/raid1/www/Hosts/bankrupt/TCR_Public/200526.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, May 26, 2020, Vol. 24, No. 146
Headlines
22 FISKE PLACE: Trustee Hires David Dinoso as Special Counsel
ADVANCED GREEN: Unscureds Will Get 9% of Securities of AGI
AIR 2 US: Fitch Affirms & Withdraws BB- Rating on Series B Notes
AKORN INC: S&P Lowers ICR to 'D' on Chapter 11 Bankruptcy Filing
ALAMO CHANDLER: Hires Sacks Tierney as Counsel
ALLEGIANT TRAVEL: S&P Cuts ICR to 'B'; Rating Off CreditWatch
AMERICAN TRAILER: Moody's Alters Outlook on B3 CFR to Negative
AMERIGAS PARTNERS: Fitch Affirms BB IDR & BB/RR3 Sr. Unsec. Rating
APOLLO ENDOSURGERY: Matthew Crawford Quits as Director
ARCH RESOURCES: Moody's Rates New $53.09MM Tax-Exempt Bonds 'Ba3'
ARETE HEALTHCARE: Unsecureds to Recover 0.7% to 12% in Plan
AVIANCA HOLDINGS: U.S. Trustee Appoints Creditors' Committee
BAMA OAKS RETIREMENT: Taps Marcus & Millichap as Real Estate Broker
BCH ENTERPRISES: Seeks to Hire Dowd Ferrin as Accountant
BIOLASE INC: Signs 5th Amended Credit Agreement with SWK Funding
BLACKSTONE CQP: S&P Affirms 'B' ICR; Outlook Stable
BLOOMIN' BRANDS: Moody's Cuts CFR to B1 & Alters Outlook to Neg.
BOISE CASCADE: S&P Affirms 'BB-' ICR Despite Lower New Home Sales
C-CO HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
CARLSON TRAVEL: Fitch Lowers Issuer Default Rating to B
CCM MERGER: S&P Affirms 'B+' Issuer Credit Rating; Outlook Negative
CENTENNIAL RESOURCE: S&P Cuts ICR to SD on Unsecured Note Exchange
CINEMEX HOLDINGS: Creditors Committee Appointed in CB Theater Case
CLYDE J. SUTTON, JR: May 28 Hearing on Shelbyville Property Sale
COMCAR INDUSTRIES: Enters Chapter 11, To Sell 5 Trucking Units
COMERICA INC: S&P Rates Series A Preferred Stock 'BB+'
CVR ENERGY: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
DEMERARA HOLDINGS: Unsecureds to be Paid in Full in 9 Months
DESERT LAKE: Seeks to Hire Cohne Kinghorn as Legal Counsel
ECHO ENERGY: U.S. Trustee Unable to Appoint Committee
EMPLOYBRIDGE HOLDING: S&P Lowers ICR to 'B-' on Increased Leverage
ESSEQUIBO HOLDINGS: Unsecureds to Be Paid in Full in 9 Months
EVOKE PHARMA: FDA Conditionally Accepts "Gimoti" Brand Name
EXACTUS INC: Widens Net Loss to $10.2 Million in 2019
FIELDPOINT PETROLEUM: Elects to Deregister its Common Stock
FTS INTERNATIONAL: Transfers Listing to NYSE American
GAVILAN RESOURCES: Oil Prices, Issues With Sanchez Spurred Filing
GNC HOLDINGS: Lenders Extend Debt Maturity Dates
GNC HOLDINGS: Reaches Agreement With Lenders
GONZALEZ & COLON: Banco to be Paid in Full with 3.75% Interest
GREENSKY HOLDINGS: S&P Alters Outlook to Neg., Affirms 'B+' ICR
GROWLERU FRANCO: Hires Davis & Jones as Collection Agency
GUITAR CENTER: S&P Downgrades Issuer Credit Rating To 'SD'
H-CYTE INC: Incurs $2.42 Million Net Loss in First Quarter
HEARTS AND HANDS: Seeks to Hire Altman Rogers as Auditor
HERTZ CORPORATION: Files for Chapter 11 With $24 Billion in Debt
IDEANOMICS INC: Signs Amendment & Waiver Agreement with Holders
IMERYS TALC AMERICA: Files Chapter 11 Plan, Launches Sale Process
INSIGHT TERMINAL: Autumn Wind Says Debtor Objection Lacks Merit
JAGUAR HEALTH: Signs Accounts Receivable Purchase Deal with Oasis
JAMES MEDICAL: Donald James Objects to Disclosure Statement
JUSTFLY CORP: Chapter 15 Case Summary
KETAB CORPORATION: Has Until Sept. 18 to File Plan and Disclosures
LAJ CONSTRUCTION: Trustee Hires Colliers International as Broker
LEXMARK INT'L: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
LIQUID COLLECTIVE: Dispute With Sup Hard Supplier Prompts Filing
LSC COMMUNICATIONS: To Pursue Sale Absent Plan
MANITOWOC COMPANY: Moody's Alters Outlook on B2 CFR to Negative
MECHANICAL TECHNOLOGIES: ADVNC Air Objects to Plan Disclosures
MELBOURNE BEACH: Trustee Proposes Liquidating Plan
MONEYONMOBILE INC: CEO and CFO Tender Resignations
MORA HOUSE: Seeks to Hire Binder & Malter as Legal Counsel
MOUNT MORRIS: Seeks to Hire Simen Figura as Counsel
MURRAY METALLURGICAL: Bay Point Capital Objects to Plan Disclosures
MUSCLEPHARM CORP: Secures $965K PPP Loan from HSBF
NATIONAL QUARRY: Taps Adele L. Abrams as Litigation Counsel
NEPHROS INC: All 5 Proposals Passed at Annual Meeting
NOMAD BUYER: Fitch Withdraws 'B' LongTerm IDR on Insufficient Info
NOODLES GROUP: Unsecureds Impaired Under Plan
NORTHERN DYNASTY: Posts C$10.7 Million Net Loss in First Quarter
NORTHWEST COMPANY: Hires Clear Thinking as Financial Advisor
NORTHWEST COMPANY: Seeks to Hire Sills Cummis & Gross as Counsel
OAK LAKE: Unsecureds Will Get 100% in Over 60 Months
OREGON DENTAL: A.M. Best Puts 'B(Fair)' FSR Under Review
OWENS & MINOR: Signs Deal to Sell up to $50M Worth of Common Shares
PA CO-MAN INC: U.S. Trustee Unable to Appoint Committee
PHUNWARE INC: Receives Noncompliance Notice from Nasdaq
PINNACLE REGIONAL: Trustee Seeks to Hire Ankura as Consultant
PIONEER ENERGY: Wins Court Approval for Modified Plan
PROTEC INSTRUMENT: Court Approves Disclosure Statement
PURDUE PHARMA: Fee Examiner Taps Bielli & Klauder as Legal Counsel
PURDUE PHARMA: Hires Cornerstone Research as Consultant
RANDOLPH HOSPITAL: PCO Hires Otterbourg as Legal Counsel
REAGOR-DYKES MOTORS: Taps LainFaulkner as Litigation Consultant
ROCHESTER DRUG: Seeks to Hire Greendyke Jencik as Accountant
SALGUERO'S INC: Hires Case & DiGiamberardino as Counsel
SANCHEZ ENERGY: Expects to Report $1.5 Billion Loss for 2019
SANUWAVE HEALTH: Partners with a New Company Formed by Ex-President
SESI LLC: Moody's Cuts CFR & Senior Unsecured Notes to Caa3
SIGNATURE CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
SOUTHEASTERN METAL: Hires Omni as Administrative Agent
STEREOTAXIS INC: All Three Proposals Approved at Annual Meeting
SUPERIOR ENERGY: Incurs $79.5 Million Net Loss in First Quarter
SUSTAINABLE RESTAURANT: Bamboo Sushi Parent Files for Chapter 11
SVENHARD'S SWEDISH: Taps Cera LLP as Special Counsel
TNT UNDERGROUND: Court Approves Disclosure Statement
TUESDAY MORNING: AlixPartners on Board
UC COLORADO CORPORATION: Hires Wadsworth Garber as Counsel
UNION GROVE: Seeks to Hire Adara Realty as Real Estate Agent
VAC FUND HOUSTON: Goldman to Get 18% Default Interest in Plan
VIA AIRLINES: Has Until June 12 to File Amended Plan & Disclosures
VIDANGEL INC: Trustee Says Studio Plan 'Recipe for Liquidation'
VIDANGEL INC: Unsecured Claims Unimpaired Under Plan
WESTERN MIDSTREAM: Fitch Cuts LT IDR & Sr. Unsec. Rating to BB
WISE ENTERPRISE: Hires George F. Willis as Real Estate Broker
XPLORNET COMMUNICATIONS: S&P Alters Outlook to Stable
YRC WORLDWIDE: All Three Proposals Approved at Annual Meeting
[^] Large Companies with Insolvent Balance Sheet
*********
22 FISKE PLACE: Trustee Hires David Dinoso as Special Counsel
-------------------------------------------------------------
Ian J. Gazes, the Chapter 11 Trustee of 22 Fiske Place, LLC, seeks
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ the Law Office of David Dinoso, Esq., as
special counsel to the Trustee.
The Trustee requires David Dinoso to:
(a) assist the Debtor in the pending District Court appeal
from this Court's Order Finding Nicholas Gordon in
Violation of the Automatic Stay, dated January 28, 2020
(the "Automatic Stay Order"), which was filed by the
Debtor's sole member, Nicholas Gordon ("Gordon"); and
(b) provide any additional legal matters related to the
administration of this bankruptcy case as may be
designated by the Trustee.
David Dinoso will be paid at the hourly rate of $500.
David Dinoso will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Dinoso, partner of Law Office of David Dinoso, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
David Dinoso can be reached at:
David Dinoso, Esq.
LAW OFFICE OF DAVID DINOSO
11 Broadway, Ste 615
New York, NY 10004
Tel: (646) 397-7280
E-mail: david@dinosolaw.com
About 22 Fiske Place
22 Fiske Place, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 15-11410) in Manhattan on May 28, 2015. The Debtor was
estimated to have assets and debt of $1 million to $10 million.
The case judge is the Hon. Shelley C. Chapman.
Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, is the
Debtor's counsel.
Ian J. Gazes was appointed as Chapter 11 trustee of the Debtor's
estate on May 16, 2016. The trustee tapped Gazes LLC as his legal
counsel.
On June 16, 2016, the court approved the trustee's sale of the
estate's primary asset: the Debtor's interest in certain multi-unit
residential real property located at 22 Fiske Place, Brooklyn, New
York. That same day, the court confirmed the trustee's Chapter 11
plan for the Debtor.
On Aug. 3, 2016, the trustee closed on the sale of the property and
filed a notice of effective date of the plan.
ADVANCED GREEN: Unscureds Will Get 9% of Securities of AGI
----------------------------------------------------------
Advance Green Innovations, LLC and its wholly owned subsidiaries
ZHRO Solutions, LLC and ZHRO Power, LLC, have proposed Chapter 11
Plan.
CH4 Power, LLC, the DIP Lender, and the Ad Hoc Committee of Certain
Creditors are co-proponents of the Plan. The proponents anticipate
that the vast majority of allowed claims against the Debtors will
be converted to equity in the Reorganized AGI under the Plan. The
debt to equity conversion will allow the Reorganized Debtors
necessary breathing room and flexibility to pursue profitable
opportunities for the existing technologies. Conversion of debt to
equity allows holders of allowed claims who remain optimistic about
the technologies to participate in the success of the reorganized
Debtors. The Plan Proponents believe that the Plan and continued
marketing and development of the existing technologies of the
Debtors provides the best recoveries possible for the holders of
allowed claims
The Plan proposes to treat claims as follows:
* Class 1 DIP Loan Claims. This class is impaired. Holders of
DIP Loan Claims will be satisfied by the issuance to holders of
such Allowed Claims of Common Units. Class 1 will receive that
percentage of the issued and outstanding securities of Reorganized
AGI as of the Effective Date on a fully diluted basis resulting
from that amount of 90%2 less the combined percentage interests of
Reorganized AGI Securities issued to Classes 3A, 3C and 3D.
* Class 3A Artemis Realty Capital Advisors, LLC. This class is
impaired. Holders of Artemis Secured Claim, if and when Allowed,
which claim encompasses claims against AGI, Power and Solutions,
shall be paid by either (a) the issuance to holders of such Allowed
Claims of Common Units totaling 1.3729% of the issued and
outstanding securities of Reorganized AGI as of the Effective Date
or (b) receipt of the Artemis Note in the amount of such Allowed
Claim.
* Class 3B PPF II Series A Secured Claim. This class is
impaired. The PPF II Series A Secured Claim will receive a PPF II
Series A Note in the amount of its Allowed Claim.
* Class 3C PPF Secured Claim. This class is impaired. The PPF
Secured Claim will be satisfied by the issuance to holders of such
Allowed Claims of Common Units.
* Class 3D PPF II Secured Claim. The PPF II Secured Claim will
be satisfied by the issuance to holders of such Allowed Claims of
Common Units.
* Class 3E Miscellaneous Secured Claims. This class is
impaired. Holders of Miscellaneous Secured Claims, if and when
Allowed, shall be satisfied, at the option of the Plan Proponents
as follows: (a) return of collateral securing the Allowed Claim; or
(b) paid in Cash in an amount equal to its Allowed Claim.
* Class 5 General Unsecured Claims. This class is impaired.
The Class 5 Claims will be satisfied by the issuance to holders of
such Allowed Claims of Common Units equal to such holder's pro rata
percentage share of the 9.0743% of the issued and outstanding
securities of Reorganized AGI as of the Effective Date on a fully
diluted basis allocated to all unsecured creditors which convert in
Classes 5, 7, 8, 9B, and 11, in full satisfaction of such Allowed
Claim. The Debtors believe Class 5 Allowed Claims will total
approximately $3,295,768.
* Class 6 PPF II Series A Emergency Loan Unsecured Claim. This
class is impaired. Holders of the PPF II Series A Unsecured Claim
will receive a PPF II Series A Note in the amount of such Allowed
Claim.
* Class 7 Operating Unsecured Loan Claims. This class is
impaired. The Class 7 Claims will be satisfied by the issuance to
holders of such Allowed Claims of Common Units equal to such
holder's pro rata percentage share of the 9.0743% of the issued and
outstanding securities of Reorganized AGI as of the Effective Date
on a fully diluted basis allocated to all unsecured creditors which
convert in Classes 5, 7, 8, 9B, and 11, in full satisfaction of
such Allowed Claim. The Debtors believe Class 7 Allowed Claims
will total approximately $9,919,282.
* Class 8 DA Claims. This class is impaired. The Class 8 Claims
will be satisfied by the issuance to holders of such Allowed Claims
of Common Units equal to such holder's pro rata percentage share of
the 9.0743% of the issued and outstanding securities of Reorganized
AGI as of the Effective Date on a fully diluted basis allocated to
all unsecured creditors which convert in Classes 5, 7, 8, 9B, and
11, in full satisfaction of such Allowed Claim. The Debtors believe
Class 8 Allowed Claims will total approximately $146,345,270.
* Class 9A Fraud Claims. This class is impaired. The holders of
the Class 9A Fraud Claims will be satisfied by the issuance to
holders of such Allowed Claims of a pro rata portion of Common
Units totaling 0.7174% of the issued and outstanding securities of
Reorganized AGI as of the Effective Date on a fully diluted basis
in full satisfaction of such Allowed Claim. The Debtors believe
Class 9A Allowed Claims will total approximately $15,380,295.
* Class 9B Securities Fraud/Damage Rescission Claims. This
class is impaired. The Class 9B Claims will be satisfied by the
issuance to holders of such Allowed Claims of Common Units equal to
such holder's pro rata percentage share of the 9.0743% of the
issued and outstanding securities of Reorganized AGI as of the
Effective Date on a fully diluted basis allocated to all unsecured
creditors which convert in Classes 5, 7, 8, 9B, and 11, in full
satisfaction of such Allowed Claim. The Debtors believe Class 9B
Allowed Claims will total approximately $11,431,387.
* Class 10 Existing Equity in AGI-B. This class is impaired. The
holders of Allowed Class 10 Claims will be satisfied by the
issuance to holders of such Allowed Claims of a pro rata portion of
Common Units totaling 0.2083% of the issued and outstanding
securities of Reorganized AGI as of the Effective Date on a fully
diluted basis in full satisfaction of such Allowed Claim
* Class 11 Subsidiary Equity/Rev Par Claims. This class is
impaired. The holders of Allowed Subsidiary Equity/Rev Par Claims
will be satisfied by the issuance to holders of such Allowed Claims
of Common Units equal to such holder's pro rata percentage share of
the 9.0743% of the issued and outstanding securities of Reorganized
AGI as of the Effective Date on a fully diluted basis allocated to
all unsecured creditors which convert in Classes 5, 7, 8, 9B, and
11, in full satisfaction of such Allowed Claim.
* Class 12 Existing Equity AGI-A and other Losch Claims. This
class is impaired. As of the Effective Date, all Existing Equity
AGI-A shall be cancelled and all other Losch Claims are disallowed
and extinguished.
All Cash necessary for Reorganized Debtors to make payments
pursuant to the Plan, including, without limitation, the Effective
Date Payments, shall be obtained from a combination of the
Effective Date Plan Contribution, the Liquidity Line, and the
post-Effective Date revenues of the Reorganized Debtors. On the
Effective Date, Reorganized Debtors will enter into the Exit
Financing. The Exit Financing includes the Effective Date Plan
Contribution in such amount as required to bring the Debtors' cash
position to $500,000 as of the Effective Date, and the Liquidity
Line in such amount as disclosed in the Plan Supplement. The
Effective Date Payments will be made from the Effective Date Plan
Contribution which provides for an Effective Date cash balance of
$500,000. Shortly after the Effective Date, Reorganized Debtors
shall enter into a line of credit as described herein as the
Liquidity Line which will provide the Reorganized Debtors with a
working capital line for their post-effective date continued
business operations.
A full-text copy of the Disclosure Statement dated May 2, 2020, is
available at https://tinyurl.com/yc7y8wjh from PacerMonitor.com at
no charge.
Attorneys for CH4 Power, LLC and AD Hoc Committee of Creditors:
Thomas J. Salerno (007492)
Alisa C. Lacey (010571)
Christopher C. Simpson (018626)
STINSON LLP
1850 N. Central Avenue, Suite 2100
Phoenix, Arizona 85004-4584
Tel: (602) 279-1600
Fax: (602) 240-6925
E-mail: thomas.salerno@stinson.com
alisa.lacey@stinson.com
christopher.simpson@stinson.com
Attorney for Debtors:
Law Offices of MICHAEL W. CARMEL, LTD.
80 East Columbus Avenue
Phoenix, Arizona 85012-2334
Telephone: (602) 264-4965
Arizona State Bar No. 007356
Facsimile: (602) 277-0144
Michael@mcarmellaw.com
About Advanced Green Innovations
Advanced Green Innovations LLC and its subsidiaries are clean
energy companies developing and commercializing an array of green
technologies.
Advanced Green Innovations, LLC, ZHRO Power, LLC, and ZHRO
Solutions, LLC sought Chapter 11 protection (Bankr. D. Ariz. Case
No. 19-11766, 19-11768, and 19-11771) on Sept. 16, 2019.
In the petitions signed by Terry Kennon, president, Advanced Green
and ZHRO Solutions were each estimated to have up to $50,000 in
assets and $1 million to $10 million in liabilities. ZHRO Power
was estimated to have up to $50,000 in assets and $10 million to
$50 million in liabilities.
The Debtors tapped Michael W. Carmel, Ltd. as their bankruptcy
counsel; and Jaburg & Wilk, P.C. as their special counsel.
CH4 Power, LLC, the DIP Lender, and the ad hoc committee of
creditors are represented by Stinson LLP.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Oct. 28, 2019.
AIR 2 US: Fitch Affirms & Withdraws BB- Rating on Series B Notes
----------------------------------------------------------------
Fitch has affirmed the ratings on the series B enhanced equipment
notes issued by Air 2 US at 'BB-'. The recovery rating has been
revised to RR4 from RR5, and the ratings have been withdrawn. The
rating withdrawal reflects the de minimis amount of debt
outstanding under the series B notes and expectation that they will
be fully repaid upon the next payment date.
Air 2 US is a special purpose Cayman Islands company created to
issue enhanced equipment notes. The proceeds from the notes were
used to purchase permitted investments and to enter into a risk
transfer agreement. The transaction is structured as a lease
payment securitization backed by payments from United Airlines for
22 Airbus A320's. The deal initially included payments from
American Airlines for 19 leased A300s; however, American's
obligations only ran through October 2011. United's lease payments
were restructured when they filed for bankruptcy in 2002, creating
a continuing deficiency on each payment date. As such, the class C
and class D notes (not rated by Fitch) are subject to on-going
payment deficiencies. The shortfall is funded by allocating a
portion of a pool of permitted investments to the lessor on each
payment date. The class A and B notes continue to receive timely
payments.
The ratings were withdrawn because they were no longer considered
relevant to the agency's coverage.
KEY RATING DRIVERS
Fitch rates this transaction using its Non-Financial Corporates
Notching and Recovery Ratings Criteria.
The class A certificates were paid in full in October 2019, and as
such recovery prospects for the class B notes has improved. The
class B certificates are expected to be repaid in 2020. United's
'BB-/Negative' rating reflects Fitch's view that United is unlikely
to enter a period of distress or to miss lease payments prior to
the note's maturity date.
The aircraft underlying this transaction are not highly desirable.
The collateral aircraft consist of Airbus A320-200s that were
delivered in the mid-1990s and are now over 20 years old. While
newer build A320s would be considered tier 1 aircraft, older
production A320's, such as those in this pool, are classified as
tier 3 due to the lower demand for these less fuel-efficient
vintages.
DERIVATION SUMMARY
Air 2 US is a unique transaction and is not directly comparable to
EETC ratings or other aircraft backed debt. The class B notes are
rated in line with United's unsecured notes reflecting the limited
desirability of the underlying collateral.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for Air 2 US
include:
-- Fitch's primary assumption is that United will not come under
pressure or otherwise fail to pay on the underlying leases through
the maturity of the notes.
RATING SENSITIVITIES
N/A - ratings are withdrawn
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
The class B notes do not include a liquidity facility.
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
The Air 2 US ratings are linked to United Airlines.
AKORN INC: S&P Lowers ICR to 'D' on Chapter 11 Bankruptcy Filing
----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Lake Forest, Ill.-headquartered generic pharmaceutical manufacturer
Akorn Inc. to 'D' from 'CC'. At the same time, S&P lowered its
issue-level rating on the company's senior secured term loan to 'D'
from 'CC'.
The downgrade reflects Akorn's Chapter 11 bankruptcy filing, which
it previously negotiated with its lenders as part of the standstill
agreement.
The company has struggled to repay its outstanding debt following
its failed acquisition by Fresenius in 2018 and the subsequent
warning letters it received from the U.S. Food and Drug
Administration (FDA) related to its manufacturing facilities in
2019. Akorn also faces several ongoing lawsuits, including a
complaint from Fresenius Kabi AG seeking damages for the failed
transaction and individual claims from certain shareholders related
to its data integrity disclosures.
ALAMO CHANDLER: Hires Sacks Tierney as Counsel
----------------------------------------------
Alamo Chandler, LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Arizona to employ
Sacks Tierney P.A., as counsel to the Debtors.
Alamo Chandler requires Sacks Tierney to:
(a) advise and assist the Debtors with respect to the
obligations and limitations imposed upon them as debtors
in bankruptcy;
(b) advise the Debtors with respect to the continued operation
of their business while in bankruptcy;
(c) advise the Debtors with respect to the treatment of claims
against their bankruptcy estates and the assumption or
rejection of executory contracts;
(d) preparie pleadings and applications and attending all
hearings and examinations necessary to the proper
administration of the Debtors' Bankruptcy Cases and any
related proceedings;
(e) advise and assist the Debtors in the formulation and
presentation of a plan of reorganization; and
(f) provide any other necessary action concerning any of the
above-mentioned matters.
Sacks Tierney will be paid at the hourly rate of $190 to $545.
Sacks Tierney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Wesley D. Ray, partner of Sacks Tierney P.A., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Sacks Tierney can be reached at:
Wesley D. Ray, Esq.
Philip R. Rudd, Esq.
SACKS TIERNEY P.A.
4250 N. Drinkwater Blvd., 4th Floor
Scottsdale, AZ 85251-3693
Tel: (480) 425-2600
Fax: (480) 970-4610
E-mail: Wesley.Ray@SacksTierney.com
Philip.Rudd@SacksTierney.com
About Alamo Chandler
Alamo Chandler LLC and its affiliates, based in Chandler, AZ,
sought Chapter 11 protection (Bankr. D. Ariz. Lead Case No.
20-05017) on May 13, 2020.
In the petitions signed by Craig Paschich, member of Paschich Alamo
Holdings LLC, Alamo Chandler LLC disclosed total assets of
$2,790,300, and total liabilities of $2,961,665; Alamo Gilbert LLC
listed total assets of $2,040,234 and total liabilities of
$1,732,004; and Alamo Tempe LLC disclosed total assets of
$1,023,326 and total liabilities of $836,730.
Wesley D. Ray, Esq., at Sacks Tierney P.A., serves as bankruptcy
counsel to the Debtors.
ALLEGIANT TRAVEL: S&P Cuts ICR to 'B'; Rating Off CreditWatch
-------------------------------------------------------------
S&P Global Ratings lowered its ratings on Las Vegas-based Allegiant
Travel Co., including the issuer credit rating to 'B' from 'B+',
and removed them from CreditWatch, where they were placed with
negative implications on March 17, 2020.
The COVID-19 pandemic continues to severely impair revenues and
credit metrics of airlines globally. Passenger traffic is expected
to decline around 50% in 2020 based on the most recent forecast
from the International Air Transport Association (IATA), with a
slow recovery in 2021. Allegiant, like other airlines, has
responded by reducing capacity and undertaking cash conservation
efforts, and is also receiving additional liquidity support through
the CARES Act. S&P said, "However, we expect much weaker traffic to
more than offset these efforts, reducing revenue around 50% in
2020. We expect funds from operations (FFO) to debt to decline to
the low-teens percent area in 2020 from 32% in 2019. The company's
FFO benefits from the grant component of the CARES Act's Payroll
Support Program (PSP, which we treat as an offset to operating
expenses) and significant tax refunds in 2020 and 2021 (due to net
operating loss carryback provisions under the CARES Act). We
believe performance will improve somewhat in 2021, although the
extent is uncertain."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety
The negative outlook reflects Allegiant's weaker-than-expected
credit metrics due to the coronavirus pandemic and its negative
impact on passenger airline travel. S&P expects FFO to debt to
decline to the low-teens percent area in 2020 from 32% in 2019,
with improvement expected in late 2020.
"We would likely lower the rating if demand recovery is weaker than
we anticipate, resulting in FFO to debt in the high-single-digit
percent area for a sustained period. We could also lower the rating
if we foresee elevated liquidity concerns due to prolonged
operational weakness or an inability to raise additional funds to
meet future spending requirements," S&P said.
"We would revise the outlook to stable if the demand decline is
less severe than we foresee, such that we expect FFO to debt to
improve to the mid-teens percent area in 2020 with expectation of
further improvement into 2021. We would also need to view liquidity
as adequate," the rating agency said.
AMERICAN TRAILER: Moody's Alters Outlook on B3 CFR to Negative
--------------------------------------------------------------
Moody's Investors Service confirmed the ratings of American Trailer
World Corp., including the B3 Corporate Family Rating, the B3-PD
Probability of Default Rating and the Caa1 senior secured rating.
The outlook is negative. This action concludes the review for
downgrade that was initiated on April 1, 2020.
RATINGS RATIONALE
The ratings, including the B3 CFR, reflect Moody's expectation for
ATW to maintain adequate liquidity and adapt its costs in response
to significant and sharp revenue declines amid recessionary
conditions facing its highly cyclical trailer markets, accelerated
by the coronavirus crisis. The weakening end market environment,
which began to deteriorate in 2019, is likely to persist into 2021
before a gradual recovery. Moody's expects credit metrics to weaken
substantially in 2020, with debt/EBITDA approaching 7x and
EBITA/interest trending towards 1x, all metrics including Moody's
standard adjustments.
ATW has considerable exposure to the high volatility of trailer
demand and cyclical consumer and industrial end markets facing
weakening conditions, likely into 2021. This will weigh on revenue
and earnings, noting also the company is exposed to recreational
consumer demand that Moody's views as deferrable while the
recessionary environment and high unemployment levels remain.
Earnings also will remain constrained by competitive pricing
pressure in the fragmented landscape, which has contributed to a
downward trend in ATW's margins. Financial leverage is high for the
company's business risk, with debt/EBITDA likely to remain elevated
over the next year amid the earnings headwinds.
These factors are tempered by the company's scale, including its
good regional spread of manufacturing and retail distribution, and
cost reduction measures to preserve operational flexibility in the
near term. This should sustain EBITA margins in the high single
digit range through 2021, albeit lower than in years prior to
2019.
Liquidity is viewed as adequate over the near term. Moody's
anticipates ATW will generate some positive free cash flow this
year, aided primarily by working capital unwind. Moody's also
expects the company to maintain sufficient availability under its
$225 million asset-based lending revolver, which had about $135
million available as of March 31, 2020. Access to the revolver is
essential given seasonal working capital needs that contribute to
periods of cash burn, along with working capital investments as
order activity increases. Liquidity is supported by cash of about
$70 million, albeit significantly higher than historical levels
(due to recent working capital inflows), and no near-term debt
maturities until 2023.
The negative outlook reflects Moody's expectation of meaningful
downwards pressure on revenue and earnings amid deteriorating end
market conditions into 2021. It also reflects execution risk given
the relatively new management team that is faced with navigating
the business successfully through a difficult and uncertain
environment. These factors could lead to weaker-than-expected
liquidity, including a higher reliance on the ABL revolver for
internal needs. Moody's also notes, the duration and extent of the
coronavirus on ATW's business and end markets remain uncertain.
The Caa1 senior secured rating, one notch below the CFR, reflects
the recovery prospects for the senior secured notes, ranking behind
the sizeable ABL revolver that has a first priority security
interest in the company's most liquid assets of eligible
receivables, inventory and cash.
In terms of corporate governance, event risk is high for a
resumption of acquisitions when market conditions recover and
potential debt funded dividends given the company's private equity
ownership. The company also has had significant turnover of the
executive management team over the past few years, which can be
disruptive to the business and presents execution risks.
Moody's took the following actions on American Trailer World
Corp.:
Corporate Family Rating, confirmed at B3
Probability of Default Rating, confirmed at B3-PD
Senior Secured Notes, confirmed at Caa1 (LGD4)
Outlook, changed to Negative from Rating Under Review
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded with expectations of deteriorating
liquidity, including a weakening of free cash flow or revolver
availability that is meaningfully reduced. Downward ratings
pressure could also be driven by expectations of weakening credit
metrics, including debt/EBITDA sustained above 6x or EBITA/interest
below 1.5x, or debt-funded dividends and acquisitions that
meaningfully increase leverage.
A ratings upgrade is unlikely until at least end market conditions
improve along with the broader macroeconomic environment. Over
time, the ratings could be upgraded with meaningful and consistent
organic growth in revenue and earnings such that Moody's expects
EBITA margins to be sustained in the mid-to-high teens range,
debt/EBITDA to remain below 4x and EBITA/interest above 2x. A
stronger liquidity profile would also be expected for higher
ratings, including free cash flow to debt consistently above 5%.
The principal methodology used in these ratings was the
Manufacturing Methodology published in March 2020.
American Trailer World Corp., based in Richardson, Texas, is a
manufacturer of professional grade utility and spare parts in North
America. The company acquired America Trailer Works, Inc. (ATWI) in
August 2016, a manufacturer of primarily consumer grade utility and
cargo trailers. Revenues were approximately $1.2 billion for the
last twelve months ended March 31, 2020. The company is
majority-owned by funds affiliated with Bain Capital.
AMERIGAS PARTNERS: Fitch Affirms BB IDR & BB/RR3 Sr. Unsec. Rating
------------------------------------------------------------------
Fitch Ratings has affirmed AmeriGas Partners, L.P. and its fully
guaranteed financing co-borrower, AmeriGas Finance Corp.'s
Long-Term Issuer Default Ratings at 'BB' and senior unsecured debt
rating at 'BB'/'RR3'. The Rating Outlook is Stable.
The rating reflects the underlying strength of Amerigas' retail
propane distribution network, broad geographic reach across the
U.S., adequate credit metrics and ability to manage unit margins
under various operating conditions. The rating reflects APU's
financial performance remaining sensitive to weather conditions and
general customer conservation, and that the company must continue
to manage volatile supply costs and price-induced customer
conservation. Fitch expects that Amerigas's credit metrics will
weaken in the near term as a result of a warm winter and weaker
demand caused by coronavirus-related lockdowns. Leverage is
expected to spike in 2020 outside Fitch's negative sensitivity and
begin to decline in 2021 as sales normalize, when economies
re-open, demand returns and management makes progress on
deleveraging in line with its publicly stated goals.
KEY RATING DRIVERS
Coronavirus to Pressure 2020 Sales: Fitch expects propane
consumption to decline in 2020, which will affect EBITDA and credit
metrics. Fitch estimates the coronavirus pandemic to impact
commercial and auto gas volumes. Fitch revised its rating case
assumptions as a result of the pandemic, forecasting APU's volumes
to fall by around 5% in 2020 before starting to gradually recover
in 2021-2022. However, this decline may be offset by an increased
demand for residential heating and retail cylinder exchange
program.
Scale of Business: APU is the largest retail propane distributor in
the country, which provides it with significant customer and
geographic diversity. This broad scale and diversity helps to
dampen the weather-related volatility of cash flows. APU serves
approximately 1.6 million customers and has approximately 1,800
locations in all 50 states. Retail gallon sales are fairly evenly
distributed by geography, which can help limit the impact of warm
weather within its regional base.
Customer Conservation/Attrition: Customer conservation and
attrition remains an issue for the retail propane industry.
Customer conservation and switching to electric heat reduces
propane demand during high-usage periods. Recent propane price
declines and expectations for some price stability at or near
current lows alleviated some conservation demand destruction.
Electricity remains the largest competing heat source to propane,
but customer migration to natural gas remains a longer term
competitive factor, as natural gas utilities look to build out
systems to serve areas previously only served by propane and
electricity providers.
High Degree of Seasonality: APU is highly seasonal and dependent on
the winter heating season. Approximately 80%-85% of EBITDA are
derived in the first two quarters of each fiscal year ended
September. Results from the fiscal 2020 heating season were
negatively affected by a warm winter season nationally, which
reduced volume sales and EBITDA. Retail gallon sales were 7% lower
for the first six months of fiscal 2020 versus fiscal 2019, and the
weather was 3.7% warmer than normal and 7.9% warmer than the prior
year. APU's cylinder exchange business affords some seasonal
diversity, and national accounts are steady year round. The
seasonal factors are embedded in Fitch's analysis and ratings.
Deleveraging Delayed One Year: Fitch expects the coronovirus impact
to pressure APU's volumes and consequent credit metrics compared
with the previous forecast. Near-term leverage, as total debt with
equity credit to operating EBITDA, at APU will spike to above 6.0x
in fiscal 2020, above Fitch's negative sensitivity of 5.0x and the
previous expectation of 4.9x. Fitch's projected 2020 leverage
includes several non-recurring costs for the transformation
project. APU has proven adept at managing its operating costs,
distribution policies, and integrating acquisitions. With the
completion of UGI Corporation's full acquisition, Fitch believes
APU has additional financial flexibility to reduce distributions
and invest in structural cost reductions and operating
efficiencies. Management is using excess cash to fund operational
needs and lower short-term debt to meet parent UGI's publicly
stated APU leverage target of 4.00x-4.25x.
Fitch believes leverage will decline to 4.3x-4.6x by 2022-2023, one
year later than expected, with Fitch's forecast assuming volumes
sold to rebound by 2021-2022. Gross margins are relatively
consistent with current levels.
Parent Company Acquisition: Fitch views the acquisition by UGI as
positive from an operating and credit perspective. As a wholly
owned subsidiary of UGI, instead of a master limited partnership
(MLP), APU has more flexibility to retain cash for operating needs
and debt reduction. The merger eliminated the incentive
distribution right payments to its general partner under the MLP,
and replaced it with a more flexible distribution policy. As a
wholly owned subsidiary, credit supportive measures, including
dividend reduction and capital reinvestment of excess cash flow for
operating synergies, support progress towards management's publicly
stated leverage target of 4.00x-4.25x.
Parent Subsidiary Linkage: The rating reflects APU's standalone
credit profile and does not provide any uplift in its Long-Term IDR
from its parent. Fitch assumes UGI has a stronger credit profile
given the diversity of cash flow from UGI's various subsidiaries,
including a highly rated natural gas local distribution utility,
UGI Utilities, Inc. (A-/Stable) and low levels of parent only debt,
which is approximately $840 or 13% of consolidated debt. Strategic
ties are moderate, and there are no guarantees or cross-defaults.
There are dividend restrictions among other factors which
collectively render legal ties weak. Operational ties are also
considered weak as APU has its own management team and
decentralized financial operations.
DERIVATION SUMMARY
APU's focus in retail propane distribution is unique relative to
Fitch's other midstream energy coverage. Retail propane
distribution is a highly fragmented market with a significant
amount of seasonal sales variations driven by weather. APU's size
and scale is consistent with other 'BB' rated MLPs, which tend to
have EBITDA of roughly $500 million per year with concentrated
business lines, like APU's focus on retail propane distribution.
Fitch expects APU will have higher than 6.0x leverage at YE 2020
but is expected to decline as economies re-open and demand returns.
APU's leverage of 4.3x-4.6x from 2022-2023 is in line with or
better than wholesale fuel distributor Sunoco LP (BB/Negative).
Both have seasonal or cyclically exposed cash flow, although retail
propane demand tends to be more seasonally affected and weather
affected than motor fuel demand.
Fitch rates APU's international propane retail affiliate UGI
International, LLC (UGII) 'BB+'/Stable. Although UGII is a large
propane retailer, it operates in less fragmented European markets
with lower levels of leverage. Relative to UGII, APU has higher
Fitch-estimated leverage of around 4.3x-4.6x for 2022-2023 versus
UGII FFO-adjusted leverage in the 2.0x-2.5x range. However, APU has
stronger EBITDA margin of above 20% for the same period. APU's
margin benefits from its ability to roll up small retail propane
distributors in the U.S. and use its size and scale to lower or
eliminate overhead costs while maintaining sales. Additionally, APU
has become very adept at managing EBITDA margins and gross margins,
even in a contracting sales and volatile propane price environment.
Wholesale propane prices in the U.S. have generally been low, given
increased U.S. natural gas liquids production. APU has been able to
keep retail prices high and maintain or grow its gross margin per
gallon as a result.
Rockpoint Gas Storage Partners, L.P. (ROCGAS; B-/Stable), a natural
gas storage provider, similar to APU, has a strong seasonal
component and is heavily influenced by the weather during the peak
season. APU operates on the retail level while ROCGAS sells at the
wholesale level. APU is much bigger than ROCGAS and has stronger
geographic diversity in contrast to ROCGAS's geographical
concentration in Alberta. Offsetting its concentrations is ROCGOS's
leverage that is strong for the rating category. Its total debt to
adjusted EBITDA is forecast to decline from 5.5x in fiscal year
ending March 31, 2021 to 4.8x in fiscal 2023, slightly higher than
Fitch's expectations for APU.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within its Rating Case for the Issuer
-- Retail and wholesale sales decline around 5% in 2020, and
recover to historical averages after 2021;
-- Reduction in dividend in 2020 and an average $265 million
annually from 2021-2023;
-- Operating margins consistent with recent history;
-- Retail and wholesale pricing consistent with current pricing,
prices rising modestly in the outer years over 2022-2023;
-- Total capital spending of between $100 million and $110
million annually.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
-- Increased scale of business without impairing profitability;
-- Total debt with equity credit to operating EBITDA below 4x on
a sustained basis.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
-- Accelerating deterioration in customer, margin and/or
volumes;
-- Acquisition that would materially impact leverage;
-- Total debt with equity credit to operating EBITDA above 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
Liquidity Adequate: APU's liquidity is adequate and supported by
its $600 million revolving credit facility which matures in
December 2022. As of March 31, 2020, APU had roughly $336.3 million
availability under the facility. It is primarily used for seasonal
working capital needs.
Maturities are manageable with no note maturities until May 2024.
For the credit agreement, APU management expects to be in
compliance with the leverage covenants. Fitch's projected 2020
leverage includes several non-recurring costs for the
transformation project, which differs from the leverage calculation
used for covenant compliance purposes.
ESG Commentary
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.
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).
APOLLO ENDOSURGERY: Matthew Crawford Quits as Director
------------------------------------------------------
Matthew S. Crawford, a member of the Board of Directors of Apollo
Endosurgery, Inc., informed the Company of his resignation from the
Company's Board of Directors, effective immediately. Mr.
Crawford's decision is not due to any disagreement with the
Company.
About Apollo Endosurgery
Apollo Endosurgery, Inc. -- http://www.apolloendo.com/-- is a
medical technology company focused on less invasive therapies to
treat various gastrointestinal conditions, ranging from
gastrointestinal complications to the treatment of obesity.
Apollo's device-based therapies are an alternative to invasive
surgical procedures, thus lowering complication rates and reducing
total healthcare costs. Apollo's products are offered in over 75
countrie and include the OverStitch Endoscopic Suturing System, the
OverStitch Sx Endoscopic Suturing System, and the ORBERA
Intragastric Balloon.
Apollo Endosurgery incurred a net loss of $27.43 million in 2019
compared to a net loss of $45.78 million in 2018. As of March 31,
2020, the Company had $66.69 million in total assets, $72.15
million in total liabilities, and a total stockholders' deficit of
$5.45 million.
KPMG LLP, in Austin, Texas, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated March
26, 2020 citing that the Company has suffered recurring losses from
operations, cash flow deficits and debt covenant violations and has
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.
ARCH RESOURCES: Moody's Rates New $53.09MM Tax-Exempt Bonds 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service, assigned a Ba3 rating to Arch Resources,
Inc.'s proposed $53.09 million tax-exempt revenue bonds to be
issued by the West Virginia Economic Development Authority. All
other ratings are unchanged.
"The offering provides additional liquidity while Arch navigates a
challenging market environment and funds major capital project,"
said Ben Nelson, Moody's Vice President -- Senior Credit Officer
and lead analyst for Arch Resources, Inc.
Assignments:
Issuer: West Virginia Economic Development Authority
Senior Secured Revenue Bonds, Assigned Ba3 (LGD4)
RATINGS RATIONALE
The rating remains subject to Moody's review of the final terms and
conditions of the proposed offering.
Expected terms and conditions include: (i) same guarantors as
Arch's existing senior secured debt; (ii) a mandatory tender after
five years; and (iii) maturity after twenty-five years. The
tax-exempt bonds are expected to rank pari passu with the company's
existing first lien senior secured debt with relevant terms
outlined in a new intercreditor agreement. Proceeds from the
offering will be used to fund construction of certain facilities at
the Leer South Mine Project in Barbour County, West Virginia.
Completion of the $360-390 million project is expected to add 3
million tons of metallurgical coal production to help the company
reach an annual met coal production capacity of about 9 million
tons by 2022.
The Ba3 CFR reflects a diverse platform of eight coal mining assets
in the United States capable of strong cash flow generation.
Conservative financial policies, including low debt levels and good
liquidity, have helped the company withstand difficult industry
conditions. Operational risk is a constraint with meaningful
concentration of earnings and cash flow at two specific mining
sites: Black Thunder thermal coal mine in the Powder River Basin
and Leer mining complex in Northern Appalachia. Credit quality is
constrained more significantly by the inherent volatility of the
global metallurgical coal industry, ongoing secular decline in the
US thermal coal industry, and ESG factors. The rating also takes
into consideration that some mining assets have less favorable
operating prospects in the coming years and, therefore, could be
subject to more significant reclamation-related spending over the
rating horizon.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The SGL-2 reflects its expectation for good liquidity to support
operations over the next 12-18 months. Moody's expects that the
company will burn cash in 2020 due to heavy expansionary capital
spending on the Leer South mine project. The primary source of
liquidity beyond internally-generated free cash flow is the
company's cash balance combined with modest availability under an
account's receivables securitization facility and an unrated
inventory-based revolving credit facility. The SGL rating does not
incorporate certain one-time cash inflows expected by the company,
including potential benefits from the CARES Act. The SGL rating
also does not assume market access and, therefore, discounts the
facilities based on the expectation that successful execution of a
planned joint venture with Peabody Energy, which remains subject to
regulatory approvals, will close and transfer collateral currently
supporting these facilities to the new entity. However, as of March
31, 2020, the company reported $87 million of availability under
these facilities, and, combined with balance sheet cash and cash
equivalents of $234 million, has more than $320 million of
available liquidity. The proposed offering increases liquidity to
more than $370 million on a pro forma basis. The SGL rating could
be downgraded to SGL-3 if available liquidity falls below $250
million.
Environmental, social, and governance factors are important factors
influencing Arch's credit quality. The company is exposed to ESG
issues typical for a company in the coal mining industry, including
increasing global demand for renewable energy that is detrimental
to demand for thermal coal, especially in the United States and
Western Europe. From an environmental perspective, the coal mining
sector is also viewed as: (i) very high risk for air pollution and
carbon regulations; (ii) high risk for soil and water pollution,
land use restrictions, and natural and man-made hazards; and (iii)
moderate risk for water shortages. Social issues include factors
such as community relations, operational track record, and health
and safety issues associated with coal mining such as black lung
disease. Through capital investment in the Leer South project, Arch
Resources has been reducing exposure to thermal coal, which carries
greater ESG-related risks, and increasing exposure to metallurgical
coal, which carries lower ESG-related risks. Arch Resources sold
its last thermal coal mine in Appalachia in December 2019 -- a
surface mine called Coal-Mac -- and announced the intention to put
its thermal coal mines in Colorado and the Powder River Basin
region into a joint venture operated by Peabody Energy in June
2019. Governance-related risks are representative of a publicly
traded coal company. However, while Arch returned more than $900
million of cash to shareholders since late 2017, the company has
maintained a very modest net debt position ($129 million at March
31, 2020) and a good liquidity position comprised largely of
balance sheet cash.
ARETE HEALTHCARE: Unsecureds to Recover 0.7% to 12% in Plan
-----------------------------------------------------------
Debtors Arete Healthcare, LLC, Schertz-Cibolo Emergency Center,
LLC, and Emergency Clinic of Floresville, LLC filed the First
Amended Disclosure Statement in support of Joint Plan of
Reorganization dated May 1, 2020.
Class 6 General Unsecured Claims will each receive its pro rata
share of the GUC Cash Pool. The GUC Cash Pool will include the
proceeds from the Exit Credit Facility less amounts for Allowed
Administrative Expense Claims. The GUC Cash Pool will be capped at
$50,000 and cannot increase. There will be no more and no less than
$50,000 available to pay Class 6 creditors as the remaining
proceeds from the Exit Facility will be used to pay Administrative
Claims.
Class 6 creditors whose claims are allowed will receive between
0.7% and 12% of their claims. The Debtors have performed an
analysis of all filed unsecured claims. The Debtors may object to
certain claims. If none of the objections to unsecured claims are
sustained, creditors will receive a distribution of approximately
0.7% of their claims. If all of the objections the Debtors have
identified as meritorious are sustained, then Class 6 creditors
with allowed claims will receive approximately 12% of their claims.
A full-text copy of the First Amended Disclosure Statement dated
May 1, 2020, is available at https://tinyurl.com/y8ltcxl5 from
PacerMonitor at no charge.
The Debtors are represented by:
DAVID S. GRAGG
ALLEN M. DeBARD
LANGLEY & BANACK, INC.
Suite 700, Trinity Plaza II
745 East Mulberry
San Antonio, TX 78212-3166
Tel: (210)-736-6600
Fax: (210) 735-6889
About Arete Healthcare
Arete Healthcare, LLC and its affiliates The Emergency Clinic of
Floresville LLC, Schertz-Cibolo Emergency Center LLC and Southcross
Hospital LLC, provide health care services.
Schertz-Cibolo Emergency Center owns and operates the Schertz
Cibolo Emergency Clinic -- http://www.schertzhealth.com/-- a
free-standing facility that is a fully equipped ER, staffed with
board-certified physicians and registered nurses. It has an on-site
laboratory and a complete radiology department including CT
scanner, ultrasound, and digital X-ray.
The Emergency Clinic of Floresville owns and operates Emergency
Care of Floresville, an emergency clinic offering a full-service,
24-hour emergency room, an on-site lab, CT, digital x-ray, and
ultrasound.
Southcross Hospital Llc is a general acute care hospital in San
Antonio, Texas, while Arete Healthcare manages the other three
debtors.
Arete Healthcare and its affiliate sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 19-52578)
on Nov. 3, 2019.
At the time of the filing, Southcross Hospital had estimated assets
of between $500,000 and $1 million and liabilities of between $1
million and $10 million. The other companies each disclosed assets
of between $1 million and $10 million and liabilities of the same
range.
Judge Craig A. Gargotta oversees the cases.
The Debtors tapped Allen M. DeBard, Esq., at Langley & Banack,
Inc., as their legal counsel.
The Office of the U.S. Trustee appointed creditors to serve on the
committee of unsecured creditors on Nov. 27, 2019. The Committee
is represented by Brinkman Portillo Ronk, APC.
AVIANCA HOLDINGS: U.S. Trustee Appoints Creditors' Committee
------------------------------------------------------------
The U.S. Trustee for Region 2 on May 22, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 cases
of Avianca Holdings S.A. and its affiliates.
The committee members are:
1. Caja de Auxilios y Prestaciones de la Asociacion
Colombiana de Aviadores Civiles Acdac
Calle 99# 10-19 of 402
Bogota-Columbia
Attn: Daniel Ignacio Nino T, CEO
Telephone: +57-7421801
2. The Boeing Company
1301 SW 16th Street
Mail Code 30-28
Renton, Washington 98507
Attention: Joseph F. Cascio, Senior Counsel
Telephone: (206) 662-3164
3. Puma Energy
18 Calle, Boulevard Los Proceres
24-69 Zona 10, Edif. Zona Predera
Torre 4, Nivel 15. Ciudad de Guatemala, Guatemala
Attention: Victor Hugo de Dios Morales
Regional Aviation Manager
Telephone: +502-4151-4064
4. SMBC Aviation Capital, Ltd.
IFSC House, IFSC
Dublin 1, Ireland
Attention: David Swan, Director
Telephone: +353 87 997 8820
5. KGAL Investment Management GmbH & Co KG
Tolzer Strasse 15
82301 Grunwald Germany
Attention: Jennifer Tan-Waldhauser
Portfolio Management
Telephone: +49 89 64143-357
6. Delaware Trust Company
251 Little Falls Drive
Wilmington, Delaware 19808
Attention: Michelle Dreyer
Corporate Trust Administration
Telephone: (302) 636-5806
7. Columbian Pilots Union
AV Calle 116 # 71D–08
Bogota-Columbia
Attention: Jaime Alberto Hernandez Sierra
President of Columbian Pilots Union
Telephone: +57 (311) 450-3457
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Avianca
Avianca -- https://aviancaholdings.com/ -- is the commercial brand
for the collection of passenger airlines and cargo airlines under
the umbrella company Avianca Holdings S.A. Avianca has been flying
uninterrupted for 100 years. With a fleet of 158 aircraft, Avianca
serves 76 destinations in 27 countries within the Americas and
Europe.
Avianca Holdings S.A. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No.
20-11133) on May 10, 2020. At the time of the filing, Debtors
disclosed $7,273,900,000 in assets and $7,268,700,000 in
liabilities.
Judge Martin Glenn oversees the cases.
Debtors tapped Milbank LLP as general bankruptcy counsel; Urdaneta,
Velez, Pearl & Abdallah Abogados and Gomez-Pinzon Abogados S.A.S.
as restructuring counsel; Smith Gambrell and Russell, LLP as
aviation counsel; Seabury Securities LLC as financial restructuring
advisor and investment banker; FTI Consulting, Inc. as financial
restructuring advisor; and Kurtzman Carson Consultants LLC as
claims and noticing agent.
BAMA OAKS RETIREMENT: Taps Marcus & Millichap as Real Estate Broker
-------------------------------------------------------------------
Bama Oaks Retirement, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Marcus & Millichap Real Estate Investment Brokerage Company as its
real estate agent.
Marcus & Millichap will assist Debtor in the sale of its real
property located at Gordon Oaks, Mobile, Ala. The firm will get 3
percent of the purchase price as commission.
Mike Pardoll of Marcus & Millichap disclosed in court filings that
he and other employees of the firm are "disinterested" as defined
in Section 101(14) of the Bankruptcy Code.
Marcus & Millichap can be reached through:
Mike Pardoll
Marcus & Millichap
405 Eagle Bend Drive
Waxhaw, NC 28173
About Bama Oaks Retirement
Bama Oaks Retirement, LLC, which conducts business under the name
Gordon Oaks Assisted Living, owns and operates an assisted living
facility in Mobile, Ala. On Feb. 1, 2020, Bama Oaks Retirement
filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 20-61914).
In the petition signed by Christopher F. Brogdon, manager, Debtor
was estimated to have between $10 million and $50 million in both
assets and liabilities. Theodore N. Stapleton, P.C., is Debtor's
legal counsel.
BCH ENTERPRISES: Seeks to Hire Dowd Ferrin as Accountant
--------------------------------------------------------
BCH Enterprises LLC seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Dowd Ferrin &
Saunders, as accountant to the Debtor.
BCH Enterprises requires Dowd Ferrin to:
-- prepare and provide financial reporting to be made in
connection with the bankruptcy case, including but not
limited to income and expense reports, financial
statements, tax returns, monthly operating reports; and
-- provide data necessary for interim statements and operating
reports.
Dowd Ferrin will be paid at the hourly rate of $250.
Dowd Ferrin will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Peter Ferrin, partner of Dowd Ferrin & Saunders, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Dowd Ferrin can be reached at:
Peter Ferrin
DOWD FERRIN & SAUNDERS
2659 Townsgate Road, Suite 130
Westlake Village, CA. 91361
Tel: (805) 777-7533
About BCH Enterprises LLC
BCH Enterprises LLC, based in Westlake Village, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 20-10157) on Jan. 31, 2020.
In the petition signed by Brett Harrison, LLC member/manager, the
Debtor was estimated to have $10 million to $50 million in both
assets and liabilities. Randall V. Sutter, Esq., of Rounds &
Sutter, LLP, serves as bankruptcy counsel to the Debtor.
BIOLASE INC: Signs 5th Amended Credit Agreement with SWK Funding
----------------------------------------------------------------
BIOLASE, Inc. entered into the Fifth Amendment to Credit Agreement
with SWK Funding LLC. The Fifth Amendment amends the Credit
Agreement by providing for minimum consolidated unencumbered liquid
assets of $1,500,000 prior to June 30, 2020 and $3,000,000 on or
after June 30, 2020; providing for a minimum aggregate revenue
target of $41,000,000 for the twelve month period ending June 30,
2020, a related waiver of such minimum revenue target in the event
that the Company raises equity capital of not less than $10,000,000
on or prior to June 30, 2020, and quarterly revenue targets; and
providing for a minimum EBITDA target of –($7,000,000) for the
twelve month period ended June 30, 2020, a related waiver of such
minimum EBIDTA target in the event that the Company raises equity
capital of not less than $10,000,000 on or prior to June 30, 2020,
and quarterly EBITDA targets. The Second Amendment contains
representations, warranties, covenants, releases, and conditions
customary for a credit agreement amendment of this type.
In connection with the Fifth Amendment, on May 15, 2020 the Company
entered into the Third Consolidated, Amended and Restated Warrant,
pursuant to which the Company issued additional warrants to SWK to
purchase 63,779 shares of the Company's Common Stock, par value
$0.001 per share, with a warrant price per share of $0.39198, and
adjusted the warrant price per share with respect to 487,198
existing warrant shares previously issued to SWK to $0.39198.
About BIOLASE
BIOLASE -- http://www.biolase.com-- is a medical device company
that develops, manufactures, markets, and sells laser systems in
dentistry, and medicine. BIOLASE's products advance the practice
of dentistry and medicine for patients and healthcare
professionals. BIOLASE's proprietary laser products incorporate
approximately patented 261 and 52 patent-pending technologies
designed to provide biologically clinically superior performance
with less pain and faster recovery times. BIOLASE's innovative
products provide cutting-edge technology at competitive prices to
deliver superior results for dentists and patients. BIOLASE's
principal products are revolutionary dental laser systems that
perform a broad range of dental procedures, including cosmetic and
complex surgical applications, and a full line of dental imaging
equipment. BIOLASE has sold over 41,200 laser systems to date in
over 80 countries around the world. Laser products under
development address BIOLASE's core dental market and other adjacent
medical and consumer applications.
Biolase reported a net loss of $17.85 million for the year ended
Dec. 31, 2019, compared to a net loss of $21.52 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$24.53 million in total assets, $25.42 million in total
liabilities, $3.96 million in total redeemable preferred stock, and
a total stockholders' deficit of $4.86 million.
BDO USA, LLP, in Costa Mesa, California, the Company's auditor
since 2005, issued a "going concern" qualification in its report
dated March 27, 2020 citing that the Company has suffered recurring
losses from operations, has negative cash flows from operations and
has uncertainties regarding the Company's ability to meet its debt
covenants and service its debt. These factors, among others, raise
substantial doubt about its ability to continue as a going concern.
BLACKSTONE CQP: S&P Affirms 'B' ICR; Outlook Stable
---------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit ratings on
Blackstone CQP Holdco LP (BXCQP) and its 'B+' issue-level rating on
the company's senior secured term loan. Its '2' recovery rating
remains unchanged, indicating that the rating agency expects
70%-90% recovery in the event of a payment default, although its
rounded point estimate changed slightly to 70% from 75%.
S&P rates BXCQP under its noncontrolling equity interest criteria
(NCEI), which it uses to rate debt instruments issued by entities
that own a noncontrolling interest in one or more other entities
(the investee company). BXCQP's investee company is Cheniere Energy
Partners L.P (CQP). The stand-alone credit profile (SACP) for CQP
is the starting point for the rating on BXCQP.
The 'B' issuer credit rating on BXCQP reflects the differentiated
credit quality between BXCQP and CQP, of which BXCQP owns
approximately 40.5%. The rating differential reflects the
structural subordination of BXCQP's debt to CQP's underlying cash
flows, which Blackstone does not control. Other factors include
cash flow stability, BXCQP's influence on CQP's corporate
governance and financial policy, financial ratios, and ability to
liquidate its investments in CQP to repay debt. S&P assesses these
factors as either positive, neutral, or negative.
CQP's assets include Sabine Pass Liquefaction LLC (SPL), a project
financing of a liquefied natural gas (LNG) facility on the U.S.
Gulf Coast, Sabine Pass LNG L.P. (SPLNG), a related regasification
facility, and Cheniere Creole Trail Pipeline L.P. (CTPL), a
dedicated bidirectional natural gas pipeline that serves SPL and
SPLNG. Most of CQP's cash flows are attributable to SPL, where CQP
is building six liquefaction trains. Trains 1-5 are fully
operational. Train 6 is currently being commercialized with the
majority of completion forecast in 2023. Cheniere has announced the
signing of three long-term sales and purchase agreements that
represent over 70% of Train 6 nameplate capacity.
S&P said, "We continue to view CQP's dividend stream to BXCQP as
stable, as it is backed by cash flows from highly contracted
long-term agreements with investment-grade counterparties. Despite
current market conditions, we do not anticipate any negative
impacts to the dividend policy at CQP. BXCQP's positive cash flow
assessment is further bolstered by ongoing construction at SLP,
which has proceeded on time and within their stated budget. The
master limited partnership (MLP) structure of the investee company,
CQP, contributes to our positive corporate governance and financial
policy assessment of BXCQP. MLP unitholders are strongly in favor
of stable increasing dividends. In our view, BXCQP also benefits
from stronger governance rights than typically seen in limited
partners in an MLP.
"We forecast weighted- average stand-alone leverage to be in the
4.5x-5.0x range for 2020 and 2021. We expect BXCQP's quarterly
distribution to be in the $2.60-$2.65 range in 2020 and increase
modestly thereafter. Although Blackstone can liquidate its stake in
CQP and repay its debt by over 3x, we do not believe there is a
relatively deep market for its shares. Over the past three months,
average daily trading volume was about 538,000 shares.
Consequently, it would take considerable time for BXCQP to
liquidate its position without weakening CQP's unit price.
"Additionally, with Trains 1-5 fully operational and Train 6
expected to come online in 2023, it is possible that CQP units will
be more liquid, which could result in a gradual increase in unit
price. Consequently, as CQP's market liquidity improves, we could
consider revising our negative assessment of BXCQP's ability to
liquidate investments.
"When viewing these factors together, we arrive at a 'B' corporate
credit rating for BXCQP. Given the steady dividend stream backed by
stable and highly contracted cash flows, we raise the SACP by
one-notch for BXCQP. We view the dividend policy as a key credit
strength, particularly when compared to peers. Furthermore, CQP has
a strong record, with Trains 1-5 in operation, and Train 6 within
budget and ahead of schedule. Additionally, the continued incentive
for stable and or growing distributions, as well as Blackstone's
presence on direct positions on CQP's board, is stronger than peers
in similar structures. This results in a final rating of 'B'.
"We view BXCQP outlook as stable, given our expectation of a steady
distribution stream from CQP coupled with modest growth. We expect
stand-alone leverage in the 4.5x-5.0x area for 2020 and 2021.
"A lower rating is possible if BXCQP were to experience leverage
levels above 6x or an interest coverage ratio below 1.5x over a
sustained period or if BXCQP were to face significant liquidity
constraints. We would expect such outcomes if SPL were to endure
significant operational challenges that stymie upstream cash flow
distributions. However, in our opinion the likelihood of such
scenarios occurring are remote given that cash flows are heavily
contracted and face primarily investment-grade counterparties. We
could also lower the rating if CQP's adjusted weighted-average debt
to EBITDA is greater than 6.5x, which would prompt us to lower the
SACP on the investee company.
"Without an improvement in the SACP of CQP, we would not consider a
higher rating for BXCQP. CQP's SACP could improve if its adjusted
debt to EBITDA approaches 5x."
BLOOMIN' BRANDS: Moody's Cuts CFR to B1 & Alters Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service downgraded Bloomin' Brands, Inc.'s
Corporate Family Rating to B1 from Ba3, $1.0 billion senior secured
revolver to Ba3 from Ba2 and $500 million senior secured term loan
to Ba3 from Ba2. Bloomin' Brands Probability of Default Rating was
confirmed at B1-PD. The company's Speculative Grade Liquidity
Rating remains SGL-3. The outlook is negative. This concludes
Moody's review for downgrade that was initiated on March 23, 2020.
"The downgrade reflects that Bloomin Brands' revenues and earnings
will remain well below last year even after many of its restaurants
have opened given the material limitations on in-unit dining
capacity that are expected to be put in place by local
jurisdictions to maintain social distancing," stated Bill Fahy,
Moody's Senior Credit Officer. Moody's base case assumes a slow
ramp of unit openings at reduced capacity with the continuation of
take-out, curbside pick-up and delivery which results in
significant decline in EBITDA in fiscal 2020 which fiscal 2021
EBITDA roughly recovering to around 85% of 2019 EBITDA. In response
to these operating challenges and to strengthen liquidity, Bloomin'
Brands drew down its revolver and issued approximately $230 million
of unsecured convertible notes in addition to suspending its
dividend, share repurchases and all non-essential operating
expenses and discretionary capex.
Downgrades:
Issuer: Bloomin' Brands, Inc.
Corporate Family Rating, Downgraded to B1 from Ba3, Previously
on Review for Downgrade
Senior Secured Bank Credit Facility, Downgraded to Ba3 (LGD3)
from Ba2 (LGD2), Previously on Review for Downgrade
Confirmations:
Issuer: Bloomin' Brands, Inc.
Probability of Default Rating, Confirmed at B1-PD, Previously
on Review for Downgrade
Outlook Actions:
Issuer: Bloomin' 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 restaurant
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 Bloomin' Brands' credit
profile, including its exposure to widespread location closures
have left it vulnerable to shifts in market sentiment in 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. Its action
reflects the impact on Bloomin' Brands of the breadth and severity
of the shock, and the broad deterioration in credit quality it has
triggered.
Bloomin' Brands B1 Corporate Family Rating is supported by its high
level of brand awareness of its four brands (Outback Steakhouse,
Carrabba's Italian Grill, Bonefish Grill, and Fleming's Prime
Steakhouse and Wine Bar) and its focus on off-premise, direct
delivery, and third-party delivery services. Bloomin' Brands also
benefits from its large and diversified asset base with 1,472
spread across the US and with about 17.6% located internationally
and its adequate liquidity supported by its balance sheet cash of
over $400 million. The B1 is constrained by the impact of the
coronavirus pandemic on Bloomin Brands' operating results which
will result in a significant weakening in its credit metrics in
2020. Moody's base case assumes a recovery in 2021 which will
result in debt/EBITDA improving to around 5.0x at the end of fiscal
2021.
The negative outlook reflects the uncertainty with regards to the
potential length and severity of closures and the ultimate impact
these closures will have on Bloomin Brands revenues, earnings and
ultimate liquidity. The outlook also takes into account the
negative impact on consumers ability and willingness to spend on
eating out until the crisis materially subsides.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could result in a stable outlook include a clear plan
and time line for the lifting of restrictions on restaurant
closures that result in a sustained improvement in operating
performance, liquidity and credit metrics. Whereas an upgrade would
require a sustained strengthening of operating performance that
resulted in leverage of around 4.5 times, coverage of about 2.5
times and good liquidity.
Factors that could result in a downgrade include a deterioration in
liquidity driven by a prolonged period of restaurant restrictions
and closures. Ratings could also be downgraded should the impact of
the restaurant restrictions and closures be more severe than
currently expected or should credit metrics remain weak despite a
lifting of restrictions on restaurants and a subsequent recovery in
earnings and liquidity. Specifically, ratings could be downgraded
in the event debt to EBITDA exceeded 5.5 times or EBIT coverage of
interest approaching 1.5 times on a sustained basis.
Bloomin' Brands board of directors is a good mix of industry and
industry related experience, as well as directors with large
company experience and varied periods of board tenure. Bloomin'
Brands board has 8 members, 7 of which are independent. Restaurants
by their nature and relationship with sourcing food and packaging,
as well as an extensive labor force and constant consumer
interaction are deeply entwined with sustainability, social and
environmental concerns. As part of that commitment, Bloomin' Brands
has an Advisory Council, comprised of independent scientists and
leading authorities who advise it on animal welfare and
sustainability practices. While this may not directly impact the
credit, they impact brand image and result in a more positive view
of the brand overall.
Bloomin' Brands owns and operates a diversified base of casual
dining concepts which include Outback Steakhouse, Carrabba's
Italian Grill, Bonefish Grill, and Fleming's Prime Steakhouse and
Wine Bar. Annual revenues were approximately $4.1 billion for the
LTM period ending December 2019.
The principal methodology used in these ratings was Restaurant
Industry published in January 2018.
BOISE CASCADE: S&P Affirms 'BB-' ICR Despite Lower New Home Sales
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on Boise
Cascade Co. The outlook is stable.
S&P said, "We are also affirming our 'BB-'issue-level rating on the
company's senior unsecured notes and revising the recovery rating
on the debt to '3' from '4', based on higher recovery prospects
given a decrease in secured obligations.
"For the 12 months ended March 2020, Boise's adjusted leverage was
2.2x. This is in line with S&P Global Ratings' previous
expectations. With recessionary pressures reducing demand for its
products this year, we expect credit measures to deteriorate.
Nonetheless, we expect metrics to continue to support the current
ratings. This includes debt to EBITDA remaining comfortably below
4x.
"We believe the current recession will likely reduce U.S. economic
activity 11.8% peak to trough, which is roughly three times the
decline seen during the Great Recession in one-third of the time.
We forecast the U.S. economy will contract 5.2% this
year--including an annualized decline of almost 35% in the second
quarter. In this environment, we expect unemployment levels of
about 8% on an annualized basis for 2020. That, coupled with
stay-at-home restrictions in place from late March to mid-May,
leads us to forecast residential construction will decline
moderately in the second quarter of 2020 before improving in the
second half of 2020, such that the annualized decline this year is
about 6%. Similarly, we currently forecast annualized housing
starts to fall to about 1.1 million in the second and third
quarters of 2020 from about 1.3 million last year."
The slowdown in new construction activity will cause revenue to
decline by about 15%-20% this year. Due to the nature of the
products Boise distributes and manufactures, demand is highly
correlated to new construction activities. COVID 19-related
recessionary pressures have spiked jobless claims and reduced the
purchasing power of homebuyers. S&P said, "And due to deteriorated
consumer confidence, we expect some new home purchases will likely
be postponed. Thus, we expect homebuilders to reduce the pace of
new construction and, consequently, there will be fewer housing
starts in 2020."
S&P said, "However, we think there will be a lag before reduced
construction activities result in sharp reductions in order books
for building material distributors like Boise. This is due to the
usual lead times and long order books from homebuilders, which span
about two to three months on average. Through the period of the
stay-at-home orders, homebuilders have continued to complete work
in progress, projects that were initiated last year or in early
2020, before the COVID-19 outbreak and the subsequent decline in
foot traffic and home-buying demand. While most distributors,
including Boise, have seen slowing daily sales in April and May so
far, we believe most of the impact from the reduced demand from
homebuilders will be seen in the latter part of the second quarter
through the third quarter of this year."
For the first quarter of 2020, Boise's revenue grew by 12%,
benefiting from strong construction activity in early 2020 and
improved pricing for lumber and wood-based products. However, S&P
expects quarterly revenue to decline over the rest of the year and
forecast total revenue to be down by 15%-20% in 2020. But, if
consumer confidence is quickly restored, as parts of the U.S. ease
stay-at-home restrictions and re-open their economies, we could see
a lower revenue decline in 2020.
S&P said, "Despite contracting earnings and weakening credit
measures, we believe Boise has sufficient balance sheet strength to
manage through these difficult times. While management has
undertaken production curtailments and other initiatives to manage
costs, we think the sharp decline in sales volumes and higher
fixed-cost absorption will depress earnings and margins in 2020. As
such, we forecast Boise to generate EBITDA in the $140 million-$150
million range. And so, we expect adjusted debt to EBITDA to rise
above 3x and FFO to debt to be about 25% by the end of this year.
Nonetheless, these measures would still support the current
ratings."
In 2020, as sales contract, counter cyclical cash flows will
generate working capital inflows from liquidation of inventory and
receivables. Further the company is taking efforts to preserve
cash, including reducing capital expenditures, pausing acquisition
spending, and limiting shareholders' remuneration to regular
dividends. This leads S&P's to expect Boise to generate
discretionary cash flows of about $70 million-$80 million this
year.
As of March 31, 2020, Boise's cash on hand was $215 million and its
reported long-term debt was $440 million. S&P said, "Based on the
company's strong cash flow generation and its conservative
financial policy, we believe Boise is entering this downturn with a
strong balance sheet. And despite the negative pressures from the
recessionary conditions, we think Boise is well positioned to
manage through these challenging business conditions."
The stable outlook on Boise indicates our belief that despite
recessionary pressures causing weaker earnings, adjusted leverage
will remain within the 3x-4x range and FFO to debt within the
25%-30% range.
S&P might lower the ratings over the next 12-24 months if:
-- Recessionary pressures persisted for an extended period,
causing revenue and earnings to weaken more than expected under
S&P's base case scenario, such that EBITDA fell to about $100
million and adjusted debt to EBITDA rose to above 4x, with little
expectation of a rapid recovery; or
-- The company's free cash flow turned negative.
Though unlikely in the current environment, S&P might raise its
ratings on Boise over the next 12-24 months if:
-- Margins improved to the 6%-7% range on a continued basis, and
-- The company sustained leverage under 2x.
Boise, Idaho-based Boise Cascade Co. is a vertically integrated
building products company that operates through both a wood
products manufacturing segment and a building material distribution
segment. Its products are used primarily in new residential
construction, as well as in repair and remodeling.
The company's revenue for the fiscal year ended Dec. 31, 2019 was
$4.64 billion, with wood products accounting for about 24% of the
revenue and the building material distribution segment for the
remaining 76%.
C-CO HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: C-CO Holdings, LLC
7000 Hoddeville School Rd
Brenham, TX 77833-1284
Business Description: C-CO Holdings, LLC is a general contractor
in Brenham, Texas.
Chapter 11 Petition Date: May 24, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 20-32746
Judge: Hon. Eduardo V. Rodriguez
Debtor's Counsel: Brendon Dane Singh, Esq.
CORRAL TRAN SINGH, LLP
1010 Lamar Street Ste 1160
Houston, TX 77002
E-mail: Brendon.Singh@ctsattorneys.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher George Cone, president.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/35HHcU
CARLSON TRAVEL: Fitch Lowers Issuer Default Rating to B
-------------------------------------------------------
Fitch Ratings has downgraded Carlson Travel, Inc.'s Issuer Default
Rating to 'B' from 'B+'. Fitch also downgraded CWT's senior secured
debt to 'BB'/'RR1' from 'BB+'/'RR1' and CWT's senior unsecured debt
to 'B'/'RR4' from 'B+'/'RR4'. Fitch removed the Rating Watch
Negative and the Rating Outlook is Negative.
The downgrade reflects Fitch's expectation that CWT's gross
leverage will sustain well outside the previous downgrade
sensitivity of 5.0x amid a steeper decline in travel demand than
previously contemplated, as well as a prolonged recovery in travel
demand to pre-coronavirus levels. Under more conservative operating
assumptions and following the company's revolver draw in late
March, Fitch now expects gross leverage will be 7.0x in 2021 and
decline to 5.5x in 2022. Leverage in the 5.0x-6.0x range in more
commensurate with a 'B' IDR.
The removal of the Rating Watch Negative reflects Fitch's reduced
immediate concerns regarding CWT's liquidity needs in the severely
stressed travel environment. Working capital dynamics have been
positive and operating/capex cash needs have been significantly
reduced, resulting in lower estimated cash burn than previously
forecast. The largest cash uses in 2020 will be the roughly $30
million in coupon payments in both June and December, which CWT has
sufficient liquidity for.
The Negative Outlook contemplates the uncertain nature of the
current situation and the ultimate strain it can put on CWT's
near-term liquidity and longer-term leverage trajectory. At this
time, the rating takes into account a travel recovery that begins
later this year and into 2021, with gross leverage returning to
levels commensurate with the 'B' IDR by 2022. To the extent there
is increased visibility with respect to the trajectory of the
recovery, Fitch could revise the Rating Outlook back to Stable.
KEY RATING DRIVERS
Near-Term Liquidity: CWT has sufficient liquidity to withstand the
severe near-term operating shock, having reduced cash operating
expenses and experiencing neutral-to-slightly positive working
capital dynamics. The revolver was drawn in late March and Fitch
expects the company will continue to seek additional sources of
liquidity, which would further boost liquidity and Fitch assumes
would be used to repay the revolver.
The second calendar quarter will see the greatest cash burn given
the sharp expected reductions in travel transactions and roughly
$30 million in cash interest expense. Working capital changes for
the remainder of 2020 should not materially impact the cash burn
rate given that CWT does not employ the merchant model, unlike peer
Expedia Group, Inc. (BBB-/Negative).
Solid Diversification: CWT is well-diversified from a geographic,
customer and contract type perspective, helping to moderate an
impact from cyclical travel pressures. A majority of revenue is
generated in the Americas and EMEA, with a growing presence in
Asia. No single customer comprises a meaningful portion of total
revenue and CWT's business clients are also diversified across
industries. The company structures its contracts as either
transaction fee-based (roughly two-thirds of revenue) or management
fee-based, with the latter supporting cash flows in the event of
travel volume declines.
Long-Term Margin Improvement: EBITDA margins have expanded since
2017 and will continue to improve toward the high teens through the
recovery, primarily from improvements in cost structure related to
reduced labor costs and more efficient operating model. Over the
medium term, headcount is being centralized at global service
centers in lower cost geographies and investments in technology and
systems are reducing absolute costs.
CWT will also benefit from margin yield improvement (how much
revenue is generated per travel booking) as its RoomIt hotel
distribution business grows. CWT continues to add new hotel
properties to its platform with negotiated rates and Fitch expects
hotel attachment rate (hotel bookings as percentage of airline
bookings) to modestly increase, which will also boost margins.
These initiatives will be counterbalanced by an overall mix
increase in lower margin yield online bookings.
Agile Operating Model: A majority of CWT's operating costs are
staff, which it monitors regularly and can adjust quickly to
changes in travel volumes - including potentially lingering effects
on global travel from the evolving coronavirus outbreak. In 2009,
CWT was able to cut roughly 17% of its workforce, while revenue and
EBITDA declined by slightly less (on constant currency basis). This
resulted in low flowthrough to EBITDA and only modest pressure on
margins. A number of other operating costs are variable, including
fees to credit card companies, OTAs and suppliers. Certain capex
spending related to software development could also be delayed
during periods of stress.
Business Travel Industry: Fitch expects business travel volumes to
return to pre-COVID levels around 2023/2024, which is similar to
Fitch's recovery time frame for leisure travel. However, in the
near-term Fitch anticipates business travel to rebound at a slower
pace due to companies' potentially reduced willingness to allow
employees to travel and cancellation or rescheduling of group
events.
Traditionally, the business travel industry has a moderate degree
of cyclicality, due to demand volatility stemming from economic
cycles or external shocks. The business travel industry is
fragmented, with many companies still retaining operations
in-house, though CWT is one of the largest competitors along with
American Express Global Business Travel.
DERIVATION SUMMARY
CWT is a global operator in business travel management services
with historically moderate leverage and improving long-term EBITDA
and FCF margins. The closest Fitch-rated public peer is Expedia
Inc. (BBB-/Negative), which provides business-to-consumer travel
services primarily to individuals and is more exposed to leisure
travel. Expedia has significantly larger scale, which had excess of
$100 billion gross travel bookings and $1 billion in annual FCF
during 2019, while it also has a long-established track record of
adhering to a below 2.0x gross debt/EBITDA target. Travelport and
Sabre GLBL are also peers that operate in the global distribution
system business. Travelport has historically operated with slightly
higher leverage than CWT, while Sabre lower leverage and higher
EBITDA and FCF margins. Long term, Fitch feels the
disintermediation risk of GDS companies from the travel funnel is
greater than business travel management companies, with the latter
offering high value-add services to corporate clients.
KEY ASSUMPTIONS
-- Significant revenue declines in 2020 as a result of the
coronavirus' disruption to global travel. Fitch assumes aggregate
revenue declines roughly 55% in 2020, with quarterly revenue
declines ranging from 40%-80%. Fitch assumes a moderate recovery in
travel demand beginning in 2021, with revenues in 2021 roughly 20%
below 2019 levels;
-- Flow through to EBITDA is approximately 25% as variable labor
costs comprise majority of operating expenses;
-- Capex is lower than historical levels in 2020 as some projects
are flexible, returning to normalized levels in 2021;
-- No incremental debt assumed besides the revolver draw in first
quarter 2020.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes that CWT would be reorganized as a
going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim, and has assumed the $150
million revolver to be fully drawn at the time of recovery.
Fitch estimates going-concern EBITDA in a scenario in which default
may be caused by deep cyclical pressures, resulting in prolonged
cash burn. Under this scenario, Fitch estimates a going-concern
EBITDA of roughly $190 million, which is also in-line with forecast
EBITDA two years forward from the 2020 trough level. This decline
in EBITDA from the December 2019 peak is slightly worse than CWT's
performance during the last recession. Fitch assumes a
going-concern recovery multiple of 6.0x for CWT. This is slightly
above Travelport's 5.5x recovery multiple assumed by Fitch, as the
agency feels that the long-term disintermediation risk is lower for
travel management companies compared with GDS companies. There are
limited public transaction multiples in the travel services
industry, though CWT's recovery multiple is lower than acquisition
multiples for Travelport in 2018 (11.0x) and Orbtiz Worldwide in
2015 (10.3x).
Fitch forecasts a post-reorganization enterprise value of roughly
$1.0 billion, after the deduction of expected administrative claims
of 10%. This results in a 100% recovery for the senior secured
revolver and notes, which equates to +3 notching from the IDR to
'BB'/'RR1'. The senior unsecured notes recovery is 34%, notched on
par with the IDR at 'B'/'RR4'
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Evidence of a stabilization in travel demand and signs of a
significant rebound in global travel demand;
-- Gross debt/EBITDA sustaining below 5.0x;
-- Greater aggregate liquidity to withstand a prolonged period of
disrupted global travel demand, potentially from incremental
facility capacity or owner support.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A decrease in aggregate liquidity as a result of prolonged
travel disruption and/or working capital drag;
-- Less certainty that gross debt/EBITDA recovers to or below
6.0x by 2022 due to prospects of more prolonged depressed global
travel demand.
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
Liquidity Strategy: CWT typically maintains a sufficient level of
cash and revolver availability to withstand seasonally slow periods
that may result in working capital swings, notwithstanding the
current severe disruption to global travel demand. CWT fully drew
on its revolver in the first quarter of 2020 and liquidity is not a
major concern in Fitch's 2020 forecast. The company is improving
its working capital management further by adjusting customer and
payment terms, which has resulted in favorable liquidity trends
during the current stressed bookings environment. The next
meaningful debt payments are the $150 million revolver maturity in
2022 and $775 million in secured debt maturities in 2023.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch adds back exceptional and one-time items to EBITDA,
specifically for severance related to its relocation of labor to
global service centers. Fitch also adds and subtracts distributions
to and from affiliates to EBITDA. ESG Considerations Unless
otherwise disclosed in this section, the highest level of ESG
credit relevance is a score of 3 - ESG issues are credit neutral or
have only a minimal credit impact on the entity, either due to
their nature or the way in which they are being managed by the
entity.
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.
CCM MERGER: S&P Affirms 'B+' Issuer Credit Rating; Outlook Negative
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
Detroit gaming operator CCM Merger Inc. and removed all of its
ratings on the company from CreditWatch, where S&P placed them with
negative implications on March 20, 2020.
S&P said, "Despite the temporary closure of its Detroit casino,
which will likely cause its leverage to spike in 2020, we affirmed
our issuer credit rating on CCM Merger because we believe it could
reduce its leverage below 5x in 2021. CCM Merger's leverage will
likely spike in 2020 because the company will generate near-zero
revenue and burn cash as long as its casino remains closed. If the
coronavirus is contained by midyear 2020, we believe CCM Merger
could begin to reopen its property in that timeframe. However,
lingering consumer apprehensions around entering crowded public
spaces, the need to implement social distancing and other health
and safety measures (including those that reduce gaming capacity
and limit visitor volume), and the related recession could hamper
its recovery. We believe regional gaming markets, like Detroit,
will recover faster than destination markets, such as the Las Vegas
Strip, because most customers drive to regional markets rather than
fly, which reduces the cost of the trip and eliminates potential
lingering travel fears related to the pandemic. Furthermore,
Detroit has relatively limited gaming supply relative to demand,
which could support a faster recovery than in other gaming markets
and may allow CCM Merger to improve its leverage below 5x in 2021
under our assumed recovery scenario.
"Under our revised base-case scenario, we assume Detroit casinos
remain closed through the second quarter and reopen in the third
quarter of this year. However, their reopening will depend heavily
on the rate of the virus' spread in the city and where casinos fall
in the state of Michigan's reopening plans. Once the state of
Michigan and the Michigan Gaming Control Board allow Detroit
casinos to reopen, they will likely be required to implement social
distancing and other health and safety measures to limit the spread
of the coronavirus. To achieve this, operators will likely turn off
slot machines and reduce the number of seats at table games to
spread out their patrons. This will reduce their available gaming
capacity and may slow their recovery. We also expect CCM Merger
will need to limit the capacity in its bars and restaurants and
delay the reopening of certain amenities, like buffets, for some
time after the casino reopens. Additionally, we believe there may
be limitations on the number of visitors allowed into the property
at any given time. Due to its reduced gaming capacity and
potentially lower expected demand upon reopening, we anticipate
that CCM Merger will choose to slowly bring back its cost structure
as its visitation and revenue increases. This includes taking a
measured approach to labor and marketing, which are two significant
costs that gaming operators can exercise some control over. If
MotorCity Casino reopens with reduced gaming capacity and
amenities, we believe CCM Merger will staff it accordingly and
slowly increase its labor pool as its demand warrants. We also
expect it to be judicious with promotions and marketing initially,
especially if its capacity is limited. We believe it may target
offers to its highest-value customers during peak times to generate
the greatest amount of possible cash flow from its limited
capacity. Additionally, we believe the U.S. is now in a recession,
which will weigh on consumer discretionary spending at least
through this year. We estimate that it may take multiple quarters
for consumer spending to recover to pre-pandemic levels.
"Because of its negative EBITDA while its casino remains closed and
our expectation for a slow recovery after reopening, we believe CCM
Merger's EBITDA could fall by more than 70% this year, which would
cause its leverage to spike significantly. Under our third-quarter
reopening assumptions (if the recovery begins in the second half of
2020), we believe CCM's adjusted leverage may improve below 5x in
2021. The company entered 2020 with relatively low leverage
relative to that of many other gaming operators because it used its
free cash flow to repay $105 million of its outstanding term loan
over the past two years."
Under its assumed recovery scenario, S&P believes it could take
more than a year for CCM Merger to return its EBITDA to 2019
levels. Our base-case scenario also assumes the following:
-- Net revenue declines by the high single-digit percent area in
2021 relative to 2019;
-- 2021 EBITDA margin are in line with historical levels and
EBITDA decreases largely in line with revenue because of the
relatively high flow through from slot machines, S&P's expectation
that lower-margin amenities might remain closed, and its belief
some cost reductions made during the closure may be more permanent,
especially if its demand does not quickly recover to pre-pandemic
levels;
-- Reduced capital expenditure (capex) and tax distributions to
its owners this year due to the casino closure and need to preserve
liquidity;
-- The company reports positive discretionary cash flow in 2021,
even if it resumes some growth capex, and $30 million of annual
distributions to its owners beginning in 2021; and
-- S&P assumes CCM Merger will use its excess cash flow to
voluntarily repay debt in 2021 as it has in the past.
-- The temporary suspension of CCM's operations may pressure its
liquidity position this year.
S&P said, "Under our base-case forecast, we believe CCM Merger has
sufficient liquidity in the form of cash balances and revolver
borrowings to cover its assumed monthly cash burn, including
operating expenses, minimal levels of maintenance capex, and debt
service. As of Dec. 31, 2019, CCM Merger had about $81 million of
available liquidity, including about $67 million of cash on its
balance sheet and $14.5 million of availability under its $15
million revolving credit facility. We believe these liquidity
sources, combined with management's cost-reduction measures
(including furloughing the majority of its employees, potentially
reducing their benefits, and postponing growth capital
investments), should provide it with sufficient liquidity to cover
its estimated monthly cash burn through the end of 2020 if its
casino remains closed beyond July 1." Michigan recently extended
the temporary closure of commercial casinos to at least May 28,
2020.
CCM Merger could breach its covenants beginning in the third
quarter. CCM Merger's credit facility has two financial
maintenance covenants (a 4.75x first-lien leverage covenant and a
2x minimum interest coverage ratio covenant). The first-lien
leverage covenant steps down to 4.5x in the December 2020 quarter.
CCM has typically maintained a significant cushion under its
first-lien leverage covenant because it has used its excess cash
flow to prepay its first-lien debt. S&P said, "In our estimation,
the company's trailing 12 month EBITDA would need to fall by more
than 50% for it to breach the 4.75x threshold, which we believe
could occur in the third quarter. We believe a prolonged period of
weak operating results, including negative EBITDA in the second
quarter because of the temporary casino closure, could cause CCM
Merger's leverage to increase such that its violates the 4.75x
first-lien leverage covenant beginning in the third quarter.
Therefore, we expect that the company will likely need to request a
temporary waiver, amendment, or suspension of the covenant from its
lenders. Given the unprecedented and extreme nature of the events
necessary to cause a covenant breach, our view that the company's
operations will somewhat recover in 2021, and CCM Merger's
relationships with its banks, we assume its lenders would be
amenable to offering temporary covenant relief. CCM has repaid
significant amounts of its outstanding term loan debt in recent
years, both voluntarily and through a required excess cash flow
sweep provision in its credit agreement, which supports its
relationships with its lenders and demonstrates its generally
prudent risk management. We also believe CCM Merger's track record
of debt repayment, good discretionary cash flow generation under
our assumed recovery scenario, and location in a supply constrained
gaming market will allow it to refinance its debt maturing over the
next few years even if its interest costs are somewhat higher."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety
The negative outlook reflects CCM's very high anticipated leverage
in 2020 and the elevated degree of uncertainty in our updated
base-case scenario around the extent of the pandemic and the
related recession's effect on the company's performance.
S&P said, "We could lower our ratings on CCM Merger if we no longer
believe the coronavirus will be contained by the middle of 2020,
which would prevent CCM Merger from reopening its casino in the
second half of 2020, or if its recovery is weaker than we assume
such that its leverage and liquidity underperform our forecast. We
could also lower our ratings if we no longer believe CCM's leverage
will recover and improve below 5x in 2021. In addition, we could
lower our ratings if we lose confidence that CCM Merger will be
able to refinance its term loan due in November 2021.
"It is unlikely that we would revise our outlook on CCM Merger to
stable over the next year given then high degree of uncertainty
around when the coronavirus will be contained, how long it may take
visitation and gaming revenue at Detroit casinos to recover, as
well as the company's need to refinance its debt maturing in the
fourth quarter of 2021. Before revising the outlook, MotorCity
Casino and Hotel would need to reopen so that we could assess its
customer demand upon reopening, including the response to likely
social distancing measures and other operational changes concerning
health and safety and how plausible our assumed recovery path is in
light of that demand. If we believe the pace of CCM Merger's
recovery will allow it to more quickly reduce its leverage below
our 5x leverage downgrade threshold in 2021 and the company
addresses its debt maturities, we could revise our outlook to
stable."
CENTENNIAL RESOURCE: S&P Cuts ICR to SD on Unsecured Note Exchange
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S. oil and
gas exploration and production (E&P) company Centennial Resource
Development Inc. (CDEV) to 'SD' (selective default) from 'CC'. At
the same time, S&P lowered its issue-level ratings on the company's
senior unsecured notes due 2026 and 2027 to 'D' from 'CC'.
The downgrade follows CDEV's announcement that the company and
certain of its noteholders have agreed to exchange a portion of its
2026 and 2027 senior unsecured notes for new second-lien secured
notes due 2025. The company has consented to exchange the unsecured
notes at 50% of par value.
The transaction agreement includes:
-- $110.6 million, 5.375%, 2026 senior unsecured notes; and
-- $143.6 million, 6.875%, 2027 senior unsecured notes.
For:
-- $127.1 million, 8%, 2025 new second-lien secured notes.
-- The company expects the exchanges to close on May 22, 2020.
S&P said, "We view the unsecured debt transaction as a distressed
exchange because the offer, in our view, implies that the investors
will receive less value than the promise of the original securities
because the company is exchanging the notes at 50% of par value. We
also view the offer as distressed rather than purely
opportunistic.
"We expect to review the issuer credit and issue-level ratings
shortly. We will re-assess our ratings on the company in light of
its new capital structure."
CINEMEX HOLDINGS: Creditors Committee Appointed in CB Theater Case
------------------------------------------------------------------
The U.S. Trustee for Region 21 on May 22, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 case
of Cinemex USA Real Estate Holdings, Inc.'s affiliate, CB Theater
Experience LLC.
The committee members are:
1. Allure Global Solutions, Inc.
Attn: Will Logan
13100 Magisterial Drive, #100
Louisville, KY 40223
Tel: 502-791-8797
will.logan@cri.com
2. Performance Food Group, Inc.
Attn: Brad Boe
188 Inverness Drive, #700
Tel: 303-898-8137
Fax: 303-662-7540
brad.boe@pfgc.com
3. 1029 W. Addison Street Apartments Owner LLC
Attn: John Bucksbaum
c/o Bucksbaum Retail Properties
71 S. Wacker Drive, #2310
Chicago, IL 60606
Tel: 312-260-1155
john@bucksbaumrp.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Cinemex
Cinemex USA Real Estate Holdings Inc. and Cinemex Holdings USA,
Inc., a company that operates a movie theater chain, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Case Nos. 20-14695 and 20-14696) on April 25, 2020. On April
26, 2020, CB Theater Experience, LLC filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 20-14699). The cases are jointly
administered under Case No. 20-14695.
At the time of the filing, Debtors each disclosed assets of between
$100 million and $500 million and liabilities of the same range.
Quinn Emanuel Urquhart & Sullivan, LLP and Bast Amron, LLP serve as
the Debtors' bankruptcy counsel.
CLYDE J. SUTTON, JR: May 28 Hearing on Shelbyville Property Sale
----------------------------------------------------------------
Judge Shelley Rucker of the U.S. Bankruptcy Court for the Eastern
District of Tennessee shortened the notice period regarding the
proposed sale by Clyde James Sutton, Jr. and Alice Carolyn Sutton
of their real property located at 703 and 705 Landers Street,
Shelbyville, Tennessee to Mitch Kinkaid for $125,000, cash at
closing, free and clear of all liens, claims, encumbrances and
interests.
The hearing on the Motion is scheduled for May 28, 2020 at 11:00
a.m.
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.
COMCAR INDUSTRIES: Enters Chapter 11, To Sell 5 Trucking Units
--------------------------------------------------------------
John Kingston, writing for Freight Waves, reports that Comcar
Industries filed for bankruptcy protection and plans to liquidate
assets by selling its five trucking companies.
The company employs 4,500 and has 4,000 trucks, according to
Comcar's website.
Comcar was bigger than Celadon, in terms of size, when it filed
bankruptcy in late 2019, but the prepackaged bankruptcy that Comcar
has organized will be more structured and seamless compared to the
abrupt shutdown of Celadon.
The three buyers identified in disclosure include:
* Flatbed hauler CT Transportation will be bought by PS
Logistics, which since the end of 2018 has also bought Celadon
Logistics, Riechmann Transport and Robinette Trucking.
* Chemical carrier CTL Transportation will be purchased by
Service Transport Inc., or STI. STI is a broad-based carrier based
in Houston.
* MCT Transportation will be sold to White Willow Holdings, a
private equity firm backed by New York investment house Luminus
Management LLC. MCT Transportation is a refrigerated carrier that
also provides dry van services. Earlier this year FreightWaves
reported that White Willow sought to acquire holdings out of the
Celadon bankruptcy.
According to Comcar, it entered into a letter of intent to sell its
CCC Transportation, a bulk carrier and CTTS Repair to an
undisclosed buyer.
Comcar is filing under Chapter 11 of the federal bankruptcy code in
a pre-packaged action that is also governed by the 11 U.S.C.
Section 363 sale process. Under the 363 sale process, the
announced buyers of the Comcar assets are considered to be
"stalking horses" that ultimately could be outbid for the assets in
an auction process supervised by the bankruptcy court.
The company said it decided to file for bankruptcy protection "to
better enable us to find homes for our customers, people and
assets," as stated in a prepared statement attributed to Comcar
senior management.
"Prior to this decision, we worked diligently to find a solution
that would reduce our debt, enhance our liquidity and best position
all Comcar holdings for the future. After evaluating options to
address our capital structure and conducting extensive
negotiations, we determined that a sale of all companies would be
the best path forward to maximize their value," the company said in
its filing.
According to Comcar, individual companies will continue to operate
during the bankruptcy process.
About Comcar Industries
Comcar Industries -- https://comcar.com/ -- is a transportation and
logistics company headquartered in Auburndale, Florida with over 40
strategically-located terminal and satellite locations across the
United States.
On May 17, 2020, Comcar Industries and its related entities sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11120).
In the petitions signed by CRO Andrew Hinkelman, Comcar Industries
was estimated to have $50 million to $100 million in assets and
liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the presiding judge.
The Debtors tapped DLA PIPER LLP (US) as counsel; FTI CONSULTING,
INC. as financial advisor; and BLUEJAY ADVISORS, LLC as investment
banker. DONLIN RECANO & COMPANY, INC. is the claims agent.
COMERICA INC: S&P Rates Series A Preferred Stock 'BB+'
------------------------------------------------------
S&P Global Ratings said that it has assigned its 'BB+' rating to
Comerica Inc.'s public offering of $400 million aggregate principal
amount of its 5.625% fixed-rate reset noncumulative perpetual
preferred stock, Series A. The rating on the preferred stock is
four notches lower than the company's stand-alone credit profile of
'a-', reflecting the issue's subordination to Comerica's existing
and future subordinated and senior debt and structural
subordination. Comerica intends to use the net proceeds from the
offering for general corporate purposes.
S&P said, "We view Comerica's preferred stock issuance somewhat
favorably given that it would modestly boost some of the company's
capital ratios, including its Tier 1 ratio, which is lower than
similarly rated peers', and demonstrates management's willingness
to maintain its capital ratios during a challenging economic
environment. We classify the preferred issuance as having
intermediate equity content and include it in our calculation of
total adjusted capital, which is the numerator in our risk-adjusted
capital (RAC) ratio. We estimate that this preferred issuance will
add roughly 50 basis points to certain capital ratios, thereby
largely offsetting declines the bank experienced in the first
quarter. Comerica's common equity Tier 1 (CET1) capital ratio was
9.51%, and its Tier 1 ratio was roughly 100 basis points above the
8.5% regulatory minimum plus capital conservation buffer as of
March 31, 2020. Although we expect large provisions and much lower
earnings in 2020, we project that the company's RAC ratio will
remain above the midpoint of the 7%-10% range that we typically
consider adequate over the next two years.
"The negative outlook on our long-term rating on Comerica Inc.
primarily reflects the company's large loan exposure to the energy
sector, which will likely be hurt by lower energy prices, which may
remain low for an extended period. Loan performance will also
likely deteriorate given weaker U.S. economic growth resulting from
the COVID-19 pandemic, particularly among its commercial borrowers,
and in its construction portfolio. We also think the company's net
interest margin will decline somewhat further throughout 2020 given
lower market interest rates and Comerica's higher asset
sensitivity. As an offset to these risks, we also consider that
Comerica has a history of low loss experience and high earnings
capacity, while the company's capital ratios, funding, and
liquidity position remain solid, in our assessment, which we view
favorably."
CVR ENERGY: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
-------------------------------------------------------------
S&P Global Ratings revised the outlooks on CVR Energy Inc., CVR
Refining L.P. (major cash flow contributor to the group), and CVR
Partners L.P. (which receives a one-notch uplift from its view of
some group support) to negative from stable. S&P affirmed its 'BB-'
ratings on CVR Energy and CVR Refining and its 'B+' rating on CVR
Partners.
S&P said, "The COVID-19 pandemic has reduced demand for gasoline
and jet fuel and created difficult conditions in 2020, but we
believe there will be a recovery in 2021. We expect CVR Energy,
through CVR Refining, which contributes more than 80% of the
group's EBITDA, will have weaker realized refining margins and
stressed financial metrics in 2020, given what we view as
bottom-of-the-cycle conditions for refineries. Widespread
stay-at-home orders and lockdowns during the COVID-19 pandemic have
lowered demand for refined products such as gasoline and jet fuel
to their lowest levels in many years.
"While we had already expected consolidated EBITDA to drop to about
$620 million in 2020 from about $880 million in 2019 because of the
planned turnaround at the Coffeyville, Kan., refinery (which took
place from February 2020 through late April 2020), we now expect a
consolidated EBITDA of about $250 million-$300 million, including
about $100 million-$120 million in EBITDA coming from CVR Partners'
chemical business, which the pandemic has not materially affected.
Therefore, we expect gross debt to EBITDA levels of above 5x in
2020.
"We expect a higher gasoline demand recovery starting in
third-quarter 2020 (we are already seeing demand increase in May
from April lows), which should also improve refining margins. By
year-end 2021, we expect consolidated leverage to be below 3x.
"Given the uncertainty related to the pace and strength of demand
recovery, our negative outlook reflects that a downgrade could
occur if leverage remains elevated by end of 2021.
"CVR Energy has taken measures to preserve its liquidity and
strengthen its balance sheet, which we believe its credit
supportive. We consider management's actions to preserve liquidity
as credit supportive. These include lowering CVR Energy's quarterly
dividends to $0.40 per share from $0.80 per share, reducing the
2020 capital spending plan nearly 30%, and deferring turnarounds of
the Wynnewood, Okla., refinery and CVR Partners' facilities. In
addition, CVR Energy and subsidiaries are targeting a $50 million
reduction in operating expenses and selling, general, and
administrative expenses. As of March 31, 2020, CVR Energy had a
liquidity position of $892 million, which we view as sufficient to
weather weak cash flow generation and working capital outflows in
2020.
"The negative outlooks reflect our view that if refining products
demand and margins do not improve as expected by 2021, we could
lower the ratings. We expect a gross consolidated leverage of above
5x in 2020 (including CVR Partners' $645 million in notes),
improving to below 3x by 2021.
"We could lower the ratings on CVR Energy and CVR Refining if
consolidated leverage remains above 3x by year-end 2021. This could
likely occur if demand does not recover as expected, reducing
forecast throughput, or if refining margins do not remain above
$10/barrel (bbl).
"Additionally, given that CVR Partners receives a one-notch uplift
because of our view of some possible group support under a
distressed scenario, we would lower our rating on CVR Partners if
we lowered our rating on CVR Energy.
"We could revise the outlook back to stable if the refining
industry recovers and consolidated leverage returns to below 3x."
DEMERARA HOLDINGS: Unsecureds to be Paid in Full in 9 Months
------------------------------------------------------------
Demerara Holdings Inc., owner of a mixed-use building located at
765 Utica Avenue, Brooklyn, New York 11203, proposed a
reorganization plan.
Class 2 secured claim of Ponce Bank, Class 3 secured claim of Todd
Baslin, Class 4 priority claims, and Class 5 unsecured claims are
all impaired and each claims shall be paid the amount of their
Proof of Claim, in full, in cash, within nine months of the
Effective Date from the Debtor's closing of the Refinance on 765
Utica, or from the excess sale proceeds from 763 Utica, or from the
auction sale of 765 Utica.
The Debtor will remain in control and management of the Property.
The Debtor will have six months from the Effective Date to fund
payments and distributions under the Plan by either a refinance
and/or sale of 765 Utica and/or 763 Utica properties as owned by
the Debtor and Essequibo respectively.
In the event that the Debtor does not obtain a Commitment Letter
within six months of the Effective Date, the Debtor will
immediately retain Auction Advisors to market and conduct an
auction of 765 Utica, which auction sale shall be conducted as soon
as possible, but no earlier than nine months from Effective Date.
A full-text copy of the Disclosure Statement dated May 4, 2020, is
available at https://tinyurl.com/y82vvpkb from PacerMonitor.com at
no charge.
Attorney for the Chapter 11 Debtor:
Mark E. Cohen, Esq.
108-18 Queens Boulevard, 4th Floor, Suite 3
Forest Hills, New York 11375
Telephone: (718) 258-1500 x210
About Demerara Holdings
Demerara Holdings Incorporated, a single asset case, owns a
mixed-use building located at 765 Utica Avenue, Brooklyn, New York
11203.
Demerara Holdings sought Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 19-44681) on July 31, 2019. In the petition signed by
Marcanthony W. Atwell, president, the Debtor was estimated to have
assets and liabilities between $500,000 to $1 million. Mark E.
Cohen, Esq., is the Debtor's counsel.
DESERT LAKE: Seeks to Hire Cohne Kinghorn as Legal Counsel
----------------------------------------------------------
Desert Lake Group, LLC seeks authority from the U.S. Bankruptcy
Court for the District of Utah to employ Cohne Kinghorn, P.C. as
its legal counsel.
Cohne Kinghorn's services will include:
a. advising Debtor with respect to duties and powers under the
Bankruptcy Code, Bankruptcy Rules and related laws;
b. advising Debtor with respect to legal issues which may
arise from time to time in its Chapter 11 case;
c. negotiating and preparing an asset purchase agreement and
seeking entry of an order permitting the sale of assets pursuant to
Section 363 of the Bankruptcy Code;
d. negotiating and preparing a plan of reorganization,
disclosure statement and all related agreements or documents, and
taking any necessary action to obtain confirmation of such plan;
e. assisting Debtor in collecting, preserving and, if
appropriate, disposing of assets;
f. assisting Debtor in determining the validity and amount of
claims in the case;
g. advising Debtor with respect to causes of action which it
may have against others; and
h. negotiating, documenting and presenting to the court for
approval pursuant to Bankruptcy Rule 9019 agreements to settle and
compromise its causes of action and claims.
The firm will be paid at hourly rates as follows:
Matthew M. Boley $350
George B. Hofmann $360
Jeffrey L. Trousdale $205
Caitlin E. McKelvie $225
Timothy E. Nielsen $165
Diane Haney $135
Mashell Parks $125
Nikki Bowen $120
The firm holds a retainer of $65,000, which it received from
Debtor.
Matthew Boley, Esq., a member of Cohne Kinghorn, disclosed in a
court filing that the firm and its attorneys are "disinterested" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matthew M. Boley, Esq.
Patrick E. Johnson, Esq.
Cohne Kinghorn, P.C.
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
Fax: (801) 363-4378
Email: ghofmann@cohnekinghorn.com
About Desert Lake Group
Desert Lake Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 20-22496) on April 24,
2020, listing under $1 million in both assets and liabilities.
Judge Kevin R. Anderson oversees the case. Matthew M. Boley, Esq.,
at Cohne Kinghorn, P.C., is Debtor's legal counsel.
ECHO ENERGY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on May 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Echo Energy Partners I, LLC.
About Echo Energy Partners I
Echo Energy Partners I, LLC -- https://www.echoenergy.com/ -- is an
upstream oil and gas firm that partners with financial
institutions, pension funds, family offices, and high net worth
individuals. It currently manages assets in the SCOOP, STACK,
Midland, and Delaware basins in Oklahoma and Texas.
Echo Energy Partners I sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-31920) on March 24,
2020. At the time of the filing, the Debtor was estimated to have
assets of between $50 million and $100 million and liabilities of
between $100 million and $500 million.
Judge David R. Jones oversees the case.
Debtor tapped Bracewell LLP as legal counsel; Stretto as claims
agent and administrative advisor; and Opportune LLP as
restructuring advisor. Gregg Laswell, a director at Opportune's
subsidiary, Dacarba LLC, is Debtor's chief restructuring officer.
EMPLOYBRIDGE HOLDING: S&P Lowers ICR to 'B-' on Increased Leverage
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Atlanta-based temporary staffing provider EmployBridge Holding Co.
to 'B-' from 'B'. At the same time, S&P lowered its issue-level
rating on its first-lien term loan to 'B-' from 'B' and removed all
of its ratings on the company from CreditWatch, where S&P placed
them with negative implications on March 27, 2020. S&P's '3'
recovery rating on the first-lien loan remains unchanged.
The coronavirus pandemic's effects on employment will reduce the
company's revenue and EBITDA and cause its leverage to increase
above 6x by the end of 2020.
EmployBridge's concentration in the light industrial and
manufacturing sectors makes it vulnerable to immediate and
significant consequences from the turmoil in the labor market,
which is affecting both sectors. S&P said, "We expect that this
will cause the company's revenue and profitability to decline,
leading its adjusted debt to EBITDA to increase to the mid- to
high-6x area in 2020. While we forecast a rebound in the latter
half of 2020, we expect that EmployBridge's leverage will remain
elevated as of the end of 2021 as its end markets feel the
longer-term effects of rising unemployment."
Given S&P's expectation for positive cash flow in 2020, it expects
the company to maintain adequate liquidity into 2021.
S&P said, "We expect that EmployBridge's free operating cash flow
(FOCF) will remain positive in 2020 due to the somewhat
countercyclical working capital dynamics stemming from its lower
demand and reduced accounts receivable investment, as well as its
cost-management initiatives and the ability to defer its employee
payroll tax provided by the Coronavirus Aid, Relief, and Economic
Security (CARES) Act. We believe that the company's access to its
asset-based lending (ABL) facility (unrated), along with its cash
on hand, will provide it with adequate liquidity over our forecast
recovery period. As EmployBridge's revenue begins to recover, we
would expect it to build its accounts receivable, which would cause
its working capital to become a use of cash and thus reduce its
cash flow."
Over the longer term, the company faces challenges in maintaining
its margins amid a more-challenging macroeconomic environment.
S&P said, "While we believe that EmployBridge will be able to
weather the near-term declines in its business based on our
forecast, the company remains exposed to a deteriorating labor
market over the longer term, which could pressure its margins
because bill rate increases will become harder to achieve as rising
unemployment provides employers with greater leverage in wage
negotiations. Previously, tight conditions in the labor markets
were a notable tailwind for staffing companies because the
increases in their billing rates outpaced wage inflation across
most verticals. If the company underperforms our forecast or
experiences a significant decline in its margins because the
conditions in the labor market erode its pricing, it could call
into question the viability of its capital structure; especially
given the high interest rate on its payment-in-kind (PIK)
component, which could cause its debt levels to remain elevated."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety
S&P said, "The stable outlook reflects our expectation that
EmployBridge's business will rebound in the second half of 2020 and
into 2021 following the ongoing COVID-19 related disruption that
will negatively effect its credit metrics and revenue growth
throughout 2020. However, we expect the company to generate
positive cash flow, maintain adequate liquidity, and remain in
compliance with its covenants during this period.
"We could lower our rating on EmployBridge if a prolonged economic
downturn stemming from the pandemic leads to a sustained decline in
its operating performance such that its leverage exceeds 7x and its
adjusted FOCF-to-debt ratio falls below 5%. This could occur if the
company's pricing power deteriorates because of increased
competition amid an unfavorable labor market or if it loses key
clients due to weak economic conditions.
"We could raise our rating on EmployBridge if we believe that its
leverage and operating trends will return to pre-COVID-19 levels,
including leverage declining to, and remaining below, 5.5x. This
could occur if the company materially outperforms our EBITDA
forecast or elects to use FOCF to pay down its debt. We would also
expect the company to maintain a gross margin near its historical
levels, which would illustrate a stable pricing environment."
ESSEQUIBO HOLDINGS: Unsecureds to Be Paid in Full in 9 Months
-------------------------------------------------------------
Essequibo Holdings Inc., owner of a mixed-use building located at
763 Utica Avenue, Brooklyn, New York 11203, filed a First Amended
Disclosure Statement explaining its proposed Chapter 11 plan.
Class 2 secured claim of Ponce Bank, Class 3 secured claim of Todd
Baslin,
and Class 4 priority claims, and Class 5 unsecured claims are
impaired and each will be paid the amount of their proof of claim,
in full, in cash, within nine months of the Effective Date from the
Debtor's closing of the Refinance on 763 Utica, or from the excess
sale proceeds from 765 Utica, or from the auction sale of 763
Utica.
The Debtor will remain in control and management of the Property.
The Debtor shall have nine months from the Effective Date to fund
payments and distributions under the Plan by either a refinance
and/or sale of 763 Utica and/or 765 Utica properties as owned by
the Debtor and Demerara respectively.
In the event that the Debtor does not obtain a Commitment Letter
within six months of the Effective Date, the Debtor will
immediately retain Auction Advisors to market and conduct an
auction of 763 Utica, which auction sale will be conducted as soon
as possible, but no earlier than 9 months from Effective Date.
A full-text copy of the First Amended Disclosure Statement dated
May 4, 2020, is available at https://tinyurl.com/y83y4bmf from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Mark E. Cohen, Esq.
108-18 Queens Boulevard
4th Floor, Suite 3
Forest Hills, New York 11375
Telephone: (718) 258-1500 x210
About Essequibo Holdings
Essequibo Holdings Inc., operates a commercial and residential
property for rent, at 763 Utica Avenue, Brooklyn, New York. It
filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-44679) on
July 31, 2019. Judge Elizabeth S. Stong administers the case.
Mark E. Cohen, Esq., is counsel to the Debtor.
EVOKE PHARMA: FDA Conditionally Accepts "Gimoti" Brand Name
-----------------------------------------------------------
The U.S. Food and Drug Administration has conditionally accepted
the proprietary brand name, "Gimoti," for Evoke Pharma, Inc.'s
nasal spray product candidate for the relief of symptoms in adult
women with acute and recurrent diabetic gastroparesis as
resubmitted in the 505(b)(2) New Drug Application.
The name Gimoti (pronounced "jye-MOH-tee") was developed in
compliance with FDA's Guidance for Industry, Contents of a Complete
Submission for the Evaluation of Proprietary Names. Based on the
development program, which included research with physicians and
pharmacists, as well as an international name assessment, the
Company believes Gimoti is a proprietary name with strong marketing
potential that is also consistent with FDA's goal of preventing
medication errors and potential harm to the public by ensuring that
only appropriate proprietary names are approved for use.
About Evoke Pharma, Inc.
Headquartered in Solana Beach, California, Evoke --
http://www.evokepharma.com/-- is a specialty pharmaceutical
company focused primarily on the development of drugs to treat GI
disorders and diseases. The Company is developing Gimoti, a nasal
spray formulation of metoclopramide, for the relief of symptoms
associated with acute and recurrent diabetic gastroparesis in adult
women.
Evoke Pharma recorded a net loss of $7.13 million for the year
ended Dec. 31, 2019, compared to a net loss of $7.57 million for
the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$6.39 million in total assets, $2.01 million in total current
liabilities, and $4.38 million in total stockholders' equity.
BDO USA, LLP, in San Diego, California, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
March 12, 2020, citing that the Company has suffered recurring
losses from operations and has not generated revenues or positive
cash flows from operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
EXACTUS INC: Widens Net Loss to $10.2 Million in 2019
-----------------------------------------------------
Exactus, Inc., reported a net loss of $10.22 million on $345,680 of
total net revenues for the year ended Dec. 31, 2019, compared to a
net loss of $4.34 million on $0 of total net revenues for the year
ended Dec. 31, 2018.
As of Dec. 31, 2019, the Company had $9.80 million in total assets,
$6.12 million in total liabilities, and $3.68 million in total
stockholders' equity.
Since its inception in 2008, the Company has generated losses from
operations. As of Dec. 31, 2019, the Company's accumulated deficit
was $21,129,379. As of Dec. 31, 2019, the Company had $18,405 of
cash and working capital deficit of $1,761,309. The Company said
it will need to obtain further funding through public or private
equity offerings, debt financing, collaboration arrangements or
other sources. The issuance of any additional shares of Common
Stock, preferred stock or convertible securities could be
substantially dilutive to its shareholders. In addition, adequate
additional funding may not be available to the Company on
acceptable terms, or at all. If the Company is unable to raise
capital, it will be forced to delay, reduce or eliminate its
research and development programs and may not be able to continue
as a going concern.
The Company has various principal outstanding balance for a total
of $933,333 from convertible notes as of Dec. 31, 2019. The
convertible notes bear interest at a rate of ranging from 5% to 8%
per annum and will mature from Nov. 26, 2020 and Feb. 1, 2023.
Net cash used in operating activities for the year ended Dec. 31,
2019 was $5,746,290, due to its net loss of $10,224,506, offset by
non-cash charges related to convertible loan notes derivative loss
of $1,871,583, amortization of debt discounts and debt issuance
cost of $425,712, amortization of intangible assets of $828,526,
amortization prepaid stock-based expenses of $285,494,depreciation
expense of $63,770, deferred rent of $85,699, bad debt expense of
$32,577, impairment expense of $1,087,346, inventory reserve of
$723,391 and stock-based compensation of $3,774,640 offset by
$3,004,630 for a debt settlement gain. Net changes in operating
assets and liabilities totaled of $(1,695,892), which is primarily
attributable to increases in total accounts receivable of $107,162,
inventory of $2,864,383, prepaid expenses and other current assets
of $140,765, deposit of $80,000 and total accounts payable and
accrued expenses of $1,294,625, and unearned revenues of $215,000.
Net cash used in operating activities for the year ended Dec. 31,
2018 was $465,755, due to its net loss of $4,337,319, offset by
non-cash charges related to convertible loan notes derivative
expense of $828,694, amortization of debt discounts of $405,173,
$607,929 for a debt settlement loss, stock-based compensation of
$892,073. Changes in operating assets and liabilities totaled a
gain of $1,137,695, which primarily consisted of an increase in
accrued expenses of $905,946 and increase in account payable of
$188,378.
Net cash used in investing activity for the year ended Dec. 31,
2019 was $2,041,203. The Company paid cash for the purchase of
membership interest in subsidiary for $1,500,000 in connection with
a Purchase Agreement and purchase of equipment for $541,203 as
compared to none during the year ended Dec. 31, 2018.
Net cash provided by financing activities for the year ended Dec.
31, 2019 was $7,803,938, due to proceeds from sale of its Common
Stock of $7,215,380, net proceeds from the issuance of notes
payable and convertible notes $962,001, advance from related party
of $242,500 offset by total note repayments of $245,943 and
repayment on related party advances of $370,000.
The Company had principal outstanding balance of $100,000 from
convertible notes as of Dec. 31, 2019. The convertible notes bear
interest at a rate of 5% per annum and will mature on Feb. 1, 2023.
If a qualified financing from which at least $5 million of gross
proceeds occurs prior to the maturity date, then the outstanding
principal balance of the notes, together with all accrued and
unpaid interest thereon, will be automatically converted into
common stock at $0.40 per Share. The Company believes this
threshold has been met, and conversion of the note is pending
RBSM LLP, in Henderson, NV, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated May 22,
2020, citing that the Company has recurring losses from operations,
limited cash flow, and an accumulated deficit. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
A full-text copy of the Annual Report is available for free at the
Securities and Exchange Commission's website at:
https://is.gd/TGqmzk
About Exactus
Headquartered in Delray Beach, Florida, Exactus Inc. is a
healthcare company pursuing opportunities in hemp derived
cannabidiol (CBD) products. Exactus has made investments in
farming and has over 200 acres of CBD-rich hemp in Southwest
Oregon. Exactus is introducing a range of consumer brands, such as
Green Goddess Extracts, Paradise CBD, Levor Collection and Exactus.
Hemp is a legal type of cannabis plant containing less than 0.3%
THC (tetrahydrocannabinol), which is the psychoactive component of
the cannabis plant.
FIELDPOINT PETROLEUM: Elects to Deregister its Common Stock
-----------------------------------------------------------
The Board of Directors of FieldPoint Petroleum Corporation
unanimously voted on May 19, 2020 to approve of and file a Form 15
with the Securities and Exchange Commission to deregister the
Company's common stock under Section 12g of the Exchange Act of
1934. The Form 15 will become effective 90 days from the date of
filing, at which time the Company's common stock will no longer be
registered with the SEC.
About FieldPoint Petroleum
Based in Austin, Texas, FieldPoint Petroleum Corporation (NYSE:FFP)
-- http://www.fppcorp.com/-- is engaged in oil and natural gas
exploration, production and acquisition, primarily in Louisiana,
New Mexico, Oklahoma, Texas, and Wyoming.
Fieldpoint Petroleum reported a net loss of $3.25 million in 2018
compared to net income of $2.66 million on $3.03 million for the
year ended Dec. 31, 2017. As of March 31, 2019, FieldPoint
Petroleum had $4.52 million in total assets, $6.25 million in total
liabilities, and a total stockholders' deficit of $1.73 million.
Moss Adams LLP, in Dallas, Texas, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated April
15, 2019, on the Company's consolidated financial statements for
the year ended Dec. 31, 2018, stating that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
FTS INTERNATIONAL: Transfers Listing to NYSE American
-----------------------------------------------------
FTS International, Inc.'s common stock has been approved for
listing on NYSE American, and the listing will be transferred from
the New York Stock Exchange.
The Company anticipates that its common stock will begin trading on
NYSE American at the commencement of trading on May 22, 2020 and
will continue to trade on the NYSE until that time. The Company
will retain its current ticker symbol "FTSI."
The NYSE American is an enhanced market for small to mid-cap
companies that more closely reflects the Company's current capital
structure. Michael Doss, chief executive officer, noted, "Given
current market conditions and our current capital structure, we
believe that the NYSE American trading platform is a better fit for
us. We look forward to transitioning to the NYSE American and
maintaining our long-term relationship with the NYSE."
About FTS International
Headquartered in Fort Worth, Texas, FTS International --
http://www.FTSI.com/-- is an independent hydraulic fracturing
service company. Its services enhances hydrocarbon flow from oil
and natural gas wells drilled by E&P companies in shale and other
unconventional resource formations.
FTS received written notice from the New York Stock Exchange that
the Company is not in compliance with the continued listing
standards set forth in Item 802.01B of the NYSE Listed Company
Manual because its average global market capitalization over a
consecutive 30 trading-day period and last reported stockholders'
equity were both below $50 million.
As of March 31, 2020, the Company had $616 million in total assets,
$587 million in total liabilities, and $29 million in total
stockholders' equity.
* * *
As reported by the TCR on May 14, 2020, Moody's Investors Service
downgraded FTS International, Inc.'s Corporate Family Rating to Ca
from Caa1. "The downgrade of FTSI's ratings reflect increasing
debt restructuring risks given the very severe reduction in demand
for the company's hydraulic fracturing services caused by low oil
prices," said Jonathan Teitel, a Moody's Analyst.
As reported by the TCR on April 28, 2020, S&P Global Ratings
lowered its issuer credit rating on oilfield service provider FTS
International Inc. (FTSI) to 'CCC-' from 'CCC+'. The outlook is
negative. S&P said the recent decline in commodity prices is
expected to coincide with a significant fall in U.S. E&P drilling
activity. "Furthermore, we believe FTSI is consulting with
financial advisers on default scenarios, a possible distressed debt
exchange, or other forms of debt restructuring alternatives. In our
view, these factors and current trading levels on FTSI's secured
notes reflect high likelihood of restructuring in the next six
months," S&P said.
GAVILAN RESOURCES: Oil Prices, Issues With Sanchez Spurred Filing
-----------------------------------------------------------------
Reuters reports that Blackstone Group's Gavilan Resources LLC has
sought Chapter 11 bankruptcy protection due to the decline in oil
prices and a legal battle with its business partner.
Formed after the 2.3 billion U.S. dollar acquisition of Texas shale
oil properties in 2017, Gavilan listed secured debt of over $550
million, according to its filing in U.S. Bankruptcy Court in
Houston.
As stated on its filing, Gavilan plans to sell its assets.
In 2020, the prices of oil declined by over 60% due to the collapse
of fuel demand brought by COVID-19 lockdowns and market glut
spurred by shale and a battle for market share among the world's
top producers.
Gavilan's bankruptcy comes amid the "increasingly unworkable
relationship" with business partner Sanchez Energy Corp, the filing
said. The pair acquired 155,000 acres in Texas' Eagle Ford Shale
oil field from Anadarko Petroleum. Both companies had been
embroiled in a lawsuit over the ownership and development of the
properties. That lawsuit was set to resume May 22.
About Gavilan Resources
Gavilan Resources, LLC, established in July 2016, is a private
equity backed independent exploration and production (E&P) company
headquartered in Houston, Texas, whose production is singularly
focused on the Eagle Ford Shale.
Gavilan Resources, LLC, and three affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 20-32656) on May 15,
2020.
Gavilan was estimated to have $1 billion to $10 billion in assets
and $500 million to $1 billion in liabilities as of the bankruptcy
filing.
The Hon. Marvin Isgur is the presiding judge.
The Debtors tapped WEIL, GOTSHAL & MANGES LLP as attorneys; VINSON
& ELKINS, LLP as co-counsel; LAZARD FRERES & CO. LLC as investment
banker; and HURON CONSULTING SERVICES LLC as restructuring advisor.
EPIQ CORPORATE RESTRUCTURING, LLC, is the claims agent.
GNC HOLDINGS: Lenders Extend Debt Maturity Dates
------------------------------------------------
GNC Holdings, Inc., has reached an agreement with required lender
groups to extend the springing maturity dates for certain loans.
As a result of discussions with its lenders, GNC entered into
amendments to its loan agreements to extend the springing maturity
dates for the term loan facility, FILO credit facility and
revolving credit facility until August 10, 2020, subject to certain
conditions that, if not met, would cause the extended springing
maturity date to move forward to June 15, 2020.
GNC's Tranche B-2 term loan, FILO term loan and revolving credit
facility feature springing maturities that, prior to amendments,
were to become due on May 16, 2020 if certain conditions were not
satisfied. Due to COVID-19 related impacts on its business, the
Company expected it would not be able to reduce the amount
outstanding under the convertible notes to less than $50 million by
May 16, a requirement to avoid the springing maturity.
The Company continues to explore all strategic options available to
it to refinance and restructure its debt to drive business
continuity and protect the long term financial interests of the
Company and the interests of the Company's key stakeholders. GNC
will share additional updates when the Company's Board of Directors
has approved a specific alternative or transaction or determined
that further disclosure is appropriate or legally required.
As of March 31, GNC had 5,200 stores in the U.S., including 1,600
stores within a Rite Aid store. The Company withheld rent and
other occupancy payments of about $19 million in April 2020 and $16
million in May 2020 as management negotiates with landlords for
rent concessions.
About GNC Holdings
GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global
health and wellness brand with a diversified, multi-channel
business. The Company's assortment of performance and nutritional
supplements, vitamins, herbs and greens, health and beauty, food
and drink and other general merchandise features innovative
private-label products as well as nationally recognized third-party
brands, many of which are exclusive to GNC. The Company serves
consumers worldwide through company-owned retail locations,
domestic and international franchise activities, and e-commerce.
As of March 31, 2020, GNC had approximately 7,300 locations, of
which approximately 5,200 retail locations are in the United
States
(including approximately 1,600 Rite Aid licensed
store-within-a-store locations) and the remainder are locations in
approximately 50 countries.
GNC Holdings reported a net loss of $35.11 million for the year
ended Dec. 31, 2019, compared to net income of $69.78 million for
the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$1.65 billion in total assets, $1.64 billion in total liabilities,
$211.39 million in series A convertible preferred stock, and a
total stockholders' deficit of $207.3 million.
PricewaterhouseCoopers LLP, in Pittsburgh, Pennsylvania, the
Company's auditor since 2003, issued a "going concern"
qualification in its report dated March 25, 2020 citing that the
Company has significant debt (specifically the Convertible Notes
and the Tranche B-2 Term Loan) maturing at the latest in March
2021. The Company has insufficient cash flows from operations to
repay these debt obligations as they come due, which raises
substantial doubt about its ability to continue as a going concern.
GNC HOLDINGS: Reaches Agreement With Lenders
--------------------------------------------
BDC Credit Reporter reports that on May 15, 2020 GNC Holdings Inc.,
the parent company of General Nutrition Inc., announced that it
reached an agreement with certain lenders related to the provisions
of its loan agreements. The key changes are as follows:
"GNC's Tranche B-2 term loan, FILO term loan and revolving
credit facility feature springing maturities that, prior to today's
amendments, were to become due on May 16, 2020 if certain
conditions were not satisfied. Due to COVID-19 related impacts on
its business, the Company expected it would not be able to reduce
the amount outstanding under the convertible notes to less than $50
million by May 16,2020, a requirement to avoid the springing
maturity.
As a result of discussions with its lenders, GNC entered into
amendments to its loan agreements to extend the springing maturity
dates for the term loan facility, FILO credit facility and
revolving credit facility until August 10, 2020, subject to certain
conditions that, if not met, would cause the extended springing
maturity date to move forward to June 15, 2020".
BDC Reporter said that Harvest Capital is the sole BDC exposed to
GNC. Harvest appears to have invested about $4.1 million at cost
in 2021 Term Loan that "sprang forward" to May 2020. As of IQ 2020
HCAP had discounted that position by (22%). This has caused the
credit to be added to our underperformers list with an initial
rating of CCR3. Notwithstanding the temporary truce between the
company and its lenders featured here, we're further downgrading
General Nutrition to CCR 4. With economic pressures still
underway; the fact that the borrower is largely a brick and mortar
retailer and the short period given to solve its financial problems
we cannot be optimistic. A loss seems more likely than full
recovery, which is our standard for this rating level. There's
just over $0.4 million of investment income at risk.
"We'll revisit this credit in the summer to see where the situation
stands. We fear that we might have to add the company at that time
to our Weakest Links list of businesses where a payment default
looks highly likely. For HCAP this is a smaller sized position and
one which was only added -- purchased at par -- in the IQ 2019.
Like everyone else the BDC could not have guessed that one year on
Covid-19 would strike. However, putting new money into a retailer
with 4,000 stores worldwide at a time when that sector’s
apocalypse was well underway may be questionable for the Monday
Morning Quarterbacks amongst us," BDC Credit Reporter said.
About GNC Holdings
GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global
health and wellness brand with a diversified, multi-channel
business. The Company's assortment of performance and nutritional
supplements, vitamins, herbs and greens, health and beauty, food
and drink and other general merchandise features innovative
private-label products as well as nationally recognized third-party
brands, many of which are exclusive to GNC. The Company serves
consumers worldwide through company-owned retail locations,
domestic and international franchise activities, and e-commerce.
As of March 31, 2020, GNC had approximately 7,300 locations, of
which approximately 5,200 retail locations are in the United States
(including approximately 1,600 Rite Aid licensed
store-within-a-store locations) and the remainder are locations in
approximately 50 countries.
GNC Holdings reported a net loss of $35.11 million for the year
ended Dec. 31, 2019, compared to net income of $69.78 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $1.41 billion in total assets, $1.61 billion in total
liabilities, $211.4 million in convertible preferred stock, and a
total stockholders' deficit of $402.4 million.
PricewaterhouseCoopers LLP, in Pittsburgh, Pennsylvania, the
Company's auditor since 2003, issued a "going concern"
qualification in its report dated March 25, 2020 citing that the
Company has significant debt (specifically the Convertible Notes
and the Tranche B-2 Term Loan) maturing at the latest in March
2021. The Company has insufficient cash flows from operations to
repay these debt obligations as they come due, which raises
substantial doubt about its ability to continue as a going concern.
GONZALEZ & COLON: Banco to be Paid in Full with 3.75% Interest
--------------------------------------------------------------
Debtor Gonzalez & Colon Investment Group Inc. filed a Plan of
Reorganization and a Disclosure Statement on April 30, 2020.
Class 1 Secured Claim pertains to Banco Santander Puerto Rico's
Claim No. 1, in the total amount of $105,361.22. Payment related to
claims is to be paid in full with a lump sum payment of $23,000 and
60 payment of $1,508 with 3.75% interest. An agreement has been
reached and a stipulation will be filed with the Court upon
receiving the same from creditor.
The Plan says there are no general unsecured claims against the
Debtor.
A full-text copy of the Amended Disclosure Statement and Plan dated
April 30, 2020, is available at https://tinyurl.com/yaurfyol from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Miriam A. Murphy-Lightbourn
PO Box 372519
Cayey, Puerto Rico 00737
Tel: 787-263-2377
Email: mamurphyli82@gmail.com
About Gonzalez & Colon Investment Group
Gonzalez & Colon Investment Group Inc., is authorized by Puerto
Rico Department of State to operate as a privately owned
corporation. It Debtor classifies as single asset property,
constituting a single property with 4 commercial units, that
generates substantially all of the gross income of the debtor.
Gonzalez & Colon Investment Group sought Chapter 11
protection(Bankr. D.P.R. Case No. 19-05905) on Oct. 11, 2019.
Miriam A. Murphy-Lightbourn, Esq., at MIRIAM A. MURPHY & ASSOCIATES
PSC, is the Debtor's counsel.
GREENSKY HOLDINGS: S&P Alters Outlook to Neg., Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on GreenSky Holdings LLC
(Greensky) to negative from stable and affirmed all of its ratings
on the company, including its 'B+' issuer credit rating.
Greensky's currently high bank concentration and its recent
commitment reductions exasperate the need to diversify funding
sources. Several funding issues have arisen recently, including the
loss of a material bank partner in 2019, as well as other
commitment reductions. Greensky primarily relies on banks to fund
its operations of facilitating loans to creditworthy consumers at
the point of sale. As of the end of the first quarter, 83% of
Greensky's funding commitments came from just four out of the nine
banks in its network. A loss of a bank partner or material
reduction in commitment would limit Greensky's growth prospects and
affect its relationships with existing merchants. Over the past 12
months, Greensky has experienced pressure from three bank partners,
including one former bank that decided not to renew its commitment
altogether. Between 2018 and March 2020, total commitment size
contracted to about $9 billion from over $11 billion. S&P said,
"However, we do not believe that the pressures Greensky has
experienced from some of its bank partners are due to poor
performance of its products or loans granted. Rather, Greensky
targets high-quality consumers who have very strong FICO scores,
and its loan portfolios have had low delinquency rates. While
Greensky's originations could benefit its bank partners, we note
that renewals of bank funding commitments are unpredictable and
that Greensky's plan to diversify funding sources is ongoing."
Greensky closed on a $500 million asset-backed revolver facility in
May 2020 to help diversify its loan base (maturity date of May
2022). The company plans to use this revolver to finance loan
purchases for a special-purpose vehicle and then sell the loans to
third parties, thus creating more capacity on the revolver to
purchase more consumer loans. If Greensky cannot sell its loans, it
will hold the loans to maturities. The company also plans to close
agreements for a forward flow fund arrangement in the second half
of 2020 with a non-bank (an unnamed institutional asset manager),
which could give the company another $2 billion of commitments
annually. S&P believes execution risk is high as Greensky
undertakes these new initiatives.
The company's strategic review is ongoing, and the credit impact is
unclear. Greensky announced a strategic review of the business in
August 2019. S&P said, "We expect the company to give an update on
this during its second-quarter 2020 earnings call. Greensky has not
said what the conclusion of the strategic review could be, so we
believe that all options will be considered, including a sale of
the company. We would view a leveraging event, such as significant
debt-financed share repurchases or a go-private transaction, as
credit negative."
Profitability has eroded over the past few years. S&P said, "We
expect Greensky's margins to face pressure in the near term. S&P
Global Ratings-adjusted EBITDA margins were 40% in 2018, 28% in
2019, and we expect them to further decline to about the 10% to 14%
range in 2020 (assuming our conservative base case for 2020 holds
true). Prior to 2020, margins had declined primarily due to an
increasing fair value change in the company's fixed charge reversal
liability, which hurt cost of revenue. We believe that increasing
monetary incentives to bank partners and changing the loan
portfolio to include a greater proportion of promotional loans
drove this unexpected decline." Margins declined again in
first-quarter 2020 because of Greensky's strategic decision to no
longer sell charged-off receivables. Absent this decision, margins
would have improved year over year.
While the company has taken steps to manage profitability, those
steps do not offset revenue headwinds and loan liabilities. S&P
said, "We believe Greensky can stabilize margins going forward
because we expect that the changes Greensky has made to its loan
originations and operations are sustainable. Greensky displayed
year over year improvement of performance fees (a component of
receipts) in Q1 2020. We do not think there will be pricing
pressure in 2020, because interest rates have come down." (Greensky
did have to adjust pricing as interest rates went up prior to 2019,
which affected gross margins.) Furthermore, the company steadied
its service revenue stream in 2019, and that should help stabilize
margins.
S&P said, "We expect pandemic-related disruptions and margin
pressures to weaken credit metrics over the next 12 months. We
expect substantial declines year over year for elective health care
as states paused non-essential medical procedures. We note that
home improvement transactions will decline as well, at least for
March and April, when stay-at-home mandates were generally followed
across the U.S. Greensky announced that loan applications (a
leading indicator for loan originations and revenues) in March were
down 30% year over year. About 75% of Greensky's annual revenue
comes from transaction-related sources, originating at the point of
sale. In 2019, about 90% of Greensky's loan originations came from
sales in the home improvement sector (for high-ticket items such as
heating, ventilation, air conditioning units; windows; and doors),
and 10% came from sales in elective health care. As stay-at-home
orders ease in May, Greensky may resume robust transaction volumes.
However, we remain cautious regarding our view of 2020 due to the
uncertainty of the duration and varying intensities of the COVID-19
pandemic." Many of the merchants in Greensky's network are small
and midsize enterprises that may not have financial flexibility to
outlast another sudden decline in revenues.
S&P said, "We forecast that Greensky's leverage will appear very
weak in 2020, given our expectation for sharp revenue and earnings
declines year over year. We expect leverage to rise to about 7.5x
at year-end, from 2.9x as of March 31, 2020. (We do not add back
financial guarantee expense, and this expense adds about a half
turn to our leverage calculation after 2020. For 2020, we exclude
the one-time portion of the financial guarantee expense. We note
that management expects this expense to remain a non-cash charge.)
The decline in margins, as well as our assumption of about a 20%
decline in revenue, drives this steep increase in leverage. We
expect Greensky to resume revenue growth in 2021 at a slightly
diminished pace to what it experienced in 2019 as the economy
recovers. While leverage will appear weak for 2020, we expect
Greensky to generate good levels of free operating cash flow
(FOCF)--about $70 million for 2020."
The negative outlook reflects the funding commitment issues
Greensky has experienced over the past year and the uncertainty
going forward with bank partners and alternative sources of
funding. The negative outlook also considers Greensky's declining
profitability, which resulted from a decline in its gross margins.
S&P said, "We expect the weaker macroeconomic environment and
shelter-in-place orders will reduce Greensky's transaction-related
revenue in 2020.
"We could lower the rating if Greensky loses bank partnerships and
cannot secure additional funding, or if it faces increased
competition or adverse changes in the consumer-lending environment
that materially affect its business model. We could also consider a
downgrade if annual free operating cash flows decline meaningfully
below the current level.
"We could revise the rating to stable if Greensky displays progress
toward diversifying its funding partners, increases commitment
sizes, and maintains good free operating cash flow to debt."
GROWLERU FRANCO: Hires Davis & Jones as Collection Agency
---------------------------------------------------------
Growleru Franco, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Colorado to employ Davis & Jones, LLC dba
Debt Recovery Resources, as collection agency to the Debtor.
Growleru Franco requires Davis & Jones as a collection agency to
provide debt collection services and, if necessary, to move forward
with litigation against Growling Moose, LLC DBA Mars Bar and Grill,
to institute suit on behalf of the Debtor or to use all other
necessary legal proceedings for the recovery of the amounts owed to
Debtor.
Davis & Jones will be paid a contingency fee of 40% once funds are
collected. Debtor is responsible for a non-contingent suit fee of
$800.
Anthony Pigrenet, partner of Davis & Jones, LLC dba Debt Recovery
Resources, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Davis & Jones can be reached at:
Anthony Pigrenet
Davis & Jones, LLC
dba Debt Recovery Resources
209 W. 2nd St. Suite 322
Fort Worth, TX 76102
Tel: (866) 746-5389
About Growleru Franco
GrowlerU Franco LLC, which conducts business under the name Growler
USA, owns and operates a chain of pubs. It offers alcoholic
beverages and dining services.
Based in Centennial, Colo., GrowlerU Franco filed a voluntary
Chapter 11 petition (Bankr. D. Colo. Case No. 19-20102) on Nov. 22,
2019. At the time of the filing, the Debtor was estimated to have
assets of between [$1 billion to $10 billion] and liabilities of
between $1 million to $10 million.
Judge Thomas B. Mcnamara oversees the case.
The Debtor tapped Jeffrey Weinman, Esq., as bankruptcy counsel;
Pedro Robles as accountant; and Allen Vellone Wolf Helfrich &
Factor P.C. as special counsel.
GUITAR CENTER: S&P Downgrades Issuer Credit Rating To 'SD'
----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Guitar
Center Inc. to 'SD' (selective default) from 'CCC'. At the same
time, S&P lowered its issue-level rating on the unsecured notes to
'D', and affirmed the 'CCC' issue-level rating on the senior
secured notes as they are unaffected by the transaction.
The downgrade follows Guitar Center's transaction support agreement
completed May 15, which results in 83.3% of its senior unsecured
cash/PIK notes being exchanged for new senior unsecured cash/PIK
notes. The lenders who consented to the exchange will receive
107.75% of principal exchanged, but they forfeit the April 15, 2020
interest payment. S&P said, "We believe the exchange effectively
constitutes a full PIK of the interest payment, which would have
included a cash portion. While we recognize the additional
principal received is greater than the cash and PIK interest due,
we view the exchange as tantamount to a default because lenders are
receiving less than originally promised given the cash interest
payment is effectively replaced with PIK interest. We believe the
additional principal received by the lenders does not offset
uncertainty around the ultimate payment of the deferred amounts and
the additional payment risk the lenders will be exposed to the
additional debt."
The company also issued $32.5 million in aggregate principal of 10%
senior secured superpriority notes due May 2022. The company used
proceeds from these notes to pay the April 15, 2020, interest
payment on the existing senior secured notes, and will use the
remainder for general corporate and working capital purposes.
S&P said, "As a result of the additional secured debt in the
capital structure, we are revising our rounded estimate recovery on
the company's $640 million senior secured notes to 55% from 65%.
The recovery rating remains '3', indicating our expectation for
meaningful (50% to 70%) recovery in the event of a payment
default.
"We are also discontinuing our rating on Guitar Centers Holdings
Inc., as it is a holding company that does not issue or guarantee
any debt in the capital structure, or hold any assets or
liabilities."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety factors
Westlake Village, Calif.-based Guitar Center is a specialty
retailer of music products. As of Feb. 1, 2020, it operated stores
under Guitar Center (295 stores), Music & Arts (227 stores), and
online (Musician's Friend). Its financials are private.
H-CYTE INC: Incurs $2.42 Million Net Loss in First Quarter
----------------------------------------------------------
H-Cyte, Inc. reported a net loss of $2.42 million on $1.02 million
of revenues for the three months ended March 31, 2020, compared to
a net loss of $3.69 million on $1.32 million of revenues for the
three months ended March 31, 2019.
As of March 31, 2020, the Company had $1.20 million in total
assets, $6.89 million in total liabilities, $6.28 million in total
mezzanine equity, and a total stockholders' deficit of $11.97
million.
H-Cyte said, "COVID-19 has adversely affected the Company's
financial condition and results of operations. In the first
quarter of 2020, the Company took steps to protect its vulnerable
patient base (elderly patients suffering from chronic lung disease)
by cancelling all treatments effective March 23, 2020 through at
least the end of July. The Company made the decision in late
March, to layoff approximately 40% of its employee base, including
corporate and clinical employees, and to cease operations at the
LHI clinics in Tampa, Scottsdale, Pittsburgh, and Dallas. The
Company will reevaluate when operations will recommence at these
clinics as more information about COVID-19 becomes available.
"The Company will incur losses until sufficient revenue is attained
utilizing the infusion of capital resources to expand marketing and
sales initiatives along with the development of a L-CYTE-01
protocol and taking that protocol through the FDA process. Due to
the coronavirus outbreak ("COVID-19"), the Company is not expecting
to be able to generate revenue until, at the earliest, August 2020.
The Company has contacted its patients that are scheduled to come
in for treatment, both first time patients and recurring patients,
and have rescheduled these patients to August 2020. There is no
guarantee that the Company will be able to treat patients as soon
as August 2020; as such, the Company cannot estimate when it will
be safe to treat patients and generate revenue. The Company's
first quarter revenue 2020 was approximately $1,000,000 compared to
fourth quarter 2019 revenue of approximately $1,800,000. The
Company expects revenue for the second quarter of 2020 will be
nominal if any, and future quarters' revenue is dependent on the
timing of being able to treat patients again. The Company will
continue to focus on its goal of taking the L-CYTE-01 protocol to
the FDA for treatment of chronic lung diseases. The Company is
currently evaluating if its protocol has the potential to help
people affected by COVID-19, but more research will need to be
completed before a definitive conclusion can be reached.
"With the Company's revenue-generating activities suspended, the
Company will need to raise cash from debt and equity offerings to
continue with its efforts to take the L-CYTE-01 protocol to the FDA
for treatment of chronic lung diseases. There can be no assurance
that the Company will be successful in doing so."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/HUV1kH
About H-CYTE, Inc.
Headquartered in Tampa, Florida, H-CYTE -- http://www.HCYTE.com--
was formed to build and develop a diversified portfolio of
innovative medical technology products and services to improve
quality of life for patients. The DenerveX System is H-CYTE's
first product and is intended to provide long-lasting relief from
pain associated with facet joint syndrome. For biomedical
services, H-CYTE manages Lung Health Institute. Lung Health
Institute is in regenerative medicine that specializes in cellular
therapies to treat chronic obstructive pulmonary disease (COPD) and
other chronic lung diseases. In late 2019, H-CYTE's biologics
division, LungCYTE, plans to submit an IND to the FDA to study
novel and proprietary biologics for treatment of COPD.
H-Cyte reported a net loss of $29.81 million for the year ended
Dec. 31, 2019, compared to a net loss of $4.39 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $3.27
million in total assets, $6.67 million in total liabilities, $6.06
million in total mezzanine equity, and a total stockholders'
deficit of $9.46 million.
Frazier & Deeter, LLC, in Tampa, Florida, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 22, 2020 citing that the Company has negative working
capital, has an accumulated deficit, has a history of significant
operating losses and has a history of negative operating cash flow.
Additionally, the Company has closed clinic operations and
experienced significant losses related to COVID-19 in 2020. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
HEARTS AND HANDS: Seeks to Hire Altman Rogers as Auditor
--------------------------------------------------------
Hearts and Hands of Care, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Alaska to employ Altman Rogers
& Co., PC, as auditor to the Debtor.
Hearts and Hands requires Altman Rogers to serve as the Debtor's
independent auditor for its 2019 Medicaid financial statements
audit.
Altman Rogers will be paid at these hourly rates:
Brian Kupilik (audit principal) $225
Tucker Langel (audit senior) $150
Miranda Tolliver (audit in-charge) $115
Paul Xiong (audit staff) $95
Support Personnel $70
Altman Rogers will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian Kupilik, partner of Altman Rogers & Co., PC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Altman Rogers can be reached at:
Brian Kupilik
ALTMAN ROGERS & CO., PC
3000 C Street, Suite 201
Anchorage, AK 99503
Tel: (907) 274-2992
About Hearts and Hands of Care
Hearts and Hands of Care, Inc. is a home and community-based waiver
services agency which is certified for and provides waiver-funded
services. HHOC provides both habilitative and non-habilitative
services to support individuals with a variety of disabilities, as
well as their families. The agency provides services to
approximately 212 recipients.
Hearts and Hands of Care sought Chapter 11 protection (Bankr. D.
Alaska Case No. 19-00230) on July 22, 2019. In the petition signed
by CEO Kisha Smaw, the Debtor was estimated to have assets of at
least $50,000 and liabilities at $1 million to $10 million. Judge
Gary Spraker oversees the case. Peyrot and Associates P.C. is the
Debtor's legal counsel.
HERTZ CORPORATION: Files for Chapter 11 With $24 Billion in Debt
----------------------------------------------------------------
Rental car company The Hertz Corporation sought Chapter 11
protection, saddled with $24 billion in debt and nearly 700,000
vehicles that have been largely idled because of the coronavirus
pandemic.
The Wall Street Journal notes that the company's collapse marks one
of the highest-profile corporate defaults stemming from the
pandemic’s impact on air and ground travel, though Hertz also had
challenges before the current economic crisis.
"Importantly, all of our businesses around the world -- Hertz,
Dollar, Thrifty, Firefly, Donlen, and Hertz Car Sales -- remain
open and serving customers. Hertz's principal international
operating regions, including Europe, Australia, and New Zealand,
and its franchised locations are not included in the U.S. Chapter
11 proceedings and are continuing normal operations," Hertz said in
a letter to suppliers.
Hertz said it intends to pay suppliers and vendors in the ordinary
course for all goods delivered and services rendered after our
filing date of May 22, 2020 (post-petition). However, for goods
delivered and services rendered prior to May 22, 2020, vendors will
be required to file claims, and the treatment of these
"prepetition" obligations will generally be determined at the
conclusion of our financial restructuring.
Hertz is a leading provider of vehicle rentals around the world,
serving customers under the Hertz, Dollar, Thrifty, and Firefly
brands. The Company and its franchisees operate a total of more
than 10,000 locations across North America, Europe, Latin America,
Africa, Asia, Australia, the Caribbean, the Middle East and New
Zealand. Hertz’s motto, “we’re here to get you there,”
reflects the Company’s fundamental function: to help its
customers move about and explore, whether close to home or on the
other side of the globe.
In addition to their vehicle rental businesses, the Debtors offer
leasing and fleet management services in the United States and
Canada through Debtor Donlen Corporation and certain of its
subsidiaries. Donlen provides a variety of fleet services to North
American companies that operate vehicle fleets of all different
sizes, allowing customers to focus on their core businesses while
Donlen helps them achieve efficiencies in their fleet operations.
With air travel at record levels in 2018 and 2019, the Company was
prospering. It reported adjusted corporate EBITDA of $433 million
and $649 million in those years, respectively, and, through the end
of 2019, achieved ten consecutive quarters of year-over-year
revenue growth.
In March 2020, however, the Company's business was acutely impacted
by reductions in travel and restrictions on movement brought about
by the coronavirus pandemic. Whether voluntarily or by government
mandate, the air travelers the Company serves largely stopped
flying and its local customers largely stopped driving. The effect
on the Company’s revenue was devastating.
At the same time, the crisis subjected the Company to unanticipated
demands on its cash reserves. A sharp and unexpected reduction in
used car values precipitated by the
coronavirus crisis burdened the Company with a substantial cash
payment due April 27, 2020 in connection with its primary U.S.
rental fleet financing arrangement. The Company elected not to
consume its precious liquidity and did not make that payment. A
short forbearance and waiver period allowed the Company to reach
accords with creditors in Europe and Australia on additional
temporary or permanent waivers. However, it failed to yield a
longer-term solution with the Company’s primary U.S. and Canadian
creditor groups. Accordingly, the Debtors commenced these Chapter
11 Cases with the goals of stabilizing their operations, assessing
their options, and charting a course for a strong future.
All of Hertz's businesses globally, including its Hertz, Dollar,
Thrifty, Firefly, Hertz Car Sales, and Donlen subsidiaries, are
open and serving customers. All reservations, promotional offers,
vouchers, customer and loyalty programs, including rewards points,
are expected to continue as usual.
Hertz's principal international operating regions, including
Europe, Australia and New Zealand are not included in the U.S.
Chapter 11 proceedings and are continuing normal operations. In
addition, Hertz’s franchised locations, which are not owned by
the Company, also are not included in the Chapter 11 proceedings
and are continuing normal operations.
$24 Billion of Debt
Hertz disclosed $25.84 billion of total assets and $24.36 billion
of total debt as of March 31, 2020. According to its list of 50
largest unsecured claims, its unsecured debt includes:
* $900 million outstanding under 6.000% Senior Notes Due January
2028 with Wells Fargo, National Association as trustee;
* $800 million outstanding under 5.500% Senior Notes Due October
2024 with Wells Fargo as trustee;
* $500 million outstanding under 6.250% Senior Notes Due October
2022 with Wells Fargo as trustee;
* $500 million outstanding under 7.125% Senior Notes Due August
2026 with Wells Fargo as trustee;
* $200 million outstanding under the ALOC Facility with Goldman
Sachs Mortgage Co., as lender and administrative agent; and
* $27.59 million outstanding under promissory notes issued by
U.S. Bank.
Trade creditors include Lyft, owed $$23.45 million, and IBM Corp,
owed $18.6 million.
Carl C. Icahn's Icahn Associates Holdings LLC held 38.89% of the
stock as of March 27, 2020.
About Hertz Corp.
Hertz Corp. and its subsidiaries -- http://www.hertz.com/--
operate a worldwide vehicle rental business under the Hertz,
Dollar, and Thrifty brands, with car rental locations in North
America, Europe, Latin America, Africa, Asia, Australia, the
Caribbean, the Middle East, and New Zealand. The Company also
operates a vehicle leasing and fleet management solutions
business.
On May 22, 2020, The Hertz Corporation and certain of its U.S. and
Canadian subsidiaries and affiliates filed voluntary petitions for
reorganization under Chapter 11 in the U.S. Bankruptcy Court
(Bankr. D. Del. Case No. 20-11218).
The Hon. Mary F. Walrath is the presiding judge.
White & Case LLP is serving as legal advisor, Moelis & Co. is
serving as investment banker, and FTI Consulting is serving as
financial advisor. Richards, Layton & Finger, P.A., is the local
counsel.
Prime Clerk LLC is the claims agent, maintaining the page
https://restructuring.primeclerk.com/hertz
IDEANOMICS INC: Signs Amendment & Waiver Agreement with Holders
---------------------------------------------------------------
Ideanomics, Inc. entered into an amendment and waiver agreement
with each of ID Venturas 7, LLC and YA II PN Ltd. pursuant to which
the Holders agreed to limit the right to have the exercise price of
their warrants to purchase common stock of the Company and the
conversion price of their debentures issued by the Company adjusted
in connection with one or more drawdowns of up to, in the
aggregate, $3,000,000 pursuant to the Standby Equity Distribution
Agreement, dated April 3, 2020, by and between the Company and YA.
The waiver will only apply to draw downs on or before June 1, 2020
provided that in no event shall the effective net per share price
to the Company under the SEDA be less than $0.36. In consideration
for the waiver, the Company agreed to reduce the Conversion Price
of $1 million principal amount of debentures ($2 million in the
aggregate) held by each of the Holders to the lowest price per
share sold in the Financing (whether through one or more advance
notices). The Holders, in their sole discretion, by written notice
to the Company, may indicate which debentures are to be adjusted.
About Ideanomics
Ideanomics -- http://www.ideanomics.com/-- is a global company
focused on facilitating the adoption of commercial electric
vehicles and developing next generation financial services and
Fintech products. Its electric vehicle division, Mobile Energy
Global (MEG) provides financial services and incentives for
commercial fleet operators, including group purchasing discounts
and battery buy-back programs, in order to acquire large-scale
customers with energy needs which are monetized through pre-paid
electricity and EV charging offerings. Ideanomics Capital includes
DBOT ATS and Intelligenta which provide innovative financial
services solutions powered by AI and blockchain. MEG and
Ideanomics Capital provide their global customers and partners with
better efficiencies and technologies and greater access to global
markets. The company is headquartered in New York, NY, and has
offices in Beijing, China.
Ideanomics reported a net loss attributable to common stockholders
of $97.66 million for the year ended Dec. 31, 2019, compared to a
net loss attributable to common stockholders of $28.42 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $114.94 million in total assets, $61.06 million in total
liabilities, $1.26 million in series A Convertible redeemable
preferred stock, $7.15 million in redeemable non-controlling
interest, and $45.47 million in total equity.
B F Borgers CPA PC, in Lakewood, Colorado, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 16, 2020 citing that the Company incurred recurring
losses from operations, has net current liabilities and an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.
Ideanomics received a letter from the Listing Qualifications Staff
of The Nasdaq Stock Market LLC on Jan. 10, 2020, indicating that
the bid price for the Company's common stock for the last 30
consecutive business days had closed below the minimum $1.00 per
share required for continued listing under Nasdaq Listing Rule
5550(a)(2). Under Nasdaq Listing Rule 5810(c)(3)(A), the Company
has been granted a 180 calendar day grace period, or until July 8,
2020, to regain compliance with the minimum bid price requirement.
IMERYS TALC AMERICA: Files Chapter 11 Plan, Launches Sale Process
-----------------------------------------------------------------
On May 15, 2020, the North American Talc Subsidiaries of Imerys
(Imerys Talc America, Imerys Talc Vermont, Imerys Talc Canada),
along with Imerys SA ("the Group") and Imerys Talc Italy SpA, filed
a joint Plan of Reorganization and related disclosure statement in
the United States Bankruptcy Court for the District of Delaware as
part of the chapter 11 bankruptcy cases initiated on Feb. 13, 2019.
The Plan outlines a proposed path forward to emerge from chapter
11 having addressed historic talc-related liabilities.
The North American Talc Subsidiaries believe that the Plan provides
a favorable solution for all stakeholders, including
representatives of current and future claimants in talc-related
litigation, while effectively defining a path forward for the
impacted talc businesses. The Plan provides that if the necessary
approvals are obtained, the Talc Subsidiaries will emerge from the
chapter 11 process and the Group will be released from all existing
and future talc-related liabilities arising out of the Talc
Subsidiaries' past operations, as such liabilities will be
channeled into a dedicated trust.
Concurrent with the filing, the North American Talc Subsidiaries
are initiating a sale process for substantially all of their assets
under Section 363 of the U.S. Bankruptcy Code. The North American
Talc Subsidiaries are not seeking to liquidate their assets, but
anticipate pursuing a sale as a going concern. No stalking horse
bidder has been identified. Imerys SA is entitled to participate
as a bidder in any sale process, but will not serve as a stalking
horse. Pursuant to the terms of the proposed Plan, all undisputed
claims of suppliers against the filing entities are expected to be
paid in full.
Subject to approval of the Plan by the requisite number of talc
claimants, Imerys Talc Italy intends to file for voluntary chapter
11 protection in order to benefit from the same global and
permanent protections of historic talc-related liabilities as the
North American Talc Subsidiaries.
The Filing Companies are targeting confirmation of the Plan in
October of this year and emergence from chapter 11 protection
before the end of 2020.
Giorgio La Motta, President, Imerys Talc America, Imerys Talc
Vermont, and Imerys Talc Canada, commented, "This is a significant
step in the North American Talc Subsidiaries' path towards
emergence from chapter 11. The Plan represents a favorable outcome
for the North American Talc Subsidiaries' stakeholders and will
enable us to move forward free of historic talc-related
liabilities."
Representatives appointed by the bankruptcy court to represent the
existing and future potential talc-related claimants have agreed to
the terms of the Plan, and will be preparing a letter to accompany
the solicitation documents indicating their support of the Plan,
and advocating for the support from those entitled to vote on the
Plan. A hearing to consider approval of the Disclosure Statement is
scheduled with the Court for June 30, 2020. Following Court
approval of the Disclosure Statement, the Filing Companies will
distribute the Plan and Disclosure Statement to voting creditors
for their consideration.
About Imerys Talc America
Imerys Talc and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling, and distributing talc.
Talc is a hydrated magnesium silicate that is used in the
manufacturing of dozens of products in a variety of
sectors,including coatings, rubber, paper, polymers, cosmetics,
food, and pharmaceuticals. Its talc operations include talc mines,
plants,and distribution facilities located in: Montana
(Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and
Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood,
and Foleyet). It also utilizes offices located in San Jose,
California and Roswell, Georgia.
Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc
Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13,
2019.
The Debtors estimated $100 million to $500 million in assets and
$50 million to $100 million in liabilities as of the bankruptcy
filing.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Prime Clerk LLC as claims agent.
INSIGHT TERMINAL: Autumn Wind Says Debtor Objection Lacks Merit
---------------------------------------------------------------
Prepetition lender Autumn Wind Lending, LLC, as plan proponent,
responded to the debtors Insight Terminal Solutions, LLC et al.'s
objection to Autumn Wind's motion for an order scheduling a
combined hearing on the adequacy of the disclosure statement and
confirmation of its Chapter 11 plan for the bankruptcy estate of
Insight Terminal.
Autumn Wind points out that the Debtors' objection lacks merit and
is another "Hail Mary" attempt to buy more time for equity to
extend its option to potentially submit a plan of reorganization
that will be patently unconfirmable and will further harm
creditors.
Autumn Wind further points out that the basis for expedited relief
was not eliminated by the extension of time for the debtors to
assume the sublease.
Autumn Wind asserts that the Bankruptcy Code clearly allows for a
combined hearing.
Autumn Wind asserts that by not prohibiting the reduction of time
to object to confirmation or hold a hearing on a disclosure, the
Bankruptcy Rules clearly contemplate reduction of time for either
or both.
Autumn Wind points out that the deadlines set forth in the motion
are appropriate.
Autumn Wind further points out that the schedule set forth in the
motion is not unfair.
Counsel for Autumn Wind Lending, LLC:
Robert M. Hirsh
Lowenstein Sandler LLP
1251 Avenue of the Americas
17th Floor
New York, NY 10020
Telephone: (212) 262-6700
E-mail: rhirsh@lowenstein.com
- and -
Edward M. King
FROST BROWN TODD LLC
400 W. Market Street, 32nd Floor
Louisville, KY 40202
Telephone: (502) 589-5400
Facsimile: (502) 581-1087
tking@fbtlaw.com
About Insight Terminal Solutions
Insight Terminal Solutions -- http://insightterminals.com/-- is an
Oakland, Calif.-based company that provides terminal and
stevedoring services at the Oakland Bulk and Oversized Terminal
(OBOT) for a variety of bulk agriculture and mineral commodities.
Insight Terminal Solutions and its affiliate Insight Terminal
Holdings, LLC filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Ky. Lead Case No. 19-32231) on
July 17, 2019. The petitions were signed by John J. Siegel, Jr.,
manager.
At the time of filing, Insight Terminal Solutions was estimated to
have $1 million to $10 million in assets and $10 million to $50
million in liabilities. Insight Terminal Holdings was estimated to
have up to $50,000 in assets and $1 million to $10 million in
liabilities.
Andrew David Stosberg, Esq., at Middleton Reutlinger, represents
the Debtor.
JAGUAR HEALTH: Signs Accounts Receivable Purchase Deal with Oasis
-----------------------------------------------------------------
Jaguar Health, Inc. and its wholly owned subsidiary, Napo
Pharmaceuticals, Inc. have jointly entered into an accounts
receivable purchase agreement with Oasis Capital, LLC pursuant to
which Oasis has initially agreed to purchase all of the Company's
accounts receivable related to the April 2020 sales of the
Company's Mytesi drug product to Cardinal Health, Inc. The April
2020 Accounts Receivable have a gross value of $2,753,639.
"We are pleased to enter into this agreement with Oasis, as it
supports our strategy of bringing in non-dilutive capital as we
continue to focus on our new, recently announced enhanced market
access strategy and work to become a stable, cash flow positive
business supported primarily by growth in Mytesi sales," said Lisa
Conte, Jaguar's president and CEO.
Per the terms of the agreement, Oasis will receive a fee of 5.45%
of the $2,753,639 April 2020 Accounts Receivable following their
purchase of the April 2020 Accounts Receivable for $1,032,000.
Oasis will return to the Company within five days any amount that
exceeds the sum of the Purchase Price and the Fee. As with all
Mytesi gross sales, the April 2020 Accounts Receivable will be
reduced by Medicare, ADAP 340B chargebacks, returns, and wholesale
distribution fees based on historical trends to determine net
sales.
Under the agreement, Oasis is entitled to a one-time transaction
fee of $25,000 and may be entitled to additional transaction fees
to the extent Oasis purchases additional accounts receivable under
the agreement, which fees will not exceed $5,000 per transaction.
The initial term of the agreement is one year, which will
automatically renew for successive one-year periods unless notice
of non-renewal is provided by the Company at least 30 days prior to
the expiration of a term. Notwithstanding the foregoing, either
Oasis or the Company may terminate the agreement on 60 days' prior
written notice.
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
Jaguar reported a net loss of $38.54 million for the year ended
Dec. 31, 2019, compared to a net loss of $32.15 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$33.28 million in total assets, $16.67 million in total
liabilities, $10.37 million in series A redeemable convertible
preferred stock, and $6.23 million in total stockholders' equity.
Mayer Hoffman McCann P.C., in San Francisco, California, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated April 2, 2020 citing that the
Company has experienced losses since inception, significant cash
used in operations, and is dependent on future financing to meet
its obligations and fund its planned operations. These conditions
raise substantial doubt about its ability to continue as a going
concern.
JAMES MEDICAL: Donald James Objects to Disclosure Statement
-----------------------------------------------------------
Donald E. James says the Disclosure Statement submitted by James
Medical Equipment, Ltd, fails to provide the Creditor with
information sufficient for him to make an informed judgment about
the Plan.
In its objection to the Disclosure Statement, Mr. James points out
that the Disclosure Statement fails to adequately explain how the
Debtor calculated the amount of the Creditor's unsecured claim.
Mr. James further points out that the Disclosure Statement
inappropriately designates some creditors as "critical vendors"
without sufficient justification for doing so.
Mr. James asserts that the Disclosure Statement fails to adequately
preserve the Debtor's potential avoidance claim against Brightleaf
and to explain why the Debtor is not pursuing that claim.
Mr. James complains that the Disclosure Statement fails to indicate
whether the proposed Plan has been approved by the shareholders of
the company.
Counsel for Creditor:
Scott A. Bachert
KERRICK BACHERT PSC
1025 State Street
P.O. Box 9547
Bowling Green, KY 42101
Telephone: (270) 782-8160
Facsimile: (270) 782-5856
About James Medical Equipment
James Medical Equipment, Ltd.'s line of business includes renting
or leasing medical equipment. The company was founded in 1979 and
is based in Campbellsville, Ky.
James Medical Equipment filed a voluntary Chapter 11
petition(Bankr. W.D. Ky. Case No. 19-10187) on March 1, 2019. At
the time of the filing, the Debtor was estimated to have $1 million
to $10 million in both assets and liabilities. Judge Joan A. Lloyd
oversees the case. The Debtor tapped David M. Cantor, Esq., at
Seiller Waterman LLC, as its legal counsel.
JUSTFLY CORP: Chapter 15 Case Summary
-------------------------------------
Lead Debtor: JustFly Corp
3333 boul de la Cote-Vertu
Suite 600, Montreal/Saint-Laurent
Quebec, Canada H4R 2N1
Business Description: The Debtors are a flight-centric online
travel agency that utilize a mobile
site, application, and a platform
allowing self-serve capabilities for
users and customer agents to
facilitate the sale of airline tickets,
among other products. The Debtors
operate two brands: "FlightHub," which
is focused in Canada, and "JustFly,"
which is focused in the United States.
Foreign Proceeding: Superior Court of Quebec, in the
Province of Quebec, District of
Montreal, commenced pursuant to the
Companies' Creditors Arrangement Act,
R.S.C. 1985, C-36 (as amended, the
"CCAA")
Chapter 15 Petition Date: May 22, 2020
Court: United States Bankruptcy Court
District of Delaware
Six affiliates that concurrently filed voluntary petitions for
relief under Chapter 15 of the Bankruptcy Code:
Debtor Case No.
------ --------
JustFly Corp (Lead) 20-11204
FlightHub Group Inc. 20-11205
FlightHub Service Inc. 20-11206
JustFly Inc. 20-11207
SSFP Corp 20-11208
11644670 Canada Inc 20-11209
Judge: Hon. John T. Dorsey
Foreign Representative: FlightHub Group, Inc.
Counsel for
Foreign
Representative: David M. Klauder, Esq.
BIELLI & KLAUDER, LLC
1204 N. King Street
Wilmington, Delaware 19801
Tel: (302) 803-4600
Fax: (302) 397-2557
Email: dklauder@bk-legal.com
- and -
Marc J. Carmel, Esq.
Serena G. Rabie, Esq.
MCDONALD HOPKINS LLC
300 North LaSalle Street
Suite 1400
Chicago, Illinois 60654
Tel: (312) 280-0111
Fax: (312) 280-8232
Email:mcarmel@mcdonaldhopkins.com
srabie@mcdonaldhopkins.com
Estimated Assets: Unknown
Estimated Debts: Unknown
KETAB CORPORATION: Has Until Sept. 18 to File Plan and Disclosures
------------------------------------------------------------------
Judge Deborah J. Saltzman has ordered that Ketab Corporation's
deadline to file and serve its chapter 11 plan and disclosure
statement is extended from May 4, 2020 to Sept. 18, 2020.
Attorneys for debtor Ketab Corporation:
Roksana D. Moradi-Brovia
Matthew D. Resnik
RESNIK HAYES MORADI LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Telephone: (818) 285-0100
Facsimile: (818) 855-7013
E-mail: roksana@RHMFirm.com
matt@RHMFirm.com
About Ketab Corporation
Ketab Corp. -- http://www.ketab.com/-- is a book store in Los
Angeles, Calif., offering a selection of Persian, Farsi and Iranian
books, music and movies.
Ketab Corporation sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 19-12500) on Oct. 2, 2019. In the petition signed by
Bijan Khalili, president, the Debtor was estimated to have assets
and liabilities of $1 million to $10 million. Judge Deborah J.
Saltzman oversees the case. The Debtor tapped Resnik Hayes Moradi,
LLP as bankruptcy counsel; the Law Offices of Tony Forberg as
special counsel; and Financial Consultant Assoc. Inc. as
accountant.
LAJ CONSTRUCTION: Trustee Hires Colliers International as Broker
----------------------------------------------------------------
Hank Spacone, the Chapter 11 trustee for LAJ Construction, Inc.'s
bankruptcy estate, received approval from the U.S. Bankruptcy Court
for the Eastern District of California to employ Colliers
International CA, Inc. as real estate broker.
Colliers will assist in marketing the estate's interest in the
following real properties:
(1) 10.82 acres located at 9000 Gerber Road, Sacramento County
(Listing price: $2.1 million);
(2) 6.93 acres located on Gerber Road, Sacramento County
(Listing price: $1.3 million);
(3) 2.9 acres located at 9021 Leland Avenue, Sacramento County
(Listing price: $450,000);
(4) 10.4 acres located at 7700 Florencia Lane, Sacramento
County (Listing price: $1.9 million); ;
(5) 12.43 acres located at 7690 Florencia Lane, Sacramento
County (Listing price: $2.25 million); ; and
(6) 3.8 acres located at 8740 Bruceville Road, Sacramento
County (Listing price: $1.9 million).
The broker a 6 percent commission on the purchase price.
John Shaffer of Colliers disclosed in court filings that the firm
and its members do not have connections with Debtor, creditors or
any "party-in-interest."
The firm can be reached through:
John Shaffer
Colliers International CA, Inc.
301 University Ave. #100
Sacramento, CA 95825
Telephone: (916) 563-3035
Email: john.shaffer@colliers.com
About LAJ Construction
LAJ Construction Inc. owns six properties in Sacramento, Calif.,
valued by the company at $18.86 million.
LAJ filed a voluntary petition under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 19-25566) on Sep. 4, 2019. In the
petition signed by LAJ President Madan Lal Sharma, Debtor disclosed
$18,860,100 in assets and $6,989,494 in liabilities. Judge
Christopher D. Jaime oversees the case. Mark J. Hannon, Esq., is
Debtor's legal counsel.
LEXMARK INT'L: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Lexmark International II LLC's and
Lexmark International Inc.'s Long-Term Issuer Default Ratings at
'B-'. The Rating Outlook is Stable.
The ratings and Outlook reflect Lexmark's recent operational
performance which has generally been in line with Fitch's
expectation and better than larger print market competitors.
Additionally, the company repaid its 2020 notes in March. The
coronavirus pandemic has had less of an impact on the company's
results than others in the printing market, and more broadly among
U.S. corporates. Fitch believes the company's revenue will decline
to the high single digit in 2Q20 and mid-single in 3Q20 before
stabilizing in the fourth quarter, which is consistent with the
ongoing normalization.
Lexmark faces an additional $128 million of term loan amortizations
over the remainder of 2020 and $249 million in 2021. Additionally,
$200 million in revolver facilities are due for renewal/extension
upon maturity in 2021. Ninestar Corporation and PAG Asia Capital
have committed to providing $75 million of liquidity to meet
financial obligations to the extent that the company is not able to
generate incremental positive cash flow over the remainder of the
year. Lexmark states it has access to the private and public debt
markets but has not been able to successfully complete a
transaction thus far. However, pro forma to the contribution
commitment, Lexmark had in excess of $200 million of liquidity
available, which should be sufficient to meet its operational needs
for the remainder of the year and into 2021. The potential for
lender forbearance could further improve the company's liquidity
position. Fitch will provide an update if the impact of the
coronavirus pandemic changes for the worse.
KEY RATING DRIVERS
Coronavirus Impact: Lexmark indicates it experienced some
manufacturing delays as a result of the pandemic but minimized the
impact by utilizing inventory on hand and realigning certain
production activities. All manufacturing facilities have reopened
and the majority are at or near full capacity. Fitch estimates
Lexmark's hardware and supplies revenue will decline 10% and other
revenue 5% in the second quarter, improving to 5% and 2%,
respectively, in the third quarter before stabilizing in the fourth
quarter. Fitch assumes the company achieves margin profile in the
remainder of 2020 consistent with the first quarter reflecting
lower hardware sales.
2020 Senior Notes: In March, Lexmark repaid its public bonds
through a $339.1 million draw on the tranche B-2 commitments
provided by China CITIC Bank Corporation Limited, Guangzhou Branch.
In 2019 Fitch upgraded Lexmark's Long-Term IDR to 'B-' following
the disclosure of CITIC's commitment, thereby addressing the
refinancing risk associated with the 2020 notes.
Liquidity & Refinancing: While the tranche B-2 addressed Lexmark's
near-term liquidity needs, the structure of the loan due 2023
includes amortization payments that increase significantly over
2021-2022. Combined with escalating amortization payments
associated with Lexmark's LBO acquisition term loans, this
underscores the need for Lexmark to refinance its acquisition debt
following the maturity of its 2020 notes in order to avoid a
liquidity deficit in 2021. Fitch believes Lexmark will ultimately
be able to obtain refinancing assuming operational performance is
sustained and credit markets are healthy. Ninestar and PAG have
agreed to provide additional contributions to Lexmark of up to $75
million to bolster liquidity.
Operational Performance: Lexmark modestly exceeded Fitch's
performance expectations in 2019 as revenue increased 1%,
reflecting 2% supplies growth and $25 million in services revenue
growth. Lexmark's gross profit margin increased 4bps more than
revenue growth, reflecting the increase in supplies and services
revenue. Lexmark's supplies and hardware performance were better
than the market overall. Operating EBITDA margin improved 330bps
owing to gross margin improvement and a mid-teens reduction in
operating expense, following earlier restructuring actions. While
the outlook remains uncertain due to the coronavirus, Fitch
anticipates a return to 2019 levels in 2021.
ESG - Governance: Lexmark has an Environmental, Social and
Governance Relevance Score of '4' for Governance Structure because
while the Board of Directors is independent, ownership is
concentrated among Ninestar, PAG and Legend Capital, and is
relevant to the rating in conjunction with other factors. Lexmark
has an ESG Relevance Score of '4' for Group Structure due to the
complexity of the group structure and the presence of material
related-party transactions with Ninestar, and is relevant to the
rating in conjunction with other factors.
DERIVATION SUMMARY
Lexmark is materially smaller on a revenue basis than its closest
peers, including HP Inc. (BBB+/Negative) and Xerox Corporation
(BB/Stable). Lexmark is also smaller than other printer companies
including Canon, Ricoh, Fuji Xerox, Epson and Brother. Lexmark's
operating EBITDA margin is approximately four points below Xerox's,
but roughly five points above HP's, owing to HP's lower margin PC
business. Lexmark's printing revenue profile has been challenged,
although it has stabilized more effectively than Xerox. Lexmark's
business model appears sustainable over the intermediate term given
its market position. The company's strategy to increase hardware
placements and leverage its owner's relationships and capacity in
China offers the potential to offset secular declines, which Fitch
views as an upside to its conservative base rating case. However,
Fitch continues to see meaningful execution risk.
Lexmark's rating remains limited by its refinancing risk and
associated liquidity positions. Addressing the near-term
refinancing risk in conjunction with maintaining an appropriate
liquidity profile will allow Lexmark to pursue its growth
initiatives. Escalating term loan amortization, both for
acquisition debt associated with Lexmark's LBO as well as the term
loan B tranche to refinance the 2020 notes, will pressure Lexmark's
liquidity in 2021 absent refinancing. Fitch believes Lexmark's
operational stabilization; continued execution of strategic
initiatives and stable leadership should enable the company to
refinance its capital structure. However, uncertainty over market
access and the impact of the coronavirus are potential limiting
factors that could affect the rating.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
-- Low single-digit revenue decline in 2020 due to the
coronavirus and very low single-digit growth thereafter;
-- Mid-teens operating EBITDA margin in 2020 with higher supply
sales consistent with 1Q20 and low-teens thereafter reflecting
higher equipment sales, consistent with 2019;
-- Low single-digit capital intensity;
-- Eventual ability to refinance acquisition debt on economic
terms.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
-- Solid expectations that acquisition debt can be financed on
economic terms well in advance of expected liquidity strains
associated with amortization step ups in 2021;
-- Evidence of successful execution of strategic initiatives such
that revenue and margin exceed Fitch's conservative base case
expectations;
-- Total debt with equity credit to operating EBITDA sustained at
5x or below.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
-- Inability to refinance acquisition debt in a timely fashion
relative to amortization step ups;
-- A substantial worsening of near-term operating performance
relative to Fitch's expectations;
-- Deterioration of FCF profile or liquidity such that payment
default risk becomes material;
-- Total adjusted debt to operating EBITDA expected to be
sustained at 6x or above.
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
Lexmark had $128.5 million in cash and cash equivalents at March
31, 2020. While uncertain due to the impact from the coronavirus
pandemic, Fitch believes Lexmark will generate approximately $20
million in FCF in 2020 with a total cash use of approximately $140
million. Lexmark has an additional $128 million in amortization in
2020. Ninestar and PAG have agreed to provide additional
contributions to Lexmark up to $75 million upon Lexmark's request,
if needed to satisfy its financial obligations. Lexmark faces $450
million in maturities and amortization in 2021, which it will be
unlikely to meet from internally generated sources. However, $200
million represents a CITIC revolving facility which has previously
been extended. CITIC is also lender for all of Lexmark's term
loans. Based upon Fitch's projection for 2021, Lexmark could have
sufficient liquidity to meet its obligations.
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
Lexmark International II, LLC: Group Structure: '4', Governance
Structure: '4'
Lexmark has an ESG Relevance Score of '4' for Governance Structure
due to the fact that while the Board of Directors is independent,
ownership is concentrated among Ninestar, PAG and Legend Capital,
and is relevant to the rating in conjunction with other factors.
Lexmark has an ESG Relevance Score of '4' for Group Structure due
to the complexity of the group structure and the presence of
material related-party transactions with Ninestar, and is relevant
to the rating in conjunction with other factors.
Except for the matters discussed, 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).
LIQUID COLLECTIVE: Dispute With Sup Hard Supplier Prompts Filing
----------------------------------------------------------------
Thomas Gounley, writing for Business Den, reports that Liquid
Collective LLC, which manufactures and sells Sup Hard Seltzer
beverages, filed Chapter 11 bankruptcy protection in Denver.
In court documents, Liquid Collective stated that Sup Hard Seltzer
is produced by Milwaukee Brewing Co., and the filing was prompted
by Milwaukee's failure "to provide product pursuant to a contract"
between the two companies.
"The failure to deliver the product has created a dispute which has
impacted both the payables and the receivables of the Debtor which
needs to be restructured ... Until that restructure occurs, the
Debtor needs relief from its current cost structure," the court
documents read.
About Liquid Collective
Liquid Collective LLC sells organic beverages. It makes and sells
Sup Harz Seltzer, which comes in in flavors such as cucumber,
lemon, peach and black cherry.
On May 7, 2020, Liquid Collective sought Chapter 11 protection
(Bankr. D. Colo. Case No. 20-13146). The Debtor was estimated to
have assets and liabilities of $1 million to $10 million. DAVIS
LAW GROUP LLC is the Debtor's counsel.
LSC COMMUNICATIONS: To Pursue Sale Absent Plan
----------------------------------------------
LOCUS Magazine featured LSC Communications, which sought bankruptcy
protection in April. LSC plans to continue its "in the ordinary
course" and will "pay vendors in full under customary terms for all
goods and services received on or after the filing date." It also
negotiated with lenders to financially restructure the company, but
required to "conduct a marketing process for the sale of all assets
and to comply with certain sale milestones unless and until an
acceptable stand-alone plan of reorganization has been agreed."
Although, LSC was in financial difficulty already, it worsened
recently with the spread of COVID-19. "The pandemic has stifled
demand for the Debtors' products and services, and decreased the
ability of the Debtors' customers to make payments when due." LSC
has requested affirmation that products created for their customers
– including finished books -- should not be considered assets
vulnerable to bankruptcy sell-off. They asked for permission "to
continue to fulfill, distribute and utilize Customer Products in
the ordinary course of business," said LSC.
LSC owes creditors approximately $972 million, and has $24 million
on hand, plus another $100 million in new debtor-in-possession
financing. The first case conference is scheduled for May 13, 2020,
and a complete reorganization plan is due in August.
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 Company offers 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 disclosed $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.
MANITOWOC COMPANY: Moody's Alters Outlook on B2 CFR to Negative
---------------------------------------------------------------
Moody's Investors Service confirmed the ratings of The Manitowoc
Company, Inc. including the company's B2 corporate family rating,
B2-PD probability of default rating, and B2 rating on the company's
$300 million senior secured second lien notes due 2026. Also, the
company's SGL-3 speculative grade liquidity rating is unchanged.
The rating outlook has been changed to negative from rating under
review.
This rating action concludes the review for downgrade initiated on
March 26, 2020, prompted in part by the rapid and widening spread
of the coronavirus outbreak and the associated deteriorating global
economic outlook.
RATINGS RATIONALE
"Manitowoc's outlook change reflects its expectation that revenue
and profitability will weaken considerably in 2020, driven in large
part by the coronavirus outbreak that temporarily shut down the
company's European facilities and resulted in statewide shutdowns
in the US, essentially exacerbating slowing demand trends that had
already emerged in the latter part of 2019", said Brian Silver, a
Moody's Vice-President and lead analyst for Manitowoc. "However,
Moody's expects Manitowoc's liquidity will remain adequate
throughout 2020, largely supported by cash and access to the
company's ABL, and the company has no significant debt maturities
until the notes mature in 2026".
Manitowoc's ratings reflect substantial concentration risk by
operating solely in the crane segment, and exposure to highly
cyclical end markets including construction and oil and gas, which
will periodically lead to rapid and potentially significant
earnings and working capital volatility. Demand for the company's
products was already slowing prior to the coronavirus-related
shutdowns, and Moody's now anticipates at least a 20% decline in
2020 revenue and constrained funds from operations for the year.
Moody's further expects EBITA margin to slip slightly below 4% in
2020 as a result of pricing and volume pressure as well as lower
fixed cost absorption, only partially offset by operating
efficiencies.
However, Manitowoc's credit profile benefits from a
well-established position as one of the world's leading providers
of heavy-duty cranes, as well as adequate liquidity for 2020
supported by over $100 million of cash and $240 million of ABL
availability at March 31, 2020 with no significant debt maturities
until 2026. The company also has moderate financial leverage of
roughly 3.3 times debt-to-EBITDA (after Moody's standard
adjustments), which Moody's expects to remain below 5 times
throughout 2020 even with lower profitability. Manitowoc has global
reach with over 50% of 2019 revenue generated outside of the US,
and benefits from a growing proportion of higher margin aftermarket
sales as a percentage of total revenue, many of which are on a
recurring basis, which helps mitigate the impact from slowing
demand for new cranes.
The negative rating outlook reflects Moody's expectation that
Manitowoc's profitability will weaken considerably in 2Q20 and
remain under pressure throughout the remainder of the year.
However, financial leverage is expected to remain below 5 times
debt-to-EBITDA while liquidity remains adequate, supported by at
least $200 million of liquidity at all times.
Manitowoc has moderate environmental risk. Like many manufacturers
the company generates hazardous and non-hazardous waste in the
normal course operations. Because of this, the company is subject
to numerous environmental laws and regulations. Manitowoc also has
relatively low social risk considerations. The company has no union
workers in the US, but a majority of its European workers belong to
various European trade unions. The company also has one trade union
in China and one in India. Finally, Manitowoc has relatively low
governance risk. The company is publicly traded on the NYSE and
does not pay any dividends.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if Manitowoc can demonstrate continued
earnings growth while diversifying its product offerings and
expanding its customer base, lowering the volatility in revenue and
earnings without materially increasing its risk profile through
such a transition. Higher ratings could be supported by continuous
positive free cash flow generation throughout industry cycles,
allowing the company to repay debt. Sustaining credit metrics such
as debt-to-EBITDA of less than 3 times and EBITA margins above 10%
would support a higher rating.
Ratings could be downgraded if total liquidity falls below $200
million, or if EBITA margins were to fall below 4% for a sustained
period. Ratings could also be lowered if debt-to-EBITDA rises above
5 times without an expectation it can rapidly deleverage, or
EBITA-to-interest falls below 1 time.
The following rating actions were taken:
Confirmations:
Issuer: Manitowoc Company, Inc. (The)
Corporate Family Rating (Local Currency), Confirmed at B2
Probability of Default Rating, Confirmed at B2-PD
Senior Secured Regular Bond/Debenture (Local Currency) Apr 1,
2026, Confirmed at B2 (LGD4)
Outlook Actions:
Issuer: Manitowoc Company, Inc. (The)
Outlook, Changed To Negative From Rating Under Review
The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.
The Manitowoc Company, Inc., headquartered in Milwaukee, WI, was
founded in 1902 and through its wholly-owned subsidiaries, designs,
manufactures, markets, and supports comprehensive product lines of
cranes. Crane types include mobile telescopic cranes, tower cranes,
lattice-boom crawler cranes, and boom trucks under the Grove,
Manitowoc, National Crane, Potain, Shuttlelift and Manitowoc Crane
Care brand names. The company has three reportable segments based
on region, including the Americas, Europe and Africaand Middle East
and Asia Pacific. Manitowoc generated revenue of approximately $1.7
billion for the twelve months ended March 31, 2020.
MECHANICAL TECHNOLOGIES: ADVNC Air Objects to Plan Disclosures
--------------------------------------------------------------
Creditors ADVNC Air Technologies, Michael Donovan and Mary Regina
Donovan filed their objection to the debtor Mechanical Technologies
Corp.'s Disclosure Statement filed on March 24, 2020.
Creditors point out that Section IV with the heading "Debtor's
Financial History" contains no discussion regarding the Debtor's
prior California business operations and its loss of its California
contractor’s license.
The Creditors further point out that in Section V with the heading,
"Description and Valuation of Assets," there is an account
receivable in the amount of $93,725 due from Carson Tahoe Care
Center with a lien recorded on July 17, 2019, but there is no
information about its collectability.
According to Creditors, in Section V, the Debtor identifies a Note
Receivable due from John Donovan in the amount of $14,311 as of the
Petition Date. What was the original balance of the Note
Receivable and when did it originally accrue? What was the reason
for the Note Receivable? What is the balance due now? If the
original balance of the Note Receivable has been reduced, how did
it get reduced? These questions should be answered
Creditors complain that in Section V, the Debtor states that it has
$67,386 in Accounts Receivable that are less than 90 days old and
$54,695 in Accounts Receivable that are more than 90 days old. The
Debtor says that these Accounts Receivable are "collectible," but
the Debtor provides no information as to what steps have been taken
to collect upon them.
Creditors assert that there is inadequate information about the
Debtor's ability to make the proposed payments to unclassified
priority claims holders described under Section VII.
Moreover, Creditors complain that there is inadequate information
about the Debtor's ability to make any proposed payments to Class 2
Creditors, who are to be paid in full with 2% interest by December
31, 2026 with quarterly distributions in the amount of $30,000
commencing on July 1, 2022.
Creditors point out that the treatment of Class 3 Claims lacks
adequate information and makes no sense. There is no reserve
provided for disputed claims, which should be required.
Creditors further point out that in Section IX (3) for Professional
Fees, there should be disclosure about John Donovan's intention to
seek reimbursement for the payment of Debtor's professional fees
due and owing to its Special Counsel, who has been representing
both the Debtor and John Donovan.
According to Creditors, in Section XVI with the heading Procedures
for Resolving Contested Claims, the Disclosure Statement lacks any
discussion regarding potential avoidance actions under Chapter 5.
These need to be identified by party and amount.
Creditors assert that in Section XX, the Liquidation Analysis,
lacks adequate information.
Creditors complain that in Section XV, Miscellaneous Provisions,
states that John Donovan, "shall be initially compensated with a
gross salary of $120,000 per year." This is inadequate information
because no explanation is offered of what John Donovan will be
doing to earn such an annual salary given that the Debtor is not
operating a business.
Counsel for ADVNC Air Technologies:
Michael Donovan and Mary Regina Donovan:
AMY N. TIRRE, ESQ. #6523
LAW OFFICES OF AMY N. TIRRE,
3715 Lakeside Drive, Suite A
Reno, NV 89509
Telephone: (775) 828-0909
Facsimile: (775) 828-0914
E-mail: amy@amytirrelaw.com
- and -
Michael W. Malter, Esq.
Julie H. Rome-Banks, Esq.
BINDER & MALTER, LLP
2775 Park Avenue
Santa Clara, CA 95050
Telephone: (408) 295-1700
Facsimile: (408) 295-1531
E-mail: michael@bindermalter.com
E-mail: julie@bindermalter.com
About Mechanical Technologies
Mechanical Technologies d/b/a Alpine Air --
http://alpineheatingandair.com/-- specializes in offering single
source contracting for all residential and commercial design/build
needs. The Company services and installs residential heating and
air conditioners. Alpine Air has designed, installed and serviced
projects including computer rooms, environmental chambers,
manufacturing facilities, biotech laboratories, burn-in rooms, and
dry rooms. Alpine Air was established in 1987.
Mechanical Technologies Corp. d/b/a Alpine Air, based in Reno, NV,
filed a Chapter 11 petition (Bankr. D. Nev. Case No. 19-51146) on
Sept. 26, 2019. In the petition signed by John Donovan, president,
the Debtor was estimated to have $1 million to $10 million in both
assets and liabilities. The Hon. Bruce T. Beesley oversees the
case. Stephen R. Harris, Esq., at Harris Law Practice LLC, serves
as bankruptcy counsel and Robison Sharp Sullivan & Brust, is
special counsel.
MELBOURNE BEACH: Trustee Proposes Liquidating Plan
--------------------------------------------------
Jules S. Cohen, as Chapter 11 Trustee for debtor Melbourne Beach,
LLC, filed with the U.S. Bankruptcy Court for the Middle District
of Florida, Orlando Division, a Plan of Liquidation for the Debtor
dated May 1, 2020.
As of the Petition Date, the Debtor stated its liabilities were
approximately $2,829,800 with assets valued at $15,354,400, of
which approximately $516,000 has been resolved and approximately
$15,000,000 is contested.
The Plan provides a mechanism for the expeditious and orderly
collection and liquidation of assets, the resolution of disputed
claims, and the distribution of funds to creditors, including
distributions. Allowed claims will be paid in full. The Plan
contemplates that the Court will appoint Jules Cohen to serve as
the Liquidating Trustee.
The Plan proposes to treat claims as follows:
* General Unsecured Non-Insider Claims in Class 1. Each Holder
of General Unsecured Claims Nos. 1 and 4, if Allowed Claims, shall
be paid by the Trustee or from the Liquidating Trust 50% of any
Allowed Claim within thirty (30) calendar days after the Effective
Date and the remaining amounts due under any such Allowed Claim
from the Sale Proceeds.
* Yellow Funding and Pirogee - Related Insider Claims in Class
2. Trustee and his professionals will be objecting to substantially
all of the claims in Class 2 including the scheduled claim of
Shimon Wolkowicki. After those objections are heard and assuming
that the remaining claims do not exceed $350,000 in debt claims in
total, each Holder of General Unsecured Claims Nos. 5, 6, 7, 8, 9,
10, and 11 including the scheduled claim of Shimon Wolkowicki, if
Allowed Claims, shall be paid by the Trustee or from the
Liquidating Trust the full amount of any Allowed Claim within
thirty (30) calendar days after the Effective Date.
* Management Fee / Insider Claim in Class 3. The Holder of
General Unsecured Claims No. 3, if an Allowed Claim, will be paid
by the Trustee or from the Liquidating Trust up to $250,000 of any
Allowed Claim within 30 calendar days after the Effective Date.
Any remaining amount of any Allowed Claim shall be paid by the
Trustee or from the Liquidating Trust from the Sale Proceeds.
* Interests in Class 4. The Holders of Interests, if Allowed
Interests, shall retain their membership / equity interests and
shall retain all rights associated therewith.
Pursuant to and in furtherance of this Plan, Trustee is marketing
and selling the Shopping Center. The sale approval order will
provide for the procedures and deadline assumption (and assignment)
or rejection of leases and/or unexpired contracts and the filing of
any claims arising therefrom.
The Plan is a liquidating plan that calls for the liquidation of
the Assets of the Debtor. On the Effective Date of the Plan, all
Property owned by the Debtor will be transferred to the Liquidating
Trust and the Liquidating Trustee will be appointed to implement
the terms of the Plan with respect to the Liquidating Trust, as set
forth in Article 8 of the Plan.
A full-text copy of Trustee's Liquidating Plan dated May 1, 2020,
is available at https://tinyurl.com/y7f2c22o from PacerMonitor at
no charge.
Attorneys for Chapter 11 Trustee:
Jules S. Cohen, Esquire
Samual A. Miller, Esquire
Esther McKean
AKERMAN LLP
420 South Orange Ave. Suite 1200
Orlando, FL 32801
Tel: (407) 423-4000
Fax: (407) 843-6610
E-mail: jules.cohen@akerman.com
samual.miller@akerman.com
esther.mckean@akerman.com
About Melbourne Beach
Established in 1998, Melbourne Beach, LLC is a privately held
company that leases real properties. It is the owner of Ocean
Spring Plaza located at 981 E. Eau, Gallie Boulevard, Melbourne,
Fla., valued by the company at $15.30 million. Melbourne Beach's
gross revenue amounted to $997,732 in 2016 and $924,000 in 2015.
Melbourne Beach filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 17-07975) on Dec. 26, 2017. In the petition signed by Brian
West, its managing member, the Debtor disclosed $15.35 million in
assets and $2.82 million in liabilities.
The Debtor tapped Latham, Luna, Eden & Beaudine, LLP as bankruptcy
counsel; Wald & Cohen, P.A. as accountant; and Marcus & Millichap
as real estate broker.
Jules Cohen was appointed as the Debtor's Chapter 11 trustee. The
Trustee is represented by Akerman LLP.
FL Retail Advisors, LLC, is the real estate broker.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
MONEYONMOBILE INC: CEO and CFO Tender Resignations
--------------------------------------------------
MoneyOnMobile, Inc., received a letter of resignation from Harold
H. Montgomery informing that, effective as of April 10, 2020, he
resigned his position as chief executive officer of the Company.
The Company said Mr. Montgomery's resignation was not as a result
of any disagreements with the Company.
The Company separately received a letter of resignation from Scott
S. Arey. Mr. Arey informed the Company that, effective as of April
10, 2020, he resigned his position as chief financial officer. Mr.
Arey's resignation was not as a result of any disagreements with
the Company.
Sale of Indian Investments for Promissory Note
On Jan. 14, 2020, MoneyOnMobile executed a Settlement Agreement
calling for the transfer of its ownership interests and/or assets
and operations in its Indian subsidiaries, Digital Payment
Processing Limited (DPPL), My Mobile Payments, Ltd (MMPL) and SVR
Ltd. (SVR) to LI Ventures, Inc. a Nevada based private company. As
compensation, the Company received a Promissory Note, whereby the
Company will receive $22,313,677 worth of LI Ventures common
shares, contingent upon LI Ventures completing a qualified
financing round. The LI Ventures Note matures on March 30, 2021.
On April 3, 2020, Company shareholders, representing 60.12% of the
outstanding and fully diluted share count, voted to approve the LI
Ventures Settlement Agreement. The Board of Directors approved the
LI Ventures Settlement Agreement on April 6, 2020. The Company
will use the LI Ventures Note proceeds to repay its outstanding
creditors.
Consulting Agreement
On April 9, 2020, the Company entered into a Consulting Agreement
with an independent contractor to help assist the Company execute
the LIV Settlement Agreement. The term is for two years, with
either party having ability to terminate the agreement within 30
days written notice. The amount of the contract is $390,489 and
will be paid by the Company upon it receiving the LIV Note payout
compensation.
About MoneyOnMobile
MoneyOnMobile, Inc., headquartered in Dallas, Texas --
http://www.money-on-mobile.com/-- is a global mobile payments
technology and processing company offering mobile payment services
through its Indian subsidiary. MoneyOnMobile enables Indian
consumers to use mobile phones to pay for goods and services or
transfer funds from one cell phone to another. It can be used as
simple SMS text functionality or through the MoneyOnMobile
application or internet site. MoneyOnMobile has more than 335,000
retail locations throughout India.
MoneyOnMobile reported a net loss of $13.09 million for the year
ended March 31, 2017, following a net loss of $19.72 million for
the year ended March 31, 2016. The Company's balance sheet at Dec.
31, 2017, showed $27.67 million in total assets, $30.02 million in
total liabilities, $1.22 million in preferred stock Series D, $5.70
million in preferred stock Series F, and a total stockholders'
deficit of $9.27 million.
Liggett & Webb, P.A., in New York, issued a "going concern" opinion
in its report on the Company's consolidated financial statements
for the year ended March 31, 2017, noting that the Company has
experienced recurring operating losses and negative cash flows from
operating activities. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
MORA HOUSE: Seeks to Hire Binder & Malter as Legal Counsel
----------------------------------------------------------
Mora House, LLC seeks authority from the U.S. Bankruptcy Court for
the Northern District of California to employ Binder & Malter, LLP
as its legal counsel.
Binder & Malter will provide these services:
(a) assist Debtor in protecting and preserving the interests
of secured and unsecured creditors, maximizing the value of estate
property, and administering that property throughout Debtor's
Chapter 11 case;
(b) advise Debtor of its powers and responsibilities under the
Bankruptcy Code;
(c) develop legal positions and strategies with respect to all
facets of the case, including analyzing administrative and
operational issues;
(e) prepare legal papers; and
(f) participate in the resolution of issues related to a plan
of reorganization and the development, approval and implementation
of such plan.
The firm received an initial retainer of $25,000 from Debtor.
Binder & Malter neither holds nor represents any interest adverse
to Debtor and its bankruptcy estate, according to court filings.
The firm can be reached through:
Michael W. Malter, Esq.
Binder & Malter, LLP
2775 Park Avenue
Santa Clara, CA 95050
Tel: (408) 295-1700
E-mail: Michael@bindermalter.com
About Mora House
Mora House, LLC is a single asset real estate (as defined in 11
U.S.C. Section 101(51B)). On April 14, 2020, Mora House filed its
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Cal. Case No. 20-50631). In the petition signed by Melvin
Vaughn, managing member, Debtor estimated $1 million to $10 million
in assets and $10 million to $50 million in liabilities. Michael
W. Malter, Esq., at Binder & Malter, LLP, is Debtor's legal
counsel.
MOUNT MORRIS: Seeks to Hire Simen Figura as Counsel
---------------------------------------------------
Mount Morris Mobile Home Park, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Michigan to employ
Simen Figura & Parker, PLC, as counsel to the Debtor.
Mount Morris requires Simen Figura to provide legal services and
assist the Debtor in relation to the Chapter 11 bankruptcy
proceedings.
Simen Figura will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
To the best of the Debtor's knowledge the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their/its estates.
Peter T. Mooney, a partner of Simen Figura & Parker, PLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Simen Figura can be reached at:
Peter T. Mooney, Esq.
Simen Figura & Parker, PLC
5206 Gateway Center, Suite 200
Flint, MI 48507
Tel: (810) 235-9000
E-mail: pmooney@sfplaw.com
About Mount Morris Mobile Home Park
Mount Morris Mobile Home Park, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 20-30939) on May 3, 2020,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by SIMEN, FIGURA & PARKER, PLC.
MURRAY METALLURGICAL: Bay Point Capital Objects to Plan Disclosures
-------------------------------------------------------------------
Bay Point Capital Partners II, LP, filed its objection to the
Disclosure Statement for Joint Chapter 11 Plan of Murray
Metallurgical Coal Holdings, LLC and its debtor affiliates.
The Disclosure Statement should not be approved because it fails to
provide Bay Point and the Debtors' other creditors with adequate
information necessary to make an informed judgment on whether to
accept or reject the Debtors' Joint Plan Pursuant to Chapter 11 of
the Bankruptcy Code. Among the deficiencies, the Disclosure
Statement fails to provide any information regarding (i) the future
operating plans for the Oak Grove Mine following the sale of the
mine as contemplated by the Plan; (ii) financial projections
reflecting the ability of the purchaser of the Oak Grove Mine to
fulfill its obligations under the Plan; (iii) the repayment terms,
including principal amortization and interest rates, for the first
lien notes to be issued to the DIP Lenders in the aggregate amount
of $50,258,333 and the second lien notes to be issued to the
Prepetition Term Loan Lenders in the aggregate amount of
$120,759,359; and (iv) the maintenance costs and expenses which
form the basis for the Debtors' assertion of a Section 506(c) right
to surcharge Bay Point's interest in equipment used in the Debtor's
mining operations. The Disclosure Statement should not be approved
unless these deficiencies, and the others noted herein, are
rectified.
Counsel to Bay Point Capital Partners II, LP:
Alan R. Lepene
John C. Allerding
THOMPSON HINE LLP
3900 Key Center
127 Public Square
Cleveland, Ohio 44114-1291
Telephone: 216.566.5500
Facsimile: 216.566.5800
E-mail: Alan.Lepene@ThompsonHine.com
John.Allerding@ThompsonHine.com
About Murray Metallurgical Coal
Murray Metallurgical Coal Holdings and its subsidiaries are engaged
in the mining and production of metallurgical coal. Unlike thermal
coal, which is primarily used by the electric utility industry to
generate electricity, metallurgical coal is used to produce cok,
which is an integral component of steel production. Murray Met
primarily owns and operates two active coal mining complexes and
other assets in Alabama and West Virginia.
On Feb. 11, 2020, Murray Metallurgical Coal Holdings, LLC and five
affiliates each filed a voluntary Chapter 11 petition (Bankr. S.D.
Ohio Lead Case No. 20-10390). Murray Metallurgical was estimated
to have $100 million to $500 million in assets and liabilities as
of the bankruptcy filing.
Judge John E. Hoffman, Jr. oversees the cases.
The Debtors tapped Proskauer Rose LLP as legal counsel; Evercore
Group LLC as investment banker; and Alvarez & Marsal LLC as
financial advisor. Prime Clerk LLC, is the claims agent.
MUSCLEPHARM CORP: Secures $965K PPP Loan from HSBF
--------------------------------------------------
MusclePharm Corporation received an aggregate principal amount of
$964,910 pursuant to the borrowing arrangement with Harvest Small
Business Finance, LLC ("HSBF") and agreed to pay the principal
amount plus interest at a 1% fixed interest rate per year, on the
unpaid principal balance. No payments are due on the Note until
Nov. 16, 2020. However, interest will continue to accrue during
the Deferment Period. The Note will mature on May 16, 2022. The
Note includes forgiveness provisions in accordance with the
requirements of the Paycheck Protection Program, Section 1106 of
the Coronavirus Aid, Relief, and Economic Security Act (CARES
Act).
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.musclepharm.comand
http://www.musclepharmcorp.com/-- develops, manufactures, markets
and distributes branded nutritional supplements. Its portfolio of
recognized brands includes MusclePharm Sport Series, Essential
Series and FitMiss, as well as Natural Series, which was launched
in 2017. These products are available in more than 100 countries
worldwide. MusclePharm is an innovator in the sports nutrition
industry with clinically proven supplements that are developed
through a six-stage research process utilizing the expertise of
leading nutritional scientists, physicians and universities.
MusclePharm incurred a net loss of $10.97 million in 2017 compared
to a net loss of $3.47 million in 2016. As of Sept. 30, 2018, the
Company had $28.35 million in total assets, $45.82 million in total
liabilities, and a total stockholders' deficit of $17.48 million.
As previously disclosed in a Form 8-K filed on March 14, 2019,
during the preparation of its 2018 annual consolidated financial
statements, the Company determined that the systems, processes and
controls related to sales cut off were not sufficient to accurately
record revenue in the correct reporting period. This resulted in
errors in the Company's unaudited condensed consolidated financial
statements for the three and nine months ended Sept. 30, 2018. The
Company is in the process of restating its unaudited condensed
consolidated financial statements for the foregoing periods and
will file an amended Form 10-Q for the quarter ended Sept. 30,
2018. The Company will not be able to file its Form 10-K for the
year ended Dec. 31, 2018 or its Form 10-Q for the period ended
March 31, 2019 until after the filing of the amended Form 10-Q.
NATIONAL QUARRY: Taps Adele L. Abrams as Litigation Counsel
-----------------------------------------------------------
National Quarry Services, Inc. received approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to
employ the Law Office of Adele L. Abrams, P.C. as litigation
counsel.
Adele L. Abrams will represent Debtor in litigation filed by the
United States Mine Safety & Health Administration before the
Federal Mine Safety and Health Review Commission.
The hourly rates for the firm's professionals are as follows:
Adele Abrams $435
Brian Tellin $400
Diana Schroeher $400
Gary Visscher $400
Michael Peelish $390
Josh Shultz $390
Sarah Korwan $350
Law Clerk $150
Clerical Staff $50
Michael Peelish, Esq., an attorney at Adele L. Abrams, 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:
Michael R. Peelish
Law Office of Adele L. Abrams, P.C.
4740 Corridor Place, Suite D
Beltsville, MD 20705
Telephone: (301) 595-3520
Facsimile: (301) 595-3525
Email: mpeelish@aabramslaw.com
About National Quarry Services
National Quarry Services Inc. -- https://nationalquarryservice.com/
-- is a full-service rock drilling and blasting company. National
Quarry Services and its affiliate NQS Equipment Leasing Company
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
M.D.N.C. Lead Case No. 20-50070) on Jan. 23, 2020. At the time of
the filing, Debtors each had estimated assets of between $1 million
and $10 million and liabilities of between $10 million and $50
million.
Judge Benjamin A. Kahn oversees the cases.
Debtors tapped Waldrep, LLP as their legal counsel; Davis Forensic
Group, LLC as financial advisor; and North State Business Group,
LLC as accountant.
William Miller, the U.S. bankruptcy administrator for the Middle
District of North Carolina, appointed a committee of unsecured
creditors in Debtors' Chapter 11 cases. The committee is
represented by Rayford K. Adams III, Esq.
NEPHROS INC: All 5 Proposals Passed at Annual Meeting
-----------------------------------------------------
Nephros., Inc., held its 2020 Annual Meeting of Stockholders on May
21, 2020, at which the stockholders:
1. elected to the Company's Board of Directors three
nominees, Daron Evans, Thomas Gwydir, and Alisa Lask, to
each serve a three-year term expiring in 2023;
2. ratified the appointment of Moody, Famiglietti &
Andronico, LLP as the Company's independent registered
public accounting firm for the fiscal year ending Dec. 31,
2020;
3. approved a 327,062 share increase in the number of shares
authorized under the 2015 Plan;
4. approved the compensation of the Company's named executive
officers on an advisory (non-binding) basis; and
5. recommended a one-year frequency for the vote on the
compensation of the Company's named executive officers on
an advisory (non-binding) basis.
About Nephros Inc.
River Edge, N.J.-based Nephros, Inc., is a commercial stage medical
device company that develops and sells high performance liquid
purification filters. Its filters, which are generally classified
as ultrafilters, are primarily used in hospitals for the prevention
of infection from water-borne pathogens, such as legionella and
pseudomonas, and in dialysis centers for the removal of biological
contaminants from water and bicarbonate concentrate.
Nephros reported a net loss of $3.18 million for the year ended
Dec. 31, 2019, compared to a net loss of $3.33 million for the year
ended Dec. 31, 2018. As of March 31, 2020, the Company had $18.29
million in total assets, $4.66 million in total liabilities, and
$13.64 million in total stockholders' equity.
NOMAD BUYER: Fitch Withdraws 'B' LongTerm IDR on Insufficient Info
------------------------------------------------------------------
Fitch Ratings has withdrawn Nomad Buyer, Inc.'s Long-Term Issuer
Default Rating at 'B'/Stable Outlook following the sale of the
company and the repayment of its senior secured credit facilities.
The ratings were withdrawn with the following reason: Fitch no
longer has sufficient information to maintain the rating.
KEY RATING DRIVERS
Fitch will no longer provide ratings or analytical coverage for
naviHealth.
RATING SENSITIVITIES
Rating sensitivities do not apply as the rating is being
withdrawn.
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.
NOODLES GROUP: Unsecureds Impaired Under Plan
---------------------------------------------
Noodles Group, Inc. submitted a Combined Plan of Reorganization and
Disclosure Statement.
The Debtor's assets consist of kitchen equipment, tables, chairs,
old computer/printer, 2000 Saturn, 2005 Toyota, tenant security
deposit and goodwill.
The Plan only states that general unsecured claims are impaired.
The Plan does not specify the proposed treatment for unsecured
claims. The Liquidation Analysis indicates that unsecured
creditors will recover 0% both in a Chapter 7 scenario and under
the Plan.
Class of Equity Interest Holders are impaired and will received no
distribution.
A full-text copy of the Combined Plan of Reorganization and
Disclosure Statement dated May 4, 2020, is available at
https://tinyurl.com/y8hxhqee from PacerMonitor.com at no charge.
About Noodles Group Inc
Noodles Group, Inc. is a Thai-fusion restaurant located at 1029
stuyvesant Avenue, Union, NJ. Noodles Group Inc. sought Chapter 11
protection (Bankr. D.N.J. Case No. 19-23398) on July 9, 2019. Paul
Gauer in Bloombfield, New Jersey, serves as counsel to the Debtor.
NORTHERN DYNASTY: Posts C$10.7 Million Net Loss in First Quarter
----------------------------------------------------------------
Northern Dynasty Minerals Ltd. and its subsidiaries (the "Group")
reported a net loss of C$10.72 million for the three months ended
March 31, 2020, compared to a net loss of C$16.21 million for the
three months ended March 31, 2019.
As of March 31, 2020, the Company had C$159.01 million in total
assets, C$14.09 million in total liabilities, and C$144.92 million
in total equity.
During the three months ended March 31, 2020, the Company raised
net proceeds of $5,920,000 from private placements of common
shares.
As at March 31, 2020, the Group had $7,267,000 (Dec. 31, 2019 –
$14,038) in cash and cash equivalents for its operating
requirements and a working capital deficiency of $5,194,000. These
financial statements have been prepared on the basis of a going
concern, which assumes that the Group will be able to raise
sufficient funds to continue its exploration and development
activities and satisfy its obligations as they come due. Subsequent
to the reporting period, the Group raised gross proceeds of
approximately $17,313,000 thorough the completion of an
underwritten public offering and a private placement of common
shares.
Northern Dynasty said, "The Group has prioritized the allocation of
its financial resources in order to meet key corporate and Pebble
Project expenditure requirements in the near term. Additional
financing will be required in order to progress any material
expenditures at the Pebble Project and for working capital
requirements. Additional financing may include any of or a
combination of debt, equity and/or contributions from possible new
Pebble Project participants. There can be no assurances that the
Group will be successful in obtaining additional financing. If the
Group is unable to raise the necessary capital resources and
generate sufficient cash flows to meet obligations as they come
due, the Group may, at some point, consider reducing or curtailing
its operations. As such, there is material uncertainty that raises
substantial doubt about the Group's ability to continue as a going
concern."
A full-text copy of the Form 6-K is available for free at the
Securities and Exchange Commission's website at:
https://is.gd/gCksv4
About Northern Dynasty Minerals
Northern Dynasty -- http://www.northerndynastyminerals.com/-- is a
mineral exploration and development company based in Vancouver,
Canada. Northern Dynasty's principal asset, owned through its
wholly-owned Alaska-based US subsidiary Pebble Limited Partnership,
is a 100% interest in a contiguous block of 2,402 mineral claims in
southwest Alaska, including the Pebble deposit. The Company is
listed on the Toronto Stock Exchange under the symbol "NDM" and on
the NYSE American Exchange under the symbol "NAK".
Northern Dynasty reported a net loss of C$69.19 million for the
year ended Dec. 31, 2019, compared to a net loss of C$15.96 million
for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company
had $154.62 million in total assets, C$16.12 million in total
liabilities, and C$138.50 million.
Deloitte LLP, in Vancouver, Canada, the Company's auditor since
2009, issued a "going concern" qualification in its report dated
March 30, 2020, citing that the Company incurred a consolidated net
loss of $69 million during the year ended Dec. 31, 2019 and, as of
that date, the Company had a working capital deficit of $0.2
million and the consolidated deficit was $556 million. These
conditions, along with other matters, raise substantial doubt about
its ability to continue as a going concern.
NORTHWEST COMPANY: Hires Clear Thinking as Financial Advisor
------------------------------------------------------------
The Northwest Company, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Clear Thinking Group, as financial advisor to
the Debtors.
Northwest Company requires Clear Thinking to:
a. assist the Debtors in reviewing cash flow and liquidity and
monitoring trade support of their businesses, including
reviewing the underlying assumptions including, but not
limited to: sales, gross margin, inventory productivity,
and dilution for reasonableness;
b. assist the Debtors by updating the detailed liquidation
analysis completed previously, including assumptions and
sources;
c. assist the Debtors with the development of a general DIP
bankruptcy weekly cash flow and related assumptions;
d. assist the Debtors with communications to their lender and
other constituencies, as needed;
e. assist the Debtors with preparations for a bankruptcy
filing.
Clear Thinking will be paid at these hourly rates:
President/Partner $600
Managing Director $500
Manager $400
Consultant $300
Prior to the Petition Date, the Debtors provided Clear Thinking
retainers in the amounts of $25,000 and $100,000. The current
balance of such retainers is $125,000.
Clear Thinking will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joseph Marchese, partner of Clear Thinking Group, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Clear Thinking can be reached at:
Joseph Marchese
Clear Thinking Group
401 Towne Centre Drive
Hillsborough, NJ 08844
Tel: (908) 431-2121
About The Northwest Company
The Northwest Company LLC and The Northwest.com LLC --
http://www.thenorthwest.com/-- are manufacturers and sellers of
branded home textiles, throws, and blankets. Pursuant to multi-year
license agreements with global entertainment and lifestyle brands
and professional sports leagues, Northwest manufactures and sells
bedding products, blankets and throws, pillows, bath products (such
as towels, bath mats and bath robes) and accessories (such as
backpacks and duffels). Northwest also sells self-branded textiles
under the Northwest Originals label. Its products are sold through
major national retailers and on-line channels. Northwest operates
from its showroom in midtown Manhattan as well as corporate offices
in Roslyn, New York and Bentonville, Arkansas. It also maintains a
sourcing office in Shanghai, China and operates a weaving facility
in Ronda, North Carolina.
The Northwest Company LLC and The Northwest.com LLC sought Chapter
11 protection (Bankr. S.D.N.Y. Lead Case No. 20-10990 and 20-10989)
on April 18, 2020.
In the petitions signed by Ross Auerbach, president and CEO, The
Northwest Company was estimated to have $10 million to $50 million
in assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.
The Debtors tapped SILLS CUMMIS & GROSS P.C. as bankruptcy counsel;
and CLEAR THINKING GROUP, LLC as financial advisor. OMNI AGENT
SOLUTIONS is the claims agent.
NORTHWEST COMPANY: Seeks to Hire Sills Cummis & Gross as Counsel
----------------------------------------------------------------
The Northwest Company, LLC and its debtor affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Sills Cummis & Gross P.C. as their legal counsel
nunc pro tunc to April 18.
Sills Cummis' services will include:
(a) advising Debtors with respect to their powers and duties
in the continued management and operation of their businesses and
properties;
(b) advising Debtors on the conduct of their Chapter 11
cases;
(c) attending meetings and negotiating with representatives of
creditors and other parties-in-interest;
(d) taking all necessary actions to protect and preserve
Debtors' estates, including prosecuting actions on Debtors' behalf,
defending any action commenced against Debtors, and representing
Debtors in negotiations concerning litigation in which they are
involved;
(e) preparing court papers;
(f) representing Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
(g) advising Debtors in connection with any potential sale of
their assets;
(h) attending court hearings and other proceedings;
(i) taking any necessary action to negotiate, prepare and
obtain approval of a disclosure statement and confirmation of a
Chapter 11 plan.
The firm's professionals will be paid at hourly rates as follows::
Members $525 - $950
Of Counsels $450 - $695
Associates $295 - $595
Paralegals/Clerks $95 - $295
The following professionals are expected to have primary
responsibility for providing services to Debtors:
S. Jason Teele $695 per hour
Michael B. Goldsmith $725 per hour
Gregory A. Kopacz $550 per hour
John Zepka $295 per hour
Sills Cummis received a retainer of $150,000.
S. Jason Teele, Esq., a member of Sills Cummis, 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:
S. Jason Teele, Esq.
Gregory A. Kopacz Esq.
Sills Cummis & Gross P.C.
101 Park Avenue, 28th Floor
New York, NY 10178
Telephone: (212) 643-7000
Facsimile: (212) 643-6500
Email: steele@sillscummis.com
gkopacz@sillscummis.com
About Northwest Company and Northwest.com
The Northwest Company LLC and The Northwest.com LLC are
manufacturers and sellers of branded home textiles, throws and
blankets. Their products are sold through major national
retailers
and on-line channels. They operate from their showroom in midtown
Manhattan as well as corporate offices in Roslyn, N.Y. and
Bentonville, Ark. The Debtors also maintain a sourcing office in
Shanghai, China and operate a weaving facility in Ronda, N.C. For
more information, visit www.thenorthwest.com.
Northwest Company and Northwest.com sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-10990)
on April 18, 2020.
At the time of the filing, Northwest Company had estimated assets
of between $10 million and $50 million and liabilities of between
$50 million and $100 million.
Judge Michael E. Wiles oversees the cases.
Debtors tapped Sills Cummis & Gross, P.C. as bankruptcy counsel;
Clear Thinking Group, LLC as financial advisor; and Omni Agent
Solutions as claims, noticing and balloting agent.
OAK LAKE: Unsecureds Will Get 100% in Over 60 Months
----------------------------------------------------
Oak Lake, LLC, submitted a First Amended Disclosure Statement
desciring its proposed Chapter 11 Plan.
General unsecured claims totaling $473,873 in Class 4B will receive
a distribution of 100% of their allowed claims plus interest, to be
distributed in quarterly payments, over 60 months from the
Effective Date.
The class is impared.
Metro City Bank's claim of $4,619,940 in Class 4C will be allowed
and paid in full according to contractual terms by Debtor. All
legal, equitable and contractual rights remain unaltered.
Payments and distributions under the Plan will be funded by the
following:
* Funding on the Effective Date. All payments under the Plan
which are due on the Effective Date will be funded from the Cash on
hand, and operating revenues.
* Funding after the Effective Date. The funds necessary to
ensure continuing performance under the Plan after the Effective
Date will be (or may be) obtained from: (a) any and all remaining
Cash retained by the Reorganized Debtor after the Effective Date;
and (b) Cash generated from the post-Effective Date operations of
the Reorganized Debtor; and (c) any other contributions or
financing (if any) which the Reorganized Debtor may obtain on or
after the Effective Date.
A full-text copy of the First Amended Disclosure Statement dated
May 4, 2020, is available at https://tinyurl.com/ycadjfl6 from
PacerMonitor.com at no charge.
Attorneys for Oak Lake, LLC:
Theodore N. Stapleton
Suite 100-B
2802 Paces Ferry Road
Atlanta, Georgia, 30339
Telephone: (770) 436-3334
E-mail: tstaple@tstaple.com
About Oak Lake LLC
Oak Lake LLC owns and operates a skilled nursing care facility in
Grove, Oklahoma.
Oak Lake LLC filed its voluntary Chapter 11 petition (Bankr. N.D.
Ga. Case No. 19-67517) on Nov. 1, 2019. In the petition signed by
Christopher F. Brogdon, manager, the Debtor was estimated to have
$1 million to $10 million in both assets and liabilities. Judge
Barbara Ellis-Monro is assigned to the case. Theodore N.
Stapleton, P.C., is the Debtor's legal counsel.
OREGON DENTAL: A.M. Best Puts 'B(Fair)' FSR Under Review
--------------------------------------------------------
AM Best has placed under review with positive implications the
Financial Strength Rating of B (Fair) and the Long-Term Issuer
Credit Ratings of "bb" of Oregon Dental Service and Moda Health
Plan, Inc. Both companies are domiciled in Portland, OR.
The under review with positive implications status reflects the
U.S. Supreme Court's ruling with regard to the Affordable Care Act
(ACA) Risk Corridors program. In April 2020, the U.S. Supreme Court
ruled that the federal government is required to pay health
insurers for the amounts owed under the ACA's Risk Corridors
program. Moda Health had been party to a lawsuit suing the federal
government for damages. The ratings will remain under review with
positive implications pending receipt of the risk corridors payment
from the government.
OWENS & MINOR: Signs Deal to Sell up to $50M Worth of Common Shares
-------------------------------------------------------------------
Owens & Minor, Inc., entered into an equity distribution agreement
with Citigroup Global Markets Inc. (the "Manager"), pursuant to
which the Company may offer and sell, from time to time, through
the Manager, shares of the Company's common stock, par value $2.00
per share, having an aggregate offering price of up to $50.0
million. Any Shares sold under the Equity Distribution Agreement
will be issued pursuant to the Company's registration statement on
Form S-3 (File No. 333- 238068), filed with the Securities and
Exchange Commission on May 7, 2020, and effective as of May 20,
2020, the base prospectus filed as part of such registration
statement and the prospectus supplement, dated May 21, 2020, filed
by the Company with the SEC.
The Company is not obligated to sell any Shares under the Equity
Distribution Agreement. Subject to the terms and conditions of the
Equity Distribution Agreement, the Manager will use commercially
reasonable efforts consistent with its normal trading and sales
practices to sell Shares from time to time based upon the Company's
instructions, including the maximum amount of Shares to be issued
on a daily basis or otherwise as agreed with the Manager, and the
minimum price per share at which such Shares may be sold. Subject
to the terms and conditions of the Equity Distribution Agreement,
sales of the Shares may be made at market prices in transactions
that are deemed to be "at the market offerings," as defined in Rule
415(a)(4) promulgated under the Securities Act of 1933, as amended,
including sales made directly on or through the New York Stock
Exchange, the existing trading market for our common stock. The
Manager will not engage in any prohibited stabilizing transactions
with respect to the Company's common stock. The Manager's
obligation to sell Shares under the Equity Distribution Agreement
is subject to satisfaction of certain customary closing conditions
for transactions of this nature.
The Company will pay the Manager a commission of up to 2.75% of the
gross sales price of the Shares, except as otherwise agreed, sold
under the terms of the Equity Distribution Agreement. The Company
has agreed to provide the Manager with customary indemnification
and contribution rights. The Company has also agreed to reimburse
the Manager for legal fees, up to a maximum amount of $100,000, in
connection with establishing the "at-the-market" program.
The Equity Distribution Agreement may be terminated by the Manager
or the Company at any time upon notice to the other party, or by
the Manager at any time in certain circumstances, including any
suspension or limitation on the trading of the Company's common
stock on the NYSE.
About Owens & Minor
Headquartered in Mechanicsville, Virginia, Owens & Minor, Inc. --
http://www.owens-minor.com/-- is a global healthcare solutions
company with integrated technologies, products, and services
aligned to deliver significant and sustained value for healthcare
providers and manufacturers across the continuum of care. Owens &
Minor helps to reduce total costs across the supply chain by
optimizing episode and point-of-care performance, freeing up
capital and clinical resources, and managing contracts to optimize
financial performance. Owens & Minor was founded in 1882 in
Richmond, Virginia, where it remains headquartered today.
Owens & Minor reported a net loss of $62.37 million for the year
ended Dec. 31, 2019, compared to a net loss of $437.01 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $3.71 billion in total assets, $3.29 billion in total
liabilities, and $416.34 million in total equity.
* * *
As reported by the TCR on March 11, 2020, Fitch Ratings affirmed
Owens & Minor, Inc.'s (OMI) Long-Term Issuer Default Rating at
'CCC+'. The rating affirmation reflects OMI's limited financial
flexibility as a result of customer losses, heightened competition,
accelerating pricing pressure, and significantly reduced earnings
relative to debt levels.
PA CO-MAN INC: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The Office of the U.S. Trustee on May 22, 2020, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Pa Co-Man, Inc.
About Pa Co-Man Inc.
Pa Co-Man, Inc., based in Pittsburgh, PA, filed a Chapter 11
petition (Bankr. W.D. Pa. Case No. 20-20422) on Feb. 4, 2020. In
the petition signed by Peter Tsudis, president, the Debtor was
estimated to have up to $50,000 in assets and $10 million to $50
million in liabilities. Robert O Lampl, Esq., at Robert O Lampl
Law Office, serves as bankruptcy counsel.
PHUNWARE INC: Receives Noncompliance Notice from Nasdaq
-------------------------------------------------------
Phunware, Inc., received a written notification from the Listing
Qualifications Staff of the Nasdaq Stock Market LLC on May 20,
2020, notifying the Company that based on the Company's
stockholders' equity balance of $1,353,000 as reported in the
Company's Quarterly Report on Form 10-Q for the quarter ended March
31, 2020 as filed with the Securities and Exchange Commission on
May 15, 2020, it is no longer in compliance with the minimum
stockholders' equity requirement for continued inclusion on the
Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1). In
addition, the Notice informed the Company that as of May 19, 2020
it did not meet the alternative compliance standards relating to
the market value of listed securities or net income from continuing
operations.
The Notice has no immediate effect on the listing of the Company's
securities on the Nasdaq Capital Market. Under the Nasdaq Listing
Rules, the Company has a period of 45 calendar days from the date
of the Notice, or until July 6, 2020, to submit a plan to regain
compliance with the Stockholders' Equity Requirement. If the
Company's plan to regain compliance is accepted, Nasdaq may grant
an extension of up to 180 calendar days from the date of the Notice
to regain compliance.
The Company is presently evaluating potential actions to regain
compliance with all applicable requirements and intends to timely
submit a plan to Nasdaq to regain compliance with the Stockholders'
Equity Requirement. Although the Company believes it will be able
regain compliance, there can be no assurance the Company's plan
will be accepted by Nasdaq or that if it is, the Company will be
able to regain compliance with the Stockholders' Equity
Requirement, the Alternative Compliance Standards or will otherwise
be in compliance with other Nasdaq Listing Rules.
About Phunware
Headquartered in Austin, Texas, Phunware, Inc. --
http://www.phunware.com/-- is a Multiscreen-as-a-Service (MaaS)
company, a fully integrated enterprise cloud platform for mobile
that provides companies the products, solutions, data and services
necessary to engage, manage and monetize their mobile application
portfolios and audiences globally at scale.
Phunware incurred a net loss of $12.87 million in 2019 compared to
a net loss of $9.80 million in 2018. As of Dec. 31, 2019, the
Company had $29.05 million in total assets, $25.02 million in total
liabilities, and $4.03 million in total stockholders' equity.
Marcum LLP, in Houston, TX, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated March
30, 2020 citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PINNACLE REGIONAL: Trustee Seeks to Hire Ankura as Consultant
-------------------------------------------------------------
James Overcash, the Chapter 11 trustee for Pinnacle Regional
Hospital, Inc. and its affiliates, seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to hire Ankura
Consulting Group, LLC as its management consultant.
The trustee requires Ankura Consulting to:
a. provide consultation, advice, and guidance to the Trustee
on select operational and wind-down issues:
(i) cessation of operations and transfer of patient care
obligations in accordance with state regulations;
(ii) evaluation of future operations;
(iii) post-petition cash use and expense management;
(iv) employee matters as requested by the trustee;
(v) efficient marshaling or liquidating of the bankruptcy
estate's assets;
(vi) securing, handling and transferring of patient medical
records; and,
(vii) identifying key data and information of Debtors and
advising the trustee on required preservation actions.
b. participate in meetings and conference calls with parties
in interest.
Ankura Consulting will charge a non-refundable fixed fee of $8,000
per week for part-time services for the first four weeks for its
management and restructuring advisory services.
Michael Miller, managing director of Ankura Consulting, attests
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 Miller
Ankura Consulting Group, LLC
15950 Dallas Parkway, Suite 750
Dallas, TX 75248
Phone: +1-214-200-3686
Email: michael.miller@ankura.com
About Pinnacle Regional Hospital
Pinnacle Regional Hospital, Inc. -- http://pinnacleregional.com/--
is an operator of general acute-care hospitals in Overland Park,
Kansas.
Pinnacle Regional Hospital and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Kansas Lead Case
No. 20-20219) on Feb. 12, 2020. The affiliates are Pinnacle
Regional Hospital LLC, Pinnacle Healthcare System Inc., Blue Valley
Surgical Associates, Rojana Realty Investments Inc. and Joys'
Majestic Paradise, Inc.
At the time of the filing, Pinnacle Regional Hospital disclosed
assets of between $10 million and $50 million and liabilities of
the same range.
McDowell, Rice, Smith & Buchanan, PC is Debtors' legal counsel.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on March 31, 2020. The committee is represented by
Kilpatrick Townsend & Stockton, LLC.
On March 31, 2020, James A. Overcash, Esq., at Woods Aitken LLP,
was appointed as Chapter 11 trustee. The trustee is represented by
Stinson LLP and Woods Aitken LLP.
PIONEER ENERGY: Wins Court Approval for Modified Plan
-----------------------------------------------------
Patrick Fitzgerald, writing for Wall Street Journal, reports that
Pioneer Energy Services Corp. won court approval for its modified
chapter 11 exit plan.
At a hearing on May 11, 2020, U.S. Bankruptcy Court Judge David
Jones signed off and approved the company's modified Chapter 11
bankruptcy plan after the declining oil prices forced the company's
lenders and bondholders back to the bargaining table to renegotiate
their "prepackaged" restructuring deal.
Under the modified restructuring deal, a group of Pioneer's term
lenders will receive half of the earmarked equity for bondholders
under the original prepackaged deal. In return, these lenders will
purchase a portion of convertible bonds issued by the reorganized
Pioneer from the bondholders. Specifically, they will buy $45.9
million, out of the $65.2 million in convertible bonds, from the
bondholders. The lenders will also purchase $75 million, out of
the $78.1 million in newly issued Pioneer secured bonds, from the
bondholders. Moreover, bondholders will pay transaction fee worth
$16 million to lenders, with $1 million of that amount going to
Pioneer.
According to a court filing by Pioneer's chief financial officer
Lorne Phillips, the new deal is structured around a series of
post-closing transactions so Pioneer would not have to amend the
terms of the exit plan or change the treatment of any creditor
class.
Early March 2020, Pioneer filed for bankruptcy after hammering out
a debt restructuring with creditors that will prune approximately
$260 million from its balance sheet. It filed the proposal in the
Houston bankruptcy court to swap out debt for equity in the
reorganized business.
In April 2020, bondholders Whitebox Advisors LLC, Credit Suisse
Asset Management LLC and DW Partners LP asked Pioneer back to
negotiate back amidst the downturn in the energy sector. The
bondholders said the deal could not close because the plunge in oil
prices triggered a clause in the restructuring agreement that gave
creditors an out in the event of any material adverse effect on the
company. Despite the bondholders' objections, Pioneer and its
senior lenders maintained that the restructuring plan was still
viable.
Pioneer was one of the many distressed companies in the oil-and-gas
industry to experienced setbacks in chapter 11 due to declining
U.S. oil prices. West Texas Intermediate futures, the primary gauge
of U.S. crude, were around $25 a barrel on May 12, 2020, down from
around $47 on the day Pioneer filed for bankruptcy.
Under the company's original restructuring deal, lenders that were
owed around $175 million would be paid in full, while bondholders,
which were owed about $300 million, would swap their debt for
control of the reorganized company. The group that later objected
to the plan owned about $117 million in Pioneer bonds. The
restructuring agreement also included a $125 million rights
offering of convertible debt open to bondholders and shareholders
plus $78 million in secured bonds earmarked for the bondholder
group. Proceeds from the rights offering would have been used to
pay the senior lenders.
About Pioneer Energy
Pioneer Energy Services (OTC: PESX) -- http://www.pioneeres.com/--
provides well servicing, wireline, and coiled tubing services to
producers primarily in Texas and the Mid-Continent and Rocky
Mountain regions. Pioneer also provides contract land drilling
services to oil and gas operators in Texas, Appalachia and Rocky
Mountain regions and internationally in Colombia. Pioneer is
headquartered in San Antonio, Texas.
Pioneer Energy Services Corp. and nine related entities sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-31425) on
March 1, 2020 to effectuate its prepackaged plan of reorganization
that will cut debt by $260 million.
Pioneer Energy disclosed $689.7 million in assets and $576.5
million in liabilities as of Sept. 30, 2019.
The Hon. David R. Jones is the case judge.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Norton Rose
Fulbright US LLP are serving as legal counsel to Pioneer, Lazard is
acting as financial advisor and Alvarez & Marsal is serving as
restructuring advisor. Epiq Corporate Restructuring, LLC, is the
claims agent; Ernst & Young LLP is the tax services provider; and
Munsch Hardt Kopf & Harr, P.C. is the special conflicts counsel.
Davis Polk & Wardwell LLP and Haynes and Boone, LLP are acting as
legal counsel for the ad hoc group of Senior Unsecured Noteholders
and Houlihan Lokey is acting as financial advisor.
PROTEC INSTRUMENT: Court Approves Disclosure Statement
------------------------------------------------------
Judge Christopher J. Panos has ordered that Protec Instrument
Corporation and Protec Re Holdings Inc.'s Combined Disclosure
Statement is approved and the Plan of Reorganization for Small
Business Debtors shall be and hereby is CONFIRMED.
The property of the estate of Protec Instrument Corporation and
Protec RE Holdings Inc. is vested in the Reorganized Debtors free
and clear of all claims, liens, and encumbrances, except as
otherwise provided in the Plan.
On Confirmation, all property of Protec Instrument Corporation and
Protec RE Holdings Inc., will revert, free and clear of all claims
and interests except as provided herein, to Protec Instrument
Corporation and Protec RE Holdings Inc.
All holders of claims and interests whose claims and interests are
discharged by this order, including all claims of or by creditors
of Protec Instrument Corporation and Protec RE Holdings Inc. which
were or could have been asserted against Protec Instrument
Corporation and Protec RE Holdings Inc. on account of any debt
incurred by Protec Instrument Corporation and Protec RE Holdings
Inc. are, PERMANENTLY ENJOINED from commencing or continuing any
proceeding against the Debtor.
About Protec Instrument Corp.
Protec Instrument Corporation manufactures analytical instruments.
Protec RE Holdings owns a property located at 38-40 Edge Hill Road,
Waltham, Massachusetts having an appraised value of $2.17 million.
Protec Instrument Corp. and Protec RE Holdings sought Chapter 11
protection (Bankr. D. Mass. Lead Case No. 19-12164) on June 25,
2019. As of the Petition Date, Protec Instrument disclosed assets
of $3,472,694 and liabilities of $2,725,521; and Protec RE
disclosed assets of $2,170,000 and liabilities of $2,458,971. The
Hon. Christopher J. Panos is the case judge. Parker & Associates
is the Debtors' counsel.
PURDUE PHARMA: Fee Examiner Taps Bielli & Klauder as Legal Counsel
------------------------------------------------------------------
David M. Klauder, Esq., the fee examiner appointed in the Chapter
11 cases of Purdue Pharma L.P. and its affiliates, seeks approval
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Bielli & Klauder, LLC as his legal counsel.
Bielli & Klauder's services will include:
(a) reviewing fee applications and related invoices;
(b) representing the fee examiner in any hearings or other
proceedings before the bankruptcy court to consider fee
applications;
(c) advising the fee examiner on legal issues raised by
inquiries to and from the professionals retained or proposed to be
retained by Debtors, the unsecured creditors' committee and the fee
examiner;
(d) attending meetings between the fee examiner and other
bankruptcy professionals;
(e) assisting the fee examiner in the preparation of
preliminary and final reports regarding professional fees and
expenses;
(f) assisting the fee examiner in developing protocols and
making reports and recommendations;
(g) assisting the fee examiner in conducting discovery after
first securing approval of the bankruptcy court; and
(h) assisting the fee examiner in communicating concerns
regarding any application to retain professionals.
Bielli & Klauder will be compensated as follows:
(a) Flat fee of $55,000 per month;
(b) An additional, initial one-time fee of $125,000 to cover
the immediate review of professionals' first interim fee
applications, which were approved by the court on an interim basis
but the 20 percent holdback was not approved subject to the fee
examiner's review of the fee applications.
The flat fees will not only cover the compensation for and the
expenses incurred by the fee examiner and the professionals at
Bielli & Klauder but also the costs for Legal Decoder, Inc.'s data
analytics software, which the fee examiner plans to use to perform
his analysis.
Legal Decoder will charge Bielli & Klauder the amount of $24,750
per month for the use of its software. In addition, the firm will
charge Bielli & Klauder the amount of $56,250 for the use of its
software with respect to the one-time fee of $125,000 for the first
interim fee application review.
Bielli & Klauder provided the following information in response to
the request for additional information set forth in Section D.1 of
the U.S. Trustee Guidelines:
(1) Bielli & Klauder agreed to a variation of its standard or
customary billing arrangements for its employment with Debtors.
The firm's proposed monthly rate structure is different to its
customary billing arrangements for similar engagements.
(2) No professional at Bielli & Klauder varied his rate based
on the geographic location of Debtors' bankruptcy cases.
(3) Bielli & Klauder represents Mr. Klauder in his capacity as
the fee examiner in other cases. In those cases, the firm billed at
hourly rates ranging from $225 to $375 for attorneys. Meanwhile,
paraprofessionals charged an hourly fee of $150.
(4) The fee examiner and Bielli & Klauder will develop a
prospective budget and staffing plan to comply with the U.S.
Trustee's requests for information and additional disclosures.
Thomas Bielli, Esq., a member of Bielli & Klauder, 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:
Thomas D. Bielli, Esq.
Bielli & Klauder LLC
1500 Walnut Street, Suite 900
Philadelphia, PA 19102
Telephone: (215) 642-8271
Facsimile: (215) 754-4177
Email: tbielli@bk-legal.com
About Purdue Pharma
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
Debtors tapped Davis Polk & Wardwell LLP and Dechert LLP as legal
counsel; PJT Partners as investment banker; AlixPartners as
financial advisor; and Prime Clerk LLC as claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A. represent the
official committee of unsecured creditors appointed in Debtors'
bankruptcy cases.
David M. Klauder, Esq., was appointed as fee examiner. The fee
examiner is represented by Bielli & Klauder, LLC.
PURDUE PHARMA: Hires Cornerstone Research as Consultant
-------------------------------------------------------
Purdue Pharma L.P., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Cornerstone Research, Inc., as consultant to the Debtors.
Purdue Pharma requires Cornerstone Research to provide quantitative
analysis regarding the valuation of claims brought against the
Debtors by claimants including, but not limited to, hospitals,
insurers and other third party payors, ratepayers, personal injury
claimants, NAS claimants, governmental claimants, and Native
American tribes and other matters as may be determined by Davis
Polk and Cornerstone, and, if applicable, any expert being
supported by Cornerstone.
Cornerstone Research will be paid at these hourly rates:
Sally Woodhouse, Vice President $850
Abe Chernin, Vice President $830
Penka Kovacheva, Principal $705
Rezwan Haque, Manager $625
Jamie Lee, Manager $625
Lucia Yanguas, Associate $495
Nolan Russell, Research Associate $410
Kyla King, Senior Analyst $380
Jeffrey McGill, Analyst $345
Robert Miller, Analyst $320
Eric Bazak, Analyst $320
Ruihan Guo, Analyst $320
Cornerstone Research will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Thomas O. Powell, associate general counsel of Cornerstone
Research, Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Cornerstone Research can be reached at:
Thomas O. Powell
Cornerstone Research, Inc.
699 Boylston Street
Boston, MA 02116
Tel: (617) 927-3000
Fax: (617) 927-3100
About Purdue Pharma L.P.
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation facing the Company.
The Company's consolidated balance sheet at Aug. 31, 2019, showed
$1.972 billion in assets and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has
been assigned to oversee Purdue's Chapter 11 case.
Davis Polk & Wardwell LLP and Dechert LLP are serving as legal
counsel to Purdue. PJT Partners is serving as investment banker,
and AlixPartners is serving as financial advisor. Prime Clerk LLC
is the claims agent.
Counsel to the Official Committee of Unsecured Creditors are Akin
Gump Strauss Hauer & Feld LLP and Bayard, P.A.
RANDOLPH HOSPITAL: PCO Hires Otterbourg as Legal Counsel
--------------------------------------------------------
Melanie Cyganowski, the patient care ombudsman appointed in the
Chapter 11 cases of Randolph Hospital, Inc. and its affiliates,
seeks approval from the U.S. Bankruptcy Court for the Middle
District of North Carolina to employ Otterbourg P.C. as her legal
counsel effective May 5.
Otterbourg's services will include:
(a) representing the PCO in any proceeding or hearing before
the bankruptcy court and in other courts where the rights of the
patients may be litigated or affected as a result of Debtors'
bankruptcy filing;
(b) advising the PCO concerning the requirements of the
Bankruptcy Code, Bankruptcy Rules and the U.S. bankruptcy
administrator relating to the discharge of the trustee's duties;
(c) preparing applications to employ bankruptcy professionals
and applications to pay their fees; and
(d) advise the PCO concerning any potential health law-related
issues.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Members/Of Counsel $650 - $1,315
Associates $295 - $795
Paralegals $305
Robert Yan, Esq., an associate at Otterbourg, 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:
Robert C. Yan, Esq.
Otterbourg PC
230 Park Avenue
New York, NY 10169-0075
Telephone: (212) 661-9100
Facsimile: (212) 382-6104
Email: ryan@otterbourg.com
About Randolph Hospital
Randolph Hospital -- https://www.randolphhealth.org/ -- operates as
a hospital that provides inpatient and outpatient services in North
Carolina. The Company offers, among other services, cancer care,
imaging, maternity services, cardiac services, surgical services,
outpatient specialty clinics, rehabilitation services, and
emergency services.
Randolph Hospital, Inc. and its affiliates, MRI of Asheboro, LLC
and Randolph Specialty Group Practice, each filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code (Bankr.
M.D.N.C. Lead Case No. 20-10247) on March 6, 2020. In the petition
signed by CRO Louis E. Robichaux IV, Randolph Hospital was
estimated to have $100 million to $500 million in both assets and
liabilities. The Debtor is represented by Jody A. Bedenbaugh, Esq.,
and Graham S. Mitchell, Esq., at Nelson Mullins Riley & Scarborough
LLP.
William Miller, the bankruptcy administrator for the U.S.
Bankruptcy Court for the Middle District of North Carolina,
appointed a committee to represent unsecured creditors in the
Chapter 11 cases. The committee retained Spilman Thomas & Battle,
PLLC as counsel; Sills Cummis & Gross, P.C., as co-counsel; and
Gibbins Advisors, LLC, as financial advisor.
Melanie L. Cyganowski was appointed as patient care ombudsman in
Debtors' bankruptcy cases. The PCO is represented by Otterbourg
P.C.
REAGOR-DYKES MOTORS: Taps LainFaulkner as Litigation Consultant
---------------------------------------------------------------
Reagor-Dykes Motors, LP and its affiliates received approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
hire LainFaulkner as their special litigation consultant.
LainFaulkner's services will include analyzing the value of any
Chapter 5 avoidance and preference actions and causes of action,
including but not limited, to claims and causes of action Debtors
have against Ford Motor Credit Company.
The firm's hourly rates range from $95 to $485.
Dennis Faulkner, managing director of LainFaulkner, attests that
the firm is a "disinterested person" as defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Dennis Faulkner, CPA
Lain, Faulkner & Co., P. C.
400 North St. Paul Street # 600
Dallas, TX 75201
Phone: +1 214-720-1929
About Reagor-Dykes Motors
Dykes Auto Group is a dealer of automobiles headquartered in
Lubbock, Texas. It offers new and used vehicles, automobile parts,
and other related accessories as well as car financing, leasing,
repair, and maintenance services. Some of its new vehicles include
brands like Ford, Toyota, GMC, Cadillac, Chevrolet and Buick. Visit
https://www.reagordykesautogroup.com/
Automobile dealer Reagor-Dykes Motors, LP and affiliates,
Reagor-Dykes Imports LP, Reagor-Dykes Amarillo LP, Reagor-Dykes
Auto Company LP, Reagor-Dykes Plainview LP and Reagor-Dykes
Floydada LP, sought Chapter 11 protection (Bankr. N.D. Tex. Lead
Case No. 18-50214) on Aug. 1, 2018. At the time of the filing, the
Debtors estimated $10 million to $50 million in both assets and
liabilities.
On Nov. 2, 2018, five other affiliates, Reagor-Dykes II LLC,
Reagor-Dykes III LLC, Reagor Auto Mall Ltd., Reagor Auto Mall I
LLC, and Reagor-Dykes Snyder LP filed Chapter 11 petitions. The
cases are jointly administered under Case No. 18-50214.
Judge Robert L. Jones oversees the cases.
David R. Langston, Esq., at Mullin Hoard & Brown, L.L.P., serves as
Debtors' bankruptcy counsel. BlackBriar Advisors LLC is Debtors'
chief restructuring officer.
Debtors filed their Chapter 11 plan on Jan. 7, 2019.
ROCHESTER DRUG: Seeks to Hire Greendyke Jencik as Accountant
------------------------------------------------------------
Rochester Drug Co-Operative, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of New York to hire
Greendyke Jencik & Associates CPAs, PLLC, as its accountant.
The services Greendyke Jencik will render are:
a. preparation of the 2020 federal tax return with supporting
schedules;
b. preparation of all 2020 state income tax returns, as
requested;
c. preparation of any bookkeeping entries that Greendyke
Jencik finds necessary in connection with the preparation of the
income tax returns;
d. preparation and posting of any adjusting entries;
e. assistance with the Internal Revenue Service audit of
Debtor's income tax return for the fiscal year ended March 31,
2020, specifically working with management, outside counsel and any
additional consultants as required;
f. providing advice concerning accounting, tax planning and
business matters related to the wind-down of Debtor's operations;
and
g. preparation of the anticipated "final" federal and state
tax returns for the short tax year ended on or before March 31,
2021.
The firm will charge a flat fee of $55,000 for the preparation of
the 2020 federal and state tax returns, audit assistance and
related services.
Greendyke Jencik is a disinterested party within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
Greendyke Jencik can be reached at:
Peter M. Greendyke
Greendyke Jencik & Associates, PLLC
110 Linden Oaks # C
Rochester, NY 14625
Phone: +1 585-899-3470
About Rochester Drug Co-Operative
Rochester Drug Co-Operative, Inc. is an independently owned New
York cooperative corporation formed in 1905 and incorporated in
1948 with a principal office and place of business located at 50
Jet View Drive, Rochester, New York 14624. Its principal business
is to warehouse, merchandise, and then distribute, on a cooperative
basis, drugs, pharmaceutical supplies, medical equipment and other
merchandise commonly sold in drug stores, pharmacies, health and
beauty stores, and durable medical equipment business. It is a
wholesale regional drug cooperative that operates as both a buying
cooperative and a traditional drug distribution company created for
the purpose of helping independent pharmacies compete in the
current healthcare environment.
Rochester Drug Cooperative sought Chapter 11 protection (Bankr.
W.D.N.Y. Case No. 20-20230) on March 12, 2020. Debtor was
estimated to have $50 million to $100 million in assets and $100
million to $500 million in liabilities.
The Hon. Paul R. Warren is the case judge.
Debtor tapped Bond, Schoeneck & King, PLLC as bankruptcy counsel;
Kurzman Eisenberg Corbin & Lever, LLP as special counsel; Huron
Consulting Services LLC as financial advisor; and Epiq Corporate
Restructuring, LLC as claims and noticing agent and administrative
advisor.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on April 7, 2020. The committee tapped Pachulski Stang
Ziehl & Jones, LLP as its legal counsel, and GlassRatner Advisory &
Capital Group, LLC as its financial advisor.
SALGUERO'S INC: Hires Case & DiGiamberardino as Counsel
-------------------------------------------------------
Salguero's, Inc., seeks authority from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to employ Case &
DiGiamberardino, P.C., as counsel to the Debtor.
Salguero's, Inc. requires Case & DiGiamberardino to represent and
provide legal services in relation to the Chapter 11 bankruptcy
proceedings.
Case & DiGiamberardino will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.
John A. DiGiamberardino, partner of Case & DiGiamberardino, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Case & DiGiamberardino can be reached at:
John A. DiGiamberardino, Esq.
CASE & DIGIAMBERARDINO, P.C.
245 Butler Ave.
Lancaster, PA 17601
Tel: (717) 209-7077
About Salguero's, Inc.
Salguero's, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 20-12251) on May 8, 2020, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by John A. DiGiamberardino, Esq., at CASE & DIGIAMBERARDINO, P.C.
SANCHEZ ENERGY: Expects to Report $1.5 Billion Loss for 2019
------------------------------------------------------------
Sergio Chapa, writing for Houston Chronicle, reports that Sanchez
Energy warned is warning investors to expect a $1.5 billion loss,
Executive Vice President and CFO Cameron George said in a filing
with the SEC. Sanchez Energy is over two months late in reporting
its fourth quarter and end-of-the-year financial results.
Sanchez, once the third-most active driller in Eagle Ford Shale in
South Texas, said that the COVID-19 pandemic has restricted its
access to its offices, records and books.
Even though, the company hasn't finalized the results yet, it
blamed the expected loss in writing the assets' value by about $1.2
billion.
It filed Chapter 11 bankruptcy in August 2019 because the company
is saddled by high interest and debt payments. Since 2013, it
hasn't made an annual profit.
About Sanchez Energy Corp.
Sanchez Energy Corporation and its affiliates --
https://sanchezenergycorp.com/ -- are independent exploration and
production companies focused on the acquisition and development of
U.S. onshore oil and natural gas resources. Sanchez Energy is
currently focused on the development of significant resource
potential from the Eagle Ford Shale in South Texas, and holds other
producing properties and undeveloped acreage, including in the
Tuscaloosa Marine Shale (TMS) in Mississippi and Louisiana.
As of Dec. 31, 2018, the companies had approximately 325,000 net
acres of oil and natural gas properties with proved reserves of
approximately 380 million barrels of oil equivalent and interests
in approximately 2,400 gross producing wells.
Sanchez Energy and 10 affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 19-34508)
on Aug. 11, 2019. As of June 30, 2019, the companies disclosed
$2,159,915,332 in assets and $2,854,673,930 in liabilities.
The cases have been assigned to Judge Marvin Isgur.
The companies tapped Akin Gump Strauss Hauer & Feld LLP and Jackson
Walker L.L.P. as bankruptcy counsel; Moelis & Company LLC as
financial advisor; Alvarez & Marsal North America LLC as
restructuring advisor; and Prime Clerk LLC as notice and claims
agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Aug. 26, 2019. The committee tapped Milbank LLP and
Locke Lord LLP as its co-counsel.
SANUWAVE HEALTH: Partners with a New Company Formed by Ex-President
-------------------------------------------------------------------
SANUWAVE Health, Inc., said it will be offering dermaPACE System
solutions to treat patients in a home setting. SANUWAVE Health
will also have devices placed with The Mobile Health Company (MHC),
a business recently formed by former SANUWAVE President Shri
Parikh.
SANUWAVE Health has quickly adapted to the changes occurring in the
world of wound care. Following on the announcement last week of 10
sites using dermaPACE mobile, SANUWAVE Health is pleased to
announce they are partnering with former President Shri Parikh, who
is launching a mobile solution to wound care and other treatments
directly to the patient's home setting. In doing so, Shri will be
resigning from SANUWAVE as president, however, remains an active
company advisor. Shri comments, "I'm very excited about this
collaboration with SANUWAVE. What THE MOBILE HEALTH COMPANY offers
is particularly valuable now, a time where patients are fearful and
limited to getting essential care they need. In Wound Care,
amputation is an almost certain outcome for DFU patients that go
untreated. With MHC, we can offer continuous care, in a safe and
clean environment, with state of the art technologies, such as
dermaPACE, to reduce the systems’ chronic care costs burden,
while improving patient compliance and outcomes." SANUWAVE CEO
Kevin Richardson added, "We are excited to partner with Shri and
his new business model. I am confident MHC will be an extremely
successful venture which SANUWAVE can grow with as MHC enters new
regions around the country."
About SANUWAVE Health
Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc.
(OTCQB:SNWV) -- http://www.SANUWAVE.com/-- is a shockwave
technology company initially focused on the development and
commercialization of patented noninvasive, biological response
activating devices for the repair and regeneration of skin,
musculoskeletal tissue and vascular structures. SANUWAVE's
portfolio of regenerative medicine products and product candidates
activate biologic signaling and angiogenic responses, producing new
vascularization and microcirculatory improvement, which helps
restore the body's normal healing processes and regeneration.
SANUWAVE applies its patented PACE technology in wound healing,
orthopedic/spine, plastic/cosmetic and cardiac conditions. Its
lead product candidate for the global wound care market, dermaPACE,
is US FDA cleared for the treatment of Diabetic Foot Ulcers. The
device is also CE Marked throughout Europe and has device license
approval for the treatment of the skin and subcutaneous soft tissue
in Canada, South Korea, Australia and New Zealand. SANUWAVE
researches, designs, manufactures, markets and services its
products worldwide, and believes it has demonstrated that its
technology is safe and effective in stimulating healing in chronic
conditions of the foot (plantar fasciitis) and the elbow (lateral
epicondylitis) through its U.S. Class III PMA approved OssaTron
device, as well as stimulating bone and chronic tendonitis
regeneration in the musculoskeletal environment through the
utilization of its OssaTron, Evotron and orthoPACE devices in
Europe, Asia and Asia/Pacific. In addition, there are
license/partnership opportunities for SANUWAVE's shockwave
technology for non-medical uses, including energy, water, food and
industrial markets.
SANUWAVE reported a net loss of $10.43 million for the year ended
Dec. 31, 2019, compared to a net loss of $11.63 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$3.38 million in total assets, $13.44 million in total liabilities,
and a total stockholders' deficit of $10.06 million.
Marcum LLP, in New York, NY, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
30, 2020 citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
SESI LLC: Moody's Cuts CFR & Senior Unsecured Notes to Caa3
-----------------------------------------------------------
Moody's Investors Service downgraded SESI, L.L.C.'s Corporate
Family Rating to Caa3 from B3, Probability of Default Rating to
Caa3-PD from B3-PD, senior unsecured notes to Caa3 from Caa1, and
Speculative Grade Liquidity Rating to SGL-3 from SGL-2. SESI's
rating outlook was revised to negative. This concludes Moody's
review of SESI's ratings that was initiated on December 20, 2019.
"Superior Energy will face extremely difficult industry conditions
through 2021 and is facing elevated risks of a debt restructuring
as it needs to refinance a big maturity in December 2021, reduce
debt and reposition its US business to remain viable over the long
term," commented Sajjad Alam, Moody's Senior Analyst. "The company
announced on May 20, 2020 that it has terminated the planned merger
with Forbes Energy Services Ltd. (Forbes, unrated) and will not
move forward with the related note exchange offer."
Downgrades:
Issuer: SESI, L.L.C.
Probability of Default Rating, Downgraded to Caa3-PD from B3-PD
Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
SGL-2
Corporate Family Rating, Downgraded to Caa3 from B3
Senior Unsecured Notes, Downgraded to Caa3 (LGD4) from
Caa1 (LGD4)
Outlook Actions:
Issuer: SESI, L.L.C.
Outlook, Changed To Negative From Rating Under Review
RATINGS RATIONALE
SESI is facing high financial leverage, elevated refinancing risk
involving its $800 million unsecured notes due December 2021, a
tough oilfield services operating environment, particularly in the
US, and poor capital markets conditions for energy companies
generally. While the company has accumulated cash, sold assets and
slashed costs to improve cash flow and its refinancing prospects,
Moody's expects industry conditions and capital markets access to
remain challenged for OFS companies at least through early-2021.
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 oilfield
services sector will be one of the sectors most significantly
affected by the shock given its sensitivity to demand and oil
prices. SESI will remain vulnerable to the outbreak continuing to
spread and oil 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 SESI's credit quality of the
breadth and severity of the oil demand and supply shocks, and the
broad deterioration in credit quality it has triggered.
The SGL-3 rating reflects SESI's adequate liquidity. The company
had $252 million of unrestricted cash and an undrawn ABL credit
facility that had $98 million of availability as of March 31, 2020
after accounting for Letters of Credit. However, the company has an
$800 million debt maturity in December 2021. SESI's management has
drastically reduced capital spending to $50 million for 2020,
slashed operating expenses and expects to receive a $30 million tax
refund that should support liquidity. The ABL facility matures in
October 2022.
SESI's Caa3 CFR reflects its unsustainably high financial leverage,
elevated restructuring risk, weak cash flow generation prospects
through 2021, and poor visibility around upstream capital spending
in North American markets. While the company's exposure to
international and offshore OFS markets provide a degree of
diversification and stability, US market conditions have
deteriorated sharply amid the coronavirus pandemic, and much higher
oil and natural gas prices will be needed to improve the
profitability of OFS companies. SESI's debt and equity prices
continues trade as very depressed levels, that will constrain
access to capital markets raising the risks of a potential
distressed debt exchange. SESI is trying to boost its cash balance
ahead of its 2021 maturity to be in a position to reduce debt and
improve its refinancing prospects. SESI's credit profile also
considers its significant scale and diversification across key US
basins, meaningful international and offshore presence, broad array
of product and service offerings, and a track record of maintaining
adequate liquidity.
SESI's senior unsecured notes are rated Caa3, the same level as the
CFR, reflecting the relatively large amount of unsecured debt
compared to the size of the ABL.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects the heightened risks of a potential
debt restructuring. SESI's CFR could be downgraded if the company
initiates a distressed exchange or any other transaction that leads
to a significant principal loss for its unsecured noteholders. The
CFR is unlikely to be upgraded absent a significant debt reduction
and elimination of the near-term refinancing risk.
The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.
SESI, L.L.C. is a wholly-owned subsidiary of Superior Energy
Services, Inc., which is a publicly-traded diversified oilfield
services company headquartered in Houston, Texas.
SIGNATURE CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Signature Construction Group, LLC
3449 Southport Supply Road, SE
Bolivia, NC 28422-7953
Case No.: 20-02019
Business Description: Signature Construction Group, LLC --
http://www.signaturegroupnc.com/-- is a
Southport, NC-based general contractor
specializing in luxury custom home building.
Chapter 11 Petition Date: May 23, 2020
Court: United States Bankruptcy Court
Eastern District of North Carolina
Debtor's Counsel: Richard P. Cook, Esq.
RICHARD P. COOK, PLLC
d/b/a Cape Fear Debt Relief
7036 Wrightsville Avenue, Suite 101
Wilmington, NC 28403
Tel: (910)399-3458
E-mail: CapeFearDebtRelief@gmail.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sean J. York, member manager.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/EJVNYt
SOUTHEASTERN METAL: Hires Omni as Administrative Agent
------------------------------------------------------
Southeastern Metal Products LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Omni Management Group, as administrative agent
to the Debtors.
Southeastern Metal requires Omni to:
(a) assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as preparing
any appropriate reports, as required in furtherance of
confirmation of plans of reorganization;
(b) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
(c) gather data in conjunction with the preparation, and
assist with the preparation, of the Debtors' schedules of
assets and liabilities and statements of financial
affairs, if any;
(d) maintain an electronic filing platform for purposes of
filing proofs of claim;
(e) generate, provide and assist, if necessary, with claims
reports, claims objections, exhibits, claims
reconciliation, and related matters; and
(f) provide such other claims processing, noticing,
solicitation, balloting, distributions, and other
administrative services described in the Services
Agreement, but not included in the Section 156(c)
Application, as may be requested from time to time by the
Debtors, the Court, or the clerk of the Court.
Omni will be paid at these hourly rates:
Analyst $25 to $40
Consultants $50 to $125
Senior Consultants $140 to $155
Solicitation and Equity Services $175
Technology/Programming $85 to $135
Omni will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Paul H. Deutch, executive vice president of Omni Agent Solutions,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtors and
their estates.
Omni can be reached at:
Paul H. Deutch
Omni Agent Solutions, Inc.
1120 Avenue of the Americas, 4th Floor
New York, NY 10036
Tel: (212) 302-3580
Fax: (212) 302-3820
About Southeastern Metal Products
Southeastern Metal Products LLC is a contract manufacturing company
that specializes in fabrication and stampings for various
industries including telecommunications, transportation, appliance
and health and safety industries.
Southeastern Metal Products and its affiliates SEMP Texas, LLC and
Hospital Acquisition LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10998) on May 6,
2019. At the time of the filing, Southeastern Metal disclosed
assets of between $1,000,001 and $10 million and liabilities of the
same range. SEMP Texas had estimated assets of less than $1 million
and liabilities of less than $500,000 while Hospital Acquisition
had estimated assets of less than $50,000 and liabilities of less
than $50,000.
The Debtors hired Weir & Partners LLP as counsel; Finley Group as
financial advisor; and Omni Management Group as claims and noticing
agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed an
official committee of unsecured creditors on May 20, 2019.
Lowenstein Sandler LLP is the committee's legal counsel.
STEREOTAXIS INC: All Three Proposals Approved at Annual Meeting
---------------------------------------------------------------
Stereotaxis, Inc., held its Annual Meeting of Shareholders on May
21, 2020 at which the shareholders:
(1) elected Robert J. Messey, David W. Benfer, and Dr. Arun S.
Menawat as directors to serve until the Company's Board of
Directors until the Company's 2021 or 2023 annual meeting
consistent with the proposal, or until their respective
successors are elected and qualified;
(2) ratified the appointment of Ernst & Young LLP as the
Company's independent registered public accounting firm for
fiscal year 2020;
(3) approved, by non-binding advisory vote, executive
compensation.
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 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.
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.
SUPERIOR ENERGY: Incurs $79.5 Million Net Loss in First Quarter
---------------------------------------------------------------
Superior Energy Services, Inc., reported a net loss of $79.46
million on $321.50 million of total revenues for the three months
ended March 31, 2020, compared to a net loss of $47.70 million on
$365.27 million of total revenues for the three months ended March
31, 2019.
Superior Energy reported a net loss from continuing operations for
the first quarter of 2020 of $32.3 million, or $2.18 per share, on
revenue of $321.5 million. This compares to a net loss from
continuing operations of $6.2 million, or $0.42 per share, for the
fourth quarter of 2019, on revenue of $336.1 million and a net loss
from continuing operations of $32.6 million, or $2.10 per share,
for the first quarter of 2019, on revenue of $365.3 million.
The Company reported pre-tax charges of $16.5 million in reduction
in value of assets, $6.0 million in restructuring costs and $4.3
million of merger-related transaction costs. The resulting
adjusted net loss from continuing operations for the first quarter
of 2020 was $11.7 million, or $0.78 per share.
David Dunlap, president and CEO, commented, "Although our first
quarter results don't reflect an extensive impact from the COVID-19
pandemic, it's clear that the world changed suddenly as the global
spread of this illness accelerated toward the end of the quarter.
At Superior Energy, our time and effort increasingly shifted
towards ensuring the well-being of our employees and customers as
the uncertainty created by the spread of COVID-19 grew."
As of March 31, 2020, the Company had $1.83 billion in total
assets, $249.93 million in total current liabilities, $1.28 billion
in long-term debt, $134.03 million in decommissing liabilities,
$57.95 million in operating lease liabilities, $7.13 million in
deferred income taxes, $129.95 million in other long-term
liabilities, and a total stockholders' deficit of $32.11 million.
"A significant consequence of the global pandemic was the
precipitous decline in both oil demand and price. In turn, our
customers have rapidly and dramatically reduced their spending,
causing us to take significant steps to respond to a much smaller
market. To date, we have:
* Implemented actions to reduce our payroll costs by an
estimated annual net amount of approximately $115 million
through a combination of salary reductions, reductions in
force and furloughs;
* Reduced 2020 capital expenditures to no more than $50
million for the full year; and
* Leveraged governmental relief efforts to defer payroll and
other tax payments, including an anticipated tax refund of
approximately $30 million
"We will continue to appropriately scale the cost structure of the
Company as we experience changes in customer spending and
activity.
"With the secular change to the global oil and gas market beginning
in earnest in 2015, our organization embarked on a rigorous
evaluation of options to enhance stakeholder value. As a result of
our efforts, we have determined the best way to maximize
stakeholder value is to separate the Company into two publicly
traded companies - one focused on the consolidation of the U.S.
onshore completion, production and water solutions market and the
other centered around our leading global franchises. This
separation better aligns future growth strategies, cost-structures
and capital deployment with each entities' commercial, geographical
and product offerings.
"In December 2019, the Company entered into an agreement with
Forbes Energy Services ("Forbes") to combine its North America
services business lines with Forbes into a separate company. To
date, significant progress has been made in finalizing the
combination; however, the Covid-19 pandemic and decline in oil and
gas prices have created significant disruption to the capital
markets and both companies' operations. This disruption has
rendered the combination of our North America business lines with
Forbes and our related note exchange offer impractical to complete
on the terms originally contemplated, and we and Forbes intend to
terminate the merger agreement. While this specific transaction
will not come to pass, the strategic rationale for the separation
of the Company's business lines remains clear, and we will continue
to actively pursue strategies to effectuate it."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/ZYD8Y3
About Superior Energy Services
Headquartered in Houston, Texas, Superior Energy Services (NYSE:
SPN) -- htttp://www.superiorenergy.com -- serves the drilling,
completion and production-related needs of oil and gas companies
worldwide through a diversified portfolio of specialized oilfield
services and equipment that are used throughout the economic life
cycle of oil and gas wells.
Superior Energy incurred net losses of $255.72 million in 2019,
$858.11 million in 2018, and $205.92 million in 2017. As of Dec.
31, 2019, the Company had $1.99 billion in total assets, $324.48
million in total current liabilities, $1.28 billion in long-term
debt, $132.63 million in decommissioning liabilities, $62.35
million in operating lease liabilities, $3.25 million in deferred
income taxes, $134.31 million in other long-term liabilities, and
$49.57 million in total stockholders' equity.
Superior Energy received on March 30, 2020 written notice from the
New York Stock Exchange that the Company is not in compliance with
the NYSE continued listing standard set forth in Rule 802.01B of
the NYSE Listed Company Manual, which requires the average global
market capitalization over a consecutive 30 trading-day period to
be greater than or equal to $50,000,000, unless at the same time
the stockholders' equity is equal to or greater than $50,000,000.
SUSTAINABLE RESTAURANT: Bamboo Sushi Parent Files for Chapter 11
----------------------------------------------------------------
Jessica Yadegaran, writing for the Bay Area News Group, reports
that Sustainable Restaurant Holdings, parent of seafood chains
Quickfish and Bamboo Sushi, sought Chapter 11 protection amid the
COVID-19 pandemic.
In March 2020, the company stopped providing dine-in services in
all of its 10 locations, including the newest location San Ramon's
City Center Bishop Ranch. It only provides take-out services in
three locations in Portland while it laid off 90% of its workers.
According to a statement, the Company blamed COVID-19 lockdown in
limiting its capability in generating revenue or in obtaining
financing to make it through the crisis. The company also launched
a sale process, according to Business Insider.
"Our goal is to emerge from this process as quickly as possible
with a strengthened balance sheet and the necessary capital to
rehire our furloughed employees and resume operations at our
restaurants whenever it is safe to do so," interim CEO Matthew Park
said in the statement.
About Bamboo Sushi
Bamboo Sushi, which opened in San Ramon in December 2020, is known
for its super fresh and casually modern vibe Seafood Watch-approved
fish and nigiri that are topped with clever yakumi, or minimal
toppings which are meant to complement the flavor of each fish.
About Sustainable Restaurant
Sustainable Restaurant Holdings was founded in 2008 together with
the launch of Bamboo Sushi, regarded as the world's first
sustainable sushi chain. In 2016,, it added quick-service poke
chain QuickFish. And in 2019, the company expanded in California
by opening the San Ramon location. It also has big plans of
building two more Bay Area restaurants, that include a waterfront
Bamboo Sushi on San Francisco's Embarcadero.
Sustainable Restaurant Holdings, Inc. and its debtor affiliates --
https://sustainablerestaurantgroup.com/ -- currently maintains 10
restaurants located in Oregon, Washington, Arizona, California, and
Colorado and operates under the "Bamboo Sushi" and "Quickfish"
brand names.
On May 12, 2020, Sustainable Restaurant Holdings and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
20-11087).
Sustainable Restaurant was estimated to have $10 million to $50
million in assets and $1 million to $10 million in liabilities as
of the bankruptcy filing.
The Debtors tapped KLEHR HARRISON HARVEY BRANZBURG LLP as legal
counsel; SSG ADVISORS, LLC, as investment banker; and GETZLER
HENRICH & ASSOCIATES LLC as restructuring advisor. OMNI AGENT
SOLUTIONS is the claims agent.
SVENHARD'S SWEDISH: Taps Cera LLP as Special Counsel
----------------------------------------------------
Svenhard's Swedish Bakery received approval from the U.S.
Bankruptcy Court for the Eastern District of California to employ
Cera LLP as its special litigation counsel.
Cera will represent Debtor in litigation against USB and several
others on a contingency basis. The firm will receive a contingency
fee of 31.6635 percent of any recovery obtained for Debtor from the
litigation, exclusive of costs.
Solomon Cera, Esq., a partner at Cera, assured the court that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
Cera LLP can be reached at:
Solomon B. Cera, Esq.
Cera LLP
595 Market Street, Suite 1350
San Francisco, CA 94105
Tel: (415) 777-2230
Fax: (415) 777-5189
About Svenhard's Swedish Bakery
Svenhard's Swedish Bakery is a privately held company in Fresno,
Calif., that is primarily engaged in manufacturing fresh and frozen
bread and other bakery products.
Svenhard's Swedish Bakery 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, 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.
Debtor tapped Zolkin Talerico LLP as bankruptcy counsel, and Gary
Garrigues Law Firm and Cera LLP as special litigation counsel.
TNT UNDERGROUND: Court Approves Disclosure Statement
----------------------------------------------------
Judge Neil P. Olack has ordered that the Disclosure Statement filed
by TNT Underground Utilities, Inc., is approved.
The 4th day of June, 2020 is fixed as the last day for filing
written objections to confirmation of the Plan.
The 25th day of June, 2020 is fixed as the last day for submitting
ballots of acceptance or rejection of the Plan with the attorney
for the Debtor.
A hearing on confirmation of the Plan will be held on June 30,
2020, at 10:00 a.m., in the Thad Cochran U. S. Courthouse,
Bankruptcy Courtroom 4C, 501 East Court Street, Jackson,
Mississippi.
About TNT Underground Utilities
TNT Underground Utilities, Inc., a power line and
telecommunications infrastructure construction contractor, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Miss. Case No. 19-02966) on Aug. 19, 2019. At the time of the
filing, the Debtor was estimated to have assets of between $500,000
and $1 million and liabilities of between $1 million and $10
million. The case is assigned to Judge Neil P. Olack. Eileen
Shaffer, Esq., an attorney based in Jackson, Miss., is serving as
counsel to the Debtor.
TUESDAY MORNING: AlixPartners on Board
--------------------------------------
Tuesday Morning Corporation has engaged AlixPartners, LLP as its
financial advisor.
Tuesday Morning and certain of its subsidiaries on May 14, 2020,
entered into a Limited Forbearance Agreement, dated as of May 14,
2020, with JPMorgan Chase Bank, N.A., in its capacity as
administrative agent for itself and the other secured parties, as
issuing bank and as swingline lender, and the other lenders party
thereto. The Forbearance Agreement relates to the Credit
Agreement, dated as of August 18, 2015 and as previously amended,
among the Loan Parties, JPMorgan and the Lenders, and the related
loan documents.
Under the terms of the Forbearance Agreement, the Administrative
Agent, the Swingline Lender, the Issuing Bank and the Lenders have
agreed to not exercise remedies under the Loan Documents and
applicable law through May 26, 2020 (or earlier, if certain events
occur) based on the event of default resulting from the Loan
Parties suspending the operation of their business in the ordinary
course and other events of default that may arise during the
forbearance period as a result of failing to meet their obligations
under certain agreements. The forbearance period is scheduled to
end on May 26, 2020, or earlier if certain events occur.
Pursuant to the Forbearance Agreement, the commitment of the
Lenders under the Credit Agreement has been permanently reduced
from $180 million to $130 million and new swingline loans will not
be advanced. During the forbearance period the Lenders are not
obligated to fund further loans or issue or renew letters of credit
under the Credit Agreement. The Forbearance Agreement requires loan
repayments of $10 million under the Credit Agreement over the next
week, and the application of unrestricted and unencumbered cash
balances in excess of $32 million to the repayment of outstanding
borrowings under the Credit Agreement. The Forbearance Agreement
requires daily cash sweeps to the Company's main concentration
account, a deposit account control agreement over such account, the
imposition of additional reporting obligations, including a
business plan, cash flow forecasts and working capital plan, and
adherence to such cash flow forecasts, subject to certain permitted
variances.
The Forbearance Agreement also requires the Company to retain a
liquidation consultant and financial advisor.
The Lenders have tapped Vinson & Elkins L.L.P. as legal counsel and
Berkeley Research Group, LLC as restructuring and financial
advisor.
The members of the lending consortium are:
Lender Revolving Commitment
------ --------------------
JPMorgan Chase Bank, N.A. $72,222,222.22
2200 Ross Avenue 9th Floor
Dallas, TX 75201
Attn: Jon Eckhouse
Telecopy: 214-965-2594
E-mail: jon.eckhouse@jpmorgan.com
Wells Fargo Bank $28,888,888.89
Jai Alexander
Director
Bank of America, N.A. $28,888,888.89
Andrew Cerussi
Senior Vice President
Total $130,000,000.00
The Lenders are represented by:
William L. Wallander, Esq.
Vinson & Elkins L.L.P.
Trammell Crow Center
2001 Ross Avenue, Suite 3900
Dallas, TX 75201-2975
E-mail: bwallander@velaw.com
Tuesday Morning is mulling a possible bankruptcy filing, according
to unnamed Bloomberg sources, adding that those plans are not yet
final as the 687-store chain looks for alternative financing.
Tuesday Morning doesn't have an eCommerce site. According to
Bloomberg, the Company has drawn $55 million from its revolving
credit facility as a precautionary measure in weathering the health
crisis. Tuesday Morning closed all of its stores across the
country on March 25.
UC COLORADO CORPORATION: Hires Wadsworth Garber as Counsel
----------------------------------------------------------
UC Colorado Corporation has filed with the U.S. Bankruptcy Court
for the District of Colorado an amended application seeking
approval to hire Wadsworth Garber Warner Conrardy, P.C., as counsel
to the Debtor.
UC Colorado Corporation requires Wadsworth Garber to:
Wadsworth Garber to:
a. prepare on behalf of the Debtor of all necessary reports,
orders and other legal papers required in this Chapter 11
proceeding;
b. perform all legal services to the Debtor as debtor-in-
possession which may become necessary herein; and
c. represent the Debtor in any litigation which the Debtor
determines is in the best interest of the estate whether in
state or federal court(s).
Wadsworth Garber will be paid at these hourly rates:
David V. Wadsworth $435
Aaron A. Garber $400
David J. Warner $325
Aaron J. Conrardy $325
Lindsay S. Riley $235
Paralegals $115
Wadsworth Garber received a retainer at the commencement of its
employment in the amount of $76,300 from the Debtors. From the date
of its employment through the Petition Date, Wadsworth Garber
billed the Debtors $13,019 in attorneys' fees and costs. The firm
was paid in full for such fees and costs from the amounts deposited
by the Debtors.
As of the Petition Date, Wadsworth Garber is holding the balance of
the retainer of $63,281, which was provided by the Debtors.
Wadsworth Garber will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Aaron J. Conrardy, a partner at Wadsworth Garber Warner Conrardy,
P.C., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Wadsworth Garber can be reached at:
Aaron J. Conrardy, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 W. Main St., Suite 200
Littleton, CO 80120
Tel: (303) 296-1999
Fax: (303) 296-7600
E-mail: aconrardy@wgwc-law.com
About UC Colorado Corporation
UC Colorado Corporation is a wholly owned subsidiary of United
Cannabis Corporation based in Golden, Colorado. United Cannabis is
focused on extracting products from industrial hemp plants, which
the Company uses to create unique therapeutics for a wide range of
diseases that can be utilized by patients globally.
UC Colorado Corporation filed a petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 20-12689) on April 20,
2020. The petition was signed by John Walsh, its chief financial
officer (CFO). At the time of the filing, the Debtor was estimated
to have assets of $1 million to $10 million and liabilities of the
same range. The Debtor tapped Wadsworth Garber Warner Conrardy,
P.C. as its counsel.
UNION GROVE: Seeks to Hire Adara Realty as Real Estate Agent
------------------------------------------------------------
Union Grove Baptist Church seeks authority from the U.S. Bankruptcy
Court for the Western District of Tennessee to employ Adara Realty
as its real estate agent.
The services Adara Realty will render are as follows:
-- file all necessary documents with the appropriate entities;
-- obtain all proof necessary to establish the status and location
of Debtor's real property;
-- appear at all hearings; and
-- appeal the case to the Tennessee Supreme Court in the event of
the adverse decision.
The firm will receive 6 percent of the total recovery, plus
expenses.
Derrick Brown, the firm's real estate agent who will be providing
the services, neither holds nor represents an interest adverse to
Debtor's bankruptcy estate, according to court filings.
Adara Realty can be reached through:
Derrick Brown
Independence Realty
4646 Poplar Ave., Ste 230,
Memphis, TN 38117
Phone: 662-985-0796
About Union Grove Baptist Church
Union Grove Baptist Church, a non-profit organization established
in Shelby County, Tenn., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tenn. Case No. 19-27459) on Sept. 18,
2019. At the time of the filing, Debtor had estimated assets of
between $100,001 and $500,000 and liabilities of between $500,001
and $1 million. The case is assigned to Judge David S. Kennedy.
Debtor is represented by the Law Office of John Edward Dunlap.
VAC FUND HOUSTON: Goldman to Get 18% Default Interest in Plan
-------------------------------------------------------------
VAC Fund Houston, LLC,and the Official Committee of General
Unsecured Creditors filed an Amended Disclosure Statement
explaining the terms of the proposed Second Amended Joint Chapter
11 Plan of Reorganization for the Debtors.
Added to the Plan disclosures were:
* The Court has approved the employment of Tiffany & Bosco. By
Order entered on Feb. 28, 2020, the Court restricted the Debtor's
use of Goldman Sachs' cash collateral. This means that the Debtor
can only uses Goldman Sachs' rents for limited purposes directly
related to the operation of the houses that are its collateral.
* The Debtor filed a Motion for Determination Regarding Goldman
Sachs Bank's Right to Default Interest on Jan. 23, 2020. Goldman
Sachs filed a timely response in opposition to that motion. A
hearing was held on Feb. 26, 2020 and an order was entering denying
the Motion and determining that Goldman Sachs is entitled to
postpetition default interest. As a result, Goldman Sachs is
entitled to accrue interest a the default rate of 18% which will
significantly reduce the funds available to pay to unsecured
creditors.
* The Court denied all of Goldman Sachs' Motions for Relief from
the Automatic Stay on March 13, 2020. Also on March 13, the Court
entered an Interim Order on Goldman Sachs Bank USA's Motion to
Dismiss Pursuant 11 U.S.C. Sec. 1112(b). The Interim Order,
provided, among other things, “Goldman Sachs has met its burden
of establishing cause for relief under Section 1112(b)."
* A trial on the Dismissal Motion will cause the Estate to incur
substantial amount of administrative expenses in the form of
attorneys' fees and costs of the Debtor and the Committee, who will
both oppose dismissal. If the Court grants dismissal or
conversion of this case, the Debtor believes that there will be no
or little distribution to unsecured creditors because Lending Home
and Goldman Sachs will foreclose on all of their collateral leaving
only avoidance actions, mostly against insiders, as collateral.
The Debtor believes that those causes of action have little value
as it is informed that the possible defendants are probably not
collectible. The Court set a Scheduling Hearing for March 25,
2020, which was rescheduled April 22, 2020, at 9:30 a.m., further
rescheduled to April 30, 2020, at 9:30 a.m. and is currently
scheduled for May 14, 2020 at the request of Goldman Sachs to keep
it calendared while settlement with the Debtor and the Committee is
being considered.
* The Debtor and Lending Home have entered into eleven
stipulations for relief from the automatic stay regarding
properties that are collateral for Lending Home. On April 7, 2020,
the Court entered separate orders approving all of those
stipulations and granting the relief from the automatic stay as to
all of those properties. Lending Home filed nine motions to lift
the automatic stay as to nine other properties on March 30, 2020.
A Status Hearing on those motions is set for May 14, 2020.
In addition, the Debtor said it does not believe that the Covid-19
crisis will have a material impact on future sales of properties or
its ability to successfully reorganize. Indeed, it entered into a
contract with one buyer for the purchase of ten houses on March 27,
2020, for values at or very close to the fair market values as
determined by the Debtor's expert witness Charlie Kriegel after the
impact of Covid-19 was widely known and understood by market
participants. The Debtor expects all of those sales to close
timely. The Debtor also filed nine earlier notes of sale from
Feb. 8, 2020 through March 27, 2020 to individual buyers for
prices the Debtor believes are equal to or above their fair market
value. All but two of those sales have closed as expected. The
Debtor expects that it will be able to sell of its remaining houses
for prices near the fair market values for those properties within
the next six to nine months.
The Committee and the Debtor are aware that the Debtor has
disclosed the following prepetition transfers to persons who may be
insiders that may be avoidable under Sections 544 through 550 in an
Amendment to the Statement of Financial Affairs: (1) $50,000 to T
& GB Enterprises, Inc. (a company owned by an individual named Troy
Gartrell); (2) $341,157 to RG Pass Through CS, LLC (a company
controlled by certain trusts affiliated with the Debtor’s
principal, Chris Shelton); (3) $147,500 to Creative Design 4U, LLC;
and (4) $101,577 to JC Management Consulting, LLC (a company owned
by the Debtor's controller, Jon Jorgenson).
The Unsecured Claims against the estate total approximately $4
million, of which an estimated $3.5 million will be Allowed
Unsecured Claims. Each holder will receive their pro rata share of
the Unsecured Creditors Pool on each quarterly distribution date.
A full-text copy of the Amended Disclosure Statement dated May 4,
2020, is available at https://tinyurl.com/ya67vr5a from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Christopher R. Kaup
Ace Van Patten
TIFFANY & BOSCO P.A.
10100 West Charleston Boulevard
Las Vegas, Nevada 89135
Telephone: (702) 258-8200
Facsimile: (602) 258-8787
E-mail: crk@tblaw.com
avp@tblaw.com
Counsel for Official Committee of Unsecured Creditors:
Daren R. Brinkman
Laura Portillo
BRINKMAN PORTILLO RONK, APC
8275 S. Eastern Ave., Ste 200 Las Vegas, NV 89123-2545
Telephone: (702) 598-1776
E-mail: firm@brinkmanlaw.com
About VAC Fund Houston
VAC Fund Houston, LLC, a Nevada-based company engaged in activities
related to real estate, filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
19-17670) on Dec. 2, 2019, disclosing $15,948,556 in assets and
$17,369,695 in liabilities. The petition was signed by Christopher
Shelton, trustee of VAC Fund Houston Trust, manager of Debtor.
Judge Mike K. Nakagawa oversees the case. Christopher R. Kaup,
Esq., at Tiffany & Bosco, P.A., is the Debtor's legal counsel. The
U.S. Trustee for Region 17 appointed a committee of unsecured
creditors on Jan. 15, 2020. The committee is represented by
Brinkman Portillo Ronk, APC.
VIA AIRLINES: Has Until June 12 to File Amended Plan & Disclosures
------------------------------------------------------------------
On April 30, 2020, the U.S. Bankruptcy Court for the Middle
District of Florida, Orlando Division, held a hearing for
consideration of the Motion to Continue/Reschedule Hearing filed by
debtor Via Airlines, Inc.
On May 1, 2020, Judge Karen S. Jennemann granted the motion and
ordered that:
* All hearings are continued until 10:00 a.m. on June 29, 2020.
* June 12, 2020, is fixed as the last day for the Debtor to file
all modifications or amendments to its Disclosure Statement or
Amended Chapter 11 Plan.
* June 16, 2020, is fixed as the last day for parties to amend
existing objection or file new objections.
A copy of the order dated May 1, 2020, is available at
https://tinyurl.com/y6vz6apx from PacerMonitor at no charge.
About Via Airlines
Via Airlines, Inc., is a domestic regional airline offering
scheduled service across the United States. Via Airlines sought
Chapter 11 protection (Bankr. M.D. Fla. Case No. 19-06589) on Oct.
8, 2019. The Debtor was estimated to have $10 million to $50
million in assets and liabilities as of the bankruptcy filing.
Judge Karen S. Jennemann oversees the case. Latham, Luna, Eden &
Beaudine, LLP, is the Debtor's legal counsel.
VIDANGEL INC: Trustee Says Studio Plan 'Recipe for Liquidation'
---------------------------------------------------------------
George Hofmann, in his capacity as Chapter 11 Trustee of the
bankruptcy estate of debtor VidAngel, Inc., submits the amended and
restated objection to Studios' motion for an order approving
Disclosure Statement.
In its objection, the Trustee claims that:
* Much of the Disclosure Statement is focused on criticisms of
the Trustee's Plan, and actively solicits rejection of the
Trustee's Plan. Further, the audience of these criticisms are
clearly Classes 1 and 2 – who are not even voting classes under
Copyright Creditors' Plan.
* Although styled as a Plan of Reorganization, the Copyright
Creditors' plan is nothing of the sort. It is a recipe for
liquidation overseen by an undisclosed agent of Copyright
Creditors' choosing.
* The coerced (versus negotiated and agreed) covenants under
Article 7 of the Plan impose limited and restrictions on the
Debtor's future business activities and its legal rights that
unreasonably and illegally exceed the bounds of existing law.
Indeed, the plan prohibits the Debtor from engaging in lawful
business activities.
* Copyright Creditors' Plan Strips the Debtor of Its
Constitutional Rights, including "Due Process" and "Access to
Courts".
A full-text copy of Trustee's objection dated May 1, 2020, is
available at https://tinyurl.com/yd7mx2pr from PacerMonitor at no
charge.
Attorneys for George Hofmann:
George Hofmann
Matthew M. Boley
Jeffrey Trousdale
Cohne Kinghorn, P.C.
111 East Broadway, 11th Floor
Salt Lake City, Utah 84111
Telephone: (801) 363-4300
About Vidangel Inc.
Based in Provo, Utah, VidAngel, Inc., is an entertainment platform
empowering users to filter language, nudity, violence, and other
content from movies and TV shows on modern streaming devices such
as iOS, Android, and Roku. The company's newly launched service
empowers users to filter via their Netflix, Amazon Prime, and HBO
on Amazon Prime accounts, as well as enjoy original content
produced by VidAngel Studios. Its signature original series, Dry
Bar Comedy, now features the world's largest collection of clean
standup comedy, earning rave reviews from fans nationwide.
VidAngel filed a Chapter 11 petition (Bankr. D. Utah Case
No.17-29073) on Oct. 18, 2017. In the petition signed by CEO Neal
Harmon, the Debtor was estimated to have $1 million to $10 million
in both assets and liabilities.
Judge Kevin R. Anderson oversees the case.
The Debtor tapped Parsons Behle & Latimer, as bankruptcy counsel;
Durham Jones & Pinegar, Baker Marquart LLP, Stris & Maher LLP and
Call & Jensen, P.C. as special counsel; and Tanner LLC as auditor
and advisor. The Debtor also hired economic consulting expert
Analysis Group, Inc.
George Hofmann was appointed as the Debtor's Chapter 11 trustee.
Cohne Kinghon, P.C., is the Trustee's bankruptcy counsel. The
Trustee also hired Call & Jensen, P.C., TraskBritt, P.C., Call &
Jensen, P.C., and Magleby Cataxinos & Greenwood, P.C. as special
counsel.
VIDANGEL INC: Unsecured Claims Unimpaired Under Plan
----------------------------------------------------
Creditors Disney Enterprises, Inc., Lucasfilm Ltd. LLC, Twentieth
Century Fox Film Corporation, Warner Bros. Entertainment Inc., MVL
Film Finance LLC, New Line Productions, Inc., and Turner
Entertainment Co. submitted a Second Amended Disclosure Statement
for their proposed Chapter 11 Plan Vidangel, Inc.
The Studios, holding unsecured claims in the amount of $62.4
million plus a not-yet-determined claim for attorneys' fees and
interest ("Studios' Claims"), have prepared a Plan of
Reorganization originally dated April 10, 2020, amended April 17,
2020, and amended again on May 4, 2020 (as it may be further
amended, the "Plan").
The Studios' Plan treats claims as follows:
1. The Studios' Plan pays allowed Administrative Expenses,
Priority Claims, and General Unsecured Claims in full in cash on
the Effective Date and subordinates the Studios' Claims to all
other creditors;
2. The Studios' Plan guards against the Reorganized Debtor again
becoming involved in expensive copyright litigation with the
Studios by ensuring that the Reorganized Debtor will refrain from
(a) litigation against the Studios or their Affiliates related to
copyright; or (b) unlicensed use of the Studios' or their
Affiliates' Copyrighted Works or facilitating a third party's
unlicensed use;
3. The Studios' Plan allows the Debtor to continue its business
operations, provides the Debtor with a strong chance for a
successful reorganization, and presents the Debtor's equity holders
with the opportunity for substantial long-term upside, because --
provided the Reorganized Debtor complies with the reduced Payment
Obligations and Restrictive Covenants in the 14 years following the
Effective Date—the Studios will reduce their Claims for $62.4
million plus a non-yet-determined claim for attorneys' fees and
interest to $14 million, significantly reducing the Debtor's debt
leverage; and
4. While the Studios' Plan provides for the Debtor's executive
team to stay in their roles, if they choose resign, the Board may
hire new management, or a competent and neutral Interim Manager
will replace them. Although the Trustee believes the Debtor would
not be able to operate effectively without its current management
and the result would be likely liquidation of the Debtor, the
Studios disagree. Regardless, in the event the company fails, any
proceeds from the sale of the business will be used to pay Class 4
Credit Holders who make claims before receiving proceeds of the
liquidation. In that circumstance, Equity Interests would not
remain.
The Studios' Plan provides for the settlement and adjustment of
legal claims and interests belonging to the Debtor and the estate.
In return for the consideration provided to the Studios in the
Plan—including the covenants in Sections 7.1, 7.2 and 7.3, the
release in Section 12.5(b), and the Promissory Note, Security
Agreement, and Compliance Lien—the Studios have agreed to reduce
their Claims from $62,448,750 plus not-yet-determined attorneys'
fees, costs, and interest to $14,000,000, payable in escalating
quarterly installments over 14 years, without interest. The
Studios believe that the settlement and compromise reflected in
their Plan is fair and equitable, and constitutes a reasonable
settlement and compromise which provides substantial value and
benefit to the Debtor, the estate, creditors, and equity holders.
As part of the Confirmation Order confirming their Plan, the
Studios may ask the Bankruptcy Court to approve the settlement and
compromise pursuant to Section 1123(b)(3) of the Bankruptcy Code,
Bankruptcy Rule 9019, and applicable case law including In re
Kopexa Realty Venture Co., 213 B.R. 1020, 1022 (10th Cir. BAP
1997). If necessary, the Studios will present evidence at the
confirmation hearing on each of the Kopexa Realty settlement
factors.
The Studios urge all creditors and equity holders to vote in favor
of this Plan.
A full-text copy of the Second Amended Disclosure Statement dated
May 4, 2020, is available at https://tinyurl.com/ya4kvvze from
PacerMonitor.com at no charge.
Attorneys for the Studios:
Michael R. Johnson, Esq.
RAY QUINNEY & NEBEKER P.C.
36 South State Street, 14th Floor
Salt Lake City, Utah 84111
Telephone: (801) 532-1500
Facsimile: (801) 532-7543
E-mail: mjohnson@rqn.com
Thomas B. Walper
Kelly M. Klaus
Rose Leda Ehler
Munger, Tolles & Olson LLP
350 South Grand Avenue, 50th Floor
Los Angeles, California 90071-3426
Telephone: (213) 683-9100
Facsimile: (213) 687-3702
E-mail: thomas.walper@mto.com
E-mail: kelly.klaus@mto.com
E-mail: rose.ehler@mto.com
About Vidangel Inc.
Based in Provo, Utah, VidAngel, Inc., is an entertainment platform
empowering users to filter language, nudity, violence, and other
content from movies and TV shows on modern streaming devices such
as iOS, Android, and Roku. The company's newly launched service
empowers users to filter via their Netflix, Amazon Prime, and HBO
on Amazon Prime accounts, as well as enjoy original content
produced by VidAngel Studios. Its signature original series, Dry
Bar Comedy, now features the world's largest collection of clean
standup comedy, earning rave reviews from fans nationwide.
VidAngel filed a Chapter 11 petition (Bankr. D. Utah Case No.
17-29073) on Oct. 18, 2017. In the petition signed by CEO Neal
Harmon, the Debtor was estimated to have $1 million to $10 million
in both assets and liabilities.
Judge Kevin R. Anderson oversees the case.
The Debtor tapped Parsons Behle & Latimer, as bankruptcy counsel;
Durham Jones & Pinegar, Baker Marquart LLP, Stris & Maher LLP and
Call & Jensen, P.C. as special counsel; and Tanner LLC as auditor
and advisor. The Debtor also hired economic consulting expert
Analysis Group, Inc.
George Hofmann was appointed as the Debtor's Chapter 11 trustee.
Cohne Kinghon, P.C., is the Trustee's bankruptcy counsel. The
Trustee also hired Call & Jensen, P.C., TraskBritt, P.C., Call &
Jensen, P.C., and Magleby Cataxinos & Greenwood, P.C., as special
counsel.
WESTERN MIDSTREAM: Fitch Cuts LT IDR & Sr. Unsec. Rating to BB
--------------------------------------------------------------
Fitch Ratings downgraded Western Midstream Operating, LP's
Long-term Issuer Default Rating and senior unsecured rating from
'BB+' to 'BB'. The senior unsecured notes have a Recovery Rating of
'RR4', which implies an average recovery in the event of default.
The Ratings remain on Rating Watch Negative. The downgrade and
Negative Watch is primarily driven by Fitch's negative rating
action of its general partner and major counterparty, Occidental
Petroleum Corporation (OXY; BB-/RWN). OXY is expected to contribute
approximately 60-65% of WES's revenue in 2020. Fitch previously
stated a negative rating action at OXY would be a trigger for
negative rating action for WES.
Fitch recently downgraded OXY's IDR by two notches while
maintaining the RWN to reflect an increased execution risk to the
company's asset sales program in the current macro environment in
order to tackle its near-term sizable maturity wall. There remains
a heightened event risk that the company may undertake liability
management exercises, such as the issuance of new secured or
guaranteed debt, debt exchanges, or the issuance of equity or
equity-like securities to address its capital structure if low oil
prices persist and additional asset sales are not closed in the
near term.
The downgrade and RWN at WES consider OXY's weakened cash flow
profile and uncertain growth outlook, driven by a severe pull back
in production activities, leading to reduced volume expectations
for WES over 2020-2021 compared to Fitch's prior view. Following
the negative rating action at OXY, Fitch believes that WES's
counterparty risk is significantly heightened. However, Fitch
expects WES's leverage to be approximately 4.5x in 2020 and between
4.6x and 4.8x in 2021, aided by management actions during 1Q20 to
meaningfully reduce distributions and capex. While OXY's rating has
a bearing on WES's credit profile given the operational ties and
ownership, WES's rating is reflective of its credit quality on a
standalone basis. Fitch considers WES to have a stronger credit
profile than OXY's, given WES's better financial flexibility and
liquidity position, as well as contractual asset profile. The RWN
for WES captures the risk of further credit deterioration at OXY,
which, while not part of the current rating case for WES, is likely
to increase the risk of contract renegotiation with OXY. Additional
credit supportive rating actions by management will be needed to
prevent further downward rating actions.
KEY RATING DRIVERS
Counterparty Risk: WES has a significant customer concentration to
OXY, as WES is expected to generate approximately 60%-65% of
revenues from OXY in 2020. Cash flow from OXY for WES's crude
gathering and natural gas gathering and processing services is
underpinned by contracts that have a mix of minimum revenue
commitments and cost of service components. The reduction in
drilling activities by OXY exposes WES to volumetric risk; however,
Fitch believes that WES's midstream operations will remain
strategically important to OXY's production, particularly in the
Permian, despite some uncertainties in the near-term growth
outlook. In its rating case Fitch also assumes the economic value
of the contracts between OXY and WES remains intact with no
renegotiation of contract terms that is deemed materially
unfavorable to WES. Given WES's customer concentration risk and
significant exposure to non-investment grade counterparties,
further deterioration in OXY's credit profile will be deleterious
to WES, given limited headroom at the current rating level.
Elevated Leverage in 2021: Fitch forecasts that WES's 2020 leverage
will be approximately 4.5x. Continued operational headwinds due to
curtailed E&P production activities, particularly following OXY's
significant reduction in capex from $5.2 billion-$5.4 billion to
$2.4 billion-$2.6 billion, could prompt a steeper decline in EBITDA
for WES in 2021, elevating leverage above 4.5x. However, WES has
the financial levers including room to further reduce capex and
distributions to deleverage in the forecast years.
Operational Headwind: Fitch believes that WES operations outside
the Permian will remain challenged driven by capital reduction by
E&P producer customers under the unfavorable commodity price
environment. OXY's capex reduction will affect WES's operation in
the Denver-Julesburg basin, eroding EBITDA in 2020 and 2021. WES is
expected to generate 37% of its 2020 EBTIDA in the DJ basin.
Additionally, Fitch forecasts performance in other non-core
regions, which comprises approximately 10% of WES 2020 EBITDA, to
decline through 2021.
Asset Profile and Contract Profile: Fitch believes that WES will
generate close to 98% of its gross margin from fee-based and fixed
price contracts in 2020, and historically WES had limited exposure
to direct commodity price exposure. WES is also diversified
geographically, supported by a blend of MVCs and COS contracts,
relative to the more standard requirements contracts prevalent in
the gathering industry. For FY 2019, approximately 65% of WES's
natural gas throughput was protected by either MVCs or COS. For the
same period, approximately 78% of its crude-oil, NGLs, and
produced-water throughput were supported by either MVCs or COS.
However, Fitch notes that if any of the rates, whether in dollars
per actual volumes or dollars per contracted volumes, in these
contracts are high relative to the market rate, there is a strong
likelihood for WES's E&P producer customers to consider rejecting
these long-term contracts, especially those who are compelled to
seek the shelter of bankruptcy. Under short-term contracts, WES
risks that pre-petition accounts receivables may not be paid.
As of YE 2019, WES also had a long-term weighted average contract
life of more than eight years collectively for its gas, crude, and
water businesses. WES also has a portfolio of equity investments,
including ownership interests in long haul pipelines in the
Permian, which should continue to provide stable cash flow in the
near term. Fitch believes that the Permian will continue to be the
cornerstone of growth for WES.
Parent Subsidiary Linkage: Fitch determines that the
parent-subsidiary relationship does not exist between OXY and WES
and considers WES's ratings on a standalone basis. WES was
deconsolidated from OXY's balance sheet in January 2020. The
limited partnership agreement was amended and significantly
expanded unitholders' rights, including the right to remove and
replace OXY as the general partner. WES has a separate Board of
Directors and separate management team from OXY. WES is also
reported under the equity method of accounting in OXY's financial
statements.
Ownership Uncertainties: Uncertainties around future ownership
remains an overhanging issue for WES, as OXY remains committed to
lowering its 53.4% limited partnership ownership stake in WES to
approximately 50% following WES's recent deconsolidation from OXY's
balance sheet. In the long term, the operational alignment between
OXY and WES in the Permian remains intact given the good fit
between legacy Anadarko's and WES's assets in the basin. However,
OXY reeling back legacy Anadarko's historic focus on the DJ basin
may materially impede WES's future growth. WES targets growing the
company through third-party volumes, but Fitch believes such growth
will now be much slower, as upstream customers are becoming
increasingly capital disciplined with their production spending
under the adverse commodities price environment.
DERIVATION SUMMARY
One comparable for WES is EQM Midstream Partners, LP (EQM;
BB/Negative). EQM is a G&P company whose ratings are capped by its
major E&P customer EQT Corporation (EQT; BB/Negative). In the case
of EQT and EQM, Fitch believes that the G&P companies'
vulnerability to default is virtually equal to the E&P companies'
vulnerability to default. Additionally, EQM's ratings also consider
the uncertainties around the Mountain Valley Pipeline (MVP) project
execution as it experiences regulatory and environmental challenges
with multiple delays and cost overruns.
Fitch believes that WES is better positioned financially relative
to EQM in the near term. WES's leverage is projected to be 4.5x and
4.6x-4.8x in 2021, whereas EQM's leverage is forecasted to elevate
between 5.9x-6.2x in 2020, and ranging between 4.7x-4.9x by YE 2021
on a consolidated basis, subject to MVP coming online in 2021. In
terms of contract mix, both WES and EQM generate a significant
amount of cash flow under reservation fee from MVCs from their
respective largest counterparties. EQM's overall counterparty risk
is somewhat better than WES's, with EQT rated one notch above OXY.
Another peer with significant concentrated counterparty exposure is
Antero Midstream Partners LP (AM; B/RWN). While AM is expected to
operate at lower leverage than WES, at around 3.5x-4.0x, its size
and asset to business line diversity are more limited. AM is a
natural gas G&P company in the Appalachian basin and generates 100%
of its cash flow from Antero Resources Corporation (AR;
B+/Negative). Given AM's revenue concentration with AR making up
substantially all of AM's revenues and earnings, Fitch views that
AM's credit quality is very closely linked to that of its main
counterparty.
Overall, Fitch believes WES is better positioned financially and is
more diversified in its business mix relative to EQM and AM, some
of the key factors allowing WES to be rated higher than its largest
counterparty.
KEY ASSUMPTIONS
-- Base case WTI oil price of $32/bbl in 2020, $42/bbl in 2021,
$50/bbl in 2022 and $52/bbl in 2023 and the long term;
-- Henry Hub natural gas prices of $1.85/mcf in 2020, $2.10/mcf
in 2021, $2.25/mcf in 2022 and $2.50/mcf in 2023 and the long
term;
-- Declining throughput volume and operating performance in
segments outside of the Permian through 2021;
-- Distribution remains level throughout the forecast years;
-- No adverse changes in existing contract terms between WES and
its major counterparties that would materially impair WES's
expected cash flow;
-- Rating case does not assume a significant change in the
financial policy due to potential ownership changes.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
-- Leverage as total debt to adjusted EBITDA at or below 4.0x and
a distribution coverage ratio above 1.1x on a sustained basis, with
gross margin remaining above 90% fee-based or fixed priced;
-- Asset and business line expansion leading to a more
diversified cash flow profile;
-- Positive rating action at OXY.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
-- Leverage as total debt to adjusted EBITDA at or above 5.0x and
a distribution coverage ratio below 1.1x on a sustained basis;
-- Negative rating action at OXY;
-- Materially unfavorable changes in contract mix;
-- Negative change in law, either new laws, or rulings on old
laws, that cause volumetric declines and pushes profitability lower
and leverage higher on a sustained basis;
-- Adoption of a growth funding strategy which does not include a
significant equity component, inclusive of retained earnings.
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
Manageable Liquidity: As of March 31, 2020, WES had approximately
$152 million in cash, $125 million in outstanding borrowings and
$6.5 million in outstanding letters of credit, resulting in
approximately $1.9 billion available on its $2 billion senior
unsecured revolving credit facility. Fitch expects that liquidity
will remain adequate over the near term. The nearest debt maturity
for WES is its ~$439 million senior unsecured notes due in 2021.
In December 2019, WES extended the maturity date of the revolving
credit facility from February 2024 to February 2025. The credit
facility requires that WES maintain a consolidated leverage ratio
at or below 5.0x, or a consolidated leverage ratio of 5.5x with
respect to quarters ending in the 270-day period immediately
following certain acquisitions. WES is currently in compliance with
this covenant, and Fitch expects it will remain so for the balance
of its forecast period. WES also accessed the capital markets in
January 2020, issuing $3.2 billion of fixed-rate senior notes
across three tranches, which come due in 2025, 2030 and 2050, as
well as $300 million of floating rate notes due 2023. The net
proceeds from the senior notes and floating rate notes were used to
repay the $3 billion outstanding borrowings under the term loan
facility and outstanding amounts under the RCF.
SUMMARY OF FINANCIAL ADJUSTMENTS
With respect to unconsolidated affiliates, Fitch calculates
midstream energy companies' EBITDA by use of cash distributions
from those affiliates, rather than by use of equity in earnings or
ratable EBITDA of those affiliates.
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
WES's ratings are linked to OXY's ratings.
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).
WISE ENTERPRISE: Hires George F. Willis as Real Estate Broker
-------------------------------------------------------------
Wise Enterprise Group, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
George F. Willis Realty, LLC to find a buyer for its commercial
building in Cartersville, Ga.
The Debtor scheduled the value of the facility at $1.4 million and
disclosed mortgages on the facility held by GB&T, Synovus SBA
Lending, with an aggregate approximate balance of $1.1 million.
George F. Willis will receive 4 percent of the gross sales price as
commission.
George F. Willis is a disinterested party within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Ty Mitcham
George F. Willis Realty, LLC
807 N Tennessee Street Ste 101
Cartersville, GA 30120
Phone: (770) 382-0058
Fax: (770) 382-4443
Email: tm@gfwillis.com
About Wise Enterprise Group
Wise Enterprise Group LLC, an investment holding company in
Cartersville, Ga., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-41786) on Aug. 2,
2019. At the time of the filing, Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. The case has been assigned to Judge Paul W. Bonapfel.
Debtor is represented by Theodore N. Stapleton, P.C.
XPLORNET COMMUNICATIONS: S&P Alters Outlook to Stable
-----------------------------------------------------
S&P Global Ratings revised its outlook on Xplornet Communications
Inc. (XCI) to stable from negative and affirmed its 'B-' long-term
issuer credit rating on the company. At the same time, S&P assigned
its ' B-' issue-level rating and ' 4' recovery rating to XCI's
proposed senior secured debt.
The proposed transaction improves XCI's credit metrics and extends
debt maturities, along with enhancing the company's liquidity
position. S&P said, "In our view, the proposed transaction improves
XCI's financial flexibility by extending debt maturities as well as
credit metrics. The proposed transaction alleviates the near-term
debt maturity risk from 2021 to 2027, thereby increasing the
company's financial flexibility to focus on its growth strategy.
The company will also exit the transaction with pro forma leverage
of about 7.0x compared with 7.5x at year-end 2019. At the same
time, the fixed-charge coverage ratio (EBITDA coverage of interest,
debt amortization, lease expense, and maintenance capital
expenditure [capex]) improves to 1.3x-1.4x over the next 12 months
compared with the current 1.0x. Based on the proposed capital
structure, we expect the company's fixed charges to reduce to about
C$200 million-C$205 million compared with our previous expectation
of about C$230 million-C$235 million. Assuming the company invests
C$140 million-C$150 million annually to support growth, we estimate
XCI will generate negative cash flow on a cumulative basis of about
C$60 million-C$70 million (after accounting for finance lease and
mandatory debt payments) before it can fully fund itself from
internally generated cash flows. Nevertheless, we believe the
company's pro forma liquidity of C$200 million (about C$50 million
cash on hand and undrawn revolver of C$150 million) should be more
than sufficient to address the cash shortfall we forecast over the
next two-to-three years. At the same time, we expect the company's
adjusted debt leverage to improve to about 6.5x in 2020 from 7.5x
in 2019, reflecting our expectation of low double-digit growth of
EBITDA and modestly lower adjusted debt from the proposed
recapitalization."
Organic EBITDA growth will support the company's high debt burden
over the next 12 months. S&P said, "In our view, the company's
upgraded 4G LTE (Long Term Evolution) network along with
competitively priced broadband service offerings, in terms of
higher data speeds and larger data buckets, should support XCI's
strategy of increasing penetration in its existing markets. We
believe the company's LTE footprint covering 1.3 million un-cabled
dwellings across Canada offers an opportunity for growth by adding
new customers in a relatively underserved market. Furthermore,
migrating existing customers from legacy platforms to its LTE
network should support average revenue per user (ARPU) growth while
mitigating subscriber attrition. Given the ability to scale the
terrestrial offerings more efficiently, and offer new service
bundles in a timely manner and arguably more competitively, we
believe the company will continue to invest heavily in this segment
for the foreseeable future. In contrast, we expect the company's
satellite offering (which serves less dense rural markets) to
improve customer retention and spur ARPU growth. We believe the
prospects for the satellite segment should improve following the
launch of Jupiter-3 in fiscal 2021. Based on these factors, we
expect the company's EBITDA to increase in the low double-digit
range over the next 12 months, which will support the deleveraging
strategy."
Successful execution of its growth strategy is a key determinant
for the direction of the company's credit quality. XCI's high fixed
operating cost structure should allow incremental revenue growth to
flow-through to EBITDA, supporting the company's industry-leading
profitability (adjusted EBITDA margins about 58%) in the next 12-24
months. Still, given robust competition, in relatively small
addressable markets, overall opportunity to substantially increase
subscribers and revenue is moderate, in our opinion. S&P said,
"Furthermore, in the next few years, we expect larger Canadian
telecommunication operators and potentially more new entrants to
expand into the rural high speed internet market, further
intensifying competition. As a result, we believe XCI could be
challenged to protect its attractive profit margins as well as
sustain its average return on capital metrics in the long term."
Therefore, the company's ability to increase EBITDA organically
through its competitive product offering against the backdrop of an
intensely competitive market, will determine the direction of the
company's credit quality.
S&P said, "The stable outlook reflects our view that XCI will be
able to manage its high fixed-charge burden and growth capex
through its organic EBITDA growth and enhanced liquidity over the
next 12 months. At the same time, our ratings incorporates our view
that the company's ability to further penetrate its existing
markets through an enhanced product offering will support its cash
flow growth.
"We could lower the ratings on the company over the next 12-months
if we believe that XCI will be challenged to organically increase
its adjusted EBITDA by at least 10%, likely owing to operational
missteps, increased competition, or unfavorable regulation. We
believe strong revenue and EBITDA growth is critical to the
company's long-term financial viability, given its large debt
burden, high capital intensity, and potentially rising competition
in its markets from other telecom players. Therefore, weak growth
increases the risk that XCI's capitalization will ultimately prove
to be unsustainable, despite the near-term liquidity cushion
provided by the proposed financing.
"Consideration for an upgrade would reflect XCI's adjusted debt to
EBITDA ratio approaching 5x and its free operating cash flow (FOCF)
to debt ratio improving to above 5% on a sustained basis. Given the
investments and time needed to sustainably fuel cash flow growth to
support these metrics, we believe an upgrade is unlikely over the
next 12 months."
YRC WORLDWIDE: All Three Proposals Approved at Annual Meeting
-------------------------------------------------------------
At the Annual Meeting of Stockholders of YRC Worldwide Inc. held on
May 19, 2020, the stockholders elected Matthew A. Doheny, Darren D.
Hawkins, James E. Hoffman, Patricia M. Nazemetz, and James G.
Pierson as directors. The appointment of KPMG LLP as the Company's
independent registered public accounting firm for 2020 was
ratified. The advisory vote on named executive officer
compensation was approved.
About YRC Worldwide
YRC Worldwide Inc., headquartered in Overland Park, Kan., is the
holding company for a portfolio of less-than-truckload (LTL)
companies including Holland, New Penn, Reddaway, and YRC Freight,
as well as the logistics company HNRY Logistics. Collectively, YRC
Worldwide companies have one of the largest, most comprehensive
logistics and LTL networks in North America with local, regional,
national and international capabilities. Through their teams of
experienced service professionals, YRC Worldwide companies offer
industry-leading expertise in flexible supply chain solutions,
ensuring customers can ship industrial, commercial and retail goods
with confidence.
YRC recorded a net loss of $104 million for the year ended Dec. 31,
2019.
* * *
As reported by the TCR on April 14, 2020, S&P Global Ratings
lowered its rating on Overland Park, Kan., less-than-truckload and
logistics company, YRC Worldwide Inc. to 'CCC+' from 'B-'. "The
downgrade reflects our view that YRC Worldwide Inc.'s 2020
operating prospects will be weaker than previously expected due to
the coronavirus pandemic, which leads us to believe that its
capital structure may be unsustainable over the long term," S&P
said.
Also in April 2020, Moody's Investors Service downgraded the
ratings of YRC Worldwide Inc., including the Corporate Family
Rating to Caa1 from B2. Moody's said the rapid and widening spread
of the coronavirus outbreak, deteriorating global economic outlook,
falling oil prices, and asset price declines are creating a severe
and extensive credit shock across many sectors, regions and
markets.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABBVIE INC ABBV US 91,199.0 (7,415.0) 35,287.0
ABBVIE INC 4AB GR 91,199.0 (7,415.0) 35,287.0
ABBVIE INC ABBV SW 91,199.0 (7,415.0) 35,287.0
ABBVIE INC ABBV* MM 91,199.0 (7,415.0) 35,287.0
ABBVIE INC 4AB TE 91,199.0 (7,415.0) 35,287.0
ABBVIE INC ABBV AV 91,199.0 (7,415.0) 35,287.0
ABBVIE INC 4AB GZ 91,199.0 (7,415.0) 35,287.0
ABBVIE INC 4AB TH 91,199.0 (7,415.0) 35,287.0
ABBVIE INC ABBVEUR EU 91,199.0 (7,415.0) 35,287.0
ABBVIE INC 4AB QT 91,199.0 (7,415.0) 35,287.0
ABBVIE INC-BDR ABBV34 BZ 91,199.0 (7,415.0) 35,287.0
ABSOLUTE SOFTWRE ALSWF US 108.7 (44.7) (26.3)
ABSOLUTE SOFTWRE ABT CN 108.7 (44.7) (26.3)
ABSOLUTE SOFTWRE OU1 GR 108.7 (44.7) (26.3)
ABSOLUTE SOFTWRE ABT2EUR EU 108.7 (44.7) (26.3)
ACCELERATE DIAGN 1A8 GR 120.0 (22.9) 100.1
ACCELERATE DIAGN AXDX US 120.0 (22.9) 100.1
ACCELERATE DIAGN 1A8 SW 120.0 (22.9) 100.1
ACCELERATE DIAGN AXDX* MM 120.0 (22.9) 100.1
ADAPTHEALTH CORP AHCO US 661.8 (29.4) 3.4
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICA'S CAR-MA HC9 GR 562.1 (246.9) 447.6
AMERICA'S CAR-MA CRMTEUR EU 562.1 (246.9) 447.6
AMERICA'S CAR-MA CRMT US 562.1 (246.9) 447.6
AMERICAN AIR-BDR AALL34 BZ 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE AAL TE 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE A1G SW 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE A1G GZ 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE AAL11EUR EU 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE AAL AV 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE A1G QT 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE AAL US 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE AAL* MM 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE A1G GR 58,580.0 (2,636.0) (12,038.0)
AMERICAN AIRLINE A1G TH 58,580.0 (2,636.0) (12,038.0)
AMYRIS INC AMRS US 167.3 (176.1) (107.3)
AMYRIS INC 3A01 GR 167.3 (176.1) (107.3)
AMYRIS INC 3A01 TH 167.3 (176.1) (107.3)
AMYRIS INC 3A01 QT 167.3 (176.1) (107.3)
AMYRIS INC AMRSEUR EU 167.3 (176.1) (107.3)
AQUESTIVE THERAP AQST US 64.5 (20.8) 35.7
AUTODESK I - BDR A1UT34 BZ 6,179.3 (139.1) (559.9)
AUTODESK INC AUD GR 6,179.3 (139.1) (559.9)
AUTODESK INC ADSK US 6,179.3 (139.1) (559.9)
AUTODESK INC AUD TH 6,179.3 (139.1) (559.9)
AUTODESK INC ADSKEUR EU 6,179.3 (139.1) (559.9)
AUTODESK INC ADSK TE 6,179.3 (139.1) (559.9)
AUTODESK INC AUD GZ 6,179.3 (139.1) (559.9)
AUTODESK INC ADSK AV 6,179.3 (139.1) (559.9)
AUTODESK INC ADSK* MM 6,179.3 (139.1) (559.9)
AUTODESK INC AUD QT 6,179.3 (139.1) (559.9)
AUTOZONE INC AZ5 TH 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZ5 GR 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZ5 GZ 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZO US 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZO AV 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZ5 TE 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZO* MM 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZOEUR EU 12,863.7 (1,711.1) (479.0)
AUTOZONE INC AZ5 QT 12,863.7 (1,711.1) (479.0)
AVID TECHNOLOGY AVID US 308.4 (161.5) 11.8
AVID TECHNOLOGY AVD GR 308.4 (161.5) 11.8
BENEFITFOCUS INC BNFTEUR EU 313.6 (42.5) 102.0
BENEFITFOCUS INC BNFT US 313.6 (42.5) 102.0
BENEFITFOCUS INC BTF GR 313.6 (42.5) 102.0
BLOOM ENERGY C-A 1ZB GR 1,312.6 (259.2) 177.2
BLOOM ENERGY C-A BE1EUR EU 1,312.6 (259.2) 177.2
BLOOM ENERGY C-A 1ZB QT 1,312.6 (259.2) 177.2
BLOOM ENERGY C-A 1ZB TH 1,312.6 (259.2) 177.2
BLOOM ENERGY C-A BE US 1,312.6 (259.2) 177.2
BLUE BIRD CORP 4RB GR 396.1 (65.1) 24.8
BLUE BIRD CORP 4RB GZ 396.1 (65.1) 24.8
BLUE BIRD CORP BLBDEUR EU 396.1 (65.1) 24.8
BLUE BIRD CORP BLBD US 396.1 (65.1) 24.8
BOEING CO-BDR BOEI34 BZ 143,075.0 (9,360.0) 16,509.0
BOEING CO-CED BA AR 143,075.0 (9,360.0) 16,509.0
BOEING CO-CED BAD AR 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BAEUR EU 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA EU 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BCO GR 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BOE LN 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BCO TH 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BOEI BB 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA US 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA SW 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA* MM 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA TE 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA CI 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BAUSD SW 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BCO GZ 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BA AV 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE BCO QT 143,075.0 (9,360.0) 16,509.0
BOEING CO/THE TR TCXBOE AU 143,075.0 (9,360.0) 16,509.0
BOMBARDIER INC-B BBDBN MM 24,127.0 (5,365.0) (1,093.0)
BRINKER INTL BKJ GR 2,585.4 (574.7) (204.7)
BRINKER INTL EAT US 2,585.4 (574.7) (204.7)
BRINKER INTL EAT2EUR EU 2,585.4 (574.7) (204.7)
BRINKER INTL BKJ QT 2,585.4 (574.7) (204.7)
BRP INC/CA-SUB V DOO CN 3,767.1 (589.7) (211.9)
BRP INC/CA-SUB V B15A GR 3,767.1 (589.7) (211.9)
BRP INC/CA-SUB V DOOO US 3,767.1 (589.7) (211.9)
BRP INC/CA-SUB V B15A GZ 3,767.1 (589.7) (211.9)
BRP INC/CA-SUB V DOOEUR EU 3,767.1 (589.7) (211.9)
CADIZ INC CDZI US 74.1 (19.7) 6.7
CADIZ INC CDZIEUR EU 74.1 (19.7) 6.7
CADIZ INC 2ZC GR 74.1 (19.7) 6.7
CAMPING WORLD-A CWH US 3,402.6 (184.4) 378.4
CAMPING WORLD-A C83 GR 3,402.6 (184.4) 378.4
CAMPING WORLD-A CWHEUR EU 3,402.6 (184.4) 378.4
CAMPING WORLD-A C83 TH 3,402.6 (184.4) 378.4
CAMPING WORLD-A C83 QT 3,402.6 (184.4) 378.4
CATASYS INC CATS US 22.9 (27.5) 4.4
CATASYS INC HY1N GR 22.9 (27.5) 4.4
CATASYS INC CATSEUR EU 22.9 (27.5) 4.4
CATASYS INC HY1N GZ 22.9 (27.5) 4.4
CDK GLOBAL INC C2G QT 2,964.8 (621.2) 315.2
CDK GLOBAL INC CDK* MM 2,964.8 (621.2) 315.2
CDK GLOBAL INC C2G TH 2,964.8 (621.2) 315.2
CDK GLOBAL INC CDKEUR EU 2,964.8 (621.2) 315.2
CDK GLOBAL INC C2G GR 2,964.8 (621.2) 315.2
CDK GLOBAL INC CDK US 2,964.8 (621.2) 315.2
CEDAR FAIR LP FUN1EUR EU 2,389.5 (274.2) (84.9)
CEDAR FAIR LP FUN US 2,389.5 (274.2) (84.9)
CHESAPEAKE E-BDR CHKE34 BZ 7,808.0 (3,924.0) (442.0)
CHESAPEAKE ENERG CHK* MM 7,808.0 (3,924.0) (442.0)
CHEWY INC- CL A CHWY US 932.3 (404.0) (470.7)
CHOICE HOTELS CHH US 1,704.0 (43.9) 275.9
CHOICE HOTELS CZH GR 1,704.0 (43.9) 275.9
CINCINNATI BELL CBB US 2,599.6 (188.7) (124.9)
CINCINNATI BELL CIB1 GR 2,599.6 (188.7) (124.9)
CINCINNATI BELL CBBEUR EU 2,599.6 (188.7) (124.9)
CITRIX SYS BDR C1TX34 BZ 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTX TH 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXS US 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTX GR 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXS TE 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXS* MM 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTX GZ 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXS AV 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXSEUR EU 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTX QT 4,331.2 (218.9) (413.0)
CITRIX SYSTEMS CTXS SW 4,331.2 (218.9) (413.0)
CLOVIS ONCOLOGY C6O GR 601.8 (127.0) 179.1
CLOVIS ONCOLOGY CLVS US 601.8 (127.0) 179.1
CLOVIS ONCOLOGY C6O QT 601.8 (127.0) 179.1
CLOVIS ONCOLOGY C6O TH 601.8 (127.0) 179.1
CLOVIS ONCOLOGY CLVSEUR EU 601.8 (127.0) 179.1
COGENT COMMUNICA CCOI US 913.6 (222.2) 366.4
COGENT COMMUNICA OGM1 GR 913.6 (222.2) 366.4
COGENT COMMUNICA CCOIEUR EU 913.6 (222.2) 366.4
COGENT COMMUNICA CCOI* MM 913.6 (222.2) 366.4
COMMUNITY HEALTH CG5 QT 15,445.0 (1,634.0) 1,195.0
COMMUNITY HEALTH CYH1EUR EU 15,445.0 (1,634.0) 1,195.0
COMMUNITY HEALTH CYH US 15,445.0 (1,634.0) 1,195.0
CYTODYN INC CYDY US 38.8 (4.4) (16.4)
CYTOKINETICS INC CYTK US 256.6 (45.7) 205.2
CYTOKINETICS INC KK3A GR 256.6 (45.7) 205.2
CYTOKINETICS INC KK3A TH 256.6 (45.7) 205.2
CYTOKINETICS INC CYTKEUR EU 256.6 (45.7) 205.2
CYTOKINETICS INC KK3A QT 256.6 (45.7) 205.2
DELEK LOGISTICS DKL US 946.2 (44.4) (0.0)
DENNY'S CORP DENN US 484.1 (200.5) 5.5
DENNY'S CORP DENNEUR EU 484.1 (200.5) 5.5
DENNY'S CORP DE8 GR 484.1 (200.5) 5.5
DIEBOLD NIXDORF DBD SW 3,838.8 (710.6) 399.7
DIEBOLD NIXDORF DBD GR 3,838.8 (710.6) 399.7
DIEBOLD NIXDORF DBD US 3,838.8 (710.6) 399.7
DIEBOLD NIXDORF DBDEUR EU 3,838.8 (710.6) 399.7
DIEBOLD NIXDORF DLD TH 3,838.8 (710.6) 399.7
DIEBOLD NIXDORF DLD QT 3,838.8 (710.6) 399.7
DINE BRANDS GLOB DIN US 2,185.5 (236.4) 209.4
DINE BRANDS GLOB IHP GR 2,185.5 (236.4) 209.4
DOLLARAMA INC DOL CN 3,716.5 (92.2) (328.0)
DOLLARAMA INC DR3 GR 3,716.5 (92.2) (328.0)
DOLLARAMA INC DLMAF US 3,716.5 (92.2) (328.0)
DOLLARAMA INC DR3 GZ 3,716.5 (92.2) (328.0)
DOLLARAMA INC DOLEUR EU 3,716.5 (92.2) (328.0)
DOLLARAMA INC DR3 TH 3,716.5 (92.2) (328.0)
DOLLARAMA INC DR3 QT 3,716.5 (92.2) (328.0)
DOMINO'S PIZZA EZV TH 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA EZV SW 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA DPZEUR EU 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA EZV GZ 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA EZV GR 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA DPZ US 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA DPZ AV 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA DPZ* MM 1,389.9 (3,392.2) 342.2
DOMINO'S PIZZA EZV QT 1,389.9 (3,392.2) 342.2
DOMO INC- CL B DOMOEUR EU 216.7 (49.2) 18.2
DOMO INC- CL B 1ON GZ 216.7 (49.2) 18.2
DOMO INC- CL B 1ON TH 216.7 (49.2) 18.2
DOMO INC- CL B DOMO US 216.7 (49.2) 18.2
DOMO INC- CL B 1ON GR 216.7 (49.2) 18.2
DUNKIN' BRANDS G DNKN US 3,877.3 (636.3) 287.2
DUNKIN' BRANDS G 2DB TH 3,877.3 (636.3) 287.2
DUNKIN' BRANDS G 2DB GZ 3,877.3 (636.3) 287.2
DUNKIN' BRANDS G 2DB QT 3,877.3 (636.3) 287.2
DUNKIN' BRANDS G DNKNEUR EU 3,877.3 (636.3) 287.2
DUNKIN' BRANDS G 2DB GR 3,877.3 (636.3) 287.2
EMISPHERE TECH EMIS US 5.2 (155.3) (1.4)
ESPERION THERAPE ESPR US 179.6 (50.2) 99.2
ESPERION THERAPE 0ET TH 179.6 (50.2) 99.2
ESPERION THERAPE ESPREUR EU 179.6 (50.2) 99.2
ESPERION THERAPE 0ET QT 179.6 (50.2) 99.2
ESPERION THERAPE 0ET GR 179.6 (50.2) 99.2
FLEXION THERAPEU F02 TH 204.6 (52.3) 145.7
FLEXION THERAPEU FLXNEUR EU 204.6 (52.3) 145.7
FLEXION THERAPEU F02 QT 204.6 (52.3) 145.7
FLEXION THERAPEU FLXN US 204.6 (52.3) 145.7
FLEXION THERAPEU F02 GR 204.6 (52.3) 145.7
FRONTDOOR IN FTDR US 1,291.0 (178.0) 113.0
FRONTDOOR IN 3I5 GR 1,291.0 (178.0) 113.0
FRONTDOOR IN FTDREUR EU 1,291.0 (178.0) 113.0
GLOBALSCAPE INC 32X GR 36.6 (32.7) (5.5)
GLOBALSCAPE INC GSB US 36.6 (32.7) (5.5)
GNC HOLDINGS INC GNC* MM 1,416.0 (191.0) (631.5)
GOLDEN STAR RES GSC CN 375.5 (30.9) (27.6)
GOOSEHEAD INSU-A GSHD US 75.9 (30.0) 13.9
GOOSEHEAD INSU-A GSHDEUR EU 75.9 (30.0) 13.9
GOOSEHEAD INSU-A 2OX GR 75.9 (30.0) 13.9
GRAFTECH INTERNA EAF US 1,534.2 (680.4) 483.6
GRAFTECH INTERNA G6G TH 1,534.2 (680.4) 483.6
GRAFTECH INTERNA EAFEUR EU 1,534.2 (680.4) 483.6
GRAFTECH INTERNA G6G GR 1,534.2 (680.4) 483.6
GRAFTECH INTERNA G6G QT 1,534.2 (680.4) 483.6
GRAFTECH INTERNA G6G GZ 1,534.2 (680.4) 483.6
GREENSKY INC-A GSKY US 938.4 (213.5) 248.0
H&R BLOCK INC HRB TH 3,452.4 (318.4) (35.7)
H&R BLOCK INC HRB US 3,452.4 (318.4) (35.7)
H&R BLOCK INC HRB GR 3,452.4 (318.4) (35.7)
H&R BLOCK INC HRB QT 3,452.4 (318.4) (35.7)
H&R BLOCK INC HRBEUR EU 3,452.4 (318.4) (35.7)
HANGER INC HNGR US 869.2 (16.0) 163.1
HANGER INC HO8 GR 869.2 (16.0) 163.1
HANGER INC HNGREUR EU 869.2 (16.0) 163.1
HCA HEALTHC-BDR H1CA34 BZ 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I 2BH TH 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I HCA US 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I 2BH GR 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I HCA* MM 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I HCAEUR EU 45,421.0 (703.0) 3,997.0
HCA HEALTHCARE I 2BH TE 45,421.0 (703.0) 3,997.0
HERBALIFE NUTRIT HOO GR 2,715.3 (388.5) 587.3
HERBALIFE NUTRIT HLF US 2,715.3 (388.5) 587.3
HERBALIFE NUTRIT HOO TH 2,715.3 (388.5) 587.3
HERBALIFE NUTRIT HOO GZ 2,715.3 (388.5) 587.3
HERBALIFE NUTRIT HLFEUR EU 2,715.3 (388.5) 587.3
HERBALIFE NUTRIT HOO QT 2,715.3 (388.5) 587.3
HEWLETT-CEDEAR HPQC AR 31,656.0 (1,634.0) (6,390.0)
HEWLETT-CEDEAR HPQD AR 31,656.0 (1,634.0) (6,390.0)
HEWLETT-CEDEAR HPQ AR 31,656.0 (1,634.0) (6,390.0)
HILTON WORLD-BDR H1LT34 BZ 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HI91 SW 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HLT* MM 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HLT US 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HLTEUR EU 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HLTW AV 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HI91 TE 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HI91 TH 15,788.0 (904.0) 929.0
HILTON WORLDWIDE HI91 GR 15,788.0 (904.0) 929.0
HOME DEPOT - BDR HOME34 BZ 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD TE 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDI TH 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDI GR 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD US 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD* MM 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD CI 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDUSD SW 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDI GZ 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD AV 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC 0R1G LN 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDEUR EU 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HDI QT 58,737.0 (3,490.0) 3,929.0
HOME DEPOT INC HD SW 58,737.0 (3,490.0) 3,929.0
HOME DEPOT-CED HDD AR 58,737.0 (3,490.0) 3,929.0
HOME DEPOT-CED HDC AR 58,737.0 (3,490.0) 3,929.0
HOME DEPOT-CED HD AR 58,737.0 (3,490.0) 3,929.0
HP COMPANY-BDR HPQB34 BZ 31,656.0 (1,634.0) (6,390.0)
HP INC 7HP TH 31,656.0 (1,634.0) (6,390.0)
HP INC 7HP GR 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ US 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ TE 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ CI 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ* MM 31,656.0 (1,634.0) (6,390.0)
HP INC HPQUSD SW 31,656.0 (1,634.0) (6,390.0)
HP INC HPQEUR EU 31,656.0 (1,634.0) (6,390.0)
HP INC 7HP GZ 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ AV 31,656.0 (1,634.0) (6,390.0)
HP INC HWP QT 31,656.0 (1,634.0) (6,390.0)
HP INC HPQ SW 31,656.0 (1,634.0) (6,390.0)
IAA INC IAA US 2,215.5 (103.6) 256.2
IAA INC 3NI GR 2,215.5 (103.6) 256.2
IAA INC IAA-WEUR EU 2,215.5 (103.6) 256.2
IMMUNOGEN INC IMGN US 298.8 (4.1) 185.2
IMMUNOGEN INC IMU TH 298.8 (4.1) 185.2
IMMUNOGEN INC IMU GR 298.8 (4.1) 185.2
IMMUNOGEN INC IMGNEUR EU 298.8 (4.1) 185.2
IMMUNOGEN INC IMU GZ 298.8 (4.1) 185.2
IMMUNOGEN INC IMU QT 298.8 (4.1) 185.2
IMMUNOGEN INC IMGN* MM 298.8 (4.1) 185.2
IMV INC IMV CN 15.3 (2.4) 4.6
IMV INC IMV US 15.3 (2.4) 4.6
IMV INC 5IV1 GR 15.3 (2.4) 4.6
IMV INC IMV1EUR EU 15.3 (2.4) 4.6
INSPERITY INC NSP US 1,522.4 (3.3) 190.8
INSPERITY INC ASF GR 1,522.4 (3.3) 190.8
INTERCEPT PHARMA ICPT US 662.4 (34.7) 478.2
INTERCEPT PHARMA I4P GR 662.4 (34.7) 478.2
INTERCEPT PHARMA I4P QT 662.4 (34.7) 478.2
INTERCEPT PHARMA ICPT* MM 662.4 (34.7) 478.2
INTERCEPT PHARMA I4P TH 662.4 (34.7) 478.2
IRONWOOD PHARMAC I76 GR 404.0 (71.6) 306.3
IRONWOOD PHARMAC I76 TH 404.0 (71.6) 306.3
IRONWOOD PHARMAC IRWD US 404.0 (71.6) 306.3
IRONWOOD PHARMAC IRWDEUR EU 404.0 (71.6) 306.3
IRONWOOD PHARMAC I76 QT 404.0 (71.6) 306.3
JACK IN THE BOX JBX GR 1,861.3 (876.9) (79.8)
JACK IN THE BOX JACK US 1,861.3 (876.9) (79.8)
JACK IN THE BOX JBX GZ 1,861.3 (876.9) (79.8)
JACK IN THE BOX JBX QT 1,861.3 (876.9) (79.8)
JACK IN THE BOX JACK1EUR EU 1,861.3 (876.9) (79.8)
JOSEMARIA RESOUR JOSES I2 22.3 (36.4) (27.2)
JOSEMARIA RESOUR JOSE SS 22.3 (36.4) (27.2)
JOSEMARIA RESOUR NGQSEK EU 22.3 (36.4) (27.2)
JOSEMARIA RESOUR JOSES IX 22.3 (36.4) (27.2)
JOSEMARIA RESOUR JOSES EB 22.3 (36.4) (27.2)
KONTOOR BRAND KTB US 1,901.8 (18.5) 893.1
KONTOOR BRAND 3KO TH 1,901.8 (18.5) 893.1
KONTOOR BRAND 3KO GR 1,901.8 (18.5) 893.1
KONTOOR BRAND KTBEUR EU 1,901.8 (18.5) 893.1
KONTOOR BRAND 3KO QT 1,901.8 (18.5) 893.1
KONTOOR BRAND 3KO GZ 1,901.8 (18.5) 893.1
L BRANDS INC LTD TH 9,438.6 (1,859.6) 165.6
L BRANDS INC LTD GR 9,438.6 (1,859.6) 165.6
L BRANDS INC LB US 9,438.6 (1,859.6) 165.6
L BRANDS INC LTD SW 9,438.6 (1,859.6) 165.6
L BRANDS INC LBRA AV 9,438.6 (1,859.6) 165.6
L BRANDS INC LBEUR EU 9,438.6 (1,859.6) 165.6
L BRANDS INC LB* MM 9,438.6 (1,859.6) 165.6
L BRANDS INC LTD QT 9,438.6 (1,859.6) 165.6
L BRANDS INC-BDR LBRN34 BZ 9,438.6 (1,859.6) 165.6
LA JOLLA PHARM LJPC US 118.2 (61.7) 70.1
LA JOLLA PHARM LJPP TH 118.2 (61.7) 70.1
LA JOLLA PHARM LJPP QT 118.2 (61.7) 70.1
LA JOLLA PHARM LJPP GR 118.2 (61.7) 70.1
LENNOX INTL INC LXI GR 2,128.4 (318.3) 330.5
LENNOX INTL INC LII US 2,128.4 (318.3) 330.5
LENNOX INTL INC LII* MM 2,128.4 (318.3) 330.5
LENNOX INTL INC LXI TH 2,128.4 (318.3) 330.5
LENNOX INTL INC LII1EUR EU 2,128.4 (318.3) 330.5
LIVEXLIVE MEDIA LIVX US 55.0 (1.9) (21.9)
MARRIOTT - BDR M1TT34 BZ 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAQ TH 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAQ GR 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAR US 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAQ SW 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAR TE 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAQ GZ 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAREUR EU 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAR AV 25,549.0 (20.0) (2,467.0)
MARRIOTT INTL-A MAQ QT 25,549.0 (20.0) (2,467.0)
MASCO CORP MSQ TH 4,840.0 (165.0) 1,241.0
MASCO CORP MSQ GZ 4,840.0 (165.0) 1,241.0
MASCO CORP MAS US 4,840.0 (165.0) 1,241.0
MASCO CORP MSQ GR 4,840.0 (165.0) 1,241.0
MASCO CORP MSQ QT 4,840.0 (165.0) 1,241.0
MASCO CORP MAS1EUR EU 4,840.0 (165.0) 1,241.0
MASCO CORP MAS* MM 4,840.0 (165.0) 1,241.0
MCDONALD'S CORP TCXMCD AU 50,568.0 (9,293.4) 3,569.1
MCDONALDS - BDR MCDC34 BZ 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD TE 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD SW 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD US 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MDO GR 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD* MM 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD CI 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCDUSD SW 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCDEUR EU 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MDO GZ 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCD AV 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP 0R16 LN 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MDO TH 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MDO QT 50,568.0 (9,293.4) 3,569.1
MCDONALDS CORP MCDUSD EU 50,568.0 (9,293.4) 3,569.1
MCDONALDS-CEDEAR MCD AR 50,568.0 (9,293.4) 3,569.1
MCDONALDS-CEDEAR MCDC AR 50,568.0 (9,293.4) 3,569.1
MCDONALDS-CEDEAR MCDD AR 50,568.0 (9,293.4) 3,569.1
MERCER PARK BR-A MRCQF US 408.6 (2.8) 4.1
MERCER PARK BR-A BRND/A/U CN 408.6 (2.8) 4.1
MILESTONE MEDICA MMD PW 0.6 (13.9) (13.9)
MILESTONE MEDICA MMDPLN EU 0.6 (13.9) (13.9)
MOTOROLA SOL-BDR M1SI34 BZ 10,716.0 (930.0) 602.0
MOTOROLA SOL-CED MSI AR 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MTLA TH 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MOT TE 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MSI US 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MTLA GR 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MSI1EUR EU 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MTLA GZ 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MOSI AV 10,716.0 (930.0) 602.0
MOTOROLA SOLUTIO MTLA QT 10,716.0 (930.0) 602.0
MSCI INC 3HM GR 3,911.8 (354.3) 821.5
MSCI INC MSCI US 3,911.8 (354.3) 821.5
MSCI INC 3HM SW 3,911.8 (354.3) 821.5
MSCI INC 3HM GZ 3,911.8 (354.3) 821.5
MSCI INC 3HM QT 3,911.8 (354.3) 821.5
MSCI INC MSCI* MM 3,911.8 (354.3) 821.5
MSCI INC-BDR M1SC34 BZ 3,911.8 (354.3) 821.5
MSG NETWORKS- A MSGN US 797.6 (612.0) 210.8
MSG NETWORKS- A MSGNEUR EU 797.6 (612.0) 210.8
MSG NETWORKS- A 1M4 QT 797.6 (612.0) 210.8
MSG NETWORKS- A 1M4 GR 797.6 (612.0) 210.8
MSG NETWORKS- A 1M4 TH 797.6 (612.0) 210.8
NATHANS FAMOUS NATH US 104.9 (64.2) 77.8
NATHANS FAMOUS NFA GR 104.9 (64.2) 77.8
NATHANS FAMOUS NATHEUR EU 104.9 (64.2) 77.8
NAVISTAR INTL IHR TH 6,363.0 (3,739.0) 1,256.0
NAVISTAR INTL NAVEUR EU 6,363.0 (3,739.0) 1,256.0
NAVISTAR INTL NAV US 6,363.0 (3,739.0) 1,256.0
NAVISTAR INTL IHR GR 6,363.0 (3,739.0) 1,256.0
NAVISTAR INTL IHR QT 6,363.0 (3,739.0) 1,256.0
NAVISTAR INTL IHR GZ 6,363.0 (3,739.0) 1,256.0
NEW ENG RLTY-LP NEN US 294.7 (38.0) -
NOVAVAX INC NVV1 TH 328.1 (24.0) 236.3
NOVAVAX INC NVV1 GZ 328.1 (24.0) 236.3
NOVAVAX INC NVAXEUR EU 328.1 (24.0) 236.3
NOVAVAX INC NVAX US 328.1 (24.0) 236.3
NOVAVAX INC NVV1 GR 328.1 (24.0) 236.3
NUNZIA PHARMACEU NUNZ US 0.1 (3.2) (2.5)
NUTANIX INC - A 0NU SW 1,863.3 (66.1) 467.0
NUTANIX INC - A 0NU GZ 1,863.3 (66.1) 467.0
NUTANIX INC - A 0NU GR 1,863.3 (66.1) 467.0
NUTANIX INC - A NTNXEUR EU 1,863.3 (66.1) 467.0
NUTANIX INC - A 0NU TH 1,863.3 (66.1) 467.0
NUTANIX INC - A 0NU QT 1,863.3 (66.1) 467.0
NUTANIX INC - A NTNX US 1,863.3 (66.1) 467.0
OCULAR THERAPEUT 0OT GZ 72.9 (10.7) 44.0
OCULAR THERAPEUT OCULEUR EU 72.9 (10.7) 44.0
OCULAR THERAPEUT 0OT TH 72.9 (10.7) 44.0
OCULAR THERAPEUT 0OT GR 72.9 (10.7) 44.0
OCULAR THERAPEUT OCUL US 72.9 (10.7) 44.0
OMEROS CORP 3O8 GR 118.2 (131.9) 27.7
OMEROS CORP OMER US 118.2 (131.9) 27.7
OMEROS CORP 3O8 QT 118.2 (131.9) 27.7
OMEROS CORP 3O8 TH 118.2 (131.9) 27.7
OMEROS CORP OMEREUR EU 118.2 (131.9) 27.7
OTIS WORLDWI OTIS US 9,524.0 (4,189.0) 159.0
OTIS WORLDWI 4PG GR 9,524.0 (4,189.0) 159.0
OTIS WORLDWI 4PG GZ 9,524.0 (4,189.0) 159.0
OTIS WORLDWI OTISEUR EU 9,524.0 (4,189.0) 159.0
OTIS WORLDWI OTIS* MM 9,524.0 (4,189.0) 159.0
OTIS WORLDWI 4PG TH 9,524.0 (4,189.0) 159.0
OTIS WORLDWI 4PG QT 9,524.0 (4,189.0) 159.0
PAPA JOHN'S INTL PZZA US 718.3 (68.4) (30.5)
PAPA JOHN'S INTL PP1 GR 718.3 (68.4) (30.5)
PAPA JOHN'S INTL PP1 SW 718.3 (68.4) (30.5)
PAPA JOHN'S INTL PZZAEUR EU 718.3 (68.4) (30.5)
PAPA JOHN'S INTL PP1 GZ 718.3 (68.4) (30.5)
PARATEK PHARMACE N4CN GR 233.7 (55.2) 183.9
PARATEK PHARMACE N4CN TH 233.7 (55.2) 183.9
PARATEK PHARMACE PRTK US 233.7 (55.2) 183.9
PHILIP MORRI-BDR PHMO34 BZ 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PM1EUR EU 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PMI SW 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN 4I1 GR 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PM US 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PM1CHF EU 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN 4I1 TH 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PM1 TE 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN 0M8V LN 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PMOR AV 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PMIZ IX 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PMIZ EB 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN 4I1 GZ 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN PM* MM 37,494.0 (11,063.0) 277.0
PHILIP MORRIS IN 4I1 QT 37,494.0 (11,063.0) 277.0
PLANET FITNESS-A 3PL QT 1,875.6 (692.2) 484.3
PLANET FITNESS-A PLNT1EUR EU 1,875.6 (692.2) 484.3
PLANET FITNESS-A PLNT US 1,875.6 (692.2) 484.3
PLANET FITNESS-A 3PL TH 1,875.6 (692.2) 484.3
PLANET FITNESS-A 3PL GR 1,875.6 (692.2) 484.3
PPD INC PPD US 5,814.8 (1,047.2) 212.3
QUANTUM CORP QMCO US 165.3 (195.5) (16.1)
QUANTUM CORP QNT2 GR 165.3 (195.5) (16.1)
QUANTUM CORP QTM1EUR EU 165.3 (195.5) (16.1)
RADIUS HEALTH IN RDUS US 201.6 (74.2) 124.6
RADIUS HEALTH IN 1R8 SW 201.6 (74.2) 124.6
RADIUS HEALTH IN 1R8 TH 201.6 (74.2) 124.6
RADIUS HEALTH IN RDUSEUR EU 201.6 (74.2) 124.6
RADIUS HEALTH IN 1R8 QT 201.6 (74.2) 124.6
RADIUS HEALTH IN 1R8 GR 201.6 (74.2) 124.6
REC SILICON ASA RECO I2 280.6 (9.8) (2.7)
REC SILICON ASA RECO PO 280.6 (9.8) (2.7)
REC SILICON ASA RECO S2 280.6 (9.8) (2.7)
REVLON INC-A RVL1 GR 2,779.6 (1,435.8) (447.5)
REVLON INC-A REV US 2,779.6 (1,435.8) (447.5)
REVLON INC-A REV* MM 2,779.6 (1,435.8) (447.5)
REVLON INC-A RVL1 TH 2,779.6 (1,435.8) (447.5)
REVLON INC-A REVEUR EU 2,779.6 (1,435.8) (447.5)
RIMINI STREET IN RMNI US 201.3 (91.6) (89.0)
ROSETTA STONE IN RST US 182.6 (19.0) (70.2)
ROSETTA STONE IN RS8 TH 182.6 (19.0) (70.2)
ROSETTA STONE IN RS8 GR 182.6 (19.0) (70.2)
ROSETTA STONE IN RST1EUR EU 182.6 (19.0) (70.2)
SALLY BEAUTY HOL SBH US 2,921.2 (53.2) 533.2
SALLY BEAUTY HOL SBHEUR EU 2,921.2 (53.2) 533.2
SALLY BEAUTY HOL S7V GR 2,921.2 (53.2) 533.2
SBA COMM CORP SBJ TH 9,359.5 (4,302.8) (624.5)
SBA COMM CORP 4SB GZ 9,359.5 (4,302.8) (624.5)
SBA COMM CORP 4SB GR 9,359.5 (4,302.8) (624.5)
SBA COMM CORP SBAC US 9,359.5 (4,302.8) (624.5)
SBA COMM CORP SBAC* MM 9,359.5 (4,302.8) (624.5)
SBA COMM CORP SBACEUR EU 9,359.5 (4,302.8) (624.5)
SBA COMM CORP 4SB QT 9,359.5 (4,302.8) (624.5)
SCIENTIFIC GAMES TJW GZ 7,458.0 (2,358.0) 761.0
SCIENTIFIC GAMES SGMS US 7,458.0 (2,358.0) 761.0
SCIENTIFIC GAMES TJW GR 7,458.0 (2,358.0) 761.0
SCIENTIFIC GAMES TJW TH 7,458.0 (2,358.0) 761.0
SEALED AIR CORP SEE US 5,671.0 (181.9) 192.4
SEALED AIR CORP SDA GR 5,671.0 (181.9) 192.4
SEALED AIR CORP SEE1EUR EU 5,671.0 (181.9) 192.4
SEALED AIR CORP SDA TH 5,671.0 (181.9) 192.4
SEALED AIR CORP SDA QT 5,671.0 (181.9) 192.4
SELECTA BIOSCIEN 1S7 GR 88.8 (8.8) 44.4
SELECTA BIOSCIEN SELBEUR EU 88.8 (8.8) 44.4
SELECTA BIOSCIEN SELB US 88.8 (8.8) 44.4
SERES THERAPEUTI MCRB1EUR EU 110.6 (61.6) 36.4
SERES THERAPEUTI MCRB US 110.6 (61.6) 36.4
SERES THERAPEUTI 1S9 GR 110.6 (61.6) 36.4
SHELL MIDSTREAM SHLX US 1,988.0 (774.0) 311.0
SIRIUS XM HOLDIN RDO TH 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN RDO GR 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN SIRI US 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN SIRIEUR EU 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN RDO GZ 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN SIRI AV 10,935.0 (747.0) (2,219.0)
SIRIUS XM HOLDIN RDO QT 10,935.0 (747.0) (2,219.0)
SIX FLAGS ENTERT 6FE GR 2,720.5 (323.6) (168.7)
SIX FLAGS ENTERT SIXEUR EU 2,720.5 (323.6) (168.7)
SIX FLAGS ENTERT 6FE QT 2,720.5 (323.6) (168.7)
SIX FLAGS ENTERT SIX US 2,720.5 (323.6) (168.7)
SIX FLAGS ENTERT 6FE TH 2,720.5 (323.6) (168.7)
SLEEP NUMBER COR SNBR US 1,013.8 (155.9) (422.3)
SLEEP NUMBER COR SL2 GR 1,013.8 (155.9) (422.3)
SLEEP NUMBER COR SNBREUR EU 1,013.8 (155.9) (422.3)
SOCIAL CAPITAL IPOC/U US - - -
STARBUCKS CORP SRB TH 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX* MM 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SRB GR 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX CI 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX TE 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUXEUR EU 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX IM 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUXUSD SW 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SRB GZ 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX AV 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP 0QZH LI 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX PE 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX US 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SRB QT 27,478.9 (7,532.9) (2,515.9)
STARBUCKS CORP SBUX SW 27,478.9 (7,532.9) (2,515.9)
STARBUCKS-BDR SBUB34 BZ 27,478.9 (7,532.9) (2,515.9)
STARBUCKS-CEDEAR SBUX AR 27,478.9 (7,532.9) (2,515.9)
STARBUCKS-CEDEAR SBUXD AR 27,478.9 (7,532.9) (2,515.9)
TAILORED BRANDS TLRD* MM 2,419.0 (98.3) 206.4
TAUBMAN CENTERS TU8 GR 4,727.0 (241.7) -
TAUBMAN CENTERS TCO US 4,727.0 (241.7) -
TAUBMAN CENTERS TCO2EUR EU 4,727.0 (241.7) -
TG THERAPEUTICS TGTX US 101.8 (1.4) 24.9
TG THERAPEUTICS NKB2 TH 101.8 (1.4) 24.9
TG THERAPEUTICS NKB2 GR 101.8 (1.4) 24.9
TG THERAPEUTICS NKB2 QT 101.8 (1.4) 24.9
TRANSDIGM - BDR T1DG34 BZ 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP TDG US 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP T7D GR 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP TDG* MM 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP T7D TH 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP TDGEUR EU 16,635.0 (4,205.0) 3,544.0
TRANSDIGM GROUP T7D QT 16,635.0 (4,205.0) 3,544.0
TRIUMPH GROUP TG7 GR 2,625.4 (532.9) 212.9
TRIUMPH GROUP TGI US 2,625.4 (532.9) 212.9
TRIUMPH GROUP TGIEUR EU 2,625.4 (532.9) 212.9
UBIQUITI INC 3UB GR 620.6 (356.0) 305.0
UBIQUITI INC UI US 620.6 (356.0) 305.0
UBIQUITI INC 3UB GZ 620.6 (356.0) 305.0
UBIQUITI INC UBNTEUR EU 620.6 (356.0) 305.0
UNISYS CORP UIS US 2,971.6 (209.4) 572.4
UNISYS CORP UISEUR EU 2,971.6 (209.4) 572.4
UNISYS CORP UISCHF EU 2,971.6 (209.4) 572.4
UNISYS CORP USY1 TH 2,971.6 (209.4) 572.4
UNISYS CORP USY1 GR 2,971.6 (209.4) 572.4
UNISYS CORP UIS1 SW 2,971.6 (209.4) 572.4
UNISYS CORP USY1 GZ 2,971.6 (209.4) 572.4
UNISYS CORP USY1 QT 2,971.6 (209.4) 572.4
UNITI GROUP INC 8XC GR 5,014.1 (1,595.5) -
UNITI GROUP INC 8XC TH 5,014.1 (1,595.5) -
UNITI GROUP INC UNIT US 5,014.1 (1,595.5) -
VALVOLINE INC 0V4 GR 2,917.0 (237.0) 983.0
VALVOLINE INC 0V4 TH 2,917.0 (237.0) 983.0
VALVOLINE INC VVVEUR EU 2,917.0 (237.0) 983.0
VALVOLINE INC 0V4 QT 2,917.0 (237.0) 983.0
VALVOLINE INC VVV US 2,917.0 (237.0) 983.0
VECTOR GROUP LTD VGR GR 1,494.8 (719.0) 238.5
VECTOR GROUP LTD VGR US 1,494.8 (719.0) 238.5
VECTOR GROUP LTD VGREUR EU 1,494.8 (719.0) 238.5
VECTOR GROUP LTD VGR TH 1,494.8 (719.0) 238.5
VECTOR GROUP LTD VGR QT 1,494.8 (719.0) 238.5
VERISIGN INC VRS GR 1,753.9 (1,409.1) 229.8
VERISIGN INC VRSN US 1,753.9 (1,409.1) 229.8
VERISIGN INC VRSN* MM 1,753.9 (1,409.1) 229.8
VERISIGN INC VRSNEUR EU 1,753.9 (1,409.1) 229.8
VERISIGN INC VRS GZ 1,753.9 (1,409.1) 229.8
VERISIGN INC VRS TH 1,753.9 (1,409.1) 229.8
VERISIGN INC VRS QT 1,753.9 (1,409.1) 229.8
VERISIGN-CEDEAR VRSN AR 1,753.9 (1,409.1) 229.8
VIVINT SMART HOM VVNT US 2,670.4 (1,439.3) (275.6)
WATERS CORP WAZ TH 2,666.5 (338.0) 776.7
WATERS CORP WAT US 2,666.5 (338.0) 776.7
WATERS CORP WAZ GR 2,666.5 (338.0) 776.7
WATERS CORP WAT* MM 2,666.5 (338.0) 776.7
WATERS CORP WAZ QT 2,666.5 (338.0) 776.7
WATERS CORP WATEUR EU 2,666.5 (338.0) 776.7
WATERS CORP-BDR WATC34 BZ 2,666.5 (338.0) 776.7
WAYFAIR INC- A W US 2,751.4 (1,171.4) (215.7)
WAYFAIR INC- A 1WF QT 2,751.4 (1,171.4) (215.7)
WAYFAIR INC- A 1WF GZ 2,751.4 (1,171.4) (215.7)
WAYFAIR INC- A 1WF GR 2,751.4 (1,171.4) (215.7)
WAYFAIR INC- A 1WF TH 2,751.4 (1,171.4) (215.7)
WAYFAIR INC- A WEUR EU 2,751.4 (1,171.4) (215.7)
WESTERN UNION W3U GR 8,365.4 (149.7) (435.3)
WESTERN UNION W3U TH 8,365.4 (149.7) (435.3)
WESTERN UNION WU* MM 8,365.4 (149.7) (435.3)
WESTERN UNION WUEUR EU 8,365.4 (149.7) (435.3)
WESTERN UNION W3U GZ 8,365.4 (149.7) (435.3)
WESTERN UNION WU US 8,365.4 (149.7) (435.3)
WESTERN UNION W3U QT 8,365.4 (149.7) (435.3)
WIDEOPENWEST INC WU5 TH 2,494.7 (246.8) (90.6)
WIDEOPENWEST INC WU5 GR 2,494.7 (246.8) (90.6)
WIDEOPENWEST INC WU5 QT 2,494.7 (246.8) (90.6)
WIDEOPENWEST INC WOW1EUR EU 2,494.7 (246.8) (90.6)
WIDEOPENWEST INC WOW US 2,494.7 (246.8) (90.6)
WINGSTOP INC WING1EUR EU 188.5 (202.9) 7.6
WINGSTOP INC WING US 188.5 (202.9) 7.6
WINGSTOP INC EWG GR 188.5 (202.9) 7.6
WINMARK CORP WINA US 59.9 (29.8) 29.9
WINMARK CORP GBZ GR 59.9 (29.8) 29.9
WW INTERNATIONAL WW US 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WW6 GR 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WW6 SW 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WW6 GZ 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WTW AV 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WTWEUR EU 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WW6 QT 1,633.7 (700.8) (127.6)
WW INTERNATIONAL WW6 TH 1,633.7 (700.8) (127.6)
WYNDHAM DESTINAT WD5 GR 7,776.0 (891.0) 4,030.0
WYNDHAM DESTINAT WYND US 7,776.0 (891.0) 4,030.0
WYNDHAM DESTINAT WD5 TH 7,776.0 (891.0) 4,030.0
WYNDHAM DESTINAT WD5 SW 7,776.0 (891.0) 4,030.0
WYNDHAM DESTINAT WD5 QT 7,776.0 (891.0) 4,030.0
WYNDHAM DESTINAT WYNEUR EU 7,776.0 (891.0) 4,030.0
YUM! BRANDS -BDR YUMR34 BZ 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC TGR TH 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC TGR GR 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUM* MM 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUMUSD SW 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC TGR GZ 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUM US 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUM AV 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC TGR TE 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUMEUR EU 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC TGR QT 6,085.0 (8,229.0) 491.0
YUM! BRANDS INC YUM SW 6,085.0 (8,229.0) 491.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2020. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***