/raid1/www/Hosts/bankrupt/TCR_Public/200813.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, August 13, 2020, Vol. 24, No. 225
Headlines
10007 LIBERTY VIEW: Seeks to Hire Roger P. Croteau as Legal Counsel
203 WYCKOFF: Unsecured Creditors to Have 15% Recovery over 15 Years
3MB LLC: Voluntary Chapter 11 Case Summary
8920 EL DIABLO: Seeks to Hire Roger P. Croteau as Legal Counsel
929485 FLORIDA: Wants Until July 21 to File Amended Disclosure
ALBERTSONS COMPANIES: Moody's Rates New Sr. Unsecured Notes 'B2'
ASSET ENCHANCEMENT: Taps Atherton Galardi as Special Counsel
BEST VIDEO: Has Until Jan. 5, 2021 to File Plan & Disclosures
BLACK KNIGHT: Moody's Rates $750MM Senior Unsecured Notes 'Ba3'
BOY SCOUTS: Local Councils Face Lawsuits
BRADLEY INVESTMENTS: Cardinal Group Objects to Disclosure
BRUIN E&P: Seeks to Hire AlixPartners as Financial Advisor
BURNINDAYLIGHT LLC: Kim & Lisa Greer Object to Amended Disclosure
CATHERINE COURTS: Taps NRC Realty as Real Estate Broker
CATSKILL DISTILLING: EP Catskill Buying All Assets for $3 Million
CBAC PROPERTIES: Seeks to Hire Langley & Banack as Legal Counsel
CIVITAS HEALTH: Unsec. Creditors to Have 10% Recovery over 5 Years
CLEVELAND STREET: Aug. 26 Disclosure Motion Hearing Set
COASTAL INTERNATIONAL: AHAC Objects to Third Amended Disclosure
CORT & MEDAS: To File Amended Bid Procedures for Brooklyn Assets
CPES CALIFORNIA: Voluntary Chapter 11 Case Summary
CROSS FINANCIAL: Moody's Assigns B2 CFR, Outlook Stable
D J HARCEG TRUCKING: August 13 Plan Confirmation Hearing Set
DANCOR TRANSIT: Seeks to Hire Hankins & Company as Accountant
DEMLOW PRODUCTS: Aug. 28 Plan & Disclosure Hearing Set
EARLY BIRD FOODS: Has Until Nov. 12 to File Plan & Disclosures
EK-ONKAR ENTERPRISES: Seeks to Hire Breedlove Legal as Counsel
ELK CITY LODGING: Patel Buying Elk City Property for $1.7M Cash
FARM-RITE INC: Has Interim OK to Use Farm Credit Collateral
FENCEPOST PRODUCTIONS: CB Objects to Post-petition Financing Motion
FIBERCORR MILLS: Committee Hires Lewis Brisbois as Legal Counsel
FIRSTCASH INC: Moody's Affirms 'Ba1' Corp. Family Rating
GARY G. DEROSA: Custom Earth Buying Promissory Notes for $900K Cash
GNC HOLDINGS: Aug. 19 Hearing on Bid Procedures Order Modification
GOGO INC: Incurs $86 Million Net Loss in Second Quarter
GREENSBURG CONCRETE: Unsec. Creditors to Have 28% Recovery in Plan
HEARTLAND DENTAL: Moody's Rates $200MM First Lien Term Loan 'B3'
HERMITAGE OFFSHORE: Case Summary & 30 Largest Unsecured Creditors
HESS MIDSTREAM: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
HUDSON TECHNOLOGIES: Regains Compliance with Nasdaq Listing Rule
IFRESH INC: Lilly Deng Quits as VP Legal & Finance & Director
JASON INDUSTRIES: Seeks to Hire Epiq as Administrative Agent
JONES LEASE: Aug. 31 Plan & Disclosure Hearing Set
KRISTAL C. OWENS: $237K Sale of Wilkinsburg Property Confirmed
LOGMEIN INC: Moody's Rates $750MM Senior Secured Notes 'B1'
MASTER REPLICAS: Seeks to Tap Lare Law Firm as Special Counsel
MCD ENTERPRISES: Taps Bennett Weston, Rankin Law as Special Counsel
MEDICAL ASSOCIATES: Seeks to Hire Henry & O'Donnell as Counsel
MEDICAL ASSOCIATES: Seeks to Tap Rubino & Company as Accountant
MOUNT JOY BAPTIST: Aug. 19 Disclosure Statement Hearing Set
MUNCHERY INC: Aug. 20 Combined Plan & Disclosure Hearing Set
NORTONLIFELOCK INC: Fitch Alters Outlook on BB+ LT IDR to Stable
OMAGINE INC: Seeks Approval to Tap Rotbert Business Law as Counsel
ONEWEB GLOBAL: Revival Concerns Astronomers
PAPS CAB: Has Until March 26, 2021 to File Plan & Disclosures
PERMIAN HOLDCO 1: May Reply to Objection to Assets Bid Procedures
PERMIAN HOLDCO 1: New Mountain May Reply to Assets Bid Procedures
PETSWAY INC: May Use OakStar Cash Collateral Thru August 31
PIONEER NURSERY: August 19 Disclosure Statement Hearing Set
PLUS THERAPEUTICS: Incurs $1.84 Million Net Loss in Second Quarter
PRA GROUP: Fitch Assigns BB+ LongTerm IDR, Outlook Stable
PRA GROUP: Moody's Assigns 'Ba1' Corp. Family Rating
PRECISION HOTEL: Aug. 26 Plan Confirmation Hearing Set
PREMIERE JEWELLERY: Trustee Hires DaHui Lawyers as Special Counsel
PREMIERE JEWELLERY: Trustee Taps Getzler as Financial Advisor
PREMIERE JEWELLERY: Trustee Taps Klestadt Winters as Legal Counsel
PROGISTIC CARRIERS: OK'd to Send Plan to Creditors for Voting
RADHA KRISHN: Hires Radiance Investment as Real Estate Broker
RE PALM SPRINGS: Sets Bidding Procedures for Palm Springs Hotel
REGIONAL HEALTH: Posts $1.84 Million Net Loss in Second Quarter
RIDGELINE TECHNOLOGY: Bank of the West Balks at Use of Collateral
RIOT BLOCKCHAIN: Incurs $10.6 Million Net Loss in Second Quarter
ROBERTS PROPERTY: Plan & Disclosure Hearing Reset to September 17
SABLE PERMIAN: Committee Seeks Approval to Hire Investment Banker
SABLE PERMIAN: Committee Taps Conway MacKenzie as Financial Advisor
SABLE PERMIAN: Committee Taps Paul Hastings as Legal Counsel
SAFE HARBOR: Wants Until Nov. 30 to File Plan & Disclosures
SCOTT & MIKE: Seeks Approval to Tap Calaiaro Valencik as Counsel
SCOTT C. GRAY: Selling Santa Rosa Residential Property for $940K
SEAWALK INVESTMENTS: Taps Gunn Chamberlain as Accountant
SENIOR PRO SERVICES: Seeks to Use Cash Collateral Thru Nov. 30
SINGLETARY ENTERPRISES: May Use Duforts' Cash Collateral
STANFORD JONES: Disclosure Hearing Continued to August 31
STEIN MART: Case Summary & 20 Largest Unsecured Creditors
SUMMITSOFT CORP: Encore Software Buying All Assets for $60K
SUNESIS PHARMACEUTICALS: Incurs $6.39 Million Net Loss in Q2
SUPER CALIDAD: Seeks to Hire Louis J. Esbin as Counsel
TARGA RESOURCE: Moody's Rates New Sr. Notes Due 2031 'Ba3'
TECHNIPLAS LLC: Debtor Winding Down; Liquidating Plan Filed
TEVOORTWIS DAIRY: TeVoortwis & Affiliates Object to GreenStone Plan
TRANS WORLD: Receives Noncompliance Notice from Nasdaq
V.E.G. INC: Aug. 13 Plan & Disclosure Hearing Set
VIDEO CORP: Aug. 25 Plan Confirmation Hearing Set
VILLA ABRIGO: Aug. 13 Disclosure Statement Hearing Set
VILLA ABRIGO: Plan to be Funded by Restaurant's Income
VIVUS INC: Unsec. Creditors to Receive 100% Under Prepackaged Plan
WILLIAMS SCOTMAN: Moody's Rates New $500MM Secured Notes 'B3'
WOODSTOCK REALTY: Aug. 13 Disclosure Statement Hearing Set
[*] Liquid Finance Helps Distressed Companies Restructure
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
10007 LIBERTY VIEW: Seeks to Hire Roger P. Croteau as Legal Counsel
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10007 Liberty View LLC seeks authority from the US Bankruptcy Court
for the District of Nevada to hire Roger P. Croteau & Associates,
Ltd. as its legal counsel.
The firm will provide the following services:
i. prepare schedules, statements, applications and reports for
which the services of an attorney are necessary;
ii. advise Debtor as to its rights and obligations in the
administration of its Chapter 11 case;
iii. assist Debtor in formulating a plan of reorganization and
in obtaining court approval of the plan;
iv. represent Debtor in all proceedings before the bankruptcy
court; and
v. represent Debtor in all negotiations and all other
functions typical of a bankruptcy of this nature.
The firm's hourly rates are as follows:
Roger P. Croteau, Esq. $400
Associate Attorney $300
Paralegal $125
Roger P. Croteau can be reached through:
Roger P. Croteau, Esq.
Timothy E. Rhoda, Esq.
Roger P. Croteau & Associates, Ltd.
2810 West Charleston Blvd, Suite 75
Las Vegas, NV 89102
Phone: (702) 254-7775
Fax: (702) 228-7719
Email: croteaulaw@croteaulaw.com
About 10007 Liberty View
10007 Liberty View LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 20-11233) on
March 3, 2020, listing under $1 million in both assets and
liabilities. Judge August B. Landis oversees the case. Roger P.
Croteau, Esq., at Roger P. Croteau & Associates Ltd, is Debtor's
legal counsel.
203 WYCKOFF: Unsecured Creditors to Have 15% Recovery over 15 Years
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203 Wyckoff, LLC filed with the U.S. Bankruptcy Court for the
Eastern District of New York a Plan of Reorganization and a
Disclosure Statement on July 9, 2020.
The Debtor owns the real property located at 203 Wyckoff Avenue,
Brooklyn, New York 11237, Block 3291, Lot 0007 which consists of
six rental apartments (the “Property”). The value of the
Property was sufficient to support both the Wells Fargo Bank
Mortgage and the Continental Capital Group Mortgage based on the
potential value of the rental that could be generated after the now
vacant apartments were renovated and could be rented at market
rates.
The Debtor's Plan provides for a substantial capital investment by
the Debtor's principal in order to rehabilitate the Property and
then rent the apartments in order to provide value for the benefit
of the owner and the creditors and service the outstanding debt.
In addition, on the Effective Date of the Plan, the Debtor will
resume the direct payment of all taxes and insurance related to the
Property.
Class 2 General Unsecured Claims under the Plan consist of the
unsecured portion of the Wells Fargo Claim in the amount of
$557,085, the unsecured claim of Continental Capital Group in the
amount of $762,300, and the unsecured claim of Jolly Equities in
the amount of $420,000 for a total of $1,739,385. Holders of
Allowed General Unsecured Claims, which are impaired, will recover
15 percent on their claims by monthly payments amortized over 15
years commencing on the Distribution Date when the renovations to
the Property are completed and the six rental units at the Property
are leased.
Class 4 is designated as the Equity Interests and consists of the
interest of the members of Debtor. Class 4 will receive no cash
distribution. Interests of the members of the Debtor and other
insiders shall be subordinated to all other creditors. On and
after the Effective Date, the equity interests in the Debtor will
continue to be held by Israel Seligman – 100%.
Upon the completion of the renovation of the Property and the
rental of the six units, as contemplated by the Plan, the Debtor
shall transfer to Terenzi & Confusione, the sum of $14,111, to be
deposited into an account to be known as the Distribution Fund, for
payment of Allowed Class 3 Convenience Claims.
As of the Confirmation Date, all property, Assets and effects of
the Debtor shall vest in the Reorganized Debtor free and clear of
all Claims and Interests except as otherwise expressly provided in
the Plan. In addition, the Distribution Fund shall be free and
clear of all Claims and Interests. Any excess cash in the
Distribution Fund not required for distributions under the Plan
shall be returned to the Reorganized Debtor.
A full-text copy of the Disclosure Statement dated July 9, 2020, is
available at https://tinyurl.com/y9yeu6s8 from PacerMonitor at no
charge.
The Debtor is represented by:
Ronald M. Terenzi
TERENZI & CONFUSIONE, P.C.
401 Franklin Avenue
Garden City, New York 11530
Tel: (516) 812-0800
About 203 Wyckoff
203 Wyckoff Holdings, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)). 203 Wyckoff Holdings
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. N.Y. Case No. 20-40766) on Feb. 5, 2020. At the time of the
filing, Debtor had estimated assets of between $500,000 and $1
million and liabilities of between $1 million and $10 million.
Judge Carla E. Craig oversees the case. The Debtor has tapped
Terenzi & Confusione, P.C., as its legal counsel.
3MB LLC: Voluntary Chapter 11 Case Summary
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Debtor: 3MB, LLC
1201 24th Street, Suite B-210
Bakersfield, CA 93301
Case No.: 20-12642
Business Description: The Debtor owns a mixed-used shopping
center, commonly referred to as the Village
at Towne Center. The Shopping Center
comprises of four buildings, two of which
include second story office space. The
Shopping Mall has a current value of
$12 million. The Debtor previously sought
bankruptcy protection on Nov. 19, 2018
(Bankr. E.D. Calif. Case No. 18-14663).
Chapter 11 Petition Date: August 11, 2020
Court: United States Bankruptcy Court
Eastern District of California
Judge: Hon. Jennifer E. Niemann
Debtor's Counsel: Leonard K. Welsh, Esq.
LAW OFFICE OF LEONARD K. WELSH
4550 California Avenue, Second Floor
Bakersfield, CA 93309
Tel: 661-328-5328
Email: lwelsh@lkwelshlaw.com
Total Assets: $12,276,441
Total Liabilities: $10,249,027
The petition was signed by Robert Bell, Esq.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/8cpwKC
8920 EL DIABLO: Seeks to Hire Roger P. Croteau as Legal Counsel
---------------------------------------------------------------
8920 El Diablo Street, LLC seeks authority from the U.S. Bankruptcy
Court for the District of Nevada to hire Roger P. Croteau &
Associates, Ltd. as its legal counsel.
The firm will provide the following services:
i. prepare schedules, statements, applications and reports for
which the services of an attorney are necessary;
ii. advise Debtor as to its rights and obligations in the
administration of its Chapter 11 case;
iii. assist Debtor in formulating a plan of reorganization and
in obtaining court approval of the plan;
iv. represent Debtor in all proceedings before the bankruptcy
court; and
v. represent Debtor in all negotiations and all other
functions typical of a bankruptcy of this nature.
The firm's hourly rates are as follows:
Roger P. Croteau, Esq. $400
Associate Attorney $300
Paralegal $125
Roger P. Croteau can be reached through:
Roger P. Croteau, Esq.
Timothy E. Rhoda, Esq.
Roger P. Croteau & Associates, Ltd.
2810 West Charleston Blvd, Suite 75
Las Vegas, NV 89102
Phone: (702) 254-7775
Fax: (702) 228-7719
Email: croteaulaw@croteaulaw.com
About 8920 El Diablo Street
8920 El Diablo Street, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Nev. Case No. 20-10642) on Feb. 4,
2020, listing under $1 million in both assets and liabilities.
Judge August B. Landis oversees the case. Roger P. Croteau, Esq.,
at Roger P. Croteau Associates Ltd, is Debtor's legal counsel.
929485 FLORIDA: Wants Until July 21 to File Amended Disclosure
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Debtor 929485 Florida, joined by Sunset Waypoint, LLC, by counsel,
moves for entry of an order extending Debtor’s time to file its
amended disclosure statement.
On June 23, 2020, the Court entered an Order requiring Debtor to
file an Amended Disclosure Statement within 14 days of the date of
the Order (on or before July 7, 2020).
The Debtor has been working with Sunset Waypoint, LLC to prepare
and file the Amended Disclosure Statement, but both require
additional time to provide their respective input into the
document. In addition, Debtor and Stearns Bank, a secured creditor,
are negotiating certain amendments to provisions in Debtor’s Plan
of Liquidation as they relate to the treatment of Stearns Bank’s
claim.
The parties seek the entry of an order extending the deadline for
Debtor to file its Amended Disclosure Statement by fourteen (14)
About 929485 Florida
929485 Florida, Inc., classifies its business as single asset real
estate (as defined in 11 U.S.C. Section 101(51B)). 929485 Florida
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Case No. 19-09424) on Oct. 3, 2019. At the time of the
filing, Debtor disclosed assets of between $1 million and $10
million and liabilities of the same range. Judge Caryl E. Delano
oversees the case. The Debtor is represented by Edmund S. Whitson,
III, Esq., at Adams and Reese, LLP.
ALBERTSONS COMPANIES: Moody's Rates New Sr. Unsecured Notes 'B2'
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Moody's Investors Service assigned a B2 rating to Albertsons
Companies, Inc.'s proposed new senior unsecured notes. Proceeds
will be used to refinance existing unsecured notes.
Assignments:
Issuer: Albertsons Companies, Inc.
Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD4)
RATINGS RATIONALE
Albertsons' B1 corporate family rating reflects the company's very
good liquidity, its sizable scale, good store base, its
well-established regional brands and its significant store
ownership. The ratings are constrained by Albertsons' participation
in a highly competitive retail segment and high debt burden.
Moody's estimates debt/EBITDA at the end of quarter ending June 20,
2020 improved to around 5x as pantry loading during the coronavirus
pandemic has given a boost to the company's top line and
profitability.
Same store sales growth was 26.5% in the quarter ended June 20,
2020 with EBITDA almost doubling for the period. However, as
consumer's buying patterns normalize, Moody's expects growth to
moderate for the remainder of the year and for revenues and EBITDA
to modestly decline in 2021. As such, Moody's expects credit
metrics may slightly weaken in 2021. The ratings are supported by
the company's track record of operational improvements especially
with regard to underperforming assets and synergy realization.
Competitive risks, coupled with a high debt burden and risk
associated with majority ownership by a financial sponsor, remain
risks for the company and may impact the company's ability to
improve credit metrics in the near-term.
Albertsons' rating takes into consideration increasing social risks
stemming from changing consumer preferences and spending patterns.
The retail environment has been undergoing a structural shift
toward e-commerce which has increased pressure on retailers. The
company is majority owned by private equity sponsor Cerberus and
although financial policies have been balanced there exists a
potential for them being skewed toward shareholder returns. The
company did an IPO in June 2020 with all proceeds of the IPO going
to the sponsor.
The company's positive outlook reflects its expectation that the
company will continue to lower its debt burden and sustain
profitability relatively close to current levels despite the
expectation for a return to more normalized consumer buying
patterns.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if debt/EBITDA approaches 5.0 times,
EBITA/interest is sustained above 1.75 times, financial policies
remain benign and liquidity remains very good.
Ratings could be downgraded if recent positive operating trends are
reversed, debt/EBITDA is sustained above 6.25 times or
EBITA/interest is sustained below 1.5 times. Ratings could also be
downgraded if financial policies become aggressive or if liquidity
deteriorates.
With about $63 billion in annual sales Albertsons Companies, Inc.
is one of the largest foods and drug retailers in the United
States. As of June 20, 2020, the Company operated 2,252 retail food
and drug stores with 1,726 pharmacies, 402 associated fuel centers,
23 dedicated distribution centers and 20 manufacturing facilities.
The Company operates stores across 34 states and the District of
Columbia under 20 banners including Albertsons, Safeway, Vons,
Jewel-Osco, Shaw's, Acme, Tom Thumb, Randalls, United Supermarkets,
Pavilions, Star Market, Haggen and Carrs. The company is majority
owned by a consortium led by Cerberus Capital Management.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
ASSET ENCHANCEMENT: Taps Atherton Galardi as Special Counsel
------------------------------------------------------------
Asset Enchancement, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Atherton
Galardi Mullen & Reeder PA as its special counsel.
The firm will represent Debtor in a lawsuit styled Asset
Enhancement, Inc. v. Town of Gulf Stream pending in the Circuit
Court for the Fifteenth Judicial Circuit in Palm Beach County,
Fla.
Leonard Martin Reeder Jr., Esq., the firm's attorney who will be
handling the case, disclosed in court filings that neither him nor
the firm represents any interest adverse to Debtor and its
bankruptcy estate within the meaning of Section 327(a) of the
Bankruptcy Code.
The firm can be reached through:
Leonard Martin Reeder Jr., Esq.
Atherton Galardi Mullen & Reeder PA
224 Datura St. Ste. 815
West Palm Beach, FL 33401
Telephone: (561) 293-2530
Facsimile: (561) 293-2593
Email: martin@athertonlg.com
About Asset Enchancement
Based in Deerfield Beach, Fla., Asset Enchancement, Inc. filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 20-15782) on May 27, 2020, listing
under $1 million in both assets and liabilities. Judge Paul G.
Hyman Jr. oversees the case. Debtor has tapped AM Law, LLC as its
bankruptcy counsel, and Atherton Galardi Mullen & Reeder PA as its
special counsel.
BEST VIDEO: Has Until Jan. 5, 2021 to File Plan & Disclosures
-------------------------------------------------------------
Judge Nancy Hershey Lord has entered an order within which the time
period for Debtor Best Video Studio, LLC dba IGOTOFFER to file a
chapter 11 plan of reorganization and disclosure statement is
extended to and including January 5, 2021.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/yalq2ztm from PacerMonitor at no charge.
About Best Video Studio
Best Video Studio, LLC -- https://igotoffer.com/ -- owns an online
business providing the service for consumers to exchage their used
Apple products, such as iPhone, iPad, MacPro, etc. for cash,
through the company's virtual platform.
The Debtor filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
19-45523) on September 13, 2019. The Hon. Nancy Hershey Lord
oversees the Case. Alla Kachan, Esq. of LAW OFFICES OF ALLA KACHAN,
P.C. is the Debtor's Counsel.
At the time of filing, the Debtor had $200,510 total assets and
$1,143,830 total liabilities.
BLACK KNIGHT: Moody's Rates $750MM Senior Unsecured Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service affirmed Black Knight, Inc.'s corporate
family rating at Ba2 and upgraded its probability of default rating
to Ba2-PD from Ba3-PD and senior secured rating to Ba1 from Ba2.
Moody's assigned a Ba3 rating to the proposed $750 million senior
unsecured notes due 2028. The speculative grade liquidity rating
was maintained at SGL-1. The outlook remains stable.
Black Knight plans to use the net proceeds from the proposed notes,
cash and the contribution of its Compass Analytics business in
exchange for a $500 million loan and an approximately 60% equity
interest in a previously announced joint venture among itself,
Cannae Holdings Inc. and Thomas H. Lee Partners L.P. that will
purchase Optimal Blue Holdings, LLC, a marketplace platform for
secondary trading of mortgage debt and provider of data and
analytics to the mortgage industry, for $1.8 billion. Cannae and
THLee will each pay $290 million cash and each receive an
approximaltely 20% share in the joint venture. Black Knight's total
cash investment will be $1,250 million including the $500 million
loan to the joint venture.
After three years, Cannae and THLee will have a right to put their
joint venture interests to Black Knight at fair value, and Black
Knight will have a right to call their interests, subject to
certain conditions. The put and call can be settled in cash or
Black Knight common shares at Black Knight's option, with the
exception of a put in connection with a change of control of Black
Knight, in which case the purchase price is payable only in cash.
The Optimal Blue joint venture is expected to be consolidated by
Black Knight. The $500 million loan Black Knight receives from the
joint venture will be eliminated in the consolidation of Black
Knight's reported financial statements.
RATINGS RATIONALE
"Black Knight should be able to bring debt to EBITDA of around 4.6
times as of March 31, 2020, pro forma for the Optimal Blue
acquisition and proposed note offer, back below 4.0 times quickly
through EBITDA growth and debt repayment from free cash flow,
contributing to the affirmation of the Ba2 CFR," noted Edmond
DeForest, Moody's Vice President and Senior Credit Officer.
The Ba2 CFR reflects moderately high financial leverage following
the acquisition of Optimal Blue, limited product line diversity,
modest revenue scale and a somewhat concentrated, although high
quality, customer base consisting of many of the largest mortgage
servicers and loan originators in the US. Support is provided by
the company's attractive EBITA margins which are expected to remain
around 40%, history of highly recurring revenues and leading market
position as a provider of mission critical integrated software,
data and analytics to the mortgage and real estate industries.
Revenues are primarily driven by the number of mortgage loans
outstanding and, as such, revenues are generally visible and
stable, even when there are changes in mortgage origination and
refinancing activities. Moody's does not anticipate substantial
negative impacts to Black Knight's revenue or profits from the
coronavirus pandemic.
Black Knight's largest customer is Wells Fargo & Company (A2
stable), accounting for 10% of revenue in 2019, and its top 5
clients represented about 31% of total revenues. Black Knight's
solutions are utilized by the vast majority of the 25 largest US
mortgage originators and servicers. Concentration risk is mitigated
by Black Knight's long-standing relationships and high retention
rates with these clients.
Competition comes from its mortgage banking and servicing clients
own internal operations and information technology departments and
other software and services companies including Ellie Mae Inc. (B3
stable, "EllieMae") and CoreLogic, Inc. (Ba2 stable). EllieMae is
being acquired by Intercontinental Exchange, Inc. (A3 stable),
which could enhance EllieMae's ability to invest and compete.
All financial metrics cited reflect Moody's standard adjustments.
EBITDA and EBITA are also adjusted to exclude the minority interest
from the 40% of Optimal Blue due to the joint venture partners.
Reputational risks surrounding data security, completeness and
correctness are important credit considerations for Black Knight. A
loss of confidence by its customers in its data security and
related matters could severely diminish its reputation. The loss of
reputation could lead to customer losses, declining pricing power
and encourage investment by competitors and new market entrants.
The company invests in its data security that optimizes security
versus threats and has never reported a large data security
breach.
As a software and services company, Black Knight does not have a
material or unusual environmental impact. Certain of the products
and services it offers can be used in the production of real estate
related environmental impact analysis by its customers. Black
Knight provides transparency into its governance and financial
results and goals. The board of directors is controlled by
independent directors. The company shares its chief executive
officer with Dun & Bradstreet Holdings, Inc. (indirect parent of
The Dun & Bradstreet Corporation, "Dun & Bradstreet", B2 stable),
which Moody's considers an unusual arrangement. Black Knight owns
an approximately 13% stake in Dun & Bradstreet following its
initial public offering and private placement offering that closed
on July 6, 2020.
Among Black Knight's stated capital allocation priorities are
investing in the business, net financial leverage reduction and
cash returns to shareholders. The company has applied its free cash
flow to these priorities since 2014. Moody's expects Black Knight
will prioritize financial leverage reduction over further
acquisitions and shareholder returns until debt to EBITDA is
brought back below 4.0 times. Moody's considers Black Knight's
financial strategies balanced and predictable.
The upgrade of the PDR to Ba2-PD from Ba3-PD reflects Moody's
expectation of an average overall loss given default given the mix
of secured and unsecured creditors in its debt capital structure
following the proposed note offer.
The upgrade of the senior secured rating to Ba1 from Ba2 reflects
the Ba2-PD PDR and a loss given default assessment of LGD3,
reflecting first-loss support from the large number of unsecured
creditors in the debt capital structure. The secured obligations
are guaranteed by secured downstream parent and upstream subsidiary
guarantees.
The Ba3 senior unsecured rating reflects the Ba2-PD PDR and a loss
given default assessment of LGD5, reflecting the unsecured
creditors position behind the secured obligations. The unsecured
obligations are guaranteed by unsecured downstream parent and
upstream subsidiary guarantees.
The rated debts are issued by Black Knight InfoServ LLC (formerly
known as Lender Processing Services, Inc.) and guaranteed by
substantially all of its direct and indirect restricted
subsidiaries and by its direct parent, Black Knight Financial
Services, LLC. Black Knight Financial Services, Inc. owns 100% of
the membership interests in Black Knight Financial Services, LLC.
In connection with Black Knight's spin-off from Fidelity National
Financial, Inc. (Baa2 stable) on October 2, 2017, publicly-traded
Black Knight, Inc. assumed all interests in Black Knight Financial
Services, Inc. Therefore, Moody's believes Black Knight, Inc.'s
audited consolidated financial statements fully and fairly
represent the financial condition of the issuer.
Moody's considers Black Knight's liquidity very good, reflected in
the SGL-1 speculative grade liquidity rating. Moody's expects free
cash flow of around $300 million and at least $200 million of
availability under the $750 million revolver maturing in April
2023. As of June 30, 2020, Black Knight held approximately $228
million of cash.
Black Knight's senior secured term loan A requires amortization of
1.25% of the original principal balance per quarter for fiscal
periods ending in September 2020 through March 2022, stepping up to
2.5% per quarter for periods ending from June 2022 to March 2023
and concluding with a bullet due at maturity in April 2023. The
credit agreement includes financial covenants applicable to the
revolver and term loan A that require Black Knight to maintain no
more than 5.0 times Total Net Leverage and 2.5 times Interest
Coverage, as defined in the credit agreement. Moody's anticipates
Black Knight will maintain ample cushion under these covenants over
the next 12 months.
Moody's does not anticipate cash flow from the Dun & Bradstreet
investment, but considers the investment a potential source of
liquidity. Black Knight's stake in Dun & Bradstreet is
publicly-traded and currently valued at about $1.4 billion on a
pre-tax basis. The Optimal Blue investment is also not expected to
generate cash for distribution beyond a small amount of annual
tax-related distributions anticipated to Black Knight and its
partners.
The stable outlook reflects Moody's expectations for debt to EBITDA
to return to below 4.0 times in the next 12 to 18 months, EBITA
margins around 40% and robust free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Moody's anticipates: 1) balanced
financial policies; 2) greater financial flexibility from a lower
proportion of secured to total debt; 3) sustained growth in
revenues and profitability; and 4) debt to EBITDA will be
maintained below 3 times after considering potential debt Black
Knight may incur pursuant to funding the put and call rights in the
Optimal Blue joint venture.
The ratings could be downgraded if: 1) financial policies become
more aggressive; 2) revenues or profitability decline; 3) debt to
EBITDA is sustained above 4 times; or 4) liquidity becomes
constrained.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Issuer: Black Knight, Inc.
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
Senior Secured Bank Credit Facility, Upgraded to Ba1 (LGD3) from
Ba2 (LGD3)
Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD5)
Speculative Grade Liquidity Rating, Maintained SGL-1
Outlook, Remains Stable
Black Knight, headquartered in Jacksonville, FL, provides mission
critical integrated software, data and analytics to the mortgage
and real estate industries. Moody's expects 2020 revenue of over
$1.2 billion.
BOY SCOUTS: Local Councils Face Lawsuits
----------------------------------------
Jay Tokasz,writing for Buffalo News, reports that the Local Boy
Scouts of America faces new lawsuits on child abuse.
The Boy Scouts of America's bankruptcy filing in February stopped
hundreds of child sexual abuse lawsuits, including more than a
dozen in Western New York, from moving forward as the national
organization attempts to reach a settlement with victims.
But the bankruptcy doesn't prevent regional Boy Scouts councils,
which are separately incorporated, from being sued. In the past
month, the Greater Niagara Frontier Council, which has 7,000 Scouts
in Erie and Niagara counties, was named as a defendant in seven
Child Victims Act cases filed in Erie County State Supreme Court.
In one of the new lawsuits, Scott Miller of Hamburg accused the
council of allowing a Scout leader to repeatedly molest him from
1974 to 1977, starting when was Miller was 11 years old. The
lawsuit identified Hal Wright as the leader, although it does not
name Wright as a defendant.
"This was a breeding ground for men that were sexual deviant. It
was a landing spot for them," said Miller. "The fact that they
allowed that to happen for decades and decades and decades – they
created an environment where that was doable. It's disgusting that
that could happen."
Wright had not been publicly accused of abuse previously, and
Miller said he was hoping his lawsuit would be the impetus for
other victims to step forward.
Hallett A. Wright, 77, who formerly was a scoutmaster in Orchard
Park and now lives in Colorado, did not respond to voicemail and
email messages from The News seeking comment.
Gary A. Decker, Scout executive and chief executive officer for the
Greater Niagara Frontier Council said that Wright had been barred
from participation in the council and any other Boy Scout
programs.
"On behalf of the Greater Niagara Frontier Council, I am
heartbroken that there were times in the past when children in our
council were mistreated during their participation in our programs,
and we recognize that these events have caused victims unfathomable
pain," Decker said in a statement to The News.
Miller, 56, said in the lawsuit that he was a member of Troop 518
that met regularly at the Orchard Park United Methodist Church. The
church also is named as a defendant, as is the Upper New York
Conference of the United Methodist Church, a regional organization
of 865 churches in New York state.
4 other Scout leaders accused
Other lawsuits filed in June against the Greater Niagara Frontier
Council alleged abuses by Scout leaders Robert L. Eberhardt, Pascal
Ipolito, Donald Hodge and Norbert Orsolits, all of whom had been
publicly accused of abuse previously, either in earlier lawsuits,
in criminal charges or in national Boy Scout records that were
released to the public in 2012.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; and
Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
BRADLEY INVESTMENTS: Cardinal Group Objects to Disclosure
---------------------------------------------------------
The Cardinal Group, LLC, objects to the Disclosure Statement filed
by Debtor Bradley Investments, Inc.
The Cardinal Group claims that under the terms of its Disclosure
Statement, Debtor proposes to cure the $3,211 arrearage by making
monthly payments in the amount of $100. This is not a prompt cure
of the arrearage under any definition, as is required under an
assumption of the Lease.
The Cardinal Group points out that under an assumption of an
unexpired lease, a debtor is required to cure any arrearage in a
reasonably prompt manner. As the Debtor's Disclosure Statement
fails to provide for prompt cure, it should not be approved
according to Cardinal.
The Cardinal Group requests that an order be entered denying
approval of Debtor's Disclosure Statement, or, in the alternative,
continuing the hearing of the Disclosure Statement to allow Debtor
the opportunity to resolve the foregoing deficiency.
A copy of The Cardinal Group's objection dated July 7, 2020, is
available at https://tinyurl.com/y8qvqgnu from PacerMonitor at no
charge.
Attorney for Creditor The Cardinal Group:
Patrick O. Gray
1490 Northbank Parkway
Suite 263
Tuscaloosa, AL 35406
Telephone: (205) 469-7905
E-mail: patrick@gray-lawgroup.com
About Bradley Investments
Bradley Investments, Inc., which conducts business under the name
Timbercreek Golf Club, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 19-12908) on Aug. 22,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million and liabilities of the
same range. The case has been assigned to Judge Henry A. Callaway.
The Debtor is represented by Irvin Grodsky, Esq., at Grodsky and
Owens.
On Sept. 19, 2019, the U.S. Bankruptcy Court for the Southern
District of Alabama appointed an Official Committee of Unsecured
Creditors. The Committee retained Blakeley LLP as counsel.
BRUIN E&P: Seeks to Hire AlixPartners as Financial Advisor
----------------------------------------------------------
Bruin E&P Partners, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
AlixPartners, LLP as their financial advisor.
AlixPartners will render the following services:
(a) Help Debtors create their rolling 13-week cash receipts
and disbursements forecasting tool designed to provide on-time
information related to Debtors' liquidity;
(b) Develop contingency plans and financial alternatives in
the event an out-of-court restructuring cannot be achieved;
(c) Assist Debtors, in consultation with their other advisors,
in the design and implementation of a restructuring strategy to
maximize enterprise value, taking into account the unique interests
of all constituencies;
(d) Develop and implement strategies to preserve liquidity and
manage communications with Debtors' vendor base in an effort to
enhance liquidity;
(e) Assist Debtors with their communications, diligence
requests and negotiations with outside parties including
stakeholders, banks and potential acquirers of their assets; and
(f) Develop financial projections for feasibility and provide
testimony regarding same.
AlixPartners' standard hourly rates for 2020, subject to periodic
adjustments, are as follows:
Managing Director $1,000 – $1,195
Director $800 – $950
Senior Vice President $645 – $735
Vice President $470 – $630
Consultant $175 – $465
Paraprofessional $295 – $315
In addition, AlixPartners will seek reimbursement for work-related
expenses incurred.
AlixPartners received a retainer in the amount of $150,000 from
Debtors. The firm also received the sum of $1,906,793.07 for
services provided and expenses incurred during the 90-day period
prior to their bankruptcy filing.
Stephen Spitzer, a managing director at AlixPartners, LLP,
disclosed in court filings that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Stephen Spitzer
AlixPartners, LLP
909 Third Avenue
New York, NY 10022
Telephone: (212) 845-4009
Email: sspitzer@alixpartners.com
About Bruin E&P Partners
Bruin E&P Partners, LLC and its affiliates are a privately owned
exploration and production enterprise focused on the acquisition
and development of onshore oil and natural gas producing
properties. Headquartered in Houston, Texas, and with offices in
Colorado and North Dakota, Debtors have approximately 134
employees. For more information visit http://bruinep.com
Bruin E&P Partners and its affiliates concurrently filed voluntary
Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 20-33605) on
July 16, 2020. Bruin E&P CEO Matthew B. Steele signed the
petitions. At the time of the filing, Bruin E&P disclosed
estimated assets of $1 billion to $10 billion and estimated
liabilities of the same range.
Judge Marvin Isgur oversees the cases.
Debtors have tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as legal counsel; Jackson Walker L.L.P. as local
counsel; PJT Partners LP as financial advisor and investment
banker; AlixPartners LLP as financial and restructuring advisor;
and Omni Agent Solutions as claims and noticing agent.
BURNINDAYLIGHT LLC: Kim & Lisa Greer Object to Amended Disclosure
-----------------------------------------------------------------
Kim and Lisa Greer object to the proposed First Amended Disclosure
Statement of debtor Burnindaylight, LLC.
Objecting Parties points out that the Disclosure Statement must
include information regarding the Debtor's past and current history
regarding his ability to collect rents from the properties managed
by the debtor so that the likelihood of a future rental income flow
can be assessed.
Objecting Parties claim that the Disclosure Statement should
include a statement that no secured creditors have received a
monthly payment since before the commencement of the case.
Objecting Parties assert that the Disclosure Statement is erroneous
and misleading in a number of ways with respect to the claim of Kim
and Lisa Greer (Class 1).
Objecting Parties further assert that the Disclosure Statement
erroneously suggests that Greers refused to subordinate their
collateral position and as a result Debtor lost out on a low
interest 6.25% refinance.
A full-text copy of the Greers' objection to First Amended
Disclosure Statement dated July 9, 2020, is available at
https://tinyurl.com/y86nyucg from PacerMonitor.com at no charge.
Attorneys for Kim & Lisa Greer:
David E. Eash
davide@feltmanewing.com
Feltman Ewing, P.S.
421 W. Riverside Ave., Suite 1600
Spokane, WA 99201
(509)838-6800
About Burnindaylight LLC
Burnindaylight, LLC, a privately held company in Renton, Wash.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Wash. Case No. 19-14587) on Dec. 19, 2019. At the time of the
filing, the Debtor was estimated to have assets of between $1
million and $10 million and liabilities of the same range. Judge
Marc Barreca oversees the case. The Debtor is represented by
Darrel B. Carter, Esq., at CBG Law Group, PLLC.
CATHERINE COURTS: Taps NRC Realty as Real Estate Broker
-------------------------------------------------------
Catherine Courts Condominium, LLC and Catherine Courts Management,
Inc. seek approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to employ NRC Realty & Capital Advisors, LLC
as real estate broker.
Debtors require the services of a real estate broker to assist in
the marketing and sale of condominium units located in Chicago,
Ill.
NRC's services will be provided mainly by David Levy, a real estate
broker.
The firm will receive a commission of 2.5 percent of the gross
purchase price from the buyer through payment of a buyer's premium
following the sale of the units.
In the event Brownstone Realty & Development Co. or VennPoint Real
Estate LLC is selected as a stalking horse bidder and ultimately
purchases the units, NRC will rebate Debtor 1 percent of the
buyer's premium.
David Levy, vice president of NRC's business development, disclosed
in court filings that the firm is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David Levy
NRC Realty & Capital Advisors, LLC
445 W Erie Street, Suite 210
Chicago, IL 60654
Telephone: (312) 278-6800
Email: david.levy@nrc.com
About Catherine Courts Condominium
Catherine Courts Condominium, LLC and Catherine Courts Management,
Inc. are privately held companies whose principal assets are
located at 8503 W. Catherine Ave., Chicago.
Debtors sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Ill. Case Nos. 19-29822 and 19-29823) on Oct. 20,
2019. The petitions were signed by Guido C. Neri, member and
authorized representative. At the time of filing, Catherine Courts
Condominium disclosed assets and liabilities of less than $50
million while Catherine Courts Management disclosed assets and
liabilities of less than $50,000.
Judge Timothy A. Barnes oversees the cases.
Amrit S. Kapai, Esq., at Goldstein & McClintock LLLP, serves as
Debtors' legal counsel.
CATSKILL DISTILLING: EP Catskill Buying All Assets for $3 Million
-----------------------------------------------------------------
Catskill Distilling Co., Ltd. filed with the U.S. Bankruptcy Court
for the Southern District of New York of a notice of its proposed
sale of substantially all assets to EP Catskill Ventures, LLC for
$3 million, pursuant to their Asset Purchase Agreement, dated July
10, 2020, plus the assumption and assignment of leases and
executory contracts, subject to higher and better offers.
On July 9, 2020, an Amended Bid Procedures Order was entered which
approved EP as the Stalking Horse Bidder at the purchase price of
$3 million, free and clear of all liens, claims and encumbrances.
Further, the Bid Procedures Order provided that the Debtor be
authorized to enter into the APA with EP, subject to higher and
better offers and final approval of the Court. Said bid procedures
will enable the Debtor to conduct its proposed sale.
The proceeds of the sale of all or substantially all of the
Debtor's assets will be paid in accordance with a Chapter 11 plan
to be filed by the Debtor by Aug. 15, 2020, and will include the
(1) payment of administrative expenses; (2) payment of
substantially all of the Debtor’s secured creditors and (3)
certain cure, assignment and assumption of certain of the Debtor's
lease obligations. Accordingly, the transactions contemplated by
the APA would not be exempt from stamp taxes. To the extent that a
transfer tax is due and owing as a result of the sale, same will be
paid from the proceeds of the sale, at closing.
The Purchaser will assume none of the Debtor's current obligations,
other than those specifically negotiated between the Purchaser and
the Debtor's creditors, and set forth in the APA. The Debtor's
assets consist of equitable interests in the real property upon
which the distillery is located, a fee simple interest in a 19.77
acre parcel located on Route 17B in Bethel, New York, spirits
inventory, distillery equipment, bottling equipment, furniture,
fixtures, accounts receivable, and cash on hand. It is anticipated
that the Debtor will terminate its daily operations upon closing of
the sale.
The Debtor believes that the APA is in the best interest of the
Debtor and its creditors. Further, the APA is subject to higher
and better offers and an auction sale has been scheduled by the
Court for Aug. 3, 2020.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: July 31, 2020 at 4:00 p.m. New York Time
b. Initial Bid: Sum of (i) base purchase price, plus (ii)
$60,000 break-up fee, plus (iii) $25,000 for a total of $3.085
million
c. Deposit: 10% of the purchase price
d. Auction: In the event that one or more Qualified Bids are
received, the Debtor will conduct an auction to determine the
highest and best bid for the Assets beginning at 10:00 a.m. New
York Time on Aug. 3, 2020 at the offices of the Debtor's counsel,
Geneva & Malin, LLP, 1136 Route 9, Wappingers Falls, New York 12590
or at such other date, time and place as the Debtor shall notify
all Qualified Bidders and the Notice Parties entitled to attend the
Auction, including remotely by means accessible to Qualified
Bidders and the Notice Parties (such as Zoom or Webex). There will
be no Auction if there are no Qualified Bids other than the bid of
the Stalking Horse Bidder. In such event, the Stalking Horse
Bidder will be deemed the Successful Bidder.
e. Bid Increments: $25,000
As part of the APA, the Debtor asks approval of a consulting
agreement between the Debtor and EP, which provides for consulting
services for the period between the sale hearing date and the final
closing. Said consulting agreement is annexed to the APA. The
Debtor proceeds by motion with respect to a sale of substantially
all of its assets due to the circumstances of the case, including
the improbability of the Debtor maintaining its operations (without
a large cash infusion) and formulating a traditional Chapter 11
Plan of Reorganization.
The sale is in the best interest of the Debtor's estate.
A copy of the APA and Bidding Procedures is available at
https://tinyurl.com/y9px29cn from PacerMonitor.com free of charge.
About Catskill Distilling
Catskill Distilling Company, Ltd., is a distillery in Bethel,
N.Y.,
owned and run by Stacy Cohen.
Catskill Distilling Company filed a petition under Chapter 11 of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-36861) on Nov.
19,
2019. The petition was signed by Catskill President Stacy Cohen.
At the time of the filing, Debtor was estimated to have $1 million
to $10 million in both assets and liabilities. Judge Cecelia G.
Morris oversees the case.
Debtor has tapped Genova & Malin, as its legal counsel and
Saffioti
& Anderson as its special counsel.
CBAC PROPERTIES: Seeks to Hire Langley & Banack as Legal Counsel
----------------------------------------------------------------
CBAC Properties, Ltd. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Langley & Banack, Inc.
to handle its Chapter 11 case.
The firm's legal services will be provided mainly by William Davis
Jr., Esq., who will be paid at the rate of $400 per hour.
Langley & Banack received a retainer in the amount of $10,000 from
Debtor, plus the filing fee in the amount of $1,717.
Mr. Davis 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:
William R. Davis, Jr., Esq.
Langley & Banack, Inc.
745 E. Mulberry, Suite 700
San Antonio, TX 78212
Telephone: (210) 736-6600
Email: wrdavis@langleybanack.com
About CBAC Properties
CBAC Properties, Ltd. is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
CBAC Properties sought Chapter 11 protection (Bankr. S.D. Tex. Case
No. 20-70233) on Aug. 3, 2020. At the time of the filing, Debtor
disclosed estimated assets of $1 million and $10 million and
estimated liabilities of the same range. Judge Eduardo V.
Rodriguez oversees the case. Langley & Banack, Inc. is Debtor's
legal counsel.
CIVITAS HEALTH: Unsec. Creditors to Have 10% Recovery over 5 Years
------------------------------------------------------------------
Civitas Health Services, Inc., filed with the U.S. Bankruptcy Court
for the Eastern District of Virginia, Richmond Division, a Plan of
Reorganization and a Disclosure Statement describing on July 9,
2020.
General unsecured claims are not secured by property of the Estate.
This class is designated as Class 3 and is impaired and entitled to
vote as to confirmation. The total balance owed to Unsecured
Creditors, as of the Petition Date, was $981,000. Unsecured
Creditors are to be paid $80,000 through the Plan. These payments
are to be distributed to Unsecured Creditors on a pro rata basis,
paid on a quarterly basis and will result in a payout of 10%,
unless the Unsecured Creditors accept different treatment. The
payments will be $2,500 per quarter with a balloon payment of
$40,000 upon the 60th month of the Plan.
This Class is designated as Class 4 and is comprised of the equity
interest in the Debtor held by LeMar Bowers. Upon Confirmation, the
Debtor will cancel equity interests and will reissue 100% of common
stock to Mr. Bowers, and he will remit a total of $60,000 in
exchange for this stock, which will be considered new value and
will be paid in monthly installments of $1,000 for 60 months, which
will be used as funding towards the payments contemplated in the
Plan, as well as one payment of $2,500 on the Effective Date.
Payments and distributions under the Plan will be funded from funds
on hand and future income received by the Debtor, as well as new
value paid by Mr. Bowers. Ultimately, the Debtor will have to
refinance or potentially seek other relief from creditor including
Offfers In Compromise from the IRS and Virginia Department of
Taxation.
A full-text copy of the disclosure statement dated July 9, 2020, is
available at https://tinyurl.com/ybu7wxwg from PacerMonitor at no
charge.
Counsel for the Debtor:
W. Greer McCreedy
413 W. York Street
Norfolk, VA 23510
Tel: (757) 233-0045
E-mail: McCreedy@McCreedylaw.com
About Civitas Health Services
Civitas Health Services, Inc. --http://www.civitashealth.com/--is
a health care company in Henrico, Va., that specializes in
providing mental health skill building services, therapeutic day
treatment, intensive in-home services, outpatient therapy, ABA
therapy, substance abuse services, and peer recovery services.
Civitas Health Services filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 19-34993) on Sept. 24, 2019 in Richmond, Va. In the
petition signed by Lemar Allen Bowers, chief executive officer and
president, the Debtor was estimated to have at least $50,000 in
assets and between $1 million and $10 million in liabilities.
Judge Kevin Huennekens oversees the case. The Debtor tapped The
McCreedy Law Group, PLLC as its legal counsel.
CLEVELAND STREET: Aug. 26 Disclosure Motion Hearing Set
-------------------------------------------------------
Judge Margaret Mann has entered an order within which a hearing
will be held on August 26, 2020 at 2:00 p.m. in Department 1, Room
218, of the Jacob Weinberger United States Courthouse, located at
325 West F Street, San Diego, California 92101-6991 to consider the
Motion of Cleveland Street Beach Lofts, LLC for approval of
disclosure statement.
Any opposition or other response to the motion must be filed with
the Clerk of the U.S. Bankruptcy Court at 325 West F St., San
Diego, California 92101-6991, not later than twenty-eight (28)1
days from the date of service.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/ydb3q94u from PacerMonitor at no charge.
The Debtor is represented by:
JUDITH A. DESCALSO
LAW OFFICE OF JUDITH A. DESCALSO
960 Canterbury Pl., Ste. 340
Escondido, CA 92025-3836
Phone: (760) 745-8380
E-mail: jad@jdescalso.com
About Cleveland Street Beach Lofts
Cleveland Street Beach Lofts is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)), whose principal assets
are located at 314 N Cleveland St Oceanside, CA 92054-2529.
Cleveland Street Beach Lofts, LLC, filed a voluntary petition under
chapter 11 of title 11, United States Code, (Bankr. S.D. Cal. Case
No. 20-01448) on March 15, 2020. In the petition signed by James
Simcoe, manager, the Debtor was estimated to have $1 million to $10
million in both assets and liabilities. Judith A. Descalso, Esq.
at the LAW OFFICE OF JUDITH A. DESCALSO is the Debtor's counsel.
COASTAL INTERNATIONAL: AHAC Objects to Third Amended Disclosure
---------------------------------------------------------------
American Home Assurance Company ("AHAC") objects to the adequacy of
Coastal International Inc.'s Third Amended Disclosure Statement
Describing Debtor's Third Amended Chapter 11 Plan of Reorganization
dated June 10, 2020.
AHAC claims that in addition to the New Value Contribution of
$350,000 by Debtor's principal owner, Bruce Green, the Plan is
largely funded by unspecified "third party funding" in the amount
of $2,529,966. The Debtor provides no explanation about the source
of the funding or any of its terms.
AHAC points out that the Disclosure Statement falsely states that
the Debtor and Committee do not believe any other Preference
Actions exist outside of the claims against the Green Family Trust.
Moreover, AHAC believes that the estate has undisclosed fraudulent
conveyance claims .
AHAC asserts that the Third Amended Disclosure Statement only
presents projections through September 2020 in contrast to the
Second Amended Disclosure Statement that provided 10 years of
projections and the First Amended Disclosure Statement that
provided 12 years of projections.
AHAC further asserts that the Disclosure Statement and Plan should
be amended so that both documents are consistent and accurate,
namely that AHAC’s Class 4 claim is impaired, it is entitled to
vote, and it has an allowed claim for $10,185,442.
AHAC states that the Disclosure Statement should be amended to
state that any funds retained for checks not negotiated within the
Claiming Period shall be paid pro rata to Class 3 and Class 4
rather than to "Allowed Claims."
A full-text copy of the AHAC's objection to Third Amended
Disclosure Statement dated July 9, 2020, is available at
https://tinyurl.com/ycyzqze7 from PacerMonitor.com at no charge.
Attorneys for American Home:
Leib M. Lerner
Douglas J. Harris
ALSTON & BIRD LLP
333 South Hope Street, Sixteenth Floor
Los Angeles, California 90071
Telephone: (213) 576-1000
Facsimile: (213) 576-1100
E-mail: leib.lerner@alston.com
E-mail: douglas.harris@alston.com
About Coastal International
Coastal International, Inc., is a Nevada corporation formed in
1984, which provides trade show installation and dismantling
services in the exhibit and event industry. Its operations extend
into major cities across the United States, and the Company
maintains a staff of trained, full-time employees to handle most
any installation and dismantling project from start to finish.
Coastal generated approximately $24 million in revenues during
2018.
Coastal International sought creditor protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No.19-13584) on Sept.
15, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $1 million and $10 million and liabilities
of between $10 million and $50 million. The case has been assigned
to Judge Theodor Albert. Debtor tapped Weiland Golden Goodrich LLP
as counsel; and Finestone Hayes LLP, as co-counsel.
CORT & MEDAS: To File Amended Bid Procedures for Brooklyn Assets
----------------------------------------------------------------
Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern
District of New York has entered an amended scheduling order
directing Cort & Medas, LLC to file an amended plan, amended
disclosure statement, including a commitment letter from any
lender, and an amended motion to approve bidding procedures in
connection with the auction sale of the real properties known as
and located at 1376 and 1414 Utica Avenue, Brooklyn, New York,
Block 4784, Lots 20 and 35, by close of business on Aug. 13, 2020,
with accompanying redlines.
Pending approval of the Disclosure Statement on Aug. 17, 2020, a
confirmation hearing will be held on Sept. 16, 2020 at 3:00 p.m.
A copy of the Bidding Procedures is available at
https://tinyurl.com/yac53bqt from PacerMonitor.com free of charge.
About Cort & Medas Associates
Cort & Medas Associates, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41313) on March
6,
2019. At the time of the filing, the Debtor was estimated to have
assets and liabilities of between $1 million and $10 million. The
case is assigned to Judge Carla E. Craig. Shafferman & Feldman
LLP
is the Debtor's legal counsel.
CPES CALIFORNIA: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: CPES California, Inc.
3200 Inland Empire Blvd, #270
Ontario, CA 91764
Case No.: 20-15456
Business Description: CPES California, Inc. --
https://www.cpes.com -- is a community human
services and healthcare organization,
offering a full range of community-based
behavioral health services, substance abuse
treatment, foster care, and intellectual and
developmental disability supports with
locations throughout Arizona and California.
Chapter 11 Petition Date: August 11, 2020
Court: United States Bankruptcy Court
Central District of California
Debtor's Counsel: Ryan M. Salzman, Esq.
Jeremy M. Pelphrey, Esq.
FAEGRE DRINKER BIDDLE & REATH LLP
1800 Century Park East, Suite 1500
Los Angeles, CA 90067
Tel: (310) 203-4000
Fax: (310) 229-1285
Email: Ryan.Salzman@faegredrinker.com
Jeremy.Pelphrey@faegredrinker.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Mark G. Monson, president and chief
executive officer.
The Debtor stated it has no unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/3Mfm4j
CROSS FINANCIAL: Moody's Assigns B2 CFR, Outlook Stable
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Moody's Investors Service has assigned a B2 corporate family rating
and a B2-PD probability of default rating to Cross Financial Corp.,
a regional US insurance broker. Moody's also assigned B2 ratings to
the company's new $70 million five-year senior secured revolving
credit facility and $350 million seven-year senior secured term
loan. Net proceeds will be used to refinance the company's existing
credit facilities, repurchase shares from certain equity holders,
fund near-term acquisitions and pay related fees and expenses. The
outlook for the ratings is stable.
RATINGS RATIONALE
According to Moody's, Cross Financial's ratings reflect its good
regional market presence in small and middle market insurance
brokerage particularly in Maine, Massachusetts and New Hampshire.
The company has good diversification across clients, client
industries, producers, and insurance carriers primarily for P&C
products with some employee benefits. Cross Financial also has a
track record of healthy EBITDA margins and cash flow.
These strengths are offset by elevated financial leverage post
transaction, modest interest coverage, and a geographic
concentration where the top state accounts for over 40% of 2019
revenue and the top three states account for over 80% of 2019
revenue. Given the company's geographic concentration, Cross
Financial's revenues and earnings are subject to fluctuations in
the economic and regulatory conditions of the northeast US, in
particular Maine and Massachusetts.
Other challenges include the company's limited scale relative to
other rated insurance brokers as well as potential liabilities
arising from errors and omissions, a risk inherent in professional
services. The coronavirus-related economic downturn is dampening
insurance brokers' revenues, earnings and cash flows. Moody's
expects that Cross Financial will limit discretionary spending and
conserve liquidity during the downturn.
Following the refinancing, Moody's estimates that Cross Financial's
pro forma debt-to-EBITDA will be around 5.5x with (EBITDA - capex)
coverage of interest between 2.5x-3x and a free-cash-flow-to-debt
ratio in the low-to-mid single digits. These pro forma metrics
include Moody's adjustments for operating leases, run-rate earnings
from acquisitions and certain other debt like obligations. The
stable outlook reflects Moody's expectation that Cross Financial
will reduce leverage to about 5x over the next year, supplemented
by tuck-in acquisitions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the company's limited scale and geographic concentration, an
upgrade of Cross Financial's ratings is unlikely in the
intermediate term. Factors that could contribute positively to the
company's credit profile include: (i) increased scale and
geographic diversification, (ii) debt-to-EBITDA ratio maintained
below 4.5x, (iii) (EBITDA - capex) coverage of interest exceeding
3.5x, and (iv) free-cash-flow-to-debt ratio exceeding 7%.
The following factors could lead to a downgrade of Cross
Financial's ratings: (i) revenue decline and/or disruptions to
existing or newly acquired operations, (ii) debt-to-EBITDA ratio
consistently above 5.5x, (iii) (EBITDA - capex) coverage of
interest below 2.5x, (iv) free-cash-flow-to-debt ratio below 4%, or
(v) deviation from the company's historic financial policies.
Moody's has assigned the following ratings (and loss given default
(LGD) assessments) to Cross Financial:
Corporate family rating at B2;
Probability of default rating at B2-PD;
$70 million five-year senior secured first-lien revolving credit
facility at B2 (LGD3);
$350 million seven-year senior secured first-lien term loan at B2
(LGD3).
Outlook, Stable.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in June 2018.
Based in Bangor, ME, Cross Financial ranks as the 27th largest US
insurance broker based on 2019 revenues, according to Business
Insurance. The company's product mix is about 60% commercial
insurance, 25% personal and 15% employee benefits and related
products, all distributed to small and middle market businesses and
individuals across New England. In 2019, Cross generated total
revenue of $188 million.
D J HARCEG TRUCKING: August 13 Plan Confirmation Hearing Set
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On July 6, 2020, Debtor D J Harceg Trucking LLC filed with the U.S.
Bankruptcy Court for the Eastern District of North Carolina,
Wilmington Division, a Disclosure Statement and Plan.
On July 7, 2020, Judge David M. Warren conditionally approved the
Disclosure Statement and established the following dates and
deadlines:
* August 10, 2020 is fixed as the last day for filing and serving
written objections to the disclosure statement.
* August 13, 2020 at 11:00 AM in 300 Fayetteville Street, 3rd Floor
Courtroom, Raleigh, NC 27601 is the hearing on confirmation of the
plan.
* August 10, 2020 is fixed as the last day for filing written
acceptances or rejections of the plan.
* August 10, 2020 is fixed as the last day for filing and serving
written objections to confirmation of the plan.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/ya7pmtle from PacerMonitor at no charge.
About D J Harceg Trucking
Based in Southport, N.C., D J Harceg Trucking, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No. 20-00254) on Jan. 21, 2020. At the time of the filing,
the Debtor had estimated assets of $1,234,583 and liabilities of
$1,935,513. The petition was signed by David Harceg, managing
member. Judge David M. Warren oversees the case. George M.
Oliver, Esq., at The Law Offices Of Oliver & Cheek, PLLC, serves as
the Debtor's counsel.
DANCOR TRANSIT: Seeks to Hire Hankins & Company as Accountant
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Dancor Transit, Inc. seeks authority from the U.S. Bankruptcy Court
for the United States Bankruptcy Court for the Western District of
Arkansas to hire Thomas Hankins & Company LLC as its accountant.
Hankins & Company will assist Debtor in the preparation and filing
of its state and federal income tax returns for the year ending
Sep. 30, 2019. The firm will receive the sum of $5,000 for its
services.
Hank Hankins of Hankins & Company disclosed in court filings that
his firm is a "disinterested person" as defined by Bankruptcy Code
Section 101(14).
The firm can be reached through:
Hank Hankins, CPA
Thomas Hankins & Company LLC
2917 Old Greenwood Rd Ste 7
Fort Smith, AR 72903-4571
Phone: (479) 646-6730
About Dancor Transit
Dancor Transit Inc., a trucking company headquartered in Van Buren,
Ark., sought Chapter 11 protection (Bankr. W.D. Ark. Case No.
20-70536) on Feb. 27, 2020. The petition was signed by Dancor
President Dan Bearden. At the time of the filing, Debtor was
estimated to have assets of between $1 million and $10 million and
estimated liabilities of the same range. Keech Law Firm, PA, led
by Kevin P. Keech, Esq., is Debtor's legal counsel.
DEMLOW PRODUCTS: Aug. 28 Plan & Disclosure Hearing Set
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On July 6, 2020, Debtor Demlow Products, Inc. filed with the U.S.
Bankruptcy Court for the Eastern District of Michigan, Southern
Division (Detroit), a combined plan of reorganization and
disclosure statement. On July 9, 2020, Judge Phillip J. Shefferly
ordered that:
* The Disclosure Statement is granted preliminary approval,
subject to any timely and proper objections.
* Aug. 21, 2020 is fixed as the deadline to return ballots on the
plan, as well as to file objections to final approval of the
adequacy of the information in the disclosure statement and
objections to confirmation of the plan.
* Aug. 28, 2020 at 11:00 a.m., before the Honorable Phillip J.
Shefferly, United States Bankruptcy Judge, in Courtroom 1975, 211
West Fort Street, Detroit, Michigan 48226 is the hearing on
objections to final approval of the adequacy of the information in
the disclosure statement and confirmation of the plan.
* Sept. 28, 2020 is the deadline for all professionals to file
final fee applications.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/ya9loarr from PacerMonitor at no charge.
About Demlow Products
Demlow Products, Inc. -- https://demlowproducts.com/ -- is an
international supplier of formed wire products. Demlow Products is
a privately held and founded in 1967.
Demlow Products sought protection under Chapter 11 of the US
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-57161) on Dec. 7,
2019. In the petition signed by James Demlow, president, the
Debtor was estimated to have $500,000 to $1 million in assets and
$1 million to $10 million in liabilities. Don Darnell, Esq. at
Darnell, PLLC, represents the Debtor.
EARLY BIRD FOODS: Has Until Nov. 12 to File Plan & Disclosures
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Debtor Early Bird Foods & Co., LLC, filed with the U.S. Bankruptcy
Court for the Eastern District of New York a motion for an order
extending the period during which the Debtor may file a plan and
solicit acceptances thereof and the 300-day deadline for which it
must file a plan.
On July 9, 2020, Judge Nancy Hershey Lord granted the motion and
ordered that the time within which the Debtor may file a plan and
disclosure statement is extended through and including November 12,
2020.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/ycktb93s from PacerMonitor.com at no charge.
About Early Bird Foods & Co.
Early Bird Foods & Co. filed a voluntary Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 1-19-45669) on September 19, 2019, and is
represented by Tracy L. Klestadt, Esq. and Christopher J. Reilly,
Esq., at Klestadt Winters Jureller Southard & Stevens, LLP. The
Debtor listed under $1 million in assets and liabilities.
EK-ONKAR ENTERPRISES: Seeks to Hire Breedlove Legal as Counsel
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Ek-Onkar Enterprises, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of Illinois to employ Breedlove
Legal, LLC to handle its Chapter 11 case.
The firm's hourly rates for its services are as follows:
Attorney time $250
Staff time $150
In addition, the firm will charge Debtor a contingent fee rate of
30 percent of the amount collected from Pardeep Singh Mann and
Rajbir Kaur Mann for funds held in escrow or for damages and lost
profits.
William Lester Breedlove, Esq., at Breedlove Legal, LLC, disclosed
in court filings that neither him nor any member or staff at his
firm have any known connection with the Debtor, the Debtor's
creditors, the United States Trustee, the Chapter 11 Trustee or any
other party of interest.
The firm can be reached through:
William Lester Breedlove, Esq.
Breedlove Legal, LLC
2103 16th Street
Moline, IL 61265
Telephone: (309) 517-0704
Email: william@breedlovelegal.com
About Ek-Onkar Enterprises
Ek-Onkar Enterprises, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No.
20-80761) on July 14, 2020, listing under $1 million in both assets
and liabilities. Judge Thomas L. Perkins oversees the case.
Breedlove Legal, LLC is Debtor's legal counsel.
ELK CITY LODGING: Patel Buying Elk City Property for $1.7M Cash
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Elk City Lodging, LLC, asks the U.S. Bankruptcy Court for the
Western District of Oklahoma to authorize the short sale of the
real property located at 2802 S. Main Street, Elk City, Oklahoma to
Sandip Patel for $1.7 million, cash, subject to higher and better
offers.
The Debtor owns the property. It employed Marcus & Millichap for
the sale of the property and has been actively seeking offers for
the past six months. The Debtor has been trying to find a buyer
who would payoff Celtic Bank in full but has been unable to do so.
While not paying the Bank in full, the Debtor believes the sale
provides the greatest return to the Bank. It is a short sale.
The Debtor proposes to sell the property to the Buyer, an unrelated
third party, for $1.7 million cash, pursuant to their Purchase
Agreement. The sale will be subject to higher and better offers to
be made at the time of the hearing on the Motion. The sale will be
free and clear of all liens, claims and encumbrances, and such
liens, claims and encumbrances will attach to the sale proceeds.
The sale proceeds will be held by the title company pending an
order of distribution approved by the Court.
Celtic Bank claims a secured lien on the property in the excess of
$3.7 million. The property is also encumbered with liens to the
taxing authorities for current year ad valorem taxes.
The reasonable and necessary closing costs associated with the sale
will be paid at the time of closing, including the Broker's fee of
5% of the gross sales price. The hotel operating expenses through
the closing date will be paid in full at the time of closing.
The Debtor asks that the 14-day period following the entry of an
Order allowing the sale be waived.
A telephonic hearing on the Motion is set for Aug. 12, 2020 at 9:30
a.m. Objections, if any, must be filed no later than 21 days from
the date of filing of the Motion.
A copy of the Agreement is available at
https://tinyurl.com/yatn3w4b from PacerMonitor.com free of charge.
About Elk City Lodging
Elk City Lodging, LLC, d/b/a Comfort Inn & Suites, is a privately
held company in Elk City, Oklahoma, that operates in the hotel and
lodging industry.
Elk City Lodging filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Okla. Case No. 19-13945) on Sept. 26, 2019 in Oklahoma City,
Oklahoma. In the petition signed by CEO Kumar Khemlani, the
Debtor
was estimated to have both assets and liabilities at $1 million to
$10 million. Judge Sarah A. Hall is assigned the case. JOYCE W.
LINDAUER ATTORNEY, PLLC, is the Debtor's counsel.
FARM-RITE INC: Has Interim OK to Use Farm Credit Collateral
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The U.S. Bankruptcy Court for the District of New Jersey issued a
first interim order authorizing Farm-Rite Inc. to use cash
collateral.
Farm Credit Ease, ACA, has asserted that it has mortgages and a
valid, perfected and secured lien and security interest in the
collateral securing the Debtor's debt.
Farm Credit has asserted that the Debtor owes it $4,618,935.39 as
of July 20, 2020, as well as accrued interest, fees and costs.
According to Farm Credit, the debt is not subject to defense,
offset or counterclaim of any kind or nature and that the debt is
an allowed, fully secured claim in an amount to be subsequently
determined by the court.
The Cash Collateral is defined by 11 U.S.C. Sec. 363(a) and
includes cash, negotiable instruments, deposit accounts and or
other cash equivalents, as more particularly defined in said
subsection of the Bankruptcy Code, as well as post-petition
accounts and "proceeds", as that term is described in UCC Section
9-306.
The Debtor says it does not have sufficient unencumbered cash or
other assets with which to continue to operate in Chapter 11.
Hence, it requires immediate authority to use cash collateral to
continue its business operations without interruption and to
facilitate formulating an effective plan of reorganization.
As adequate protection for use of the cash collateral, Farm Credit
is granted a replacement perfected security interest under U.S.C.
Sec. 361(2) to the extent that Farm Credit's cash collateral lien
is validated pursuant to further proceedings and is used by the
Debtor, to the extent and with the same priority in all of the
Debtor's post-petition collateral, and proceeds thereof, that Farm
Credit held in the Debtor's pre-petition property, subject to
payments due under 28 U.S.C. Sec. 1930(a)(6).
To the extent the adequate protection provided for proves
insufficient to protect Farm Credit's interest in and to the cash
collateral, Farm Credit will have a super-priority administrative
expense claim, pursuant to 11 U.S.C. Sec. 507(b), senior to any and
all claims against the Debtor under 11 U.S.C. Sec. 507(a), whether
in this proceeding or in any superseding proceeding, subject to
payments due under 28 U.S.C. Sec. 1930(a)(6).
Excluded from this super-priority administrative claim are any
causes of action arising under Chapter 5 of the Bankruptcy Code.
The Debtor will also submit financial information to Farm Credit.
The Debtor will segregate and not sell any parts that are the
collateral of CNH Industrial Capital, LLC. This restriction does
not apply to any parts that were acquired from third parties.
A final hearing on the Debtor's request will be held on August 31,
2020.
A full-text copy of the Court's Interim Cash Collateral Order is
available at https://bit.ly/3kDQjpu from PacerMonitor.com.
About Farm-Rite Inc.
Farm-Rite Inc. offers agriculture, construction, commercial
irrigation and commercial landscaping equipment. Bridgeton,
N.J.-based Farm-Rite filed for Chapter 11 bankruptcy (Bankr. D.N.J.
Case No. 20-19379) on August 7, 2020.
The case is assigned to Judge Jerrold Poslusny.
Arthur J. Abramowitz, Esq., at Sherman Silverstein Kohl Rose &
Podolsky, serves as the Debtor's counsel. The Debtor hired Karpac &
Company as accountant.
In its petition, the Debtor estimated $10 million to $50 million in
both assets and liabilities.
The petition was signed by Donald C. Strang, president.
FENCEPOST PRODUCTIONS: CB Objects to Post-petition Financing Motion
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Secured creditor Core Bank bjects to debtors Fencepost Productions,
Inc. and NPB Company, Inc.'s Joint Motion for Approval of Limited
Amendment of Post-Petition Financing to Increase Borrowing Cap.
CB points out that Debtors fail to establish that unsecured
financing is unavailable, they cannot obtain an additional
$4,000,000 from Alterna under Section 364(c)(2) of the Bankruptcy
Code.
CB claims that Debtors provide no evidence that suggests amending
the Post-Petition Financing contract is a sound exercise of their
business judgment or in the best interests of their estates and
creditors. The Debtors wholly fail to quantify how incurring an
additional $4,000,000 debt, at a 12.5% interest rate, will allow
them to become profitable.
CB asserts that Debtors' speculation is not a legitimate
alternative for the demonstrable evidence that could justify
Debtors incurring an additional $4,000,000 of debt and further
displacing CB’s liens on the Personal Property collateral.
CB further asserts that the Motion fails to comply with Federal
Rule of Bankruptcy Procedure 4001, which requires a motion to
obtain credit to contain deadlines for filing a plan of
reorganization, for approval of a disclosure statement, for a
hearing on confirmation, or for entry of a confirmation order.
A copy of CB's objection dated July 2, 2020, is available at
https://tinyurl.com/y8awsfob from PacerMonitor at no charge.
Core Bank is represented by:
Michael D. Leifman
Chuhak & Tecson, P.C.
30 S. Wacker Drive, Suite 2600
Chicago, IL 60606
Telephone: (312) 855-4352
Facsimile: (312) 444-9027
E-mail: MLeifman@chuhak.com
About Fencepost Productions
Fencepost Productions, Inc. -- http://www.fencepostproductions.com/
-- is a designer and distributor of men's, women's, and youth
outdoor apparel under its brands Staghorn River, Willow Trails, and
Northern Outpost.
Fencepost Productions and its affiliates, NPB Company Inc. and Old
Dominion Apparel Corporation, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Kan. Lead Case No. 19-41545) on Dec.
18, 2019. At the time of the filing, Fencepost Productions was
estimated to have $1 million to $10 million in assets and $10
million to $50 million in liabilities. Judge Dale L. Somers
oversees the cases.
The Debtor has tapped Mcdowell Rice Smith & Buchanan as its legal
counsel and Hovey Williams, LLP as its special counsel.
FIBERCORR MILLS: Committee Hires Lewis Brisbois as Legal Counsel
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The official committee of unsecured creditors of Fibercorr Mills,
LLC, and its affiliates received approval from the U.S. Bankruptcy
Court for the Northern District of Ohio to retain Lewis Brisbois
Bisgaard & Smith, LLP as its legal counsel.
The firm will provide the following services:
a. advise the committee concerning its rights, powers, and
responsibilities under the Bankruptcy Code;
b. assist in dealing with Debtor in the administration of its
Chapter 11 case and give advice to the committee with respect to
its communications with its constituents regarding significant
matters in the case;
c. assist the committee in any proposed sale of Debtor's
assets;
d. represent the committee in all negotiations and proceedings
involving Debtor, creditors and other parties relating to the
administration of the bankruptcy estate and Debtor's Chapter 11
plan of reorganization or liquidation;
e. assist the committee's investigation of the acts, conduct,
assets, liabilities and financial condition of the Debtor and of
the operation of its business;
f. assist the committee in requesting the appointment of a
trustee or examiner, or the conversion or dismissal of the case
should such actions be necessary;
g. represent the committee in all hearings and other
proceedings;
h. review and analyze all applications, orders, financial
statements and schedules of the Debtor; and
i. prepare court papers.
Lewis Brisbois will be paid at these hourly rates:
Richard Lauter, Esq. $450
Meleah Skillern, Esq. $250
Other Attorneys $395 to $500
Paraprofessionals $150
The firm will also be reimbursed for work-related expenses
incurred.
Meleah Skillern, Esq., at Lewis Brisbois, assured the court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Lewis Brisbois can be reached at:
Meleah M. Skillern, Esq.
Richard S. Lauter, Esq.
Lewis Brisbois Bisgaard & Smith, LLP
633 West 5th Street, Suite 4000
Los Angeles, CA 90071
Tel: (213) 250-1800
Fax: (213) 250-7900
About Fibercorr Mills
FiberCorr Mills is a Massillon-based manufacturer of corrugated
cardboard products. The Shew family bought the FiberCorr business
from Georgia-Pacific in February 2000. Cherry Springs of
Massillon
II is the owner of real property consisting of FiberCorr's
business
premises. Shew Industries, LLC is the parent company of the other
debtors. Visit http://www.fibercorr.comfor more information.
Fibercorr Mills and its affiliates filed Chapter 11 petitions
(Bankr. N.D. Ohio Lead Case No. 20-61029) on June 17, 2020. At
the
time of the filing, Fibercorr Mills had estimated assets of
between
$1 million and $10 million and liabilities of between $1 million
and $10 million.
Judge Russ Kendig oversees the case.
Debtors have tapped Anthony J. Degirolamo, Attorney At Law as
their
bankruptcy counsel; and The Phillips Organization as their
financial advisor.
The U.S. Trustee for Region 9 appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases. The committee is
represented by Lewis Brisbois Bisgaard & Smith, LLP.
FIRSTCASH INC: Moody's Affirms 'Ba1' Corp. Family Rating
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Moody's Investors Service has affirmed the Ba1 corporate family and
long-term senior unsecured ratings of FirstCash Inc. As part of the
same rating action, Moody's has assigned a Ba1 rating to $400
million of senior unsecured notes being issued by FirstCash
maturing in 2028, which rank pari-passu with the company's
revolving unsecured credit facilities.
The company has indicated it will use net proceeds of the offering
to repay all of its $300 million of senior unsecured notes due in
June 2024 and a portion of its revolving unsecured credit facility
due in June 2024. The outlook on FirstCash remains stable.
RATINGS RATIONALE
The affirmation of FirstCash's Ba1 ratings reflects Moody's
unchanged view of the company's ba1 standalone assessment,
reflecting the company's status as a significant player in the
highly fragmented pawn industry in the United States (Government of
United States, Aaa stable) and Mexico (Government of Mexico, Baa1
negative), as well as its stable and strong financial fundamentals.
FirstCash has demonstrated consistently strong profitability driven
by the strong financial performance of its pawn lending and retail
merchandise business. Although Moody's expects the company's
profitability to be pressured over the next several quarters due to
soft loan demand and a decline in inventories, leading to a lower
level of merchandise sales, Moody's expects FirstCash's
profitability to be strong over the next 12-18 months.
FirstCash has a solid capital level, with tangible common equity to
tangible managed assets (TCE to TMA) of 18.7 % as of 30 June 2020;
Moody's expects the company to maintain strong capitalization over
the next 12-18 months. Also, the planned issuance further enhances
FirstCash's already solid liquidity profile by extending the
maturity of the senior unsecured notes by approximately four
years.
The ba1 standalone assessment also reflects the benefits for
creditors resulting from the company's geographic diversification,
as it continues to expand its operations in Latin America.
Although, Moody's views geographic expansion for the company
overall as credit positive, it also poses risks that the company's
growth in the Latin American market may be too rapid. This risk is
partly mitigated by FirstCash's successful track record of opening,
acquiring and integrating pawn stores while maintaining moderate
leverage and solid profitability.
The Ba1 rating assigned to the planned senior unsecured notes
reflects the company's ba1 standalone assessment and the senior
unsecured notes' seniority in right of payment to all existing and
future senior subordinated indebtedness, and equal with all other
existing and future senior indebtedness, including William
Scotsman's revolving unsecured credit facilities.
The stable outlook reflects Moody's expectation that the company's
limited leverage will be conservatively managed, and the company
will maintain solid profitability over the next 12-18 months, as it
continues to grow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company maintains a strong
tangible equity position as well as solid profitability, and
notably enhances its liquidity profile.
The ratings could be downgraded if the company experiences a
significant reduction in profitability, and/or increases leverage,
resulting in a significant deterioration in interest coverage.
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
GARY G. DEROSA: Custom Earth Buying Promissory Notes for $900K Cash
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Gary G. DeRosa asks the U.S. Bankruptcy Court for the Eastern
District of New York to authorize the sale of the estate's right,
title and interest in and to the following promissory notes: (a)
the note dated Sept. 16, 2003 in the original amount of $1.33
million from Custom Recycling, LLC, as maker, to Custom Earth, as
payee; and (b) the note dated Sept. 17, 2003 in the original amount
of $2,720,750 from John Watral, Paul Watral, Thomas Watral, Thomas
Pratt and James Pratt, III, as maker to the Debtor as payee, to
Custom Earth Recycling for $900,000, cash.
In the spring of 2012, the Debtor (currently 71 years old) and
Greenberg (currently 80 years old), who were very close friends,
discussed different business opportunities and investments.
Greenberg had asked the Debtor whether he had any business
opportunities. The Debtor advised Greenberg that he had an
outstanding loan which was secured by a pledge of promissory notes
that he received from a prior sale of his business to an individual
named Linda Marin at a 12% interest rate. He advised Greenberg
that he would replace the Marin Loan if Greenberg would give him a
better interest rate.
As a result, the Debtor contacted his attorney at Certilman Balin
Adler & Hyman, LLP to coordinate a buyout of the Marin Loan and a
refinancing of that loan with Greenberg. Attorneys at Certilman
worked with the Debtor and Defendant Greenberg to work through the
Marin Loan and refinance of the Marin Loan transaction. In
connection with this, Certilman organized a transaction between
Greenberg and the Debtor for a refinance of the Marin Loan and
defendant Greenberg wired the necessary funds to Certilman in order
to consummate the transactions.
On May 21, 2012, in furtherance of the refinance of the Marin Loan,
Greenberg entered two different loan transactions with the Debtor
each in the amount of $500,000. The first of the May 2012 notes
executed by the Debtor provides that the Debtor would pay to
Greenberg the principal sum of $500,000 with interest at 11% per
annum and a monthly payment of $6,546 and had an amortization
schedule for a period of 11 years.
According to the Debtor, he coordinated the 11-year payment
schedule to coincide with the Notes the Debtor was receiving from
the sale of one of his businesses. The amount of $338,389 of the
First May 2012 Note was used to pay off the Marin Loan. As
contemplated by the parties, the balance of approximately $162,000
of the First May 2012 Note, after payment of attorneys' fees to
Certilman, was used for general expenses.
The Debtor provided Greenberg with collateral through the escrow of
the Notes the Debtor was entitled to receive in order to provide a
comfort level of the monthly payments due on the First May 2012
Note. This collateral was provided to insure that the payments the
Debtor received, which were in excess of his obligations to
Greenberg, would be promptly made.
Based on conversations between them, Greenberg knew about the
collateral being provided and understood that the First May 2012
Note would be paid to Greenberg on a monthly basis as the Debtor
received the money he was entitled to from the Notes.
The second of the May 2012 notes in the amount of $500,000 also
provided for a loan to the Debtor of $500,000 together with
interest of 11% and a monthly payment of $5,545. The Second May
2012 Note had an amortization schedule and provides for payment
over a period of 16 years. Similar to the First May 2012 Note, he
coordinated the 16-year payment schedule to coincide with the Notes
the Debtor was receiving from the sale of one of his businesses.
In connection with the First May 2012 Note and Second May 2012
Note, the Debtor executed a collateral pledge and assignment
agreement in and to payments due to the Debtor and/or Custom Earth
Products, Inc. under the Custom Recycling Note and the Watral Note.
The Custom Recycling Note and the Watral Note are property of the
estate and owed to the Debtor subject to the May 2012 Notes being
paid to Greenberg. Greenberg is entitled to the income stream from
the Notes to secure the monthly payment under the May 2012 Notes.
To date, the Custom Recycling Note and Watral Note have the
following term left:
a. Sept. 16, 2003 - Custom Recycling as maker, Custom
Earth/DeRosa as lender, in the amount of $1.33 million at a 6.5%
interest rate, a monthly payment of $9,916, until 2023.
b. Sept. 17, 2003 - Watral, et al. as maker, DeRosa as lender,
in the amount of $2,072,550, at a 6.5% interest rate, a montly
payment of $13,995, until 2028.
The current principal balance due under the Custom Recycling Note
is $272,123 and the current principal balance due under the Watral
Note is $1,065,478. There is no dispute that the amount owed to
the Debtor on the Custom Recycling Note and Watral Note
collectively exceeds the monthly payments due to Greenberg under
the May 2012 Notes.
According to Greenberg's first proof of claim filed, the total
amount owed under the May 2012 Notes, as of April 24, 2020, taking
into consideration post-petition payments made through April 2020
is $606,601. Since April 2020, Greenberg has received three
additional payments of $21,928 per month through July 2020 for a
total amount of $65,784, thereby reducing the amount due to
Greenberg of approximately $540,817.
As of the Filing Date, the Debtor held title to the Custom Earth
Recycling Note and the Watral Note, which consists of an income
stream of payments made every month. Payments have been timely
made on the notes each month.
The Debtor now proposes to monetize the Notes upfront for a cash
payment to be used to pay off the May 2012 Notes and fund his plan
of reorganization. He has attempted to sell the Notes to third
parties without success. The Debtor, however, has received an
offer from the payors of the Notes to make a lump sum payment to
the bankruptcy estate of $900,000 in full satisfaction of the
Notes. The offer (Exhibit A) is subject to Bankruptcy Court
approval and will be paid to the bankruptcy estate no later than 10
days following the entry of a non-appealable order approving the
sale. The payors have recently made the July 2020 monthly.
By the Sale Motion, the Debtor asks the entry of an Order
authorizing and approving the sale of interest in and to the Custom
Recycling Note and Watral Note, free and clear of any and all
Liens, with such Liens, if any, to attach to the sale proceeds, and
granting the Debtor related relief.
A hearing on the Motion has been set for Aug. 3, 2020 at 1:30 p.m.
The Objection Deadline is July 27, 2020 at 5:00 p.m.
A copy of the Offer is available at https://tinyurl.com/y8xc6y4h
from PacerMonitor.com free of charge.
Gary G. DeRosa sought Chapter 11 protection (Bankr. E.D. N.Y. Case
No. 19-75395) on Aug. 1, 2019. The Debtor tapped Joseph S.
Maniscalco, Esq., at LaMonica Herbst Maniscalco as counsel.
GNC HOLDINGS: Aug. 19 Hearing on Bid Procedures Order Modification
------------------------------------------------------------------
Judge Karen B. Owens of the U.S. Bankruptcy Court for the District
of Delaware shortened the notice period with respect to the order
sought by Holdings, Inc. and its debtor-affiliates modifying the
Bidding Procedures Order in connection with the sale of
substantially all their assets to Harbin Pharmaceutical Group
Holding Co., Ltd. or its designee for $760 million, subject to
overbid.
As proposed by the Debtors, the hearing to consider the Motion to
Modify will be held on Aug. 19, 2020 at 1:00 p.m. (ET). Any
responses or objections to the Motion to Modify are due by Aug. 14,
2020 at 4:00 p.m. (ET).
In the month since the filing of the Bidding Procedures Motion, the
Debtors, the
Proposed Stalking Horse Bidder, the Ad Hoc Group of Crossover
Lenders, and the Ad Hoc FILO
Term Lender Group have worked tirelessly to negotiate and finalize
a Stalking Horse Agreement. Despite significant progress and the
hard work of the parties, the Stalking Horse Agreement was not
finalized by the deadline set forth in the Bidding Procedures
Order. However, the parties continued to negotiate after the
deadline, and were ultimately able to finalize a Stalking Horse
Agreement with the Proposed Stalking Horse Bidder.
Accordingly, the Debtors sought entry of an order modifying the
Bidding Procedures Order to extend the Stalking Horse Deadline by
which they may select a Stalking Horse Bidder and enter into a
Stalking Horse Agreement from Aug. 3, 2020 to Aug. 7, 2020.
Although the four-day extension is the only modification sought by
the Debtors, because the Debtors did not file a Stalking Horse
Selection Notice within one business day after Aug. 3, 2020, in
accordance with the Bidding Procedures Order, the Sale Objection
Deadline was extended to Aug. 28, 2020 at 4:00 p.m. (PET), the Bid
Deadline was extended to Sept. 11, 2020 at 4:00 p.m. (PET), the
Auction date was extended to Sept. 15, 2020 at 10:00 a.m. (PET),
the Auction Objection Deadline was extended to Sep. 16, 2020 at
4:00 p.m. (PET), the Reply Deadline was extended to Sept. 16, 2020
at 5:00 p.m. (PET), the Sale Hearing was extended to Sept. 17, 2020
at 1:00 p.m. (PET), the Adequate Assurance Objection Deadline was
extended to Sept. 22, 2020 at 8:00 p.m. (PET), and the Adequate
Assurance Hearing was extended to Sept. 29, at 1:00 p.m. (PET).
If the Stalking Horse Deadline is not extended, the Debtors will be
forced to continue the sale process without a Stalking Horse
Bidder. The Debtors have finalized a Stalking Horse Agreement, and
they merely ask a short, four-day extension of the Stalking Horse
Deadline to permit them to enter into the Stalking Horse Agreement,
which will set a floor for bids, enhancing the sale process and
maximizing value, which is in the best interests of the Debtors'
estates and their stakeholders.
A copy of the Motion is available at https://tinyurl.com/y5vge6tb
from PacerMonitor.com free of charge.
About GNC Holdings
GNC Holdings Inc. -- http://www.gnc.com/-- is a global health and
wellness brand with a diversified omni-channel business. In its
stores and online, GNC Holdings sells an assortment of performance
and nutritional supplements, vitamins, herbs and greens, health and
beauty, food and drink, and other general merchandise, featuring
innovative private-label products as well as nationally recognized
third-party brands, many of which are exclusive to GNC Holdings.
GNC Holdings and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-11662) on
June 23, 2020. Debtors disclosed $1,415,957,000 in assets and
$895,022,000 in liabilities as of March 31, 2020.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Latham
& Watkins, LLP as legal counsel; Evercore Group, LLC as investment
banker and financial advisor; FTI Consulting, Inc. as financial
advisor; and Prime Clerk as claims and noticing agent. Torys LLP
is the legal counsel in the Companies' Creditors Arrangement Act
case.
GOGO INC: Incurs $86 Million Net Loss in Second Quarter
-------------------------------------------------------
Gogo Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q, disclosing a net loss of $85.98
million on $96.64 million of total revenue for the three months
ended June 30, 2020, compared to a net loss of $83.96 million on
$213.68 million of total revenue for the three months ended
June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $170.76 million on $281.11 million of total revenue
compared to a net loss of $100.76 million on $413.23 million of
total revenue for the same period in 2019.
As of June 30, 2020, the Company had $1.06 billion in total assets,
$1.63 billion in total liabilities, and a total stockholders'
deficit of $569.02 million.
"While COVID-19 has significantly impaired global commercial
aviation travel and our results for the second quarter, we are
encouraged by the strong recovery in business aviation as well as
the beginnings of a recovery in global commercial aviation which
has continued into August," said Oakleigh Thorne, Gogo's president
and CEO. "Going forward, we are focused on maintaining the
strength of our franchise and realizing the value of CA through a
potential sale of the division."
"By reducing spending and maintaining tight working capital
management, we achieved break even, unlevered Free Cash Flow for
the quarter, despite significantly lower revenue," said Barry
Rowan, Gogo's executive vice president and CFO. "Execution of our
cost-control plan resulted in a 35% year-over-year reduction in
expenses in the second quarter. Through these efforts, we have
further enhanced our ability to maintain adequate liquidity as we
continue to navigate this challenging period."
Continuing Actions in Response to COVID-19 Related Decline in Air
Traffic
* A recently announced reduction in force of 143 full-time
positions predominately in the Commercial Aviation business,
effective Aug. 14, 2020. This follows the Company's four-
month furlough of over 50% of the workforce, or more than
600 employees.
* Ongoing compensation reductions for nearly all personnel not
impacted by the furlough, including 30% for the CEO and
Board of Directors and 20% for the executive leadership
team.
* Continuing progress in negotiations with suppliers and
customers to improve contract terms, delay aircraft
equipment installations and defer capital equipment
purchases.
* Continuing implementation of cost reduction initiatives
which are expected to generate savings of more than $340
million through 2021, exceeding the high end of the previous
forecast.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/AjxCud
About Gogo Inc.
Gogo Inc. -- http://www.gogoair.com-- is an inflight internet
company that provides broadband connectivity products and services
for aviation. It designs and sources innovative network solutions
that connect aircraft to the Internet, and develop software and
platforms that enable customizable solutions for and by its
aviation partners. Gogo's products and services are installed on
thousands of aircraft operated by the leading global commercial
airlines and thousands of private aircraft, including those of the
largest fractional ownership operators. Gogo is headquartered in
Chicago, IL, with additional facilities in Broomfield, CO, and
locations across the globe.
Gogo Inc. reported a net loss of $146 million for the year ended
Dec. 31, 2019, compared to a net loss of $162.03 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$1.21 billion in total assets, $1.61 billion in total liabilities,
and a total stockholders' deficit of $398.89 million.
As of March 31, 2020, the Company had $1.19 billion in total
assets, $1.68 billion in total liabilities, and a total
stockholders' deficit of $486.61 million.
* * *
As reported by the TCR on April 18, 2019, Moody's Investors Service
changed the outlook on Gogo Inc. to stable from negative.
Concurrently, Moody's affirmed Gogo's corporate family rating at
Caa1. Moody's said that despite the improvement in liquidity,
Gogo's Caa1 CFR remains warranted given the company's high leverage
which Moody's expects at around 9.9x (Moody's adjusted debt/EBITDA)
by end 2019 along with the continued need for Gogo to invest
heavily in technology and equipment installs to pursue its growth
ambitions outside of North America. Gogo's Caa1 also reflects the
company's small scale relative to other players in the wider
telecommunications industry as well as the highly competitive
environment it operates in.
As reported by the TCR on March 20, 2020, S&P Global Ratings placed
all of its ratings on Gogo Inc., including its 'CCC+' issuer credit
rating, on CreditWatch with negative implications. S&P placed its
ratings on Gogo on CreditWatch with negative implications because
the company does not have sufficient liquidity cushion to absorb a
significant and prolonged cut to global air travel.
GREENSBURG CONCRETE: Unsec. Creditors to Have 28% Recovery in Plan
------------------------------------------------------------------
Debtor Greensburg Concrete Block Company filed the Amended
Disclosure Statement to accompany Amended Plan dated July 10,
2020.
Class 3 priority unsecured creditors will be paid in full over a
60-month period.
Class 4 general unsecured creditors will receive quarterly
payments. Each quarter the amount of $31,816 will be paid to the
general unsecured creditors per rata, which will equal a 28%
payment.
Class 5 equity security holders shall receive no payment but will
retain their interest in the company.
State source of funds for planned payments, including funds
necessary for capital replacement, repairs, or improvements are
operation of business. If business is sold, all payments shall be
made at the closing of the sale.
A full-text copy of the Amended Disclosure Statement dated July 10,
2020, is available at https://tinyurl.com/y8k4rwwl from
PacerMonitor at no charge.
The Debtor is represented by:
Robert H. Slone, Esquire
MAHADY & MAHADY
223 South Maple Avenue
Greensburg, PA 15601
About Greensburg Concrete Block Co.
Greensburg Concrete Block Company, a ready mixed concrete supplier
in Greensburg, Pa., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23527) on Sept. 6,
2019. At the time of the filing, Debtor was estimated to have
assets of less than $50,000 and liabilities of $1 million and $10
million. Judge Thomas P. Agresti oversees the case. The Debtor is
represented by Mahady & Mahady.
No official committee of unsecured creditors has been appointed in
Debtor's bankruptcy case.
HEARTLAND DENTAL: Moody's Rates $200MM First Lien Term Loan 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 (LGD3) rating to Heartland
Dental, LLC's new $200 million incremental first lien senior
secured term loan. All other ratings, including the Caa1 Corporate
Family Rating, Caa1-PD Probability of Default Rating, B3 senior
secured rating, and Caa3 unsecured note rating are unchanged. The
rating outlook is unchanged at stable.
Proceeds from the incremental first lien term loan will be used to
add cash to the balance sheet that will be used to fund future
acquisitions. The incremental financing is credit negative as it
will increase leverage by more than half a turn and delay
de-leveraging. The proposed incremental term loan also signals that
Heartland will continue to use debt to fund its future growth.
Moody's expects debt/EBITDA will approach 9 times by the end of
2020, not including any incremental EBITDA from any acquired
practices or new dental office openings funded with proceeds of the
new term loan. That said, the financing will also improve liquidity
by increasing cash to the balance sheet.
Rating Actions:
Issuer: HEARTLAND DENTAL, LLC
$200 million Gtd Senior Secured 1st Lien Term Loan due 2025
assigned B3 (LGD3)
RATINGS RATIONALE
Heartland's Caa1 Corporate Family Rating reflects its very high
leverage, moderate free cash flow, and aggressive growth strategy.
The credit profile is also constrained by weaker operational
performance resulting from volume declines experienced amidst the
coronavirus pandemic. The rating is supported by the company's
position as the largest dental support organization in the US,
favorable industry dynamics and good geographic diversity.
Additionally, Heartland has some ability to further improve cash
flow and liquidity by reducing new office openings and new dentist
affiliation investments.
Moody's considers Heartland to have adequate liquidity. The company
has historically had negative free cash flow due to growth and
acquisition spending. While the company can reduce these
expenditures, Moody's believes that Heartland will have negative
free cash flow in 2020 given the weakness following the coronavirus
pandemic. Liquidity is supported by the company's $188 million cash
balance as of March 31, 2020, which includes $130 million drawn on
the $135 million revolver. Moody's expects Heartland's cash balance
will remain over $100 million through the end of 2020.
Moody's considers coronavirus to be a social risk given the risk to
human health and safety. Aside from coronavirus, Heartland Dental
faces other social risks such as the rising concerns around the
access and affordability of healthcare services. However, Moody's
does not consider the DSOs to face the same level of social risk as
many other healthcare providers, and Heartland Dental, in
particular, generates most of its revenues from commercial
insurance.
From a governance perspective, Moody's views Heartland's growth
strategy to be extremely aggressive given its history of
debt-funded acquisitions and high leverage. Heartland has added
over 200 offices since its acquisition by KKR in March 2018, either
through acquisition or opening new dental offices. While there is
execution risk to rapid growth, acquisitions and new store openings
have generally been executed successfully.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Heartland experiences material
disruption caused by aggressive expansion strategy, further erosion
of liquidity or earnings deterioration from the coronavirus
pandemic, or an increased risk of a distressed exchange.
The ratings could be upgraded if Heartland improves liquidity, has
debt/EBITDA approaching 7.5 times, or exhibits less aggressive
financial policies resulting in significant improvement in credit
metrics.
Heartland provides support staff and comprehensive business support
functions under administrative service agreements to its affiliated
dental offices, organized as professional corporations. Heartland
currently operates 1,022 offices across 37 states. Heartland is
majority-owned by KKR, and Ontario Teachers' Pension Plan Board
maintains partial ownership. The company generated about $1.6
billion in net patient service revenue as of March 31, 2020.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
HERMITAGE OFFSHORE: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------------
Twenty-nine affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Hermitage Offshore Services Ltd. (Lead Debtor) 20-11850
"Les Industries", 2 Rue du Gabian
MC, 98000
PSV Adminco 2019 LLC 20-11848
CB Holdco Limited 20-11851
Blue Power Limited 20-11852
Delta Cistern V Limited 20-11853
Sierra Cistern V Limited 20-11854
Petro Craft 2017-1 Shipping Company Limited 20-11855
Petro Craft 2017-2 Shipping Company Limited 20-11856
Petro Craft 2017-3 Shipping Company Limited 20-11857
Petro Craft 2017-4 Shipping Company Limited 20-11858
Petro Craft 2017-5 Shipping Company Limited 20-11859
Petro Craft 2017-7 Shipping Company Limited 20-11861
Petro Craft 2017-8 Shipping Company Limited 20-11862
Petro Combi 6030-01 Shipping Company Limited 20-11863
Petro Combi 6030-02 Shipping Company Limited 20-11864
Petro Combi 6030-03 Shipping Company Limited 20-11865
Petro Combi 6030-04 Shipping Company Limited 20-11866
Hermit Storm Shipping Company Limited 20-11868
Hermit Viking Shipping Company Limited 20-11869
Hermit Protector Shipping Company Limited 20-11870
Hermit Guardian Shipping Company Limited 20-11871
Hermit Thunder Shipping Company Limited 20-11872
Delta PSV Norway AS 20-11873
NAO Norway AS 20-11874
Hermit Galaxy Shipping Company Limited 20-11875
Hermit Horizon Shipping Company Limited 20-11876
Hermit Power Shipping Company Limited 20-11877
Hermit Prosper Shipping Company Limited 20-11878
Hermit Fighter Shipping Company Limited 20-11879
Business Description: The Debtors are an integrated offshore
support vessel ("OSV") company. The
Debtors' OSVs are all focused on, and
used primarily in, the oil and gas
business, including in the installation,
maintenance, and movement of oil and gas
platforms. Demand for the Debtors'
services, as well as its operations,
growth, and stability in the value of
the OSVs depend on activity in offshore
oil and natural gas exploration,
development, and production. Visit
https://www.hermitage-offshore.com for
more information.
Chapter 11 Petition Date: August 11, 2020
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Martin Glenn
Debtors' Counsel: Brian S. Rosen, Esq.
Joshua A. Esses, Esq.
PROSKAUER ROSE LLP
Eleven Times Square
New York, NY 10036
Tel: (212) 969-3000
Fax: (212) 969-2900
Email: brosen@proskauer.com
jesses@proskauer.com
Debtors'
Investment
Banker: PERELLA WEINBERG PARTNERS L.P.
Debtors'
Professional
Shipping
Advisory
Firm: SNAPDRAGON ADVISORY AB
Debtors'
Claims,
Noticing &
Solicitation
Agent: PRIME CLERK LLC
https://tinyurl.com/y2xnfwx8
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $100 million to $500 million
The petition was signed by Cameron Mackey, director.
A copy of Hermitage Offshore's petition is available for free at
PacerMonitor.com at:
https://tinyurl.com/yy3dlcl9
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Petro Services Congo S.A.R.L Technical $356,564
Lotissement Roc de Tchikobo, Management Fees
Bloc 20, Villa 385,
Pointe Noire,
Republic of Congo
Orian Gissler
Tel: +377 92 05 50 75
Email: orian.gissler@petro-services.com
2. OSM Crew Management Crew Wages $324,525
Aberdeen Ltd (USD)
c/o Fyfe Moir &
Associates Ltd.
Amhall Business Park,
1st Floor, 5 Aber
AB32 6FE Prospect Road
United Kingdom
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
3. V.Group Global Crew Wages $264,501
(Singapore) Pte. Ltd
300 Beach Road
21-03/06 Singapore
Singapore
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
4. Scorpio Services Holding Ltd Trade Debts $229,841
Trust Company
Complex, Ajeltake Roa
Ajletake Island, Majuro
Marshall Islands
Brian Lee
Email: BLee@scorpiogroup.net
5. Petro Services Shipping Trade Debts $186,214
Angola LDA
Edificio Kalunga Atrium,
Rua Engracia Fragoso
55, Escritorio 402,
Luanda
Orian Gissler
Tel: +377 92 05 50 75
Email: orian.gissler@petro-services.com
6. Remoy Shipping AS Technical $176,480
Vagsgt 15 Management
6090 Fosnavag Fees
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
7. PS Offshore Nigeria Trade Debts $147,351
Limited
Empire Building
Plot 1683, Sanusi
Fafunwa street,
Victoria Island,
Lagos State,
Nigeria
Orian Gissler
Tel: +377 92 05 50 75
Email: orian.gissler@petro-services.com
8. Scorpio Ship Trade Debts $139,150
Management SAM
9, Rue du Gabian
MC 98000 Monaco
Brian Lee
Email: BLee@scorpiogroup.net
9. DNB Bank ASA Trade Debts $103,165
Dronning Eufemias gate 30
0191 Oslo
Norway
Tel: +47 915 04800
Email: regnskap@dnb.no
10. Ulstein Power & Control AS Trade Debts $71,908
6067 Ulsteinvik
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
11. Bunker Oil AS Trade Debts $64,913
c/o Remoy Shipping AS
Vagsgt 15
6090 Fosnavag
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
12. Clarksons Platou AS Trade Debts $42,930
Munkedamsveien 62c
0270 Oslo
Norway
Andrew Milne
Tel: +44 1224 256659
Email: andrew.milne@clarksons.com
offshore.aberdeen@clarksons.com
13. OSM Africa Limited Trade Debts $35,410
c/o Petroserve Holding B.V.
Lyantseplein 1
Kamer 120,
2908 LH Cappelle aan
den IJssel,
Netherlands
Orian Gissler
Tel: +377 92 05 50 75
Email: orian.gissler@petro-services.com
14. Offshore Water Trade Debts $33,176
Management LTD
OWM Group
Teekay House
Prospect Road
Arnhall Business Park
Westhill
AB32 6FJ
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
15. Global Marine Travel Trade Debts $32,456
c/o V.Ships Offshore Limited
5th Floor
City Wharf, Shiprow
Aberdeen,
Aberdeenshire AB11
5BY
United Kingdom
Stephen McIntyre
Tel: +44 (0) 141 243 2435
Email: stephen.mcintyre@vships.com
16. Gard P&I (Bermuda) Ltd Trade Debts $32,108
c/o Gard AS
P.O. Box 789 Stoa
NO-4809 Arendal
Norway
Tel: +47 37 01 91 00
Email: companymail@gard.no
17. Berg-Hansen Nordvest AS Trade Debts $29,548
c/o Remoy Shipping AS
Vagsgt 15
6090 Fosnavag
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
18. V.Ships Offshore Limited Technical $25,000
5th Floor Management
City Wharf, Shiprow Fees
Aberdeen,
Aberdeenshire AB11 5BY
United Kingdom
Stephen McIntyre
Tel: +44 (0) 141 243 2435
Email: stephen.mcintyre@vships.com
19. Atea AS Trade Debts $23,408
c/o Remoy Shipping AS
Vagsgt 15
6090 Fosnavag
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
20. Inmarsat Solutions AS Trade Debts $22,328
6022 Alesund
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
21. Fearnleys Offshore Trade Debts $17,658
Services A/S
P.O Box 1158 Sentrum
N-0107 Oslo Norway
Tel: +47 22 93 64 00
Email: supply.offshore@fearnleys.no
22. Strachans Ltd. Trade Debts $17,233
54 Windmill Street
AB42 1UE Peterhead
Storbritannia, GB
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
23. Allweiler GmbH Trade Debts $17,031
Allweilerstr. 1
78315 Radolfzell
Germany
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
24. Scandic American Trade Debts $16,524
Shipping (EB) Ltd.
(European Branch)
P.O. Box 56
Leif Weldingsvei 20
3201 Sandefjord,
Norway
Tel: (47) 33 42 7300
Contact: Wenche Karlsen
Email: Wenche.H.Karlsen@sc
andicamerican.com
25. Scorpio Commercian Trade Debts $16,031
Management SAM
Le Millenium
9 Boulevard Charles III
MC 98000 Monaco
Brian Lee
Email: BLee@scorpiogroup.net
26. KPMG AS Trade Debts $15,150
Postboks 7000
Majorstua
0306 Oslo
Norway
Michael Stephenson
Email: Michael.Stephenson@kpmg.no
27. Guidance Marine Ltd. Trade Debts $12,973
c/o Remoy Shipping AS
Vagsgt 15
6090 Fosnavag
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
28. Clarksons Platou Trade Debts $12,835
Offshore
City Wharf, Shiprow
Aberdeen
Aberdeenshire
United Kingdom
AB11 5BY
Andrew Milne
Tel: +44 1224 256659
Email: offshore.aberdeen@clarksons.com
Email: andrew.milne@clarksons.com
29. Petroserve Holding B.V. Trade Debts $11,811
Lyantseplein 1 Kamer
120,
2908 LH Cappelle aan
den Ijssel
Netherlands
Orian Gissler
Tel: +377 92 05 50 75
Email: orian.gissler@petro-services.com
30. West Inspection AS Trade Debts $11,703
c/o Remoy Shipping AS
Vagsgt 15
6090 Fosnavag
Norway
Amalie Hasund
Tel: +47 70 01 74 58
Email: amalie@hasund.com
HESS MIDSTREAM: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Hess Midstream Operations LP's Long-Term
Issuer Default Rating at 'BB+'. Fitch has also affirmed the senior
secured rating, which is notched up one from the IDR to
'BBB-'/'RR1'. The rating for the senior unsecured rating is
affirmed at 'BB+'/'RR4.' The Rating Outlook is Stable.
The rating reflects the strength of its high-quality counterparty,
Hess Corp. which has a Long-Term IDR of 'BBB-'. HES is HESM OpCo's
primary customer. Other driving factors include HESM OpCo's low
leverage and strong liquidity position.
KEY RATING DRIVERS
Hess To Provide Growth: Contractually, HES's (BBB-/Stable)
subsidiaries are the only direct recipients of all of HESM OpCo's
services. HES guarantees the obligations of these subsidiaries. The
HES-HESM OpCo contracts have fee mechanisms by which HES protects
HESM OpCo from volume downsides and other risks. One type of
protection, minimum volume commitments, have, from time to time,
been triggered for some of HESM OpCo services. Despite HES reducing
its Bakken rig count to a single rig at the moment, HES expects to
see net crude production in the Bakken increase in 2020.
Regardless, HESM OpCo has MVCs and fee mechanisms in place to
ensure EBITDA growth in 2020 and 2021.
Slower Spending/Leverage Declining: 2020 is a significant year for
HESM OpCo as it completes major infrastructure buildout. The
largest component of this growth is the Tioga gas plant expansion,
which accounts for approximately $135 million of 2020's growth
capex budget of $250 million. In 2021, management expects growth
capex to fall to approximately $100 million. Leverage at the end of
2019 was 3.4x and with EBITDA expansion and lower capex in 2020 and
2021, Fitch forecasts that leverage should be well under 3.0x in
the forecast years barring any unforeseen spending.
Deferral of Capacity Expansion: In July 2020, HESM announced that
it was deferring some of its plans for gas processing capacity into
2021. Construction of the expansion of the Tioga gas plant will be
done by the end of 2020 and its full capacity will be in service in
2021. Previously it was expected that it was going to increase
capacity from 350 mmcf/d to 500 mmcf/d in 2021. The company is
expanding the Tioga gas plant by 150 mmcf/d to 400 mmcf/d in 2021
following completion of the maintenance turnaround.
HESM Growth: HESM acquired the Tioga system in March 2019 for $89
million. The company expanded into water services in March 2019
when it acquired Hess Water Services, which owns Hess' Bakken water
service business for $225 million. In 2020, the company plans to
continue to expand its water gathering and disposal capacity as
well. HESM has stated that additional growth may potentially come
from the acquisition of HES's infrastructure assets located in the
Gulf of Mexico.
Contracts Provide Two-Fold Revenue Protection: HESM OpCo is a 100%
fee-based business. Its fixed-fees are subject to annual
recalculation based HESM OpCo maintaining its targeted return on
capital through the end of 2023 and longer for the terminal and
export agreement as well as the water agreement. The calculation
also incorporates the production profile of HES. At the end of
2018, the tariff was updated for 2019 and it incorporated factors
from 2018 (such as the actual and forecast capex, operating
expenses, and the actual and forecast volumes). In addition to this
re-calculation structure, the suite of contracts provides that
near-term total revenues may be bolstered by minimum volume
commitments.
In HESM's 2019 10K, it was disclosed that the 2019 minimum volume
shortfall fee payments were $8.3 million versus $47.5 million in
the prior year. The setting of MVCs is an annual exercise and they
are established each year for the current year and the two
thereafter. Once the MVCs are set, they cannot be lowered. HES, as
HESM OpCo's counterparty, will bear high effective unit-costs in a
downside volume scenario, by operation of the two revenue
protection mechanisms.
DERIVATION SUMMARY
HESM OpCo is rated 'BB+', one notch above EQM Midstream Partners LP
(EQM; BB/Negative) which is also a midstream operator in a single
basin with customer concentration. Approximately 70% of EQM's
revenues are from EQT Corporation (EQT; BB/Positive) and its focus
is on natural gas the Appalachian basin. HESM OpCo receives
revenues from a stronger counterparty, HES, which is rated
'BBB-'/Stable. HESM OpCo's primary assets are located in the
Bakken.
In terms of size of EBITDA, EQM is much larger than HESM OpCo.
However, HESM OpCo is rated above EQM given its strong contract
structure from an investment grade counterparty and low leverage.
At the end of 2020, Fitch forecasts leverage at EQM to be in the
range of 5.6x-5.9x. Leverage at HESM OpCo is expected to be under
3.0x at the end of 2020 and in the forecast years.
KEY ASSUMPTIONS
-- Gas processing capacity reaches 500 mmcf/d in 2021;
-- EBITDA in 2020 and 2021 increase by 25% in each year;
-- Growth capex in 2020 is approximately $250 million and
declines significantly in 2021;
-- Distributions grow 5% in 2020 and 2021.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Positive rating action for HES;
-- A significant acquisition that diversifies the company's
business risk, provided that leverage (defined as total debt with
equity credit to adjusted EBITDA) stays below 4.5x (although this
may vary point depending on the risk profile of the acquisition).
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Negative rating action for HES;
-- Adverse changes in certain terms in the array of contracts
with Hess Corporation;
-- Leverage (defined as total debt with equity credit to adjusted
EBITDA) rising above 4.0x on a sustained basis in the context of
HESM OpCo maintaining its current size.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: As of June 30, 2020, HESM had almost $900
million of liquidity. The company had $2.5 million of cash on the
balance sheet, and $104 million drawn on the $1,000 million senior
secured revolving credit facility that matures in 2024. The next
maturities are the senior secured revolving credit facility and the
senior secured term loan due in 2024.
Fitch typically calculates midstream energy issuers' leverage by
using an EBITDA figure that excludes profit or distribution
attributable to a non-controlling interest Financial covenants on
the secured credit facilities permit a maximum funded debt to
EBITDA ratio of 5.0x (as defined in the Credit Facilities),
expanding temporarily to 5.5x in the event of certain acquisitions.
HESM was in compliance with these financial covenants as of June
30, 2020 and Fitch expects this compliance to continue over the
intermediate term.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch typically calculates midstream energy issuers' leverage by
using an EBITDA figure that excludes profit or distribution
attributable to a non-controlling interest.
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
Ratings for HESM OpCo are influenced by the ratings of HES.
ESG CONSIDERATIONS
HESM OpCO has an ESG Relevance Score of 4 for Governance Issues for
its Group Structure. HESM operates under a somewhat complex group
structure with exposure to financial issues arising elsewhere in
the group. This is relevant to the rating in conjunction with other
factors. All other factors were credit neutral and have only a
minimal credit impact on the entity, either due to the nature or
the way in which they are being managed by the entity.
Except for the matters discussed, the highest level of ESG credit
relevance, if present, 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.
HUDSON TECHNOLOGIES: Regains Compliance with Nasdaq Listing Rule
----------------------------------------------------------------
Hudson Technologies, Inc., received a letter from The Nasdaq Stock
Market LLC indicating that the closing bid price of the Company's
common stock has been at $1.00 per share or greater for ten
consecutive business days. Accordingly, Hudson has regained
compliance with Nasdaq Listing Rule 5550(a)(2) and Nasdaq considers
the prior bid price deficiency matter now closed.
About Hudson Technologies
Headquartered in Pearl River, New York, Hudson Technologies, Inc.
-- http://www.hudsontech.com-- is a refrigerant services company
providing innovative solutions to recurring problems within the
refrigeration industry. The Company's products and services are
primarily used in commercial air conditioning, industrial
processing and refrigeration systems, and include refrigerant and
industrial gas sales, refrigerant management services consisting
primarily of reclamation of refrigerants and RefrigerantSide
Services performed at a customer's site, consisting of system
decontamination to remove moisture, oils and other contaminants.
Hudson Technologies reported a net loss of $25.94 million for the
year ended Dec. 31, 2019, compared to a net loss of $55.66 million
for the year ended Dec. 31, 2018. As of June 30, 2020, the Company
had $187.23 million in total assets, $142.29 million in total
liabilities, and $44.94 million in ttoal stockholders' equity.
Hudson Technologies received on April 17, 2020, a letter from the
Listing Qualifications Department of The Nasdaq Stock Market LLC
indicating that, due to recent market turmoil, Nasdaq has filed a
rule change tolling the compliance period for bid price
requirements through June 30, 2020. As a result, the requirement
of the Company to regain compliance with a minimum bid price of at
least $1.00 per share, as set forth in Nasdaq Listing Rule
5550(a)(2), has been extended from July 27, 2020 to Oct. 12, 2020.
IFRESH INC: Lilly Deng Quits as VP Legal & Finance & Director
-------------------------------------------------------------
Ms. Lilly Deng resigned as vice president of legal and finance and
a director of iFresh Inc., effective on Aug. 7, 2020. The Company
said Ms. Deng's resignation was not because of any disagreement
with the Company on any matter relating to the Company's
operations, policies or practices.
On Aug. 11, 2020, Ms. Ping Zhou was appointed to fill the vacancy
on the Board of Directors of the Company until her successor is
duly qualified and elected to succeed her at the Company's next
annual meeting or such earlier date of her resignation or removal.
Ping Zhou, age 44, has served as chairperson of HK Xu Ding Co.
Limited since February 2020. From March 2009 through December
2013, Ping was a manager at Hongkong Xiangtian International
Investment Group Co., Ltd. From January 2005 through December
2008, Ping served as treasurer at Chengdu Branch of Hongkong
Xiangtian International Investment Group Co., Ltd. Ping studied
accounting at Southwestern University of Finance and Economics in
China. The Company believes Ping's qualifications to sit on the
Board of Directors include her extensive experience in accounting
and financial reporting.
Ping Zhou has no family relationships with any of the executive
officers or directors of the Company. There have been no
transactions in the past two years to which the Company or any of
its subsidiaries was or is to be a party, in which Ping Zhou had,
or will have, a direct or indirect material interest.
About iFresh Inc.
Headquartered in Long Island City, New York, iFresh Inc. --
http://www.ifreshmarket.com-- is an Asian American grocery
supermarket chain and online grocer on the east coast of U.S. With
nine retail supermarkets along the US eastern seaboard (with
additional stores in Glen Cove, Miami and Connecticut opening
soon), and two in-house wholesale businesses strategically located
in cities with a highly concentrated Asian population, iFresh aims
to satisfy the increasing demands of Asian Americans (whose
purchasing power has been growing rapidly) for fresh and culturally
unique produce, seafood and other groceries that are not found in
mainstream supermarkets. With an in-house proprietary delivery
network, online sales channel and strong relations with farms that
produce Chinese specialty vegetables and fruits, iFresh is able to
offer fresh, high-quality specialty produce at competitive prices
to a growing base of customers.
iFresh reported a net loss of $12 million for the year ended March
31, 2019, compared to a net loss of $791,293 for the year ended
March 31, 2018. As of Dec. 31, 2019, the Company had $103.37
million in total assets, $104.38 million in total liabilities, and
a total shareholders' deficiency of $1 million.
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated June 28, 2019,
citing that the Company incurred operating losses and did not meet
the financial covenant required in its credit agreement. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
JASON INDUSTRIES: Seeks to Hire Epiq as Administrative Agent
------------------------------------------------------------
Jason Industries, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Montana to employ Epiq
Corporate Restructuring, LLC as administrative agent.
Epiq will provide the following bankruptcy administrative
services:
(a) Assist Debtors in the solicitation, balloting, tabulation
and calculation of votes, and prepare reports in support of their
Chapter 11 plan of reorganization;
(b) Prepare an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
(c) Gather the necessary data to prepare Debtors' schedules of
assets and liabilities and statements of financial affairs;
(d) Assist with the filing of claims reports, claims
objections and exhibits, claims reconciliation and related
matters;
(e) Provide a confidential data room, if requested; and
(f) Manage and coordinate any distributions pursuant to the
plan.
The hourly rates for Epiq's claim administration professionals are
as follows:
Clerical/Administrative Support $25 – $35
IT / Programming $60 – $70
Case Managers $70 – $150
Consultants/ Directors/Vice Presidents $155 – $185
Solicitation Consultant $180
Executive Vice President, Solicitation $200
Executives No Charge
Epiq received a retainer in the amount of $25,000 from Debtors and
will seek reimbursements for work-related expenses incurred.
Sophie Frodsham, a senior consultant at Epiq, disclosed in court
filings that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sophie Frodsham
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Telephone: (212) 225-9200
Email: sophie.frodsham@epiqglobal.com
About Jason Industries
Jason Industries, Inc. is a diversified manufacturing company
serving the finishing, seating, acoustics and components end
markets. It is headquartered in Milwaukee, Wis.
On June 24, 2020, Jason Industries and seven affiliates sought
Chapter 11 protection (S.D.N.Y. Lead Case No. 20-22766) after
reaching a deal with lenders on terms of a plan that will cut debt
by $250 million. As of June 24, 2020, Jason Industries reported
total assets of $204,886,939 and total debt of $428,374,343.
The Hon. Robert D. Drain is the case judge.
Debtors have tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as their legal counsel; AlixPartners, LLP as
restructuring advisor; and Moelis & Company, LLC as investment
banker and financial advisor. Epiq Corporate Restructuring, LLC is
the claims agent.
JONES LEASE: Aug. 31 Plan & Disclosure Hearing Set
--------------------------------------------------
Debtor Jones Lease Properties LLC filed with the U.S. Bankruptcy
Court for the Central District of Illinois a Second Amended
Disclosure Statement, Second Amended Plan of Reorganization and
Motion for Conditional Approval of Disclosure Statement.
On July 9, 2020, Judge Thomas L. Perkins granted the motion and
ordered that:
* The Second Amended Disclosure Statement is conditionally
approved.
* Aug. 17, 2020 is fixed as the last day for creditors to return
a ballot accepting or rejecting the Second Amended Plan.
* Aug. 25, 2020, is fixed as the last day for the Debtor’s
counsel to file a Report of Balloting reporting on the voting by
Class and indicating whether there is an impaired accepting Class
of creditors.
* Aug. 25, 2020 is fixed as the last day for filing written
objections to the Second Amended Disclosure Statement and/or Second
Amended Plan of Reorganization.
* Aug. 31, 2020 at 2:00 p.m. is scheduled for the combined
hearing on final approval of the Second Amended Disclosure
Statement, to confirm the Second Amended Plan of Reorganization,
and to consider any objections.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/y9cqoeo3 from PacerMonitor at no charge.
About Jones Lease Properties
JP Rentals, LLC and Jones Lease Properties, LLC are a locally owned
and operated rental property companies serving the Quad Cities and
surrounding areas. As the source for rental living, they offer a
wide variety of rental properties including apartment complexes,
single family homes, townhomes, and duplexes.
J.P. Apartments Cooperative, Jones Lease Properties, and J.P.
Rentals, LLC filed their voluntary petitions under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Iowa Case Nos. 18-02566, 18-02568,
and 18-02569, respectively) on Nov. 26, 2018.
In January 2019, the cases were transferred to the U.S. Bankruptcy
Court for the Central District of Illinois and were assigned new
case numbers (Case No. 19-80013 for J.P. Apartments; Case No.
19-80014 for Jones Lease; and Case No. 19-80015 for J.P. Rentals).
In the petitions signed by Erik R. Jones, director, J.P. Apartments
disclosed $4,765,888 in total assets and $4,689,693 in
liabilities.
The Debtors tapped Bradshaw, Fowler, Proctor & Fairgrave PC as
their legal counsel; GlassRatner Advisory & Capital Group, LLC as
their investment banker; and The Skutch Arlow Group, LLC, as
financial advisor.
KRISTAL C. OWENS: $237K Sale of Wilkinsburg Property Confirmed
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
confirmed Kristal C. Owens' sale of the real property located at
2015 Mary Street, Pittsburgh, Pennsylvania to Oakdale Development,
LLC or its assigns for $237,000.
The Sale Hearing was held on Aug. 6, 2020. No higher offers were
received and no objections to the sale were made at the sale
hearing.
The sale is free and divested of any liens, claims and
encumbrances, with all such liens, claims and encumbrances to
attach to the proceeds of sale.
The Purchaser is permitted to record a copy of the Order with any
applicable governmental recording office.
OPA-HI Development, LLC of 1917 Murray Avenue, #34, Pittsburgh,
Pennsylvania is designated as the back-up bidder to the sale. In
the event that the sale to Oakdale Development does not close in
the time permitted by the Order, the confirmed sale of the Property
to OPA-HI Development for $236,000, free and divested of any liens,
claims and encumbrances is approved.
Any hand money or break-up fee held on behalf of OPA-HI will be
paid upon the closing of the sale to Oakdale Development.
The following expenses/costs will immediately be paid at the time
of closing. Failure of the Closing Agent to timely make and
forward the disbursements required by the Order will subject the
closing agent to monetary sanctions, including among other things,
a fine or imposition of damages, after notice and hearing, for
failure to comply with the above terms of the Order. Except as to
the distributions specifically authorized, all remaining funds will
be held by the Counsel for the Debtor pending further Order of this
Court after notice and hearing:
(1) The following lien(s)/claim(s) and amounts: Wilkinsburg
School District in full plus any legal fees related to the sale,
their payoff which is subject to verification and allowance by the
Court; Wilkinsburg Borough in full plus any legal fees related to
the sale, its payoff which is subject to verification and allowance
by the Court; County of Allegheny in full plus any legal fees
related to the sale, their payoff which is subject to verification
and allowance by the Court;
(2) Delinquent real estate taxes; if any;
(3) The sale is pursuant to the Debtor's chapter 11 Plan of
reorganization and it is not subject to realty transfer taxes;
(4) Current real estate taxes, pro-rated to the date of
closing;
(5) The costs of local newspaper advertising reimbursed to
Calaiaro Valencik in the amount of $598;
(6) The costs of legal journal advertising reimbursed to
Calaiaro Valencik in the amount of $456;
(7) The sole realtor commission payable in this transaction is
6% to be paid by the Debtor;
(8) Court approved attorney fees made in the amount of $2,500
made payable to Calaiaro Valencik;
(9) $5,000 to be paid for the costs of administration;
(10) $11,096 to the United States of America, Internal Revenue
Service; and
(11) The balance of funds realized from the within sale will
be paid to Wells Fargo Home Mortgage. The Debtor reserves the right
to ask a verified payoff from the mortgagee.
Within seven days of the date of the Order, the Movant/Plaintiff
will serve a copy of the within Order on each Respondent/Defendant
(i.e., each party against whom relief is sought) and its attorney
or record, if any, upon any attorney or party who answered the
motion or appeared at the hearing, the attorney for the debtor, the
Closing Agent, the Purchaser, and the attorney for the Purchaser,
if any, and file a Certificate of Service.
The closing will occur within 60 days of the entry of the Order or
within three business days following the date the order confirming
the Debtor's chapter 11 plan becomes final, whichever date is
later; the buyer waived all contingencies and right to a due
diligence period at the hearing on the sale.
Within seven days following closing, the Movant/Plaintiff will file
a Report of Sale which will include a copy of the HUD-1 or other
Settlement Statement.
Kristal C. Owens sought Chapter 11 protection (Bankr. W.D. Pa. Case
No. 19-24274) on Oct. 31, 2019. The Debtor tapped David Z.
Valencik, Esq., at Calaiaro Valencik as counsel.
LOGMEIN INC: Moody's Rates $750MM Senior Secured Notes 'B1'
-----------------------------------------------------------
Moody's Investors Service assigned a B1 rating to LogMeIn, Inc.'s
$750 million of senior secured notes. The proceeds from the note's
offerings along with those from the $2.7 billion of credit
facilities will be used to finance the acquisition of LogMeIn by
affiliates of Francisco Partners and Evergreen Coast Capital Corp.
Assignments:
Issuer: LogMeIn, Inc.
Senior Secured Regular Bond/Debenture, Assigned B1 (LGD3)
RATINGS RATIONALE
The B1 rating for senior secured notes is consistent with the
previously assigned ratings for LogMeIn's 1st lien credit
facilities. The obligations under the senior notes are expected to
be guaranteed by LogMeIn and its material domestic wholly-owned
subsidiaries and will be secured by a first priority lien on all
assets that will secure the first lien credit facilities.
LogMeIn's B2 Corporate Family Rating is constrained by its high
closing leverage and a large (albeit declining) proportion of
revenues from mature products. The Covid-19 pandemic has
significantly boosted demand across LogMeIn's product portfolio and
Moody's expects revenue growth in 2020 to temporarily increase to
the high single digits. The growth in EBITDA driven by these
tailwinds will benefit LogMeIn's closing leverage, which Moody's
expects to be approximately 7x (total debt to EBITDA, incorporating
Moody's standard analytical adjustments, change in deferred
revenues and after expensing capitalized software development
costs). The B2 rating also incorporates the risk of business
disruption from the company's plans to cut $130 million of annual
costs over the next 12 months.
The B2 rating is supported by LogMeIn's good operating scale,
recurring revenues from subscription-based services and strong
profitability even before the planned $130 million of cost savings
are included in earnings. LogMeIn's meeting solutions and UCaaS
offerings are well-regarded in the market. Moody's expects revenues
from growth-oriented products to offset declines in mature products
and overall revenue growth of at least the low single digits after
2020.
The rating incorporates Moody's expectations for prospective
strengthening of LogMeIn's credit profile, including free cash flow
increasing from the low single digit percentages of total debt in
2020, to at least 5% in 2021, and leverage declining to the low 6x
by 2021, as cost savings are reflected in the earnings. There is
upside to revenue forecasts if the company can effectively execute
its plans to increase operating efficiency and drive growth from
selling higher value solutions to small and medium enterprises.
LogMeIn has good liquidity comprising $60 million of cash at the
close of its acquisition, access to an undrawn $250 million
revolving credit facility, and Moody's estimates of free cash flow
of at least $175 million in 2021.
Governance considerations, specifically, the company's tolerance
for high financial risk and Moody's expectations for a
shareholder-friendly financial strategy under the ownership of
financial sponsors, constrain the rating.
The stable outlook reflects Moody's expectation for sustained
improvements in profitability and cash generation driven by modest
revenue growth and operating efficiencies.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
A rating upgrade is not expected over the next 12 to 24 months
given Moody's expectations for elevated financial leverage over
this period. Moody's could upgrade LogMeIn's rating over time if
the company generates EBITDA growth in the mid-single digit
percentages and commits to and maintains a more conservative
financial profile, including total debt to EBITDA below 5x (total
debt to EBITDA, incorporating Moody's standard analytical
adjustments, change in deferred revenues and after expensing
capitalized software development costs) and free cash flow in the
high single digit percentages of total debt.
Conversely, Moody's could downgrade LogMeIn's ratings if revenues
decline, liquidity becomes weak, or operating performance falls
short of expectations as a result of execution challenges or
intense competition. The rating could be downgraded if Moody's
expects free cash flow to remain below 5% of adjusted debt and
leverage above the mid 6x level.
LogMeIn is a leading provider of unified communications and
collaboration, identity and access management, and customer
engagement and support solutions.
The principal methodology used in this rating was Software Industry
published in August 2018.
MASTER REPLICAS: Seeks to Tap Lare Law Firm as Special Counsel
--------------------------------------------------------------
Master Replicas Group, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Lare Law
Firm as special counsel.
The Debtor desires to employ the firm for the following purposes:
(a) general corporate counsel;
(b) the investigation of the conduct, acts or omissions of the
Debtor's previous management, including, but not limited to, former
president Stephen Dymszo;
(c) if appropriate, the pursuit of appropriate legal recourse,
including, but not limited to, commencing and prosecuting any
litigation on the Debtor's behalf.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
James G. Lare, Esq. $250
Associates $215
Paralegals $85
In addition, the firm will charge the Debtor for work-related
expenses incurred.
James Lare, Esq., Esq., the principal and managing member of Lare
Law Firm, disclosed in court filings that the firm neither holds
nor represents any interest adverse to the Debtor or its estate
with respect to the matters on which it is to be employed.
The firm can be reached through:
James G. Lare, Esq.
Lare Law Firm
121 N Main St., Ste. 307
Souderton, PA 18964
Telephone: (215) 660-0400
(215) 660-0730
Facsimile: (215) 644-7067
Email: jlare@larelawfirm.com
About Master Replicas Group
Master Replicas Group, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No.
20-13095) on July 23, 2020, listing under $1 million in both assets
and liabilities. Judge Eric L. Frank oversees the case. The
Debtor has tapped Smith Kane Holman, LLC as its legal counsel and
Lare Law Firm as its special counsel.
MCD ENTERPRISES: Taps Bennett Weston, Rankin Law as Special Counsel
-------------------------------------------------------------------
MCD Enterprises, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to employ Bennett, Weston,
LaJone & Turner, P.C. and Rankin Law Group as special counsel.
Both firms will represent Debtor in a civil lawsuit against 2220
Canton Loft Condominiums Association, Inc. and several others. The
case seeks recovery on potential claims for fraud, among other
claims.
The firms will also represent Debtor in settlement proceedings
related to the claims.
Matthew Valentine, Debtor's principal and sole managing member,
will pay all fees associated with the representation.
John Frick, Esq., at Bennett, Weston, LaJone & Turner, P.C. and
Carla Rankin, Esq., at Rankin Law Group, disclosed in court filings
that the firms are "disinterested persons" within the meaning of
Section 101(14) of the Bankruptcy Code.
The attorneys can be reached at:
John M. Frick, Esq.
Bennett, Weston, LaJone & Turner, P.C.
1603 Lyndon B. Johnson Freeway #280
Dallas, TX 75234
Telephone: (972) 662-4901
Facsimile: (214) 393-4043
Email: jfrick@bennettweston.com
- and –
Carla S. Rankin, Esq.
Rankin Law Group
4037 Goliad Street, Suite 117
Rockwall, TX 75087
Telephone: (972) 722-0529
Facsimile: (972) 905-7416
Email: carla@rankinlawgroup.net
About MCD Enterprises
MCD Enterprises, LLC filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Tex. Case No. 20-31855) on July 6, 2020, disclosing under $1
million in both assets and liabilities. Judge Stacey G. Jernigan
oversees the case. Debtor has tapped Demarco Mitchell, PLLC as its
bankruptcy counsel, and Bennett, Weston, LaJone & Turner, P.C. and
Rankin Law Group as its special counsel.
MEDICAL ASSOCIATES: Seeks to Hire Henry & O'Donnell as Counsel
--------------------------------------------------------------
Medical Associates of Mt. Vernon, P.C. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Henry & O'Donnell, P.C. as its legal counsel.
Debtor needs the assistance of the firm for its reorganization
under the provisions of Chapter 11 of the Bankruptcy Code.
The hourly rates charged by the firm's attorneys range from $425 to
$525 per hour.
The firm received a retainer in the amount of $50,000 from Debtor
prior to the filing of its bankruptcy case.
Henry & O'Donnell does not represent any interest adverse to Debtor
and its estate in the matters upon which they are to be engaged,
according to court filings.
The firm can be reached through:
Kevin M. O'Donnell, Esq.
Jeffery T. Martin, Jr., Esq.
Henry & O'Donnell, P.C.
300 N. Washington St., Suite 204
Alexandria, VA 22314
Telephone: (703) 548-2100
Facsimile: (703) 548-2105
Email: kmo@henrylaw.com
jtm@henrylaw.com
About Medical Associates of Mt. Vernon
Medical Associates of Mt. Vernon, P.C. is a medical practice with
locations in Alexandria, Lorton and Springfield. Its internal
medicine care includes, but is not limited to, physical
examinations, routine and sick appointments, pre-operative
examinations, immunizations, well-woman examinations, and annual
wellness visits for medicare.
Medical Associates of Mt. Vernon sought Chapter 11 protection
(Bankr. W.D. Va. Case No. 20-11615) on July 10, 2020. Medical
Associates President Albert Herrera signed the petition. At the
time of the filing, Debtor disclosed estimated assets of $500,000
to $1 million and estimated liabilities of $10 million to $50
million.
Judge Klinette H. Kindred oversees the case.
Debtor has tapped Henry & O'Donnell, P.C. as its legal counsel and
Rubino & Company as its accountant.
MEDICAL ASSOCIATES: Seeks to Tap Rubino & Company as Accountant
---------------------------------------------------------------
Medical Associates of Mt. Vernon, P.C. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Rubino & Company as its accountant.
The firm will render these services:
(a) assist Debtor in the preparation and filing of federal,
state and local tax returns and related schedules and filings; and
(b) assist Debtor generally in the management of its contract
and financial accounting responsibilities.
Rubino does not represent any interest adverse to Debtor and its
bankruptcy estate in the matters upon which it is to be engaged,
according to court filings.
The firm can be reached through:
Patrick J. Curtis, Jr.
Rubino & Company
6903 Rockledge Drive, Suite 1200
Bethesda, MD 20817
Telephone: (301) 564-3636
Email: info@rubino.com
About Medical Associates of Mt. Vernon
Medical Associates of Mt. Vernon, P.C. is a medical practice with
locations in Alexandria, Lorton and Springfield. Its internal
medicine care includes, but is not limited to, physical
examinations, routine and sick appointments, pre-operative
examinations, immunizations, well-woman examinations, and annual
wellness visits for medicare.
Medical Associates of Mt. Vernon sought Chapter 11 protection
(Bankr. W.D. Va. Case No. 20-11615) on July 10, 2020. Medical
Associates President Albert Herrera signed the petition. At the
time of the filing, Debtor disclosed estimated assets of $500,000
to $1 million and estimated liabilities of $10 million to $50
million.
Judge Klinette H. Kindred oversees the case.
Debtor has tapped Henry & O'Donnell, P.C. as its legal counsel and
Rubino & Company as its accountant.
MOUNT JOY BAPTIST: Aug. 19 Disclosure Statement Hearing Set
-----------------------------------------------------------
On July 6, 2020, Debtor Mount Joy Baptist Church of Washington,
D.C. filed with the U.S. Bankruptcy Court for the District of
Maryland, Greenbelt Division, a Disclosure Statement and a Plan. On
July 10, 2020, Judge Thomas J. Catliota ordered that:
* Aug. 19, 2020, at 2:00 p.m. in Virtual Courtroom is the
hearing to consider the approval of the Disclosure Statement.
* Aug. 12, 2020, is fixed as the last day for filing and serving
written objections to the Disclosure Statement.
A copy of the order dated July 10, 2020, is available at
https://tinyurl.com/ybr44gzx from PacerMonitor.com at no charge.
The Debtor is represented by:
Craig Palik
McNamee Hosea PA
6411 Ivy Lane, Suite 200
Greenbelt, MD 20770
About Mount Joy Baptist Church
Mount Joy Baptist Church of Washington, D.C., a baptist church in
Oxon Hill, Md., filed a Chapter 11 petition (Bankr. D. Md. Case No.
19-11707) on Feb. 8, 2019. In the petition signed by Rev. Bruce
Mitchell, pastor and CEO, the Debtor was estimated to have $1
million to $10 million in both assets and liabilities. Craig M.
Palik, Esq., at McNamee Hosea Jernigan Kim Greenan & Lynch, P.A.,
serves as bankruptcy counsel to the Debtor. The Debtor tapped TD
Emory, CPA & Associates, as its accountant.
MUNCHERY INC: Aug. 20 Combined Plan & Disclosure Hearing Set
------------------------------------------------------------
On June 10, 2020, Debtor Munchery, Inc. and the Official Committee
of Unsecured Creditors filed with the U.S. Bankruptcy Court for the
Northern District of California, San Francisco Division, a Combined
Plan and Disclosure Statement.
On July 9, 2020, Judge Hannah L. Blumenstiel tentatively approved
the Disclosure Statement and ordered that:
* Aug. 7, 2020 is set as the last day to file and serve
objections to confirmation of the Jointly Proposed Combined Plan
and Tentatively Approved Disclosure Statement and/or final approval
of the Disclosure Statement.
* Aug. 7, 2020 is fixed as the last day for submitting ballots to
accept or reject the Jointly Proposed Combined Plan and Disclosure
Statement.
* Aug. 20, 2020 at 10:00 a.m. is set for the hearing to consider
confirmation of the Combined Plan and Disclosure Statement.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/yco76ajz from PacerMonitor.com at no charge.
About Munchery
Munchery, Inc. d/b/a Munchery -- http://www.munchery.com/-- is a
food delivery startup offering "fresh, local, and delicious" meals
to its customers across the country. On Jan. 21, 2019, Munchery
ceased business operations and all its employees were terminated.
Munchery sought Chapter 11 bankruptcy protection (Bankr. N.D. Cal.
Case No. 19-30232) on Feb. 28, 2019. In the petition signed by
James Beriker, president and CEO, Munchery estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities. The case is assigned to Judge Hannah L. Blumenstiel.
Munchery tapped Finestone Hayes LLP as its bankruptcy counsel;
Armanino LLP as its financial consultant; and Omni Management Group
as its noticing agent.
NORTONLIFELOCK INC: Fitch Alters Outlook on BB+ LT IDR to Stable
----------------------------------------------------------------
Fitch Ratings affirms the Long-Term Issuer Default Rating for
NortonLifeLock Inc. at 'BB+'. The Rating Outlook is revised to
Stable from Negative. The affirmation of the ratings affects $5.375
billion of debt, including the $1.0 billion undrawn revolving
credit facility expiring 2024 and the $750 million delayed-draw
term loan maturing 2024. The company plans to draw on the DDTL to
repay the $750 million notes due September 2020.
The 'BB+' rating reflects NortonLifeLock's solid consumer product
portfolio and strong brand awareness in a competitive and
fragmented cybersecurity market. Following the divestiture of its
Enterprise Security segment, NortonLifeLock is focusing solely
around strengthening its positioning within the consumer
cybersecurity market.
The Stable Outlook reflects NortonLifeLock's progress in executing
on its separation from the divested Enterprise Security segment
that was sold to Broadcom in 3Q fiscal 2020. Through 1Q fiscal
2021, the company has executed on approximately 95% of stranded
cost removal associated with the divestiture. In addition, the
company has also realized nearly 60% of planned sale of
non-strategic and underutilized assets including DigiCert, ID
Analytics, and the Culver City campus.
The remaining assets are other underutilized office properties.
From the operating performance perspective through 1Q fiscal 2021,
NortonLifeLock maintained strong profitability of its consumer
business with EBITDA margins (excluding stranded costs) remaining
stable above 50%, consistent with historical performance.
NortonLifeLock's gross leverage has also meaningfully declined
since the divestiture of its Enterprise Security segment from
nearly 3.5x to below 3.0x.
KEY RATING DRIVERS
Declining Financial Leverage: Post the divestiture of Enterprise
Security segment and strong execution in right-sizing the company
for the more focused consumer cybersecurity market, the company has
maintained its strong profitability emerging from the transition.
In conjunction with elimination of $875 million in convertible
debt, Fitch estimates NortonLifeLock's gross leverage to remain
below 3.0x through current fiscal year, down from approximately
3.5x at the time of Enterprise Security divestiture.
Strong Consumer Cybersecurity Brands: Norton and LifeLock are among
the top cybersecurity brands in the consumer cybersecurity segment,
albeit a fragmented market. In Fitch's view, brand value is
particularly important for products that face competitive consumer
markets as differentiations with product features are generally
difficult and consumers rely on brand awareness and reputation. In
the competitive consumer cybersecurity markets, Norton has
consistently been recognized as a top-five brand in internet
security along with other brands including McAfee, TotalAV, and
Bitdefender. LifeLock also has strong brand awareness for identity
protection along with Identity Guard, and McAffee Identity Theft
Protection.
Narrow Market Focus: The divestiture of the Enterprise Security
business has enabled NortonLifeLock to focus solely on the consumer
market. Despite Symantec's, the predecessor to NortonLifeLock,
historically volatile profitability, the consumer segment had
consistently generated strong profitability. The narrowed focus
around consumer market should enable the company to better execute
on delivering consistent revenue growth. The narrower focus also
reduces the company's market diversification that could pose
incremental risk to the current strong operating profile.
IT Security Threats Increasingly Complex: IT security threats have
evolved from PC-centric to mobile devices, networks, and user
identities. The evolving threats enable a continuous stream of
niche solutions to develop, addressing threats beyond the
traditional PC-centric security to protect users, data and networks
at various levels of the internet. While some of these solutions
were developed by legacy cybersecurity providers, many were created
by suppliers with narrow expertise. NortonLifeLock has realigned
its products to better address market needs by creating more
user-centric security solutions for consumers.
Strong Execution in Strategy Transition: Since the divestiture of
the Enterprise Security segment, NortonLifeLock has been
restructured to be a solely consumer-focused organization. Through
the transition, the company has fully revamped its senior
management team while executing on its stranded cost elimination
ahead of plan and continuing to realize sale of non-strategic and
underutilized assets. Profitability has remained stable through the
transition while revenue growth is beginning to accelerate. In
Fitch's view, the more focused strategy should provide the
foundation for sustained improvement in operating performance.
DERIVATION SUMMARY
Fitch's ratings are supported by NortonLifeLock's strong execution
post the divestiture of its Enterprise Security business in 3Q
fiscal 2020 that resulted in a more streamlined and predictable
operating profile supported by its consumer cybersecurity brands
and distribution capabilities. Through the transition to refocus
solely on consumer markets, NortonLifeLock managed to maintain the
consistent operating profile that existed prior to the separation
with EBITDA margins (excluding stranded costs) of approximately
50%. With a renewed focus around the consumer market, the company
aims to deliver consistent growth. The company has also been
executing ahead of plan on the elimination of stranded costs and
divestiture of non-strategic assets including DigiCert, ID
Analytics, and the Culver City campus.
Since the divestiture of Enterprise Security segment, the company
had repaid a total of $875 million in convertible notes reducing
total outstanding debt to $3.625 billion. This has lowered its
gross leverage to below 3.0x from approximately 3.5x.
The company operates in the consumer technology market that is
inherently competitive and fragmented. Nevertheless, the strong
profitability reflects NortonLifeLock's historical strong market
position supported by the reputation and brand value in Norton and
LifeLock products. Inherent to the consumer market, competitive
dynamics are prone to change with consumer behavior and
technological changes. The stronger focus around the consumer
market should enable NortonLifeLock to maintain its competitiveness
in the market.
NortonLifeLock operates in the consumer market that is generally
more competitive than technology peers including Constellation
Software (BBB+/Stable), Citrix Systems (BBB/Stable), and Cadence
Design Systems (BBB+/Stable). NortonLifeLock's financial structure
is also weaker than these peers. However, NortonLifeLock's
profitability is stronger than these peers driven by its strong
EBITDA and FCF margins supported by its strong consumer market
position.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Our Rating Case for the Issuer
-- Revenue growth in low-single-digits gradually accelerate to 3%
through fiscal 2024;
-- EBITDA margins remaining near 50%, consistent with historical
and recent segment performance;
-- $750 million bonds due Sept. 15, 2020 refinanced with $750
million DDTL; this is part 2 of the refinancing in November 2019;
-- $400 million bonds due June 15, 2022 are refinanced;
-- $250 million convertible notes due April 1, 2022 and $625
million convertible notes due Aug. 15, 2022 are repaid;
-- Annual shareholder return totaling $550 million through common
dividends and share repurchase;
-- No large acquisitions assumed through fiscal 2024; although,
transactions could be financed internally with reduction in
shareholder return.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Fitch's expectation of gross leverage (defined as total debt
with equity credit/operating EBITDA) sustaining below 2.5x;
-- Total debt with equity credit/FCF ratio below 5x;
-- Sustained low-single-digits organic revenue growth implying
stable market position;
-- EBITDA and FCF margins remain stable;
-- Public capital allocation policy that prioritizes debt
reduction to below 2.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Fitch's expectation of gross leverage sustaining above 3.5x;
-- Total debt with equity credit/FCF ratio above 7.5x;
-- Negative revenue growth implying weakening market position;
-- Sustained erosion of EBITDA and FCF margins;
-- Significant debt-financed acquisitions that significantly
alter the company's credit profile.
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
Solid Liquidity: As of 1Q fiscal 2021, Norton had approximately
$1.07 billion of cash and cash equivalents, $1 billion of undrawn
RCF, and $750 million of undrawn DDTL. Fitch expects accelerating
revenue growth and stable margins over the forecast horizon, with
projections of $600 million-$700 million in annual FCF
(post-dividend). Fitch believes Norton has sufficient financial
flexibility to execute on its more focused strategy.
Maturity Profile: In fiscal 2021, Fitch expects Norton to refinance
the $750 million unsecured notes by drawing on the $750 million
DDTL. During 1Q fiscal 2021, NortonLifeLock paid down $625 million
of the 2.0% convertible notes. The next maturity is the $250
million convertible notes due fiscal 2022, $400 million unsecured
notes and $625 million convertible notes due fiscal 2023.
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.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch has made no material financial adjustments.
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).
OMAGINE INC: Seeks Approval to Tap Rotbert Business Law as Counsel
------------------------------------------------------------------
Omagine, Inc. and Journey of Light, Inc. seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Rotbert Business Law P.C. as their legal counsel.
Debtors need the services of the firm to pursue their claims for
breach of commercial contracts, among other claims, under Omani
law. The firm will receive a contingency fee of 13.33 percent of
the gross amount recovered.
Rotbert Business will also provide legal services in connection
with Debtors' Chapter 11 cases. The hourly rates charged by the
firm for bankruptcy-related services are as follows:
Mitchell J. Rotbert, Esq. $500
Associate Attorneys $225
Paralegals and Law Clerks $183
Mitchell Rotbert, Esq., at Rotbert Business Law, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Mitchell J. Rotbert, Esq.
9059 Shady Grove Court
Gaithersburg, MD 20877
Telephone: (240) 477-4778
Facsimile: (888) 913-2307
Email: mitch@rotbertlaw.com
About Omagine and Journey of Light
Omagine, Inc., an entertainment, hospitality and tourism company,
and Journey of Light, Inc. sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-10742) on March 10, 2020. At the time of
the filing, Omagine disclosed estimated assets of up to $50,000 and
estimated liabilities of $1 million to $10 million. Judge Michael
E. Wiles oversees the cases. Rotbert Business Law P.C. is Debtors'
legal counsel.
ONEWEB GLOBAL: Revival Concerns Astronomers
-------------------------------------------
Jeff Foust, writing for Space News, reports that the potential
return to operations of satellite megaconstellation company OneWeb
is a new source of worry for astronomers who previously had been
focused on the effect SpaceX's Starlink satellites will have on
their observations.
OneWeb, which filed for Chapter 11 bankruptcy in March, announced
July 3 that the British government and Indian telecom company
Bharti Global will provide $1 billion in new funding to
recapitalize the company. That offer is pending approval by a U.S.
bankruptcy court at a July 10 hearing.
OneWeb said that the new funding would allow the company to
"effectuate the full end-to-end deployment of the OneWeb system,"
but didn't elaborate on those plans. The company suspended launches
after the Chapter 11 filing after placing 74 satellites of an
initial 650-satellite constellation into orbit. However, in May the
company filed a proposal with the U.S. Federal Communications
Commission seeking to increase its constellation by 48,000
satellites.
The prospect of a recapitalized OneWeb resuming launches of
hundreds, or potentially tens of thousands, of satellites is a new
concern for astronomers. Those satellites, astronomers said during
sessions July 3 of the European Astronomical Society's annual
conference, held online, are a particular concern because of their
higher altitudes.
"The big problem is low Earth orbiting satellites much higher than
600 kilometers," said Tony Tyson, chief scientist for the Vera
Rubin Observatory, a wide-field telescope under construction in
Chile. The higher a satellite's altitude, the longer it is visible
after sunset and before sunrise. "They're illuminated all night
long in the summertime."
OneWeb's satellites operate at an altitude of 1,200 kilometers.
While too dim to be seen with the naked eye — they are at
approximately eighth magnitude — they are still bright enough to
pose a problem for professional astronomers.
"It is clear that a huge constellation of 50,000 satellites at high
altitude is the most threatening to visible astronomy," said
Olivier Hainaut, an astronomer at the European Southern Observatory
who has modeled the effect of satellite constellations on
groundbased astronomy.
At the time of OneWeb's Chapter 11 filing, the company had only
just started to discuss with astronomers the impact of their
satellites on observations. A working group of the American
Astronomical Society had one teleconference with OneWeb about the
topic before the bankruptcy.
Some astronomers said at the conference they will look to the
British government, as one of the new owners of OneWeb, to
intervene on the subject. "We have not heard anything from the U.K.
government," Hainaut said during a conference session just a few
hours after OneWeb announced the deal.
Robert Massey, deputy executive director of the Royal Astronomical
Society, said in a press briefing after the conference sessions
that OneWeb did participate in a meeting his society held in
January on the issue. "We thought they'd disappeared" after their
bankruptcy filing. "Then, weirdly, they filed this license
application for 48,000 satellites, which took people by surprise."
"I would hope that the U.K. government uses its leverage that it
now has to help ensure that they are good a partner in this and
they engage with the astronomy and space science community," he
said.
Waiting on VisorSat
Astronomers at the meeting contrasted OneWeb with SpaceX, whose
initial launches of Starlink satellites more than a year first
raised the alarm among astronomers about the effect such satellites
would have on their observations.
Since the initial Starlink launch in May 2019, astronomers have met
regularly with SpaceX, and the company has made efforts to reduce
the brightness of its satellites. In January, it launched an
experimental satellite dubbed "DarkSat" with darkened surfaces
intended to make the satellite less reflective. In June, it started
launching "VisorSats," Starlink satellites equipped with sunshades
to block sunlight from hitting reflective surfaces.
The first VisorSat has yet to reach its operational orbit, and thus
astronomers can't yet determine how effective it is. "There are
many people who are going to measure it as soon as it is in
position," said Hainaut at the press briefing. "It is a matter of
weeks."
Astronomers hope that VisorSat will be significantly dimmer than
unmodified Starlink satellites, with a goal of reaching seventh
magnitude. "We are pretty sure that seventh magnitude for the
satellite would get us out of woods" in terms of the worst effects
the satellites would have on Rubin Observatory observations, Tyson
said.
Starlink satellites will still leave a trail on images that will
interfere with observations, but Tyson praised SpaceX for making
efforts to mitigate the worst effects of the constellation. "It
seems like the SpaceX brightness mitigation efforts are on track
and actually set an example for the industry to follow," he said.
Patricia Cooper, SpaceX vice president of satellite government
relations, said at the conference that the company has taken other
measures to mitigate the effect of Starlink on astronomy, including
lowering the altitude of some of its satellites from 1,100 to 550
kilometers, a move that also benefits safety of space operations.
"I don't expect us to fly any of our future satellites at higher
altitudes," she said.
Cooper credited "robust and frank talk" between the company and
astronomers, many of whom were sharply critical of Starlink when
launches started last year, for driving those improvements. "We've
done our contribution in raising awareness that constellations can
be a problem for astronomy," she said. "We're a venture that
attracts a lot of attention, for better or worse."
About OneWeb Global Ltd.
Founded in 2012, OneWeb Global Limited is a global communications
company developing a low-Earth orbit satellite constellation system
and associated ground infrastructure, including terrestrial
gateways and end-user terminals, capable of delivering
communication services for use by consumers, businesses,
governmental entities, and institutions, including schools,
hospitals, and other end-users whether on the ground, in the air,
or at sea.
OneWeb's business consists of the development of the OneWeb System,
which has included the development of small-next generation
satellites that have been mass-produced through a joint venture and
the development of specialized connections between the satellite
system and the internet and other communications networks through
the SNPs. For more information, visit https://www.oneweb.world.
OneWeb Global Limited and its affiliates ought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-22437) on March 27, 2020. At the time of the filing, Debtors
disclosed assets of between $1 billion and $10 billion and
liabilities of the same range.
Judge Robert D. Drain oversees the cases.
The Debtors tapped Milbank, LLP as legal counsel; Guggenheim
Securities, LLC as investment banker; FTI Consulting, Inc. as
financial advisor; and Omni Agent Sol
PAPS CAB: Has Until March 26, 2021 to File Plan & Disclosures
-------------------------------------------------------------
On July 7, 2020, Paps Cab Corp. and its debtor-affiliates filed
with the U.S. Bankruptcy Court for the Eastern District of New York
a motion for entry of an order extending the Debtors' time period
in which to file a chapter 11 plan of reorganization and disclosure
statement.
Judge Carla E. Craig granted the motion and ordered that the
Debtors' time period to file a chapter 11 plan of reorganization
and disclosure statement is extended to and including March 26,
2021.
The Debtors are represented by:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
3099 Coney Island Avenue
Brooklyn, New York 11235
Tel: +1 718-513-3145
About Paps Cab Corp.
Paps Cab Corp., Vicmarie Hacking, Corp. and Snowstorm Hacking,
Corp. concurrently filed voluntary petitions under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Lead Case No. 19-47238) on
Dec. 2, 2019, listing under $1 million in both assets and
liabilities. Alla Kachan, Esq. at LAW OFFICES OF ALLA KACHAN, P.C.
represents the Debtors as counsel.
PERMIAN HOLDCO 1: May Reply to Objection to Assets Bid Procedures
-----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware granted Permian Holdco 1, Inc. and affiliates authority
to file reply to the omnibus objection of the Official Committee of
Unsecured Creditors to their motion for authorization to obtain
post-petition financing and to their proposed bidding procedures in
connection with the sale of all or substantially all of their
assets to New Permian Holdco, Inc., subject to overbid.
The Purchase Price offered by New Permian will consists of (i) the
release of Seller and any guarantors (and their respective
successors and assigns) under the Existing Credit Agreement and the
DIP Credit Agreement of any and all Liabilities arising under, or
otherwise relating to the Existing Credit Agreement in an amount
equal to $25 million and the DIP Credit Agreement in an amount
equal to $5 million; (ii) the payment or other satisfaction of all
Cure Costs; (iii) the assumption of the Assumed Liabilities; and
(i) the payment or satisfaction at the Closing by the Buyer of all
Cure Costs and assumption of the Assumed Liabilities.
The sale will be free and clear of all Encumbrances and Claims.
Pursuant to Local Rule 9006-1(d), the Debtors are granted leave and
permission to file the Reply, and the Reply is deemed timely filed
and a matter of record in these chapter 11 cases.
A copy of the Agreement and the Bidding Procedures is available at
https://tinyurl.com/y27d8gyy from PacerMonitor.com free of charge.
About Permian Holdco
Permian Holdco 1, Inc. and its affiliates are manufacturers of
above-ground storage tanks and processing equipment for the oil
and
natural gas exploration and production industry.
Permian Holdco 1, Inc. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Case No.
20-11822) on July 19, 2020. The petitions were signed by Chris
Maier, chief restructuring officer. Hon. Mary F. Walrath presides
over the cases.
The Debtors have estimated assets of $0 to $50,000,000 and
estimated liabilities of $0 to $50,000,000.
M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M.
Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway
Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport
Gordian Energy LLC serves as investment banker to the Debtors and
Epiq Corporate Restructuring LLC acts as notice and claims agent.
PERMIAN HOLDCO 1: New Mountain May Reply to Assets Bid Procedures
-----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware granted New Mountain Finance Corp. permission to file
and serve reply in support of the bidding procedures proposed by
Permian Holdco 1, Inc. and affiliates in connection with the sale
of all or substantially all of their assets to New Permian Holdco,
Inc., subject to overbid.
The Purchase Price offered by New Permian will consists of (i) the
release of Seller and any guarantors (and their respective
successors and assigns) under the Existing Credit Agreement and the
DIP Credit Agreement of any and all Liabilities arising under, or
otherwise relating to the Existing Credit Agreement in an amount
equal to $25 million and the DIP Credit Agreement in an amount
equal to $5 million; (ii) the payment or other satisfaction of all
Cure Costs; (iii) the assumption of the Assumed Liabilities; and
(i) the payment or satisfaction at the Closing by the Buyer of all
Cure Costs and assumption of the Assumed Liabilities.
The sale will be free and clear of all Encumbrances and Claims.
New Mountain is granted leave and permission to file and serve the
Reply, and the Court will consider the Reply.
It is authorized to take all actions necessary or appropriate to
effectuate the relief granted pursuant to the Order.
A copy of the Agreement and the Bidding Procedures is available at
https://tinyurl.com/y27d8gyy from PacerMonitor.com free of charge.
About Permian Holdco
Permian Holdco 1, Inc. and its affiliates are manufacturers of
above-ground storage tanks and processing equipment for the oil and
natural gas exploration and production industry.
Permian Holdco 1, Inc. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.
20-11822) on July 19, 2020. The petitions were signed by Chris
Maier, chief restructuring officer.
The Hon. Mary F. Walrath presides over the cases.
Permian Holdco 1 was estimated to have up to $50,000 in assets and
liabilities. Permian Holdco 2 was estimated to have up to $50,000
in assets and $10 million to $50 million in liabilities.
M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M.
Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway
Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport
Gordian Energy LLC serves as investment banker to the Debtors and
Epiq Corporate Restructuring LLC acts as notice and claims agent.
PETSWAY INC: May Use OakStar Cash Collateral Thru August 31
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Missouri has
granted Petsway, Inc. authority to use cash collateral for
repayment of certain obligations that it owes OakStar Bank.
The Court most recently authorized the Debtor to use cash
collateral through June 30, 2020.
The Debtor has requested that OakStar consent to further use of
Cash Collateral through August 31, 2020. OakStar is willing to
allow the Debtor the further limited use of Cash Collateral through
August 31 pursuant to the terms and conditions set forth by the
Third Agreed Cash Collateral Order.
As adequate protection for the use of OakStar's Cash Collateral,
the Debtor agrees to continue making a monthly adequate protection
payment to OakStar on the last day of each month through
confirmation of a bankruptcy-exit plan, unless otherwise agreed, in
the amount of $5,954. OakStar is indefeasibly entitled to
retention of all adequate protection payments it receives from the
Debtor.
Lender OakStar Bank is represented by:
Rodney H. Nichols, Esq.
SPENCER FANE LLP
2144 E. Republic Road, Suite B300
Springfield, MO 65804
Tel: 417-888-1000
Fax: 417-881-8135
E-mail: RNichols@spencerfane.com
A copy of the Debtor's budget for the months of July and August
2020 is available at https://bit.ly/3gTPdDI from PacerMonitor.com.
About Petsway Inc.
Founded in 1951, Petsway, Inc. -- https://petsway.com/ -- is a pet
store offering pet food and supplies, pet grooming services, dog
training, monthly vet clinics, and self-serve dog washes. It is
based in Springfield, St. Louis and Poplar Bluff, Mo.
Petsway filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Mo.
Case No. 19-61542) on Dec. 30, 2019. In its petition, the Debtor
estimated $50,000 to $100,000 in assets and $1 million to $10
million in liabilities. The petition was signed by Karl W.
Keller,
II, vice president and co-owner.
Judge Cynthia A. Norton oversees the case.
The Debtor is represented by Ronald S. Weiss, Esq. and Joel
Pelofsky, Esq., at Berman, DeLeve, Kuchan & Chapman, LLC.
The Office of the U.S. Trustee on Feb. 3, 2020, disclosed that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Petsway, Inc.
PIONEER NURSERY: August 19 Disclosure Statement Hearing Set
-----------------------------------------------------------
On June 30, 2020, Pioneer Nursery, LLC filed with the U.S.
Bankruptcy Court for the Eastern District of California, Fresno
Division, a Plan of Liquidation and a Disclosure Statement
regarding the Plan. Judge Jennifer E. Niemann ordered that:
* August 19, 2020, at 1:30 p.m. in Department A, Courtroom 11, of
the United States Bankruptcy Court, 2500 Tulare Street, Fresno,
California is the hearing on approval of the Disclosure Statement.
* August 5, 2020 is fixed as the last day to file any objections
to the Disclosure Statement.
A copy of the notice dated July 7, 2020, is available at
https://tinyurl.com/y7r6rtxw from PacerMonitor at no charge.
About Pioneer Nursery
Founded in 1968, Pioneer Nursery Inc. is in the retail nurseries
and garden stores industry. It owns crops -- either planted or
harvested -- of approximately 440,000 pistacio trees worth $7 per
tree having a total retail value of $3.08 million. It posted gross
revenue of $4.55 million in 2016 and gross revenue of $7.78 million
in 2015.
Pioneer Nursery sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 17-13112) on Aug. 11,
2017. Brian Blackwell, member, signed the petition. At the time
of the filing, the Debtor disclosed $5.42 million in assets and
$245,701 in liabilities. Judge Fredrick E. Clement oversees the
case. Fear Waddell, P.C., is the Debtor's bankruptcy counsel.
Lewis Brisbois is the Debtor's insurance defense counsel.
PLUS THERAPEUTICS: Incurs $1.84 Million Net Loss in Second Quarter
------------------------------------------------------------------
Plus Therapeutics, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net loss
of $1.84 million on $185,000 of government contracts and other
revenues for the three months ended June 30, 2020, compared to a
net loss of $9.15 million on $302,000 of government contracts and
other revenues for the three months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $2.93 million on $303,000 of government contracts and other
revenues compared to a net loss of $12.30 million on $1.04 million
of government contracts and other revenues for the same period
during the prior year.
As of June 30, 2020, the Company had $13.90 million in total
assets, $10.60 million in total liabilities, and $3.30 million in
total stockholders' equity.
The Company had an accumulated deficit of $428.2 million as of June
30, 2020. Additionally, it used net cash of $2.9 million to fund
its operating activities for the six months ended June 30, 2020.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
To date, these operating losses have been funded primarily from
outside sources of invested capital, proceeds raised from the Loan
and Security Agreement, and gross profits. The Company has had,
and will continue to have, an ongoing need to raise additional cash
from outside sources to fund its future clinical development
programs and other operations. The Company's inability to raise
additional cash would have a material and adverse impact on its
business and operations and would cause it to default on its loan.
Plus Therapeutics said, "The Company continues to seek additional
capital through strategic transactions and from other financing
alternatives. Without additional capital, the Company's current
working capital will not provide adequate funding to make debt
repayments or support its research, sales and marketing efforts and
product development activities at their current levels. If
sufficient additional capital is not raised, the Company will at a
minimum need to significantly reduce or curtail its research and
development and other operations, and this would negatively affect
its ability to achieve corporate growth goals.
"Should the Company fail to raise additional cash from outside
sources, this would have a material adverse impact on its
operations."
H2 2020 Business Expansion Outlook
The first half of fiscal year 2020 marked the successful
implementation of the Company's refined development focus, initial
pipeline expansion and optimized cost structure. In the second
half of Fiscal Year 2020, the Company intends to focus on a number
of additional business objectives and potential milestones:
* Report preliminary RNL data from the ReSPECT Phase I dose
finding trial in recurrent glioblastoma
* Finalize RNL Phase 2/pivotal trial plan in recurrent
glioblastoma
* Seek RNL Orphan Drug Designation decisions from regulatory
agencies
* Complete evaluations of additional external and internal
drug development candidates
* Initiate IND-enabling RNL studies for additional indications
* Explore partnership opportunities for RNL, DocePLUS and
DoxoPLUS assets
"Following the close of our most recent in-licensing transaction,
we have made steady progress in expediting the ReSPECT trial," said
Dr. Marc Hedrick, president and chief executive officer of Plus
Therapeutics. "The second half of 2020 includes the prospect of
further significant advancement for our RNL program-- and for the
Company. We believe RNL has the potential of improving brain tumor
therapy and that of other difficult to treat radiosensitive
tumors."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/UBLVqW
About Plus Therapeutics
Headquartered in Austin, Texas, Plus Therapeutics, Inc. --
http://www.plustherapeutics.com-- is a clinical-stage
pharmaceutical company focused on the discovery, development, and
manufacturing scale up of complex and innovative treatments for
patients battling cancer and other life-threatening diseases.
Plus Therapeutics reported a net loss of $10.89 million for the
year ended Dec. 31, 2019, compared to a net loss of $12.63 million
for the year ended Dec. 31, 2018. As of March 31, 2020, the
Company had $20.97 million in total assets, $20.88 million in total
liabilities, and $85,000 in total stockholders' equity.
BDO USA, LLP, in San Diego, California, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 30, 2020 citing that the Company has suffered recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.
PRA GROUP: Fitch Assigns BB+ LongTerm IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has assigned PRA Group Inc. a Long-Term Issuer
Default Rating of 'BB+' with a Stable Outlook. Fitch has also
assigned PRA's planned USD300 million senior unsecured debt
issuance a 'BB+(EXP)' long-term rating.
The assignment of final ratings to the senior unsecured notes is
contingent on the receipt of final documents conforming to
information already reviewed.
PRA Group is a leading financial services company that operates
across the Americas and Europe in the purchase, collection and
management of portfolios of non-performing loans. The acquisition
of Aktiv Kapital AS in 2014 expanded PRA's historically US-centred
franchise to the European debt purchasing market, supporting its
position as one of the largest purchasers of non-performing loans
globally. The company was listed on the Nasdaq in 2002 and as at
August 2020 reflected a market capitalisation of around USD2
billion.
KEY RATING DRIVERS
IDR
PRA's ratings reflect its performance track record over several
business cycles and its leading global franchise within the debt
purchasing sector, where the group benefits from its dominant
market position in the US and from its presence and diversification
across 18 countries in Europe, the Americas and APAC. The ratings
also reflect PRA's conservative leverage profile, limited near-term
refinancing risk and demonstrated profitability.
The ratings are constrained by PRA's monoline business model,
primarily servicing charged-off debt, its largely secured funding
profile and the need to access financing to grow receivables and
support earnings growth, a common characteristic in the
debt-purchasing sector. Additional constraints include potential
regulatory scrutiny associated with consumer collections businesses
and the company's reliance on internal modelling for portfolio
valuations and associated metrics, such as estimated remaining
collections.
The Stable Outlook reflects Fitch's view that medium-term risks
stemming from the COVID-19 pandemic, including from any potential
associated slowdown in debt-collection activities and/or changes to
estimated recoveries, is mitigated by the company's conservative
leverage and current profitability as well as its ability to
moderate portfolio purchases to offset slower collections and
maintain its strong financial profile. The Stable Outlook also
assumes that any changes to PRA's collection practices arising from
the rules currently being promulgated by the Consumer Financial
Protection Bureau will have a minimal negative impact on the
business model.
The proceeds of the contemplated new senior unsecured notes will
principally be used to partially pay-down drawings made against
PRA's US dollar-denominated North American revolving credit
facility. Therefore, Fitch does not expect the transaction to
impact PRA's leverage ratios, but notes the increased financial
flexibility from the issuance.
In 2Q20, PRA reported pre-tax income of USD75.0 million, reflecting
strong cash collections performance, which was up 8% yoy on a
consolidated basis. To date, the negative impact from the COVID-19
related lockdowns have been minimal, with collections in the US
above PRA's expectations, due to better than expected consumer
credit performance and the inclination of many consumer borrowers
to pay down debt.
Collections have been relatively flat in the European markets,
where issues such as the closure of the courts system have had a
more meaningful impact. Lockdown measures are now beginning to ease
across much of Europe, but in Fitch's view, repayment risk remains
with respect to consumers whose incomes have been adversely
impacted by the economic disruption. In the US, negative risks
relate to extended lockdowns and their continued impact on the
economy and the consumer, especially in the absence of further
extension of stimulus, forbearance, and other supportive measures.
Reported adjusted EBITDA was USD1.22 billion in the trailing
12-month (TTM) period ending 2Q20, 21% ahead of the same period in
2019. The adjusted EBITDA margin as a proportion of revenues (gross
of portfolio amortisation) remained strong at over 60% for the same
period. Fitch believes earnings and the margin could be pressured
as a result of slower payments and changes in expected future cash
flows. However, current profitability seems strong relative to the
assigned sub-factor scores.
Potential near-term asset quality risk as a result of slower
collections is partially mitigated by the long-dated nature of the
portfolio investments, which are typically collected over a few
years, allowing for some absorption of collection delays within the
asset-life cycle, as well as the historically sound collection
multiples reported for these assets. Nevertheless, given the
unprecedented nature of the current disruption with unknown
longer-term impacts on consumer behaviour, and the reliance on
internal modelling and estimates for portfolio valuations, Fitch
outlook for PRA's asset quality sub-factor score is negative.
Fitch's primary leverage metric for debt purchasers is gross
debt-to-adjusted EBITDA (including adjustments for portfolio
amortisation), consistent with the business model's asset-based
cash-generation characteristics and/or significant
non-balance-sheet-related earnings. Fitch calculates that PRA's
debt-to-adjusted EBITDA ratio was 2.1x based on TTM 2Q20 adjusted
EBITDA and the company has managed this ratio within 2.0x and 2.5x
in recent years. Fitch also considers debt-to-tangible equity as a
complimentary leverage metric, which was 3.6x at 2Q20 and closer to
4.0x in the recent past.
Fitch views the tangible equity position favourably in the context
of weaker balance sheet capitalisation of peers. Fitch notes that
leverage could temporarily increase if substantial portfolio
acquisition opportunities materialise in 2021. However, Fitch
believes PRA has adequate flexibility to manage within the
benchmark range of up to 2.5x gross debt-to-adjusted EBITDA and
3.0x-5.0x gross debt-to-tangible equity.
PRA's long-term funding includes secured revolving credit
facilities and a term loan, which is subject to a borrowing base
calculation based on ERCs as well as unsecured convertible notes.
The unsecured funding mix will be 24% of the total funding mix
considering the impact of the proposed unsecured notes issuance
which will be used to partially pay down the current secured
facility borrowings incurred to pay off the recently matured 2020
convertible notes. There are no material near-term refinancing
requirements, with the North American facilities maturing in 2022
currently being extended to 2024, and the European facilities and
convertible notes maturing in 2023.
Near-term liquidity is supported by cash and an undrawn revolving
credit capacity totalling around USD576 million at end-2Q20. While
the debt purchaser business model dictates the need to periodically
replenish assets with portfolio acquisitions, debt purchasers have
the option over shorter periods to moderate their rate of
investment to match cash flows from existing portfolios, and
therefore conserve liquidity.
Fitch has assigned PRA an ESG relevance score of '4' in relation to
'Customer Welfare - Fair Messaging, Privacy & Data Security', in
view of the importance of fair collection practices and consumer
interactions and the regulatory focus on them. Fitch has also
assigned an ESG relevance score of '4' for 'Financial
Transparency', in view of the significance of internal modelling to
portfolio valuations and associated metrics such as estimated
remaining collections. These are features of the debt purchasing
sector as a whole, and not specific to PRA.
SENIOR UNSECURED DEBT
The unsecured debt rating is equalised with the Long-Term IDR,
reflecting Fitch's expectation of average recovery prospects. The
negative impact from the presence of significant secured funding in
a priority position is offset by lower overall leverage levels. The
expected rating on the proposed unsecured notes reflects the fact
that the notes will rank equally in the capital structure with
existing unsecured debt.
RATING SENSITIVITIES
IDR
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Given the current economic backdrop, an upgrade is unlikely in the
short term.
Over the medium to long term, positive rating action would be
subject to:
- Improvement in the funding mix to include more unsecured debt
representing greater than 40% of total debt;
- Leverage maintained consistently below 2.5x through the cycle
on a debt/adjusted EBITDA basis and below 5.0x on a debt/tangible
equity basis; and
- Demonstrated franchise strength and earnings resilience through
the current economic cycle.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- A sustained reduction in earnings generation, particularly if
it leads to a weakening in key debt service ratios or other
financial efficiency metrics;
- A sustained increase in debt/adjusted EBITDA leverage ratio
above 2.5x or debt/tangible equity above 5x, whether resulting from
lack of EBITDA growth or an increase in acquisitions appetite;
- A shift to a largely secured balance sheet funding model;
- A weakening in asset quality, as reflected in acquired debt
portfolios significantly underperforming anticipated returns or
repeated material write-downs in expected recoveries; or
- An adverse operational event or significant disruption in
business activities (for example arising from regulatory
intervention in key markets adversely impacting collection
activities), thereby undermining franchise strength and business
model resilience.
SENIOR UNSECURED DEBT
PRA's senior unsecured debt rating and expected unsecured debt
rating are primarily sensitive to changes in the group's Long-Term
IDR.
Changes to Fitch's assessment of recovery prospects for senior
unsecured debt in a default (e.g. a material increase in secured
debt levels) could also result in the unsecured debt rating being
notched down below the IDR.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
PRA GROUP: Moody's Assigns 'Ba1' Corp. Family Rating
----------------------------------------------------
Moody's Investors Service assigned a Ba1 corporate family rating to
PRA Group, INC., a publicly-listed debt purchaser with operations
in the Americas, Europe and Australia. Moody's also assigned a Ba2
unsecured debt rating to PRA's proposed $300 million senior
unsecured notes. The outlook on PRA is stable.
RATINGS RATIONALE
The Ba1 corporate family rating assigned to PRA reflects the
company's: 1) solid profitability and very strong interest
coverage; 2) relatively low Debt/EBITDA leverage, reflecting its
historically conservative financial policy; 3) strong
capitalisation, indicative of disciplined growth strategy; 4)
relatively long track record, with more than 20 years of operating
performance; and 5) large, globally diversified franchise. At the
same time, the recommendation reflects PRA's: 6) evolving liquidity
and funding profile, with significant reliance on credit
facilities; 7) potential weakening in the company's profitability
and increase in earnings volatility, due to the ongoing coronavirus
crisis; as well as 8) current operating environment for debt
purchasers, reflecting high regulatory risk inherent to the debt
collection business.
The Ba2 rating that Moody's assigned to PRA's senior unsecured
notes reflects the application of Moody's Loss Given Default for
Speculative-Grade Companies methodology and their priorities of
claims and asset coverage in the company's current liability
structure.
The outlook on PRA is stable, reflecting Moody's expectations that
the company's financial performance in the next 12-18 months will
remain consistent with its historical performance.
In line with Moody's general view for the debt purchasing sector,
PRA has a low exposure to environmental risks. In terms of social
considerations, Moody's view PRA as moderately exposed, given that
its business could be impacted by the coronavirus crisis, which
Moody's views as social risk under Moody's environmental, social
and governance framework, given its substantial implications for
public health and safety. Similar to other debt purchasers,
customer relations represent important social considerations to
PRA, given that institutions that sell both performing and
non-performing debt can be highly regulated (e.g. banks) and rely
on the companies' handling of customer data and privacy.
Changes to regulatory rules and legal practices within a market
could also affect the recovery processes and collection curves.
Governance is highly relevant for PRA, as it is to all participants
in the finance company sector. While Moody's does not have any
particular concern around PRA's corporate governance practices,
corporate governance remains a key credit consideration and
requires ongoing monitoring, as is the case for all financial
institutions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
PRA's CFR could be upgraded if the company: 1) continues
demonstrate strong financial performance, with consistently solid
profitability and improved cash flows, while maintaining low
leverage and solid capitalisation; 2) improves its liquidity and
funding profile, as evidenced by reduced reliance on credit
facilities and laddering of debt maturities; 3) diversifies its
geographic mix, which would reduce its exposure to the regulatory
risk in a given region; and 4) diversifies its product offering mix
to include revenue sources from capital-light fee-based businesses;
and 5) if Moody's deems that the operating environment for debt
purchasers has improved.
PRA's CFR could be downgraded in case of: 1) meaningful and
sustained deterioration in the company's profitability and cash
flows; 2) increase in leverage, on a sustained basis, to above 3x
Debt/EBITDA leverage; 3) substantial erosion in capitalisation; 4)
failure to maintain adequate committed revolving borrowing
availability, or if liquidity otherwise materially weakens; 5)
regulatory development in a country with significant business
exposure that would as a result significantly impact the company's
franchise.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
PRECISION HOTEL: Aug. 26 Plan Confirmation Hearing Set
------------------------------------------------------
Debtor Precision Hotel Management Company filed with the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa
Division, a Disclosure Statement.
On July 7, 2020, Judge Michael G. Williamson conditionally approved
the Disclosure Statement and established the following dates and
deadlines:
* Any written objections to the Disclosure Statement shall be
filed with the Court and served no later than seven days prior to
the date of the hearing on confirmation.
* Aug. 26, 2020 at 10:30 AM in Tampa, FL − Courtroom 8A, Sam
M. Gibbons United States Courthouse, 801 N. Florida Avenue is the
hearing on confirmation of the Plan.
* Parties in interest shall submit to the Clerk's office their
written ballot accepting or rejecting the Plan no later than eight
days before the date of the Confirmation Hearing.
* Objections to confirmation shall be filed with the Court and
served on the Local Rule 1007−2 Parties in Interest List no later
than seven days before the date of the Confirmation Hearing.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/y99vlwm4 from PacerMonitor at no charge.
About Precision Hotel Management Company
Precision Hotel Management Company is a privately held enterprise
that operates in the hospitality industry. Precision Hotel sought
Chapter 11 protection (Bankr. M.D. Fla. Case No. 19-08449) on Sept.
5, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $1 million and $10 million and liabilities
of the same range. Judge Michael G. Williamson oversees the case.
Blanchard Law, P.A., is the Debtor's legal counsel.
PREMIERE JEWELLERY: Trustee Hires DaHui Lawyers as Special Counsel
------------------------------------------------------------------
Marjorie Kaufman, the trustee appointed in the Chapter 11 cases of
Premiere Jewellery, Inc. and its affiliates, seeks approval from
the U.S. Bankruptcy Court for the Southern District of New York to
employ DaHui Lawyers as special counsel.
The trustee requires the services of the firm to provide her with
legal advice on matters involving Debtors' key vendors in China.
These services include:
(a) assisting the trustee in communicating with vendors
regarding the procedures of Chapter 11 bankruptcy cases;
(b) translating and explaining documentation relating to
Chapter 11 bankruptcy in the Chinese language;
(c) responding to inquiries and claims from local vendors and
their payment collection agents;
(d) assisting in formulating strategies in dealing with
vendors based on local culture and practices; and
(e) performing other on-the-ground activities in China that
would be inefficient or impractical for trustee or her general
counsel to handle directly.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Partners $455 - $685 per hour
Associates $235 - $455 per hour
Paralegals $165 - $265 per hour
Richard Ma, Esq., a partner at DaHui Lawyers, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Richard Ma, Esq.
DaHui Lawyers
Suite 3720 China World Tower A
1 Jianguomenwai Avenue
Beijing 100004, China
Telephone: (86 10) 6535-5801
Facsimile: (86 10) 6535-5899
Email: richard.ma@DaHuiLawyers.com
About Premiere Jewellery
Premiere Jewellery, Inc. and its affiliates design, sell, and
distribute fashion jewelry serving the private label and branded
needs of the retail industry.
On June 25, 2020, Premiere Jewellery and its affiliates
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-11484).
The petitions were signed by Howard A. Moser, chief restructuring
officer. At the time of the filing, Premiere Jewellery disclosed
estimated assets of $10 million to $50 million and estimated
liabilities of the same range.
Judge James L. Garrity oversees the cases.
Jeffrey A. Wurst, Esq., at Armstrong Teasdale LLP, represents
Debtors as legal counsel.
On July 17, 2020, the court approved the U.S. trustee's appointment
of Marjorie E. Kaufman as Debtors' Chapter 11 trustee. Ms. Kaufman
has tapped Klestadt Winters Jureller Southard & Stevens, LLP as her
legal counsel, Getzler Henrich & Associates LLC as financial
advisor, and DaHui Lawyers as special counsel.
PREMIERE JEWELLERY: Trustee Taps Getzler as Financial Advisor
-------------------------------------------------------------
Marjorie Kaufman, the trustee appointed in the Chapter 11 cases of
Premiere Jewellery, Inc. and its affiliates, seeks approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Getzler Henrich & Associates LLC as her financial advisor.
The firm's services will include:
(a) Attending meetings and conferences with the trustee,
Debtors, creditors and their respective attorneys;
(b) Assisting the trustee in the preparation of monthly
operating reports, statement of financial affairs, statement of
assets and liabilities, and other schedules;
(c) Assisting the trustee in the preparation of a cash flow
budget, cash management and distribution of funds;
(d) Investigating and analyzing potential claims and
recoveries;
(e) Providing litigation support to the trustee in connection
with litigation that might be commenced by the trustee to avoid and
recover assets of the estate or pursue claims;
(f) Assisting in the liquidation or sale of Debtors' business
and assets as determined by the trustee;
(g) Assisting the trustee and her information technology
professionals with the management of intellectual property and
related contracts;
(h) Preparing tax returns and requisite disclosures;
(i) Reconciliation of filed proofs of claim and claims against
Debtors' bankruptcy estates; and
(j) Preparing a plan of reorganization or liquidation of
assets as determined by the trustee.
The hourly rates charged by Getzler Henrich are as follows:
Principal/Managing Director $535 - $695
Director/Specialists $465 - $585
Associate Professionals $175 - $455
William Henrich, co-chairman of Getzler Henrich, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
William Henrich
Getzler Henrich & Associates LLC
295 Madison Ave, 20th Floor
New York, NY 10017
Telephone: (212) 697-2400
Facsimile: (212) 697-4812
Email: whenrich@getzlerhenrich.com
About Premiere Jewellery
Premiere Jewellery, Inc. and its affiliates design, sell, and
distribute fashion jewelry serving the private label and branded
needs of the retail industry.
On June 25, 2020, Premiere Jewellery and its affiliates
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-11484).
The petitions were signed by Howard A. Moser, chief restructuring
officer. At the time of the filing, Premiere Jewellery disclosed
estimated assets of $10 million to $50 million and estimated
liabilities of the same range.
Judge James L. Garrity oversees the cases.
Jeffrey A. Wurst, Esq., at Armstrong Teasdale LLP, represents
Debtors as legal counsel.
On July 17, 2020, the court approved the U.S. trustee's appointment
of Marjorie E. Kaufman as Debtors' Chapter 11 trustee. Ms. Kaufman
has tapped Klestadt Winters Jureller Southard & Stevens, LLP as her
legal counsel, Getzler Henrich & Associates LLC as financial
advisor, and DaHui Lawyers as special counsel.
PREMIERE JEWELLERY: Trustee Taps Klestadt Winters as Legal Counsel
------------------------------------------------------------------
Marjorie Kaufman, the trustee appointed in the Chapter 11 cases of
Premiere Jewellery, Inc. and its affiliates, seeks approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Klestadt Winters Jureller Southard & Stevens, LLP as her legal
counsel.
The firm will provide these services:
(a) advise the bankruptcy trustee on issues involving the
operation of Debtors in Chapter 11;
(b) analyze all agreements between Debtors and their secured
lenders, trade vendors and other creditors;
(c) meet with Debtors' management, creditors and other
parties;
(d) assist in the preparation, negotiation and seeking
approval of a bankruptcy plan for Debtors;
(e) investigate with the trustee's financial advisor Debtors'
assets and financial affairs and determine whether there are assets
or claims against third parties that can be administered for the
benefit of Debtors' estates and creditors;
(f) review, analyze and respond to all applications, motions,
orders and statements, filed with the court; and
(g) represent the trustee at court hearings and other
proceedings.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Partners $550 - $775 per hour
Associates $250 - $495 per hour
Paralegals $175 per hour
Ian Winters, Esq., at Klestadt Winters, disclosed in court filings
that his firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ian R. Winters, Esq.
Klestadt Winters Jureller Southard & Stevens, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Telephone: (212) 972-3000
Facsimile: (212) 972-2245
Email: Iwinters@klestadt.com
About Premiere Jewellery
Premiere Jewellery, Inc. and its affiliates design, sell, and
distribute fashion jewelry serving the private label and branded
needs of the retail industry.
On June 25, 2020, Premiere Jewellery and its affiliates
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-11484).
The petitions were signed by Howard A. Moser, chief restructuring
officer. At the time of the filing, Premiere Jewellery disclosed
estimated assets of $10 million to $50 million and estimated
liabilities of the same range.
Judge James L. Garrity oversees the cases.
Jeffrey A. Wurst, Esq., at Armstrong Teasdale LLP, represents
Debtors as legal counsel.
On July 17, 2020, the court approved the U.S. trustee's appointment
of Marjorie E. Kaufman as Debtors' Chapter 11 trustee. Ms. Kaufman
has tapped Klestadt Winters Jureller Southard & Stevens, LLP as her
legal counsel, Getzler Henrich & Associates LLC as financial
advisor, and DaHui Lawyers as special counsel.
PROGISTIC CARRIERS: OK'd to Send Plan to Creditors for Voting
-------------------------------------------------------------
On July 8, 2020, debtor Progistic Carriers, LLC filed with the U.S.
Bankruptcy Court for the Southern District of Texas, McAllen
Division, the First Amended Disclosure Statement and First Amended
Plan of Reorganization. The Court ordered that:
* The First Amended Disclosure Statement is conditionally
approved.
* The Debtor is authorized to solicit votes with respect to the
First Amended Chapter 11 Plan of Reorganization.
* The Debtor must mail a copy of the order and the combined Plan
and Disclosure Statement to all known creditors and interest
holders.
A copy of the order dated July 9, 2020, is available at
https://tinyurl.com/yan6nqkk from PacerMonitor at no charge.
About Progistic Carriers
Progistic Carriers is a privately held company in the general
freight trucking business. Progistic Carriers filed a voluntary
petition for relief under Chapter 11 of Title 11 of the United
States Code (Bankr. S.D. Tex. Case No. 19-70327) on Aug. 16, 2019.
In the petition signed by Benjamin Cavazos, member, the Debtor
disclosed $3,322,681 in assets and $7,302,264 in liabilities. The
case is assigned to Judge Eduardo V Rodriguez. Jana Smith
Whitworth, Esq. at JS Whitworth Law Firm, PLLC, is the Debtor's
counsel.
RADHA KRISHN: Hires Radiance Investment as Real Estate Broker
-------------------------------------------------------------
Radha Krishn, LP seeks approval from the U.S. Bankruptcy Court for
the Western District of Texas to hire Radiance Investment
Properties LLC as its real estate broker.
Debtor requires the services of the firm to sell the bankruptcy
estate's interest in a real estate located in Caldwell County,
Texas. The real estate includes Debtor's hotel, La Quinta Inn &
Suites, located at 203 US 90, Luling, Texas.
Radiance Investment will be paid a 5 percent commission on the sale
price.
The firm does not represent any interest adverse to Debtor's
bankruptcy estate, according to court filings.
Radiance Investment can be reached through:
Harry L. McDonald
Radiance Investment Properties LLC
16810 Forest Way
Austin, TX 78734
About Radha Krishn
Based in San Marcos, Texas, Radha Krishn, LP sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
20-10764) on July 6, 2020. At the time of the filing, Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range. Judge Tony M. Davis oversees the
case. Martin Warren Seidler, Esq., at the Law Offices of Martin
Seidler, is Debtor's legal counsel.
RE PALM SPRINGS: Sets Bidding Procedures for Palm Springs Hotel
---------------------------------------------------------------
RE Palm Springs II, LLC, asks the U.S. Bankruptcy Court for the
District of Texas to authorize the bidding procedures in connection
with the sale of its under-construction, four-story, 150-room
full-service hotel located at 400 North Palm Canyon Drive, Palm
Springs, California, and related assets, to McWhinney Real Estate
Services, Inc., subject to higher and better offers.
On Oct. 31, 2017, the Borrower entered into a Construction Loan
Agreement with Hall Palm Springs, LLC ("HPS"), for the extension of
secured, construction and permanent financing up to $54.75 million.
HPS received a senior lien Deed of Trust as security for its loan.
Around the same time the Borrower also engaged SR Construction,
Inc. ("Prior General Contractor") to take over construction of the
Hotel.
Ultimately, the Borrower terminated the Prior General Contractor in
late 2019 based upon alleged defaults. Thereafter, several
lawsuits were filed by the Prior General Contractor and
subcontractors against the Borrower and other parties. As a
result, the Hotel remains only partially completed.
The Hotel was appraised as of Jan. 3, 2020 with an as-is value of
$72 million and an as-completed value of $97 million, but those
valuations were pre-COVID. The current value is unknown but will
be determined through the sales process.
HPS holds a first and senior lien against the Hotel in the
approximate amount of $36 million. The Prior General Contractor
asserts a junior lien in the approximate amount of $14,151,168
which includes claims of subcontractors which subcontractors have
also filed junior liens totaling approximately $7,486,873.
After considering available options within the context of the
current economic environment, the status of construction, and
reorganization, the Debtor determined in its business judgment to
conduct a competitive bid-and-sale process for the orderly sale of
the Hotel, being all or substantially all of the Debtor's assets.
After extensive and arms-length negotiations, the Debtor negotiated
a certain Asset Purchase Agreement ("McWhinney SPA") to sell the
Hotel to McWhinney pursuant to the terms and conditions set forth
therein. The terms and conditions identified in the McWhinney SPA
are subject to higher and better bids via the bidding process.
As an inducement for McWhinney to serve as the "Stalkinghorse
Bidder" in the Court-approved sale process; however, the Debtor has
agreed to certain bid procedures and protections, including a
break-up fee. Under the Motion, the Debtor asks approval of the
sale procedures, sale, and bid protections.
As part of the McWhinney SPA, McWhinney has deposited a refundable
$500,000 good-faith deposit and agreed to act as the Stalking Horse
Bidder and incur the expenses associated with such a role, subject
to the inclusion of the Overbid Protections in the Bid Procedures.
The sale will be free and clear of all liens, claims, encumbrances,
and interests, including specifically those identified on List of
Secured Lienholders.
With the Stalking Horse Bidder and a minimum purchase price now in
place, the Debtor believes that it is a proper exercise of its
business judgment to implement the competitive bidding process
outlined in the Bid Procedures and promptly effectuate a Sale,
either to the Stalking Horse Bidder or to another Qualified
Bidder(s) who submits a higher or better Qualified Bid(s) for the
Hotel.
By the Motion, the Debtor ask approval of: (a) the competitive bid
process and procedures; (b) McWhinney as the Stalking-Horse Bidder
and its entitlement to a break-up fee assuming entry of the Bid
Procedures Order, approval of the Bid Procedures and performance by
McWhinney in connection with the McWhinney SPA; and (c) the sale of
the Hotel to the highest or best offer(s).
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Sept. 25, 2020 at 6:00 p.m. (CT)
b. Initial Bid: An unqualified and binding bid in an amount of
total consideration that exceeds the consideration offered by the
Stalking Horse Bidder, plus $1.2 million, which is sufficient to
cover the Break-Up Fee and expenses.
c. Deposit: $2.5 million
d. Auction: If the Debtor receives at least one Qualified Bid
(other than that of the Stalking Horse Bidder) on or prior to the
Bid Deadline, the Debtor will commence the Final Bidding Process to
solicit the highest or otherwise best offer of each Qualified
Bidder. The Stalking Horse Bidder will be entitled to credit bid
the Break-Up Fee during the Final Bidding Process.
e. Sale Hearing: Oct. 7, 2020
f. Sale Objection Deadline: Oct. 5, 2020 at 4:00 p.m. (CT)
g. Break-Up Fee: 2% of the cash purchase price
The Debtor asks that the Court authorizes its assumption and
assignment of executory contracts or unexpired leases to the Buyer.
It asks that the Court orders that, no later than two days prior
to the Sale Hearing, any objection to the Cure Amount must be filed
with the Court. The assumption and assignment of the Assigned
Contracts will be cured prior to the proposed closing.
The proposed Sale transaction is fair and appropriate and will
maximize the realizable value of the Hotel for the stakeholders of
the Estate. Accordingly, the Debtor seeks the Court's approval of
a proposed Sale transaction and related Bid Procedures so that it
could solicit competing offers for the Hotel.
Subject to the Court's approval, the Debtor has also engaged Hodges
Ward Elliott, LLC ("HWE"), a nationally recognized hospitality
broker, as its real estate broker, as set forth in another
contemporaneous pleading, the Application to Employ Hodges Ward
Elliott, LLC as Real Estate Broker. The Debtor intends for HWE to
market the Hotel, manage the data room for due diligence, and
report to the CRO regarding the sales process, among other
services. The Debtor intends for the CRO to manage the proposed
sale process. Together the CRO and HWE will conduct a thorough
marketing process of the Hotel.
Finally, the Debtor asks that the Court eliminates the 14-day stays
imposed by Bankruptcy Rules 6004 and 6006.
A copy of the Bidding Procedures is available at
https://tinyurl.com/yxtwpuyr from PacerMonitor.com free of charge.
About RE Palm Springs II
RE Palm Springs II is the owner of fee simple title to an under
construction four-story, 150-room full-service hotel in Palm
Springs, CA.
RE Palm Springs II, LLC, based in Denver, CO, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 20-31972) on July 22, 2020.
In its petition, the Debtor was estimated to have $10 million to
$50 million in assets and around $57,309,877 in liabilities. The
petition was signed by Thomas M. Kim, chief restructuring officer.
CAVAZOS HENDRICKS POIROT, PC, serves as bankruptcy counsel to the
Debtor.
REGIONAL HEALTH: Posts $1.84 Million Net Loss in Second Quarter
---------------------------------------------------------------
Regional Health Properties, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss attributable to common stockholders of $1.84 million on
$4.54 million of total revenues for the three months ended June 30,
2020, compared to a net loss attributable to common stockholders of
$3.49 million on $5.30 million of total revenues for the three
months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss attributable to common stockholders of $4.10 million on $9.08
million of total revenues compared to a net loss attributable to
common stockholders of $5.56 million on $10.73 million of total
revenues for the six months ended June 30, 2019.
As of June 30, 2020, the Company had $111.80 million in total
assets, $99.63 million in total liabilities, and $12.16 million in
total stockholders' equity.
Regional Health stated, "The Company is undertaking measures to
grow its operations, streamline its cost infrastructure and
otherwise increase liquidity by: (i) refinancing or repaying debt
to reduce interest costs and mandatory principal repayments, with
such repayment to be funded through potentially expanding borrowing
arrangements with certain lenders or potentially raising capital
through the issuance of securities after restructuring of the
Company's capital structure; (ii) increasing future lease revenue
through acquisitions and investments in existing properties; (iii)
modifying the terms of existing leases; (iv) replacing certain
tenants who default on their lease payment terms; and (v) reducing
other and general and administrative expenses.
"Management anticipates access to several sources of liquidity,
including cash on hand, cash flows from operations, and debt
refinancing during the twelve months from the date of this filing.
At June 30, 2020, the Company had $4.3 million in unrestricted
cash. During the six months ended June 30, 2020, the Company
generated positive cash flow from continuing operations of $0.8
million and anticipates continued positive cash flow from
operations during the twelve months from the date of this filing,
however this anticipation is subject to the uncertainties of the
COVID-19 pandemic. At June 30, 2020, one operator accounted for
approximately $1.1 million of rent arrears recorded in "Accounts
receivable, net of allowance" on our consolidated balance sheets
for which the Company has deemed an allowance is not currently
warranted as the Company has a uniform commercial code lien on the
operator's sufficient receivables. The Company continues to
monitor collectability and negotiations are ongoing between the
operator and the Company for resolution and collection of the
receivables. The Company is current with all of its debt and other
financial obligations. The Company is taking advantage of various
stimulus measures made available to it through the Coronavirus Aid,
Relief, and Economic Security Act (the "CARES Act") recently
enacted by Congress in response to the COVID-19 pandemic which
allows for, among other things, a deferral of debt service payments
on U.S. Department of Agriculture ("USDA") loans to maturity, an
allowance for debt service payments to be made out of replacement
reserve accounts for U.S. Department of Housing and Urban
Development ("HUD") loans as well as allowing for debt service
payments to be made by the U.S. Small Business Administration
("SBA") on all SBA loans."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/YsVAKK
About Regional Health
Regional Health Properties, Inc. (NYSE American: RHE) (NYSE
American: RHEpA) -- http://www.regionalhealthproperties.com/-- is
a self-managed healthcare real estate investment company that
invests primarily in real estate purposed for senior living and
long-term healthcare through facility lease and sub-lease
transactions.
Regional Health reported a net loss attributable to the company's
common stockholders of $3.50 million for the year ended Dec. 31,
2019 compared to a net loss attributable to the company's common
stockholders of $19.88 million for the year ended Dec. 31, 2018.
As of March 31, 2020, the Company had $112.4 million in total
assets, $100.6 million in total liabilities, and $11.74 million in
total stockholders' equity.
RIDGELINE TECHNOLOGY: Bank of the West Balks at Use of Collateral
-----------------------------------------------------------------
Bank of the West has submitted a notice to the U.S. Bankruptcy
Court for the Northern District of California claiming a security
interest in all business personal property listed in a Commercial
Security Agreement by which Ridgeline Technology, Inc. granted the
Bank a security interest in all of its business personal property
assets to secure its loan obligations.
To secure the Debtor's performance under the Loan Documents, the
Bank says the Debtor granted a continuing security interest to BOW
in the collateral. The Bank's security interest in the Collateral
was properly perfected by the filing of a UCC-1 financing statement
with the California Secretary of State on November 4, 2009, as
Document Number 22844970002.
The Bank tells the Court it does not consent to the use of its cash
collateral, and demands that the funds generated from the
collateral be segregated and separately accounted for as required
by law and turned over to BOW.
The Debtor issued a Promissory Note dated October 29, 2009, in the
original maximum principal amount of $150,000 to the Bank.
The Bank is represented in the case by:
Stephen J. Kottmeier, Esq.
Liam J. O'Connor, Esq.
HOPKINS & CARLEY
A Law Corporation
The Letitia Building
70 South First Street
San Jose, CA 95113-2406
Telephone: (408) 286-9800
Facsimile: (408) 998-4790
E-mail: sjk@hopkinscarley.com
loconnor@hopkinscarley.com
A copy of the Bank's Notice is available at https://bit.ly/3216MMb
from PacerMonitor.com.
About Ridgeline Technology
Ridgeline Technology Inc. is an information technology company that
specializes in software development to deliver for the investment
management industry. It filed for voluntary Chapter 11 bankruptcy
protection (Bankr. N.D. Cal. Case No. 20-51049) on July 14, 2020.
Marc Voisenat, Esq. at Voisenat Law Offices represents the Debtor
as counsel. In its petition, Ridgeline listed under $1 million in
both assets and liabilities.
RIOT BLOCKCHAIN: Incurs $10.6 Million Net Loss in Second Quarter
----------------------------------------------------------------
Riot Blockchain, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $10.59 million on $1.94 million of total revenue for the three
months ended June 30, 2020, compared to a net loss of $1.28 million
on $2.47 million of total revenue for the three months ended June
30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $14.87 million on $4.33 million of total revenue compared
to a net loss of $15.03 million on $3.90 million of total revenue
for the six months ended June 30, 2019.
As of June 30, 2020, the Company had $29.87 million in total
assets, $2.06 million in total liabilities, and $27.81 million in
total stockholders' equity.
Riot Blockchain said, "The COVID-19 global pandemic has been
unpredictable and unprecedented and is likely to continue to result
in significant national and global economic disruption, which may
adversely affect our business. Based on the Company's current
assessment, however, the Company does not expect any material
impact on its long-term development, its operations, or its
liquidity due to the worldwide spread of the COVID-19 virus.
However, the Company is actively monitoring this situation and the
possible effects on its financial condition, liquidity, operations,
suppliers, and industry."
At June 30, 2020, the Company had working capital of approximately
$15.9 million, which included cash and cash equivalents of $9.1
million. The net loss for the six months ended June 30, 2020,
included $13.4 million in non-cash items consisting of the
impairment of its investment in Coinsquare of $9.4 million,
stock-based compensation totaling $2.4 million, impairment to its
cryptocurrencies of $1.0 million, depreciation and amortization
totaling $1.5 million, and amortization of its right of use assets
of $0.6 million, offset by $1.4 million for the reversal of its
accrual for the registration rights penalty and $0.1 million
related to the gain from the exchange of cryptocurrencies, net of
other immaterial items. Subsequently, the Company received gross
proceeds of approximately $29.7 million from the sale of
approximately 10.8 million shares of common stock via the ATM
Offering and approximately $1 million from the sale of 100
bitcoins. Accordingly, as of Aug. 10, 2020, the Company has cash
and cash equivalents of approximately $48 million.
The Company expects to continue to incur losses from operations for
the near-term and these losses could be significant as it incurs
costs and expenses associated with recent and potential future
acquisitions, as well as public company, legal and administrative
related expenses being incurred. The Company is closely monitoring
its cash balances, cash needs and expense levels.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/iKsjtX
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com/-- specializes in cryptocurrency
mining with a focus on bitcoin. Riot also holds non-controlling
investments in blockchain technology companies. Riot is
headquartered in Castle Rock, Colorado, and the Company's mining
facility is located in Oklahoma City.
Riot incurred a net loss of $20.30 million in 2019 compared to a
net loss of $60.21 million in 2018. As of March 31, 2020, the
Company had $37.07 million in total assets, $3.84 million in total
liabilities, and $33.23 million in total stockholders' equity.
ROBERTS PROPERTY: Plan & Disclosure Hearing Reset to September 17
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Jacksonville Division, held a hearing to consider the Joint Motion
to Reschedule Hearings filed by counsel for the Debtor Roberts
Property & Holdings, LLC.
On July 7, 2020, Judge Jerry A. Funk granted the motion and ordered
that the hearing on the Final Approval of Disclosure Statement and
Confirmation of the Chapter 11 Plan and the trial on the Final
Approval of Disclosure Statement and Confirmation of the Chapter 11
Plan are all rescheduled and will be heard on 10:00 a.m. on
September 17, 2020.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/y8lb2czo from PacerMonitor at no charge.
About Roberts Property & Holdings
Roberts Property & Holdings, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03409) on
Sept. 9, 2019. At the time of the filing, the Debtor disclosed
assets of between $1,000,001 and $10 million and liabilities of the
same range. The case is assigned to Judge Jerry A. Funk. The
Debtor is represented by Richard A. Perry, Esq., at Richard A.
Perry P.A.
SABLE PERMIAN: Committee Seeks Approval to Hire Investment Banker
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Sable Permian Resources, LLC and its affiliates
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Miller Buckfire & Co., LLC and Stifel,
Nicolaus & Co., Inc. as its investment banker.
The firms will render the following services:
(a) assist in structuring and effecting the financial aspects
of the transactions contemplated by the employment agreement
between the firms and the committee;
(b) receive, review and perform diligence on information
provided on a confidential basis by Debtors or the committee;
(c) assist the committee in negotiations;
(d) represent and negotiate on behalf of the committee as it
relates to any restructuring proposal advanced by the committee,
Debtors or other parties; and
(e) participate in hearings before the court.
The firms will be compensated as follows:
(a) Monthly Fee: $125,000 per month.
(b) Deferred Fee: $2,500,000, due upon a transaction.
(c) Crediting: 50 percent of the fourth and subsequent monthly
fees will be credited against any deferred fee.
(d) Expenses: The firms will be reimbursed its out-of-pocket
expenses.
Richard Klein, a managing director at Miller Buckfire, disclosed in
court filings that the firm and its affiliate, Stifel, are
"disinterested persons" within the meaning of Section 101(14) of
the Bankruptcy Code.
The firms can be reached through:
Richard Klein
Miller Buckfire & Co., LLC
787 Seventh Avenue
New York, NY 10019
Telephone: (212) 895-1825
Email: richard.klein@millerbuckfire.com
About Sable Permian Resources
Sable Permian Resources, LLC and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 20-33193) on June 25, 2020. At the time of the filing, Sable
Permian Resources disclosed assets of between $1 billion and $10
billion and liabilities of the same range. Judge Marvin Isgur
oversees the cases.
Debtors have tapped Latham & Watkins, LLP and Hunton Andrews Kurth,
LLP as legal counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Evercore Group, LLC as investment banker.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on July 17, 2020. The committee tapped Paul Hastings LLP
as its counsel; Miller Buckfire & Co., LLC and its affiliate,
Stifel, Nicolaus & Co., Inc., as investment banker; and Conway
MacKenzie, LLC as financial advisor.
SABLE PERMIAN: Committee Taps Conway MacKenzie as Financial Advisor
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Sable Permian Resources, LLC and its affiliates
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Conway MacKenzie, LLC as its financial
advisor.
The firm will provide the following services:
(a) analyze, review and monitor the restructuring process;
(b) review financial information prepared by Debtors;
(c) review debtor-in-possession (DIP) facility;
(d) review any tax issues associated with, but not limited to,
preservation of net operating losses, refunds due to Debtors, plans
of reorganization, and asset sales;
(e) review Debtors' analysis of core and non-core business
assets, and the potential disposition or liquidation of their
assets;
(f) review and assess any process governing the sale of
Debtors' assets;
(g) attend meetings and participate in discussions;
(h) review financial related disclosures required by the
court;
(i) review the affirmation or rejection of Debtors' executory
contracts and leases;
(j) review and identify unencumbered assets and lien
perfection analysis;
(k) review and evaluate Debtor employee retention and
compensation plans;
(l) evaluate, analyze and conduct a forensic investigation of
avoidance actions, including fraudulent conveyances and
preferential transfers and certain transactions between Debtors and
affiliated entities;
(m) file responses or objections to Debtors' motions; and
(n) assist in the evaluation of restructuring, sale and
liquidation alternatives.
Conway MacKenzie may utilize the services of its affiliate, Riveron
Consulting, LLC. The firms will be paid at hourly rates as
follows:
Senior Managing Directors $915 - $1,285
Managing Directors $825 - $1,070
Directors $640 - $750
Senior Associates $490 - $570
Associates $225 - $450
In addition, Conway MacKenzie will be reimbursed for its
work-related expenses.
John Young, Jr., a senior managing director at Conway MacKenzie,
disclosed in court filings that his firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
John T. Young, Jr.
Conway MacKenzie, LLC
909 Fannin Street, Suite 4000
Houston, TX 77010
Telephone: (713) 650-0500
Email: JYoung@ConwayMacKenzie.com
About Sable Permian Resources
Sable Permian Resources, LLC and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 20-33193) on June 25, 2020. At the time of the filing, Sable
Permian Resources disclosed assets of between $1 billion and $10
billion and liabilities of the same range. Judge Marvin Isgur
oversees the cases.
Debtors have tapped Latham & Watkins, LLP and Hunton Andrews Kurth,
LLP as legal counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Evercore Group, LLC as investment banker.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on July 17, 2020. The committee tapped Paul Hastings LLP
as its counsel; Miller Buckfire & Co., LLC and its affiliate,
Stifel, Nicolaus & Co., Inc., as investment banker; and Conway
MacKenzie, LLC as financial advisor.
SABLE PERMIAN: Committee Taps Paul Hastings as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Sable Permian Resources, LLC and its affiliates
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Paul Hastings, LLP as its legal
counsel.
The firm will render the following services:
(a) consult with the committee, the Debtors and the U.S.
trustee concerning the administration of Debtors' Chapter 11
cases;
(b) review, analyze and respond to pleadings filed with the
bankruptcy court and participate at hearings on such pleadings;
(c) investigate the acts, conduct, assets, liabilities and
financial condition of Debtors, the operation of Debtors'
businesses and other matters relevant to the cases;
(d) take all necessary actions to protect the rights and
interests of the committee; and
(e) represent the committee in connection with the exercise of
its powers and duties under the applicable provisions of the
Bankruptcy Code.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Partners $1,150 - $1,625
Of Counsel $1,100 - $1,600
Associates $690 - $1,100
Paralegals $155 - $530
James Grogan, Esq., a partner at Paul Hastings, disclosed in court
filings that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Mr. Grogan also made the following disclosures in response to the
request for additional information set forth in Paragraph D.1 of
the U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives to,
your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Not applicable.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The committee and Paul Hastings expect to work together
to develop a budget and staffing plan for the Chapter 11 cases.
The firm can be reached through:
James T. Grogan, Esq.
Paul Hastings LLP
600 Travis Street, 58th Floor
Houston, TX 77002
Telephone: (713) 860-7338
Facsimile: (713) 353-2801
Email: jamesgrogan@paulhastings.com
About Sable Permian Resources
Sable Permian Resources, LLC and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 20-33193) on June 25, 2020. At the time of the filing, Sable
Permian Resources disclosed assets of between $1 billion and $10
billion and liabilities of the same range. Judge Marvin Isgur
oversees the cases.
Debtors have tapped Latham & Watkins, LLP and Hunton Andrews Kurth,
LLP as legal counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Evercore Group, LLC as investment banker.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on July 17, 2020. The committee tapped Paul Hastings LLP
as its counsel; Miller Buckfire & Co., LLC and its affiliate,
Stifel, Nicolaus & Co., Inc., as investment banker; and Conway
MacKenzie, LLC as financial advisor.
SAFE HARBOR: Wants Until Nov. 30 to File Plan & Disclosures
-----------------------------------------------------------
Safe Harbor Construction Group Inc. is asking the United States
Bankruptcy Court, Honorable Michael B. Kaplan, presiding, 402 E.
State Street, Trenton, New Jersey, 08608 for an order to extend the
deadline to file a revised Chapter 11 Plan and Disclosure Statement
to Nov. 30, 2020.
Attorney for Debtor:
ABELSON & TRUESDALE
Steven J. Abelson, Esq.
80 West Main Street
P.O. Box 7005
Freehold, New Jersey 07728
Tel: (732) 462-4773
About Safe Harbor Construction
Safe Harbor Construction Group Inc. sought Chapter 11 protection
(Bankr. D.N.J. Case No. 19-24968) on Aug. 1, 2019 in Trenton, New
Jersey. Steven J. Abelson, Esq., at ABELSON & TUESDALE, is the
Debtor's counsel.
SCOTT & MIKE: Seeks Approval to Tap Calaiaro Valencik as Counsel
----------------------------------------------------------------
Scott & Mike, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Pennsylvania to employ Calaiaro Valencik as
its legal counsel.
The firm's services will include:
(a) Advising Debtor with regard to its rights and obligations
during the Chapter 11 reorganization;
(b) Attendance at the first meeting of creditors;
(c) Representation of Debtor in relation to any motions to
convert or dismiss the case;
(d) Representation of Debtor in relation to any motions for
relief from stay filed by creditors;
(e) Preparation of a plan of reorganization and disclosure
statement; and
(f) Preparation of any objections to claims.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Donald R. Calaiaro $395
David Z. Valencik $350
Mark B. Peduto $300
Andrew K. Pratt $250
Paralegals $100
The firm received a retainer in the amount of $7,500 from Debtor
for its pre-petition services.
Donald Calaiaro, Esq., at Calaiaro Valencik, disclosed in court
filings that he and the firm do not represent any interest adverse
to Debtor's bankruptcy estate.
The firm can be reached through:
Donald R. Calaiaro, Esq.
Calaiaro Valencik
938 Penn Avenue, Suite 501
Pittsburgh, PA 15222-3708
Telephone: (412) 232-0930
Email: dcalaiaro@c-vlaw.com
About Scott & Mike
Scott & Mike, LLC, owner of real property located at 4440 Broadway
Blvd., Monroeville, Pa., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 20-22272) on July 31,
2020. Calaiaro Valencik, led by Donald R. Calaiaro, Esq., is
Debtor's legal counsel.
SCOTT C. GRAY: Selling Santa Rosa Residential Property for $940K
----------------------------------------------------------------
Scott C. Gray asks the U.S. Bankruptcy Court for the District of
Nevada to authorize him to enter into a California Residential
Purchase Agreement and Joint Escrow Instructions with Deepinder S.
Sekhon and Jeanne M. Sekhon for the sale of the real property
commonly described as 4562 Badger Road, Santa Rosa, Sonoma County,
California for $940,000, subject to overbid.
The Debtor is the owner of the Property. The Property consists of
a 3,652 square-foot custom home with an additional 240 square-foot
secondary unattached garage. The legal description for the
Property is included in the Preliminary Title Report.
The Debtor has reached an agreement with Buyers to sell the
Property for the sum of $940,000. The Buyers' offer under the
Purchase Agreement is subject to overbids. The proposed initial
minimum bidding increment is $50,000. While the Debtor expects
that the Purchase Agreement will serve as a template for bids,
other prospective purchasers are not locked into the terms ofthe
Purchase Agreement and are free to propose alternative terms.
There is a first mortgage encumbering the Property in favor of
Wells Fargo Home Mortgage in an amount in excess of $375,567.
There is also a second mortgage in favor of the Lynn and Forest
Tardibuono Trust in the amount of $150,978 (such amount includes
principal, interest and costs) and Sonoma County real property
taxes in the amount of $171. The mortgages, real property taxes
and seller's costs of sale, including the commission of $36,000 to
be paid to the Debtor's Listing Agency, W Real Estate, will be paid
in full at the close of escrow.
Otherwise, the sale will be free and clear of all liens and/or
claims including, but not limited to, a judgment in favor of Steve
Friedman, Debra Friedman and Lori Valenziano in the amount of
$500,000 referenced in the Report.
There are no teases affecting the Property.
The Purchase Agreement specifies that the closing date will be Aug.
17, 2020.
The Debtor asks relief from the 14-day stay imposed by
Fed.R.Bankr.P.6004(h) because such stay will unduly postpone the
close of escrow. The stay provided under Fed. R. Bankr. P. 6004(h)
does not benefit the Debtor, creditors or the Buyer in the
transaction.
The net proceeds from the sale will be distributed to the Debtor's
attorney to be held in trust pending a resolution of certain
potential claim objections and any other pending matters in the
bankruptcy and then distributed to creditors.
A copy of the Agreement is available at
https://tinyurl.com/y7ypn9d2 from PacerMonitor.com free of charge.
A hearing on the Motion is set for Aug. 11, 2020 at 2 p.m.
Counsel for Debtor:
William D. Cope, Esq.
WILLIAM D. COPE, LLP
505 Ridge Street
Reno, NV 89501
Telephone: (775) 333-0838
E-mail: William@copebklaw.com
Scott C. Gray sought Chapter 11 protection (Bankr. D. Nev. Case No.
18-50249) on March 13, 2018. The Debtor tapped William D. Cope,
Esq., as counsel.
SEAWALK INVESTMENTS: Taps Gunn Chamberlain as Accountant
--------------------------------------------------------
Seawalk Investments, LLC received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Gunn
Chamberlain, P.L. to assist in the preparation and filing of its
tax returns.
The firm's services will be provided mainly by Joel Chamberlain, a
certified public accountant. The accountant will not seek any
payment from Debtor or its bankruptcy estate.
Mr. Chamberlain disclosed in court filings that his firm neither
represents nor holds any interest adverse to Debtor and its estate
with respect to the tax matters on which it will be employed.
Mr. Chamberlain holds office at:
Joel C. Chamberlain
Gunn Chamberlain, P.L.
4350 Pablo Professional Court, Suite 200
Jacksonville, FL 32224
Telephone: (904) 296-2024
Facsimile: (904) 296-0054
About Seawalk Investments
Seawalk Investments, LLC, a privately held company in Jacksonville,
Fla., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. At the
time of the filing, Debtor had estimated assets of between $1
million and $10 million and estimated liabilities of the same
range. Judge Jerry A. Funk oversees the case. Debtor has tapped
Wilcox Law Firm as its bankruptcy counsel and Gunn Chamberlain,
P.L. as its accountant.
SENIOR PRO SERVICES: Seeks to Use Cash Collateral Thru Nov. 30
--------------------------------------------------------------
Senior Pro Services, LLC, asks the U.S. Bankruptcy Court for the
Northern District of California, Oakland Division, for authority to
continue using cash collateral effective August 1, 2020 through
November 30, 2020, to fund its ordinary course of business cash
needs for the period.
As adequate protection to all lienholders' respective interests in
cash collateral, Senior Pro proposes to grant replacement liens in
cash generated postpetition by the Debtor in the same priority,
validity and extent as existed prepetition and in all cash
collateral expended.
Senior Pro Services has obtained court approval to employ a
professional to market and sell its business. However, at this
time the Debtor says its primary focus is capitalizing on ongoing
and new business opportunities to the ultimate benefit of the
estate and its creditors under a plan to be approved by the
bankruptcy court.
The Debtor says its business has been adversely affected by
restrictions necessitated by the COVID-19 pandemic, but it is
beginning to benefit from new in-home health care and other
opportunities as the economy begins to reopen. The Debtor has
submitted a budget to the Court and expects to have sufficient cash
to fund its necessary, ordinary course expenses through November
30, 2020.
Senior Pro Services says entities that may assert an interest in
the cash collateral are:
Claimant Amount
-------- ------
Internal Revenue Service $125,000.06
State of California - EDD $11,553.67
State of California - EDD $2,523.691
Corporation Service Co.
o/b/o Itria Ventures LLC $24,400.00
A hearing on the Debtor's request is set for September 4, 2020,
before the Honorable Charles Novack.
A copy of the Debtor's Motion is available for free at
https://bit.ly/3fVN09w from PacerMonitor.com.
About Senior Pro Services
Senior Pro Services is a home health care service provider in San
Leandro, California. It sought protection under Chapter II
Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-40408) on February
22, 2020. The case is assigned to Judge Charles Novack. The Debtor
estimated $1 million to $10 million in assets and $100,000 to
$500,000 in liabilities. The petition was signed by Fessha Taye,
the Debtor's manager and chief executive officer. James A.
Shepherd, Esq. at the Law Offices of James Shepherd is the Debtor's
counsel.
SINGLETARY ENTERPRISES: May Use Duforts' Cash Collateral
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maine granted
Singletary Enterprises LLC's request to use cash collateral.
Prior to the Petition Date, the Debtor entered into loan agreements
with Gerry and Sundijati Dufort. Those documents included a
mortgage on the Debtor's principal assets and language purportedly
assigning all inventory and proceeds thereof as additional
collateral for the loan.
The Debtor wants to use the proceeds of sales of inventory and food
products, as well as the proceeds of rental of equipment and all
business income, some of which may be cash collateral, on a final
basis.
The Court conditioned the Debtor's use of Cash Collateral on these
terms:
(a) Interest on principal outstanding from time to time on the
loan from the Duforts to the Debtor as evidenced by Claim No. 4
filed by the Duforts in this case will be increased form 5% per
year to 5.5% per year effective July 1, 2020;
(b) As adequate protection for the Duforts' Claim, and as
provided in 11 U.S.C. Sec. 552, collateral for Claim No. 4 will
include all property of the Debtor acquired by the Debtor after the
petition date, including, but not limited to, inventory and
equipment, as well as to proceeds, products, rents, and profits of
all collateral;
(c) As additional adequate protection for the Duforts' Claim,
the Debtor shall make payment to the order of the Duforts on the
Duforts' Claim at the rate of $2,000 per month starting on August
1, 2020 and continuing on the same day of each following month
until and including June 1, 202[1], with those payments to increase
to $2,700 per month beginning on July 1, 2021 and continuing until
and including June 1, 2022, with the full amount then owing on the
Duforts' Claim then being paid in full on or before July 1, 2022,
or any such later date as to which the Duforts may consent in
writing. The Debtor shall include these provisions in any Chapter
11 plan it files in this case.
A copy of the Court's Cash Collateral Order is available at
https://bit.ly/3fRupLO from PacerMonitor.com.
Singletary Enterprises LLC is engaged in the business of owning and
operating a market and dining facility located at 23 Maine Avenue,
Saco, Maine, known as the Camp Ellis General Store.
Its operation of the Property is seasonal, and operations, delayed
by the Covid-19 pandemic, were expected beginning at mid-July
2020.
It owns in fee simple a building in Saco, Maine, having an expert
valuation of $800,000.
It sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Maine Case No. 20-20169) on May 7, 2020. The case is
assigned to Judge Michael A. Fagone.
At the time of the filing, the Debtor disclosed $1,603,500 in
assets and $591,326 in liabilities. J. Scott Logan, Esq., at Law
Office of J. Scott Logan, LLC, is Debtor's legal counsel.
STANFORD JONES: Disclosure Hearing Continued to August 31
---------------------------------------------------------
On July 06, 2020, the U.S. Bankruptcy Court for the Northern
District of Alabama, Southern Division, held a hearing to consider
the hearing on Approval of Amended Disclosure Statement and Joinder
in Bankruptcy Administrator's Objection to Debtor's Disclosure
Statement filed by ServisFirst Bank.
On July 7, 2020, Judge Tamara O. Mitchell ordered that:
* These matters are continued to August 31, 2020 at 10:30 am in
courtroom number 3 of the Robert S. Vance Federal Building, 1800
5th Avenue North, Birmingham, Alabama.
* August 20, 2020 is fixed as the last day to file any amendments,
supplements, or pleadings in support of the Amended Disclosure
statement.
* August 27, 2020 is fixed as the last day to file any pleadings in
opposition to the Amended Disclosure Statement on behalf of
ServisFirst Bank or the Bankruptcy Administrator.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/y8vt62vl from PacerMonitor at no charge.
About Stanford, Jones & Loyless
Based in Birmingham, Ala., Stanford, Jones & Loyless, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ala. Case No. 20-00503) on Feb. 6, 2020, listing under $1 million
in both assets and liabilities. Michael E Bybee, Esq., at the Law
Office of Michael E. Bybee, is the Debtor's legal counsel.
STEIN MART: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Stein Mart, Inc. (Lead Debtor) 20-02387
1200 Riverplace Blvd.
Jacksonville, FL 32207
Stein Mart Buying Corp. 20-02388
Stein Mart Holding Corp. 20-02389
Business Description: Stein Mart is a national specialty off-price
retailer offering designer and name-brand
fashion apparel, home decor,accessories and
shoes at discount prices. The Debtor
operates 281 stores, primarily in the
Southeast, Texas, Arizona and California and
an E-commerce retail site.
Chapter 11 Petition Date: August 12, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Judge: Hon. Jerry A. Funk
Debtors' Counsel: Gardner F. Davis, Esq.
Tel: 904.359.8726
Email: gdavis@foley.com
John J. Wolfel, Esq.
Tel: 904.359.8778
Email: jwolfel@foley.com
Neda A. Sharifi, Esq.
Tel: 904.359.8719
Email: nsharifi@foley.com
Richard E. Guyer, Esq.
Tel: 904.633.8902
Email: rguyer@foley.com
FOLEY & LARDNER LLP
One Independent Drive, Suite 1300
Jacksonville, FL 32202-5017
- and -
Mark J. Wolfson, Esq.
FOLEY & LARDNER LLP
100 N Tampa St Suite 2700
Tampa, FL 33602
Tel: 813.225.4119
Email: mwolfson@foley.com
- and -
Marcus Helt, Esq.
FOLEY & LARDNER LLP
2021 McKinney Avenue, Suite 1600
Dallas, TX 75201
Tel: 214.999.4526
Email: mhelt@foley.com
Debtors'
Financial
Adviosor: CLEAR THINKING GROUP LLC
Debtors'
Claims &
Noticing
Agent: STRETTO
https://cases.stretto.com/SteinMart
Total Assets as of May 2, 2020: $757,539,000
Total Debts as of May 2, 2020: $791,248,000
The petitions were signed by D. Hunt Hawkins, chief executive
officer.
A copy of Stein Mart Inc.'s petition is available for free at
PacerMonitor.com at:
https://tinyurl.com/yymn3lhp
A. List of Stein Mart Inc.'s 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. CIT Commercial Services Merchandise $16,445,025
PO Box 1036 Goods
Charlotte, NC 28201
Kevin Ritter
Email: kevin.ritter@cit.com
2. Rosenthal & Rosenthal Inc. Merchandise $10,681,669
PO Box 88926 Goods
Chicago, IL 60695-1926
E. Levy
Email: elevy@rosenthalinc.com
3. Harvest Small Business Small Business $10,000,000
Finance LLC PPP Loan
24422 Avenida De
La Carlota
Suite 232
Laguna Hills, CA 92653
Email: jonnie@harvestsbf.com
4. Wells Fargo Merchandise $7,763,531
Trade Goods
Captial Services
PO Box 842674
Boston, MA 02284-2674
Kenneth Newberger
Email: kenneth.newberger@wellsfargo.com
5. Camelot Strategic Advertising & $5,652,602
Marketing and Media Marketing
8140 Walnut Hill Lane
Suite 700
Dallas, TX 75231
J. Moore
Email: jmoore@camelotsmm.com
6. White Oak Commercial Merchandise $2,694,749
Finance Goods
PO Box 100895
Atlanta, GA 30384-4174
J. Espinal
Email: jespinal@whiteoakcf.com
7. Levtex LLC Merchandise $1,912,998
1830 14th Street Goods
Santa Monica, CA 90404
Email: accounts@levtexhome.com
8. Peerless Clothing Merchandise $1,738,777
200 Industrial Park Road Goods
Saint Albans, VT 05478-1873
Email: paymentadvice@peerless-clothing.com
9. Tharanco Lifestyles LLC Merchandise $1,708,139
The CIT Group Commercial Services Goods
PO Box 1036
Charlotte, NC 28201-1036
Email: cmseremit@cit.com
10. Milberg Factors Inc. Merchandise $1,379,021
99 Park Avenue 21st Floor Goods
New York, NY 10016
Email: cchasse@milfac.com
11. Sterling National Bank Merchandise $1,300,812
PO Box 75359 Goods
Chicago, IL 60675-5359
Email: cdigirolamo@snb.com
12. Michael Kors Merchandise $1,270,451
PO Box 732670 Goods
Dallas, TX 75373
Email: mkar@michaelkors.com
13. Oracle America, Inc. Applications $1,241,563
P.O. Box 203448 Support
Dallas, TX
75320-3448
Email: cash-appsin_ww@oracle.com
14. PVH Corp. Merchandise $1,066,817
P.O. Box 532513 Goods
Atlanta, GA 30353-2513
Email: tanyamitchell@pvh.com
15. DSW Consignment $854,649
810 DSW Drive Sales Contract
Columbus, OH
43219
Roger Rawlins
Email: roger.rawlins@designerbrands.com
16. Microsoft Licensing GP Application $817,457
c/o Bank of America License
1950 N. Stemmons
Fwy Ste 501
LB #842467
Dallas, TX 75207
Email: mscredit@mircrosoft.com
17. Hanesbrands Inc. Merchandise $768,714
21700 Network Place Goods
Chicago, IL
60673-1217
Email: hbi_cashapplication@hanes.com
18. John Paul Merchandise $761,213
Richard Inc. Goods
26775 Malibu Hills Road
Suite 100
Calabasas, CA 91301
R. Gutierrez
Email: rgutierrez@johnpaulrichard.com
19. Kellwood Apparel LLC Merchandise $737,621
PO Box 784312 Goods
Philadelphia, PA
19178-4312
Email: kssaccountsreceivable@kellwood.com
20. Purered Creative, Inc. Photography $634,855
P.O. Box 871053 Media/ECOM
Stone Mountain, GA
30087-0027
Barbie Rosevear
Email: barbie.rosevear@purered.net
B. List of Stein Mart Buying's Four Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Henry Doneger Assoc., Inc. Merchandising $20,000
463 Seventh Avenue Consulting
3rd Floor
New York, NY 10018
Email: AR@Doneger.com
2. Groundlink Holdings LLC Car Service $4,104
134 W. 37th Street
New York, NY 10018
Email: billing@groundlink.com
3. Directives West Merchandising $3,521
110 E. 9th Street Consulting
Los Angeles, CA 90079
Email: AR@Doneger.com
4. Double Tree by Hilton Hotel for buying $203
Jacksonville River team and vendors
1201 Riverplace Boulevard
Jacksonville, FL 32207
Email: AR@doubletreejax.com
SUMMITSOFT CORP: Encore Software Buying All Assets for $60K
-----------------------------------------------------------
Summitsoft Corp. asks the U.S. Bankruptcy Court for the District of
Nebraska to authorize the sale of substantially all assets outside
the ordinary course of business to Encore Software, LLC, for
$60,000, subject to higher and better offers.
Since the filing date, Summitsoft has contacted multiple parties
concerning the sale of its assets as a going concern. During that
time, it received offers from two prospective bidders, Encore and
HW AD PRO INC. The Encore Memorandum of Understanding is the
highest offer received.
Summitsoft intends to sell all of its assets (other than its cash
on hand at closing) to Encore under the terms of the Encore MOU for
the sum of $60,000. The assets sold include all personal property
of Summitsoft as listed in the schedules filed in the matter,
including all intellectual property, copyrights, inventory, work in
progress, customer lists, accounts receivable, equipment, furniture
and fixtures (Exhibit 2). The Encore MOU contains a $10,000
breakup fee.
The sale is on an "as is, where is" basis, without any warranty,
all warranties, including the implied warranties of fitness for a
particular purpose and merchantability are disclaimed by
Summitsoft. The sale will also be free and clear of liens and
other claims, with the liens or other claims to attach to the
proceeds from the sale.
Summitsoft determined that it cannot reorganize under Chapter 11
and that a sale of the assets of Summitsoft outside of the ordinary
course of business under the provisions of 363 of the Bankruptcy
Code is in the best interest of Summitsoft and of the creditors of
the estate. Summitsoft has operated on a break even basis since
the date of filing, however the projected income for July and
August may not be adequate to cover the operating expenses of
Summitsoft.
Summitsoft sells computer software and if the fees for the
operation of the servers and related services for the Summitsoft
product are not paid, the service providers will cease to provide
services to Summitsoft and the value of the business will be
reduced to the liquidation value of used equipment. It has no
source of income other than through its operations. Its principal
secured lender, Newtek Small Business Finance, LLC has a lien on
all of Summitsoft's personal property and is not willing to advance
funds to Summitsoft to permit Summitsoft to continue in operation.
Summitsoft has determined to sell the all of its assets described
in the Encore MOU pursuant to the terms of the Encore MOU other
than its cash on hand at the time of the closing of the sale. The
cash on hand at closing will be used to pay the US Trustee's
quarterly fees and other ordinary operating expenses of Summitsoft.
The only other asset remaining is the lease on the facility
occupied by Summitsoft which has no marketable value and which will
be rejected with the effective date of the rejection being Aug. 31,
2020.
The Motion will also be deemed as notice of the sale of the assets
of Summitsoft to any interested party, including any creditor of
Summitsoft. If there is a competitive bidder for the assets of
Summitsoft, the bidder will be required to bid a minimum of $70,000
to permit the payment of the $10,000 breakup fee to Encore under
the Encore MOU.
If there are upset bids, an auction will be conducted on Aug. 12,
2020 commencing at 9:00 a.m. (CT)at Mr. Peterson's office.
Interested parties may participate in any auction via Zoom and will
provide contact information to Mr. Peterson no later than 4:00 p.m.
(CT) on Aug. 11, 2020.
The auction will be conducted by Trev E. Peterson, counsel for
Summitsoft. If an upset bid is accepted, the upset bidder will be
substituted for Encore under the same terms as the Encore MOU
(except for price) and the Order approving the sale will approve
the sale to the upset bidder. Any upset bidder will wire funds for
payment in full of its successful bid to Trev E. Peterson by 5:00
p.m. on Augu. 13, 2020.
Newtek may be a bidder at any auction and may credit bid up to the
full amount of its claim. If Newtek is the successful bidder, it
will only be required to deposit the $10,000 breakup fee.
Newtek is Summitsoft's only secured creditor. The claim of Newtek
filed in the matter as Claim No. 10 is $479,396. It is
undersecured and, except for any breakup fee, all proceeds from the
proposed sale to Encore will be applied to the Newtek debt.
All other funds will be held in the Knudsen, Berkheimer, Richardson
& Endacott, LLP trust account pending Court approval of an order
distributing the funds. All property is to be removed from the
Summitsoft location by noon on Aug. 31, 2020, or such later date as
may be agreed to between the purchaser and Dodge Properties, LLC,
Summitsoft's landlord. Summitsoft is not liable for any additional
rent charged by Dodge Properties, LLC due to any delay in removing
property from the Summitsoft location.
The sale of the assets of Summitsoft is not expected to result in
any adverse tax consequences to Summitsoft due to the large net
operating loss carryover.
Pursuant to section 363 of the Bankruptcy Code, the Newtek lien
will attach to the proceeds from the sale. The proceeds will be
paid to Newtek unless a breakup fee is collected, which will be
paid to Encore if permitted by the Court.
Pursuant to Fed. R. Bankr. P 6004(g), Summitsoft discloses to the
Court and to all interested parties that part of the sale will be
Summitsoft's customer list. Che customer list to be sold to Encore
contains Personally Identifiable Information as defined in Section
332 and that Rule 6004(g) requires that Summitsoft asks that the
Court directs the US Trustee to appoint a consumer privacy
ombudsman as required under Section 332 of the Bankruptcy Code.
Exhibit 3 describes Summitsoft's privacy policy.
The tax basis of the property sold is assumed to be $0 for purposes
of the tax analysis. The projected costs of sale are estimated to
be $2,000. Anticipated gain on the sale is $58,000, all of which
is assumed to be ordinary income or recapture of depreciation. The
losses of Summitsoft for 2018 and 2019 are anticipated to exceed
the $58,000 projected gain on the sale so there will be no taxable
income after the application of the net operating loss.
The Objection Deadline is Aug. 13, 2020.
A copy of the MOU and Exhibits is available at
https://tinyurl.com/yyz4joht from PacerMonitor.com free of charge.
The Purchaser:
ENCORE SOFTWARE, LLC
384 Bel Marin Keys Blvd.
Suite 150
Novato, CA 94949
About Summitsoft Corp
Summitsoft Corporation is a publisher of productivity software,
including logo design software for PC and Mac computers, website
creator software, creative fonts, graphic design software, clip
art, graphics, photo editing software and more.
Summitsoft sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Neb. Case No. 19-81638) on Nov. 5, 2019. The
petition was signed by Bruce H. Lowry, president. At the time of
the filing, the Debtor disclosed $1,973,279 in assets and $801,785
in debt. The Hon. Thomas L. Saladino is the case judge. The
Debtor is represented by Trev Peterson, Esq. at KNUDSEN,
BERKHEIMER, RICHARDSON & ENDACOTT, LLP.
SUNESIS PHARMACEUTICALS: Incurs $6.39 Million Net Loss in Q2
------------------------------------------------------------
Sunesis Pharmaceuticals Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing
a net loss of $6.39 million on $0 of license and other revenue for
the three months ended June 30, 2020, compared to a net loss of
$6.24 million on $0 of license and other revenue for the three
months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $12.16 million on $120,000 of license and other revenue
compared to a net loss of $12.10 million on $0 of license and other
revenue for the same period during the prior year.
As of June 30, 2020, cash, cash equivalents and restricted cash
totaled $23.2 million. Subsequent to the end of the quarter, the
Company raised approximately $12.6 million in net proceeds from an
underwritten public offering of its common stock and repaid its
outstanding debt.
"We are committing our resources to the development of our
first-in-class PDK-1 inhibitor, SNS-510, as we evaluate the path
forward for vecabrutinib. In addition, we initiated a review of
strategic alternatives to maximize shareholder value that can
include in-licensing, partnering, and mergers and acquisitions,"
said Dayton Misfeldt, interim chief executive officer of Sunesis.
"We also took action to strengthen our financial position by
extending our cash runway. In July, we completed a reduction in
workforce to right-size the company, we raised $12.6 million
through a public equity offering and repaid our outstanding debt
with Silicon Valley Bank. We are now well positioned to execute on
our objectives."
As of June 30, 2020, the Company had $25.51 million in total
assets, $9.40 million in total liabilities, and $16.11 million in
total stockholders' equity.
Sunesis said, "The Company's cash and cash equivalents and
restricted cash are not sufficient to support its operations for a
period of twelve months from the date these condensed consolidated
financial statements are available to be issued. These factors
raise substantial doubt about its ability to continue as a going
concern. Though the Company raised additional funds in its July
2020 offering, the Company will require additional financing to
fund working capital and pay its obligations as they come due.
Additional financing might include one or more offerings and one or
more of a combination of equity securities, debt arrangements or
partnership or licensing collaborations. However, there can be no
assurance that the Company will be successful in acquiring
additional funding at levels sufficient to fund its operations or
on terms favorable to the Company. Additionally, the continued
spread of COVID-19 and uncertain market conditions may limit the
Company's ability to access capital. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern for a period of one year from the date its condensed
consolidated financial statements for the quarter ended June 30,
2020, are available to be issued. If the Company is unsuccessful
in its efforts to raise additional financing, the Company might be
required to further reduce its operations. The principal payments
due under the SVB Loan Agreement ... have been classified as a
current liability as of June 30, 2020 due to the considerations
discussed above and the assessment that the material adverse change
clause under the SVB Loan Agreement is not within the Company's
control."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/yYDau7
About Sunesis Pharmaceuticals
Headquartered in San Francisco, California, Sunesis --
http://www.sunesis.com/-- is a biopharmaceutical company
developing novel targeted inhibitors for the treatment of
hematologic and solid cancers. Sunesis has built an experienced
drug development organization committed to improving the lives of
people with cancer. The Company is focused on advancing its novel
kinase inhibitor pipeline, including its oral non-covalent BTK
inhibitor vecabrutinib and first-in-class PDK1 inhibitor SNS-510.
Sunesis reported a net loss of $23.33 million for the year ended
Dec. 31, 2019, compared to a net loss of $26.61 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$31.48 million in total assets, $9.40 million in total liabilities,
and $22.09 million in total stockholders' equity.
Ernst & Young LLP, in Salt Lake City, Utah, the Company's auditor
since 1998, issued a "going concern" qualification in its report
dated March 10, 2020 citing that the Company has suffered recurring
losses from operations and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
SUPER CALIDAD: Seeks to Hire Louis J. Esbin as Counsel
------------------------------------------------------
Super Calidad Auto Sales, Inc. seeks authority from the U.S.
Bankruptcy Court for the Central District of California to hire the
Law Offices of Louis J. Esbin as its legal counsel.
The firm will provide the following services:
a. advise Debtor of its powers and duties in the
administration of the bankruptcy estate and property of the
estate;
b. attend meetings required by the Office of the U.S.
Trustee;
c. represent Debtor in negotiations;
d. advise Debtor regarding the assumption or rejection of its
executory contracts and leases;
e. prepare or review legal papers; and
f. assist Debtor in the prosecution or defense of any
proceedings which may arise in its bankruptcy case.
The firm's hourly rates are as follows:
Louis J. Esbin $650
Associate, if any $250
Paralegals and Legal Assistants $150
Louis J. Esbin received a retainer of $12,500 for pre-bankruptcy
services rendered and $2,500 to pay the filing fee of $1,717, among
other costs.
The firm has no adverse representation to the estate that might
give rise to a conflict of interest, according to court filings.
The firm can be reached through:
Louis J. Esbin, Esq.
Law Offices of Louis J. Esbin
27451 Tourney Road, Suite 120
Valencia, CA 91355
Tel: 661-254-5050
Fax: 661-254-5252
E-mail: Louis@Esbinlaw.com
About Super Calidad Auto Sales
Super Calidad Auto Sales, Inc., a car dealer in Los Angeles, filed
its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-11233) on July 14,
2020. Super Calidad President Josefina Espino signed the petition.
At the time of the filing, Debtor disclosed $559,850 in assets and
$1,350,544 in liabilities. Debtor is represented by the Law
Offices of Louis J. Esbin.
TARGA RESOURCE: Moody's Rates New Sr. Notes Due 2031 'Ba3'
----------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Targa Resource
Partners LP's proposed senior notes due 2031. TRP is wholly owned
by Targa Resources Corp. Targa and TRP's other ratings and Targa's
stable outlook remain unchanged. The notes proceeds are expected to
be used to fund a tender offer for TRP's $580 million senior notes
due 2024 and to reduce borrowings under TRP's revolving credit
facility, and therefore, the transaction will be debt neutral.
Assignments:
Issuer: Targa Resources Partners LP
Senior Unsecured Notes, Assigned Ba3 (LGD4)
RATINGS RATIONALE
TRP's proposed and existing senior notes are unsecured and the
creditors have a subordinated claim to TRP's assets behind the
senior secured revolving credit facility and the accounts
receivable securitization facility. The Ba3 rating on TRP's
unsecured notes, one notch lower than Targa's Ba2 Corporate Family
Rating, reflects the substantial amount of priority claim secured
debt in the capital structure as well as the likelihood of
increased revolver usage. Accordingly, Moody's believes the Ba3
rating is more appropriate than that suggested by the Moody's Loss
Given Default methodology.
Targa's Ba2 CFR reflects its scale and EBITDA generation which will
remain sizeable despite volatile commodity prices, its track record
of strong execution on growth projects, and the meaningful
proportion of fee-based margin contribution. Its dividend and capex
reductions will increase free cash flow and help reduce debt, which
will help stabilize leverage metrics in a period of potentially
flat to slight EBITDA decline due to weaker industry conditions.
Targa's material exposure to the gathering and processing business,
elevated leverage from partial debt funding of growth project
related capex, volatility in commodity prices and volume risk
temper the rating.
The stable outlook reflects its expectation that Targa's sizeable
Permian footprint and debt reduction will allow it to maintain
consolidated leverage below 5.5x through challenging business
conditions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Targa's rating could be downgraded if consolidated leverage remains
above 5.5x. Ratings could be upgraded if Targa's consolidated
leverage is sustained below 4.5x, the company continues to maintain
healthy dividend coverage, and its business mix becomes less
exposed to commodity price risk.
Targa Resources Corp., through its wholly-owned subsidiary Targa
Resources Partners LP, operates a portfolio of midstream energy
assets that include, gathering pipelines, gas processing plants,
NGL pipeline, NGL fractionation units, and a marine import/export
facility on the Gulf Coast.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
TECHNIPLAS LLC: Debtor Winding Down; Liquidating Plan Filed
-----------------------------------------------------------
TP RemainCo, LLC and its affiliated debtors filed with the U.S.
Bankruptcy Court for the District of Delaware a Plan of Liquidation
and a Disclosure Statement on July 9, 2020.
The Ad Hoc Group agreed to provide debtor-in-possession financing,
enable the Debtors to fund such cases and to conduct a competitive
sale and auction process to market the Debtors' assets and ensure
the value of such assets are maximized. This was the only
debtor-in-possession financing available to the Debtors in the
marketplace. Miller Buckfire had engaged in significant marketing
of the proposed DIP financing among potential lenders. Without
such financing, the Debtors would have been unable to continue as a
going concern, with the inevitable result of jobs lost, plants
closed, and losses in value for all the Debtors' stakeholders.
The Ad Hoc Group made a stalking horse bid of at least $105 million
to purchase the Company's international operations and the Debtors'
three remaining manufacturing facilities still in operation in the
United States. In late April, Miller Buckfire would commence a
marketing process with respect to the assets subject to the
proposed sale by the Ad Hoc Group. The presence of a stalking
horse bid ensured that a sale transaction would be consummated for
the Debtors' assets which provided a path forward for continuing
the Debtors' business as a going concern, preserved jobs and
maximized the value of the Debtors' estates, while enabling a
competitive sale process to proceed.
In contemplation of a chapter 11 filing and the sale process, the
Prepetition ABL Agent on behalf of the Prepetition ABL Lenders
agreed to provide additional DIP financing in conjunction with the
DIP Term Facility provided by the Ad Hoc Group, subject to the same
priority scheme as pertains to the Prepetition Notes and Interim
Financing Obligations, on the one hand, and the Prepetition ABL
Obligations, on the other hand.
An auction scheduled for June 4, 2020 was postponed to June 9,
2020. At the conclusion of the auction, the Debtors designated
Revere Plastics Systems, LLC, as the successful bidder and its bid
to be the successful bid. The Successful Bid by Revere contemplated
the purchase of the Non-Designated Assets for the purchase price of
$2,126,500 in cash.
As of June 19, 2020, the Debtors had sold substantially all of
their assets. As such, they commenced a wind down of their
operations. Among other things, this entails the rejection of
various executory contracts and unexpired leases and disposition of
any remaining property. The pursuit of a chapter 11 plan of
liquidation is a component of the wind down process and enables the
Committee Settlement to be implemented, and distributions made to
creditors.
General Unsecured Claims are classified as Class 4 of the Plan.
Class 4 Claims are impaired and are entitled to vote to accept or
reject the Plan. All holders of Allowed General Unsecured Claims
shall receive their Pro Rata share of the GUC Beneficial Interests
in the Liquidating Trust and receive Liquidating Trust
Distributions.
On the Effective Date, all Equity Interests in TP RemainCo shall be
deemed cancelled and extinguished. The holders of Equity Interests
will not receive any Liquidating Trust Distribution or any other
distribution under the Plan, or be entitled to retain any property
or interest in property, on account of such Equity Interests.
Holders of Equity Interests shall not be required to surrender
their certificates or other instruments evidencing ownership of
such Equity Interests.
A full-text copy of the Disclosure Statement dated July 9, 2020, is
available at https://tinyurl.com/y8az5r6m from PacerMonitor at no
charge.
Counsel to Debtors:
Jeffrey M. Schlerf
Carl D. Neff
Daniel B. Thompson
FOX ROTHSCHILD LLP
Citizens Bank Center
919 North Market Street, Suite 300
Wilmington, Delaware 19801
Telephone: (302) 654-7444
E-mail: jschlerf@foxrothschild.com
cneff@foxrothschild.com
danielthompson@foxrothschild.com
David M. Turetsky
Andrew T. Zatz
WHITE & CASE LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 819-8200
E-mail: david.turetsky@whitecase.com
azatz@whitecase.com
Fan B. He
Robbie T. Boone Jr.
WHITE & CASE LLP
200 S Biscayne Blvd
Miami, FL 33131
Tel: (305) 371-2700
E-mail: fhe@whitecase.com
robbie.boone@whitecase.com
About Techniplas LLC
Techniplas, LLC, headquartered in Nashotah, Wisconsin USA, is a
privately held producer of technical plastic components for the
automotive, transportation and electrical industry. Techniplas is
specialized in thermoplastic and thermo-set molding and has
expertise in metal-to-plastic conversion, light weighting and tool
design. Techniplas employed about 2,357 employees in its
operations as of December 2018 and generated revenue of $529
million in 2018.
As of December 2020, Techniplas had total assets worth $258.6
million and liabilities worth $331 million, according to court
filing.
Techniplas, LLC, and its affiliates sought Chapter 11 protection
(D. Del. Lead Case No. 20-11049) on May 6, 2020. The Debtors were
estimated to have $100 million to $500 million in assets and
liabilities as of the bankruptcy filing.
The Debtors tapped WHITE & CASE LLP as counsel; FOX ROTHSCHILD LLP
as restructuring counsel; MILLER BUCKFIRE & CO., LLC as investment
banker; FTI CONSULTING, INC., as restructuring advisor; and EPIQ
CORPORATE RESTRUCTURING, LLC, as claims agent.
The U.S. Trustee for Regions 3 and 9 appointed a committee to
represent unsecured creditors in the Chapter 11 cases of
Techniplas, LLC and its affiliates. Potter Anderson & Corroon LLP,
and Akin Gump Strauss Hauer & Feld LLP, as co-counsel; Berkeley
Research Group, LLC, as financial advisor.
* * *
Techniplas, LLC, et al., were renamed to TP Remainco, et al.,
following a sale of the assets. As of June 19, 2020, the Debtors
had sold substantially all of their assets. As such, they
commenced a wind down of their operations.
TEVOORTWIS DAIRY: TeVoortwis & Affiliates Object to GreenStone Plan
-------------------------------------------------------------------
Debtors TeVoortwis Dairy, LLC, and TeVoortwis Land Company, LLC
object to the Final Approval of the Disclosure Statement with
respect to the Combined Chapter 11 Plan of Liquidation and
Disclosure Statement for the Debtors proposed by GreenStone Farm
Credit Services, FLCA and GreenStone Farm Credit Services, ACA (the
“GreenStone Plan).
The Debtors object to confirmation of the GreenStone Plan:
* GreenStone has failed to disclose that a liquidation under the
GreenStone Plan would likely result in a cessation of further
purchases from existing creditors that continue to do business with
the Debtor on an ongoing basis and therefore failed to fully
address the impact of the GreenStone Plan on the creditors.
* GreenStone failed to accurately disclose that the sole
distribution that an unsecured creditor may receive in the case is
its prorated share of the $150,000.00 Initial Distribution. The
Debtor believes this is an unauthorized effort to purchase claims
or buy votes in the bankruptcy case.
* GreenStone failed to address or disclose the claim of
TeVoortwis Dairy that GreenStone failed to pay patronage dividends
to the Debtors, may have received avoidable preferences and may be
subject to a lender liability claim for its actions.
* GreenStone inflates its claim by asserting interest charges
and late fees from the Petition Date even though it recognizes and
admits that it is an under-secured creditor.
* GreenStone is acting in bad faith and the Plan is proposed in
bad faith because GreenStone is attempting to avoid its statutory
and regulatory obligations to provide the Debtors the right of
first refusal upon a sale.
A full-text copy of the Debtors' objection to GreenStone pplan
dated July 9, 2020, is available at https://tinyurl.com/yajchequ
from PacerMonitor at no charge.
Attorneys for TeVoortwis:
LAMBERT, LESER
Keith A. Schofner (P41852)
755 W. Big Beaver Rd., Suite 410
Troy, MI 48084
Tel: (248) 251-1001
E-mail: kschofner@lambertleser.com
- and -
WOLFSON BOLTON PLLC
Anthony J. Kochis
3150 Livernois, Suite 275
Troy, MI 48083
Tel: (248) 247-7105
E-mail: akochis@wolfsonbolton.com
About Tevoortwis Dairy
TeVoortwis Dairy, LLC, is a privately held company in Bad Axe,
Mich., that operates in the dairy farming industry.
TeVoortwis Dairy sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-21104) on May 24,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $10 million and $50 million and liabilities of
the same range. The case is assigned to Judge Daniel S. Opperman.
Keith A. Schofner, Esq., at Lambert Leser, is the Debtor's
bankruptcy counsel.
The Office of the U.S. Trustee on June 24, 2019, appointed three
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 case. The Committee retained Winegarden Haley
Lindholm Tucker & Himelhoch, P.L.C., as counsel.
TRANS WORLD: Receives Noncompliance Notice from Nasdaq
------------------------------------------------------
Trans World Entertainment Corporation received a letter from the
Listing Qualifications staff of The Nasdaq Stock Market notifying
the Company that it is no longer in compliance with the minimum
stockholders' equity requirement for continued listing on the
Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires
listed companies to maintain stockholders' equity of at least
$2,500,000 and that as of Aug. 4, 2020, the Company did not meet
the alternative compliance standards relating to the market value
of listed securities or net income from continuing operations.
The notification letter has no immediate effect on the Company's
listing on the Nasdaq Capital Market. Nasdaq has provided the
Company with 45 calendar days, or until Sept. 18, 2020, to submit a
plan to regain compliance with the minimum stockholders' equity
standard. If the Company submits a plan to regain compliance that
is accepted, Nasdaq may grant an extension of up to 180 calendar
days from the date of the notification letter to regain compliance.
If the Company does not submit a plan to regain compliance or if
such plan is not accepted, or if it is accepted and the Company
does not regain compliance in the timeframe required by Nasdaq, the
Nasdaq staff could provide notice that the Company's common stock
is subject to delisting.
About Trans World
Headquartered in Albany, New York, Trans World Entertainment
operates in two reportable segments: fye and etailz. The fye
segment operates a chain of retail entertainment stores and
e-commerce sites, http://www.fye.com/and
http://www.secondspin.com/ The etailz segment is a digital
marketplace retailer and generates substantially all of its revenue
through Amazon Marketplace.
Trans World reported a net loss of $58.74 million for the fiscal
year ended Feb. 1, 2020, compared to a net loss of $97.38 million
for the fiscal year ended Feb. 2, 2019. As of May 2, 2020, the
Company had $45.24 million in total assets, $44.79 million in total
liabilities, and $452,000 in total shareholders' equity.
KPMG LLP, in Albany, New York, the Company's auditor since 1994,
issued a "going concern" qualification in its report dated
June 15, 2020, citing that the Company continues to experience
recurring losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going concern.
V.E.G. INC: Aug. 13 Plan & Disclosure Hearing Set
-------------------------------------------------
On July 6, 2020, Debtor V.E.G. Inc. filed with the U.S. Bankruptcy
Court for the District of New Jersey a small business Plan and
Disclosure Statement.
On July 7, 2020, Judge Andrew B. Altenburg, Jr. conditionally
approved the Disclosure Statement and established the following
dates and deadlines:
* August 6, 2020 is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
* August 6, 2020 is fixed as the last day for filing written
acceptances or rejections of the Plan.
* August 13, 2020 at 10 am in the United States Bankruptcy Court,
District of New Jersey, 401 Market Street, Camden, NJ 08101,
Courtroom 4B is the hearing for final approval of the Disclosure
Statement and for confirmation of the Plan.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/y99vlwm4 from PacerMonitor at no charge.
About V.E.G., Inc.
V.E.G., Inc. d/b/a Crystal Lake Diner is a privately held company
that operates in the food service industry. V.E.G., Inc. filed
Chapter 11 Petition (Bankr. D.N.J. Case No. 19-30152) on October
24, 2019.
Hon. Andrew B. Altenburg Jr. oversees the case. Dino S. Mantzas,
Esq. of LAW OFFICE OF DINO S. MANTZAS is the Debtor's Counsel.
At the time of filing, the Debtor has $1 million to $10 million
estimated assets and $1 million to $10 million estimated
liabilities.
VIDEO CORP: Aug. 25 Plan Confirmation Hearing Set
-------------------------------------------------
On July 2, 2020, Donald W Clarke filed with the U.S. Bankruptcy
Court for the District of New Jersey a Disclosure Statement for
Debtor Video Corporation of America.
On July 7, 2020, Judge Christine M. Gravelle approved the
Disclosure Statement and established the following dates and
deadlines:
* The approved disclosure statement and the plan shall be mailed
by the plan proponent to all creditors and other parties.
* Written acceptances, rejections or objections to the plan will
be filed not less than seven days before the hearing on
confirmation of the plan.
* Aug. 25, 2020 at 2:00 p.m. is fixed as the date and time for
the hearing on confirmation of the plan.
A copy of the order dated July 7, 2020, is available at
https://tinyurl.com/y74le2lr from PacerMonitor at no charge.
About Video Corporation
Video Corporation of America offers full-scale design, engineering,
project management, fabrication, installation and support services
for AV, broadcast and post-production applications.
Video Corporation of America sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 20-11768) on Feb. 3,
2020. At the time of the filing, the Debtor disclosed assets of
$8,107,684 and liabilities of $11,158,360. The petition was signed
by David Berlin, president. The Hon. Christine M. Gravelle
oversees the case. Daniel M. Stolz, Esq., of Wasserman, Jurista &
Stolz, P.C., is the Debtor's counsel.
VILLA ABRIGO: Aug. 13 Disclosure Statement Hearing Set
------------------------------------------------------
On July 9, 2020, Debtor Villa Abrigo at Celeste, LLC filed with the
U.S. Bankruptcy Court for the Southern District of Florida, West
Palm Beach Division, a Disclosure Statement describing Plan of
Reorganization.
On July 10, 2020, Judge Erik P. Kimball ordered that:
* Aug. 13, 2020 at 10:30 a.m. is the hearing to consider approval
of the Disclosure Statement by telephone only.
* Aug. 6, 2020 is fixed as the last day for filing and serving
objections to the Disclosure Statement.
A full-text copy of the order dated July 10, 2020, is available at
https://tinyurl.com/y8gtmyu6 from PacerMonitor at no charge.
The Debtor is represented by:
BRIAN K. MCMAHON, P.A.
Brian K. McMahon
1401 Forum Way, 6th Floor
West Palm Beach, FL 33401
Tel: (561) 478-2500
Fax: (561) 478-3111
E-mail: briankmcmahon@gmail.com
About Villa Abrigo at Celeste
Villa Abrigo at Celeste, LLC, a privately held company based in
Delray Beach, Fla., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-10285) on Jan. 9,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Erik P. Kimball oversees the case. The Debtor is
represented by Brian K. McMahon, Esq.
VILLA ABRIGO: Plan to be Funded by Restaurant's Income
------------------------------------------------------
Debtor Villa Abrigo at Celeste, LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Florida, West Palm Beach
Division, a Plan of Reorganization and a Disclosure Statement on
July 9, 2020.
The Debtor owns residential real estate located at 248 NE 1st Ave,
Delray Beach, FL (the "Property"). The Property has an estimated
value of $1,000,000. The Debtor will file a motion to value the
Property which will reduce the amount of the lien of Bridgewell
Capital and Gold Coast Bank. The members of the Debtor, Michael
Horrell and Goriana Alexander, will obtain financing and give
Bridgewell Capital, on behalf of the Debtor, $1,000,000. Upon
confirmation of the plan, the Debtor will transfer the property to
the members.
Class 1 - The secured claim of Bridgewell Capital, LLC in the
amount of $1,280,036.26 will be valued at $1,000,000.00. This
amount will be paid on the effective date in full satisfaction of
the claim. The class is impaired.
Class 2 General unsecured creditors will not receive any funds.
There are no unsecured claims that have been filed. Bridgewell
Capital will have a deficiency claim of $280,036. Gold Coast
Bank's lien will be stripped and it will have an unsecured claim of
approximately $400,000. The unsecured creditors will not receive
any funds. This class is impaired.
The Debtor shall transfer its interest in the property to the
members in Class 3 on the effective date.
The Plan will be funded by the income received by the Debtor from
the operations of the restaurant.
A full-text copy of the Disclosure Statement dated July 9, 2020, is
available at https://tinyurl.com/yd3muw5n from PacerMonitor at no
charge.
The Debtor is represented by:
BRIAN K. MCMAHON, P.A.
Brian K. McMahon
1401 Forum Way, 6th Floor
West Palm Beach, FL 33401
Tel (561) 478-2500
Fax (561) 478-3111
E-mail: briankmcmahon@gmail.com
About Villa Abrigo at Celeste
Villa Abrigo at Celeste, LLC, a privately held company based in
Delray Beach, Fla., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-10285) on Jan. 9,
2020. At the time of the filing, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Erik P. Kimball oversees the case. The Debtor is
represented by Brian K. McMahon, Esq.
VIVUS INC: Unsec. Creditors to Receive 100% Under Prepackaged Plan
------------------------------------------------------------------
Vivus, Inc. and its affiliated debtors filed with the U.S.
Bankruptcy Court for the District of Delaware a Joint Prepackaged
Chapter 11 Plan of Reorganization and a Disclosure Statement on
July 7, 2020.
As a result of extensive arm's-length negotiations, on May 31,
2020, the Debtors executed a restructuring support agreement (as
amended and restated on July 6, 2020 and as may be subsequently
amended, restated or supplement the "Restructuring Support
Agreement") with IEH, as the Supporting Noteholder. The
Restructuring Support Agreement provides that the Supporting
Noteholder will, among other things, agree to vote its Class 3
Claims (Convertible Note Claims) and Class 4 Claims (Secured Notes
Claims) in favor of the Plan.
Under the terms of the Restructuring Support Agreement, the
Supporting Noteholder has agreed to support a consensual
restructuring of the Debtors' existing debt obligations in chapter
11 through the Plan. The Restructuring will leave the Debtors'
business intact and will substantially deleverage the Debtors'
capital structure. The Restructuring Transactions provided in the
Plan will enable the Debtors to reduce their balance sheet
liabilities from approximately $235.43 million in funded debt, not
including interest, fees, and other expenses incurred in connection
with the Convertible Notes Indenture, to approximately $90,000,000
in funded debt, if the Exit Facility is fully drawn down, which
represents an approximate 62% reduction of debt on the Effective
Date relative to the Petition Date.
The deleveraging will enhance the Debtors' long-term growth
prospects and competitive position and will provide the Debtors
with excess capital to invest in and grow their business. The
Restructuring will allow the Debtors to emerge from the Chapter 11
Cases as a stronger business enterprise, better positioned to
deliver value to the Debtors' customers and to continue to serve as
a reliable partner to their existing vendors and suppliers going
forward. The Supporting Noteholder, as the holder of 100% of the
Debtors' funded debt, has played an important and constructive role
in formulating the Restructuring and actively participated in the
negotiation of the Plan.
With respect to the Supporting Unsecured Noteholder's Convertible
Note Claims, under the Plan, in full and final satisfaction,
settlement, release, and discharge of, and in exchange for each
Allowed Convertible Note Claims, on the Effective Date (i) the
holder of the Convertible Note will receive 100% of the equity in
Reorganized VIVUS (the "Reorganized VIVUS Equity") and any fees and
expenses (including the Supporting Unsecured Noteholder's and
Convertible Note Trustee's reasonable attorneys' and other advisor
fees and expenses) will be paid in accordance with Section 2.5(b)
of the Plan.
With respect to the Supporting Secured Noteholder's Secured Notes
Claims, under the Plan, in full and final satisfaction, settlement,
release, and discharge of, and in exchange for each Allowed
Secured Notes Claims, on the Effective Date (i) the $61,351,000
principal amount of the Secured Notes Claims shall at the option of
the Debtors (and the Supporting Noteholder) or the Reorganized
Debtors, as applicable be (a) paid in full in Cash from the
proceeds of the Exit Facility or (b) exchanged dollar for dollar
for new debt under the Exit Facility and (ii) all unpaid
prepayment premium, the applicable payment date fee, and accrued
interest (collectively, in an amount not less than $3,173,636),
plus interest, reasonable and documented fees, expenses, costs,
and other charges of the Secured Notes Trustee and the Supporting
Secured Noteholder arising and payable under that certain Secured
Notes Indenture will be paid in full in cash by the Debtors on the
Effective Date from the proceeds of the Exit Facility.
In addition to supporting the Plan, IEH has consented to the
Debtors' use of cash collateral, which IEH holds a security
interest in as the Secured Noteholder. On the Petition Date, the
Debtors will file a motion seeking interim and final orders
authorizing their use of cash collateral and granting certain
rights and protections to the Secured Notes Trustee and the
Supporting Secured Noteholder. IEH will provide the Reorganized
Debtors with a new term loan facility in an aggregate principal
amount of $90,000,000 in accordance with the Exit Facility
Documents.
Class 5 General Unsecured Claims will recover 100 percent. In
exchange for each Allowed General Unsecured Claim, the Debtors
shall continue to pay or dispute each Allowed General Unsecured
Claim in the ordinary course of business after the Effective Date
as if the Chapter 11 Cases had never been commenced.
All Class 7 interests shall be canceled and holders of Interests
shall receive no distributions under the Plan on account of such
Interests; provided, however, that holders of Existing Stock as of
the Existing Stock Record Date may participate in the Existing
Stock Settlement.
A full-text copy of the Disclosure Statement dated July 7, 2020, is
available at https://tinyurl.com/y7885eou from PacerMonitor at no
charge.
Proposed Counsel for Debtors:
WEIL, GOTSHAL & MANGES LLP
Matthew S. Barr, Esq.
Gabriel A. Morgan, Esq. (pro hac vice pending)
Natasha S. Hwangpo, Esq. (pro hac vice pending)
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
- and -
RICHARDS, LAYTON & FINGER, P.A.
Mark D. Collins, Esq.
Zachary I. Shapiro, Esq.
One Rodney Square
920 N. King Street
Wilmington, Delaware 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
About Vivus Inc
Vivus Inc. (NASDAQ: VVUS) is a biopharmaceutical company committed
to the development and commercialization of innovative therapies
that focus on advancing treatments for patients with serious unmet
medical needs. It was incorporated in 1991 in California and
reincorporated in 1996 in Delaware. As of the petition date,
Vivus is a publicly traded company with its shares listed on the
Nasdaq Global Market LLC under the ticker symbol "VVUS." Vivus
maintains its headquarters in Campbell, Calif. Visit
https://www.vivus.com for more information.
Vivus and three of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 20-11779) on
July 7, 2020. The petitions were signed by Mark Oki, chief
financial officer. Judge Laurie Selber Silverstein presides over
the cases.
As of May 31, 2020, Debtors reported total assets of $213,884,000
and total liabilities of $281,669,000.
The Debtors tapped Weil Gotshal & Manges LP as their general
bankruptcy counsel, Richards, Layton & Finger P.A. as local
counsel, Ernst & Young as financial advisor, and Piper Sandler
Companies as investment banker. Stretto is the claims and
noticing
agent.
WILLIAMS SCOTMAN: Moody's Rates New $500MM Secured Notes 'B3'
-------------------------------------------------------------
Moody's Investors Service has assigned a B3 long-term rating to the
planned issuance of $500 million in new Williams Scotsman
International Inc. senior secured notes with an eight-year tenor.
The company has indicated that the proceeds will be used to redeem
its existing 6.875% senior secured notes due 2023, and for general
purposes. The outlook for Williams Scotsman is stable.
RATINGS RATIONALE
The B3 rating assigned to the planned senior secured notes reflects
the company's b1 standalone assessment and the senior secured
notes' second lien priority in right of payment to the company's
revolving credit facility due in 2025, and equal with William
Scotsman's existing 6.125% senior notes due in 2025.
The b1 standalone assessment reflects the company's weak but
improving profitability, a low level of tangible equity and
consequently high but declining balance sheet leverage and reliance
on secured financing to fund its operations. Furthermore, Moody's
considers that demand for modular space is cyclical and therefore
susceptible to periodically lower utilization and lease rates,
which would negatively impact Williams Scotsman's profitability.
Partly offsetting these credit challenges is the company's strong
market position as the largest provider of modular space and
portable storage leasing in the US, with approximately 45% share of
the modular space market and approximately 25% share of the
portable storage market.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded if the firm improves its
profitability, achieving and sustaining a level corresponding to
net income to average managed assets (NI/AMA) above 2.0%, and
reduces and maintains its Debt/EBITDA to below 3.5x.
The ratings could be downgraded if the company's financial
performance substantially deteriorates, if it fails to achieve the
cost synergies related to the merger with Mobile Mini or if it
increases leverage from current levels, for example due to
additional borrowings or debt-financed acquisitions.
The principal methodology used in this rating was Finance Companies
Methodology published in November 2019.
WOODSTOCK REALTY: Aug. 13 Disclosure Statement Hearing Set
----------------------------------------------------------
On July 6, 2020, Debtor Woodstock Realty, LLC filed with the U.S.
Bankruptcy Court for the District of Connecticut a disclosure
statement and plan.
On July 9, 2020, Judge James J. Tancredi ordered that:
* Aug. 13, 2020 at 12:00 p.m. hearing to consider approval of
the Disclosure Statement to be held remotely using the ZoomGov
platform.
* Aug. 6, 2020 is fixed for filing and serving written
objections to disclosure statement.
A full-text copy of the order dated July 9, 2020, is available at
https://tinyurl.com/y9l57vgn from PacerMonitor.com at no charge.
The Debtor is represented by:
Gregory F. Arcaro
Grafstein & Arcaro LLC
114 West Main Street, Suite 105
New Britain, CT 06051
About Woodstock Realty
Woodstock Realty, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Conn. Case No. 19-20916) on May 29, 2019. The Petition
was signed by Jon W. Baker, member. The Debtor is estimated to
have under $1 million in both assets and liabilities. Gregory F.
Arcaro, Esq., Grafstein & Arcaro, is counsel to the Debtor.
[*] Liquid Finance Helps Distressed Companies Restructure
---------------------------------------------------------
Mark Sanchez, writing for MiBiz, reports that alternative lender
Liquid Finance LLC offers help to distressed companies to
restructure and to get their feet back.
Liquid Finance LLC completed its first deal last month with
financing for a Pennsylvania-based maker of farm equipment.
Business partners Bill Melvin Jr. and David Sassano expect Grand
Rapids-based Liquid Finance to do many more deals in the near
future, particularly given the level of economic distress brought
on by the COVID-19 pandemic.
"With everything going on, there's a lot of demand for our work,"
Melvin told MiBiz. "We see that we're going to be able to help
companies through the challenging times and thrive when we get back
to normalcy."
Melvin, who serves as CEO of Grand Rapids-based Liquid Asset
Partners LLC, partnered with Sassano this spring to co-found Liquid
Finance, an asset-based finance company that structures financing
for companies in distress. On some occasions, Liquid Finance will
acquire a company's assets under a lease-back arrangement.
That was the case in the deal for Biglerville, Pa.-based GVM Inc.,
a family-owned agricultural equipment maker of spreaders and
sprayers that got overleveraged and sought Chapter 11 bankruptcy
protection to restructure. GVM has operations in Pennsylvania,
Ohio, Indiana, Missouri, Georgia, Washington, and California, and
distributes its products in the U.S., Canada and Australia.
Liquid Finance acquired GVM's assets and leases them back to the
previous owner to continue operating the company. The transaction
"allows them to clean up their balance sheet, lower costs, and get
back on their feet to grow in the years ahead," said Melvin, the
CEO of Liquid Finance whose father, Bill Melvin Jr., started Liquid
Asset Partners in 1974.
"The cool thing about it is we're utilizing our skills as an
appraisal and liquidation firm to help a company survive and exit
bankruptcy," he said.
For years, Melvin saw the potential to form a finance company that
would complement the work of Liquid Asset Partners, which does
appraisals, auctions and liquidations and works with banks,
retailers, bankruptcy courts, trustees, manufacturers and lenders.
The opportunity to proceed came when he met Sassano, a finance
professional who in his career has worked with hedge funds, private
equity funds and family offices, as well as raised capital for
startup companies.
Liquid Finance started looking at deals about a year and a half ago
and closed on the GVM transaction at the end of May.
"I started looking at (forming a finance company) about five years
ago and started realizing that it was a good avenue for us to go
into. We needed the right person to help lead that group," Melvin
said. "It definitely has the potential to grow and flourish. It is
an add-on to our core competencies and core services we provide,
which is evaluating companies and assets and figuring out what
they're worth and what’s the plan of action."
Melvin found that leader in Sassano, who with his wife, Anne
Sassano, moved from California to her native Grand Rapids three
years ago. Anne Sassano also went to school with and is a good
friend of Gwen Melvin, Bill Melvin's wife.
After the introduction from their wives, Sassano and Melvin
"started chatting," Sassano said. Sassano saw in Liquid Asset
Partners an opportunity "that made a lot of sense." The company "in
essence really, really has the magic and experience to evaluate
(the) value" of a business that was in distress, he said.
"And that's the hardest part. Knowing what the assets are worth
and, if they have to be liquidated or sold in some manner, he has
the whole infrastructure to actually sell it," said Sassano,
managing partner of Liquid Finance. "It just was a natural fit
where I could bring investors and capital and structure expertise
on the finance side to Bill's expertise, which is asset valuation,
liquidation and really the infrastructure to move the assets if
there was a distressed situation."
Liquid Finance focuses on asset-heavy sectors, including
manufacturing, distribution and retail.
After doing some level of work on 10 or 11 potential deals, Liquid
Finance found one of those "golden nuggets" in the 50-year-old GVM
Inc., Sassano said. Liquid Finance could provide the financing GVM
needed to restructure and continue to operate after emerging from
bankruptcy.
Liquid Finance ended up acquiring GVM's assets under a lease-back
arrangement.
"It worked out real nice. They had a lot of assets and it's a good
company," he said. "They just got into trouble. They borrowed too
much money and overbuilt."
Liquid Finance gets involved in companies "after banks say 'no'"
and require an alternative lender, Sassano said. The firm typically
looks at deals in the $1 million to $50 million range.
Since Liquid Finance is "not cheap money," borrowers are urged to
refinance as soon as possible after returning to financial health,
he said.
"We get them into health, typically 12 months to 24 months, and
then they're able to do that," Sassano said. "We help them
refinance with another lender somewhere else at a much cheaper
rate."
Backing for deals comes from private institutional capital that
includes hedge funds, private equity firms and family offices "that
understand the potential of distressed companies," Sassano said.
Liquid Finance will put its own capital into a deal as well, he
added.
"Banks have an appetite for cash flows, but really investors and
institutional funds that focus on distressed lending understand
it," Sassano said. "We can see and help companies that others would
walk away from, and when we do that we have the ability to save
companies, save jobs, and not allow companies to fall through the
cracks."
After closing the first deal in GVM, Melvin expects that Liquid
Finance should evaluate plenty of opportunities over the next two
years, given the economy and the effects of the pandemic. To that
end, Liquid Finance Partners currently has a strong pipeline of
potential financing transactions, he said.
Because of the economic distress caused by the pandemic, "we are
seeing some more opportunities and we do expect probably in the
next month or two to see a wave coming in," Sassano said. "We'll
have a larger opportunity to evaluate."
Liquid Finance LLC is an alternative lending company that offers
financial services, investment management services as well as
advisory services to customers.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re WC 1st and Trinity GP, LLC
Bankr. W.D. Tex. Case No. 20-10886
Chapter 11 Petition filed August 5, 2020
See https://is.gd/0Azlfy
represented by: Mark H. Ralston, Esq.
FISHMAN JACKSON RONQUILLO PLLC
E-mail: mralston@fjrpllc.com
In re Zero Energy Aviation, LLC
Bankr. D. Colo. Case No. 20-15279
Chapter 11 Petition filed August 5, 2020
See https://is.gd/CAtcy6
represented by: Lance J. Goff, Esq.
GOFF & GOFF, LLC
E-mail: lance@goff-law.com
In re WC 3rd and Congress GP, LLC
Bankr. W.D. Tex. Case No. 20-10888
Chapter 11 Petition filed August 5, 2020
See https://is.gd/ZtAElD
represented by: Mark H. Ralston, Esq.
FISHMAN JACKSON RONQUILLO PLLC
E-mail: mralston@fjrpllc.com
In re Shorter Brothers, Inc.
Bankr. N.D. Ala. Case No. 20-41061
Chapter 11 Petition filed August 5, 2020
See https://is.gd/EPfcgS
represented by: C. Taylor Crockett, Esq.
C. TAYLOR CROCKETT, P.C.
Email: taylor@taylorcrockett.com
In re Premium Mental Heath Inc
Bankr. D. Wyo. Case No. 20-20391
Chapter 11 Petition filed August 5, 2020
See https://is.gd/WkrcSH
represented by: Clark D. Stith, Esq.
CLARK D. STITH
E-mail: clarkstith@wyolawyers.com
In re Parisi & Powell Corp., dba PRD Construction
Bankr. E.D. Calif. Case No. 20-23821
Chapter 11 Petition filed August 4, 2020
See https://is.gd/GLcf5s
represented by: Lauren N. Gans, Esq.
SHENSON LAW GROUP PC
E-mail: lgans@shensonlawgroup.com
In re TNT Management, LLC
Bankr. D. Ariz. Case No. 20-08993
Chapter 11 Petition filed August 4, 2020
In re Keith R. Carringer
Bankr. N.D. Ga. Case No. 20-68717
Chapter 11 Petition filed August 5, 2020
represented by: Anna Mari Humnicky, Esq.
SMALL HERRIN, LLP
In re Marco Antonio Garcia-Lozano and Clara Ontiveros Conde
Bankr. D. Id. Case No. 20-40607
Chapter 11 Petition filed August 5, 2020
represented by: Mark V. Cornelison, Esq.
Steven L. Taggart, Esq.
In re Mitchell Paul Korus
Bankr. S.D. Fla. Case No. 20-18529
Chapter 11 Petition filed August 5, 2020
In re Veronica M. Hanley and Patrick Hanley
Bankr. D. Ariz. Case No. 20-09024
Chapter 11 Petition filed August 5, 2020
represented by: John Smith, Esq.
SMITH AND SMITH PLLC
In re Batzion Ifraimov
Bankr. E.D.N.Y. Case No. 20-42874
Chapter 11 Petition filed August 5, 2020
represented by: Alla Kachan, Esq.
In re Kuldipinder S. Mann and Sumandip K. Mann
Bankr. M.D. Tenn. Case No. 20-03672
Chapter 11 Petition filed August 5, 2020
represented by: LEFKOVITZ & LEFKOVITZ, PLLC
In re Maria Guadalupe Luna Manzo
Bankr. E.D. Calif. Case No. 20-12577
Chapter 11 Petition filed August 5, 2020
represented by: Justin Harris, Esq.
In re South Texas Hydraulics, Inc.
Bankr. W.D. Tex. Case No. 20-10889
Chapter 11 Petition filed August 6, 2020
See https://is.gd/M20FTQ
represented by: Jerome A. Brown, Esq.
THE BROWN LAW FIRM
E-mail: jerome@brownbankruptcy.com
In re Triple B Investments, LLC
Bankr. M.D. Fla. Case No. 20-06007
Chapter 11 Petition filed August 6, 2020
See https://is.gd/XLINod
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re Comfort Line Inc.
Bankr. N.D. Ohio Case No. 20-31974
Chapter 11 Petition filed August 6, 2020
See https://is.gd/NG3VOS
represented by: Eric R. Neuman, Esq.
DILLER AND RICE, LLC
E-mail: Eric@drlawllc.com
In re Amine, LLC dba Super Stop
Bankr. S.D. Ala. Case No. 20-11953
Chapter 11 Petition filed August 6, 2020
See https://is.gd/LgMAgQ
represented by: Barry A. Friedman, Esq.
BARRY A FRIEDMAN & ASSOCIATES, PC
E-mail: bky@bafmobile.com
In re Sirine LLC
Bankr. S.D. Ala. Case No. 20-11952
Chapter 11 Petition filed August 6, 2020
See https://is.gd/8RJPvF
represented by: Barry A. Friedman, Esq.
BARRY A FRIEDMAN & ASSOCIATES, PC
E-mail: bky@bafmobile.com
In re Castleton Corner Owners Association
Bankr. S.D. Ind. Case No. 20-04470
Chapter 11 Petition filed August 6, 2020
See https://is.gd/MAu83d
represented by: David Jurkiewicz, Esq.
BOSE MCKINNEY & EVANS LLP
E-mail: djurkiewicz@boselaw.com
In re R.L. Brand and Deborah P. Brand
Bankr. N.D. Miss. Case No. 20-12492
Chapter 11 Petition filed August 6, 2020
represented by: Robert Gambrell, Esq.
In re Samuel C. LeBlanc, Jr.
Bankr. E.D. La. Case No. 20-11412
Chapter 11 Petition filed August 6, 2020
represented by: Robin DeLeo, Esq.
In re Charlie Heath Mason and Toni Scott Mason
Bankr. S.D. Ala. Case No. 20-11956
Chapter 11 Petition filed August 6, 2020
represented by: Lawrence Voit, Esq.
SILVER, VOIT & THOMPSON
In re Christopher Teasdel Custer and Tina McNeil Custer
Bankr. E.D. Ky. Case No. 20-51151
Chapter 11 Petition filed August 6, 2020
represented by: Matthew B. Bunch, Esq.
BUNCH & BROCK PSC
Email: matt@bunchlaw.com
In re Karen Allsup, M.D., P.A.
Bankr. W.D. Tex. Case No. 20-51407
Chapter 11 Petition filed August 6, 2020
See https://is.gd/aj3Zgf
represented by: Dean W. Greer, Esq.
DEAN W. GREER
E-mail: dwgreer@sbcglobal.net
In re Industrial Food Truck, LLC
Bankr. E.D. Pa. Case No. 20-13275
Chapter 11 Petition filed August 7, 2020
See https://is.gd/QqpjIX
represented by: Michael A. Cibik, Esq.
CIBIK & CATALDO, P.C.
E-mail: ecf@ccpclaw.com
In re Foxfire Consolidated Owners Association, Inc.
Bankr. E.D.N.C. Case No. 20-02784
Chapter 11 Petition filed August 7, 2020
See https://is.gd/8Y6m7s
represented by: Jason L. Hendren, Esq.
HENDREN, REDWINE & MALONE, PLLC
E-mail: jhendren@hendrenmalone.com
In re Green Side Up Rental LLC
Bankr. W.D. La. Case No. 20-80421
Chapter 11 Petition filed August 7, 2020
See https://is.gd/uTTGoL
represented by: L. Laramie Henry, Esq.
L. LARAMIE HENRY
E-mail: laramie@henry-law.com
In re Achla-Schwarma Factori Inc.
Bankr. S.D.N.Y. Case No. 20-22925
Chapter 11 Petition filed August 7, 2020
See https://is.gd/h1ktas
represented by: Joshua N. Bleichman, Esq.
BLEICHMAN AND KLEIN
E-mail: BleichmanKlein@gmail.com
In re Pharmagreen Biotech, Inc.
Bankr. D. Nev. Case No. 20-13886
Chapter 11 Petition filed August 7, 2020
See https://is.gd/THnIv7
represented by: Thomas E. Crowe, Esq.
THOMAS E. CROWE PROFESSIONAL LAW
CORPORATION
E-mail: tcrowe@thomascrowelaw.com
In re Igor Pogrebinsky
Bankr. E.D.N.Y. Case No. 20-42903
Chapter 11 Petition filed August 7, 2020
represented by: Alla Kachan, Esq.
In re Svetlana Liter and Roman Liter
Bankr. E.D.N.Y. Case No. 20-42905
Chapter 11 Petition filed August 7, 2020
represented by: Alla Kachan, Esq.
In re Lisa Maria Abbot
Bankr. E.D.N.Y. Case No. 20-42907
Chapter 11 Petition filed August 7, 2020
In re Robert's Seafood and Hot to Go Kitchen, Inc.
Bankr. M.D. Fla. Case No. 20-02369
Chapter 11 Petition filed August 9, 2020
See https://is.gd/SowTGc
represented by: Bryan K. Mickler, Esq.
LAW OFFICES OF MICKLER & MICKLER, LLP
E-mail: court@planlaw.com
In re Donald Gregory Levenson
Bankr. C.D. Calif. Case No. 20-17219
Chapter 11 Petition filed August 10, 2020
represented by: Yoon Ham, Esq.
In re Richmond Hill Laundry, Inc.
Bankr. E.D.N.Y. Case No. 20-42918
Chapter 11 Petition filed August 10, 2020
See https://is.gd/RWclwh
represented by: Heath S. Berger, Esq.
BERGER, FISCHOFF, SHUMER, WEXLER &
GOODMAN, LLP
E-mail: hberger@bfslawfirm.com/
gfischoff@bfslawfirm.com
In re Jacqueline Kathleen Pieterse
Bankr. D. Md. Case No. 20-17425
Chapter 11 Petition filed August 7, 2020
represented by: Lia Aure, Esq.
In re Leslie M. Landau, DO
Bankr. D. Kan. Case No. 20-21114
Chapter 11 Petition filed August 10, 2020
represented by: David Christian, Esq.
In re Gary Freitas
Bankr. N.D. Calif. Case No. 20-10464
Chapter 11 Petition filed August 10, 2020
In re Robert Karl Tarquinio
Bankr. C.D. Calif. Case No. 20-17228
Chapter 11 Petition filed August 10, 2020
represented by: Sonny Milano, Esq.
In re Lee Marshall Armstrong and Caryn Lee Armstrong
Bankr. W.D. Tex. Case No. 20-51420
Chapter 11 Petition filed August 10, 2020
represented by: William Davis, Esq.
LANGLEY & BANACK, INC.
Email: wrdavis@langleybanack.com
In re Manzana Capital, Inc.
Bankr. S.D. Calif. Case No. 20-04045
Chapter 11 Petition filed August 10, 2020
In re Donald King Osterbye, Jr.
Bankr. N.D. Fla. Case No. 20-40313
Chapter 11 Petition filed August 10, 2020
represented by: Byron Wright, Esq.
In re 6709 Greenacres Florida LLC
Bankr. S.D. Fla. Case No. 20-18663
Chapter 11 Petition filed August 11, 2020
See https://is.gd/AOuf8Z
represented by: Joel M. Aresty, Esq.
JOEL M. ARESTY P.A.
E-mail: aresty@icloud.com
In re Costa Properties, LLC
Bankr. D. Mass. Case No. 20-11673
Chapter 11 Petition filed August 11, 2020
See https://is.gd/nfdfs4
represented by: David B. Madoff, Esq.
MADOFF & KHOURY LLP
E-mail: alston@mandkllp.com
In re Pride Aircraft, Inc.
Bankr. N.D. Ill. Case No. 20-81435
Chapter 11 Petition filed August 11, 2020
See https://is.gd/YgQzaU
represented by: Bernard J. Natale, Esq.
BERNARD J. NATALE, LTD
E-mail: natalelaw@bjntalelaw.com
In re Dr Lancaster & Associates, P.A.
Bankr. M.D. Fla. Case No. 20-04527
Chapter 11 Petition filed August 11, 2020
See https://is.gd/MJrT9a
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re James Lewis Alley and Julie Ann Alley
Bankr. W.D. Ark. Case No. 20-71770
Chapter 11 Petition filed August 10, 2020
represented by: Joel Hargis, Esq.
In re Ronald Katz
Bankr. S.D. Fla. Case No. 20-18664
Chapter 11 Petition filed August 11, 2020
represented by: Susan Lasky, Esq.
In re Mark A. Sellers, III
Bankr. W.D. Mich. Case No. 20-02619
Chapter 11 Petition filed August 11, 2020
In re Cooper Excavating, Inc.
Bankr. W.D. Ark. Case No. 20-71773
Chapter 11 Petition filed August 11, 2020
See https://is.gd/lWeXkP
represented by: Stanley V. Bond, Esq.
BOND LAW OFFICE
E-mail: attybond@me.com
In re J and H Construction of Cookeville Inc.
Bankr. M.D. Tenn. Case No. 20-03734
Chapter 11 Petition filed August 11, 2020
See https://is.gd/Elnvoj
represented by: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.com
In re Pharmagreen Biotech, Inc.
Bankr. D. Nev. Case No. 20-50780
Chapter 11 Petition filed August 7, 2020
See https://is.gd/zarTTV
represented by: Thomas E. Crowe, Esq.
THOMAS E. CROWE PROFESSIONAL LAW
CORPORATION
E-mail: tcrowe@thomascrowelaw.com
In re James Edward Hall
Bankr. M.D. Tenn. Case No. 20-03735
Chapter 11 Petition filed August 11, 2020
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
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Monthly Operating Reports are summarized in every Saturday edition
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The Sunday TCR delivers securitization rating news from the week
then-ending.
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S U B S C R I P T I O N I N F O R M A T I O N
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.
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*** End of Transmission ***