2.7x.
Strong Cash Flows: Following the spin-off, Fitch expects Wyndham's
through-the-cycle cash flow volatility to increase as the company's
operational focus has narrowed to the less stable, more
capital-intensive timeshare business. Wyndham generates the
majority of its timeshare cash flows from interval sales and, to a
lesser extent, from the financing spread from timeshare loans and
recurring fees from long-term resort management contracts.
Wyndham also generates roughly a quarter of its revenues from the
less capital-intensive, fee-based timeshare exchange business.
Wyndham has modified its timeshare business since 2009 in an effort
to reduce cash flow volatility. Examples include emphasizing
recurring revenues such as property management fees, exchange fees,
and transitioning to more capital-efficient forms of inventory
sourcing, such as the "just-in-time" model, which allows Wyndham to
acquire completed inventory developed by a third-party close to the
time of the sale to the timeshare customer.
Fitch expects the company will continue to seek timeshare inventory
sourcing opportunities under its capital light business model, in
addition to modest timeshare inventory spending of roughly $250
million annually.
Strong Position in Competitive Industry: Wyndham has a strong
market position in the timeshare industry. The company is the
largest timeshare operator based on owner families, which provides
some economies of scale and facilitates third-party marketing
relationships. Wyndham also operates one of the two largest
timeshare exchange networks through its RCI subsidiary.
Fitch expects the company to generate returns on invested capital
at or above its peer average through the cycle. The domestic
timeshare market is mature, with above average economic cyclical
sensitivity owing to the consumer discretionary nature of the
product. Entry barriers are limited, and there are a variety of
competitive alternatives, including rapid growth and adoption of
alternative lodging accommodation companies, such as Airbnb, Inc.
Speculative Grade Financial Flexibility: Wyndham's financial
flexibility is generally consistent with speculative grade ratings.
The company has financial policies in place, but Fitch expects the
company to show some flexibility around implementation that could
lead it to temporarily exceed downward rating sensitivities.
Wyndham has adequate liquidity but has some intermediate-term debt
maturity concentration, as well as reliance upon the timeshare ABS
market to fund its timeshare customer lending beyond its $800
million warehouse facility.
Market volatility related to the coronavirus pandemic has hampered
the company's capital access from timeshare ABS securitizations in
the near-term; however, the company recently completed a $325
million floating rate private placement issuance with Sierra
Timeshare receivables LLC. The securitization had an initial
interest rate of 3.84%. Fitch's rating case assumes the company
regains access to this capital avenue during the 2H20.
Growing Contingent Liabilities: Wyndham's off-balance-sheet
liabilities, including contractual and contingent obligations, have
increased in recent years, partly due to the company's less
capital-intensive timeshare inventory sourcing strategies. Fitch
incorporates these items into the ratings by analyzing Wyndham's
liquidity position and the potential impact to increased leverage
under various liability funding scenarios. Inventory purchase
commitments under its capital-light business model have increased
Wyndham's off-balance-sheet contractual obligations. Fitch
recognizes the financing elements associated with these
transactions, but does not consider them akin to debt.
Cyclicality of Timeshare Industry: The domestic timeshare market is
mature, with above average economic cyclical sensitivity owing to
the consumer discretionary nature of the product. Entry barriers
are limited, and there are a variety of competitive alternatives,
including rapid growth and adoption of alternative lodging
accommodation companies, such as Airbnb, Inc.
Fitch generally views the timeshare business less favorably than
the lodging business due to greater earnings volatility and capital
intensity. The timeshare industry is highly discretionary and VOI
sales are very sensitive to economic conditions. This sensitivity
was evidenced in the latest recession; over 2008 - 2009, U.S. VOI
sales fell over 40% from the industry's $10.6 billion peak in 2007
to $6.3 billion in 2009. Since 2009, industry sales have grown each
year (6% CAGR), to over $10 billion during 2019.
DERIVATION SUMMARY
Wyndham's ratings reflect the company's dominant position in the
timeshare industry, as well as the diversification benefits of its
less capital-intensive exchange business. The discretionary nature
of timeshare sales and the company's high financial leverage
balance the ratings.
Wyndham is the largest timeshare operator with close to 900,000
owners in its system. Marriott Vacations is the company's closest
peer following completion of its acquisition of ILG given the
combined size (roughly 660,000 owner families), followed by Hilton
Grand Vacations at 315,000 and Bluegreen Vacations with 217,000.
Wyndham's revenues are more diversified than Hilton Grand Vacations
due to the inclusion of its timeshare exchange network, RCI.
However, peer Marriott Vacations gained access to Interval's
network through its acquisition of ILG. Marriott Vacations also has
better brand diversification via its relationship with Marriott
International (BBB-/RON) and ILG's exclusive licenses to use the
Starwood and Hyatt timeshare brands.
KEY ASSUMPTIONS
-- Serve, roughly 33% drop in revenues in 2020, followed by a
rebound in 2021 and 2022 to around 85% and 100% of peak 2019
levels, respectfully;
-- EBITDA falls by roughly 50% during 2020, with margins steadily
improving to high teens through 2022;
-- Dividends and share repurchase are reintroduced during the
2H21 as cash flow recovers and leverage returns to within the
firm's 2.25x - 3.0x target range.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Total adjusted debt to Operating EBITDAR sustaining below
4.0x;
-- Greater cash flow diversification by brand and/or business
line.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Deterioration in the company's liquidity position, possibly
due to greater off-balance sheet timeshare inventory purchase
commitments, leading to EBITDAR/ (Gross Interest + Rents)
sustaining below 2.0x;
-- Adjusted Debt to Operating EBITDAR sustaining above 5.5x;
-- Material decline in profitability, leading to EBITDAR margins
sustaining around 15%;
-- Consistently negative Free Cash Flow.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: At YE 2019 Wyndham had $355 million in cash and
full availability under its $1.0 billion revolving credit facility.
Since YE 2019 WYND has fully drawn its $1.0 billion revolver
increasing the cash on its balance sheet to approximately $1.3
Billion.
The company has some intermediate-term concentration in its debt
maturity ladder, as well as reliance upon the ABS market to help
fund its timeshare customer lending activities beyond its $800
million warehouse facility.
Market disruption related to the coronavirus pandemic has curtailed
Wyndham's timeshare asset-backed securitization (ABS) market
access. However, the company recently completed a $325 million
floating rate private placement issuance with Sierra Timeshare
receivables LLC. The securitization had an initial interest rate of
3.84% that Fitch believes the company has adequate capacity to fund
new timeshare sales through its $800 million receivable
securitization warehouse facility until ABS market conditions
improve.
SOURCES OF INFORMATION
ESG CONSIDERATIONS
The highest level of ESG credit relevance, if present, is a score
of 3. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
In accordance with Fitch Ratings' policies, the issuer appealed and
provided additional information to Fitch Ratings that resulted in a
Rating action that is different than the original Rating committee
outcome.
ESG CONSIDERATIONS
The highest level of ESG credit relevance, if present, is a score
of 3. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).
WYNDHAM DESTINATIONS: Moody's Cuts CFR to Ba3, Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Wyndham
Destinations including its Corporate Family Rating to Ba3 from Ba2,
its Probability of Default Rating to Ba3-PD from Ba2-PD and senior
secured bank facility and note ratings to Ba3 from Ba2. At the same
time Moody's downgraded the company's Speculative Grade Liquidity
rating to SGL-2 from SGL-1. The outlook was revised to negative
from stable.
"The downgrade reflects Moody's expectation that Wyndham
Destinations' earnings will be pressured in 2020 and 2021 due to
travel restrictions and macroeconomic weakness related to the
spread of the coronavirus which will lead to debt/EBITDA remaining
above the downgrade indicator of 5.0x for the next two years,"
stated Pete Trombetta, Moody's lodging and cruise analyst. Moody's
forecast assumes a majority of the company's resorts are closed for
most of the second quarter of 2020, resulting in weak tour flow and
new timeshare sales, with sales recovering slowly into 2021.
Wyndham Destinations entered 2020 with weak debt/EBITDA of 5.3x
relative to its downgrade indicator of 5.0x. Vacation ownership
interest sales make up almost half of total sales for Wyndham
Destinations and softness in that segment will make it difficult
for Wyndham Destinations to de-lever below 5.0x (Moody's
calculation of debt includes standard adjustments and 100% of
securitized debt).
Downgrades:
Issuer: Wyndham Destinations
Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD
Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1
Corporate Family Rating, Downgraded to Ba3 from Ba2
Senior Secured Bank Credit Facility, Downgraded to Ba3 (LGD3) from
Ba2 (LGD3)
Senior Secured Regular Bond/Debenture, Downgraded to Ba3 (LGD3)
from Ba2 (LGD3)
Outlook Actions:
Issuer: Wyndham Destinations
Outlook, Changed to Negative from Stable
RATINGS RATIONALE
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, falling oil prices, and asset price declines are
creating a severe and extensive credit shock across many sectors,
regions and markets. The combined credit effects of these
developments are unprecedented. The lodging sector has been one of
the sectors most significantly affected by the shock given its
sensitivity to consumer demand and sentiment. More specifically,
the weaknesses in Wyndham Destinations' credit profile, including
its exposure to increased travel restrictions for US citizens which
represents a majority of the company's revenue and earnings have
left it vulnerable to shifts in market sentiment in these
unprecedented operating conditions and the company remains
vulnerable to the outbreak continuing to spread. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
Its action reflects the impact on Wyndham Destinations from the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.
Wyndham Destinations' Ba3 credit profile benefits from its large
scale -- it is the largest vacation ownership company, by revenue,
and operates the largest timeshare exchange network in terms of
number of members. The company also benefits from its licensing
agreement with Wyndham Hotels & Resorts (Ba1 on review for
downgrade), its brand and geographic diversification and the
stability of the timeshare exchange business and recurring property
management fees. In the short run, Wyndham Destinations' credit
profile will be dominated by the length of time that the timeshare
industry continues to be highly disrupted and the resulting impacts
on the company's cash consumption and its liquidity profile. The
normal ongoing credit risks include the higher risk profile of the
timeshare development and finance segment, including high default
rates associated with timeshare consumer receivables, a higher
capital investment requirement than its exchange business, and a
reliance on the securitization market to recycle consumer
receivables so that capital can be made available for other
corporate objectives, including returns to shareholders. The
company is also constrained by its high leverage, which Moody's
estimates will be above 5.0x until at least the end of 2021. The
company's SGL-2 Speculative Grade Liquidity rating reflects the
company's good cash balances and fully drawn revolving credit
facility. Moody's expects these cash balances will be sufficient to
cover cash needs in 2020.
The negative outlook reflects Moody's expectation that continued
weakness caused by the disruption related to the spread of the
coronavirus, and the resulting macroeconomic weakness, could
pressure Wyndham Destinations' earnings further and result in
debt/EBITDA as high as 6.0x through 2021.
Wyndham Destinations' liquidity is good with cash balances of about
$1 billion, including proceeds from the full drawdown of its $1.0
billion senior secured revolver due 2023. Moody's forecasts this
level of cash will be sufficient to cover the company's required
inventory investment, accounts receivable originations, debt
service requirements and capital expenditures through 2020. The
$1.0 billion revolver is subject to financial maintenance covenants
that are tested quarterly, including a maximum first lien net
leverage ratio (as defined) of 4.25x and a minimum interest
coverage ratio of 2.5x (as defined). The company may need to seek
covenant relief should earnings decline in line with its
expectations. Moody's views the company as having modest access to
alternative liquidity in a distressed scenario including the sale
of receivables.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded further in the near term if the
company's liquidity weakened in any way or if the recovery is
delayed beyond its base assumptions. The ratings could also be
downgraded if indications are that the company cannot de-lever to
below 5.25x. The outlook could be revised to stable if the impacts
from the spread of the coronavirus stabilizes, resorts open and
vacation ownership interest sales increase, enabling the company to
maintain debt/EBITDA below 5.25x. Ratings could be upgraded if the
company is able to maintain leverage below 4.75x with
EBITA/interest expense around 4.5x.
Wyndham Destinations is the largest vacation ownership company in
the industry and operates the largest timeshare exchange business.
Wyndham Destinations develops and sells vacation ownership
(timeshare) intervals to individual consumers and provides consumer
financing in connection with these sales. It also provides
management services to hotels, rental properties, and vacation
ownership resorts. 2019 net revenues were approximately $4 billion.
ZENITH ENERGY: Fitch Alters Outlook on 'B-' LT IDR to Negative
--------------------------------------------------------------
Fitch Ratings has affirmed Zenith Energy U.S. Logistics Holdings,
LLC's Long-Term Issuer Default Rating at 'B-' and its senior
secured term loan and senior secured revolver at 'B'. The Recovery
Rating remains 'RR3', reflecting Fitch's expectations of a good
recovery in the event of a default.
The Outlook has been revised to Negative from Stable, reflecting
Fitch's concerns about leverage, which has been higher than
expected. The ratings reflect the company's high percentage of
take-or-pay contracts and long-term relationships with many of its
customers. Offsetting factors include Zenith's small size and
scale, and its sole focus on terminals.
KEY RATING DRIVERS
Leverage Drives Negative Outlook: Zenith's leverage (defined by
Fitch as total debt to adjusted EBITDA) was 10.0x as of YE 2019,
much higher than its forecast range of 7.0x-7.5x. Lower volumes
have been affecting cash flows while capex spending remains high
for the company. Furthermore, the current economic and financial
environments are creating headwinds Fitch believes will limit
Zenith's ability to reduce leverage meaningfully in the very near
term.
Capex and Liquidity: Zenith is a fairly small company and its
growth capex program is relatively large, considering the size of
the company's revenues and cash flows. Liquidity is limited to
availability on its secured revolver and equity injections from its
sponsor. Liquidity is expected to remain sufficient in the near
term.
Limited Size and Scale: The company's strategy is to focus on
secondary markets with limited competition. The assets were
acquired through several acquisitions and consist of terminaling,
storage, throughput and transloading facilities spread across the
U.S. Lower 48. In total, Zenith has 21 terminals in 12 states.
Arc Logistics Partners LP agreed in August 2017 to be acquired by
Zenith, a portfolio company of sponsor Warburg Pincus LLC and Kelso
& Company, L.P. ARCX was viewed as lacking size and scale, and had
limited access to public capital markets, which hindered its growth
as a master limited partnership. Zenith has access to equity
funding through its sponsors and eliminated distributions,
providing additional capital for potential growth.
Take-or-Pay Contracts: Management estimates approximately
two-thirds of revenues were generated from take-or-pay contracts
for 2019. These arrangements remove direct commodity price
exposure, benefiting Zenith's cash flows. However, Zenith's
contract tenor is relatively short. Management indicated it was
approximately two and a half years as of YE 2019. Recontracting
risk is therefore of concern in the intermediate term of 2021 and
beyond.
Active with Transactions: Zenith sold its Brooklyn Terminal in
September 2018 and entered into a long-term triple net lease. The
company also sold a 51% stake in its Pawnee Terminal to Tallgrass
Terminals, LLC during 2Q18. The company bought out its Portland
lease in December 2018.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
Environmental, Social and Governance 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.
Zenith has an ESG Relevance Score of '4' for Governance Issues for
its Group Structure. The company operates under a complex group
structure with exposure to financial issues arising elsewhere in
the group. In addition, as a private company backed by private
equity sponsors, disclosures are limited when compared to public
companies. These factors have a negative impact on its credit
profile and is relevant to the rating in conjunction with other
factors.
DERIVATION SUMMARY
Zenith's terminaling and storage assets are relatively small
compared with higher rated peers primarily focused on crude oil.
Zenith lacks the competitive advantage of ITT Holdings LLC's
(BBB-/Negative) strategic location in the New York Harbor and on
the lower Mississippi River. Zenith also lacks the size, scale and
diversity of other storage and terminal operators, such as Kinder
Morgan, Inc. (BBB/Stable); Buckeye Partners, L.P. (BB/Stable); and
NuStar Energy LP (BB-/RWN). Fitch typically views small-scale
standalone midstream companies with EBITDA below $100 million as
possessing higher risk credit profiles due to business
concentration risk, leading to lower competitive and financial
advantages that larger scale and diversity generally provide.
Zenith is best compared to similarly rated Rockpoint Gas Storage
Partners, L.P. (ROCGAS, B-/Stable), another small storage company.
However, ROCGAS is focused on natural gas storage, generates more
EBITDA than Zenith and has significantly lower leverage. Fitch
expects ROCGAS to have leverage in the 4.8x-5.8x range over the
forecast period. Both Zenith and ROCGAS issuers have supportive
sponsors.
TransMontaigne Partners LLC (BB/Stable) is a terminaling company
operating in 20 U.S. states, with slightly less storage capacity
than ITT Holdings and significantly greater capacity than Zenith.
TransMontaigne is focused on refined products, and 100% of its
revenue comes from fee-based contracts, roughly 75%-80% of which is
take or pay. TransMontaigne has slightly larger EBITDA than ROCGAS
and much lower leverage than Zenith. Fitch expects TransMonaigne's
leverage to be in the 4.8x-5.0x range in the forecast period.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within its Rating Case for the Issuer
Include:
-- Fitch assumes Zenith's Portland Terminal will require a
significant amount of capex in 2020;
-- Fitch assumes sponsors will provide capital contributions in
2020;
-- No distributions in 2020 or 2021.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Fitch could revise the Outlook to Stable if leverage (defined
as total debt with equity credit to adjusted EBITDA) was below 6.5x
on a sustained basis;
-- Given Zenith's high leverage and prospects for a slow
improvement, Fitch does not expect a rating upgrade in the near
term.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Expected or actual total debt to adjusted EBITDA above 7.5x
and/or adjusted EBITDA interest coverage below 1.5x on a sustained
basis;
-- Insufficient liquidity;
-- Heightened contract-renewal risk;
-- FFO fixed-charge coverage at or below 1.5x on a sustained
basis.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Sufficient Liquidity: Zenith had $5 million of cash on the balance
sheet and full availability on its revolver as of Dec. 31, 2019.
The company's primary source of liquidity is a $50 million
first-lien senior secured credit facility maturing in December
2022. As of YE 2019, $10 million was drawn on the revolver. Fitch
anticipates Zenith will maintain nominal cash balances, on average,
given the excess cash flow sweep and organic/M&A growth strategy.
The term loan had $295 million outstanding as of Dec. 31, 2019. The
term loan matures in 2024.
Zenith also benefits equity commitments from its sponsors.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch removed $5.7 million from 2018 revenues to adjust for a
one-time contract termination payment. For adjusted EBITDA, cash
distributions from unconsolidated affiliates were added to adjusted
EBITDA, rather than adding equity earnings. Fitch also removed $0.2
million in 2017, $2.7 million in 2018 and $1.0 million from the net
income associated to noncontrolling interest. A standard multiple
of 8.0x is applied to operating lease expense to derive
lease-equivalent debt.
[*] Corporate Chapter 11 Filings Rose 17%
-----------------------------------------
Bankruptcy filings fell by 1.1 percent for the 12-month period
ending March 31, 2020, compared with the year ending March 31,
2019. According to statistics released by the Administrative Office
of the U.S. Courts, the March 2020 annual bankruptcy filings
totaled 764,282, compared with 772,646 cases in the previous year.
Bankruptcies filed in just the month of March 2020 were mixed, as
nonbusiness filings (which includes consumer filings) fell sharply,
while new business bankruptcies increased. Nonbusiness filings for
chapters 7, 11, and 13 fell by a total of 15%, compared with the
same month in 2019, while business Chapter 11 filings rose 17%
during the same time period.
The most recent quarter, which ran from Jan. 1 through March 31,
2020, ended just as new unemployment claims began spiking to
historic levels. The Great Recession triggered a surge in new
bankruptcies over time, reaching a peak of nearly 1.6 million new
filings in the year ending September 2010.
A full-text copy of the report is available at https://is.gd/rNVRWm
[*] Moody's: Jobless Rate Soars as Shutdowns Affect Activity
------------------------------------------------------------
Moody's Investors Service reports that widespread business closures
and stay-at-home orders intended to combat the coronavirus outbreak
are resulting in a huge hit to the US economy, with policymakers
facing a difficult trade-off between public health and economic
outcomes. The enormous shock is most visible in the labor market.
Just a few months ago, the unemployment rate was 3.5%, the lowest
since 1969. In just six weeks, around 30 million US workers, or
one in five, have filed for unemployment insurance. While that
figure is staggeringly high, one hopeful sign is that new jobless
claims have fallen for four consecutive weeks. This indicates that
the economy is closer to peak unemployment.
Moody's relates that there is ample evidence that the US output
loss will be enormous. Moody's says, "We expect US real GDP to
shrink by nearly 30% annualized in the second quarter, following
the 4.8% contraction recorded in the first quarter. For the full
year, we forecast a contraction of 5.7%, followed by 4.5% growth in
2021. These forecasts assume that the economic activity which has
ground to a halt in the second
quarter will resume in the third quarter, as some of the
restrictive measures to curb the spread of the coronavirus
gradually ease. However, the resumption in activity, particularly
in high-contact services sectors, will likely remain weak until
fear of coronavirus contagion subsides."
Moody's continues, "Consistent with our forecasts for economic
growth, we expect the unemployment rate to
peak in the second quarter. We project the unemployment rate will
reach 15.0% in the quarter, as large swathes of the economy remain
shuttered and layoffs have soared. That rate would far exceed the
worst levels of the global financial crisis, when unemployment
peaked at 9.9% in the fourth quarter of 2009. But one stark
difference between the current situation and the financial crisis
is that many of the workers reporting job losses now will likely
return to their previous positions once lockdown measures end. The
services sector has shed the most jobs, but early labor market
indicators show that a large proportion of
these workers report the job losses as temporary, which means that
many businesses expect
to rehire once demand picks up.
"We forecast that the unemployment rate will begin to taper off to
11.0% in the third quarter, provided efforts to contain the virus
are effective enough to allow for a relaxation of social distancing
measures and that businesses will gradually resume normal
operations. We forecast the rate will fall back further to 8.5% in
the fourth quarter of this year. By the fourth quarter of 2021, we
expect the rate to decline to 7.0%. Still, that level would far
exceed precoronavirus levels."
Policy measures will help slow pace of job losses but employers
will be cautious in rehiring
Even with a recovery in the second half of this year, rehiring will
likely be sluggish, as worries about a renewed spread of the virus
are bound to linger without an effective treatment or a vaccine.
However, Moody's expects the pace of job losses to slow in the
coming weeks owing to fiscal policy support measures and incentives
for businesses to maintain payroll.
It is unlikely that all of the workers who have lost their jobs
will be absorbed back into the labor market when economic activity
restarts. Several factors will keep the unemployment rate elevated
well into 2021. Many services sector activities, such as those
related to leisure, entertainment, retail and travel, will not
normalize quickly. Despite the fiscal and monetary support
measures, some establishments in these sectors may permanently
close, leading to permanent job losses. The rate of job creation
will also likely suffer. And while most of the job losses so far
have been among low-paid workers, pay cuts will be likely for some
high-paid workers the longer it takes for the economy to restart.
Government support to households and businesses will likely
mitigate income and job losses, particularly if businesses begin to
reopen after a pause in the second quarter. The effectiveness of
the support measures will in part depend on how quickly the relief
is disbursed and the extent to which policymakers can limit the
damage to the finances of households and businesses. Small
businesses, in particular, tend to have little financial cushion
and are particularly vulnerable to even a temporary loss in income.
Despite substantial policy support, some of these businesses likely
will not recover.
There are downside risks to our growth forecasts, and by extension
to Moody's employment forecasts, if the US does not contain the
pandemic and the economy remains shut beyond the second quarter. In
this scenario, the unemployment rate would rise further in the
third quarter and many of the job losses that Moody's currently
view as temporary would likely become permanent. Even without a
renewal of lockdowns and other restrictions, a self-perpetuating
dynamic could take hold, resulting in large-scale destruction of
businesses and entire sectors, as well as a structurally high
unemployment rate, a permanent loss of human capital, and
persistent malaise in consumption and investment.
[*] S&P Alters Outlook on Non-Profit Higher Education Institutions
------------------------------------------------------------------
S&P Global Ratings revised the outlooks to negative from stable and
affirmed its ratings on certain U.S. not-for-profit colleges and
universities (including all related entities), due to the
heightened risks associated with the financial toll caused by the
COVID-19 pandemic and related recession. For the same reasons, S&P
Global Ratings revised the outlooks to stable from positive and
affirmed the ratings on certain other U.S. not-for-profit higher
education institutions.
S&P said, "The public and private colleges and universities
affected by these actions include primarily those with lower
ratings ('BBB' rating category and below), but also those entities
that, in our opinion, have less holistic flexibility (from both a
market position and financial standpoint) at their current rating
level. and operating expenses, was the primary metric assessed, an
Although liquidity, as measured by available resources compared to
debt institution's overall credit profile, including draw,
selectivity, matriculation rates, operating margins, and revenue
diversity, was also considered. For public institutions, reliance
on state operating appropriations and expectations around future
funding levels was also an important part of our assessment."
"A negative outlook reflects our view that there is at least a
one-in-three chance that operating and economic conditions will
worsen to a degree that affects the ability of the college or
university to maintain credit characteristics in line with the
current rating level."
"We will review all ratings individually to assess the degree to
which each is affected by COVID-19 and the related recession, and
assess underlying financial performance. However, on a case-by-case
basis, if credit metrics are upheld and economic activity resumes
at a pace greater than currently expected, we could revise the
negative outlook to stable on specific ratings during the outlook
period."
All Rated Higher Education Institutions Face COVID-19-Related
Credit Pressures
U.S. higher education providers are under pressure, and if
on-campus classes can't be resumed in fall 2020, could be under
greater pressure.
S&P said, "While S&P Global Ratings' outlook on the U.S.
not-for-profit higher education sector has been negative for three
consecutive years now, we believe that the COVID-19 pandemic and
related economic and financial impacts exacerbate pressures already
facing colleges and universities. The financial impact on
institutions from the loss of auxiliary revenue from housing and
dining fees, and parking fees; as well as revenues from athletics,
theater, and other events, is material for many. For schools with
health care systems, lost revenue from cancelled elective surgical
procedures could also be significant. The recently passed CARES Act
will provide some budgetary relief to higher education
institutions; however, despite this aid, we expect to see stressed
operating budgets, the scope of which will ultimately be determined
by the magnitude of lost revenues, the duration of the pandemic,
fall 2020 mode of instruction, and ultimate enrollment figures."
Colleges and universities have reacted rapidly to the challenges
presented by the pandemic. They have moved classes online to adhere
to social-distancing rules, adjusted admission policies to
accommodate disruptions to high school exams, and suspended
academic conferences and travel. At the same time, many have
implemented material expense cuts, including deferring capital
expenditures, and imposing furloughs and layoffs, in some cases,
with plans to continue to ramp up cost containment under various
fall scenarios. Many colleges and universities have disclosed
estimates of 2020 budget shortfalls, despite the inclusion of CARES
stimulus funds.
S&P said, "We expect that the colleges and universities we rate
will face an unprecedented level of operating stress and tightened
liquidity, which will worsen the longer and deeper the pandemic
lasts. For fiscal 2020, and likely fiscal 2021, we believe margins
will be further compressed and will be negative at some
institutions, potentially weighing on their financial performance
assessments. In our view, the credit pressures colleges and
universities face will grow the longer campuses remain largely
virtual or are governed by social-distancing rules."
S&P said, "Many of the colleges and universities that we rate have
some headroom to absorb the impacts associated with COVID-19 at
their current credit ratings, as they have built up reserves over
recent years, hold solid balance sheets, and have relatively low
debt levels. However, colleges and universities will face increased
downward pressure on their current ratings depending on the extent
to which economic disruptions associated with COVID-19 persist. If
global travel restrictions are prolonged, or the imminent recession
diminishes foreign students' financial means, then some could opt
to study or work in their home countries instead. In our opinion, a
fall 2020 with significantly fewer international students, as well
as lower domestic enrollments overall, will cause serious
operational pressures. At the same time, most U.S. colleges and
universities depend on endowments and fundraising for a significant
portion of revenues, and declining investment performance and
endowment market values along with weaker fundraising results could
negatively affect credit metrics during the outlook period. We
assess a college or university's balance sheet strength using a
measure of unrestricted financial resources, which excludes
financial assets that aren't available for debt service because
they are restricted for various reasons, and compare available
resources (expendable resources for private institutions and
adjusted unrestricted net assets for public institutions) to
operating expenses and total debt outstanding. If these ratios fall
significantly, we could lower our assessments of universities'
financial resources and debt and contingent liabilities. We believe
there will be greater pressure on those schools with limited
revenue and expense flexibility, lack of liquidity or balance sheet
cushion, and weaker fundraising capabilities."
As described in "An Already Historic U.S. Downturn Now Looks Even
Worse," published April 16, 2020, the recession's trajectory is
much deeper and faster than previously anticipated. S&P Global
Economics now projects that U.S. GDP will contract by 5.3% in 2020.
Although S&P expects the economy will begin to recover in the
second half of 2020, it anticipates that the recovery will be
gradual and will be constrained by some form of continued social
distancing as fears persist over the continued spread of COVID-19.
Importantly, if COVID-19's effect on university revenues is
transitory and offset by prudent management of expenditures and
liquidity, these colleges and universities' financial profile
assessments might not come under downward pressure. In addition,
students who are partially through academic courses have a strong
motivation to return once campuses reopen. This means revenues are
deferred rather than lost forever. If, on the other hand, the
duration of virtual teaching extends into 2021, S&P expects the
financial damage will be more severe and the pressure on credit
ratings will grow.
Outlook Revisions To Negative
The outlook revisions to negative on these college and university
ratings reflect our belief that these issuers have less flexibility
at their current rating level, and are more susceptible to
financial stress that could result in lower ratings over the
outlook period because they have limited financial cushion to
absorb an economic crisis such as the one we are experiencing at
their current rating level. In many cases, issuers with these
characteristics also have more limited market positions compared
with those of peers at their current rating level. The negative
outlook on these ratings reflects intensifying pressure on the
institutions' financial performance and liquidity, driven by lost
revenue streams as well as the current and forecast economic
conditions.
Several of our public and private college and university ratings
have multiple bond securities, or have associated entities, with
ratings that are directly linked to, and thus also affected by this
outlook revision to the related institution.
For public institutions, while almost all major revenue sources
described above are under pressure, we also expect that most states
will make cuts to higher education funding. While public colleges
and universities have benefited from annual increases in state
operating appropriations for several years now, funding for higher
education still remains below pre-recession levels in certain
states, and some schools are still coping with the lingering
effects of funding cuts on their finances. While the impact from
the pandemic and the current recession will vary greatly by state,
for some schools, it could mean significant reductions in state
funding. Even though the majority of public universities rely on
net tuition revenue for a greater percentage of their overall
budget than state funds, these state appropriations still make up a
considerable portion of schools' operating budgets, and strain on
these resources can have major negative impacts. Many states are
facing a structural gap in fiscal 2020, and while a few have
already withheld funds from higher education institutions for the
remainder of the fiscal year (including New Jersey and Missouri),
we believe the risk of state funding cuts and delays is much
greater in fiscal 2021. While decreases in state operating
appropriations will range in magnitude, we will continue to monitor
state revenue projections and budgets, and any possible adjustments
to state funding levels, on a state-by-state basis. As more details
become available on state budgets, we could take further action on
other public institutions that are not part of this outlook
revision.
Outlook Revisions To Stable
S&P said, "As of Dec. 31, 2019, only 3.2% of our rated colleges and
universities carried positive outlooks--with this action, all have
been revised to stable. The outlook revisions to stable from
positive reflect our view that previous upward momentum will likely
be stunted by the broad financial challenges facing these colleges
and universities due to the pandemic and recession. While we no
longer think a higher rating is likely during the outlook period,
we still consider these organizations' ratings stable at this
time."
Issuer-Specific Reviews Will Be Conducted
S&P said, "These outlook revisions reflect our view that the risks
posed by COVID-19 to public health and safety, which we view as a
social risk under our environmental, social, and governance (ESG)
factors, could continue to pressure individual college and
university enterprise and financial profiles over the near term. In
our opinion, the uncertainty about the timing and duration of
social-distancing directives across the country to protect the
health and safety of individuals from the community spread of
COVID-19 adds unprecedented lack of clarity to enrollment levels
for fall 2020 as well as mode of instruction, both of which will
affect tuition revenues."
"We intend to review all ratings individually to assess underlying
financial performance as well as the degree to which each is
affected by COVID-19-related events, including the recession. This
will include a case-by-case analysis of management's efforts to
offset revenue declines, and in certain cases where applicable, the
ability to bridge cash flow imbalances caused by the pandemic and
recession."
"A negative outlook is not necessarily a precursor to a rating
change, so we believe it is possible that we could revise some
outlooks to stable from negative as we assess risk mitigation;
however, we could also lower ratings during the outlook period."
S&P Global Ratings had 436 public ratings on U.S. private (287) and
public (149) colleges and universities, which are secured by a
general obligation or the equivalent.
S&P said, "Our U.S. higher education ratings range from 'AAA' to
'CC', with approximately 41% of our ratings in the 'A' category,
and 31% rated 'BBB+' or below. Approximately 8% of our rated
universe is in the speculative-grade category. Both the lower
investment-grade ('BBB') rating category and non-investment grade
categories ('BB+' and below) have grown over the past few years, as
more regional institutions have been increasingly challenged by
enrollment and operating pressures."
As of Dec. 31, 2019, only 9.2% of S&P rated higher education
institutions carried negative outlooks. Year to date and inclusive
of these outlook revisions today, that percentage has risen to
38%.
Certain Not-For-Profit Higher Education Institutions Excluded From
These Outlook Revisions
S&P has excluded from this rating action 50 not-for-profit colleges
and universities that already carry a negative outlook prior to
this event-driven outlook revision.
During the next few months, as S&P has more visibility on the mode
of instruction for fall, and what enrollments look like, it will
continue to evaluate the remainder of its portfolio and may take
further actions on specific issuers or groups of issuers as more
details become available.
A list of Affected Ratings can be viewed at:
https://bit.ly/35Bdmdy
[] List of Major Companies Downsizing Workforce Amid Outbreak
-------------------------------------------------------------
The COVID-19 outbreak has triggered mass layoffs and furloughs by
major companies. Business Insider on May 6, 2020, compiled a list
of major companies that have announced they are downsizing their
workforce:
Percent of
Entity No. of Jobs Workforce
------ ----------- ----------
Uber 3,700 14%
Airbnb 1,900 25%
Virgin Atlantic 3,150 N/A
United Airlines 3,400 30%
Lyft 1,270 17%
Boeing Co. 16,000 10%
TripAdvisor 900 25%
Car rental Hertz 10,000 26%
Walt Disney World 43,000 N/A
Tesla [All Non Essential Workers]
Under Armour 6,700 N/A
The Wing [Nearly All Hourly Employees]
Fitness platform ClassPass 700 53%
Sotheby's 200 12%
JC Penney [Significant Portion of 65,000]
Sephora 3,000 N/A
Macy's [Most of 125,000 for Furlough]
Electric scooter company Bird N/A 30%
Clothing retailer Everlane 268 N/A
Online job-hub ZipRecruiter 443 N/A
Rental startup Sonder 400 33%
GE Aviation Unit (March 23) 2,500 10%
Trump Hotels in DC, NY, Vegas 200 N/A
Air Canada (Flight Crew) 5,100 50%
Cirque du Soleil 4,679 95%
NY Metropolitan Opera N/A 100%
Union Square Hospitality 2,000 80%
Pebblebrook Hotel Trust 4,000 50%
Marriott International [Tens of thousands] N/A
Norwegian Airlines 7,300 90%
Scandinavian Airlines 10,000 90%
[^] BOOK REVIEW: BIG BOARD: A History of the New York Stock Market
------------------------------------------------------------------
Author: Robert Sobel
Publisher: Beard Books
Soft cover: 395 pages
List Price: $34.95
Order your personal copy today at
https://ecommerce.beardbooks.com/beardbooks/the_big_board.html
First published in 1965, The Big Board was the first history of the
New York stock market. It's a story of people: their foibles and
strengths, earnestness and avarice, triumphs and crash-and-burns.
It's full of entertaining anecdotes, cocktail-party trivia, and
tales of love and hate between companies and investors.
Early investments in North America consisted almost exclusively of
land. The few securities holders lived in cities, where informal
markets grew, with most trading carried out in the street and in
coffeehouses. Banking, insurance, and manufacturing activity
increased only after the Revolution. In 1792, 24 prominent New
York businessmen, for whom stock- and bond-trading was only a side
business, met under a buttonwood tree on Wall Street and agreed to
trade securities on a common commission basis. Five securities
were traded: three government bonds and two bank stocks. Trading
was carried out at the Tontine Coffee-House in a call market, with
the president reading out a list of stocks as brokers traded each
in turn.
The first half of the 19th century was heady for security trading
in New York. In 1817, the Tontine gave way to the New York Stock
and Exchange Board, with a more organized and regulated system.
Canal mania, which peaked in the late 1820s, attracted European
funds to New York and volume soared to 100 shares a day. Soon, the
railroads competed with canals for funding. In the frenzy, reckless
investors bought shares in "sheer fabrications of imaginative and
dishonest men," leading an economist of the day to lament that
"every monied corporation is prima facia injurious to the national
wealth, and ought to be looked upon by those who have no money with
jealousy and suspicion."
Colorful figures of Wall Street included Jay Gould and Jim Fisk,
who in 1869 precipitated one of the worst panics in American
financial history by trying to corner the gold market. Almost
lynched, the two were hauled into court, where Fisk whined, "A
fellow can't have a little innocent fun without everybody raising a
halloo and going wild." Then there was Jay Cooke, who invented the
national bond drive and, practically unaided, financed the Union
effort in the Civil War. In 1873, however, faulty judgement on
railroad investments led to the failure of Cooke & Co. and a panic
on Wall Street. The NYSE closed for ten days. A journalist wrote:
"An hour before its doors were closed, the Bank of England was not
more trusted."
Despite J. P. Morgan's virtual single-handed role in stemming the
Knickerbocker Trust panic of 1907, on his death in 1913, someone
wrote "We verily believe that J. Pierpont Morgan has done more harm
in the world than any man who ever lived in it." In the 1950s,
Charles Merrill was instrumental in changing this attitude toward
Wall Streeters. His firm, Merrill Lynch, derisively known in some
quarters as "We, the People" and "The Thundering Herd," brought
Wall Street to small investors, traditionally not worth the effort
for brokers.
The Big Board closes with this story. Asked by a much younger man
what he thought stocks would do next, J.P. Morgan "never hesitated
for a moment. He transfixed the neophyte with his sharp glance and
replied 'They will fluctuate, young man, they will fluctuate.' And
so they will."
Robert Sobel died in 1999 at the age of 68. A professor at Hofstra
University for 43 years, he was a prolific historian of American
business, writing or editing more than 50 books.
*********
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,
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Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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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
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*** End of Transmission ***