/raid1/www/Hosts/bankrupt/TCR_Public/200817.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, August 17, 2020, Vol. 24, No. 229
Headlines
51 EAST 73RD: Trustee Taps LaMonica Herbst as Legal Counsel
9469 BEVERLY CREST: Hires Coldwell, Sotheby's as Brokers
99 CENTS: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR
ADVANCED MICRO: Egan-Jones Hikes Senior Unsecured Ratings to BB+
ALA TURK: Seeks to Hire Morrison Tenenbaum as Legal Counsel
ALBERTSONS COS: S&P Rates New Senior Unsecured Notes 'BB-'
ALEXANDER D. BEAVER: Proposes Katahdin Online Auction of Tractor
ALLEGIANT TRAVEL: Egan-Jones Lowers Sr. Unsecured Ratings to B-
AMC ENTERTAINMENT: Cuts $553M of Debt in Silver Lake Deal
AMERICANN INC: Incurs $489K Net Loss in Third Quarter
AMKOR TECHNOLOGY: Egan-Jones Hikes Unsecured Debt Ratings to BB+
AND INK 1: Voluntary Chapter 11 Case Summary
APC AUTOMOTIVE: Court Approves Bankruptcy Plan
ARANDELL HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
ASBURY AUTOMOTIVE: Egan-Jones Hikes Commercial Paper Ratings to B
ASTOR EB-5 LLC: Hotel Astor in Miami Beach Retursn to Chapter 11
AT HOME HOLDING III: Moody's Ups CFR to B3 & Rates Sec. Notes Caa1
AUXILIUS HEAVY: Gets Approval to Hire Forensic Accountant
BANKERS ASSURANCE: A.M. Best Lowers Finc'l. Strength Rating to C++
BEASLY BROADCAST: Incurs $18.2 Million Net Loss in Second Quarter
BENCHMARK ELECTRONICS: Egan-Jones Cuts Sr. Unsec. Ratings to BB+
BILLINGS LODGE: Gets Approval to Hire Felt Martin as Legal Counsel
BLACK KNIGHT: S&P Affirms 'BB' ICR After Optimal Blue Acquisition
BLUE RIBBON: Moody's Rates Extended Revolver Facility 'Caa1'
BLUE STAR: Incurs $3.5 Million Net Loss in Second Quarter
BOY SCOUTS: Faces 10,000 Abuse Claims From Victims
BRINK'S COMPANY: Egan-Jones Cuts Foreign Curr. Unsec. Rating to B+
BROOKS BROTHERS: Gets Zero Interest Rate Bankruptcy Loan
BROOKS BROTHERS: To Proceed With Going Concern Sale to SPARC
BUNGE LIMITED: Egan-Jones Lowers Senior Unsecured Ratings to BB-
CAMBER ENERGY: Incurs $1.59 Million Net Loss in First Quarter
CAPITAL ASSET: Taps Newman & Newman as Legal Counsel
CASCADE ACQUISITION: Hires Coleman Talley as Special Counsel
CAYO INC: Case Summary & 20 Largest Unsecured Creditors
CBB ACQUISITION: Taps Thames Markey as Legal Counsel
CBL & ASSOCIATES: Discloses Substantial Going Concern Doubt
CHATTANOOGA MERCANTILE: Hires Richard Banks as Bankruptcy Counsel
CHESAPEAKE ENERGY: Royalty Owners' Panel Seeks to Tap Legal Counsel
CLEAN ENERGY: Files Chapter 11 Bankruptcy Prior to Sale
CODY LEE WILSON: Williams Buying Wilson Ranch for $1.7 Million
COEX COFFEE: Seeks Liquidation Under Florida Law
COMSTOCK MINING: Posts $1.3 Million Net Income in Second Quarter
CONCHO RESOURCES: Egan-Jones Cuts Senior Unsecured Ratings to B
COVANTA HOLDING: S&P Rates New $400MM Senior Unsecured Notes 'B'
CROSS FINANCIAL: S&P Assigns 'B' ICR; Outlook Stable
DAVIDSTEA INC: To Transition Away From Brick-and-Mortar Stores
DENNY'S CORP: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB-
DIAMOND OFFSHORE: Seeks to Hire KPMG LLP as Tax Consultant
DINKEL FAMILY: Seeks to Hire Jered Reid as Special Counsel
DIOCESE OF SYRACUSE: Committee Taps Stinson LLP as Legal Counsel
DOROTHY BEASLEY-SCHNIPER: Selling Birmingham Property for $1.5M
EASTERN NIAGARA: Seeks to Hire Barclay Damon as Legal Counsel
EASTERN NIAGARA: Temporarily Exits Bankruptcy to Get PPP Loan
EIGHT COPELAND: Voluntary Chapter 11 Case Summary
ENTERPRISE JANITORIAL: Taps Darby Law as Bankruptcy Counsel
ESSEX REAL: Selling Approx. 84-Acre Henderson Property for $48.4M
EVEREST REAL ESTATE: Case Summary & 20 Top Unsecured Creditors
EXIDE TECHNOLOGIES: Atlas Wins Auction for Americas Biz.
FAIRWAY GROUP: Bogopa Buying Store Assets for $1.78 Million
FALL CREEK PLAZA: Seeks Court Approval to Hire Financial Advisor
FIELD OF FLOWERS: Files for Chapter 11 After Receiving PPP Funding
FIRSTCASH INC: S&P Rates New $400MM Senior Unsecured Notes 'BB'
FORD MOTOR: S&P Affirms 'BB+' ICR; Ratings Off Watch Negative
FOSTER FREIGHTS: PPP Loan Can't Save Carrier From Bankruptcy
FREEDOM DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
GAINESVILLE ROAD: Seeks to Hire Brick Business as Special Counsel
GLOSTATION USA: Case Summary & 30 Largest Unsecured Creditors
GNC HOLDINGS: Plans to Close Additional 58 Locations
GTT COMMUNICATIONS: Fitch Puts B- LT IDR on Watch Negative
GTT COMMUNICATIONS: S&P Places 'CCC+' ICR on CreditWatch Negative
GUARDION HEALTH: Incurs $707K Net Loss in Second Quarter
HAWAIIAN HOLDINGS: Egan-Jones Lowers Sr. Unsecured Ratings to CCC
HEARTLAND DENTAL: S&P Rates New $200MM Incremental Term Loan CCC+
HELIUS MEDICAL: Incurs $3.4 Million Net Loss in Second Quarter
HENDRIX SCHENCK: Franzos Buying Jamaica Property for $450K
HENDRIX SCHENCK: Viola Buying Brooklyn Property for $420K
HI-CRUSH INC: Hires Alvarez & Marsal as Financial Advisor
HI-CRUSH INC: Hires Hunton Andrews Kurth as Bankruptcy Co-Counsel
HI-CRUSH INC: Hires Latham & Watkins as Bankruptcy Co-Counsel
HI-CRUSH INC: Seeks to Hire Lazard Freres as Investment Banker
HUDSON PACIFIC: Egan-Jones Cuts Foreign Curr. Unsec. Rating to BB+
ICONIX BRAND: Posts $17.4 Million Net Loss in Second Quarter
IFRESH INC: Delays Filing of First Quarter Form 10-Q
IFRESH INC: Incurs $8.29 Million Net Loss in Fiscal 2020
IMAX CORP: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
IMPERIAL ROI: Seeks to Hire John Wucinski CPA as Accountant
J.C. PENNEY: Landlords Nearing Deal to Buy Retail Biz.
JAGUAR HEALTH: Incurs $9.2 Million Net Loss in Second Quarter
JAMES M THOMPSON: Suspension of License Delays Plan Filing
JETBLUE AIRWAYS: Egan-Jones Lowers Senior Unsecured Ratings to B-
JOHN VARVATOS: Court Tosses Bid to Prioritize Sex Bias Claims
KANG FAMILY: Gets Interim OK to Hire Van Horn as Legal Counsel
KINSER GROUP: Voluntary Chapter 11 Case Summary
KNOLL INC: Egan-Jones Cuts Foreign Curr. Unsec. Rating to BB
LAKEWAY PUBLISHERS: Seeks to Hire Long & Foster as Realtor
LATAM AIRLINES: Gets Additional $1.3B Bankruptcy Financing
LATTICE SEMICONDUCTOR: Egan-Jones Hikes Sr. Unsec. Ratings to BB
LIBBEY INC: Plans to Close Shreveport Location
LINKMEYER PROPERTIES: Case Summary & Unsecured Creditors
LUCKY'S MARKET: Plan Exclusivity Extended Until Month's End
M/I HOMES: Egan-Jones Hikes Senior Unsecured Ratings to BB-
MAD RIVER: Case Summary & 5 Unsecured Creditors
MARTIN MIDSTREAM: Moody's Hikes CFR to Caa1, Outlook Stable
MASTER REPLICAS: Seeks to Hire Smith Kane Holman as Counsel
MCCLATCHY CO: Alden Would Have Cut 1,000 Jobs
MDC HOLDINGS: Egan-Jones Hikes Senior Unsecured Ratings to BB+
MICHAEL GALMOR: Trustee Selling 284-Acre Wheeler Property for $280K
MICHAEL GALMOR: Trustee Selling 317-Acre Wheeler Property for $317K
MICHAEL GALMOR: Trustee Selling 426-Acre Wheeler Property for $511K
MICHAEL GALMOR: Trustee Selling 612-Acre Wheeler Property for $551K
MORIAH POWDER: Taps Hall & Evans as Special Counsel
MUJI USA: Japanese Brand's U.S. Unit in Chapter 11
MYERS INDUSTRIES: Egan-Jones Hikes Senior Unsecured Ratings to BB+
NESSALLA LLC: In Chapter 11 to Seek Buyer
NGL ENERGY: Moody's Cuts Unsec. Notes to B3, Outlook Negative
ODYSSEY CONTRACTING: Hires Frantz Ward as Special Counsel
ORANGE BLOSSOM: Case Summary & 20 Largest Unsecured Creditors
PENNGOOD LLC: Taps King, King & Associates as Accountant
PEORIA DAY SURGERY: Seeks to Hire a Business Broker
PHASE 3 FARMS: Files for Chapter 12 Bankruptcy
PHIO PHARMACEUTICALS: Incurs $1.67-Mil. Net Loss in Second Quarter
PIER 1 IMPORTS: Egan-Jones Lowers Senior Unsecured Ratings to B
PIPE WRIGHT: Gets Interim OK to Hire Forensic Accountant
PIPE WRIGHT: Gets Interim OK to Hire Leiderman as Legal Counsel
RALPH M. COOKE: Aug. 17 Hearing on $135K Sale of Two DC Properties
RAVN AIR GROUP: Ravn Alaksa in Process of Returning to Skies
RAVN AIR: Gets $47 Million From Sale of Assets
RETAIL SOLUTIONS: Case Summary & 6 Unsecured Creditors
REWALK ROBOTICS: Incurs $2.86 Million Net Loss in Second Quarter
RILEY JOHN BEARD: Tammy Mccane Buying Waldorf Property for $210K
ROCHESTER DRUG: Dropped as ADHD Drug Antitrust Suit Lead
ROSEHILL RESOURCES: Common Shareholders to Be Wiped Out in Plan
SADDY FAMILY: Velpax Offers $209K for Seaside Heights Property
SADDY FAMILY: Velpax Offers $79K for Seaside Heights Property
SAEXPLORATION HOLDINGS: To be Delisted from Nasdaq
SANMINA CORP: Egan-Jones Cuts Foreign Currency Unsec. Rating to BB
SAXON SHOES: Case Summary & 20 Largest Unsecured Creditors
SCRANTON-LACKAWANNA HEALTH: S&P Affirms 'CCC+' Parking Bond Rating
SEACOR HOLDINGS: Egan-Jones Cuts Foreign Curr. Unsec Rating to CCC-
SELFRIDGE GROUP: Gets Interim OK to Hire Leiderman as Legal Counsel
SELFRIDGE GROUP: Hires GlassRatner Advisory as Financial Advisor
SENSATA TECHNOLOGIES: Egan-Jones Cuts FC Sr. Unsec. Ratings to BB-
SERENDIPITY LABS: Hires PKF O'Connor Davies as Financial Advisor
SERVICENOW INC: Egan-Jones Hikes Senior Unsecured Ratings to BB+
SETHCO LLC: Taps Dennery PLLC as Legal Counsel
SHO HOLDING I: Moody's Rates Amended 1st Lien Secured Loans 'Caa1'
SIGNATURE CONSTRUCTION: Hires Country Boys as Auctioneer
SINTX TECHNOLOGIES: Five Proposals Passed at Annual Meeting
SINTX TECHNOLOGIES: Posts $4.2 Million Net Loss in Second Quarter
SN TEAM: Seeks to Hire Timothy Thomas as Legal Counsel
SPECIALTY FOODS: Sarris Buying Substantially All Assets for $3M
SPON COMPUTER: Hires Landrau Rivera & Associates as Counsel
SUGAR FACTORY: Seeks to Hire Aaronson Schantz as Legal Counsel
SUMMIT VIEW: Horton Buying All Assets for $5.6 Million
SUR LA TABLE: Selling to Marquee Brands for $88.9 Million
SYLVAIN LAPOINTE: Foreign Rep's Sale of Bonita Springs Property OKd
TARGA RESOURCES: S&P Rates New $750MM Senior Unsecured Notes 'BB'
TCF FINANCIAL: Moody's Affirms Ba1(hyb) Rating on Preferred Stock
TECHNIPLAS LLC: Files Liquidating Plan After $105M Sale
TTM TECHNOLOGIES: Egan-Jones Cuts Foreign Curr. Unsec. Rating to B
TUESDAY MORNING: Franchise Group Provides $25M Financing
VERTEX ENERGY: Reports $9 Million Net Loss for Second Quarter
VIVUS EQUITY: Judge 'Taken Aback' by Plan Provisions
WAVE COMPUTING: Committee Taps Hogan Lovells as Legal Counsel
WILLSCOT MOBILE: S&P Rates New $500MM Secured Notes 'B+'
WINDERMERE CLUB: Working With Possible Investor
WINDOM RIDGE: Wayne Rentals Buying Wayne Properties for $34K
YIELD10 BIOSCIENCE: Incurs $1.8-Mil. Net Loss in Second Quarter
YIELD10 BIOSCIENCE: Signs Research Agreement with GDM
[*] 78 South Fla. Businesses Got $5M or More in PPP Loans
[*] Airlines Headed to More Stormy Weather
[*] Bankrupt Debtors Fight for PPP Lifeline in COVID-19 Era
[*] Costs of Government Loans to Lawyers
[*] Marquee Bankruptcy Cases Filed So Far in 2020
[*] Outside Groups Urge Congress to Make PPP Data Transparent
[*] SBA’s PPP Loan Program Extended Until August
[*] The New Bankruptcy Law and COVID-19 Pandemic
[^] BOND PRICING: For the Week from August 10 to 14, 2020
*********
51 EAST 73RD: Trustee Taps LaMonica Herbst as Legal Counsel
-----------------------------------------------------------
Lori Jones, the Chapter 11 trustee for 51 East 73rd St LLC,
received approval from the U.S. Bankruptcy Court for the Southern
District of New York to hire LaMonica Herbst & Maniscalco, LLP as
her legal counsel.
The firm will provide the following services:
a. perform legal services necessary to preserve the assets of
Debtor's bankruptcy estate;
b. advise the trustee on an exit strategy for Debtor's Chapter
11 case, which may include the sale of its property;
c. assist the trustee in her investigation into Debtor's
financial and business affairs;
d. assist the trustee in the pursuit and recovery of any
avoidable transfers of Debtor's assets;
e. prepare a plan of reorganization and related documents;
f. prepare, file and prosecute motions objecting to claims, as
directed by the trustee; and
g. prepare legal papers as directed by the trustee in
connection with her statutory duties.
The firm's attorneys and paraprofessionals will be paid at hourly
rates as follows:
Paraprofessionals $200
Associates $425
Partners $635
Holly Holecek, Esq., a partner at LaMonica, disclosed in court
filings that her firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Holly R. Holecek, Esq.
LaMonica Herbst & Maniscalco, LLP
3305 Jerusalem Ave #201
Wantagh, NY 11793
Phone: (516) 826-6500
Fax: (516) 826-0222
Email: hrh@lhmlawfirm.com
About 51 East 73rd St
51 East 73rd St, LLC, owns and operates a real estate located at
51-53 East 73rd Street, N.Y.
51 East 73rd St sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-10683) on March 3,
2020. At the time of the filing, Debtor disclosed assets of
between $10 million and $50 million and liabilities of the same
range. Debtor is represented by Leo Fox, Esq.
Lori Lapin Jones, Esq., was appointed as the Debtor's Chapter
trustee. The trustee is represented by LaMonica Herbst &
Maniscalco, LLP.
9469 BEVERLY CREST: Hires Coldwell, Sotheby's as Brokers
--------------------------------------------------------
9469 Beverly Crest LLC received approval from the U.S. Bankruptcy
Court for the Central District of California to hire Coldwell
Banker Realty and Sotheby's International Realty as its real estate
brokers.
Both firms will assist in the marketing and sale of Debtor's real
property located at 9469 Beverlycrest Drive, Los Angeles, Calif.
The services will be provided mainly by Jade Mills of Coldwell and
Bennett Carr of Sotheby's.
The firms will be paid a 5 percent commission on the gross sale
price. If the buyer has a broker, its broker will be entitled to
receive half of the commission.
Both firms are "disinterested persons" as the term is defined in
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firms can be reached through:
Jade Mills
Coldwell Banker Realty
450 Exchange
Irvine, CA 92602
Phone: 949-552-2000
-- and --
Bennett Carr
Sotheby's International Realty
9665 Wilshire Blvd, Ste 400
Beverly Hills, CA 90212
Mobile: +1 310-995-5251
Office: +1 310-777-5151
About 9469 Beverly Crest
9469 Beverly Crest LLC classifies its business as single asset real
estate (as defined in 11 U.S.C. Section 101(51B)).
9469 Beverly Crest filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 19-20000) on Aug. 26, 2019, in Los Angeles, Calif. In the
petition signed by Martin Livingston, managing member, Debtor
disclosed assets of $10 million to $50 million, and liabilities of
$1 million to $10 million. Judge Neil W. Bason oversees the case.
Debtor has tapped Danning, Gill, Diamond & Kollitz, LLP as its
legal counsel and LEA Accountancy, LLP as its accountant.
99 CENTS: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR
------------------------------------------------------------
S&P Global Ratings revised its outlook on 99 Cents Only Stores LLC
to negative from developing and affirmed its 'CCC+' issuer credit
rating. The rating agency affirmed its 'CCC+' issue-level rating
on the company's first-lien term debt and the '3' recovery rating
remains unchanged.
99 Cents Only Stores LLC's nearest term maturity is its first-lien
term loan due January 2022 ($433 million outstanding as of May 1,
2020). S&P believes the current market environment, combined with
the company's $29 million cash position, present a material risk
that it will be unable to meet this maturity payment without
extending the maturity of its obligations.
S&P forecasts that 99 Cents Only's free operating cash flow (FOCF)
generation will remain constrained over the coming year. In
addition, S&P forecasts that the company's leverage will remain
high throughout 2021 as its rising debt levels due to its
payment-in-kind (PIK), interest-laden capital structure offsets
earnings growth. Barring a significant improvement in the company's
operating performance, which could clear a path to a refinancing,
S&P continues to view the company's capital structure as
unsustainable.
"The negative outlook reflects our view that current market
conditions and 99 Cents Only's weak standing in the credit markets
will make refinancing its debt challenging," S&P said.
"In our view, 99 Cents Only depends on favorable economic
conditions to refinance its term loan due in January 2022 at par.
However, the market volatility in the very competitive dollar-store
sector could complicate its efforts. While the company's improving
operating performance in recent quarters reduces the probability of
a specific default scenario over the next 12 months, we believe it
still faces execution risk related to its cost-cutting and
margin-expansion initiatives," the rating agency said.
99 Cents Only's operating trends improved in the latest quarter as
it benefited from its strong value proposition amid the pandemic.
In fiscal year 2020, the company began to implement improved labor
efficiencies, merchandise cost management, and leaner overhead
while upgrading its store base, which led to an improvement in its
operating trends, including its profitability. S&P thinks that
management's focus on fresh and extreme-value merchandise enhances
99 Cents Only's appeal to its customers.
99 Cents Only is considered an essential retailer and has remained
open in compliance with CDC and local guidelines with no widespread
store closings amid the coronavirus pandemic. The company benefited
from same-store sales growth in the first quarter of fiscal year
2021 (ending May) as customers consolidated their shopping trips
with larger average spending. However, the company underperformed
its larger peers, such as Dollar Tree and Dollar General, over the
same period.
Although consumer discretionary spending has decreased because of
the macroeconomic deterioration, sales of household consumables and
food remain strong and S&P expects this to continue in 2020 given
the relative insulation of the dollar-store sector from online
disruption and its generally resilient performance throughout
economic cycles.
Environmental, social, and governance (ESG) factors for this credit
rating change:
-- Health and safety
"The negative outlook reflects our view that 99 Cents Only's
current capital structure is unsustainable due to its heightened
refinancing risk over the next 12 months stemming from its
first-lien term loan due in January 2022. In addition, we believe
that the company's persistent negative FOCF generation and weak
credit metrics provide a limited cushion for it to absorb any
potential setbacks in its turnaround efforts," S&P said.
S&P could lower its rating on 99 Cents Only if:
-- Its operating performance weakens such that its negative FOCF
generation accelerates, its liquidity tightens, and S&P views the
probability of a payment crisis over the next 12 months as likely;
and
-- It does not successfully refinance its term loan at par with
sufficient time before it becomes current.
S&P could revises its outlook on 99 Cents Only to stable or raise
its rating if:
-- Its operating performance trends demonstrate sustained
improvement, including positive same-store sales growth and EBITDA
expansion, such that it generates positive FOCF; and
-- The company successfully refinances its term loan at par.
ADVANCED MICRO: Egan-Jones Hikes Senior Unsecured Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Advanced Micro Devices Inc. to BB+ from BB-.
Headquartered in Santa Clara, California, Advanced Micro Devices,
Inc. (AMD) produces semiconductor products and devices.
ALA TURK: Seeks to Hire Morrison Tenenbaum as Legal Counsel
-----------------------------------------------------------
Ala Turk Inc. seeks authority from the U.S. Bankruptcy Court for
the Eastern District of New York to hire Morrison Tenenbaum PLLC as
its legal counsel.
Morrison Tenenbaum will provide the following services:
a. advising the Debtor with respect to its powers and duties
as debtor-in-possession in the management of its estate;
b. assisting in any amendments of Schedules and other
financial disclosures and in the preparation, review and amendment
of a disclosure statement and plan of reorganization;
c. negotiating with the Debtor's creditors and taking the
necessary legal steps to confirm and consummate a plan of
reorganization;
d. preparing on behalf of the Debtor all necessary motions,
applications, answers, proposed orders, reports and other papers to
be filed by the Debtor in this case;
e. appearing before the Bankruptcy Court to represent and
protect the interests of the Debtor and its estate; and
f. performing all other legal services for the Debtor that may
be necessary and proper for an effective reorganization.
Morrison Tenenbaum will be paid at hourly rates as follows:
Lawrence F. Morrison $525
Brian J. Hufnagel $425
Associates $380
Paraprofessionals $200
Morrison Tenenbaum received $12,000 as an initial retainer fee.
Lawrence Morrison, Esq., a partner at Morrison Tenenbaum, PLLC,
assured the cCourt that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Morrison Tenenbaum can be reached at:
Lawrence F. Morrison, Esq.
Brian J. Hufnagel, Esq.
Morrison Tenenbaum PLLC
87 Walker Street, Floor 2
New York, NY 10013
Tel: (212) 620-0938
Email: lmorrison@m-t-law.com
bjhufnagel@m-t-law.com
About Ala Turk Inc.
Ala Turk Inc. -- https://alaturkarestaurant.com -- owns and
operates a restaurant specializing in Mediterranean cuisine. The A
La Turka restaurant focuses on grilled meat and fish. A La Turka
offers along with 20 different kebabs like a kebab factory,
including chicken, lamb and beef, also Mediterranean fish
selections, as Branzini.
Ala Turk Inc. filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-42628) on
July 15, 2020. The petition was signed by Suleyman Secer,
president. At the time of filing, the Debtor estimated $263,500 in
assets and $1,276,886 in liabilities.
Lawrence F. Morrison, Esq., at Morrison Tenenbaum PLLC, represents
the Debtor as counsel.
ALBERTSONS COS: S&P Rates New Senior Unsecured Notes 'BB-'
----------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' issue-level rating
and '2' recovery rating to Albertsons Cos. Inc.'s (ACI) proposed
new senior unsecured notes.
In total, the notes consist of $1.25 billion due in 2026 and 2029.
The '2' recovery rating indicates its expectation for substantial
recovery to lenders (70%-90%; rounded estimate: 85%).
S&P's issuer credit rating (B+/Stable/--) on the company and all
other issue-level ratings are unchanged. Albertsons says it will
use the proceeds to refinance the existing 6.625% $1.25 billion
senior unsecured notes due 2024. As a result, the refinancing is
leverage neutral and extends the company's overall debt maturity
profile. S&P also expects Albertsons to use cash to repay the
outstanding $137 million of Safeway notes at maturity on Aug. 15,
saving approximately $5.5 million in interest per year.
Albertsons' earnings for the first quarter ended June 20, 2020,
came in ahead of S&P's expectations, with 26.5% identical sales and
an 80 basis point increase in gross margin excluding the impact of
fuel. This margin lift was because of lower shrink and a less
promotional environment, especially during the first part of the
quarter. As a result, S&P Global Ratings' lease-adjusted leverage
for the coming 12 months should remain in the low-5x area, given
solid operational execution amid the pandemic and material debt
reduction over the past year.
"We anticipate Albertsons' strong operating performance and cash
flow generation will persist this year, and separately note digital
sales growth of 276% in the latest quarter. We will continue to
monitor the company's financial policy and path to deleveraging,
and note the highly competitive and dynamic nature of the evolving
U.S. grocery landscape, especially in the current pandemic
environment," S&P said.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors:
-- S&P takes into consideration $2.9 billion in real estate assets
transferred to unrestricted subsidiaries that secure preferred
equity, and consider any residual value unencumbered and available
to satisfy Albertsons Cos. Inc.'s (ACI's) guaranteed unsecured
senior notes after it repays the asset-backed lending (ABL)
facility. S&P does not estimate any residual value after these are
repaid that would indirectly flow up to unsecured debt holders.
-- The Safeway and NALP notes do not benefit from the subsidiary
and parent guarantees that the ACI notes have.
-- S&P's simulated default scenario contemplates that cash flow
problems due to an economic downturn, combined with new competitors
stepping up their entry into the company's markets, lead to a
significant decline in ACI's revenue and profitability.
-- S&P estimates a gross recovery value of $11.6 billion, taking
into consideration the going-concern valuation of the business
operations of $4.7 billion and the value of its real estate at $6.9
billion. S&P's going-concern valuation assumes an emergence EBITDA
of $946 million (net of $586 million in assumed additional rent
expense if the company did a sale leaseback on its owned real
estate).
-- For the owned real estate properties, S&P bases its valuation
on $586 million in estimated rent income (assuming triple net lease
contracts), to which S&P applies an 8.05% capitalization rate.
Simulated default assumptions:
-- Simulated year of default: 2024
-- Going-concern valuation: $4.7 billion
-- EBITDA at emergence: $946 million
-- EBITDA multiple: 5.0x
Real estate valuation:
Implied rent income: $586 million
Capitalization rate: 8.05%
Simplified waterfall:
-- Net enterprise value (after administrative costs): About $11.0
billion
-- Less: Priority Claims (ABL revolver outstanding and mortgage
debt): $1.9 billion
-- Less: Preferred Shares: $1.8 billion
-- Net available to ACI unsecured notes: $7.3 billion
-- Aggregate ACI unsecured senior note debt: About $7 billion
-- Other unsecured obligations: $0.5 billion
-- Recovery expectations: Capped at 70%-90%; rounded estimate: 85%
(capped at '2' recovery rating)
-- No net residual value available to Safeway and NALP unsecured
senior notes
-- Aggregate principal outstanding at Safeway and NALP: About $1
billion
-- Recovery expectations (Safeway & NALP notes): 0%-10%; rounded
estimate: 0% ('6' Recovery Rating)
ALEXANDER D. BEAVER: Proposes Katahdin Online Auction of Tractor
----------------------------------------------------------------
Alexander D. Beaver asks the U.S. Bankruptcy Court for the District
of Maine to authorize the online sale of his 2005 Western Star,
Model 4954, Cab and Chassis, VIN 5KJJAECK95PU92542.
Included in the property of the Debtor's estate is the Tractor,
which he does not require for the continued operation of his
business. The Tractor was owned pre-petition by Dirt Direct, LLC,
the business entity under which Debtor operated his business.
Pre-petition, Debtor transferred all of Dirt Direct's assets to the
Debtor in consideration for the Debtor assuming all of its debts.
Katahdin Trust Co. is first priority secured creditor with a lien
on the title to the Tractor. Its secured claims, as noted in Proof
of Claims #5 and #8, exceed $23,000.
The Debtor's Plan of Reorganization dated June 22, 2020, provides
for the satisfaction of these two aforementioned secured claims of
Katahdin, in whole and/or in part, through the sale of the
Tractor.
The Court previously authorized the sale of the Tractor to Simond,
of Lewiston, Maine, in its Order dated June 9, 2020.
Unfortunately, the sale of the Tractor to Simond fell through and
cannot be completed, a result that requires the Debtor to find a
new buyer for the Tractor.
The Court previously granted Katahdin relief from the automatic
stay pursuant to Code section 362, to which the Debtor consented,
to allow Katahdin to sell the Debtor's 2000 Morbark 1050 Tub
Grinder, Serial No. 5654362. The Tub Grinder is scheduled to be
sold in a timed online auction to be held by Keenan Auction Co.
from 9:00 a.m. on July 19, 2020 through 1:00 p.m. on Aug. 13, 2020.
The Debtor and Katahdin have agreed to have Keenan also sell the
Tractor in the same timed online auction as the Tub Grinder.
Katahdin consents to the sale of the Tractor via timed online
auction, free and clear of any liens, claims and encumbrances,
under their terms and conditions, with the deduction of any broker
commissions or other costs of sale.
Proceeds of the sale will be turned over to Katahdin to pay in full
Proof of Claim #8, and partially pay off Proof of Claim #5.
Katahdin is adequately protected because its liens will attach to
the full proceeds of sale in the same amount and order of priority
as they attached to the property.
The Debtor will not receive any funds from the sale. Through his
counsel, the Debtor has provided the U.S. Trustee and Subchapter V
Trustee with a true and accurate copy of the Motion prior to
filing. Both the U.S. Trustee and Subchapter V Trustee consent to
the sale.
Alexander D. Beaver sought Chapter 11 protection (Bankr. D. Maine
Case No. 20-20111) on March 23, 2020. The Debtor tapped James
Molleur, Esq., as counsel.
ALLEGIANT TRAVEL: Egan-Jones Lowers Sr. Unsecured Ratings to B-
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Allegiant Travel Company to B- from B.
Headquartered in Las Vegas, Nevada, Allegiant Travel Company
operates as a leisure travel company.
AMC ENTERTAINMENT: Cuts $553M of Debt in Silver Lake Deal
---------------------------------------------------------
AMC Entertainment Holdings, Inc. (NYSE: AMC) announced that on July
31, it successfully completed a complex restructuring of
approximately $2.6 billion of its debt on terms as previously
disclosed. Holders of more than 87% of Senior Subordinated Notes
participated in an exchange into new notes, and all of Silver
Lake's convertible notes were also restructured. As part of the
transactions, an ad hoc group of the Noteholders and Silver Lake
provided AMC with additional liquidity as well.
As a result of these actions, AMC's debt load has been reduced by
$553 million and the Company will get some $355 to $415 million of
cash and other liquidity improvements over the coming 12 to 18
months after deducting transaction costs. Also as part of these
transactions, the Company issued 5 million new shares to some
former holders of its Senior Subordinated Notes, now holders of the
new exchanged notes.
Commenting on this development, AMC CEO and President Adam Aron
said, "This consensual restructuring of our debt and enhancement of
our liquidity are extraordinarily important transactions for AMC.
We have substantially increased our cash reserves, and improved our
liquidity in other ways to extend our financial runway into 2021.
This will greatly help AMC, a proud 100 year old company, to get
through this period of unprecedented theatre closures caused by the
coronavirus. In addition, the debt exchange reduces our debt by
more than $550 million and extends our debt maturities to 2026. Now
we can focus solely on the all-important task of opening our
theatres in the U.S., Europe and the Middle East safely and
responsibly, allowing us once again to welcome moviegoers back to
our big screens at AMC. As it is said when things get going in the
world of movies: lights, camera, action!"
Moelis & Company LLC acted as dealer manager for the exchange offer
and as AMC's financial advisor with respect to the other
transactions, and Weil, Gotshal & Manges LLP served as AMC's
attorneys for these efforts.
About AMC Entertainment
AMC Entertainment Holdings, Inc. -- http://www.amctheatres.com/--
is the largest movie exhibition company in the United States, the
largest in Europe and the largest throughout the world with
approximately 1,000 theatres and 11,000 screens across the globe.
AMC has propelled innovation in the exhibition industry by:
deploying its Signature power-recliner seats; delivering enhanced
food and beverage choices; generating greater guest engagement
through its loyalty and subscription programs, web site and mobile
apps; offering premium large format experiences and playing a wide
variety of content including the latest Hollywood releases and
independent programming. AMC operates among the most productive
theatres in the United States' top markets, having the #1 or #2
market share positions in 21 of the 25 largest metropolitan areas
of the United States. AMC is also #1 or #2 in market share in 9 of
the 15 countries it serves in North America, Europe and the Middle
East.
AMERICANN INC: Incurs $489K Net Loss in Third Quarter
-----------------------------------------------------
Americann, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q, disclosing a net loss of
$489,479 on $146,569 of total revenues for the three months ended
June 30, 2020, compared to a net loss of $556,245 on $0 of total
revenues for the three months ended June 30, 2019.
For the nine months ended June 30, 2020, the Company reported net
income of $108,422 on $215,950 of total revenues compared to a net
loss of $1.65 million on $0 of total revenues for the same period
last year.
As of June 30, 2020, the Company had $14.86 million in total
assets, $8.48 million in total liabilities, and $6.38 million in
total stockholders' equity.
The Company believes that the COVID- 19 pandemic has had certain
impacts on its business, but management does not believe there has
been a material long-term impact from the effects of the pandemic
on the Company's business and operations, results of operations,
financial condition, cash flows, liquidity or capital and financial
resources.
The Company has established policies to monitor the pandemic and
has taken a number of actions to protect its employees, including
restricting travel, encouraging quarantine and isolation when
warranted, and directing most of its employees to work from home.
The Company's Joint Venture partner recently commenced operations
at AmeriCann's Massachusetts Cannabis Center in Freetown, MA. The
initial phase of the development, Building 1, is a 30,000-square
foot state-of-the-art cultivation and processing facility, 100
percent of which is occupied by Bask, Inc., an existing
Massachusetts licensed vertically integrated cannabis operator.
Building 1 is an operating, licensed medical cannabis cultivation
and processing facility, which supports Bask’s medical
dispensary, home delivery service, and wholesale partners.
In an effort to mitigate the COVID- 19 pandemic Massachusetts
implemented a "Stay at Home Advisory." The advisory commenced
March 24, 2020 and concluded May 25, 2020. Massachusetts Governor
Baker deemed medical cannabis businesses as an essential service
and, therefore, Building 1 has continued to operate in a standard
manner without interruption, while management implemented
guidelines from the CDC and Massachusetts. Adult use recreational
sales of cannabis are once again legal in Massachusetts.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/y4235obv
About Americann
Headquartered in Denver, Colorado, AmeriCann is a specialized
cannabis company that is developing cultivation, processing and
manufacturing facilities. AmeriCann uses greenhouse technology
which is superior to the current industry standard of growing
cannabis in warehouse facilities under artificial lights.
AmeriCann is designing GMP Certified cannabis extraction and
product manufacturing infrastructure. Through a wholly-owned
subsidiary, AmeriCann Brands, Inc., the Company intends to secure
licenses to produce cannabis infused products including beverages,
edibles, topicals, vape cartridges and concentrates. AmeriCann
Brands, Inc. plans to operate a Marijuana Product Manufacturing
business at MMCC with over 40,000 square feet of state-of-the art
extraction and product manufacturing infrastructure.
Americann reported a net loss of $4.90 million for the year ended
Sept. 30, 2019, compared to a net loss of $4.43 million for the
year ended Sept. 30, 2018. As of Dec. 31, 2019, Americann had
$17.06 million in total assets, $9.82 million in total liabilities,
and $7.24 million in total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Jan. 14, 2020, citing that the Company has suffered recurring
losses from operations and has an accumulated deficit that raises
substantial doubt about its ability to continue as a going concern.
AMKOR TECHNOLOGY: Egan-Jones Hikes Unsecured Debt Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Amkor Technology Incorporated to BB+ from BB-.
Headquartered in Tempe, Arizona, Amkor Technology, Incorporated
provides semiconductor packaging and test services.
AND INK 1: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: And Ink 1, LLC
1612 Downtown West Blvd
Knoxville, TN 37919
Business Description: And Ink 1, LLC is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
The Company is the owner of fee simple title
to a medical building and office located at
1612 Downtown West Blvd Knoxville, TN 37919
valued at $1.86 million.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Eastern District of Tennessee
Case No.: 20-31904
Debtor's Counsel: Lynn Tarpy, Esq.
TARPY, COX, FLEISHMAN & LEVEILLE, PLLC
1111 N Northshore Dr
Suite N-290
Knoxville, TN 37919
Tel: (865) 588-1096
Email: ltarpy@tcflattorneys.com
Total Assets: $1,867,500
Total Liabilities: $1,903,749
The petition was signed by Fran Incandela, member.
A copy of the petition is available for free at PacerMonitor.com
at:
https://tinyurl.com/yy6wx3eo
APC AUTOMOTIVE: Court Approves Bankruptcy Plan
----------------------------------------------
Alex Wolf of Bloomberg News reports that the APC Automotive
Technologies received court approval of a pre-arranged bankruptcy
plan designed to shave more than $292 million from the
manufacturer's balance sheet.
The Littleton, Colo.-based auto parts maker will hand ownership of
the company to its term loan lenders under a Chapter 11 plan
approved during a telephonic hearing at the U.S. Bankruptcy Court
for the District of Delaware.
The debt reduction plan, agreed to before the company filed for
bankruptcy last month with about $430 million in funded debt,
received 100% support from term loan creditors.
About APC Automotive
APC Automotive Technologies Intermediate Holdings, LLC and its
affiliates are aftermarket suppliers of brake, chassis, exhaust,
and emissions parts for passenger vehicles, trucks, and commercial
vehicles. They were formed through the merger of AP Exhaust and
Centric in 2017.
On June 3, 2020, APC Automotive Technologies and its 13 affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
20-11466).
Templar Energy was estimated to have $100 million to $500 million
in assets and $500 million to $1 billion in liabilities.
Debtors have tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel; Klehr Harrison
Harvey Branzburg LLP as local bankruptcy counsel; Jefferies Group,
LLC as financial advisor; Weinsweigadvisors, LLC as restructuring
advisor; Ernst & Young LLP as tax advisor; and Bankruptcy
Management Solutions, Inc. as notice, claims and balloting agentand
as administrative advisor.
ARANDELL HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Arandell Holdings, Inc.
N82 W13118 Leon Road
Menomonee Falls, WI 53051
Business Description: Arandell -- https://arandell.com -- is a
commercial printing company that is
located in Menomonee Falls, Wisconsin.
The Company's largest customers are blue
chip major retailers and recognized
brands using direct mail catalogs to
promote both in-store and e-commerce
sales. Arandell's products and
services include the production and
delivery of higher-end catalogs and
other promotional products along with
related data analytics services
supporting the needs of marketers.
Chapter 11 Petition Date: August 13, 2020
Court: United States Bankruptcy Court
District of Delaware
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Arandell Holdings, Inc. (Lead Debtor) 20-11941
Arandell Corporation 20-11942
Arandell Kentucky, LLC 20-11943
Judge: Hon. John T. Dorsey
Debtors'
Principal
Bankruptcy
Counsel: James D. Sweet, Esq.
Michael P. Richman, Esq.
Virginia E. George, Esq.
Elizabeth L. Eddy, Esq.
STEINHILBER SWANSON LLP
122 W. Washington Ave., Suite 850
Madison, Wisconsin 53703
Tel: (608) 630-8990
Fax: (608) 630-8991
Email: jsweet@steinhilberswanson.com
mrichman@steinhilberswanson.com
vgeorge@steinhilberswanson.com
eeddy@steinhilberswanson.com
Debtors'
Delaware
Bankruptcy
Counsel: Michael R. Nestor, Esq.
Andrew L. Magaziner, Esq.
Matthew P. Milana, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: mnestor@ycst.com
amagaziner@ycst.com
mmilana@ycst.com
Debtors'
Financial
Advisor: HARNEY PARTNERS
Debtors'
Claims Agent: BMC GROUP, INC.
https://tinyurl.com/y5hsb2d4
Debtors'
Investment
Banker: PROMONTORY POINT CAPITAL
Debtors'
Ordinary
Course
Corporate
Counsel: VON BRIESEN & ROPER S.C.
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Bradley J. Hoffman, president and
CEO.
Copies of the Debtors' petitions are available for free at
PacerMonitor.com at:
https://tinyurl.com/y4g52jdl
https://tinyurl.com/yy4m3lgd
https://tinyurl.com/y5khuwjl
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Graphic Arts Industry Trade-Union $98,600,246
JT Pension Plan Pension
Angela Alvey Fund Administrator Withdrawal
Board of Trustee - Pension Trust Liability
25 Louisiana Ave NW
Washington, DC 20001-2130
Tel: 202-508-6670
Email: aalvey@gciu.org
2. Graphic Communication Trade-Union $76,221,843
Conference Pension
Georges N. Smetana, Withdrawal
administrator International Liability
Brotherhood of Teamsters
Trustees of GCC/IBT Nat'l
Pension Fund
455 Kehoe Blvd,
Ste 101 Carol Stream, IL 60188
Tel: 630-871-7733
Email: gsmetana@gccibtnpf.org
3. U S Small Business PPP Loan $7,765,500
Administration Program
Eric Ness, District Director
Wisconsin District Office
310 West Wisconsin Avenue 580W
Milwaukee, WI 53203
Tel: 414-297-1471
Email: Eric.ness@sba.gov
4. Horizon Paper Co Inc Accounts $5,198,515
Jim Conkling - CFO Payable
Dept. 7119
Carol Stream, IL 60122-7119
Tel: 203-358-0855 x 112
Email: jconkling@horizonpaper.com
5. Trend Offset Printing Services Guaranty- $1,950,730
3791 Catalina Street primary
Los Alamitos, CA 90720 obligor
Tel: 562-598-2446 (KY Acquisition)
Email: mahmed@trendoffset.com Note-Seller)
6. Hubergroup Inc. Accounts $607,570
Martin Weber - President Payable
Dept CH 16836
Palatine, IL 60055-6836
Tel: 815-929-9293
Email: martin.weber@hubergroup.cpom
7. Progressive Converting Accounts $605,324
Dan Curtin - President Payable
2430 E Glendale Ave
Appleton, WI 54911
Tel: 800-637-7310
Email: danc@pro-con.net
8. Burton & Mayer, Inc. Accounts $570,933
Jennifer Burton-Ziemann - President Payable
4230 N Oakland Ave #290
Milwaukee, WI 53211
Tel: 262-703-9177
Email: jennyz@burtonmayer.com
9. LSC Communications Accounts $403,331
Dan Pevonka - VP Client Payable
Financial Serv
PO Box 932987
Cleveland, OH 44193
Tel: 630-821-3108
Email: dan.pevonka@lsccom.com
10. Midland Paper Company Accounts $352,635
Ralph Deletto - CFO Payable
135 S Lasalle St, Dept 1140
Chicago, IL 60674-0001
Tel: 847-777-2745
Email: ralph.deletto@midlandpaper.com
11. Pinwheel Logistics Inc Accounts $303,668
Johnny Kwiatkowski - President Payable
PO Box 610028
Dallas, TX 75261-0028
Tel: 773-676-9721 x201
Email: johnny@pinwheellogistics.com
12. Continental Web Press Accounts $300,605
Attn: John Lavorini Payable
1430 Industrial Dr
Ken Field - President
Itasca, IL 60143
Tel: 630-7773-1903
Email: kfield@continentialweb.com
13. Fairmont Logistics Accounts $250,724
Carlos Nistal - Controller Payable
9663 Santa Monica Blvd, Ste 1092
Beverly Hills, CA 90210
Tel: 424-228-9019
Email: carlos@fairmontlogistics.com
14. Smyth Accounts $216,493
Cassie Hougdahl - Acct Manager Payable
NW 9556
PO Box 1450
Minneapolis, MN 55485-9556
Tel: 612-230-6012
Email: chougdahl@smythco.com
15. WE Energies Accounts $211,774
Customer Service Payable
PO Box 90001
Milwaukee, WI 53290-0001
Tel: 800-842-4565
Email: Bankruptcy-Notification@we-energies.com
16. Tom Patterson Accounts $200,000
4255 Weeping Willow Lane Payable
Huntingtown, MD 20639
Tel: 202-497-7600
Email: tpatterso22@gmail.com
17. Microsoft Corporation Accounts $163,143
Customer Service Payable
1950 N Stemmons Fwy Ste 5010
LB842467
Dallas, TX 75207
Tel: 800-642-7676
Email: aocap@microsoft.com
18. RRD Response Accounts $156,705
Marketing Solutions Payable
Gayle Sebastian - Senior Analyst
5501 W Grand Ave
Chicago, IL 60639-2909
Tel: 630-322-6892
Email: gayle.a.sebastian@rrd.com
19. Trend AT LLC Accounts $153,123
Andres Toro - President Payable
2627 S Bayshore Dr #3102
Miami, FL 33133
Tel: 305-965-9312
Email: atoro@trendatcorp.com
20. United Mailing Services Accounts $134,652
Mark Kolb - VP Payable
3625 N 126th St
Brookfield, WI 53005
Tel: 262-783-7868
Email: mkobl@unitedmailingservices.com
ASBURY AUTOMOTIVE: Egan-Jones Hikes Commercial Paper Ratings to B
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, upgraded the foreign
currency and local currency commercial paper ratings on debt issued
by Asbury Automotive Group Inc. to B from C.
Headquartered in Duluth, Georgia, Asbury Automotive Group, Inc.
operates as an automotive retailer operating franchises and
dealership locations in the United States.
ASTOR EB-5 LLC: Hotel Astor in Miami Beach Retursn to Chapter 11
----------------------------------------------------------------
Brian Bandell, writing for South Florida Business Journal, reports
that the operator of the Hotel Astor, Astor EB-5 LLC, on South
Beach filed for Chapter 11 bankruptcy protection for a second time
after the Covid-19 pandemic derailed its previous plan to exit
bankruptcy.
Astor EB-5 LLC holds the land lease for the 40-room,
23,047-square-foot hotel at 956 Washington Ave. and operates the
business. It filed for Chapter 11 reorganization in U.S. Bankruptcy
Court in Miami on June 17 to stay an eviction lawsuit from 1651
Astor LLC, which owns the 14,900-square-foot lot the hotel sits
on.
Attorney Joel M. Aresty, who represents Astor EB-5 LLC in the
bankruptcy, said a deal to sell the hotel for $10.7 million fell
through because of the pandemic's impact on the economy.
The goal of the case is either to reorganize and run the hotel, or
sell it, said Ricardo Corona, another attorney representing the
debtor.
"Whoever buys it now will probably get a discount on it," he said.
Manuel Ferreria signed the Chapter 11 petition as managing member
of the company. Astor EB-5 LLC was funded by $9 million from the
EB-5 visa program for foreign investors.
The debtor originally filed Chapter 11 in November 2018 to stay the
eviction lawsuit from 1651 Astor LLC. At the time, it owed a $4.5
million leasehold mortgage to Astor EB5 Funding.
In September 2019, a bankruptcy settlement was approved. Astor EB-5
LLC cured the default on its land lease and started making
payments. It also reached a deal with its mortgage lender.
Then, the Covid-19 pandemic hit South Florida in March and resulted
in Miami-Dade County government orders to close all hotels. While
they are now allowed to reopen, tourism is at a small fraction of
normal levels.
In its June 12 motion to reopen the Chapter 11 process, Astor EB-5
LLC said the unforeseen circumstances of the pandemic caused it to
close and be unable to meet its obligations to its landlord and
lender. It allegedly owes $80,000 in rent and $480,000 legal fees
to the landlord, plus a $3.6 million mortgage.
The landlord, 1651 Astor LLC, was seeking a judgment at a June 18
hearing in Miami-Dade County Circuit Court, but the new Chapter 11
case put the county proceedings on hold. Attorney Brian G. Rich,
who represents the landlord, said it was moving forward to enforce
the lease, but is sympathetic to the impact the pandemic has had on
hotels and is willing to see how the bankruptcy process plays out.
Astor EB-5 LLC said in its motion to reopen the case that it has
paid over $1.3 million in repairs and debt payments for Hotel Astor
since filing the initial Chapter 11 petition in 2018.
About Astor EB-5 LLC
Astor EB-5, LLC is a Florida limited liability company that
operates Hotel Astor, in Miami, Florida. Located a few blocks from
the beach, this art deco boutique hotel with original 1930s
terrazzo floors offers modern rooms, private terraces with
courtyard, and on-site pools, among other amenities.
Based in Miami, Florida, Astor EB-5 filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 18-24170) on November 14, 2018. In
the petition signed by David J. Hart, manager, the Debtor was
estimated to have $1 million to $10 million in both assets and
liabilities. The Hon. Jay A. Cristol presided over the case. Paul
L. Orshan, Esq., at Orshan, P.A., served as bankruptcy counsel to
the Debtor.
Astor EB-5 sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 20-16595) on June 17, 2020. At the
time of the filing, the Debtor Was estimated to have assets of $10
million to $50 million and liabilities of $1 million to $10
million. Judge A. Jay Cristol oversees the case. Joel M. Aresty,
P.A. is the Debtor's bankruptcy counsel in the present case.
AT HOME HOLDING III: Moody's Ups CFR to B3 & Rates Sec. Notes Caa1
------------------------------------------------------------------
Moody's Investors Service upgraded At Home Holding III Inc.'s
corporate family rating to B3 from Caa1 and probability of default
rating to B3-PD from Caa1-PD. Concurrently, Moody's assigned a Caa1
rating to the company's proposed senior secured notes. The
speculative-grade liquidity rating was upgraded to SGL-2 from SGL-3
and the ratings outlook was changed to stable from negative.
"At Home's strong performance coming out of coronavirus-related
shut downs and its curtailed capital spending on store expansion
have improved liquidity," said Moody's senior analyst and Vice
President Raya Sokolyanska. "While consumer spending on home goods
will retreat to more normalized levels, Moody's expects At Home to
continue gaining share as a value price point retailer, which will
support results going forward," added Sokolyanska.
Proceeds from the proposed $250 million notes due 2025 and revolver
borrowings will be used to refinance the company's existing senior
secured term loan due 2022 ($332 million outstanding amount) and
pay for transaction expenses.
The CFR and PDR upgrades reflect the company's significant revenue
and earnings growth in Q2 fiscal 2021 and Moody's expectations for
stable to modestly lower operating performance over the near term.
The SGL upgrade to SGL-2 from SGL-3 incorporates the lack of
near-term maturities following the proposed refinancing
transaction, as well as Moody's expectations for good revolver
availability and lower capital spending, which will result in
positive free cash flow over the next 12-18 months.
Moody's took the following rating actions for At Home Holding III
Inc.:
- Corporate family rating, upgraded to B3 from Caa1
- Probability of default rating, upgraded to B3-PD from Caa1-PD
- Proposed senior secured notes due 2025, assigned Caa1 (LGD4)
- Speculative grade liquidity rating, upgraded to SGL-2 from
SGL-3
- Outlook, changed to stable from negative
The ratings on the existing term loan will be withdrawn upon close
of the transaction.
RATINGS RATIONALE
At Home's B3 CFR is constrained by its high lease-adjusted
leverage, modest scale, and operations in the discretionary and
highly competitive home decor segment. The rating incorporates
Moody's expectations that as consumer spending returns to more
normalized patterns, At Home's earnings may decline from LTM
levels. This will result in leverage increasing to 5.5 times from
an estimated 5 times (pro-forma LTM Q2 FY 2021) and EBIT/interest
expense declining to 1.5 times from 1.8 times.
In addition, as a retailer, At Home needs to make ongoing
investments in its brand and infrastructure, as well as in social
and environmental drivers including responsible sourcing, product
and supply sustainability, privacy and data protection.
At the same time, the rating is supported by Moody's expectations
for good liquidity over the next 12-18 months as a result of
continued solid performance, reduced capital expenditures and the
extension of its debt maturities. The credit profile also benefits
from the company's moderate funded leverage and differentiated home
decor "fast fashion" value proposition.
Moody's positively views the company's accelerated implementation
of buy-online/pick-up in store and curbside pick-up capabilities
during the pandemic-driven store shutdowns, which both demonstrates
solid execution and improves omni-channel growth prospects. The
rating also reflects governance considerations, specifically the
company's increased focus on cash generation and deleveraging.
The stable outlook reflects Moody's expectations for solid
operating performance and adequate liquidity over the next 12-18
months.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if operating performance declines
or liquidity deteriorates for any reason, including constrained
revolver availability. Quantitatively, the ratings could be
downgraded if Moody's-adjusted EBIT/interest expense is expected to
fall below 1 time.
An upgrade would require consistent comparable sales growth and
solid margins, as well as continued good liquidity, including
positive free cash flow generation. Quantitatively, the ratings
could be upgraded if Moody's-adjusted debt/EBITDA is sustained
below 6.0 times and EBIT/interest expense is sustained above 1.5
times.
At Home Holding III Inc., an indirect wholly owned subsidiary of At
Home Group Inc., operated 219 home decor and home improvement
retail stores and generated about $1.4 billion of revenue for the
last twelve months ended July 25, 2020. The company is publicly
traded since 2016, and funds affiliated with the company's former
private equity sponsor AEA Investors LP owns approximately 16.55%
of outstanding common stock.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
AUXILIUS HEAVY: Gets Approval to Hire Forensic Accountant
---------------------------------------------------------
Auxilius Heavy Industries, LLC, received approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to hire
Richey, Mills & Associates, LLP as its forensic accountant.
The firm will provide these services:
1. investigate the financial history of and bookkeeping for
Debtor and create an analysis of potential areas of recovery for
the estate;
2. support such analysis by appropriate documentation so the
estate can recover any applicable insurance benefit;
3. assist Debtor in pursuing recovery of any amounts found to
be due to the estate as a result of the investigation it is
conducting; and
4. perform other forensic accountanting services for Debtor.
The services will be provided mainly by Stan Mills, a partner at
Richey Mills.
The firm's standard hourly rates are as follows:
Kenneth Wolff $350
Stan Mills $250
Daniel Bowser $250
Mike Cobb $175
David Sullivan $150
Sandy Clidence $140
Taisha Haywood $100
Amanda Martin $100
In the event of a successful recovery for the estate, Richey Mills
will reduce its fees by 50 percent and will receive a fee equal to
25 percent of such recovery.
Richey Mills neither represents nor holds any interest adverse to
the matters upon which the firm is to be employed, according to
court filings.
The firm can be reached through:
Stan Mills
Richey, Mills & Associates, LLP
3815 River Crossing Parkway, Suite 170
Indianapolis, IN 46240
Phone: 317-713-7546
Email: smills@rmaadvisors.com
About Auxilius Heavy
Based in Carmel, Indiana, Auxilius Heavy Industries, LLC is a
privately held company that operates in the wind industry. The
company offers wind turbine services, including blade inspections
and repairs, end of warranty inspections, turbine cleaning, and
supplemental manning. The company serves wind farms located in the
following states: California, Colorado, Illinois, Indiana, Iowa,
Michigan, Nebraska, New Mexico, Texas, and Pennsylvania. It also
has offices located in Los Angeles, CA; Bradfod, Illinois, and
Fowler, Indiana.
The company filed for chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 20-01963) on March 26, 2020, with total assets of
$639,911 and total liabilities of $2,025,877. The petition was
signed by Michael Kidwel, president.
The Hon. James M. Carr presides over the case.
The Debtor tapped KC Cohen, Lawyer, PC as its legal counsel and
Sanders Tax Service as its accountant. Ken Wolff and Stan Mills of
Richey, Mills & Associates, LLP serve as the Debtor's financial
advisor and forensic accountant.
BANKERS ASSURANCE: A.M. Best Lowers Finc'l. Strength Rating to C++
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AM Best has downgraded the Financial Strength Rating to C++
(Marginal) from B (Fair) and the Long-Term Issuer Credit Rating to
"b+" from "bb" of Bankers Assurance S.A.L. (Bankers) (Lebanon). The
Credit Ratings (ratings) are under review with negative
implications. Concurrently, the ratings have been withdrawn at the
company's request to no longer participate in AM Best's interactive
rating process.
The ratings reflect Bankers' balance sheet strength, which AM Best
categorizes as adequate, as well as its strong operating
performance, limited business profile, and marginal enterprise risk
management.
The rating downgrades reflect a further weakening of economic,
political, and financial conditions in Lebanon and the consequent
deterioration in Bankers' balance sheet strength. In addition, AM
Best has revised its assessment of Bankers' enterprise risk
management to marginal from appropriate, due to the impact of
conditions in Lebanon on the company's risk profile and the
difficulties it faces in managing an increasingly challenging
operating environment.
In AM Best's view, economic, political, and financial system risk
in Lebanon, which was already elevated, has risen following the
devastating explosion in the port of Beirut on Aug. 4, 2020, and
the subsequent protests and resignation of the government. Through
2020, political uncertainty in Lebanon has increased and economic
and financial conditions have deteriorated, compounded by the
country's default on its USD 1.2 billion Eurobond in March 2020 and
by the global spread of the COVID-19 pandemic. The significant
weakening of the local banking sector, which is in need of
substantial recapitalization, has amplified cash flow constraints
in the economy.
Bankers have significant exposure to Lebanon, where it sources all
of its business and holds a large majority of its assets. In
particular, the company's investment portfolio has material
exposure to the domestic banking sector through holdings of
corporate bonds and cash and bank deposits. The risk associated
with these assets has increased following the worsening of
Lebanon's economic situation.
The ratings are under review with negative implications, due to the
potential for ongoing country risk pressures to lead to further
deterioration in the company's balance sheet strength over the near
term.
BEASLY BROADCAST: Incurs $18.2 Million Net Loss in Second Quarter
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Beasley Broadcast Group, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $18.17 million on $30.38 million of net revenue for
the three months ended June 30, 2020, compared to net income of
$4.27 million on $65.66 million of net revenue for the three months
ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $27.11 million on $88.03 million of net revenue compared to
net income of $5.62 million on $123.35 million of net revenue for
the six months ended June 30, 2019.
As of June 30, 2020, the Company had $734.66 million in total
assets, $477.60 million in total liabilities, and $257.06 million
in total equity.
Beasley Broadcast said, "Our primary sources of liquidity are
internally generated cash flow and our revolving credit facility.
Our primary liquidity needs have been, and for the next twelve
months and thereafter, are expected to continue to be, for working
capital, debt service, and other general corporate purposes,
including capital expenditures and radio station acquisitions.
Historically, our capital expenditures have not been significant.
In addition to property and equipment associated with radio station
acquisitions, our capital expenditures have generally been, and are
expected to continue to be, related to the maintenance of our
office and studio space, the maintenance of our radio towers and
equipment, and digital products and information technology. We
have also purchased or constructed office and studio space in some
of our markets to facilitate the consolidation of our operations.
"In response to the COVID-19 pandemic, our board of directors has
suspended future quarterly dividend payments until it is determined
that resumption of dividend payments is in the best interest of the
Company's stockholders. In addition ... the Amendment to our
credit agreement limits us from paying dividends until certain
leverage-based milestones have been achieved."
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/y5ja87dz
About Beasley Broadcast Group
Beasley Broadcast Group, Inc. -- http://www.bbgi.com/-- owns and
operates 64 stations (47 FM and 17 AM) in 15 large- and mid-size
markets in the United States. Approximately 19 million consumers
listen to Beasley radio stations weekly over-the-air, online and
on
smartphones and tablets, and millions regularly engage with the
Company's brands and personalities through digital platforms such
as Facebook, Twitter, text, apps and email. Beasley recently
acquired a majority interest in the Overwatch League's Houston
Outlaws esports team and owns BeasleyXP, a national esports content
hub.
* * *
As reported by the TCR on April 30, 2020, S&P Global Ratings
lowered the issuer credit rating on Beasley Broadcast Group Inc. to
'CCC+' from 'B'. "The negative outlook reflects our view that
Beasley will need to obtain a waiver from its lenders to avoid
breaching its covenants in 2020 as economic weakness from the
COVID-19 outbreak reduces advertising revenue and elevates
leverage. It also reflects our expectation that the company will
face elevated refinancing risks over the next two to three years,"
S&P said.
BENCHMARK ELECTRONICS: Egan-Jones Cuts Sr. Unsec. Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Benchmark Electronics Inc. to BB+ from BBB-.
Headquartered in Tempe, Arizona, Benchmark Electronics, Inc.
provides contract electronics manufacturing and design services.
BILLINGS LODGE: Gets Approval to Hire Felt Martin as Legal Counsel
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Billings Lodge, No. 394, Benevolent and Protective Order of Elks of
United States of America, Inc. received approval from the U.S.
Bankruptcy Court for the District of Montana to hire Felt Martin PC
as its legal counsel.
The firm's services will include a review of Debtor's financial
documents, statements and contracts; the preparation of bankruptcy
schedules, pleadings and plan of reorganization; and representation
of Debtor throughout the course of its Chapter 11 bankruptcy.
The firm will be paid at hourly rates as follows:
Jeff Hunnes $325 per hour
Martin Smith $300 per hour
Lynsey Ross $225 per hour
Joe Soueidi $225 per hour
Legal Assistants $130 per hour
Felt Martin received a $50,000 retainer from Debtor. The firm has
voluntarily agreed to waive its pre-bankruptcy attorneys' fees in
the sum of $705.25.
Martin Smith, Esq., a partner at Felt Martin, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin S. Smith, Esq.
Lynsey Ross, Esq.
Felt Martin, P.C.
2825 Third Avenue North, Ste 100
Billings, MT 59101
Telephone: (406) 248-7646
Email: msmith@feltmartinlaw.com
lross@feltmartinlaw.com
About Billings Lodge No. 394
Billings Lodge, No. 394, Benevolent and Protective Order of Elks of
United States of America, Inc. is a tax-exempt civic and social
organization. Elk Lodge is a Billings, Montana-based fraternal
organization that hosts various civic events and social gatherings
like wedding receptions, meetings, and other functions.
Billings Lodge filed a voluntary Chapter 11 bankruptcy petition
(Bankr. D. Mon. Case No. 20-10110) on June 5, 2020. The petition
was signed by Jeffery R. Isom, exalted ruler.
At the time of the filing, Debtor disclosed assets of between $1
million and $10 million and liabilities of the same range.
Debtor has tapped Felt Martin PC as counsel; Heidi Giem of
Paigeville Accounting, LLC as accountant; and David Goodridge with
Real Estate by Hamwey as its real estate broker.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on July 23, 2020.
BLACK KNIGHT: S&P Affirms 'BB' ICR After Optimal Blue Acquisition
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S&P Global Ratings affirmed its 'BB' issuer credit rating on Black
Knight Inc. (BKI) and its 'BB+' issue-level rating on the company's
senior secured credit facilities after the company announced its
acquisition of Optimal Blue, a provider of secondary market
solutions and actionable data services, for $1.8 billion. S&P's
'2' recovery rating on the senior secured facilities remains
unchanged.
BKI will combine its Compass Analytics business with Optimal Blue
to form a new entity and sell minority interests of roughly 20% in
the new entity to both Cannae Holdings Inc. (Cannae) and Thomas H.
Lee Partners L.P. (THL). It will issue $750 million of new senior
unsecured notes, borrow $400 million from its revolving credit
facility, and use $580 million of Cannae/THL equity to fund its
purchase of Optimal Blue. S&P assigned its 'B+' issue-level rating
and '6' recovery rating to the company's new senior unsecured
notes.
S&P viewed the acquisition as a good strategic fit for BKI's
software solutions business and seed potential for it to cross sell
its Empower loan origination system (LOS) to Optimal Blue's
existing client base.
"The acquisition will improve BKI's competitive positioning by
adding Optimal Blue's product pricing and eligibility engine (PPE)
and loan trading technology. We expect the company to benefit from
cross-selling opportunities in its origination business as well as
improved scale and network effects following the transaction
because Optimal Blue has more than 1,000 lenders and 150 investors
using their PPE platform," S&P said.
Roughly half of the current lenders on the platform use Ellie Mae
for their origination needs. Optimal Blue also has large data sets
that could benefit BKI's data and analytics offerings. S&P expects
high growth rates of roughly 20%-30% for Optimal Blue over the next
two years as it continues to win new customers and raise prices,
which will be partially offset by its lower mortgage origination
volumes. S&P believes the EBITDA margins of the newly acquired
business will remain in excess of 50% supported by the predictable
cash flows from its largely subscription-based revenue.
"Leverage will be temporarily elevated above 4x following the
acquisition; however we expect BKI to deleverage over the next 12
months as it integrates the business, realizes cost synergies, and
uses free cash flow to repay its debt," S&P said.
"Under our base-case scenario, we assume the company's S&P
Global-adjusted leverage declines below 4x over the next 12 months
as it realizes a full year of earnings contributions from Optimal
Blue and synergies and reports high growth in its servicing
revenue," the rating agency said.
S&P expects BKI to realize the majority of the cost synergies from
back office consolidation because it will leverage its existing
offshore employee base to support the new business. The rating
agency expects the company to use free cash flow to repay some of
the $400 million outstanding revolver balance pro forma for the
transaction in addition to $63 million in mandatory debt
amortization payments over the next 12 months. S&P forecasts only
modest share repurchases over the next 12 months with no additional
debt-funded acquisitions as the company focuses on deleveraging.
BKI does have an investment in Dun and Bradstreet that was valued
at approximately $1.4 billion on a pre-tax basis at August 10,
2020, which it could monetize and potentially use for future debt
repayment or to fund its Optimal Blue call or investor put payment
in 2023, though S&P has not factored this into itsbase-case
forecast.
"The stable outlook reflects our expectation that BKI will
successfully integrate Optimal Blue and report a strong operating
performance over the next 12 months due to high growth in its
servicing software business and the continued trend toward
outsourcing, including healthy EBITDA margins in the mid-40% area.
Our outlook also incorporates the company's leading and defensible
market position providing software solutions to the mortgage
servicing industry," S&P said.
"We could lower our ratings on BKI over the next 12 months if it
faces integration issues, pursues additional debt-funded
acquisitions, or experiences sustained operating weakness due to
large customer losses or a substantial cyclical downturn in the
mortgage market that causes it to sustain leverage of more than 4x.
We could also consider a downgrade if the company adopted a more
aggressive financial policy by pursuing more related party
investments or a significant increase in share repurchases," the
rating agency said.
S&P doesn't expect to upgrade BKI over the next 12 months. However,
the rating agency would consider an upgrade if the company
increases its scale and revenue diversity (such as by increasing
its percentage of analytical revenue and fees), which would cause
the rating agency to view the company's business or credit measures
more favorably. Alternatively, S&P could upgrade BKI if the rating
agency favorably reassess the company's governance practices.
BLUE RIBBON: Moody's Rates Extended Revolver Facility 'Caa1'
------------------------------------------------------------
Moody's Investors Service assigned a Caa1 to Blue Ribbon, LLC's
secured revolving credit facility following the amendment that
extended its maturity from September 30, 2020 to June 30, 2021.
Other ratings including the Caa1 Corporate Family Rating are
unchanged. The outlook remains negative.
The transaction is credit positive because it provides Blue Ribbon
additional time to execute its de-leveraging plans and pursue a
broader refinancing, but because the nine-month maturity extension
is relatively short the Caa1 CFR and negative outlook are not
affected. The Caa1 rating on the senior secured revolver, which is
the same as the CFR, reflects refinancing risk in the current
volatile environment, high debt to EBITDA leverage, an aggressive
financial policy, particularly with respect to back up liquidity,
and challenges to grow volumes in the core business.
Debt-to-EBITDA leverage, which was approximately 7x as of March
2020 (including Moody's adjustments), will remain high unless the
company executes its plans to deleverage through asset sales later
in the year. The negative outlook reflects the fact that Blue
Ribbon's revolving credit facility is current even following the
maturity extension, with the expiration set for June 30, 2021
following the most recent amendment.
The absence of a revolving credit facility would weaken the
company's liquidity despite good internal cash sources, including
approximately $28 million of cash on hand at the end of June, up
from $15 million at the end of December. The revolver was reduced
in a previous amendment to $36 million from $95 million.
While the revolver is currently undrawn, the company relies on it
for letters of credit supporting its brewing arrangement with
Molson Coors. Also, the revolver is an important alternate
liquidity source in the event of unexpected operating challenges,
which cannot be ruled out given the severe disruptions that are
being caused by the spread of the coronavirus in the US.
It is Moody's understanding the Company plans to refinance its
credit facilities before their maturities. The term loan facility
will mature in November 2021 which will also need to be addressed
in the near term. A longer-term refinancing that addresses these
upcoming maturities and improves liquidity could result in the
stabilization of the outlook.
Blue Ribbon, LLC Rating assigned:
Senior Secured Revolving Credit facility due June 2021 at Caa1
(LGD3)
Outlook remains negative
Moody's withdrew the Caa1 rating on the previous revolver expiring
in September, 2020
RATINGS RATIONALE
Blue Ribbon's Caa1 Corporate Family Rating reflects its near-term
revolver maturity, high financial leverage (Debt to EBITDA at
around 7x range including Moody's adjustments), small scale and its
heavy reliance on its largest brand, Pabst Blue Ribbon, which
accounts for nearly half of sales and has seen slowing revenue
growth and recent volume declines. The company has seen top line
declines for the last several years as it has downsized its hard
soda portfolio and exited the hard cider business.
The company has experienced further volume declines as a result of
Coronavirus pandemic, due to the 20% of its business typically
derived from on-premise channels that were largely shut down for
several months, partly offset by a surge in volume in take home
channels. In the face of these challenges, Blue Ribbon has cut
costs enabling it to preserve cash flow and outperform its original
budget expectations. Still, the ongoing disruption related to the
coronavirus adds uncertainty about the ability of the company to
continue to take pricing to offset volume declines.
Moody's expects that the company will continue to face tough
competition from larger competitors. While operating margins have
improved in recent years, they are still thin relative to larger
beer producers. Blue Ribbon also has more limited geographic
diversity and small scale compared to other beer companies and to
other beverage companies in general. However, its US focus, where
beer production and sales were considered essential in most
markets, gave it an advantage in recent months over companies with
more international footprints.
The rating is supported by its well-known, iconic brands, the
strong market position of its largest brand as one of the most
affordable beers in its category, success of certain recent brand
additions and partnerships, minimal need for working capital and
capital investment, and good free cash flow. Blue Ribbon's
portfolio includes more than 30 active brands that are helping to
revitalize and premium its portfolio. While the beer category has
been in decline in the US for some time, Blue Ribbon has
successfully taken pricing which helps to mitigate the volume
declines.
In November 2018 the company settled its lawsuit with Molson Coors,
extending the length of the co-packing arrangement through 2024. On
January 6, 2020, Blue Ribbon entered into an agreement with Molson
Coors Beverage Company giving it an option to purchase one of that
company's brewing facilities located in Irwindale, California. In
addition, in November 2019, Blue Ribbon announced that it had
reached an agreement to transition its production to City Brewing.
This removed the uncertainty surrounding the phase out of the
Molson Coors relationship.
Environmental, Social and Governance considerations:
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, low oil prices, and high asset price volatility
have created an unprecedented credit shock across a range of
sectors and regions. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety.
Like other alcoholic beverage companies, Blue Ribbon monitors its
social risks closely, including product quality and safety, clean
labeling and messages about alcohol content and responsible
consumption. While the alcoholic beverage industry is subject to
some risk due to health concerns and the impact of drunk driving,
Blue Ribbon and the industry as a whole has made meaningful efforts
to disclose the risks and promote moderate consumption of alcoholic
beverage products.
Blue Ribbon's environmental impact remains low and the associated
risks are limited. Environmental considerations are not a material
factor in the rating.
Blue Ribbon's governance is influenced by its private ownership.
Like other private equity sponsored firms, Blue Ribbon has been
comfortable operating with high financial leverage and recently,
with very limited external alternate liquidity. Moody's views
private equity ownership and the company's aggressive financial
policies as a risk, however management has recently indicated that
it would aim to reduce leverage to 5x or under.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if the company improves its liquidity,
provides visibility into a longer- term operating plan, generates
good and predictable cash flows, successfully executes its growth
strategies to support sustained top line and operating profit
expansion, and reduces leverage. An upgrade would require that
leverage is reduced such that debt to EBITDA (including Moody's
standard adjustments) is below 6.5x.
The rating could be downgraded if the company fails to address
liquidity including its alternate liquidity arrangements, if
operating performance weakens such that EBIT/interest falls below
1x, debt/EBITDA is sustained above 8x, or free cash flow becomes
negative. In addition, leveraged acquisitions, or leveraging
transactions including substantial dividend distributions before
debt/EBITDA declines below 5x, could also lead to a downgrade. The
execution of a distressed exchange could result in a default.
The principal methodology used in this rating was Alcoholic
Beverages Methodology published in February 2020.
Headquartered in San Antonio, TX, Blue Ribbon, LLC (parent company
of Pabst Brewing Company) is one of the largest privately held
independent brewers in the US, though well behind market leaders in
scale, with a portfolio of iconic American beer brands. Major
brands in the company's portfolio include Pabst Blue Ribbon, Lone
Star, Rainier, Old Milwaukee, Colt 45, Schlitz and Not Your
Father's hard sodas. The company also has a long-term arrangement
to market and distribute Tsingtao in the US. The company is owned
by a consortium of private investors. Annual net sales for 2020 are
expected to approach approximately $500 million.
BLUE STAR: Incurs $3.5 Million Net Loss in Second Quarter
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Blue Star Foods Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $3.49 million on $2.86 million of net revenue for the three
months ended June 30, 2020, compared to a net loss of $952,796 on
$7.53 million of net revenue for the three months ended June 30,
2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $4.34 million on $7.44 million of net revenue compared to a
net loss of $2.19 million on $14.04 million of net revenue for the
six months ended June 30, 2019.
As of June 30, 2020, the Company had $10.24 million in total
assets, $12.34 million in total liabilities, and a total
stockholders' deficit of $2.11 million.
For the six months ended June 30, 2020, the Company has an
accumulated deficit of $13,361,143 and working capital deficit of
$4,116,466, with the current liabilities inclusive of $2,910,136 in
stockholder loans that are subordinated to the provider of the
working capital facility, and $165,971 in the current portion of
the lease liability recognition. These circumstances raise
substantial doubt as to the Company's ability to continue as a
going concern. The Company said its ability to continue as a going
concern is dependent upon its ability to increase revenues, execute
on its business plan to acquire complimentary companies, raise
capital, and to continue to sustain adequate working capital to
finance its operations. The failure to achieve the necessary
levels of profitability and cash flows would be detrimental to the
Company. The consolidated financial statements do not include any
adjustments that might be necessary if the Company is unable to
continue as a going concern.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yxcqsc7r
About Blue Star Foods
Blue Star Foods Corp. is a sustainable seafood company that
processes, packages and sells refrigerated pasteurized Blue Crab
meat, and other premium seafood products. Its products are
currently sold in the United States, Mexico, Canada, the Caribbean,
the United Kingdom, France, the Middle East, Singapore and Hong
Kong. The company headquarters is in Miami, Florida (United
States), and its corporate website is:
http://www.bluestarfoods.com/
Blue Star reported a net loss of $5.02 million for the 12 months
ended Dec. 31, 2019, compared to a net loss of $2.28 million for
the 12 months ended Dec. 31, 2018.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
May 29, 2020, citing that the Company has suffered recurring losses
from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going concern.
BOY SCOUTS: Faces 10,000 Abuse Claims From Victims
--------------------------------------------------
Josh Saul, writing for Bloomberg News, reports that the Boy Scouts
of America, which filed for bankruptcy in February, is expected to
face at least 10,000 sex abuse claims in its bankruptcy, a lawyer
representing victims said.
James Stang of the law firm Pachulski Stang Ziehl & Jones LLP, who
represents the tort claimants' committee, provided the latest
number of abuse claims during a court hearing.
The committee previously said it expected over 7,000 cases to be
filed by the Nov. 16 deadline, according to a June court filing.
Bankruptcy court Judge Laurie Selber Silverstein approved a motion
to extend the Scout's exclusive ability to propose a Chapter 11
plan.
About the Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; and
Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
BRINK'S COMPANY: Egan-Jones Cuts Foreign Curr. Unsec. Rating to B+
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by The
Brink's Company to B+ from BB+.
Headquartered in Richmond, Virginia, Brink's Company provides
security services globally.
BROOKS BROTHERS: Gets Zero Interest Rate Bankruptcy Loan
--------------------------------------------------------
Steven Church, writing for Bloomberg News, reports that clothing
retailer Brooks Brothers got competing offers to fund bankruptcy,
lawyer.
Competition to buy retailer Brooks Brothers will allow the company
to fund its reorganization in bankruptcy with an $80 million loan
that carries a zero interest rate and no closing fees.
ABG-BB LLC, a partnership between Authentic Brands Group LLC and
mall landlord Simon Property Group Inc., will provide the loan.
The generous terms reflect competition between that group and WHP
Global, a brand-buying company backed by distressed debt giant
Oaktree Capital Management LP, Garrett Fail, the retailer's lawyer,
said during a court hearing.
About Brooks Brothers Group
Brooks Brothers -- https://www.brooksbrothers.com/ -- is a
clothing retailer with over 1,400 locations in over 45 countries.
While famous for its clothing offerings and related retail
services, Brooks Brothers is known as a lifestyle brand for men,
women, and children, which markets and sells footwear, eyewear,
bags, jewelry, watches, sports articles, games, personal care
items, tableware, fragrances, bedding, linens, food items,
beverages, and more.
Brooks Brothers Group, Inc. is the Debtors' ultimate corporate
parent, which directly or indirectly owns each of the other Debtor
entities.
Brooks Brothers Group, Inc. and 12 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del., Lead Case No. 20-11785) on
July 8, 2020.
In the petitions signed by CRO Stephen Marotta, the Debtors were
estimated to have assets and liabilities of $500 million to $1
billion.
BROOKS BROTHERS: To Proceed With Going Concern Sale to SPARC
------------------------------------------------------------
Sindhu Sundar of WWD reports that Brooks Brothers will be sold to
SPARC Group, the venture between licensing company Authentic Brands
Group and mall operator Simon Property Group.
At a hearing Aug. 14, the Delaware bankruptcy court overseeing the
case approved the deal, in which SPARC said it intends to keep at
least 125 stores open.
Advisers to the retailer, as well as its employees and vendors,
generally lauded the outcome, which will keep the 202-year-old
company in business during despite the COVID-19 pandemic — a
uniquely devastating time for retail.
"The proposed transaction provides $325 million, subject to certain
adjustments, in proceeds for the benefit of the debtors' estates,
the assumption of certain of the debtors' liabilities, the
continued operation of a minimum of 125 Brooks Brothers North
American stores, the preservation of the debtors’ global
operation, the opportunity for thousands of jobs and a long-term
contract counterparty for the debtors' vendors," said Garrett Fail,
partner at Weil Gotshal & Manges LLP, and attorney for Brooks
Brothers, at the hearing.
At the same time, employees, vendors and landlords -- though they
did not object to the sale itself -- raised concerns that the deal
could potentially still leave them in limbo for months. At the
time of its bankruptcy, Brooks Brothers said in court filings that
it had furloughed some 2,900 employees as a result of the pandemic.
Chapter 11 rules generally give bankrupt companies the time and
flexibility to choose which of their existing contracts -- such as
store leases -- that they want to keep or reject. Here, the new
buyers have effectively until December to decide on which of the
125 locations they’re planning to keep, which vendor contracts
they plan to take on and potentially which employees they plan to
rehire.
On Friday, attorneys for employees and the firm's largest unsecured
creditor, Swiss Garments Co., which makes approximately 70 percent
of the suits that are sold in the Brooks Brothers stores, said the
deal leaves their own futures with the brand in question.
Richard Seltzer of Cohen, Weiss and Simon, an attorney for the
Workers United union, which represents hundreds of Brooks Brothers
employees, told the court that the buyers had not committed to hire
any of the employees in the bargaining unit.
"These bargaining unit employees, many of them long term, have
special and unique relationships with customers that are essential
to bringing forth the best of the old Brooks to the new Brooks,"
Seltzer told the court.
"As I said, it's unfortunate that as of now, the buyer, described
as a going concern buyer, has yet to commit to rehire a single
Brooks Brothers employee," he said. "Going concern sales may be
about rejection or assumption of contractual obligations. But they
should not be about the rejection of talented, loyal, experienced
human beings."
An attorney for Swiss Garments Co., which is also on the unsecured
creditors committee, similarly told the court that the company
fears a potentially months-long delay in knowing for sure if it
would continue to be a vendor to the new Brooks Brothers. Having
certainty on that would help them ship their fall and winter
merchandise to Brooks Brothers as soon as possible, said Swiss
Garments' attorney Erika Morabito of Foley & Lardner.
"So many of us are left with a great deal of uncertainty about what
the future holds for them in this case," Morabito told the court.
"And I know that that’s not uncommon in bankruptcy cases, but
there's also a lot of uncertainty, as my colleagues pointed out,
with the deadlines to assume or reject contracts."
"That leaves them in a great deal of uncertainty in terms of
ordering raw materials, manufacturing goods, shipping products,
paying their vendors and suppliers," she added.
Kelley Cornish, partner at Paul Weiss Rifkind Wharton & Garrison
LLP, who represents SPARC Group, said at the hearing the company
would be deciding over "the coming months" which 125 stores it
would be keeping open.
"I would simply say your honor, in response to all of the various
statements that have been put on the record, that we look forward
to closing this transaction very quickly by the end of the month,
and moving forward as expeditiously as possible under the
circumstances," Cornish said.
Advisers for vendors and landlords also argued Friday that they may
not be adequately protected if the sale and debtor-in-possession
financing leave insufficient funds to pay administrative claims,
which is money owed for goods and services provided during the
bankruptcy.
Unlike general unsecured claims, which are payments a bankrupt
company owes from before it filed for bankruptcy and which are not
entitled to full repayment, the bankruptcy code prioritizes
repaying administrative claims. Swiss Garments, for instance, is
owed $5.2 million in general unsecured claims from before the
bankruptcy, but is also owed $500,000 in administrative claims for
products it provided during the bankruptcy.
Bankrupt companies that cannot pay their bills incurred during
their Chapter 11 proceedings risk what is known as administrative
insolvency, which would prevent a final plan from being confirmed,
though it wouldn’t affect a sale that has already been approved.
But in any case, Delaware bankruptcy judge Christopher Sontchi he
was persuaded that the debtors' faced relatively low odds of an
administrative insolvency. Judge Sontchi also signed off on the
final approval for the $80 million in DIP financing in the case,
which was also provided by ABG and Simon.
Brooks Brothers' attorneys told the court that so far, the company
has used $60 million of that sum to run its business and fund the
Chapter 11 proceedings. They said that the remaining $20 million of
DIP facility would give the company enough liquidity to close the
sale to SPARC in the coming weeks.
Judge Sontchi said the terms of the agreement and financing, and
the lending budget presented by the company, showed enough
assurance that the company could pay its administrative expenses
during the case, and particularly so under the strained
circumstances of the pandemic.
"Debtors do not have to be guarantors of administrative solvency,
and secured lenders don't need to be insurers of administrative
solvency," Judge Sontchi said at the hearing. "I think the
particular facts and circumstances of the case matter very much,
and they've never mattered more than in the last six months."
About Brooks Brothers Group
Brooks Brothers -- https://www.brooksbrothers.com/ -- is a
clothing retailer with over 1,400 locations in over 45 countries.
While famous for its clothing offerings and related retail
services, Brooks Brothers is known as a lifestyle brand for men,
women, and children, which markets and sells footwear, eyewear,
bags, jewelry, watches, sports articles, games, personal care
items, tableware, fragrances, bedding, linens, food items,
beverages, and more.
Brooks Brothers Group, Inc. is the Debtors' ultimate corporate
parent, which directly or indirectly owns each of the other Debtor
entities.
Brooks Brothers Group, Inc. and 12 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del., Lead Case No. 20-11785) on
July 8, 2020.
In the petitions signed by CRO Stephen Marotta, the Debtors were
estimated to have assets and liabilities of $500 million to $1
billion.
The Hon. Christopher Sontchi presides over the cases.
Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP
serve as counsel to the Debtors. PJ Solomon, L.P acts as
investment banker; Ankura Consulting Group LLC is the financial
advisor; and Prime Clerk LLC is the claims and noticing agent.
BUNGE LIMITED: Egan-Jones Lowers Senior Unsecured Ratings to BB-
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Bunge Limited to BB- from BB.
Headquartered in White Plains, New York, Bunge Ltd. Bunge Limited
operates as a global agribusiness and food company.
CAMBER ENERGY: Incurs $1.59 Million Net Loss in First Quarter
-------------------------------------------------------------
Camber Energy, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net loss
of $1.59 million on $33,689 of total revenues for the three months
ended June 30, 2020, compared to a net loss of $1.29 million on
$121,351 of total revenues for the three months ended June 30,
2019.
As of June 30, 2020, the Company had $13.91 million in total
assets, $1.71 million in total liabilities, $6 million in temporary
equity, and $6.20 million in total stockholders' equity.
At June 30, 2020, the Company's total current assets of $2.2
million were greater than its total current liabilities of
approximately $1.7 million, resulting in working capital of $0.5
million, while at March 31, 2020, the Company's total current
assets of $1.1 million were less than its total current liabilities
of approximately $2.0 million, resulting in a working capital
deficit of $0.9 million. The increase in working capital of $1.4
million is the result of the sale of the Preferred C Stock shares
in June 2020.
Camber Energy stated, "Recent oil and gas price volatility as a
result of geopolitical conditions and the global COVID-19 pandemic
may have a negative impact on the Company's financial position and
results of operations. Negative impacts could include, but are not
limited to, the Company's inability to sell its oil and gas
production, reduction in the selling price of the Company's oil and
gas, failure of a counterparty to make required payments, possible
disruption of production as a result of worker illness or mandated
production shutdowns or 'stay-at-home' orders, and access to new
capital and financing.
"The factors above raise substantial doubt about the Company's
ability to continue to operate as a going concern for the twelve
months following the issuance of these financial statements. The
Company believes that it may not have sufficient liquidity to meet
its operating costs unless it can raise new funding, which may be
through the sale of debt or equity or unless it closes the Viking
Merger, which is the Company's current plan, which Merger is
anticipated to close in the third or fourth calendar quarters of
2020, and which required closing date is currently September 30,
2020, but can be extended until up to December 31, 2020, pursuant
to certain conditions in the Merger Agreement. There is no
guarantee though that the Viking merger will be completed or other
sources of funding be available. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty."
The Company had no secured debt outstanding as of June 30, 2020.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1309082/000158069520000304/cei-10q_063020.htm
About Camber Energy
Based in Houston, Texas, Camber Energy -- http://www.camber.energy/
-- is primarily engaged in the acquisition, development and sale of
crude oil, natural gas and natural gas liquids from various known
productive geological formations, including from the Hunton
formation in Lincoln, Logan, Payne and Okfuskee Counties, in
central Oklahoma; the Cline shale and upper Wolfberry shale in
Glasscock County, Texas; and Hutchinson County, Texas, in
connection with its Panhandle acquisition which closed in March
2018.
Camber Energy reported a net loss of $3.86 million for the year
ended March 31, 2020, compared to net income of $16.64 million for
the year ended March 31, 2019. As of March 31, 2020, the Company
had $9.69 million in total assets, $2.07 million in total
liabilities, $5 million in temporary equity, and $2.62 million in
total stockholders' equity.
Marcum LLP, in Houston, Texas, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated
June 29, 2020, citing that the Company has incurred significant
losses from operations and had an accumulated deficit as of March
31, 2020 and 2019. These factors raise substantial doubt about its
ability to continue as a going concern.
CAPITAL ASSET: Taps Newman & Newman as Legal Counsel
----------------------------------------------------
Capital Asset Management, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Mississippi to hire
Newman & Newman as its legal counsel.
The firm will provide these services in connection with Debtor's
Chapter 11 case:
a. give legal advice during contract negotiations;
b. evaluate and object to claims of creditors who may assert
security interests in Debtor's assets;
c. appear in, prosecute, or defend suits and proceedings
involving Debtor's bankruptcy estate;
d. represent Debtor in court hearings and prepare legal
papers; and
e. advise Debtor regarding any reorganization plan, which may
be proposed in its bankruptcy case.
The firm's services will be provided mainly by J. Walter Newman IV,
Esq., who will be paid at the rate of $350 per hour. Legal
assistants will paid at the rate of $185 per hour.
Newman & Newman received a retainer of $25,000.
Mr. Newman disclosed in a court filing that he is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Newman holds office at:
J. Walter Newman IV, Esq.
Newman & Newman
387 Highland Colony Parkway
Ridgeland, MS 39157
Telephone: (601) 948-0586
Email: wnewman95@msn.com
About Capital Asset Management
Capital Asset Management, LLC, a full service financial services
firm, sought protection under the Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Miss. Case No. 20-12204) on June 29, 2020. Konie D.
Minga, Debtor's manager, signed the petition.
At the time of the filing, Debtor had estimated assets of between
$10 million and $50 million and liabilities of between $50 million
and $100 million.
Judge Selene D. Maddox oversees the case.
J. Walter Newman IV, Esq., at Newman & Newman, is Debtor's legal
counsel.
CASCADE ACQUISITION: Hires Coleman Talley as Special Counsel
------------------------------------------------------------
Cascade Acquisition Partners LLC received approval from the U.S.
Bankruptcy Code for the Northern District of Georgia to hire
Coleman Talley, LLP as its special counsel.
Coleman Talley will assist Debtor in litigating a lawsuit initiated
pre-petition with Atlanta Rugby Foundation, Inc. (ARF). The
bankruptcy court has granted ARF lift of stay to continue to
litigate in Superior Court of Cobb County. The outcome of this
litigation involves Georgia law that Coleman Talley has extensive
experience litigating. Coleman Talley has been counsel on the ARF
matter since the initiation of the litigation.
Coleman Talley attorneys who will be handling the case have present
rates of $260 per hour.
Edward Preston, Esq., partner at Coleman Talley, assures the court
that he and his firm neither hold nor represent any interest
adverse to the Debtor or its estate.
The firm can be reached through:
Edward Preston, Esq.
Coleman Talley, LLP
3475 Lenox Road NE, Suite 400
Atlanta, GA 30326
Tel: (229) 671-8229 (telephone)
Email: ed.preston@colemantalley.com
About Cascade Acquisition Partners
Cascade Acquisition Partners, LLC filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
20-60333) on Jan. 6, 2020, listing under $1 million in both assets
and liabilities. Judge Sage M. Sigler oversees the case. The
Debtor is represented by Will B. Geer, LLC.
CAYO INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Cayo Inc.
4747 Cauglin Parkway #3
Reno, VN 89519
Business Description: Cayo Inc. is an insurance agency that
markets and sells web-based life insurance.
Chapter 11 Petition Date: August 13, 2020
Court: United States Bankruptcy Court
District of Nevada
Case No.: 20-50785
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Kevin A. Darby, Esq.
DARBY LAW PRACTICE
4777 Caughlin Parkway
Reno, NV 89519
Tel: 775-322-1237
E-mail: kevin@darbylawpractice.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harry Grundmann, president.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://tinyurl.com/yyty5anb
CBB ACQUISITION: Taps Thames Markey as Legal Counsel
----------------------------------------------------
CBB Acquisition Company, LLC, received approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Thames
Markey & Heekin, P.A. to handle its Chapter 11 case.
The legal services to be provided by Thames Markey are principally
bankruptcy-related but may also include litigation, real estate and
general corporate services.
The firm's hourly rates range from $95 to $465. Prior to the
Debtor's bankruptcy filing, the firm received a retainer of $20,000
and an additional $1,717 to cover the filing fee.
Richard Thames, Esq., a managing partner at Thames Markey,
disclosed in court filings that he and his firm do not hold an
interest materially adverse to the interest of Debtor's bankruptcy
estate, creditors and equity security holders.
The firm can be reached through:
Richard R. Thames, Esq.
Thames Markey & Heekin, P.A.
50 North Laura Street, Suite 1600
Jacksonville, FL 32202
Tel: 904-358-4000
Email: abd@tmhlaw.net
About CBB Acquisition Company
CBB Acquisition Company, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-01951) on June
24, 2020. The petition was signed by Randolph M. Levinson, the
Debtor's manager. At the time of the filing, the Debtor had total
assets of $1,719,342 and total liabilities of $13,779,437. Debtor
has tapped Thames Markey & Heekin, PA as its legal counsel and
Altman & Company, LLC as its financial advisor.
CBL & ASSOCIATES: Discloses Substantial Going Concern Doubt
-----------------------------------------------------------
CBL & Associates Properties, Inc., filed its quarterly report on
Form 10-Q, disclosing a net loss of $139,294,000 on $167,574,000 of
total revenue for the three months ended March 31, 2020, compared
to a net loss of $46,809,000 on $198,030,000 of total revenue for
the same period in 2019.
At March 31, 2020, the Company had total assets of $4,721,315,000,
total liabilities of $3,995,162,000, and $725,091,000 in total
equity.
The Company said, "We have determined that there is substantial
doubt about our ability to continue as a going concern.
"In evaluating whether there are conditions or events, considered
in the aggregate, that raise substantial doubt about our ability to
continue as a going concern within one year after the date that the
financial statements are issued, our management considered our
current financial condition and liquidity sources, including
current funds available, forecasted future cash flows and
conditional and unconditional obligations due over the next twelve
months.
"At March 31, 2020, we were not in compliance with a covenant under
our senior secured credit facility, which provides that we may not
have more than $100.0 million of cash on hand that constitutes
borrowings on our secured line of credit. Violation of this
covenant provides the lenders with the option to accelerate the
maturity of the senior secured credit facility. The administrative
agent of the secured credit facility notified us that we were in
default and that the administrative agent and lenders reserve all
rights and remedies under the secured credit facility. The lenders
have not exercised their right to accelerate the maturity of the
secured credit facility. We will pursue obtaining a waiver from
the lenders.
"We also considered the projected impact of COVID-19 on our cash
flows and our analysis of future compliance with the financial
covenants and determined that it is probable we will fail to meet
the minimum debt yield covenant under the senior secured credit
facility during the third quarter of 2020, the fourth quarter of
2020 and the first quarter of 2021. The minimum debt yield
covenant provides that the ratio of the adjusted net operating
income, as defined, of the borrowing base properties that secure
the senior secured credit facility to the total outstanding balance
on the senior secured credit facility must be greater than 10.0%.
Violation of this covenant provides the lenders with the option to
accelerate the maturity of the senior secured credit facility. We
could remain in compliance with the debt yield covenant if we (i)
added additional unencumbered assets to the collateral pool,
subject to lender approval, which is not to be unreasonably
withheld, (ii) paid down the amount of debt outstanding with
projected available cash or (iii) negotiated a waiver of the
covenant with the lenders.
"We have engaged advisors to assist us in exploring several
alternatives to reduce overall leverage and interest expense and to
extend the maturity of our debt including (i) the senior secured
credit facility, which includes a revolving facility with a balance
of $675.9 million and term loan with a balance of $456.3 million as
of March 31, 2020, that matures in July 2023 and (ii) the Notes
with balances of $450.0 million, $300.0 million, and $625.0
million, as of March 31, 2020, that mature in December 2023,
October 2024 and December 2026, respectively, as well as the
cumulative unpaid dividends on our preferred stock and the special
common units of limited partnership interest in the Operating
Partnership. The advisors recently commenced discussions with
advisors to certain holders of the Notes and the credit committee
of the senior secured credit facility. We may pursue a
comprehensive solution that includes a potential exchange of debt
with the holders of the Notes, addressing our preferred stock and
the special common units of limited partnership interest in the
Operating Partnership, amendments to the financial covenants under
the senior secured credit facility and the Notes and other options
that may result in the reorganization of the Company.
"We elected to not make the $11.8 million Interest Payment due and
payable on June 1, 2020, with respect to the 5.25% senior unsecured
notes due 2023 (the "2023 Notes"). Under the indenture governing
the 2023 Notes, we have a 30-day grace period to make the Interest
Payment before the nonpayment is considered an event of default
with respect to the 2023 Notes. Any event of default under the
2023 Notes for nonpayment of the Interest Payment would also be
considered an event of default under the senior secured credit
facility, which could lead to an acceleration of amounts due under
the facility. Further, if the trustee for the 2023 Notes should
exercise its right to accelerate the maturity of the full balance
owed on the 2023 Notes as a result of such an event of default,
that would also constitute an event of default under the 4.60%
senior unsecured notes due 2024 and the 5.95% senior notes due
2026, which could lead to the acceleration of all amounts due under
those notes. We have elected to enter the 30-day grace period with
respect to the Interest Payment in order to advance discussions
with the lenders and explore alternative strategies. We could
prevent an event of default if we paid the Interest Payment prior
to the expiration of the 30-day grace period or if we reached an
alternative arrangement with the holders of the 2023 Notes.
"The accompanying condensed consolidated financial statements have
been prepared in conformity with accounting principles generally
accepted in the United States of America applicable to a going
concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.
Accordingly, the condensed consolidated financial statements do not
reflect any adjustments related to the recoverability of assets and
satisfaction of liabilities that might be necessary should the
Company be unable to continue as a going concern. Given the impact
of the COVID-19 pandemic on the retail and broader markets, the
ongoing weakness of the credit markets and significant
uncertainties associated with each of these matters, we believe
that there is substantial doubt that we will continue to operate as
a going concern within one year after the date our condensed
consolidated financial statements for the three months ended March
31, 2020 are issued."
A copy of the Form 10-Q is available at:
https://is.gd/P3uZXu
CBL & Associates is a real estate investment trust ("REIT") whose
stock is traded on the New York Stock Exchange. The Company is the
100% owner of two qualified REIT subsidiaries, CBL Holdings I, Inc.
and CBL Holdings II, Inc. At March 31, 2020, CBL Holdings I, Inc.,
the sole general partner of the Operating Partnership, owned a 1.0%
general partner interest in the Operating Partnership and CBL
Holdings II, Inc. owned an 94.2% limited partner interest for a
combined interest held by the Company of 95.2%
CHATTANOOGA MERCANTILE: Hires Richard Banks as Bankruptcy Counsel
-----------------------------------------------------------------
Chattanooga Mercantile, LLC seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to hire
Richard Banks & Associates, P.C. as its legal counsel.
The services required of Richard Banks include:
a) assisting Debtor in the preparation of his schedules,
statement of affairs, and the periodic financial reports required
by the Bankruptcy Code, the Bankruptcy Rules and any other order of
this Court;
b) assisting the Debtor in preparation for the informal
debtor's conference with the U. S. Trustees and Subchapter V
Trustee, and preparation for the meeting of creditors;
c) negotiating all other deals with creditors, parties in
interest concerning the administration of this case;
d) preparing pleadings, conducting investigations and making
court appearances incidental to the administration of the Debtor's
estate;
e) assisting the Debtor in the development and formulation of
a plan of reorganization including the preparation of a plan, and
any other related documents for submission to this Court;
f) reviewing claims and filing objections to claim when
necessary.
The firm will be paid at these rates:
Richard Banks Attorney $350 per hour
R. Bradley Banks Attorney $250 per hour
Rachel Fisher-Queen Attorney $200 per hour
Cheryl Wilson Legal Assistant $75 per hour
The firm received a retainer in the amount of $10,000.
Richard Banks does not hold any interest adverse to the Debtor and
its bankruptcy estate, according to court filings.
The firm can be reached through:
Richard L. Banks, Esq.
Rebble S. Johnson, Esq.
R. Bradley Banks, Esq.
Rachel Fisher-Queen, Esq.
Richard Banks & Associates, P.C.
393 Broad Street NW
P.O. Box 1515
Cleveland, TN 37364-1515
Tel: (423) 479-4188
Fax: (423) 478-1175
Email: rbanks@rbankslawfirm.com
rfisherqueen@rbankslawfirm.com
About Chattanooga Mercantile
Chattanooga Mercantile, LLC, sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
20-12020) on July 23, 2020, listing under $1 million in both assets
and liabilities. Richard L. Banks, Esq., at Richard Banks &
Associates, P.C., represents the Debtor as counsel.
CHESAPEAKE ENERGY: Royalty Owners' Panel Seeks to Tap Legal Counsel
-------------------------------------------------------------------
The official committee of royalty owners appointed in the Chapter
11 cases of Chesapeake Energy Corp. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the Southern District
of Texas to hire Forshey & Prostok, LLP as its legal counsel.
The firm will provide the following services:
a. advise the royalty owners' committee with respect to its
rights, duties, and powers in Debtors' bankruptcy cases;
b. assist the royalty owners' committee in its consultations
with Debtors regarding the administration of the cases;
c. analyze claims of creditors and Debtors' capital structure
and negotiate with holders of claims;
d. investigate the acts, conduct, assets, liabilities and
financial condition of Debtors and their insiders and affiliates,
and the operation of Debtors' businesses;
e. assist the royalty owners' committee in its investigation
of the liens and claims of Debtors' lenders and the prosecution of
any claims or causes of action revealed by such investigation;
f. assist the royalty owners' committee in its analysis of,
and negotiations with Debtors or any other party concerning matters
related to the assumption or rejection of nonresidential real
property leases and executory contracts, asset dispositions,
financing and the terms of Debtors' plan of reorganization;
g. represent the royalty owners' committee at hearings and
other proceedings;
h. review and analyze applications, orders, statements of
operations and schedules filed with the court;
i. prepare pleadings; and
j. perform other necessary legal services related to Debtors'
bankruptcy cases.
The firm's hourly rates are as follows:
Professional Fee Range
------------ ---------
Jeff P. Prostok $675
J. Robert Forshey $675
Suzanne "Suki" Rosen $525
Deirdre Carey Brown $425
Other Attorneys $275 - $525
Paraprofessionals $125 - $175
Jeff Prostok, Esq., a partner at Forshey & Prostok, disclosed in a
court filing that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jeff P. Prostok, Esq.
Forshey & Prostok, LLP
777 Main Street, Suite 1550
Forth Worth, TX 76102
Telephone: (817) 877-4223
Email: jprostok@forsheyprostok.com
About Chesapeake Energy
Headquartered in Oklahoma City, Chesapeake Energy Corporation's
(NYSE: CHK) operations are focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.
Chesapeake Energy reported a net loss of $308 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2019, the company had $16.19
billion in total assets, $2.39 billion in total current
liabilities, $9.40 billion in total long-term liabilities, and
$4.40 billion in total equity.
Chesapeake Energy and its affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 20-33233) on June 28, 2020, after
reaching terms of a Chapter 11 plan of reorganization to eliminate
approximately $7 billion of debt.
Debtors have tapped Kirkland & Ellis LLP as legal counsel, Jackson
Walker LLP as co-counsel and conflicts counsel, Alvarez & Marsal as
restructuring advisor, Rothschild & Co and Intrepid Financial
Partners as financial advisors, and Reevemark as communications
advisor. Epiq Global is the claims agent, maintaining the page
http://www.chk.com/restructuring-information.
Wachtell, Lipton, Rosen & Katz serves as legal counsel to
Chesapeake Energy's Board of Directors.
MUFG Union Bank, N.A., the DIP facility agent and exit facilities
agent, has tapped Sidley Austin LLP as legal counsel, RPA Advisors
LLC as financial advisor, and Houlihan Lokey Capital Inc. as
investment banker.
Davis Polk & Wardell LLP and Vinson & Elkins L.L.P. serve as legal
counsel to an ad hoc group of first lien last out term loan lenders
while Perella Weinberg Partners and Tudor, Pickering, Holt & Co.
serve as the group's investment bankers.
Franklin Advisers, Inc. has tapped Akin Gump Strauss Hauer & Feld
LLP as legal counsel, FTI Consulting, Inc. as financial advisor,
and Moelis & Company LLC as investment banker.
On July 9, 2020, the Office of the U.S. Trustee appointed a
committee to represent unsecured creditors in Debtors' Chapter 11
cases. The unsecured creditors' committee has tapped Brown
Rudnick, LLP and Norton Rose Fulbright US, LLP as its legal
counsel, and AlixPartners, LLP as its financial advisor.
On July 24, 2020, the bankruptcy watchdog appointed a committee of
royalty owners. The royalty owners' committee is represented by
Forshey & Prostok, LLP.
CLEAN ENERGY: Files Chapter 11 Bankruptcy Prior to Sale
-------------------------------------------------------
Thomas Gounley, writing for Business Den, reports that the
development-focused subsidiary of Louisville-based solar energy
firm Clean Energy Collective has filed for Chapter 11 bankruptcy.
CEC Development Borrower LLC, along with two related entities,
filed for bankruptcy July 2, 2020. The development entity said it
has assets of $11.15 million and owes $39.14 million. Creditors
include Black Coral Capital LLC of Tulsa, owed $5.06 million, and
First Solar Distributed Generation LLC of Tempe, Arizona.
Thomas Sweeney, who took over as CEO of Clean Energy Collective in
April, signed the filings on behalf of the subsidiaries.
Mr. Sweeney said the firm's development arm generally handles what
takes place before solar panels are installed at a site, such as
acquiring control of the site, getting the necessary permits and
obtaining interconnection rights. He said the firm is highly
dependent on expected buyers of a project obtaining financing, and
that bankruptcy became necessary when some project sales got
delayed.
Mr. Sweeney said the company has a deal to sell its development
assets to Con Edison Clean Energy Businesses, and that the
bankruptcy filing is one way to make sure that project assets are
free of liens and claims.
Clean Energy Collective's Web site said it has a presence in 17
states, and has completed 87 projects producing 119 megawatts. It
said projects that would produce an additional 279 megawatts are
under development.
According to the filings, Clean Energy Collective and its
subsidiaries had revenue of $37.59 million in 2018 and $139.1
million in 2019. The companies listed 2020 revenue as $3.5
million.
Mr. Sweeney, who started at Clean Energy Collective in 2012, said
the company had approximately 60 employees at the start of the
year, but that has since decreased to the mid-20s. He said that
number will drop further when the development assets sell to Con
Edison, a deal that could close in August.
About Clean Energy Collective
Colorado-based Clean Energy Collective is a developer of
community-based renewable energy facilities and a leader in
community power generation.
CEC Development Borrower, LLC, and two affiliates -- CEC Renewable
Assets, LLC, and CEC Renewable Assets Development, LLC -- sought
Chapter 11 protection (Bankr. D. Colo. Case Nos. 20-14573 to
20-14575) on July 2, 2020.
The Debtors are represented by:
WADSWORTH GARBER WARNER CONRARDY, P.C.
David V. Wadsworth
Aaron J. Conrardy
Lindsay S. Riley
2580 West Main Street, Suite 200
Littleton, CO 80120
Tel: (303) 296-1999
Fax: (303) 296-7600
CODY LEE WILSON: Williams Buying Wilson Ranch for $1.7 Million
--------------------------------------------------------------
Cody Lee Wilson and Whitney Brinkley Wilson ask the U.S. Bankruptcy
Court for the Northern District of Texas to authorize the sale of
their farm/ranch land known as "Wilson Ranch" located in Bailey
County, Texas, legally described in the Farm & Land Contract, to
Jason Williams for $1.7 million.
The Debtors own the Wilson Ranch. The Wilson Ranch is worth
approximately $1.8 million. It is subject to a lien of Lone Star
State Bank in the amount of approximately $1,418,681.
The Debtors intend to sell the Wilson Ranch to the Buyer for $1.7
million. The projected closing date of the sale is Sept. 8, 2020.
Any and all liens attached to said property will be satisfied
within 10 days of the sale and before any proceeds being released
to the Debtors. Any excess funds available after all valid liens
are paid in full will be addressed in the Debtors' Chapter 11
Plan.
The Debtors believe the sale, as proposed, is in the best interest
of all creditors of the estate and should be approved.
A copy of the Contract Agreement is available at
https://tinyurl.com/ycuy2xv4 from PacerMonitor.com free of charge.
The Purchaser:
Jason Williams
16006 CR 1860
Lubbock, TX 79424
Cody Lee Wilson and Whitney Brinkley Wilson sought Chapter 11
protection (Bankr. N.D. Tex. Case No. 19-50292) on Nov. 4, 2019.
The Debtors tapped Max Ralph Tarbox, Esq., at Tarbox Law, P.C. as
counsel.
COEX COFFEE: Seeks Liquidation Under Florida Law
------------------------------------------------
On July 9, 2020, Miami-based Coex Coffee International Inc., a U.S.
coffee trader, decided to proceed an orderly liquidation through a
procedure available under Florida law called assignment for the
benefit of creditors.
Coex Coffee International has decided to proceed with an orderly
liquidation after 40 years in business, according to a letter to
clients seen by Bloomberg.
According to Bloomberg, Coex Coffee International owes American and
European banks about $200 million. BNP Paribas's Swiss unit is the
biggest creditor, owed almost $55 million, followed by Amerant Bank
and Bank of America, both owed about $39 million. Creditors may
struggle to recoup their money as the value of secured claims
exceeds Coex's assets by almost $100 million.
According to Amerant Bank, Coex Coffee had a revolving line of
credit for financing via invoice discounts or advances of
international trade shipments and/or documentary collection
financing up to 120 days with the bank that, as of June 30, had an
outstanding balance of approximately $39.8 million. Based on the
announced orderly liquidation of the borrower and the bank's due
diligence and examination and analysis of the information available
as of July 13, the management of the bank and parent company
Amerant Bancorp considered it "necessary and prudent" to provide,
as of the close of the second quarter, for a loan loss reserve for
this indebtedness which it initially estimates at about $17.0
million.
Bloomberg reported July 24 that the liquidator assigned to handle
the insolvency procedure of Coex Coffee has asked the Florida court
to continue conducting the company's business for a total of 135
days before winding down operations. Philip Von Kahle of law firm
Michael Moecker & Associates has determined that this is the best
way to maximize the value of assets including inventory and
collection on receivables.
Coex Coffee International is a private company that trades and
supplies.
COMSTOCK MINING: Posts $1.3 Million Net Income in Second Quarter
----------------------------------------------------------------
Comstock Mining Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing net income
of $1.27 million on $48,375 of total revenues for the three months
ended June 30, 2020, compared to a net loss of $2.08 million on
$44,184 of total revenues for the three month ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported net
income of $1.01 million on $96,800 of total revenues compared to a
net loss of $3.91 million on $81,782 of total revenues for the six
months ended June 30, 2019.
As of June 30, 2020, the Company had $44.40 million in total
assets, $16.76 million in total liabilities, and $27.63 million in
total equity.
The Company has recurring net losses from operations and an
accumulated deficit of $234.9 million as of June 30, 2020. For the
six months ended June 30, 2020, the Company used $0.4 million of
cash in operations. As of June 30, 2020, the Company had cash and
cash equivalents of $1.0 million. The Company also has a debt
obligation of $4.8 million that matures in December 2020, for which
it does not currently have the ability to repay. The Company said
these condition raises substantial doubt regarding the Company's
ability to continue as a going concern.
The Company intends to finance its operations over the next twelve
months through its existing cash, proceeds from the planned sale of
its Lucerne mineral properties, non-mining assets in Silver
Springs, NV, and Tonogold securities, and the sale of common stock
through its existing equity agreements to issue securities. The
Company said these plans are outside of the control of management,
and therefore, substantial doubt exists about the Company's ability
to continue as a going concern through 12 months from the issuance
date of the condensed consolidated financial statements.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1120970/000112097020000032/lode-20200630x10q.htm
About Comstock Mining
Comstock Mining Inc. -- http://www.comstockmining.com/-- is a
Nevada-based, gold and silver mining company with extensive,
contiguous property in the Comstock District. The Company began
acquiring properties in the Comstock District in 2003. Since then,
the Company has consolidated a significant portion of the Comstock
District, amassed the single largest known repository of historical
and current geological data on the Comstock region, secured
permits, built an infrastructure and completed its first phase of
production. The Company continues evaluating and acquiring
properties inside and outside the district expanding its footprint
and exploring all of its existing and prospective opportunities for
further exploration, development and mining.
Comstock Mining recorded a net loss of $3.81 million for the year
ended Dec. 31, 2019, compared to a net loss of $9.48 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $39.25 million in total assets, $16.79 million in total
liabilities, and $22.46 million in total equity.
Deloitte & Touche LLP, in Salt Lake City, Utah, the Company's
auditor since 2011, issued a "going concern" qualification in its
report dated March 30, 2020 citing that the Company has incurred
recurring losses and cash outflows from operations, has an
accumulated deficit and has debt maturing within twelve months from
the issuance date of the financial statements that raise
substantial doubt about its ability to continue as a going concern.
CONCHO RESOURCES: Egan-Jones Cuts Senior Unsecured Ratings to B
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Concho Resources Incorporated to B from B+. EJR also
downgraded the rating on commercial paper issued by the Company to
B from A3.
Headquartered in Midland, Texas, Concho Resources Inc. acquires,
develops, and explores for oil and natural gas properties.
COVANTA HOLDING: S&P Rates New $400MM Senior Unsecured Notes 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '5'
recovery rating to Covanta Holding Corp.'s proposed $400 million
senior unsecured notes due in 2030. The '5' recovery rating
indicates S&P's expectation for modest (10%-30%; rounded estimate:
15%) recovery in the event of a default.
The company plans to use the proceeds to repay its $5.875% notes
due in 2024 in a debt-for-debt refinancing.
S&P views the transaction as slightly credit positive because the
company will extend its maturity wall and, it expects, marginally
reduce its interest rate.
ISSUE RATINGS - RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario contemplates a default in 2024
due to a decline in Covanta's EBITDA, which would be insufficient
to cover consolidated fixed charges and debt maturities. The rating
agency assumes a decline due to higher-than-expected operating
costs, lower power prices and tip fees, an inability to renew
contracts on acceptable terms, and poor operating results from
domestic and international assets.
-- S&P believes Covanta's underlying business would continue to
have considerable value and expect it would reemerge from
bankruptcy with $283 million of EBITDA.
Simulated default assumptions
-- Year of default: 2024
-- Implied enterprise value multiple: 6.5x
-- $900 million revolver: 85% drawn
Simplified waterfall
-- Gross enterprise value: $1.84 billion
-- Net enterprise value (after 5% administrative costs): $1.75
billion
-- Priority claims: $283 million
-- Value available to senior secured debt: $1.47 billion
-- Pro forma Covanta Energy LLC senior secured debt claims: $1.15
billion
-- Value available to senior unsecured debt: $319 million
-- Pro forma Covanta Holding senior unsecured debt claims: $1.74
billion
-- Recovery expectations: 10%-30% (rounded estimate: 15%)
All debt amounts include six months of prepetition interest.
CROSS FINANCIAL: S&P Assigns 'B' ICR; Outlook Stable
----------------------------------------------------
S&P Global Ratings said it assigned Maine-based insurance services
broker Cross Financial Corp. (Cross) its 'B' issuer credit rating.
The outlook is stable. At the same time, S&P assigned its 'B' debt
rating with a '3' recovery rating indicating its expectation for a
meaningful recovery [50%-70%; rounded estimate: 50%]) in the event
of a payment default to its a $70 million revolver due 2025 and
$350 million first-lien term loan due 2027.
The rating reflects the company's weak business risk profile and
highly leveraged financial risk profile. Established in 1954, Cross
is a family-owned insurance retail broker offering
property/casualty (P/C), personal lines, and employee benefits to
small and middle-market clients primarily in New England.
Cross has grown both organically and inorganically to become the
26th-largest broker in the U.S. and sixth-largest privately owned
U.S. broker, according to 2019 Business Insurance rankings. Still
with reported revenues of $204 million as of the 12 months ended
June 30, 2020, Cross remains the smallest among S&P's rated
brokers. It has a revenue base concentrated in P/C, most
specifically in the commercial segment. Its P/C business generates
85% of revenues and employee benefits 15%. The company has
developed core competencies in specialty segments of surety and
high-net-worth that add to the competitiveness of its portfolio in
New England.
Cross is geographically concentrated in Maine generating about 44%
of total revenues as of June 30, 2020 followed by Massachusetts
(23%), New Hampshire (16%), Rhode Island (9%), Connecticut (8%),
and Vermont (1%). While it does not have any major client or
producer concentration, its top five carriers account for 31% of
revenues. Cross operates in a highly competitive, fragmented, and
cyclical middle-market industry, and, given its small revenue base,
S&P views it as more susceptible to macroeconomic conditions and
competitive industry pressures than larger peers.
Over the past five years (2014-2019), Cross has displayed strong
organic growth, averaging 4.6%. While the company reported negative
organic growth during second-quarter 2020, the company's solid
first quarter, new business wins, as well as the positive rate
environment have somewhat offset COVID-19-related declines,
resulting in slightly positive organic growth of 0.6% as of June
30, 2020. S&P's expectation is for organic growth to be negative
low-single digits to flat for 2020. Like many peers, Cross has
managed expenses during the pandemic. S&P forecasts S&PGR adjusted
EBITDA margins to remain relatively in line with 2019: 31%-33%.
Cross' merger and acquisition (M&A) strategy as a family-owned
business with an entirely upfront cash-funded approach to
acquisitions contrasts that of private-equity-owned peers. Over the
past 65 years, Cross has successfully acquired and integrated over
140 operations into its platform; 2019 marked its most active year
for acquisitions, representing about 10% of pro forma revenues. Its
consistent pace for acquisitions (relative to its size) focuses on
a value proposition promoting stable long-term ownership with
sustainable operating performance. Its track record and leading
market position in New England support its forward acquisition
pipeline, while its targeted highly specific purchase criteria
bolsters its "buy and hold" philosophy towards M&A. S&P expects
spending on acquisitions to moderate slightly from 2019 levels in
the next 12 months. Cross conservatively paused on 2020
acquisitions at the onset of the pandemic, although S&P expects
more deals in the latter half of the year with discretionary cash
outflow of $50 million-$60 million annually through 2021.
S&P's assessment of Cross' financial risk profile as highly
leveraged arises from the amount of debt in its capital structure
relative to EBITDA. Following its recapitalization aimed at
supporting estate planning and accelerating acquisitive growth, pro
forma S&PGR-adjusted debt to EBITDA (including operating lease) is
slightly above 5.0x with coverage above 3.0x. In its debt
calculations, S&P does not net cash since the rating agency
believes Cross will use its free cash flow mostly to fund
acquisitions rather than pay down debt beyond required
amortization. S&P expects leverage to remain in the 5.0x-5.5x range
for full-year 2020 as the company spends on acquisitions funded
through its revolver and cash on hand while benefiting from
expanded margins due to expense-cost savings.
"Based on our criteria, the combination of a weak business risk
profile and highly leveraged financial risk profile results in a
split anchor of 'b'/'b-'. We chose the higher anchor of 'b' based
on Cross' stronger cash flow/leverage ratios relative to 'B-' rated
peers. Due to the company's private ownership structure, we think
it will manage debt to EBITDA conservatively vis-à-vis similarly
rated peers," S&P said.
S&P's base case assumes the following:
-- Real U.S. GDP growth of negative 5.0% in 2020 and positive 5.2%
in 2021
-- Organic growth of negative 2% to flat in 2020 and 2%-3% in
2021
-- Total reported revenue growth of 15%-20% in 2020 and 8%-10% in
2021, supported by meaningful acquisitions
-- EBITDA margins of 31%-33% over the next year
Based on these assumptions, S&P arrives at the following credit
metrics:
-- Pro forma leverage of 5.0x-5.5x in 2020-2021
-- Funds from operations (FFO) to debt of 10%-15%
-- EBITDA interest coverage above 2.5x
S&P assesses Cross' liquidity as adequate based on its expectation
that sources will exceed uses of cash by at least 1.2x over the
next 12 months and for this ratio to be sustained even with a 15%
decline in EBITDA. S&P also bases its assessment on qualitative
factors including sound relationships with banks and prudent risk
management.
The company is subject to covenant agreements, but S&P expects it
to have an ample 30% cushion at the close of the transaction.
Principal liquidity sources include:
-- $70 million revolver (undrawn)
-- Unrestricted cash balance of about $26 million as of June 30,
2020
-- Cash FFO of $45 million-$60 million annually
Principal liquidity uses include:
-- Required mandatory amortization of debt (about $3.5 million
annually)
-- Discretionary spending of $50 million-$60 million per year on
acquisitions
-- Share repurchases of $50 million
-- Capital expenditure of about $1 million -$3 million annually
The stable outlook reflects S&P's expectation that, despite
COVID-19-related business disruptions and an economic slowdown
pressuring organic growth, Cross, through prudent expense
management and annualized M&A contributions, will maintain pro
forma debt to EBTIDA of 5.0x-5.5x over the next 12 months. S&P also
expects the company to show healthy margins of 31%-33% and EBITDA
interest coverage above 2.5x in 2020-2021.
"We could lower our rating in the next 12 months if Cross' market
position weakens, resulting in credit metric deterioration of pro
forma sustained adjusted debt to EBITDA above 7.0x or EBITDA
interest coverage below 2.0x stemming from a more-aggressive
financial policy," S&P said.
"Although unlikely in the next 12 months, we could raise the
ratings if Cross' cash-flow generation improves with pro forma debt
to EBITDA sustained below 5.0x, supported by a financial policy
commitment and a track record of profitable growth and enhanced
scale and diversification," the rating agency said.
DAVIDSTEA INC: To Transition Away From Brick-and-Mortar Stores
--------------------------------------------------------------
Law360 reports that Tea retailer DavidsTea has filed a Chapter 15
petition in Delaware bankruptcy court in an effort to speed its
transition away from brick-and-mortar stores and focus on its
online and wholesale business.
DavidsTea (USA) Inc., the U.S. subsidiary of Canadian tea merchant
DavidsTea Inc., filed its Chapter 15 petition in Delaware. The
Canadian parent company has filed a similar application with the
Québec Superior Court, and the U.S. entity has asked that the
Canadian proceedings be considered the main proceeding. DavidsTea
cited ongoing challenges with its brick-and-mortar retail stores
that have been exacerbated by the pandemic.
About DAVIDsTEA
DAVIDsTEA (Nasdaq:DTEA) is an online retailer and growing mass
wholesaler of specialty tea, offering a differentiated selection
of
proprietary loose-leaf teas, pre-packaged teas, tea sachets and
tea-related gifts and accessories through over 100 company-owned
and operated retail stores in Canada, as well as its e-commerce
platform at http://www.davidstea.com/ A selection of DAVIDsTEA
products is also available in over 2,500 grocery stores and
pharmacies across Canada. The Company is headquartered in
Montreal, Canada.
In July 2020, DAVIDsTEA Inc. and DAVIDsTEA (USA) INC. commenced
proceedings under the Companies' Creditors Arrangement Act. The
Superior Court of Quebec approved PricewaterhouseCoopers Inc. as
monitor of the business and financial affairs of the Debtors.
PricewaterhouseCoopers Inc. filed a Chapter 15 petition on July 8,
2020, for DAVIDsTEA Inc. (Bankr. D. Del. Case No. 20-bk-11802) to
seek U.S. recognition of the company's restructuring in Canada.
DENNY'S CORP: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB-
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Denny's Corporation to BB- from BB.
Headquartered in Spartanburg, South Carolina, Denny's Corporation
operates as a full-service family restaurant chain directly and
through franchisees.
DIAMOND OFFSHORE: Seeks to Hire KPMG LLP as Tax Consultant
----------------------------------------------------------
Diamond Offshore Drilling, Inc. and its debtor affiliates seek
approval from the U.S. Bankruptcy Court for the Southern District
of Texas to employ KPMG LLP for tax consulting, valuation, and
advisory services.
The services KPMG will perform are as follows:
Tax Consulting Services
i. analysis of any Section 382 issues;
ii. analysis of "net unrealized built-in gains and losses" and
Notice 2003-65 as applied to the ownership change, if any,
resulting from or in connection with the Debtors’ restructuring;
iii. analysis of tax attributes including net operating losses,
tax basis in assets, and tax basis in stock of subsidiaries;
iv. analysis of cancellation of debt income, including the
application of Section 108 and consolidated tax return regulations
relating to the restructuring of nonintercompany debt and any
contemplated capitalization/settlement of intercompany debt;
v. analysis of the application of attribute reduction rules
under Section 108(b) and Treasury Regulation Section 1.1502-28,
including a benefit analysis of Section 108(b)(5) and 1017(b)(3)(D)
elections;
vi. analysis of the tax implications of any internal
reorganizations and proposal of restructuring alternatives;
vii. provide cash tax modeling to compare various tax scenarios,
as appropriate;
viii. analysis of potential bad debt and retirement tax losses;
ix. analysis of any proof of claims from tax authorities; and
x. analysis of the tax treatment of bankruptcy-related costs.
Advisory Services
Sarbanes-Oxley (SOX) On Demand Services
i. In support of the Debtors’ evaluation of its internal
controls over financial reporting, and as further defined in the
Engagement Letter dated June 23, 2020, KPMG will provide the
following services:
a. Planning and Testing Program Preparation to obtain
initial control related information from the Debtors to be loaded
into Workiva’s Wdesk (Collaboration Tool) to support the SOX On
Demand Services;
b. 302 Certification Assistance to support the Debtors with
periodic compilation if their 302 certification and updates to
control documentation and test scripts in the Collaboration Tool
resulting from the 302 certification process;
c. Process and Control Walkthroughs and Test of Design to
support the Debtors in evaluation the design of controls and
updates to control documentation and test scripts in the
Collaboration Tool;
d. Provided by Client and Test of Operating Effectiveness
to manage PC receipt, perform testing, and document the test
results for in-scope control test via the Collaboration Tool
(collectively, i.a. through i.d., SOX On Demand Services); and
e. Out-of-scope services warranting additional time and
expense including:
1. Loss of Debtors’ personnel;
2. Late or incomplete PBCs in excess of agreed levels;
3. Changed in control counts or in testing approach due
to process, control owner and / or control operation changes;
4. Retesting requests in excess of agreed levels;
5. Untimely Debtors’ responses to KPMG inquiries;
6. New accounting pronouncements; and
7. Changes caused by shifts in the Debtors’ external
auditor / external audit engagement partner, for example
modifications to the reliance strategy, (collectively e.1, through
e.7., SOX Out-of-Scope Services).
Accounting Advisory Services
i. assist Debtors’ management with planning an approach,
consideration of alternatives, research, analysis, implementation,
and documentation related to accounting and reporting the emergence
from bankruptcy and fresh-start reporting supporting Debtors’
management in its consideration or evaluation of the following:
a. Fresh-Start Approach and Work Steps: Consideration of
the alternatives in approach, timing, order, and adoption dates for
fresh-start reporting, the alternatives for on-going efficient
processing of detailed accounting records, and the potential
approaches for updating detailed records to reflect changes in
values and the new accounting requirements following emergence;
b. Change in ownership. Evaluation of whether the
conditions in ASC 852 are met to justify adoption of a new,
fresh-start basis by determining whether there is a change in
ownership before confirmation and after emergence;
c. Issues & documentation. Researching and documenting
(memoranda, discussions with the independent auditors, Deloitte &
Touche LLP, as required, etc.) to support the accounting and
reporting conclusions reached in accordance with ASC 852;
d. Segregation liabilities. Identification and segregation
of liabilities that arose before and after filing to reflect the
liabilities subject to the bankruptcy process;
e. Claims. Monitoring the bankruptcy proceedings to (i)
compare the claims filed, allowed, and existing debtor balances
(particularly for trade vendors), (ii) adjust the existing payables
to the allowed claims, and (iii) estimate claims to be settled upon
emergence (failure to properly estimate the claims to be settled at
emergence will impact post-emergence earnings);
f. Reporting classifications. Identification and
segregation of pre-emergence expenses, restructuring costs, and
losses for classification in a special category called
"reorganization items" to properly portray amounts from activities
to restructure the operations prior to emergence;
g. Guarantees. Consideration of issues related to
recognizing the fair value of obligations from guarantees (which
may result from a sale of a business unit or division as a result
of the restructuring process or approved as part of the
restructuring process);
h. Asset Retirement Obligations. Consideration of issues
related to the recognizing obligations from the retirement of
tangible long-lived assets;
i. Top level reporting. Assessment of the degree to which
top side adjustments and disclosures are utilized to report on a
fresh-start basis from the date of emergence until such amounts are
recorded to your detailed accounting records; and
j. Detailed accounting records. Developing an approach to
repopulating your detailed records with new fair values and asset
lives providing electronic files and assistance with updating fixed
asset and other detailed accounting records with the concluded fair
values.
Valuation Services
i. Reorganization value. Read and identify potential issues
with reconciling the enterprise value approved by the Bankruptcy
Court and adjustments necessary to arrive at reorganization value,
which is a concept under ASC 852. Additionally, determine the
reconciliation of enterprise value to the Debtors’ reporting
units as part of post-emergence segment reporting;
ii. Identify assets & liabilities. Obtain and read the
Debtors’ historical financial statements and detailed financial
records, conduct interviews with management, and conduct site
visits as necessary, to identify assets and liabilities by
reporting unit, regardless of whether those assets and liabilities
are currently recorded; however, ultimately it is management’s
responsibility to ensure all assets and liabilities required in
accordance with ASC 852 that have been identified;
iii. Fair values. KPMG will discuss the aforementioned assets
and liabilities with management to determine which assets and
liabilities will be valued by KPMG and those that are not within
scope. We will then prepare fair value estimates for each
identified asset and liability (Subject Assets and Liabilities) by
reporting unit within our scope as of the date of the Debtors’
emergence from bankruptcy (Valuation Date);
iv. Goodwill. Determine the difference, if any, between
reorganization value and the fair value of the Subject Assets and
Liabilities identified and valued by reporting unit;
v. Equity method investments or non-controlling interests.
Prepare fair value estimates for any equity method investments or
non-controlling interests and if required, allocate the fair values
to identified tangible and intangible assets; and
vi. Remaining useful lives. Estimate remaining useful lives and
provide amortization schedules for the tangible and identified
intangible assets.
KPMG and the Debtors have agreed to a yearly fixed fee of $390,000
for services relating to the SOX On Demand Services.
The majority of fees to be charged for tax consulting services
reflect a reduction of approximately 35 percent to 38 percent from
KPMG's normal and customary rates, depending on the types of
services to be rendered.
Tax Consulting Services Discounted Rate
Partners, Principals and
Managing Directors $765 - $985
Senior Managers $690 - $750
Managers $650 - $730
Senior Associates $470 - $640
Associates $350 - $380
Para-Professionals $200 - $295
Accounting and Valuation Services Discounted Rate
Partners and Principals $685
Managing Directors $660
Senior Managers and Directors $590
Managers $500
Senior Associates $395
Associates $275
Paraprofessionals $125
SOX Out-of-Scope Services Billing Rates
Partners, Principals and
Managing Directors $975
Senior Managers $950
Managers $790
Senior Associates $605
Associates $395
Paraprofessionals $215
Olayinka Kukoyi, a partner at KPMG, assured the court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
KPMG LLP can be reached at:
Olayinka Kukoyi
KPMG LLP
811 Main Street
Houston, TX 77002
Tel: (713) 319-2000
Fax: (713) 319)-2041
About Diamond Offshore Drilling
Diamond Offshore Drilling, Inc. -- http://www.diamondoffshore.com/
-- provides contract drilling services to the energy industry
around the globe with a fleet of 15 offshore drilling rigs,
consisting of four drillships and 11 semi-submersible rigs,
including two rigs that are currently cold stacked. The Company's
current fleet excludes the Ocean Confidence, which it expects to
complete the sale of in the first quarter of 2020. It employs 2,500
people and has revenue of $981 million in 2019.
As of Dec. 31, 2019, the Company had $5.83 billion in total assets,
against $2.60 billion in total liabilities.
On April 26, 2020, Diamond Offshore and its affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-32307).
The Hon. David R. Jones is the case judge.
Debtors's bankruptcy advisers include investment banker Lazard
Freres & Co. LLC.; financial advisor Alvarez & Marshall North
America LLC; and attorneys Porter Hedges LLP and Paul, Weiss,
Rifkind, Wharton & Garrison LLP. Prime Clerk LLC is the claims
agent.
DINKEL FAMILY: Seeks to Hire Jered Reid as Special Counsel
----------------------------------------------------------
Dinkel Family Farms, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Oregon to hire the Law Office of Jered
Reid LLC as special counsel.
The firm will provide Debtor with legal advice regarding its lease
agreement with Blaine Grassman. Its services will be provided
mainly by Jered Reid, Esq., who will be paid at the rate of $240
per hour.
The Law Office of Jered Reid is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Jered W. Reid, Esq.
Law Office of Jered Reid, LLC
35 SE C Street Ste. D
Madras, OR 97741
Telephone: (541) 475-1111
Facsimile: (541) 475-1113
About Dinkel Family Farms
Dinkel Family Farms, LLC, a Culver, Ore.-based company engaged in
the crop farming business, sought Chapter 11 protection (Bankr. D.
Ore. Case No. 20-31938) on June 18, 2020. Barry Dinkel, Debtor's
manager, signed the petition.
At the time of the filing, Debtor disclosed assets of $10 million
to $50 million and estimated liabilities of the same range.
Judge Trish M. Brown oversees the case.
Debtor has tapped Vanden Bos & Chapman, LLP as its legal counsel
and Northwest Financial Consulting as its financial advisor.
DIOCESE OF SYRACUSE: Committee Taps Stinson LLP as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of The Roman Catholic
Diocese of Syracuse, New York seeks approval from the U.S.
Bankruptcy Court for the Northern District of New York to hire
Stinson, LLP as its bankruptcy counsel.
The firm will provide these services in connection with Debtor's
Chapter 11 case:
(a) consult with Debtor and the Office of the U.S. Trustee
regarding administration of the case;
(b) advise the committee with respect to its rights, powers
and duties;
(c) investigate the acts, conduct, assets, liabilities and
financial condition of Debtor;
(d) assist the committee in analyzing Debtor's pre-bankruptcy
and post-petition relationships with its creditors, equity interest
holders, employees, and other parties;
(e) negotiate on the committee's behalf in matters concerning
claims of creditors;
(f) prepare court papers;
(g) file and prosecute litigation in connection with issues,
including but not limited to, avoidance actions and fraudulent
conveyances;
(h) represent the committee at hearings and other
proceedings;
(i) review and analyze applications, orders, statements of
operations and schedules filed with the court;
(j) participate in formulating a bankruptcy plan;
(k) assist the committee in advising its constituents of its
decisions;
(l) negotiate and mediate issues relating to the value and
payment of claims held by the committee's constituency; and
(m) perform other legal services that are required and are
deemed to be in the interests of the committee.
The firm's hourly rates are as follows:
Paralegals $140 to $320
Associates $275 to $410
Partners $320 to $710
The firm will cap its blended hourly rate for all billing
professionals at $475 per hour.
Robert Kugler, Esq., a partner at Stinson, disclosed in a court
filing that his firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert T. Kugler, Esq.
Edwin H. Caldie, Esq.
Stinson LLP
50 South Sixth Street, Suite 2600
Minneapolis, MN 55402
Telephone: (612) 335-1500
Facsimile: (612) 335-1657
Email: robert.kugler@stinson.com
ed.caldie@stinson.com
About Diocese of Syracuse
The Roman Catholic Diocese of Syracuse, New York, through its
administrative offices, (a) provides operational support to the
Catholic parishes, schools and certain other Catholic entities that
operate within the territory of the Diocese in support of their
shared charitable, humanitarian and religious missions; (b)
conducts school operations by managing tuition and scholarship
payments, employee payroll and other school related operating
expenses for separately incorporated Diocesan schools as well as
providing parish schools with financial, operational and
educational support; and (c) provides comprehensive risk management
services to the OCEs through the Diocese's insurance program.
Visit http://www.syracusediocese.orgfor more information.
The Roman Catholic Diocese of Syracuse, New York, filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Banrk. N.D.N.Y. Case No. 20-30663) on June 19, 2020. The
petition was signed by Stephen A. Breen, chief financial officer.
At the time of the filing, Debtor was estimated to have $10 million
to $50 million in assets and $50 million to $100 million in
liabilities.
Stephen A. Donato, Esq., at Bond, Schoeneck & King, PLLC, is
Debtor's legal counsel. Stretto serves as Debtor's claims and
noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors on July 9, 2020. The committee is represented by
Stinson, LLP.
DOROTHY BEASLEY-SCHNIPER: Selling Birmingham Property for $1.5M
---------------------------------------------------------------
Dorothy Ann Beasley-Schniper asks the U.S. Bankruptcy Court for the
Northern District of Alabama to authorize the private sale of her
interest in the real property located at 501 - 32nd Street South,
Birmingham, Jefferson County, Alabama for $1.5 million.
The Debtor proposes to sell the estate's interest in the Property
free and clear of any and all mortgages, liens, interests and/or
other encumbrances. All liens, mortgages, or other interests will
attach to the proceeds of the sale to the extent properly allowed.
The Debtor has determined that completion of the sale of the
property would be in the best interest of the Debtor's estate and
creditors.
The Debtor sets forth that the total sales price represents the
fair market Value of the realty. The Purchaser has already
obtained financing and the sale can close immediately after
approval from the Court.
The real property is subject to the following liens, mortgages or
other interest:
a) ServisFirst holds a first mortgage with a balance of
$4,866,805.
b) ServisFirst holds a second mortgage with a balance of
$468,031.
c) ServisFirst holds a third mortgage with a balance of
$244,522.
A copy of the Commercial Sale Agreement is available at
https://tinyurl.com/ychmetd5 from PacerMonitor.com free of charge.
Dorothy Ann Beasley-Schniper sought Chapter 11 protection (Bankr.
N.D. Ala. Case No. 20-00074) on Jan. 8, 2020.
EASTERN NIAGARA: Seeks to Hire Barclay Damon as Legal Counsel
-------------------------------------------------------------
Eastern Niagara Hospital, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of New York to hire
Barclay Damon, LLP to handle its Chapter 11 case.
The firm will provide these services in connection with Debtor's
case:
a. give Debtor legal advice with respect to its powers and
duties in the continued operation of its business and management of
property;
b. prepare legal papers; and
c. perform all other necessary legal services for Debtor.
The hourly rates charged by the firm range from $215 to $455 per
hour for its attorneys and $135 to $205 per hour for paralegals.
Barclay Damon received a retainer in the sum of $39,422.57 and
reimbursement for filing fees in the amount of $1,717.
Jeffrey Dove, Esq., a partner at Barclay Damon, 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:
Jeffrey A. Dove, Esq.
Barclay Damon LLP
Barclay Damon Tower
125 East Jefferson Street
Syracuse, NY 13202
Telephone: (315) 413-7112
Facsimile: (315) 703-7346
Email: jdove@barclaydamon.com
About Eastern Niagara Hospital
Eastern Niagara Hospital, Inc. is a not-for-profit organization
focused on providing general medical and surgical services. It
offers radiology, surgical services, rehabilitation services,
cardiac services, respiratory therapy, obstetrics and women's
health, emergency services, acute and intensive care, chemical
dependency treatment, occupational medicine services, DOT medical
exams, dialysis, laboratory services, and express care. Visit
http://www.enhs.orgfor more information.
Eastern Niagara Hospital sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. N.Y. Case No. 20-10903) on July 8,
2020. Debtor first sought bankruptcy protection (Bankr. W.D.N.Y.
Case No. 19-12342) on Nov. 7, 2019.
At the time of the filing, Debtor disclosed assets of between $10
million and $50 million and liabilities of the same range.
Judge Carl L. Bucki oversees the case.
Jeffrey A. Dove, Esq., at Barclay Damon, LLP, is Debtor's legal
counsel.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors on July 13, 2020. The committee has tapped Bond,
Schoeneck & King, PLLC as its legal counsel, and Next Point, LLC as
its financial advisor.
EASTERN NIAGARA: Temporarily Exits Bankruptcy to Get PPP Loan
-------------------------------------------------------------
Tracey Drury, writing for Buffalo Business First, reports that with
a judge's approval, Eastern Niagara Hospital emerged from
bankruptcy temporarily to make itself qualified for federal
assistance through the Paycheck Protection Program.
The hospital had been prevented by the Small Business Association
from applying for financial assistance through the CARES Act while
in Chapter 11 protection and had filed a lawsuit in May against the
SBA.
Hospital officials said a dismissal from the bankruptcy case was
approved by Chief U.S. Bankruptcy Judge Carl Bucki on June 24,
allowing it to pursue and receive approval days later for $5.8
million in funds through the Coronavirus Aid, Relief, and Economic
Security Act (CARES Act). On July 8, it refiled for Chapter 11
protection to continue the debt restructuring process and has
withdrawn the lawsuit.
"This financial reorganization must be concluded to ensure our
sustainability," said Anne McCaffrey, president and CEO. "As the
Covid-19 pandemic has confirmed, the hospital is essential to our
community. We have a responsibility to the residents of our entire
region to continue our critical services for years to come."
Eastern Niagara is among 19 organizations that received between $5
million and $10 million in PPP loans through the $649 billion
program, according to new federal data released this week by the
SBA.
Other hospitals in bankruptcy around the country, including St.
Alexius Hospital in St. Louis, also sued the SBA, and some of them
received PPP loans after judges approved temporary restraining
orders tied to their bankruptcy proceedings.
Eastern Niagara's tactic was different, and came from an
interpretation of Section 1112(b) of the U.S. Bankruptcy Code,
which permits parties to seek dismissal of a case for cause,
provided it is in the best interest of creditors.
That's exactly how Eastern Niagara Hospital saw the turn of events:
It has recalled all 60 furloughed workers and will use the PPP
funds to bolster operations, supporting payroll and benefits with
the loan to make up for revenue lost during the COVID-19 pandemic.
Eastern Niagara's initial bankruptcy filing last fall followed a
$10 million deficit. The hospital had already shut down its Newfane
campus and later cut several programs and services.
Eastern Niagara was among several hospitals nationwide that sued
the SBA regarding the PPP disqualification, saying the rule failed
to distinguish between those in Chapter 11 reorganization and those
liquidating under Chapter 7 of the bankruptcy code.
About Eastern Niagara Hospital
Eastern Niagara Hospital, Inc. -- http://www.enhs.org/-- is a
not-for-profit organization, focused on providing general medical
and surgical services. It offers radiology, surgical services,
rehabilitation services, cardiac services, respiratory therapy,
obstetrics and women's health, emergency services, acute and
intensive care, chemical dependency treatment, occupational
medicine services, DOT medical exams, dialysis, laboratory
services, child and adolescent psychiatry, and express care.
Eastern Niagara Hospital sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 19-12342) on Nov. 7,
2019. At the time of the filing, the Debtor disclosed assets of
between $10 million and $50 million and liabilities of the same
range.
The Debtor tapped Jeffrey Austin Dove, Esq., at Barclay Damon LLP,
as its legal counsel and Lumsden & McCormick LLP as its
accountants.
The U.S. Trustee for Region 2 appointed creditors to serve on the
official committee of unsecured creditors on Nov. 22, 2019. The
committee is represented by Bond, Schoeneck & King, PLLC.
Michele McKay was appointed as health care ombudsman in the
Debtor's bankruptcy case.
EIGHT COPELAND: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Eight Copeland Road Group, LLC
d/b/a Eight Copeland Road Group
8 Copeland Road
Denville, NJ 07834
Case No.: 20-19536
Business Description: Eight Copeland Road Group, LLC engages
in activities related to real estate.
Chapter 11 Petition Date: August 12, 2020
Court: United States Bankruptcy Court
District of New Jersey
Judge: Hon. John K. Sherwood
Debtor's Counsel: Avram D. White, Esq.
Tel: 973-669-0857
Email: clistbk@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Marc-Roland Theophile, managing member.
The Debtor stated it has no known unsecured creditor at the time of
the filing.
A copy of the petition is available for free at PacerMonitor.com
at:
https://tinyurl.com/y3fw2l7w
ENTERPRISE JANITORIAL: Taps Darby Law as Bankruptcy Counsel
-----------------------------------------------------------
Enterprise Janitorial Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Nevada to hire Darby Law Practice, Ltd.
as its bankruptcy counsel.
The firm will provide these services in connection with Debtor's
Chapter 11 case:
a. advise Debtor of its rights, powers and duties in the
continued operation of its business and management of its
properties;
b. take all necessary actions to protect and preserve Debtor's
estate;
c. prepare legal papers;
d. attend meetings and negotiations with the Subchapter 5
trustee, representatives of creditors, equity holders, prospective
investors or acquirers and other parties;
e. appear before the bankruptcy court, any appellate courts
and the Office of the U.S. Trustee;
f. pursue confirmation of a plan of reorganization and
approval of the corresponding solicitation procedures and
disclosure statement; and
g. perform all other necessary legal services in connection
with the case.
The hourly rates for the firm's attorneys range from $400 to $450.
Darby Law received a retainer fee from Debtor in the amount of
$5,000, including the Chapter 11 filing fee.
The firm can be reached through:
Kevin A. Darby, Esq.
Tricia M. Darby, Esq.
Darby Law Practice, Ltd.
4777 Caughlin Parkway
Reno, NV 89519
Telephone: (775) 322-1237
Facsimile: (775) 996-7290
Email: kad@darbylawpractice.com
About Enterprise Janitorial
Enterpise Janitorial Inc., a Nevada-based cleaning and janitorial
services provider, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 20-50740) on July 30,
2020.
At the time of the filing, Debtor had estimated assets of less than
$50,000 and liabilities of between $50,001 and $100,000.
Darby Law Practice is Debtor's legal counsel.
ESSEX REAL: Selling Approx. 84-Acre Henderson Property for $48.4M
-----------------------------------------------------------------
Essex Real Estate Partners, LLC, asks the U.S. Bankruptcy Court for
the District of Nevada to authorize the sale of its real property
located in Henderson, Clark County, Nevada identified as APNs:
191-15—811-001; 191-15-711-002; 191-23-211-003; 191-23-211-004;
and 191-14-311-002, to Greystone Nevada, LLC for a total gross
price of $48,442,112, subject to higher and better offers.
The Property consists of approximately 83.39 acres of mixed-use
undeveloped land within the Inspirada Master Plan Community, in
Henderson, Clark County, Nevada.
On Nov. 29, 2007, Essex borrowed the total principal sum of $66
million under a Term Loan Agreement dated Nov. 29, 2007, and a Deed
of Trust Note in the amount of $42.9 million payable to The
Foothill Group, Inc. and a Deed of Trust Note in the principal
amount of $23.1 million payable to IFA. At all relevant times,
NexBank, SSB was and is the duty appointed collateral agent and
administrative agent for the lenders under the Notes and the Term
Loan Agreement.
The purpose of the Loan was to finance the purchase and development
of the Property based on a Development Agreement dated Nov. 29,
2007, between Essex and KB Home Nevada, Inc. The entire principal
and accrued interest owing under the Notes and Term Loan Agreement
was wholly due and payable by Essex on the initial Maturity Date of
Dec. 1, 2008.
Pursuant to an Amended Order Scheduling Settlement Conference, the
Debtor, NexBank and IFA will participate in a settlement conference
on July 16, 2020, in an attempt to resolve the claims each has
against the other.
As detailed in the Preliminary Title Report, the only allowed
secured liens and encumbrances against the Real Property consist of
unpaid Real Property taxes owing to the Clark County Treasurer in
an estimated sum of $2.8 million, as of July 1, 2020. The
purported liens of NexBank, IFA and the Fractional Assignees under
the Deed of Trust are all disputed and the Debtor is asking to sell
its Real Property free and clear of those disputed claims, with any
purported liens to attach to the proceeds of the sale until the
claims are adjudicated in the Court or otherwise resolved by mutual
agreement ofthe parties.
After extensive negotiations, subject to Court approval after
notice and hearing, the Debtor has negotiated four separate
purchase and sale agreements with two different buyers. The four
agreements are for the sale of 70.03 acres of the Property for a
collective gross sales price of $40,960,512. The contemplated
sales will leave 13.36 acres of Property available for any other
interested buyers, which the Debtor is offering for sale at a price
of $560,000 per acre.
Based on the sale structure, the Debtor expects a total gross sales
price of $48,442,112, for all 83.39 acres of Property. It is
detailed as follows:
Parcel APN Acres Price/Acre Total
1 191-15-811-001 27.45 $560,022 $15,372,617
2A 191-15-71 1002 22.75 $560,022 $12,740,512
2B 11.78 $708,796 $8,300,000
3 191-23-211-003 7.39 $560,000 $4,138,400
4 191-23-211-004 8.12 $560,022 $4,547,383
5 191-14-311-002 5.97 $560,022 $3,343,200
The four Agreements are:
A. Westcorp Agreement for Sale of Real Property (11.78 acres
of APN: 191-15-711-002):
a. Purchase Price: $8.3 million payable as follows:
$50,000 Initial Deposit delivered to First American Title Insurance
Co. ("FATCO"), to be credited at closing to the purchase price,
with the balance ofthe purchase price to be paid in cash upon
Closing. Within five business days of the date certain conditions
to Westcorp's obligations, Westcorp will deliver to FATCO an
additional deposit of $250,000, which will also be applied to the
purchase price, and be subject to same refundable conditions as the
Initial Deposit.
b. Closing: Closing will occur on the business day
that Westcorp designated to the Debtor in writing, but in no event
later than the 60 days following the last of certain conditions
detaiied in the Agreement. If Closing has not occurred by Nov. 20,
2020, for any reason except due to a default of Westcorp, then at
any time thereafter Westcorp may terminate the Agreement upon two
business days' written notice to the Debtor and any Deposit (plus
accrued interest) will be returned to Westcorp be upon the later of
(i) upon 30 days after the entry of a. written order by the
Bankruptcy Court approving a sale to the Purchaser of the Property,
or (ii) within three business days of completion and execution of
the assumption of the Current Loans, but in no event later than May
15, 2007.
c. Closing Costs: The Debtor will pay the premium
for a standard ALTA standard owner's policy of title insurance, the
cost of recordation of the Deed, one-half of any escrow fee and all
transfer tax. Property taxes will be prorated as of the Closing and
each party will pay its own attorney’s fees and costs.
d. Sales Commissions: The Debtor's real estate
broker, Michael Stuart of Coliiers International, did not negotiate
the sale to Westcorp, but Michaei Stuart of Colliers International
is entitled to a sales commission of 0.50% ofthe gross sales price,
payable at closing.
B. Greystone Real Property Purchase and Sale Agreement and
Escrow Instructions (22.75 acres of APN: 191-15—711-092 "Parcel
2A"):
a. Purchase Price: $12,740,512, payable as follows:
$25,000 Initial Deposit delivered to Fidelity National Title/NCS to
be credited at closing to the purchase price, with the balance of
the purchase price to be paid in cash upon. If Greystone delivers
its Notice of Approval by 6:00 p.m. (PT) on the date that is three
business days after the Decision Date, then Greystone will also
deliver to Fidelity an additional deposit of $125,000, which will
also be applied to the purchase price, and be subject to same
refundable conditions as the Initial Deposit. The Deposit includes
as independent consideration for Debtor’s performance the sum of
$100, which will be retained by Debtor in all instance.
b. Closing: The Closing will occur no later than 40
days following the Tentative Map approval Date, provided all other
conditions in favor of Greystone are satisfied.
c. Closing Costs: The Debtor will pay the cost of
the standard coverage portion of the Buyer's Title Policy, one-half
of any escrow fee and all real property transfer taxes. Property
taxes will be prorated as ofthe Closing and each party will pay its
own attorney's fees and costs.
d. Sales Commissions: The Debtor's real estate
broker, Michael Stuart of Colliers International, is entitled to
payment of real estate commissions consisting of 0.50% of the gross
sales price, payable at Closing.
e. Breakup Fee: The Debtor will reimburse Greystone
its out-of-pocket costs incurred in connection with the transaction
in a sum not to exceed $50,000 in the event Greystone is no longer
the ultimate buyer because the Debtor accepts an overbid from
another purchaser and such overbid is approved by the Court.
C. Greystone Real Property Purchase and Sale Agreement and
Escrow Instructions (27.45 acres of APN: 191-15-811-001 "Parcel
1"):
a. Purchase Price: $15,372,617, payable as follows:
$25,000 Initial Deposit delivered to Fidelity National Title/NCS to
be credited at closing to the purchase price, with the balance of
the purchase price to be paid in cash upon Closing. If Greystone
delivers its Notice of Approval, as defined in the Agreement by to
6:00 p.m. (PT) on the date that is three business days after the
Decision Date, then Greystone will also deliver to Fidelity an
additional deposit of $125,000, which will also be applied to the
purchase price, and be subject to same refundable conditions as the
Initial Deposit. The Deposit includes as independent consideration
for the Debtor's performance the sum of $100, which will be
retained by the Debtor in all instance.
b. Closing: The Closing will occur no tater than 40
days following the Tentative Map approval Date, provided all other
conditions in favor of Greystone are satisfied.
c. Closing Costs: The Debtor will pay the cost of
the standard coverage portion of the Buyer's Title Policy, one-half
of any escrow fee and all real property transfer taxes. Property
taxes will be prorated as ofthe Closing and each party will pay its
own attorney's fees and costs.
d. Sales Commissions: The Debtor's real estate
broker, Michael Stuart of Colliers International, is entitled to
payment of real estate commissions consisting of 0.50% of the gross
sales price, payable at Closing.
e. Breakup Fee: The Debtor will reimburse Greystone
its out-of-pocket costs incurred in connection with the transaction
in a sum not to exceed $50,000 in the event Greystone is no longer
the ultimate buyer because the Debtor accepts an overbid from
another purchaser and such overbid is approved by the Court.
D. Greystone Real Property Purchase and Sale Agreement and
Escrow Instructions (8.12 acres of APN: 191-23-211-004 "Parcel 4"):
a. Purchase Price: $4,547,383, payable as follows:
$25,000 Initial Deposit delivered to Fidelity National Title/NCS to
be credited at closing to the purchase price, with the balance of
the purchase price to be paid in cash upon Closing. If Greystone
delivers its Notice of Approval, as defined in the Agreement by to
6:00 p.m. (PT) on the date that is three business days after the
Decision Date, then Greystone will also deliver to Fidelity an
additional deposit of $125,000, which will also be applied to the
purchase price, and be subject to same refundable conditions as the
Initial Deposit. The Deposit includes as independent consideration
for the Debtor's performance the sum of $100, which will be
retained by the Debtor in all instance.
b. Closing: The Closing will occur no later than 40
days following the Tentative Map approval Date, provided all other
conditions in favor of Greystone are satisfied.
c. Closing Costs: The Debtor will pay the cost of
the standard coverage portion of the Buyer's Title Policy, one-half
of any escrow fee and all real property transfer taxes. Property
taxes will be prorated as of the Closing and each party will pay
its own attorney's fees and costs.
d. Sales Commissions: The Debtor's real estate
broker, Michael Stuart of Colliers International, is entitled to
payment of real estate commissions consisting of 0.50% of the gross
sales price, payable at Closing.
e. Breakup Fee: The Debtor will reimburse Greystone
its out-of-pocket costs incurred in connection with the transaction
in a sum not to exceed $50,000 in the event Greystone is no longer
the ultimate buyer because the Debtor accepts an overbid from
another purchaser and such overbid is approved by the Court.
The Debtor anticipates supplementing the Motion in the next 10 days
with certain purchase and sale agreements to be signed by Pardee
Homes, coupled with current prospective purchaser Greystone
releasing its commitment to purchase Parcel 2A in order to allow
Pardee Homes to purchase additional acreage.
To assure that the purchase price for the Property is the highest
attainable, the Debtor asks the Court allows overbidding for the
sale of the Property, through an open Court auction process at the
hearing date and time scheduled for the Motion. If that auction
yields a higher and better offer, the Debtor asks authority to
effect a sale of the Property to the winning and qualified
overbidder.
Interested bidders must be in possession of funds made payable to
Fidelity National Title on deposit in a bank account to effectuate
an immediate wire transfer to Fidelity National Title, equal to 10%
of the aggregate bid amount.
The minimum overbid will be $50,000 more than each of the purchase
prices contemplated in the four existing Purchase Agreements
included with the Motion, with additional bidding increments of no
less than $50,000. With respect to the remaining 13.36 acres of
Real Property which are not currently subject to an existing
purchase offer, the starting bid will be $7,481,600, with
additional bidding increments of no less than $50,000.
Additionally, the Debtor asks findings from the Court that: (1) the
buyer-(s) of the Property are good faith purchasers entitled to the
safe harbor protections; and (2) the 14-day stay imposed by Fed. R.
Bankr. P. 6004(h) is waived so that any sales can close as soon as
practicable after an Order is entered by the Court approving the
sales.
Finally, the Debtor also asks authorization to pay normal closing
costs, pro-rations and any sales commissions due to its real estate
broker, Michael Stuart of Colliers International.
A copy of the Agreements is available at
https://tinyurl.com/y8wvzlhh from PacerMonitor.com free of charge.
A hearing on the Motion is set for Aug. 21, 2020 at 10:00 a.m.
The Purchaser:
GREYSTONE NEVADA, LLC
9275 W. Russell Rd., Suite 400
Las Vegas, NV 89148
Attn: Joy Broddle
Telephone: (702) 736-9100
Facsimile: (702) 736-9200
E-mail: joy.broddle@lennar.com
About Essex Real Estate Partners
Essex Real Estate Partners, LLC, based in Reno, NV, filed a Chapter
11 petition (Bankr. D. Nev. Case No. 19-51486) on Dec. 27, 2019.
In the petition signed by Jeri Coppa-Knudson, manager, the Debtor
was estimated to have $10 million to $50 million in assets and $1
million to $10 million in liabilities. The Hon. Bruce T. Beesley
oversees the case. Stephen R. Harris, Esq., a Harris Law Practice,
LLC, serves as bankruptcy counsel to the Debtor.
EVEREST REAL ESTATE: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Everest Real Estate Investments, LLC
dba ICON Hospital
dba ICON Skilled Nursing & Rehabilitation Facility
dba SE Texas ER and Hospital
dba SE Texas ER Hospital
dba Providence Hospital Northeast
dba SE Texas ER & Hospital
19211 Mckay Drive
Humble, TX 77388
Business Description: Everest Real Estate Investments, LLC
is a health care services provider
established in Humble, Texas specializing in
general acute care hospital. It offers
completely comprehensive medical
care, treating both major and minor
injuries. For more information, visit
www.setexaser.com.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 20-34077
Judge: Hon. Christopher M. Lopez
Debtor's Counsel: Alan S. Gerger, Esq.
THE GERGER LAW FIRM PLLC
1770 St. James Place
Suite 105
Houston, TX 77056
Tel: (713) 337-6423
Email: asgerger@gerglaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Thomas Vo, M.D., majority owner of
managing partner.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/SK7MJCY/Everest_Real_Estate_Investments__txsbke-20-34077__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Accountable Healthcare Pending Lawsuit; $33,484
Staffing, Inc. debtor not yet
c/o Jon D. Totz named as party
Totz, Ellison & Totz, PC
2211 Norfolk, Ste. 510
Houston, TX 77098
2. AGC Investments, LLC Judgment in $150,000
c/o Derek U. Obialo lawsuit
The Law Office of
Derek U. Obialo
1415 North Loop
West, Ste. 1140
Houston, TX 77008
3. Agiliti Health, Inc. Vendor $20,484
6625 W 78th St.,
Ste. 300
Minneapolis, MN 55439
4. AIM Staffing Inc. Vendor $39,836
9900 Westpark Dr.
Houston, TX 77063
5. Cardinal Health Vendor $81,048
Medical Products
and Services
PO Box 730112
Dallas, TX 75373
6. Cigna Claimed $502,140
John P. DiManno Reimbursements
Fraud Sr. Specialist of overpayments
900 Cottage Grove Rd. to prior owners
Routing W3SIU
Bloomfield, CT 06002
7. Cypress Creek ER $25,315
of Harmony, PLLC
20320 Northwest
Fwy., Ste. 900
Jersey Village, TX
77065-5620
8. First State Bank PPP Loan $447,000
4039 IH 10 East
Orange, TX 77630
9. Harris Health System Local Provider $152,723
PO Box 66769 Participation
Houston, TX Fund Assessment
77266-6769
10. Jili Janitorial Vendor $38,939
Services LLC
5648 Pitts Rd.
Katy, TX 77493
11. Midtown Investments, LLC Pending $51,922
dba Custom Medical Solutions Lawsuit
c/o Jon Totz; Totz Ellison
& Totz, PC
2211 Norfolk, Suite 510
Houston, TX 77098
12. North Houston Pending $118,200
Renal Consultants, PA lawsuit
19502 McKay Dr., # 200
Humble, TX 77338
13. SBG Ventures LLC Vendor $184,768
8418 Academy St.
Houston, TX
77025-2902
14. Texas Emergency Vendor $546,675
Room Services
7032 Collection
Center Drive
Chicago, IL 60693
15. Tyvan LLC Vendor $173,287
6030 S. Rice Blvd.,
Ste. C
Houston, TX 77081
16. U.S. Bank National Foreign $89,028
Association Judgment
c/o Jeremy M. Jones
Lam, Lyn & Philip, P.C.
6213 Skyline Drive
Suite 2100
Houston, TX 77057
17. VeriTrust Corporation Vendor $58,417
PO BOx 22737
Houston, TX
77227-2737
18. Wells Fargo Foreign $281,058
Financial Leasing, Inc. Judgment
c/o Stacie M. Codr
Finley Law Firm, PC
699 Walnut St., Suite 1700
Des Moines, IA
50309
19. Wellsoft Corporation Vendor $58,389
27 World's Fair Dr.
Somerset, NJ
08873-1353
20. Zetta Medical Vendor $38,225
Technologies LLC
1313 Ensell Road
Lake Zurich, IL
60047
EXIDE TECHNOLOGIES: Atlas Wins Auction for Americas Biz.
--------------------------------------------------------
Exide Technologies, LLC, a global provider of stored energy
solutions, announced the successful conclusion of its auction for
its Americas business, held as part of its court-supervised sale
process, with the Company's determination that a proposal from an
affiliate of Atlas Holdings LLC, is the highest or otherwise best
offer. Atlas and its affiliates own and operate 20 industrial
manufacturing, distribution and logistics companies around the
world, employing more than 20,000 associates at more than 150
facilities.
Under the terms of the proposed agreement, which has been filed
with the U.S. Bankruptcy Court, the affiliate of Atlas will acquire
assets comprising substantially all of Exide's ongoing Americas
business and operations for approximately $178.6 million, subject
to adjustments, and assume certain liabilities related to the
acquired assets. The Agreement contemplates the continued operation
of Exide’s transportation, recycling and GNB Industrial Power
businesses.
Separately, as announced when the Company filed for bankruptcy on
May 19, 2020, Exide has entered into an agreement under which an ad
hoc group of the Company’s prepetition noteholders would continue
as owners of its EMEA and Asia-Pacific business. The noteholders
intend to maintain continued employment of the Company’s
workforce in these regions.
"We are gratified to have generated strong interest in our Americas
business and delighted to have reached this agreement with
affiliates of Atlas, an investor with significant operational and
financial resources and a proven track record of building strong,
high-performance organizations," said Tim Vargo, Chairman,
President, and Chief Executive Officer of Exide Technologies.
"Under new ownership, our Americas business will continue
delivering high quality energy storage solutions and service to our
customers, maximizing future growth and profitability."
"We are very excited about acquiring the assets of Exide's Americas
business," said Jacob Hudson, Managing Partner of Atlas Holdings.
"We believe that, with a clean start and a strong balance sheet,
the Exide Americas business has a very bright future, and we are
looking forward to investing in its growth."
The Agreements will be subject to Court approval, currently
scheduled for a hearing on August 6, 2020, as well as customary
closing conditions.
Additional Information and Advisors
Additional information about Exide’s Chapter 11 proceeding can be
found at exide.com/2020-restructuring. Vendors with questions can
visit https://cases.primeclerk.com/Exide2020/, call a dedicated
hotline at 877-429-4840 between the hours of 9 AM and 6 PM Eastern,
Monday through Friday, or email Exide2020Info@PrimeClerk.com.
Weil, Gotshal & Manges LLP is serving as legal counsel, Houlihan
Lokey Capital Inc. is serving as investment banker, and Ankura
Consulting Group, LLC is serving as financial advisor, in each
case, to Exide.
Winston & Strawn LLP is serving as legal counsel to Atlas.
About Atlas Holdings
Headquartered in Greenwich, Connecticut and founded in 2002, Atlas
and its affiliates own and operate 20 platform companies which
employ approximately 20,000 associates at more than 150 facilities
worldwide. Atlas operates in sectors such as aluminum processing,
automotive, building materials, capital equipment, construction
services, food manufacturing and distribution, packaging, paper,
power generation, pulp, supply chain management and wood products.
Atlas’ companies together generate more than $5 billion dollars
in revenues annually. For additional information, please visit
http://www.atlasholdingsllc.com/
About Exide Technologies
Exide Technologies LLC was founded in 1888 and headquartered in
Milton, Georgia, Exide. It is a stored electrical energy solutions
company and a producer and recycler of lead-acid batteries. Across
the globe, Exide batteries power cars, boats, heavy duty vehicles,
golf carts, powersports, and lawn and garden applications. Its
network power solutions deliver energy to vast telecommunication
networks in need of uninterrupted power supply.
Exide Technologies first sought Chapter 11 protection (Bankr. Del.
Case No. 02-11125) on April 14, 2002, and exited bankruptcy two
years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq.,
at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski
Stang
Ziehl & Jones LLP, represented the Debtors in their successful
restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013 and emerged from bankruptcy in 2015. In
the 2013 case, Exide tapped Skadden, Arps, Slate, Meagher & Flom
LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez &
Marsal as financial advisor; Sitrick and Company Inc. as public
relations consultant. The official creditors committee retained
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel, and Zolfo Cooper, LLC served as its bankruptcy
consultants and financial advisors.
Exide Holdings, Inc., and its affiliates, including Exide
Technologies LLC, sought Chapter 11 protection (Bankr. D. Del.
Lead
Case No. 20-11157) on May 19, 2020. Exide Holdings was estimated
to have $500 million to $1 billion in assets and $1 billion to $10
billion in liabilities.
In the newest Chapter 11 case, Weil, Gotshal & Manges LLP is
serving as legal counsel to Exide, Houlihan Lokey is serving as
investment banker, and Ankura is serving as financial advisor.
Richards, Layton & Finger, P.A., is the local counsel. Prime
Clerk
LLC is the claims agent, maintaining the page
https://cases.primeclerk.com/Exide2020/
FAIRWAY GROUP: Bogopa Buying Store Assets for $1.78 Million
-----------------------------------------------------------
Fairway Group Holdings Corp., and debtor affiliates, ask the U.S.
Bankruptcy Court for the Southern District of New York to authorize
the sale of their stores located at (a) 480-50 Van Brunt Street,
Brooklyn, New York ("Red Hook Store") and (b) 242-02 61st Avenue,
Douglaston, New York ("Douglaston Store"), and related assets, free
and clear of liens, claims, interests, and encumbrances to Bogopa
Enterprises, Inc., pursuant to their Asset Purchase Agreement,
dated as of July 15, 2020.
The consideration for the Acquired Assets will be (i) an aggregate
Dollar amount equal to the sum of (A) $1.78 million, subject to
adjustment, plus (B) the Seller Proration Amount, if any, minus (C)
the Buyer Proration Amount, if any, and (ii) the Buyer's assumption
of the Assumed Liabilities.
The Debtors commenced these chapter 11 cases with the support of an
ad hoc group of Prepetition Lenders holding over 91% of all
outstanding obligations of the Debtors under the Prepetition Credit
Agreement (and in excess of 66.67% of each tranche of debt
thereunder). On Jan. 22, 2020, the Debtors executed a
restructuring support agreement ("RSA") with members of the Ad Hoc
Group, pursuant to which the members of the Ad Hoc Group agreed to
support a chapter 11 plan.
In accordance with the Court's Bidding Procedures Order for the
Debtors' Assets, the Debtors request entry of an the Sale Order:
(i) authorizing the sale the Acquired Assets, free and clear of
liens, claims, interests, and encumbrances to Bogopa, pursuant to
the Bogopa APA.
As the Court and parties in interest are aware, the Debtors have
been marketing and trying to sell as many of their stores on a
going-concern basis as possible to avoid a shut down and related
loss of jobs and value. In May 2019, they initiated a
comprehensive marketing process to sell their Stores and related
assets as going concerns or to consummate another strategic,
value-maximizing transaction that would resolve their operational
and financial challenges. To that end, the Debtors, led by their
investment bankers, PJ Solomon, L.P., executed an "M&A" process.
In accordance with the Bidding Procedures Order, from March 16,
2020 to March 25, 2020, the Debtors held an auction for all of
their assets. At the conclusion of the Global Auction, the Debtors
announced three Successful Bids from separate purchasers on three
separate asset packages. However, the Red Hook Store and the
Douglaston Store, among others, did not receive bids at the Global
Auction.
Following the Global Auction, the Debtors continued their efforts
to try to find potential purchasers and solicit bids for assets not
sold at the Global Auction, including the Acquired Assets.
Unfortunately, no formal bids were received by the June 8, 2020 Bid
Deadline.
Following the June 8 Bid Deadline, the Debtors continued to engage
with parties that showed some interest in their assets but did not
submit a bid. Ultimately, the Debtors received a proposal from
Bogopa and on July 14, 2020, the parties reached an agreement with
respect to the terms of the sale of all of the Acquired Assets.
The salient terms of the APA are:
a. Acquired Assets: (I) Red Hook Store - (i) fixtures,
furniture, and equipment for $5,000; (ii) inventory, prepaid
expenses, and cash for an estimated price of $875,000 (actual value
to be determined at closing); (iii) the Buyer to enter into new
lease agreement with landlord for Red Hook Store, and the Debtors
to reject existing lease, with no cure costs to be paid; and (II)
Douglaston Store - (i) Base price of $100,000; (ii) The Buyer to
assume all cure cost obligations; (iii) The Debtors' letter of
credit supporting the lease in the amount of $208,000 will be
replaced by the Buyer;a nd (iv) Inventory, prepaid expenses, and
cash for an estimated price of $800,000 (actual value to be
determined at closing)
b. Inventory Valuation Formula: 100% of the Debtors' cost,
except for specified categories of excluded inventory (which the
Buyer is not purchasing)
c. Treatment of Labor Agreements; Offers of Employment: With
respect to the Debtors' employees under collective bargaining
agreements, the Buyer will engage in good faith negotiations to
reach satisfactory amendments to the collective bargaining
agreements. The Buyer is obligated to offer employment to
substantially all, but in any event, no less than 90% of union
employees at the Acquired Stores.
Pursuant to the Bogopa APA, the Debtors will assume and assign the
lease for the Douglaston Store to Bogopa. In connection therewith,
Bogopa has agreed to assume all obligations with respect to cure
costs under the lease for the Douglaston Store as of the closing of
the Bogopa Sale Transaction (including administrative expenses and
other cure costs arising prior to such closing). With respect to
the Red Hook Store, Bogopa has negotiated a new lease with the
landlord for the store. Accordingly, the Debtors intend to reject
the associated lease effective as of the closing of the Bogopa Sale
Transaction. Notably, the landlords for these locations have
collectively asserted more than $1.5 million in cure costs, which
will be avoided by the Debtors under the Bogopa Sale Transaction.
As stated, the Debtors have marketed the Acquired Stores for over
12 months, including postpetition in accordance with the Bidding
Procedures. No bid was placed at the Global Auction for the
Acquired Stores. Nor were any bids placed by the subsequent June 8
Bid Deadline. Although certain parties have recently indicated
some interest in these stores, the Debtors do not believe a further
auction is warranted or feasible. As stated, time is of the
essence. Moreover, there are no other actionable bids at this
time; simply indications of interest. Under the circumstances, the
Debtors have determined that a further auction is not necessary or
in the best interests of their estates.
The assets acquired under the Bogopa APA will be sold free and
clear of any and all liens, claims, interests, and other
encumbrances. The only secured party in these cases are the
prepetition lenders and DIP Lenders, who consent to the sale. With
respect to any other party asserting a lien, claim, encumbrance, or
other interest against the Acquired Assets, the Debtors will be
able to satisfy one or more of the conditions set forth in section
363(f).
The assumption of the unexpired lease associated with the
Douglaston Store in connection with the Bogopa Sale Transaction is
an exercise of the Debtors' sound business judgment. Assignment of
such lease allows Bogopa to operate the Douglaston Store and is
essential to obtaining the highest or otherwise best offer for the
Douglaston Store. Bogopa is assuming all cure costs for the
Douglaston Store and will be responsible to the landlord for such
obligations.
In light of the current circumstances and financial condition of
the Debtors, the Bogopa Sale Transaction must be consummated as
soon as practicable. Accordingly, the Debtors ask that the Bidding
Procedures Order and the Sale Order be effective immediately upon
entry of each such order and that the 14-day stay periods under
Bankruptcy Rules 6004(h) and 6006(d) be waived.
A copy of the Bogopa APA and the Bidding Procedures is available at
from https://tinyurl.com/yyj8ntam PacerMonitor.com free of charge.
About Fairway Group
Fairway Group -- https://www.fairwaymarket.com/ -- is a food
retailer operating 14 supermarkets across the New York, New Jersey
and Connecticut tri-state area, including two with freestanding
wine and liquor stores (the Stamford and Pelham locations) and two
with in-store wine and liquor stores (the Woodland Park and
Paramus
locations). The company's flagship store is located at Broadway
and West 74th Street, on the Upper West Side of Manhattan,
featuring a cafe, Sur la Route, and state of the art cooking
school. Fairway's stores emphasize an extensive selection of
fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.
Fairway Group Holdings Corp. and 25 affiliated companies sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-10161) on
Jan. 23, 2020.
In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.
Judge James L. Garrity, Jr., is assigned to the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.
FALL CREEK PLAZA: Seeks Court Approval to Hire Financial Advisor
----------------------------------------------------------------
Fall Creek Plaza, I, LP and its affiliates seek authority from the
U.S. Bankruptcy for the Southern District of Texas to employ Mark
Fertittta, owner of Fertitta Realty & Property Management, as their
financial advisor.
Mr. Fertittta will provide the following services on an independent
contractor basis:
a. assist Debtors in the preparation of cash requirements,
cash forecasts and financial projections;
b. assist Debtors in obtaining new tenants, maintain existing
tenants and determine what construction or rehabilitation is
necessary to attract new tenants to the shopping center;
c. assist Debtors in determining the rental rates for new
tenants; and
d. make recommendations concerning various alternatives in
eliminating costs in order to maximize short-term and long-term
cash flow and in executing of approved cost-reduction measures.
Debtors will pay their financial advisor a flat fee of $1,000 per
month for a total sum of $3,000.
Mr. Fertittta disclosed in court filings that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
Mr. Fertittta holds office at:
Mark A. Fertittta
5755 Eastec Fwy
Beaumont, TX 77706-6922
Phone: 409-839-4428
About Fall Creek
Fall Creek owns and operates a shopping center in Humble, Texas. It
was built in three phases and under three different partnerships
who are the proposed joint debtors.
Fall Creek Plaza, I, LP and Fall Creek Plaza II, LP and Fall Creek
Plaza, III, LP, filed their voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
20-32989) on June 9, 2020. At the time of filing, Debtors
estimated 10,000,001 to $50 million in both assets and liabilities.
Judge Christopher M. Lopez oversees the cases. Dean W. Greer,
Esq., is Debtors' legal counsel.
FIELD OF FLOWERS: Files for Chapter 11 After Receiving PPP Funding
------------------------------------------------------------------
Matthew Arrojas, writing for South Florida Business Journal,
reports that Field of Flowers, a florist retailer with shops in
Davie and Boca Raton, filed for Chapter 11 bankruptcy protection.
The business, which listed just under $1.7 million in liabilities
in the bankruptcy filing, has suffered from losses stemming from
the Covid-19 pandemic. Owner and CEO Donn Flipse said he was forced
the close the retail portion of the business for about two months
and relied entirely on shipping to sustain the company, but it
wasn't enough to prevent bankruptcy.
Court documents filed with in U.S. Bankruptcy Court for the
Southern District of Florida show Field of Flowers managed to
generate $2.85 million in 2020 revenue through July 6. That's 35%
of 2019's $8.12 million in revenue.
Flipse said the downturn in business forced him to reach out to
legal counsel in early June to discuss the company's options. At
the start of July, he and the company's board of directors decided
Chapter 11 would be the best way to ensure Field of Flowers'
long-term survival.
"I never expected to be in this position, and I certainly didn't
want to be here, but it's kind of the typical story," he said. "We
need to get some short-term relief from creditors so that we can
have time to pay them off."
Flipse added that current sales are about 50% of normal levels, but
they could plummet again, should state or local governments force
retail stores to close.
"We are all at the mercy, so to speak, of what the virus does, and
what the authorities decide to do," he said.
Field of Flowers' bankruptcy declaration shows the company received
$552,000 in Paycheck Protection Program funds from JPMorgan Chase
Bank in April.
Flipse said he still has some PPP funds left over -- $137,000 as of
Monday, according to court documents -- which helped him rehire
employees. He now has 56 people on staff, which is slightly down
from the 70 he had at this time last year. He said the Chapter 11
filing should help save the company money to keep these people
employed.
According to court documents, Field of Flowers has $349,000 in
assets, including $152,000 in cash or cash equivalents on hand. PPP
funds comprise the overwhelming majority of available cash.
About Field of Flowers
Field of Flowers, Inc., owns and operates a landscaping and flower
shop. Field of Flowers, Inc., based in Fort Lauderdale, FL, filed
a Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-17423) on July
7, 2020. In the petition signed by Donn F. Flipse, CEO, the Debtor
disclosed $349,181 in assets and $1,692,973 in liabilities. The
Hon. Paul G. Hyman, Jr. oversees the case. GAMBERG & ABRAMS,
serves as bankruptcy counsel to the Debtor.
FIRSTCASH INC: S&P Rates New $400MM Senior Unsecured Notes 'BB'
---------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB' issue rating to
FirstCash Inc.'s (BB/Stable/--) proposed $400 million senior
unsecured notes due 2028. The company expects to use a majority of
the proceeds from the new notes to call its existing $300 million
senior unsecured notes due 2024, pay down its cash flow revolver,
and pay fees and expenses associated with the transaction. Leverage
as of the end of the second quarter was 1.9x, and S&P expects
leverage to remain within 1.75x-2.5x as measured by gross debt to
adjusted EBITDA.
S&P's ratings on FirstCash are based on the company's concentrated
business model in a highly fragmented industry. The company's
stable profit margins through varying economic cycles and leading
market share partly offset these negative factors. During the
second quarter, the company reduced leverage despite declines in
year-over-year EBITDA by paying down its revolver. Cash flow from
operations was higher than normal due to higher-than-expected
paydowns of pawn loans, most likely as a result of the government
stimulus. S&P expects cash flow and leverage to be relatively
resilient in the second half of the year despite challenging
conditions in consumer lending.
FORD MOTOR: S&P Affirms 'BB+' ICR; Ratings Off Watch Negative
-------------------------------------------------------------
S&P Global Ratings took its ratings on Ford Motor Co. off
CreditWatch, where it placed them March 25, 2020, with negative
implications. S&P also affirmed its 'BB+' issuer credit rating and
issue-level ratings.
The impact of COVID-19 was severe in the second quarter, but
industry light-vehicle demand appears to be returning. Global
demand fell severely as a result of plant shutdowns due to the
COVID-19 pandemic. Ford's North American plants were shut down for
six weeks in the quarter. Its second-quarter revenue dropped 50%
and wholesales fell 53% compared to a year ago. Consequently,
adjusted EBIT came in at negative $1.9 billion and adjusted FOCF
was a negative 5.3 billion for the quarter.
As pandemic-related governmental restrictions were lifted, auto
plants have reopened. While U.S. light-vehicle sales were down
about 47% year over year in April, each successive month improved,
with sales in May down about 30% and June down about 24%. Ford's
sales have improved in line with higher light-vehicle demand and
its North American manufacturing facilities were operating at about
95% of pre-COVID-19 production by the end of the quarter.
Ford's captive finance subsidiary remains a strategic asset during
the downturn, though the extent of future government stimulus and
consumer resiliency are uncertain. Ford Motor Credit Co. LLC
(FMCC) has diverse funding sources and a good relationship with the
financial market, which afford it solid liquidity on a stand-alone
basis to support its parent's liquidity. Moreover, the captive can
help its parent execute sales strategies to adapt to challenging
market conditions. S&P believes FMCC's good track record in
offering seamless financing to support its sales strengthens Ford's
competitive advantage.
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety
"The negative outlook reflects our view that there is at least a
one-third chance we could lower our rating on Ford over the next 12
months. This could happen if fallout from the pandemic has a
prolonged negative effect on demand and operational performance,"
S&P said.
S&P could lower its rating on Ford if weaker demand prospects,
adverse competitive developments (excess inventory, increased
incentives, market share losses, or unfavorable shifts in consumer
demand away from trucks) reduce profitability prospects below the
company's regional targets, making it unlikely that its EBITDA
margins would exceed 5% in 2021. Alternatively, S&P could lower the
rating if Ford's debt-to-EBITDA ratio exceeds 4x. Moreover, while
S&P expects FOCF to debt over the next few quarters to remain below
10%, the rating agency could lower the rating if this remains below
10% on a sustained basis.
"We could revise the outlook to stable if we see signs that
light-vehicle demand is on a path toward pre-coronavirus levels as
demonstrated by strengthening credit measures, including FOCF to
debt moving toward 10% on a sustained basis. We would also expect
Ford to maintain strong liquidity and FMCC to remain profitable and
demonstrate underwriting standards consistent with the rating. We
also expect Ford would maintain at least $20 billion auto cash even
in 2020 and beyond," S&P said.
FOSTER FREIGHTS: PPP Loan Can't Save Carrier From Bankruptcy
------------------------------------------------------------
FreightWaves reports that an Alabama-based carrier recently filed
for Chapter 7 bankruptcy, despite receiving a loan to stay afloat
during the COVID-19 pandemic through the U.S. Small Business
Administration's Paycheck Protection Program (PPP).
In its filing with the U.S. Bankruptcy Court for the Middle
District of Alabama, Foster Freights LLC of Clayton, Alabama, lists
its assets as up to $50,000 and its liabilities as between $100,000
and $500,000. It lists up to 49 creditors. The carrier states that
no funds will be available once administrative expenses are paid.
Adam F. Evans is listed as a member of the limited liability
corporation in Foster Freights' Chapter 7 filing. He did not return
FreightWaves' request for comment.
The trucking company's largest creditor is 22nd State Bank of
Eufaula, Alabama. Foster Freights owes the bank more than $131,000
for loans for a 2017 Freightliner Cascadia and a 1997 Peterbilt
379.
According to Foster Freights' bankruptcy petition, it received a
PPP loan for nearly $19,000 on May 4 through SBA lender BBVA USA,
headquartered in Birmingham, Alabama.
The carrier, which hauled general and refrigerated freight, has
four power units and six drivers, according to the Federal Motor
Carrier Safety Administration (FMCSA) SAFER website. Foster
Freights' insurance is scheduled to be canceled on Aug. 4,
according to FMCSA data.
About Foster Freight
Foster Freight LLC is an active carrier operating under USDOT
Number 2529039 and MC Number 878668 that offers freight
transportation services.
FREEDOM DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Freedom Development Group LLC - 87th Street
910 W. Van Buren, Suite 500
Chicago, IL 60607
Business Description: Freedom Development Group LLC --
https://fdg7.com -- is a privately-owned
real estate company that specializes in
development, investment, brokerage, asset
management, planning and strategic land
acquisition throughout the United States.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 20-15619
Judge: Hon. Donald R. Cassling
Debtor's Counsel: Gregory J. Jordan, Esq.
JORDAN & ZITO LLC
55 West Monroe Street, Suite 3600
Chicago, IL 60603-5026
Tel: (312) 854-7181
E-mail: gjordan@jz-llc.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daniel Olswang, manager.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://tinyurl.com/y3aqfpcl
GAINESVILLE ROAD: Seeks to Hire Brick Business as Special Counsel
-----------------------------------------------------------------
Gainesville Road Community Trust filed an application with the U.S.
Bankruptcy Court for the Middle District of Florida to hire an
attorney to pursue a case against the sellers of two mobile home
parks it currently operates.
In its application, Debtor asked for court approval to hire Brick
Business Law Firm, P.A. and the firm's attorney, Joseph Daniel
Kennett, Esq., to assist in pursuing its claims against One Family
Florida Partners, LLLP and several others including Raj Baluja, the
partnership's president.
The claims stemmed from Mr. Baluja's alleged failure to disclose
the existence of a consent order between One Family and the Florida
Department of Environmental Protection during the sale of the
mobile parks to Debtor, and his failure to transfer the permit
authorizing the mobile parks to operate an onsite wastewater plant.
Brick Business will be compensated on an hourly basis as follows:
$325 per hour for senior attorneys, $250 per hour for associate
attorneys, and $155 per hour for paralegals.
Mr. Kennett disclosed in court filings that he and his firm do not
represent any interest adverse to Debtor and its bankruptcy
estate.
Brick Business can be reached through:
3413 W Fletcher Ave
Tampa, FL 33618
Telephone: (813) 816-1816
About Gainesville Road Community Trust
Gainesville Road Community Trust sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-03888) on May
19, 2020. At the time of the filing, Debtor was estimated to have
assets of between $1 million and $10 million and liabilities of the
same range. Judge Catherine Peek Mcewen oversees the case. Dion
R. Hancock, P.A. is Debtor's legal counsel.
GLOSTATION USA: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Eleven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Glostation USA, Inc. 20-11435
DBA Sandbox
DBA Sandbox VR
6600 Topanga Canyon Blvd., Box 1120
Woodland Hills, CA 91367
Glostation Core USA, Inc. 20-11436
Sandbox VR Austin, LLC 20-11441
Sandbox VR Cerritos, LLC 20-11439
Sandbox VR Colony, LLC 20-11442
Sandbox VR Mission Valley, LLC 20-11437
Sandbox VR Oakbrook, LLC 20-11443
Sandbox VR Pop-Up, LLC 20-11444
Sandbox VR Ridge Hill, LLC 20-11440
Sandbox VR San Mateo, LLC 20-11438
Sandbox VR Topanga, LLC 20-11434
Business Description: Glostation USA Inc. --
sandboxvr.com -- is a virtual reality
start-up doing business as Sandbox VR.
Sandbox is a futuristic VR experience for
groups of up to six where they can see and
physically interact with everyone inside,
just like the real world. Inspired by Star
Trek's Holodeck, Sandbox's exclusive worlds
let people feel like they're living inside
a game or movie, and are built by EA, Sony,
and Ubisoft veterans.
Chapter 11 Petition Date: August 13, 2020
Court: United States Bankruptcy Court
Central District of California
Debtors' Counsel: David S. Kupetz, Esq.
SULMEYERKUPETZ, A PROFESSIONAL CORPORATION
333 South Grand Avenue
Suite 3400
Los Angeles, CA 90071-1406
Tel: 213-626-2311
Email: dkupetz@sulmeyerlaw.com
Estimated Estimated
Assets Liabilities
------------------- ---------------------
Glostation USA $1 million to $10 million to
$10 million $50 million
Glostation Core USA $1 million to $10 million to
$10 million $50 million
Sandbox VR Austin $1 million to $10 million to
$10 million $50 million
Sandbox VR Cerritos $1 million to $10 million to
$10 million $50 million
Sandbox VR Colony $1 million to $10 million to
$10 million $50 million
Sandbox VR Mission $1 million to $10 million to
$10 million $50 million
Sandbox VR Oakbrook $1 million to $10 million to
$10 million $50 million
Sandbox VR Pop-Up $1 million to $10 million to
$10 million $50 million
Sandbox VR Ridge Hill $1 million to $10 million to
$10 million $50 million
Sandbox VR San Mateo $1 million to $10 million to
$10 million $50 million
Sandbox VR Topanga $1 million to $10 million to
$10 million $50 million
The petitions were signed by Steven Zhao, manager, president, and
CEO.
Copies of the petitions are available for free at PacerMonitor.com
at:
https://tinyurl.com/yyonbswp
https://tinyurl.com/y2tpytm4
https://tinyurl.com/y3qhcsxq
https://tinyurl.com/y5y3yjtm
https://tinyurl.com/y3xmjgz2
https://tinyurl.com/yyeee23w
https://tinyurl.com/y2x9xaz9
https://tinyurl.com/yym5vzbo
https://tinyurl.com/y4tdhnm4
https://tinyurl.com/y2gqavk7
https://tinyurl.com/yxaakxx8
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Flynn Construction Store $391,171
600 Penn Avenue Construction
Pittsburgh, PA 15221
Tel: 412 243-7925
Email: info@flynn-construction.com
2. Lakeview Construction, Inc. Store $156,821
10505 Corporate Dr., Suite 200 Construction
Pleasant Prairie, WI 53158
Steve
Tel: 262 857-3336
Email: steve@lvconstruction.com
3. Menemsha Development Group Store $155,378
4950 W 154th Street Construction
Hawthorne, CA 90250 & 3d Scanning
John Novak
Tel: 310 678-2346
Email: jnovak@menemshasolutions.com
4. Action RSC, LLC Construction $137,945
4320 Action Dr.
Mesquite, TX 95150
Steve Vastine
Tel: 214-649-5734
Email: Steve@actionrcs.com
5. CB-1 Commercial Co., LLC SF Rent $120,000
c/o Millenium Partners
1995 Broadway, 3rd Fl.
New York, NY 10023
Jeff Jeffries
Tel: 212 595-1600
Email: jjeffries@millenniumptrs.com
6. CDW Direct LLC Equipment $111,591
PO Box 75723
Chicago, IL 60675-5723
Tel: 480 270-7347
Email: anthcap@cdw.com
7. Macerich Cerritos, LLC Cerritos Rent $90,971
c/o Macerich
P.O. Box 2172
401 Wilshire Blvd.,
Suite 700
Santa Monica, CA 90407
Hayley Rable
Tel: 310 394-6000
Email: Hayley.Rable@macerich.com
8. HSC Holdings, LLC San Mateo $88,125
c/o Bohannon Development Company Rent
Sixty 31st Avenue
San Mateo, CA 94403
Larry Ivich
Tel: 650 345-8222
Email: larry.ivich@hillsdale.com
9. DK Mullin Signage for $82,748
517 S. Main St. Stores
Moscow, ID 83843
Daniel
Tel: 208 892-8433
Email: daniel@dkmullin.com
10. Oakbrook Shopping Center, LLC Oakbrook Rent $79,554
c/o Oakbrook Center
350 N. Orleans Street, Suite 300
Chicago, IL 60654
Laure Phillips
Tel: 312 960-5532
Email: Laura.Phillips@brookfieldpro
11. Shremshock Architects Store $74,400
7400 West Campus Road, Construction/
Suite 150 Architects
New Albany, OH 43054
Tel: 614 545-4550
Email: info@shemshock.com
12. Mission Valley Mission Valley $62,371
Shoppingtown, LLC Rent
2049 Century Park
East, 41st Floor
Los Angeles, CA 90067
Chrisy Kor
Tel: 310 689-2573
Email: christy.kord@urw.com
13. Identiti Signage for $50,146
425 N. Martigale, 18th floor stores
Schaumburg, IL 60173
G. Gonzales
Tel: 847 301-0519
Email: ggonzales@identiti.net
14. West Valley Owner, LLC Rent $49,505
2049 Century Park
East, 41st Floor
Los Angeles, CA 90067
Christy Kord
Tel: 310 689-2573
Email: christy.kord@urw.com
15. First Call Resolution LLC USA Call $44,972
406 NE Winchester St. Center for
Roseburg, OR 97470 Customer Calls
Priscilla Brown
Tel: 541 971-6353
Email: Priscilla.brown@gofcr.com
accounting@firstcallres.com
16. Tactical Haptics Inc. Sabre Grip $30,016
2819 Whipple Rd. Equipment
Union City, CA 94587
Tel: 510 516-1494
Email: info@TacticalHaptics.com
17. Terry Adams, Inc. $28,385
11 S. Mulberry, Ste 100
Elizabethtown, KY 42701
Scott Owens
Tel: 270 769-0859
Email: Sowens@terryadamsinc.com
18. Global Facility Management $26,990
& Construction
525 Broadhollow Road
Suite 100
Melville, NY 11747
Joseph Autero
Tel: 631 617-6500
Email: Joseph.Autero@gfm247.com
19. Snyder & Snyder, LLP Zoning $20,255
94 White Plains Road, Attorney
Tarrytown, NY 10591
ChrisAnn Vogt
Tel: 914 333-0700
Email: CVogt@snyderlaw.net
20. TJ Hale Company, LLC Construction $19,852
W139 N9499 Highway 145
Menomonee Falls, WI 53051-1618
Tel: 262 255-5555
Email: info@tjhale.com
21. EleveneX, LLC HR Consulting $19,000
1770 Post St, 312
San Francisco, CA 94115
Tel: 415 283-5840
22. Stublisher Inc. Design $18,087
(dotdotdash) Consulting
1526 SE Elliott Ave
Portland, OR 97214
Kyle
Tel: 503 505-3232
Email: kyle@dotdotdash.io
23. National Energy & Light Inc Construction $17,485
14 Celina Ave., Ste 0
Nashua, NH 03063 US
Tel: 603 402-2143
Email: ap@nelcompany.com
24. 00 Agency Marketing $16,709
88 Easy Bay State Street
Unit 1k
Alhambra, CA 91801
Christine Hsu
Tel: 626 227-5858
Email: christine@the00agency.com
25. Bergmeyer Associates, Inc. Construction $12,315
51 Sleeper Street
Boston, Ma 02210
Melissa Salter
Tel: 617 542-1025
Email: msalter@bergmeyer.com
26. Linkedin HR Consulting $10,887
62228 Collections
Center Drive
Chicago, IL 60693-0622
Kristy East
Tel: 650 687-3600
Email: keast@linkedin.com
27. Permit Advisors Construction $10,639
8370 Wilshire Blvd, Permits
Suite 330
Beverly Hills, CA 90211
Christian Nicolas
Tel: 310 275-7774
Email: christian@permitadvisors.com
28. Granite Telecommunications Utilities- $7,694
100 Newport Ave Ext. Phone &
Quincy, MA 02171 Internet
Pat Green
Tel: 866 847-5500
Email: PGreen@granitenet.com
29. Placer Labs Data $7,500
340 S. Lemon Ave Analysis
#1277 Walnut, CA 91789 Consultants
Tel: 415 549-6537
Email: invoice@hq.bill.com
30. Glassdoor Company Profile $5,856
100 Shoreline Highway
Mill Valley, CA 9494
Tel: 415 944-6967
GNC HOLDINGS: Plans to Close Additional 58 Locations
----------------------------------------------------
Daniel Gill, writing for Bloomberg News, reports that bankrupt
health product retailer GNC Holdings Inc. plans to close and hold
going-out-of-business sales for 58 additional stores, just weeks
after getting permission to close hundreds of locations in the U.S.
and Canada. GNC's notice of the intended closures, filed Wednesday
in the U.S. Bankruptcy Court for the District of Delaware, invokes
the court's June 25 order authorizing the company to shutter and
liquidate its stores. The order allows GNC to name further stores
for closing in addition to those initially listed.
About GNC Holdings
GNC Holdings Inc. 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. Visit
www.gnc.com for more information.
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.
GTT COMMUNICATIONS: Fitch Puts B- LT IDR on Watch Negative
----------------------------------------------------------
Fitch Ratings has placed the Long-term Issuer Default Rating and
issue ratings of GTT Communications, Inc. and GTT Communications,
B.V. on Rating Watch Negative. The action follows the company's
recent announcement on delaying the filing of 2Q20 financial
statements due to certain issues that were identified related to
the recording and reporting of cost of telecommunications services
and related internal controls.
GTT has engaged external consultants who, along with the company's
audit committee, are reviewing the issue and assessing the impact,
if any, on the 2Q20 or prior financial statements. The company does
not know the magnitude or directional impact from a restatement, if
any, at this stage. GTT also entered into an amendment and waiver
to its credit agreement, extending the deadline to deliver 2Q20
financials to Oct. 30, 2020, among other amended provisions; and
obtaining a waiver that waives any default pertaining to filing of
financials in accordance with the agreement.
The Rating Outlook was previously Negative, reflecting the
uncertainty regarding (a) the company's level of access to
enterprise clients' premises (that in turn will have an effect on
install activity) in the current environment as the coronavirus
pandemic has forced most people to work from home around the globe;
and (b) the consummation of sale of infrastructure assets that GTT
acquired as part of Interoute and Hibernia acquisitions. The asset
sales are critical to optimize the company's capital structure as
the proceeds are expected to reduce debt and thus improve leverage
metrics significantly. GTT has indicated that it continues to
receive significant interest from multiple parties and is
progressing well on the sale process.
Fitch will resolve the RWN when the company completes its internal
review of the issue and/or files the financial statements by the
extended deadline. Fitch's rating actions will be based on the
review's findings and the resultant impact on the company's
operating or credit profile. The RWN will be removed if there are
no material changes or restatements and if there are no material
concerns around GTT's internal controls.
On the other hand, any significant failure of internal controls or
significant restatement of current or prior financials that
negatively affects the credit metrics, could lead to negative
rating actions. If Fitch removes the RWN, the Rating Outlook could
be revised back to Negative, on concerns/uncertainty.
KEY RATING DRIVERS
Slowdown in Net installs: GTT's 1Q20 revenue was negatively
affected due to moderately elevated churn and access restrictions
beginning in March in Europe and in mid-March in the U.S., slowing
install activity. Fitch expects this trend to continue in the
coming quarters, albeit with some improvement as restrictions are
eased across geographies. This is partially offset by likely lower
churn and the increased demand for internet services due to
work-from-home orders in place and that GTT can upgrade the
bandwidth capacity for those products remotely.
Leverage and Asset Sales: Fitch expects GTT's gross leverage to
continue to be elevated over the forecast in the absence of
consummation of material asset sales. Leverage as of 1Q20 was over
8x and Fitch expects leverage to remain high given the
uncertainties brought on by the coronavirus pandemic. Fitch expects
some cost cutting initiatives to stabilize the EBITDA margins in
the near term. While Fitch has not built in asset sales in its
current rating case given the uncertainty, any announcement to that
effect and deleveraging from sale proceeds will be credit
positive.
Recurring Revenue & Contract Matching: Fitch expects the recurring
nature of GTT's revenue to provide a significant amount of
stability and visibility into future cash generation. Over 90% of
the company's revenue is contractually recurring with contracts
generally ranging between one to three years. GTT will typically
match the contract length of its last mile leases with the
customer's contract length in order to insulate itself from price
fluctuations. Approximately 80% of the company's network costs are
related to these last mile leases, providing the company with a
significant amount of capacity to downsize if customers choose not
to renew.
Strong Secular Trends: GTT's credit profile benefits from the
ongoing secular trends its industry is experiencing. Even
pre-pandemic, the demand was driven by the rapid adoption of
cloud-based applications and an increasing amount of data usage
across locations as a result of increasing files sizes, voice,
video conferencing and real-time collaboration tools. The
coronavirus pandemic has further boosted the demand for internet
connectivity products as enterprises will continue to increase
their demand for networking bandwidth as millions work from home.
Competitive Position & Scale: Many of the company's competitors are
significantly larger, better capitalized, and have a stronger
market presence. The company's capex-lite business model places it
in an inherently inferior competitive position due to its
dependency on third party providers for fiber connectivity, which
is primarily in the last mile connection, where there are
significantly less providers of connectivity. Fitch believes this
dependency is somewhat mitigated by the company's partial ownership
of its core network.
Customer Diversification, Supplier Concentration: Fitch expects the
company's credit profile to continue to benefit from broad customer
diversification. Fitch estimates GTT's largest customer accounts
for less than 5% of monthly recurring revenue, while its top 20
customers are expected to have made up less than 25% of MRR. These
customers are multi-national corporations with significant access
to capital and liquidity. Fitch believes the majority of the
company's GTT's monthly recurring costs are tied to its top 20
suppliers. GTT's diverse base of over 3,500 suppliers partially
mitigates risks stemming from the potential for increased margin
pressure related to supplier pricing.
DERIVATION SUMMARY
GTT's ratings reflect the company's high recurring revenue and
diversified customer base, strong secular trends driving industry
demand, high current leverage metrics, and expectation of stable
profitability and positive FCF trends given the capex-lite business
model. Fitch believes these factors overall position the company
well in the 'B-' rating category relative to similarly rated peers,
such as Frontier Communications Corp and Uniti Group Inc.
(CCC/Positive).
The Negative Outlook reflects the uncertainty in the current
coronavirus-driven environment regarding the company's ability to
grow revenues due to the timing and the extent to which GTT will
have access to clients' premises to perform installations. The
Outlook also reflects the uncertainty around the asset sales,
although as noted earlier, any material deleveraging transaction
with the proceeds of asset sales will likely be a positive credit
event.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
- 2020 Revenue is expected to decline near mid-single digits as a
result of slowdown in net installs and a pause in the expansion of
quota bearing sales reps, offset by slightly lower churn. Fitch
forecasts positive organic revenue growth will return by mid-2021;
- 2020 full-year EBITDA margins to improve sequentially over 1Q20
levels as Fitch expects cost cutting initiatives to offset some of
the gross margin declines. Fitch expects gradual improvement in
EBITDA margins to mid-20s over the forecast;
- Capex intensity to remain within the 5%-6% range;
- Fitch has not assumed asset sales in its current base case, but
would view it as an event when the announcement occurs. No
acquisitions are assumed over the forecast.
Recovery Rating Assumptions
The recovery analysis assumes that GTT would be reorganized as a
going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim. Fitch estimates a distressed
enterprise valuation of approx. $1.9 billion, using a 5.5x multiple
and a $344 million going concern EBITDA. GTT's $344 million going
concern EBITDA is primarily driven by margin pressure from last
mile providers, resulting in a 15% decline from LTM pro forma
EBITDA.
The 5.5x multiple is reflective of the company's capex-lite
business model, partially offset by Hibernia and Interoute
acquisitions. The multiple is also in line with the median for
telecom companies published in Fitch's Telecom, Media and
Technology Bankruptcy Enterprise Values and Creditor Recoveries
report.
The revolver is assumed to be fully drawn. The senior secured euro
and usd tranches under EMEA term loan is considered pari passu with
the debt located at GTT due to the collateral allocation mechanism
that would come into effect during bankruptcy.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
While Fitch does not anticipate a positive rating action in the
absence of asset sales, and the resolution of the Rating Watch
Negative, the following factors could result in an upgrade:
-- Gross leverage (total debt with equity credit/EBITDA)
sustained at or below 5.5x; or FFO leverage sustained at or below
6.5x;
-- FCF margins sustained at or above mid-single digits.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Continued underperformance of revenue due to negative net
installs, higher churn or lower sales rep count or salesforce
productivity dragging profitability below Fitch's expectations;
-- Consistently negative FCF margins;
-- FFO fixed-charge coverage sustained below 1.5x;
-- Any significant restatement or identification of material
internal control lapse resulting from the ongoing review of the
accounting issue.
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 March 31, 2020, liquidity was supported by
approximately $106.4 million of cash on hand and $174.1 million
available under its revolving facility. Fitch expects FCFs to be
average in low single digits over the forecast supported by
improvement in working capital and partially offset by slightly
higher interest expense owing to the assumption of incremental term
loans in February 2020. Capital intensity is expected to remain
near mid-5%. The company's financial flexibility is also enhanced
by the lenient one percent amortization schedule under its term
loans. Fitch expects GTT's liquidity to remain comfortable over the
rating horizon.
Asset Sales: GTT has publicly announced its intention to sell
non-strategic infrastructure assets that include pan-European fiber
assets, subsea transatlantic fiber and data center infrastructure,
acquired through Interoute and Hibernia acquisitions. The company
intends to use these divestitures for deleveraging. Given the
company's current high leverage of over 8x, the asset sales are
imperative to optimize the overall capital structure and pre-empt a
distressed debt exchange, should leverage continue to increase
without a sale.
Update to Capital Structure: In February 2020, GTT incurred an
incremental EMEA term loan in the amount of $140 million. The
proceeds were used to reduce the revolver balance, providing
additional flexibility. As of March 31, 2020, the total outstanding
balance on the EMEA term loan is $951.5 million (including USD140
million with remaining in Euros) and on the U.S. term loan is
$1,739 million. Both term loans and the revolving facility mature
in 2025. The $575 million of 7.875% unsecured notes are due to
mature in 2024. There are no substantial maturities before 2024,
except the revolving facility matures in 2023.
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).
GTT Communications BV
- LT IDR B-; Rating Watch On
- Senior secured; LT B; Rating Watch On
GTT Communications, Inc.
- LT IDR B-; Rating Watch On
- Senior unsecured; LT CCC; Rating Watch On
- Senior secured LT B; Rating Watch On
GTT COMMUNICATIONS: S&P Places 'CCC+' ICR on CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings placed all of its ratings on U.S.-based internet
protocol (IP) network operator GTT Communications Inc., including
its 'CCC+' issuer credit rating, on CreditWatch with negative
implications.
The CreditWatch placement follows GTT's announcement that it
delayed the filing of its second-quarter 2020 financial statements
and signed an amendment to extend the reporting deadline to Oct.
30, 2020. The filing delay is due to certain issues stemming from
the company's recording and reporting of cost of goods sold (COGS)
and its related internal controls.
"Although we do not know how these issues will affect its COGS, we
believe there is heightened risk that its cash flow and liquidity
will deteriorate. Furthermore, we believe that this review could
reveal other accounting-related issues that may further delay GTT's
filing of its financial statements," S&P said.
CreditWatch
S&P expects to resolve the CreditWatch when GTT files its
second-quarter 2020 financial statements, most likely by Oct. 30,
2020, which will provide greater clarity around any potential
restatements.
"We could downgrade the company by more than one notch depending on
the magnitude of any restatements that cause its EBITDA to
underperform our current expectations, which would lead to higher
leverage and a potential covenant breach," S&P said.
"Conversely, we could affirm our rating on GTT if we are confident
its EBITDA and cash flow were not materially affected by the
restatement and believe that it has resolved any material weakness
in its reporting standards," the rating agency said.
GUARDION HEALTH: Incurs $707K Net Loss in Second Quarter
--------------------------------------------------------
Guardion Health Sciences, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $707,160 on $1.19 million of total revenue for the
three months ended June 30, 2020, compared to a net loss of $3.05
million on $260,970 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 $3.05 million on $1.44 million of total revenue compared to
a net loss of $4.44 million on $503,508 of total revenue for the
six months ended June 30, 2019.
As of June 30, 2020, the Company had $14.03 million in total
assets, $1.34 million in total liabilities, and $12.69 million in
total stockholders' equity.
Management Commentary
Robert N. Weingarten, Guardion's recently appointed Chairman of the
Board of Directors, commented, "The last few months have seen major
changes in the executive leadership of Guardion Health Sciences,
Inc., changes that the board believes are necessary to focus the
Company on effective deployment of its capital and maximization of
shareholder value. These ongoing changes, some of which will take
some time to develop and implement, include new research studies,
development and roll-out of an e-commerce platform, enhanced trade
promotion, and other programs and strategies that the Company
expects will generate value over the long term, are being made to
pave the way for a better and brighter future for Guardion and its
shareholders."
Mr. Weingarten added, "The Board of Directors is working closely
with Dr. David Evans, Ph.D., MBA, Guardion's Chief Science Officer
and Interim President and Interim Chief Executive Officer, and with
Andrew Schmidt, who was recently appointed as Chief Financial
Officer of the Company, to finalize plans to take advantage of the
market and commercialization opportunities for the Company's
proprietary products and technologies. The Company is focusing on
expanding its product lines with unique formulas under a
comprehensive branding strategy that is expected, over time, to
result in a sustainable improvement in the operating performance of
our business units."
Dr. David Evans, Ph.D., MBA, Guardion's chief science officer and
interim president and interim chief executive officer, commented,
"I am encouraged by our strong second quarter revenues and the
market opportunities that such sales in Asia indicate. We are
engaged in a wide-ranging series of discussions with existing and
potential new distributors to identify additional business
opportunities, both domestically and internationally. The new
leadership team and I are focused on implementing initiatives
across our core product lines to continue this positive momentum
through the rest of the year and beyond, particularly in light of
signs that many doctors' offices are reopening and patients are
beginning to return for eye health care."
Dr. Evans concluded, "From a scientific perspective, we are pleased
with the newly published peer-review research demonstrating the
superiority of our medical foods over the competition, as well as
the commencement of new research studies to collect and publish
data showing the excellent efficacy of our medical food products,
which we believe will further validate the technology-based health
benefits of our products."
Andrew Schmidt, Guardion's newly-appointed chief financial officer,
commented, "My financial team and I are focused on supporting the
Company's efforts to improve revenue growth and operational
performance in the near-term. I am looking forward to working with
Dr. Evans and the rest of the Guardion management team to expand
the distribution of our proprietary products and technologies
through different channels, including by building an on-line
commercial presence, as well as expanding international
distribution."
Going Concern and Liquidity
The Company utilized cash in operating activities of $4,020,731
during the six months ended June 30, 2020. The Company expects to
continue to incur net losses and negative operating cash flows in
the near-term. As a result, management has concluded that there is
substantial doubt about the Company's ability to continue as a
going concern within one year of the date that the financial
statements are issued.
The Company's independent registered public accounting firm has
also included explanatory language in their opinion accompanying
the Company's audited financial statements for the year ended Dec.
31, 2019, stating there is substantial doubt about the Company's
ability to continue as a going concern. The financial statements
do not include any adjustments to reflect the possible future
effects on the recoverability and classification of assets or the
amounts and classifications of liabilities that may result from the
possible inability of the Company to continue as a going concern.
The Company will continue to incur significant expenses for
commercialization activities related to its medical foods,
nutraceuticals, the MapcatSF medical device, VectorVision
diagnostic equipment, and with respect to efforts to continue to
build the Company's infrastructure. Development and
commercialization of medical foods, nutraceuticals and medical
devices involves a lengthy and complex process. Additionally, the
Company's long-term viability and growth may depend upon the
successful development and commercialization of new complementary
products or product lines. Management is reviewing all of its
business segments and operations with the assistance of an outside
consulting firm in order to determine its future business
strategies and focus. Furthermore, management is reviewing its
expense profile, with its consulting firm, in order to increase
efficiencies and reduce its cash utilization over the near and long
term, while hoping to increase stockholder value.
The Company intends to seek to raise additional debt and/or equity
capital to fund future operations, but there can be no assurances
that the Company will be able to secure such additional financing
in the amounts necessary to fully fund its operating requirements
on acceptable terms or at all. If the Company is unable to access
sufficient capital resources on a timely basis, the Company may be
forced to reduce or discontinue its technology and product
development programs and curtail or cease operations.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yxwapg4p
About Guardion Health Sciences
Headquartered in San Diego, California, Guardion --
http://www.guardionhealth.com/-- is a specialty health sciences
company (i) that has developed medical foods and medical devices in
the ocular health marketplace and (ii) that is developing
condition-specific nutraceuticals that the Company believes will
provide medicinal and health benefits to consumers.
Guardion Health reported a net loss of $10.88 million for the year
ended Dec. 31, 2019, compared to a net loss of $7.77 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $15.28 million in total assets, $1.54 million in total
liabilities, and $13.74 million in total stockholders' equity.
Weinberg & Company, P.A., in Los Angeles, California, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated March 30, 2020 citing that the Company has experienced
recurring losses and negative operating cash flows since inception.
These matters raise substantial doubt about the Company's ability
to continue as a going concern.
HAWAIIAN HOLDINGS: Egan-Jones Lowers Sr. Unsecured Ratings to CCC
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Hawaiian Holdings Incorporated to CCC from B-. EJR
also downgraded the rating on commercial paper issued by the
Company to C from B.
Headquartered in Honolulu, Hawaii, Hawaiian Holdings, Inc. provides
scheduled and charter air transportation of passengers, cargo, and
mail.
HEARTLAND DENTAL: S&P Rates New $200MM Incremental Term Loan CCC+
-----------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '3'
recovery rating to Heartland Dental LLC's $200 million incremental
term loan, which will be pari passu with its existing senior
secured debt. The '3' recovery rating indicated its expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a payment default. The company plans to use the proceeds from
the loan to add cash to its balance sheet, which it will earmark
for new affiliations and de novos.
"Our existing ratings on Heartland Dental LLC remain unchanged
following because we expect the ongoing recovery in its patient
volumes to lead to an improvement in its revenue and profitability,
which will somewhat offset the effects of the debt increase," S&P
said.
"We also continue to expect Heartland's liquidity to be adequate at
least until the end of 2020. At the same time, our ratings reflect
our expectation the company's adjusted leverage will remain very
high in 2020-2021 and our view that its capital structure is
unsustainable over the long term," the rating agency said.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Heartland's capital structure comprises a $135 million
revolver, a $1 billion first-lien term loan, a $150 million
first-lien delayed-draw term loan (assumed 100% drawn at default),
a $150 million first-lien incremental term loan, a $200 million
first-lien incremental term loan, and $310 million of senior
unsecured notes.
-- S&P has valued the company on a going-concern basis using a
4.5x multiple of the rating agency's projected emergence EBITDA of
$218 million.
-- S&P uses the 4.5x multiple for all dental companies given the
market valuations of dental offices.
-- S&P's simulated default scenario assumes a default occurring in
2022 due to increased competition and a decline in third-party
reimbursement rates.
Simulated default assumptions
-- Simulated year of default: 2022
-- Implied enterprise value multiple: 4.5x
-- EBITDA at default: $218 million
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $934
million
-- Collateral value available to secured debt: $934 million
-- First-lien secured debt: $1,628 million
-- Recovery expectations: 50%-70% (rounded estimate: 55%)
-- Collateral value available to senior unsecured debt: $0
-- Senior unsecured debt: $323 million
-- Recovery expectations: 0%-10% (rounded estimate: 0%)
Note: All debt amounts include six months of prepetition interest.
HELIUS MEDICAL: Incurs $3.4 Million Net Loss in Second Quarter
--------------------------------------------------------------
Helius Medical Technologies, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $3.36 million on $133,000 of total operating revenue
for the three months ended June 30, 2020, compared to a net loss of
$186,000 on $518,000 of total operating revenue for the three
months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $8.12 million on $339,000 of total operating revenue
compared to net income of $1.14 million on $1.19 million of total
operating revenue for the same period in 2019.
As of June 30, 2020, the Company had $8.70 million in total assets,
$2.31 million in total liabilities, and $6.39 million in total
stockholders' equity.
"Helius is excited by the considerable progress we have made on our
U.S. regulatory strategy, following our strategic decision in the
first quarter to prioritize an Multiple Sclerosis ("MS") indication
as the regulatory pathway to pursue our first U.S. regulatory
clearance," said Philippe Deschamps, chief executive officer of
Helius. "After obtaining Breakthrough Device Designation in May,
our clinical and regulatory team continued to work diligently
during the second quarter, with the goal of submitting a request
for de novo classification and clearance for an MS indication in
the second half of 2020. The submission of our request for de novo
classification and clearance – which we announced on August 6th
– is the culmination of their collective effort and success, as
well as an important step forward on the path to making our PoNS
Treatment available to the estimated 1 million MS patients in the
U.S."
Mr. Deschamps continued: "From a commercial standpoint, during the
second quarter we, like many companies in the medical device
industry, continued to be impacted by the unprecedented level of
disruption created by the COVID-19 pandemic. Most notably, PoNS
authorized clinics in Canada continued to suspend in-clinic patient
treatments and remained effectively closed in April to comply with
government restrictions enacted to slow the spread of the virus.
We have been pleased to see clinics reopen in late-May and June,
albeit under federal and provincial requirements limiting their
capacity to 50% of normal services. As a result of these
COVID-related mandates, along with clinic policies designed to
ensure appropriate social distancing, clinics in Canada continue to
operate at significantly reduced productivity. As such, we believe
we remain in the very early stages of recovery, and are unlikely to
see material improvements in business trends until these federal
and provincial requirements are lifted. Despite the challenging
operating environment, our Canadian commercial team has remained
focused on supporting our existing clinic customers, and has made
important progress in expanding our network of authorized clinics
in recent months."
Mr. Deschamps concluded: "In spite of the ongoing challenges
presented by COVID-19, I'm incredibly proud of the commitment and
focus that our team has shown with regard to executing against our
regulatory and commercial objectives. Most importantly, we remain
convinced that our PoNS Treatment represents a truly novel
technology, with the potential to improve the lives of patients
suffering from the effects of MS, TBI, and other chronic
conditions. Looking ahead, we remain committed to pursuing our
regulatory and commercial strategies efficiently and effectively to
bring our novel PoNS technology into the hands of as many patients
as possible."
On May 7, 2020, the Company withdrew its previously announced full
year 2020 outlook. The Company is currently unable to estimate the
duration and impact of the COVID-19 pandemic on its financial and
operating results for the full year 2020.
Going Concern Uncertainty
As of June 30, 2020, the Company had cash of $5.3 million. For the
six months ended June 30, 2020, the Company had an operating loss
of $7.7 million, and as of June 30, 2020, its accumulated deficit
was $112.9 million. For the six months ended June 30, 2020, the
Company had $0.3 million of revenue from the commercial sale of
products or services. The Company expects to continue to incur
operating losses and net cash outflows until such time as it
generates a level of revenue to support its cost structure. There
is no assurance that the Company will achieve profitable
operations, and, if achieved, whether it will be sustained on a
continued basis. The Company said these factors indicate
substantial doubt about its ability to continue as a going concern
within one year after the date the financial statements are filed.
The Company's condensed consolidated financial statements have been
prepared on the basis of continuity of operations, realization of
assets and satisfaction of liabilities in the ordinary course of
business.
The Company intends to fund ongoing activities by utilizing its
current cash on hand, cash received from the sale of its PoNS
device in Canada and by raising additional capital through equity
or debt financings. There can be no assurance that the Company
will be successful in raising that additional capital or that such
capital, if available, will be on terms that are acceptable to the
Company. If the Company is unable to raise sufficient additional
capital, the Company may be compelled to reduce the scope of its
operations and planned capital expenditures.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yy43tfsw
About Helius Medical
Helius Medical Technologies -- http://www.heliusmedical.com/-- is
a neurotech company focused on neurological wellness. The
Company's purpose is to develop, license and acquire unique and
non-invasive platform technologies that amplify the brain's ability
to heal itself. The Company's first product in development is the
Portable Neuromodulation Stimulator (PoNSTM).
Helius Medical reported a net loss of $9.78 million for the year
ended Dec. 31, 2019, compared to a net loss of $28.62 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $8.46 million in total assets, $3.25 million in total
liabilities, and $5.21 million in total stockholders' equity.
BDO USA, LLP, in Philadelphia, Pennsylvania, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 12, 2020 citing that the Company has incurred
substantial net losses since its inception, has an accumulated
deficit of $104.8 million as of Dec. 31, 2019 and the Company
expects to incur further net losses in the development of its
business. These conditions raise substantial doubt about its
ability to continue as a going concern.
HENDRIX SCHENCK: Franzos Buying Jamaica Property for $450K
----------------------------------------------------------
Hendrix Schenck, Inc., filed with the U.S. Bankruptcy Court for the
District of New Jersey a notice of its proposed sale of the real
property located at 87-46 126th St, Jamaica, New York, including
all buildings and improvements thereon, to Franzos Holdlngs for
$450,000, subject to higher and better offers.
The Debtor accepted an offer to sell the property in the amount of
$450,000 which is consistent with an Order of the Court dated June
8, 2019. The net proceeds of the sale will attach to pay the
secured portion of claim 2 outside the plan through a closing
between the Debtor, the Buyer and a title company.
There is one mortgage of record concerning the property dated Aug.
1, 2008, in the amount of $490,000 for the Property. The Loan is
evidenced by a note executed by Anwar Hossain to Countrywide Bank
FSB and secured by a mortgage against the Property. The Debtor
purchased the property on Aug. 27, 2018 from 87 MQ 126, Inc.
subject to a foreclosure judgment lien against the property.
Claim #2 filed in the case by Nationstar was objected to and the
claim was bifurcated by an Order of the Court dated April 8, 2019
from $915,866 to $450,000 secured and $465,866 unsecured. The
property is not the principal residence of the Debtor and may be
claim bifurcated. The secured portion will be paid through the
Motion. The balance will be paid through the plan pro rata
unsecured.
The Debtor proposes to and asks Court approval to disperse the
proceeds of the sale to the secured creditor in the amount of
$448,000 and to the Law Office of Shmuel Klein will receive $2,000,
which is the balance of the sales proceeds for preparing the
closing documents and deed and attending the closing. The Debtor
will receive no funds from their sale. All other costs, including
broker commission, transfer tax (if any) and recording fees,
outstanding taxes and water liens will be borne by the Buyer or
other party.
The Debtor further asks that the property be sold free and clear of
all liens and judgments of record and that it be authorized to
transfer deed to the purchasers at closing. The closing has been
tentatively set for Aug. 5, 2019.
The sale is in the best interest of the estate and all parties and
represents the only solution regarding the property.
A hearing on the Motion is set for Aug. 4, 2020 at 10:00 a.m.
Higher and better offers must be filed with the clerk not later
than seven days before the hearing date.
A copy of the Contract is available at https://tinyurl.com/yavswhrv
from PacerMonitor.com free of charge.
The Purchaser:
FRANZOS HOLDINGS
21 Ralph Blvd
Monsey, NY 10952
About Hendrix Schenck
Hendrix Schenck Inc. is a privately-held company in the investment
pools and funds industry. It owns four properties in New York and
New Jersey, with a total value of $990,000.
Hendrix Schenck sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-30765) on Oct. 18, 2018.
At the time of the filing, the Debtor was estimated to have assets
of less than $1 million and liabilities of $1 million to $10
million. The case has been assigned to Judge John K. Sherwood.
HENDRIX SCHENCK: Viola Buying Brooklyn Property for $420K
---------------------------------------------------------
Hendrix Schenck, Inc., filed with the U.S. Bankruptcy Court for the
District of New Jersey a notice of its proposed sale of the real
property located at 466 Saratoga Ave, Brooklyn, New York, including
all buildings and improvements thereon, to Viola Equites, LLC for
$420,000, subject to higher and better offers.
The Debtor accepted an offer to sell the property in the amount of
$420,000 which is the highest and best offer received after years
being on the market. The proceeds of the sale will attach to the
extent of the liens and pay them outside the plan through a closing
between the Debtor, the Buyer and a title company.
On Nov. 14, 2005, the Plaintiff obtained a loan in the amount of
$217,500 to purchase the property. The Loan is evidenced by a note
executed by the Plaintiff to FGC Commercial Mortgage Finance, and
secured by a purchase money mortgage against the Property. The
Mortgage was executed by the Plaintiff to Mortgage Electronic
Registration Systems, Inc., as nominee for FGC Commercial Mortgage
Finance, its successors and assigns. The Mortgage was recorded in
the Office of the Clerk of Essex County on March 1, 2006. The
Mortgage was subsequently assigned to Wells Fargo.
There is one claim #5 filed in the case by Wells Fargo Bank, N.A.
amount claimed $459,982. The property is not the principal
residence of the Debtor and may be claim bifurcated. The secured
portion will be paid through the Motion. The balance will be paid
through the plan pro rata unsecured.
The Debtor proposes to and asks Court approval to disperse the
proceeds of the sale to the secured creditor and to the Law Office
of Bleichman and Klein will receive $2,000 which is the balance of
the sales proceeds for preparing the closing documents and deed and
attending the closing. It will receive no consideration from their
sale. All other costs, including broker commission, transfer tax
(if any) and recording fees, outstanding taxes and water liens will
be borne by the buyer or other party.
The Debtor further asks that the property be sold free and clear of
all liens and judgments of record and it be authorized to transfer
deed to the purchasers at closing. The closing has been
tentatively set for Aug. 26, 2020.
A hearing on the Motion is set for Aug. 4, 2020 at 10:00 a.m.
Higher and better offers must be filed with the clerk not later
than seven days before the hearing date.
About Hendrix Schenck
Hendrix Schenck Inc. is a privately-held company in the investment
pools and funds industry. It owns four properties in New York and
New Jersey, with a total value of $990,000.
Hendrix Schenck sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-30765) on Oct. 18, 2018.
At the time of the filing, the Debtor had estimated assets of less
than $1 million and liabilities of $1 million to $10 million. The
case has been assigned to Judge John K. Sherwood.
HI-CRUSH INC: Hires Alvarez & Marsal as Financial Advisor
---------------------------------------------------------
Hi-Crush Inc. and its affiliates seek authority from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Alvarez
& Marsal North America, LLC as their financial advisor.
The services Alvarez & Marsal will render are:
(a) assist Debtors in the development and management of a
13-week cash flow forecast;
(c) assist in the evaluation of Debtors' current business plan
and in preparation of a revised operating plan and cash flow
forecast;
(d) assist in the identification and implementation of cost
reduction and process improvement opportunities;
(e) assist in the preparation of a debtor-in-possession
financing budget (if applicable);
(f) assist in financing issues including the preparation of
reports and liaison with creditors;
(g) provide testimony with respect to financial and
restructuring matters; and
(h) report to Debtors.
The firm's customary hourly billing rates are as follows:
Managing Director $900 - $1,150
Director $700 - $875
Analysts/Associates $400 - $675
Alvarez & Marsal received $250,000 as a retainer.
Ryan Omohundro, a managing director at Alvarez & Marsal, 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:
Ryan Omohundro
Alvarez & Marsal North America, LLC
700 Louisiana Street, Suite 3300
Houston, TX 77002
Tel: +1 713 571 2400
Fax: +1 713 547 3697
About Hi-Crush Inc.
Hi-Crush Inc. is a fully-integrated provider of proppant and
logistics services for hydraulic fracturing operations, offering
frac sand production, advanced wellsite storage systems, flexible
last mile services, and innovative software for real-time
visibility and management across the entire supply chain. It
reported a net loss of $413.56 million for the year ended Dec. 31,
2019, compared to net income of $137.59 million for the year ended
Dec. 31, 2018. Visit http://www.hicrushinc.comfor more
information.
Hi-Crush and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-33495) on
July 12, 2020. As of March 31, 2020, Debtors had $953.082 million
in assets and $699.137 in liabilities.
Judge David R. Jones oversees the cases.
Debtors have tapped Hunton Andrews Kurth, LLP and Latham & Watkins
LLP as their legal counsel, Alvarez & Marsal North America, LLC as
financial advisor, and Lazard Freres & Co. LLC as investment
banker. Kurtzman Carson Consultants, LLC is Debtors' claims,
noticingand and solicitation agent.
HI-CRUSH INC: Hires Hunton Andrews Kurth as Bankruptcy Co-Counsel
-----------------------------------------------------------------
Hi-Crush Inc. seeks authority from the U.S. Bankruptcy Court for
the Southern District of Texas to hire Hunton Andrews Kurth LLP as
legal counsel.
The Debtor requires Hunton Andrews to:
a) advise the Debtors' with respect to their powers and duties
in the continued management and operation of their business;
b) advise and consult on the conduct of these Chapter 11
Cases, including all of the legal and administrative requirements
of operating in chapter 11;
c) attend meetings and negotiate with representatives of
creditors and other parties in interest;
d) take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any actions commenced against the Debtors and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including prosecuting objections to
claims filed against the Debtors' estates;
e) prepare pleadings in connection with these Chapter 11
Cases, including motions, applications, answers, draft orders,
reports and other documents necessary or otherwise beneficial to
the administration of the Debtors' estates;
f) represent the Debtors in connection with obtaining
authority to use cash collateral and obtain post-petition
financing;
g) appear before the Court and any appellate courts to
represent the interests of the Debtors' estates;
h) advise the Debtors regarding tax matters;
i) take any necessary actions on behalf of the Debtors to
negotiate, prepare and obtain approval of a disclosure statement
and confirmation of a chapter 11 plan of reorganization and all
documents related thereto;
j) advise the Debtors in connection with any potential sale of
assets;
k) provide non-bankruptcy services to the Debtors to the
extent requested by the Debtors; and
l) perform all other necessary legal services for the Debtors
in connection with these Chapter 11 Cases, including, but not
limited to (i) the analysis of the Debtors' leases and executory
contracts and the assumption, rejection or assignment thereof, (ii)
the analysis of the validity of liens against the Debtors, and
(iii) advice on corporate and litigation matters, including both
pending and threatened litigation and the administration and
resolution of claims.
The hourly rates for the attorneys and paralegals at Hunton Andrews
Kurth are as follows:
Timothy A. Davidson II $930
Joseph P. Rovira $845
Ashley L. Harper $650
Philip M. Guffy $645
Catherine A. Diktaban $500
Constance Andonian $395
Tina Canada $285
Marylynn Lynch-Gomez $200
Prepetition, the Debtors paid Hunton Andrews Kurth $150,000 and
$50,000 as advance payment retainers.
Timothy Davidson II, Esq., a partner at Hunton Andrews, disclosed
in court filings that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
Mr. Davidson 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 Hunton Andrews Kurth agree to any variations
from, or alternatives to, its standard or customary billing
arrangements for its engagement?
Response: No.
Question: Do the Hunton Andrews professionals included in the
firm's engagement vary their rate based on the geographic location
of Debtors' bankruptcy cases?
Response: No.
Question: If you represented Debtors in the 12 months
pre-petition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If Hunton Andrews Kurth's billing
rates and material financial terms have changed postpetition,
explain the difference and the reasons for the difference.
Response: Hunton Andrews' billing rates and material financial
terms for its representation of Debtors have not changed
post-petition.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Hunton Andrews has provided Debtors with a budget,
which is reflected in the budget attached to the court order that
approved their debtor-in-possession financing.
Hunton Andrews can be reached through:
Timothy A. Davidson II, Esq.
Hunton Andrews Kurth, LLP
600 Travis Street, Suite 4200
Houston, TX 77002
Telephone: (713) 220-4200
Facsimile: (713) 220-4285
Email: taddavidson@HuntonAK.com
About Hi-Crush
Hi-Crush Inc. -- http://www.hicrushinc.com/-- is a
fully-integrated provider of proppant and logistics services for
hydraulic fracturing operations, offering frac sand production,
advanced wellsite storage systems, flexible last mile services, and
innovative software for real-time visibility and management across
the entire supply chain. The Company's strategic suite of
solutions provides operators and service companies in all major
U.S. oil and gas basins with the ability to build safety,
reliability and efficiency into every completion.
Hi-Crush and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-33495) on
July 12, 2020. As of March 31, 2020, Debtors had total assets of
$953.082 million and total liabilities of $699.137 million.
Judge David R. Jones oversees the cases.
Debtors have tapped Hunton Andrews Kurth LLP and Latham & Watkins
LLP as their legal counsel, Alvarez & Marsal North America LLC as
financial advisor, and Lazard Freres & Co. LLC as investment
banker. Kurtzman Carson Consultants LLC is the claims and noticing
agent and solicitation agent.
HI-CRUSH INC: Hires Latham & Watkins as Bankruptcy Co-Counsel
-------------------------------------------------------------
Hi-Crush Inc. seeks authority from the United States Bankruptcy
Court for the Southern District of Texas to hire Latham & Watkins
LLP as co-counsel with Hunton Andrews Kurth LLP.
The services to be rendered by Latham & Watkins are as follows:
a. advise the Debtors with respect to their powers and duties
as debtors in possession in the continued management and operation
of their businesses and properties;
b. advise and consult on the conduct of the Chapter 11 Cases,
including all of the legal and administrative requirements of
operating in chapter 11;
c. advise the Debtors and take all necessary action to protect
and preserve the Debtors' estates, including prosecuting actions on
the Debtors' behalf, defending any action commenced against the
Debtors, and representing the Debtors' interests in negotiations
concerning litigation in which the Debtors are involved;
d. analyze proofs of claim filed against the Debtors and
object to such claims as necessary;
e. represent the Debtors in connection with obtaining
authority to continue using cash collateral and postpetition
financing;
f. attend meetings and negotiate with representatives of
creditors, interest holders, and other parties in interest;
g. analyze executory contracts and unexpired leases and
potential assumptions, assignments, or rejections of such contracts
and leases;
h. prepare pleadings in connection with the Chapter 11 Cases,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtors' estates;
i. advise the Debtors in connection with any potential sale of
assets;
j. take necessary action on behalf of the Debtors to obtain
approval of a disclosure statement and confirmation of a chapter 11
plan;
k. appear before this Court or any appellate courts to protect
the interests of the Debtors' estates before those courts;
l. advise on corporate, litigation, environmental, finance,
tax, employee benefits, and other legal matters; and
m. perform all other necessary legal services for the Debtors
in connection with the Chapter 11 Cases.
Latham & Watkins will be paid at hourly rates as follows:
Partners $1,120 to $1,680
Counsel $1,085 to $1,560
Associates $590 to $1,105
Paralegals $250 to $540
Professional Staff $250 to $850
The current hourly rates for the attorneys expected to provide the
services are as follows:
Keith A. Simon $1,365
David A. Hammerman $1,225
Annemarie V. Reilly $1,085
Hugh K. Murtagh $1,055
Asif Attarwala $955
Nacif Taousse $815
Shaun Lee $815
Brian Rosen $695
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Latham & Watkins' current hourly rates for services
rendered have been used since January 1 of this year. All material
financial terms have remained unchanged since the prepetition
period.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Latham & Watkins has provided the Debtor with a
prospective budget and staffing plan setting forth the types of
timekeepers, numbers thereof, and applicable hourly rates it
expects during the Chapter 11 Case, which has been approved by the
Debtor. The budget and staffing plan cover the period from July 12,
2020 to September 28, 2020.
Keith A. Simon, Esq., a partner at Latham & Watkins, assured the
court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Latham & Watkins can be reached through:
Keith A. Simon, Esq.
Latham & Watkins LLP
885 Third Avenue
New York, NY 10022
Tel: 212-906-1200
Fax: 212-751-4864
Email: keith.simon@lw.com
About Hi-Crush
Hi-Crush Inc. -- http://www.hicrushinc.com/-- is a
fully-integrated provider of proppant and logistics services for
hydraulic fracturing operations, offering frac sand production,
advanced wellsite storage systems, flexible last mile services, and
innovative software for real-time visibility and management across
the entire supply chain. The Company's strategic suite of
solutions provides operators and service companies in all major
U.S. oil and gas basins with the ability to build safety,
reliability and efficiency into every completion.
Hi-Crush and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-33495) on
July 12, 2020. As of March 31, 2020, Debtors had total assets of
$953.082 million and total liabilities of $699.137 million.
Judge David R. Jones oversees the cases.
Debtors have tapped Hunton Andrews Kurth LLP and Latham & Watkins
LLP as their legal counsel, Alvarez & Marsal North America LLC as
financial advisor, and Lazard Freres & Co. LLC as investment
banker. Kurtzman Carson Consultants LLC is the claims and noticing
agent and solicitation agent.
HI-CRUSH INC: Seeks to Hire Lazard Freres as Investment Banker
--------------------------------------------------------------
Hi-Crush Inc. seeks authority from the U.S. Bankruptcy Court for
the Southern District of Texas to hire Lazard Freres & Co. LLC as
its investment banker.
The services to be rendered by Lazard Freres include:
a. reviewing and analyzing the Debtors' business, operations
and financial projections;
b. evaluating the Debtors' potential debt capacity in light
of their projected cash flows;
c. assisting in the determination of a capital structure for
the Debtors;
d. advising the Debtors on tactics and strategies for
negotiating with their Stakeholders or other counterparties in any
Debt Financing, Equity Financing or Restructuring;
e. advising and assisting the Debtors in evaluating any
potential Debt Financing or Equity Financing transaction by the
Debtors;
f. rendering financial advice to the Debtors and
participating in meetings or negotiations with the Stakeholders
and/or rating agencies or other appropriate parties in connection
with any Restructuring;
g. assisting the Debtors in preparing documentation within
Lazard's area of expertise that is required in connection with any
Restructuring;
h. advising the Debtors on the timing, nature, and terms of
new securities, other consideration or other inducements to be
offered pursuant to any of the transactions described above; and
i. attending meetings of the Board of Directors of Hi-Crush,
Inc. with respect to matters on which we have been engaged to
advise.
The Debtors will compensate Lazard as follows:
i. Monthly Fee: A monthly fee of $150,000, payable on the
first day of each month beginning April 1, 2020 and thereafter
until the termination of Lazard's engagement pursuant to Section 10
of the Engagement Letter. All Monthly Fees shall be credited
(without duplication) against any Debt Financing Fee, Equity
Financing Fee, or Restructuring Fee subsequently payable by the
Debtors to Lazard.
ii. Debt Financing Fee: A fee, payable upon consummation of a
Debt Financing (including any exercise of any option or commitment
to purchase additional debt securities, which were issued in
connection with such Debt Financing), equal to 1.00% of the
aggregate gross proceeds (including any committed but undrawn
amounts) of the Debt Financing.
iii. Equity Financing Fee: A fee, payable upon consummation of
an Equity Financing (including any exercise of any option or
commitment to purchase additional equity securities in connection
with any financing) equal to 3.00% of the aggregate gross proceeds.
iv. Restructuring Fee: A fee, payable upon the consummation of
a Restructuring, equal to 1.25 percent of the face amount of all
Existing Obligations restructured.
v. Aggregate Fee Cap: For the avoidance of any doubt, more
than one fee may be payable pursuant to each of clauses (i) through
(iv) above; provided, however, that the total amount of fees
payable shall not exceed $9 million in the aggregate.
vi. Expenses: In addition to any fees that may be payable to
Lazard and, regardless of whether any transaction occurs, the
Debtors shall promptly reimburse Lazard for all reasonable expenses
incurred by Lazard (including travel and lodging, data processing
and communications charges, courier services and other
expenditures) and the reasonable fees and expenses of counsel, if
any, retained by Lazard.
David Kurtz, global head of restructuring at Lazard, attests that
his firm is a "disinterested person" within the meaning of section
101(14) of the Bankruptcy Code, as modified by section 1107(b) of
the Bankruptcy Code, and as required by section 327(a) of the
Bankruptcy Code.
Lazard can be reached through:
Ari Lefkovits
Lazard Freres & Co. LLC
30 Rockefeller Plaza
New York, NY 10020
Phone: 1-212-632-6000
About Hi-Crush
Hi-Crush Inc. -- http://www.hicrushinc.com/-- is a
fully-integrated provider of proppant and logistics services for
hydraulic fracturing operations, offering frac sand production,
advanced wellsite storage systems, flexible last mile services, and
innovative software for real-time visibility and management across
the entire supply chain. The Company's strategic suite of
solutions provides operators and service companies in all major
U.S. oil and gas basins with the ability to build safety,
reliability and efficiency into every completion.
Hi-Crush and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-33495) on
July 12, 2020. As of March 31, 2020, Debtors had total assets of
$953.082 million and total liabilities of $699.137 million.
Judge David R. Jones oversees the cases.
Debtors have tapped Hunton Andrews Kurth LLP and Latham & Watkins
LLP as their legal counsel, Alvarez & Marsal North America LLC as
financial advisor, and Lazard Freres & Co. LLC as investment
banker. Kurtzman Carson Consultants LLC is the claims and noticing
agent and solicitation agent.
HUDSON PACIFIC: Egan-Jones Cuts Foreign Curr. Unsec. Rating to BB+
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Hudson
Pacific Properties Incorporated to BB+ from BBB.
Headquartered in Los Angeles, California, Hudson Pacific Properties
is a real estate investment trust that owns 14.9 million square
feet of primarily office buildings on the West Coast of the United
States and Vancouver.
ICONIX BRAND: Posts $17.4 Million Net Loss in Second Quarter
------------------------------------------------------------
Iconix Brand Group, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net loss
attributable to the company of $17.43 million on $22.28 million of
licensing revenue for the three months ended June 30, 2020,
compared to net income attributable to the company of $1.27 million
on $34.39 million of licensing revenue for the three months ended
June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss attributable to the company of $38.92 million on $50.23
million of licensing revenue compared to net income attributable to
the company of $19.22 million on $70.34 million of licensing
revenue for the same period in 2019.
As of June 30, 2020, the Company had $453.03 million in total
assets, $720.52 million in total liabilities, $26.85 million in
redeemable non-controlling interest, and a total stockholders'
deficit of $294.34 million.
The Company has experienced substantial and recurring losses from
operations, which losses have caused an accumulated deficit of
$468.0 million as of June 30, 2020. Net losses incurred for the
years ended Dec. 31, 2019 and 2018 amounted to approximately $101.9
million and $89.7 million, respectively. While the Company had
positive cash flows from operations in recent periods, the
potential adverse impact of the COVID-19 pandemic on its operating
results, liquidity and financial condition raises substantial doubt
the Company can continue as an ongoing business for the next twelve
months.
Bob Galvin, CEO commented, "With the onset of COVID-19 during the
first quarter, we quickly responded to remove costs and preserve
liquidity. During the second quarter while we continued those
efforts, we also continued to develop our pipeline of future
business, as we have signed 92 deals during 2020 for aggregate
guaranteed minimum royalties of approximately $69 million. As we
move forward, if we experience a slower recovery, or if further
disruptions occur later in the year, we will be vigilant in an
attempt to identify additional areas for cost savings."
Galvin continued, "In late July, we closed the previously announced
sale of Umbro China and realized net proceeds of over $59 million.
Seventy five percent of the net proceeds were used to repay our
Senior Secured Term Loan. We continue to look for other
opportunities within our portfolio of brands to realize value."
As previously disclosed, on July 10, 2020, the Company's Board of
Directors determined to commence a process to broaden its
exploration of strategic alternatives available to the Company to
enhance shareholder value. The Board has authorized management and
its external advisors to consider a broader range of strategic
alternatives, including a potential sale of the Company, merger or
other business combination, a recapitalization of its existing
capital structure, financings or re-financings of its existing
indebtedness, sales of equity and equity-linked securities,
dispositions of discrete brands and related assets, licensing or
other strategic transactions involving the Company, or any
combination of the foregoing. This is in addition to the Company's
previously announced executed definitive agreements to sell the
rights to the UMBRO and STARTER brands in China. In connection
with such strategic review, the Company retained Ducera Partners
LLC as a financial advisor, together with Dechert LLP, its existing
legal counsel, to assist in this effort. There can be no assurance
that the exploration of strategic alternatives will result in any
transaction or specific course of action. The Company does not
intend to disclose developments with respect to the exploration of
strategic alternatives unless and until its Board of Directors has
approved a specific transaction or course of action or the Company
has otherwise determined that further disclosure is appropriate or
required by law.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/y445vxr9
About Iconix Brand
Iconix Brand Group, Inc. owns, licenses and markets a portfolio of
consumer brands including: CANDIE'S, BONGO, JOE BOXER, RAMPAGE,
MUDD, MOSSIMO, LONDON FOG, OCEAN PACIFIC, DANSKIN, ROCAWEAR,
CANNON, ROYAL VELVET, FIELDCREST, CHARISMA, STARTER, WAVERLY, ZOO
YORK, UMBRO, LEE COOPER, ECKO UNLTD., MARC ECKO, ARTFUL DODGER, and
HYDRAULIC. In addition, Iconix owns interests in the MATERIAL
GIRL, ED HARDY, TRUTH OR DARE, MODERN AMUSEMENT BUFFALO and PONY
brands. The Company licenses its brands to a network of retailers
and manufacturers. Through its in-house business development,
merchandising, advertising and public relations departments, Iconix
manages its brands to drive greater consumer awareness and brand
loyalty.
Iconix Brand reported a net loss attributable to the company of
$111.51 million for the year ended Dec. 31, 2019, compared to a net
loss attributable to the company of $100.52 million for the year
ended Dec. 31, 2018. As of March 31, 2020, Iconix Brand had
$465.25 million in total assets, $712.25 million in total
liabilities, $31.34 million in redeemable non-controlling interest,
and a total stockholders' deficit of $278.35 million.
BDO USA, LLP, in New York, NY, the Company's auditor since 1998,
issued a "going concern" qualification in its report dated March
30, 2020 citing that the Company has suffered recurring losses and
has certain debt agreements which require compliance with financial
covenants. The COVID 19 pandemic is expected to have a material
adverse effect on the Company's results of operation, cash flows
and liquidity, including compliance with future debt covenants.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.
IFRESH INC: Delays Filing of First Quarter Form 10-Q
----------------------------------------------------
iFresh Inc. filed a Form 12b-25 with the Securities and Exchange
Commission notifying the delay in the filing of its Quarterly
Report on Form 10-Q for the period ended June 30, 2020. IFresh
said the Quarterly Report could not be filed within the prescribed
time period due to the fact that the Company was unable to finalize
its financial results without unreasonable expense or effort. As a
result, the Company could not solicit and obtain the necessary
review of the Form 10-Q in a timely fashion prior to the due date
of the report.
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 Inc. reported a net loss of $8.29 million for the year ended
March 31, 2020, compared to a net loss of $12 million for the year
ended March 31, 2019. As of March 31, 2020, the Company had $99.26
million in total assets, $101.81 million in total liabilities, and
a total shareholders' deficiency of $2.55 million.
Friedman LLP, in New York, New York, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Aug. 13, 2020, citing that the Company has incurred significant
operating losses, has negative working capital of $28.6 million and
is not in compliance with its credit agreement. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
IFRESH INC: Incurs $8.29 Million Net Loss in Fiscal 2020
--------------------------------------------------------
iFresh Inc. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K, disclosing a net loss of $8.29 million
on $89.45 million of total net sales for the year ended March 31,
2020, compared to a net loss of $12 million on $125.43 million of
total net sales for the year ended March 31, 2019.
As of March 31, 2020, the Company had $99.26 million in total
assets, $101.81 million in total liabilities, and a total
shareholders' deficiency of $2.55 million.
iFresh said, "The COVID-19 epidemic may pose significant risks to
our business. For example, April 2020 sales were down 13% compared
to the prior year period due to COVID-19 (there was an additional
12% reduction as compared to the prior year period due to our
closing two underperforming stores in March 2020), and restocking
certain items, such as paper towels and toilet paper has been
difficult. Accordingly, management is evaluating our liquidity
position, communicating with and monitoring customers and
suppliers, and reviewing our analysis of our financial performance
as we seek to position ourselves to withstand the uncertainty
related to the coronavirus."
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated Aug. 13, 2020,
citing that the Company has incurred significant operating losses,
has negative working capital of $28.6 million and is not in
compliance with its credit agreement. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Form 10-K is available for free at:
https://tinyurl.com/yxn4r4rr
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.
IMAX CORP: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
---------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by IMAX Corporation to BB+ from BBB-.
Headquartered in Mississauga, Canada, IMAX Corporation offers
end-to-end cinematic solutions combining proprietary software,
theater architecture, and equipment.
IMPERIAL ROI: Seeks to Hire John Wucinski CPA as Accountant
-----------------------------------------------------------
Imperial ROI, Inc. seeks authority from the U.S. Bankruptcy Court
for the Northern District of Texas to hire Chris McCleary of John
Wucinski CPA, CFP, as its accountant.
The services to be provided by the accountant include:
a. consulting with Debtor and its legal counsel concerning the
administration of its Chapter 11 case and the preparation of its
tax returns, as required;
b. assessing projections as to proposed operations that may be
a part of any plan of reorganization filed by Debtor; and
c. advising Debtor as to the requirements for filing small
business monthly operating reports.
Mr. McCleary has agreed to a reduced billing rate of $95 per hour.
In court filings, Mr. McCleary disclosed that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
Mr. McCleary holds office at:
Chris McCleary
John Wucinski CPA, CFP
6220 Campbell Rd STE 201
Dallas, TX 75248
Phone: +1 972-404-1650
About Imperial ROI
Imperial ROI, Inc. sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-31868) on July 6,
2020, listing under $1 million in both assets and liabilities.
Judge Harlin Dewayne Hale oversees the case. Debtor has tapped
Rochelle McCullough as its legal counsel and John Wucinski CPA, CFP
as its accountant.
J.C. PENNEY: Landlords Nearing Deal to Buy Retail Biz.
------------------------------------------------------
The Wall Street Journal, citing people familiar with the matter,
reported that two of J.C. Penney Co.'s largest landlords have
emerged as the leading contenders to acquire the department-store
chain's retail business out of bankruptcy.
Simon Property Group Inc., the biggest mall owner in the U.S. by
number of malls, and Brookfield Property Partners LP, another big
shopping center owner, have joined together and are in advanced
talks to purchase Penney's retail operations, people familiar with
the matter said. In recent days, the pair have eclipsed other
interested bidders, according to the people.
Penney reviewed a competing offer from private-equity firm Sycamore
Partners that carried a slightly higher price tag, some of the
people said. But Simon and Brookfield offered certain concessions
over lease agreements that Penney and its lenders viewed as
delivering better value, the same people said.
Aug. 7 Milestone Deadline
On June 8, 2020, J.C. Penney Corporation, Inc. (“JCP”), as
borrower, the Company and certain of its subsidiaries (together
with JCP and the Company, the "Credit Parties"), as guarantors,
entered into a Superpriority Senior Secured Debtor-In-Possession
Credit and Guaranty Agreement (the "DIP Credit Agreement") with the
financial institutions identified therein as lenders (the
"Lenders"), GLAS USA LLC, as administrative agent, and GLAS
Americas LLC, as collateral agent. The senior secured credit
facility under the DIP Credit Agreement (the "DIP Facility")
consists of $450 million in "new money" term loans and $450 million
in prepetition term loan and/or first lien note obligations that
have been “rolled” into the DIP Facility.
According to an Aug. 7, 2020 regulatory filing by the company, to
enable the Company to continue negotiations, on July 31, 2020, the
Lenders constituting the Supermajority Lenders agreed to extend
certain milestones under the DIP Credit Agreement, provided that
certain conditions subsequent and covenants are satisfied or
waived, such that the Toggle Event would occur upon the failure of
the Supermajority Lenders to approve the Business Plan by August 7,
2020, instead of July 31, 2020 (the deadline pursuant to the DIP
Credit Agreement, as modified by the previously disclosed waiver,
dated July 14, 2020, from the Supermajority Lenders). Such
Business Plan is expected to include the establishment of an
operating company ("OpCo") and a real estate investment trust, and
the conditions subsequent to such waiver include, among other
things, the finalization of an acceptable asset purchase agreement,
an acceptable master lease agreement, an acceptable distribution
center lease agreement and an acceptable term loan credit agreement
with the winning bidder for OpCo by August 30, 2020.
About J.C. Penney Corp.
J.C. Penney Corporation, Inc., is an American retail company,
founded in 1902 by James Cash Penney and today engaged in marketing
apparel, home furnishings, jewelry, cosmetics, and cookware. The
company was called J.C. Penney Stores Company from 1913 to 1924,
when it was reincorporated as J.C. Penney Co.
On May 15, 2020, JCPenney announced that it has entered into a
restructuring support agreement with lenders holding 70% of
JCPenney's first lien debt. The RSA contemplates agreed-upon terms
for a pre-arranged financial restructuring plan that is expected to
reduce several billion dollars of indebtedness. To implement the
Plan, the Company and its affiliates on May 15, 2020, filed
voluntary petitions for reorganization under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-20182).
Kirkland & Ellis LLP is serving as legal advisor, Lazard is serving
as financial advisor, and AlixPartners LLP is serving as
restructuring advisor to the Company. Prime Clerk is the claims
agent, maintaining the page
http://cases.primeclerk.com/JCPenney
JAGUAR HEALTH: Incurs $9.2 Million Net Loss in Second Quarter
-------------------------------------------------------------
Jaguar Health, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $9.24 million on $3.17 million of total revenue for the three
months ended June 30, 2020, compared to a net loss of $16.72
million on $1.71 million of total revenue for the three months
ended June 30, 2019. The decrease in net loss was due to the
increase of the Mytesi list price, a decrease in operating loss of
$2.2 million, and interest expense that was lower by $3.2 million.
For the six months ended June 30, 2020, the Company reported a net
loss of $17.17 million on $4.04 million of total revenue compared
to a net loss of $25.03 million on $3.29 million of total revenue
for the six months ended June 30, 2019.
As of June 30, 2020, the Company had $37.58 million in total
assets, $25.16 million in total liabilities, $10.88 million in
Series A redeemable convertible preferred stock, and $1.54 million
in total stockholders' equity.
Total operating expenses for the second quarter of 2020 were $11.6
million as compared to $12.3 million in the same period last year,
a 6%, or $0.7 million, decrease year over year. The decrease in
total operating expenses was due to a $4.0 million impairment
charge in the second quarter of 2019 and none in the same period
this year, an approximately $1.0 million decrease in cost of
product revenue, research & development, and sales & marketing
expenses offset by a warrant inducement expense of $3.7 million and
an increase in general & administrative expense of $0.6 million.
Total cost of product revenue for the quarters ended June 30, 2020
and June 30, 2019 was $1.0 million (33% of revenue) and $1.3
million (74% of revenue), respectively, an 18%, or $0.2 million,
decrease quarter over quarter. The decrease in cost of product
revenue was due to a non-recurring write-off of non-conforming
inventory and equipment maintenance in the three months ended June
30, 2019.
Research and development expense was $1.4 million for the second
quarter of 2020 compared to $1.7 million for the second quarter of
2019, a 17%, or $0.3 million, decrease quarter over quarter. A
decrease of approximately $0.6 million of contract manufacturing
expenses for enhanced manufacturing process improvements is offset
by $0.3 million in increased consulting, formulation, and
regulatory fees.
Sales and marketing expenses were $1.7 million for the second
quarter of 2020 as compared to $2.2 million for the second quarter
of 2019, a 20%, or $0.4 million, decrease quarter over quarter.
The decrease in Sales and Marketing expenses was due to a
salesforce reduction of $0.6 million offset by an increase in
direct marketing, consulting and stock-based compensation of $0.2
million.
General and administrative expense was $3.8 million for the second
quarter of 2020 compared to $3.2 million for the second quarter of
2019, a 17.5%, or $0.6 million, increase year over year. The
increase in G&A expenses was due to an increase in accounting,
legal fees and stock-based compensation of $0.6 million, offset by
a decrease in third-party consulting, travel, IT and facilities
expenses of $0.5 million.
An impairment charge of $4.0 million associated with the Company's
indefinite-lived intangible assets was recorded during the three
months ended June 20, 2019 and none in the three months ended June
30, 2020.
In May 2020, the exercise price of Series 1, 2, and Bridge Warrants
was reduced to $0.49 per share with an inducement offer of Series 3
warrants exercisable into one share of common stock under a
cashless exercise feature to those warrant holders who immediately
exercised. The Series 3 warrants were valued and charged as an
operating expense of approximately $3.7 million.
For the second quarter of 2020, the loss from operations was $8.5
million compared to a loss of $10.6 million of the second quarter
of 2019, a 20%, or $2.1 million, decrease quarter over quarter. The
increase of the Mytesi list price resulted in a decrease of our
loss in operations and a decrease of total operating expenses by 6%
or $0.7 million as compared to the three months ended June
30,2019.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yynp2wk9
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health/-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
Jaguar reported a net loss of $38.54 million for the year ended
Dec. 31, 2019, compared to a net loss of $32.15 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$33.28 million in total assets, $16.67 million in total
liabilities, $10.37 million in series A redeemable convertible
preferred stock, and $6.23 million in total stockholders' equity.
Mayer Hoffman McCann P.C., in San Francisco, California, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated April 2, 2020 citing that the
Company has experienced losses since inception, significant cash
used in operations, and is dependent on future financing to meet
its obligations and fund its planned operations. These conditions
raise substantial doubt about its ability to continue as a going
concern.
JAMES M THOMPSON: Suspension of License Delays Plan Filing
----------------------------------------------------------
James M. Thompson Enterprises, Inc. and its debtor-affiliates ask
the the U.S. Bankruptcy Court for the Middle District of Florida,
Fort Myers Division, to extend:
(i) the deadline set by the Court for the Debtors to file a
Plan of Reorganization and accompanying Disclosure Statement until
August 17, 2020; and
(ii) the Debtors' exclusive period under Bankruptcy code
Section 1121(d) in which to file a Plan and solicit votes thereon
also until August 17.
The Court previously approved the Debtor's motion for an order
extending the Court's deadline to file a Plan and Disclosure
Statement through and including August 12.
The Debtors assert that the extension should be granted because the
relief requested is appropriate to carry out the provisions of the
Bankruptcy Code and is not prohibited by any of the Bankruptcy
Code's mandates.
In the evening on August 10, the State of Florida, Department of
Business and Professional Regulation unjustifiably issued its Order
of Emergency Suspension of JMT2's alcohol beverage license,
alleging that JMT2 violated the State's mandate that restaurants
limit capacity to 50% of its normal capacity. The Order created a
significant disruption to the Debtors' operations. The Debtors
said JMT2 is in the process of appealing the DBPR Order. However,
the Debtors must now reassess its Plan, Disclosure Statement, and
the requisite financial documents
But for the DBPR Order, the Debtors' could have filed its Joint
Plan of Reorganization and Joint Disclosure Statement on the August
12 Deadline. However, the Debtors (and specifically JMT2) now need
additional time to make adjustments to their financial affairs.
About James M. Thompson Enterprises
James M. Thompson Enterprises, Inc., is the parent company of
several entities. James M. Thompson, Jr. controls the majority
ownership in all of the companies by way of his ownership of JMTE.
On Oct. 1, 2019, JMTE and five affiliates filed Chapter 11
bankruptcy petitions (Bankr. M.D. Fla. Lead Case No. 19-09351) in
Fort Myers, Florida. JMTE estimated assets of not more than
$50,000 and liabilities of between $500,000 and $1 million.
The affiliates are James M. Thompson One, LLC (Case No.19-09353);
James M. Thompson Two, LLC (Case No. 19-093540; James M. Thompson
Three, LLC (Case No. 19-09355); James M. Thompson Four, LLC (Case
No.19-093570; and James M. Thompson Cape Coral, LLC (Case No.
19-09358).
Dal Lago Law is the Debtor's legal counsel.
JETBLUE AIRWAYS: Egan-Jones Lowers Senior Unsecured Ratings to B-
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by JetBlue Airways Corporation to B- from B+. EJR also
downgraded the rating on FC commercial paper issued by the Company
to B from A3.
Headquartered in Long Island City, New York, JetBlue Airways
Corporation provides non-stop passenger flight service through its
Airbus A320 aircraft.
JOHN VARVATOS: Court Tosses Bid to Prioritize Sex Bias Claims
-------------------------------------------------------------
Law360 reports that a Delaware judge on Friday tossed a suit filed
in John Varvatos Enterprises Inc.'s Chapter 11 by an employee class
looking to elevate claims related to a $3.5 million sex
discrimination case victory earlier this year over those of another
creditor. During a hearing held virtually, U.S. Bankruptcy Judge
Mary F. Walrath ruled that the class showed insufficient facts to
keep alive an adversary suit seeking to subordinate claims of
affiliates of private equity firm Lion Capital LLP to better
position the class's claims in the Chapter 11.
About John Varvatos
John Varvatos Enterprises, Inc. is an American international luxury
men's lifestyle brand founded by fashion designer John Varvatos in
1999. It operates retail stores in the United States and other
countries worldwide. It sells, manufactures and designs fashion
products for men such as sweaters, knits, tees, tailored clothing,
jeans, pants, jackets, and accessories.
John Varvatos Enterprises generates revenue through the sale of
merchandise through department store and specialty wholesale
distribution, a transactional globally accessible website, and its
27 brick and mortar retail locations.
John Varvatos Enterprises, Inc. and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 20-11043) on May 6,
2020. John Varvatos Enterprises was estimated to have $10 million
to $50 million in assets and $100 million to $500 million in
liabilities as of the bankruptcy filing.
The Hon. Mary F. Walrath is the case judge.
The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Clear Thinking Group as financial advisor; MMG Advisors, Inc. as
investment banker; and Omni Agent Solutions as claims agent.
KANG FAMILY: Gets Interim OK to Hire Van Horn as Legal Counsel
--------------------------------------------------------------
Kang Family Entertainment, Inc. received interim approval from the
U.S. Bankruptcy Court for the Southern District of Florida to hire
Van Horn Law Group, P.A. as its legal counsel.
The firm will render these services in connection with Debtor's
Chapter 11 case:
(a) give advice to Debtor with respect to its powers and
duties and the continued management of its financial matters;
(b) advise Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare court papers;
(d) protect the interest of Debtor in all matters pending
before the court; and
(e) represent Debtor in negotiation with its creditors in the
preparation of a bankruptcy plan.
The firm will be paid at hourly rates as follows:
Chad Van Horn, Esq. $450/hr
Associates $350/hr
Jay Molluso $250/hr
Law Clerks $175/hr
Paralegals $175/hr
Van Horn received a retainer of $11,500, which includes the $1,717
filing fee.
Chad Van Horn, Esq., a founding partner at Van Horn, disclosed in
court filings that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Van Horn can be reached through:
Chad Van Horn, Esq.
Van Horn Law Group P.A.
330 N Andrews Ave Ste 450
Fort Lauderdale, FL 33301-1012
Telephone: (954) 765-3166
Email: chad@cvhlawgroup.com
About Kang Family Entertainment
Kang Family Entertainment, Inc., a Fort Launderdale, Fla.-based
entertainment services provider, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-18190) on July
29, 2020.
At the time of the filing, Debtor estimated assets of between
$100,001 and $500,000 and liabilities of between $100,001 and
$500,000.
Judge Erik P. Kimball oversees the case.
Van Horn Law Group, P.A. is Debtor's legal counsel.
KINSER GROUP: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Kinser Group LLC
1700-1710 N. Kinser Pike
Bloomington, IN 47404
Business Description: Kinser Group LLC is in the hotels and
motels business.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
District of Arizona
Case No.: 20-09355
Debtor's Counsel: Isaac M. Gabriel, Esq.
QUARLES & BRADY LLP
Renaissance One, 2 North Central Avenue
Phoenix, AZ 85004-2391
Tel: 602-230-4622
E-mail: isaac.gabriel@quarles.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kenneth L. Edwards, manager.
A copy of the petition is available for free at PacerMonitor.com
at:
https://tinyurl.com/yygb92nz
KNOLL INC: Egan-Jones Cuts Foreign Curr. Unsec. Rating to BB
------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Knoll
Incorporated to BB from BB+.
Headquartered in East Greenville, Pennsylvania, Knoll, Incorporated
designs and manufactures branded office furniture products and
textiles.
LAKEWAY PUBLISHERS: Seeks to Hire Long & Foster as Realtor
----------------------------------------------------------
Lakeway Publishers, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to employ Long & Foster
Realtors as its realtor to sell its real property located at 89
Rescue Lane, Louisa, Va.
Long & Foster will receive a commission fee of 4 percent to 8
percent of the gross purchase price from the sale.
Long & Foster is a disinterested person under the provisions of
Section 101()14 of the Bankruptcy Code, according to court
filings.
The realtors can be reached through:
Dee Dee Miller
Long & Foster Realtors
568A Ritchie Highway
Severna Park, MD 21146
Phone: 410-544-4000
Email: DEEDEE.MILLER@Longandfoster.com
About Lakeway Publishers
Lakeway Publishers, Inc. is a multi-state publisher of newspapers,
magazines and special publications. Lakeway owns and operates
community newspapers and magazines in Tennessee, Missouri,
Virginia, and Florida. Lakeway Publishers was incorporated in 1966
and is based in Morristown, Tenn.
Lakeway Publishers, Inc., and affiliate Lakeway Publishers of
Missouri, Inc. each filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Tenn. Lead Case No. 19-51163) on
May 31, 2019. In the petitions signed by Jack R. Fishman,
president, Lakeway Publishers, Inc., disclosed $20,884,027 in
assets and $9,245,645 in liabilities while Lakeway Publishers of
Missouri listed $7,047,972 in assets and $9,206,193 in
liabilities.
The Debtors tapped Quist, Fitzpatrick & Jarrard, PLLC, led by Ryan
E. Jarrard, as bankruptcy counsel; Burnette Dobson & Pinchak, as
special counsel; Maneke Law Group, as special counsel.
LATAM AIRLINES: Gets Additional $1.3B Bankruptcy Financing
----------------------------------------------------------
Reuters reports that LATAM Airlines, the largest airline group in
Latin America, said it had secured an additional $1.3 billion for
its financing proposal before a New York bankruptcy court, while
adding its unit in Brazil to the debt restructuring process.
On July 9, 2020, it said it had secured an additional $1.3 billion
in funding from Oaktree Capital Management L.P. and its affiliates,
enough to meet the company's financing requirements amid the
crisis. The company had already secured $900 million for the
process from shareholders Cueto Group and Qatar Airways. "Combined
... it is hoped that financial support will not be required from
governments," the company said in a statement.
The company said the proposal still required approval from the U.S.
court. LATAM also announced it would add its unit in Brazil to the
bankruptcy protection process in the United States, calling the
move a "natural step in light of the continuing COVID-19
pandemic."
The airline's affiliates in Chile, Colombia, Peru, Ecuador and the
United States joined the Chapter 11 process following the company's
initial bankruptcy announcement May. "LATAM Airlines Brazil will
continue to operate passenger and cargo flights normally, as LATAM
Airlines group and its affiliates have done since they entered
Chapter 11," the statement said.
Three of Latin America's largest airlines -- LATAM, Aeromexico and
Avianca Holdings -- are now in Chapter 11, as governments have
avoided potential bailout packages.
Analysts expect a changed post-crisis landscape in the region with
fewer competitors and higher ticket prices.
About LATAM Airlines
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise.
LATAM Airlines Group S.A. is the largest passenger airline in South
America. Before the onset of the COVID-19 pandemic, LATAM offered
passenger transport services to 145 different destinations in 26
countries, including domestic flights in Argentina, Brazil, Chile,
Colombia, Ecuador and Peru, and international services within Latin
America as well as to Europe, the United States, the Caribbean,
Oceania, Asia and Africa.
LATAM Airlines Group S.A. and its 28 affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 20-11254) on May 25,
2020. Affiliates in Chile, Peru, Colombia, Ecuador and the United
States are part of the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as general
bankruptcy counsel; FTI Consulting as restructuring advisor; and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. Prime Clerk LLC is the claims agent.
LATTICE SEMICONDUCTOR: Egan-Jones Hikes Sr. Unsec. Ratings to BB
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2020, upgraded the foreign
currency senior unsecured ratings on debt issued by Lattice
Semiconductor Corporation to BB from B+.
Headquartered in Hillsboro, Oregon, Lattice Semiconductor
Corporation designs, develops, and market programmable logic
devices.
LIBBEY INC: Plans to Close Shreveport Location
----------------------------------------------
Toledo Blade reports that Libbey Inc., which is in the midst of a
Chapter 11 bankruptcy, said Wednesday that it plans to close its
manufacturing facility in Shreveport, La., as part of its effort to
reduce costs and match manufacturing capacity with new lower levels
of projected demand.
Toledo-based Libbey, one of the world's largest glass tableware
manufacturers, said it will negotiate its plan, which is tentative,
with unions representing its employees prior to a final decision.
"Over the last few years, we have experienced declining demand in
our core markets, which has contributed to overcapacity. This has
been exacerbated by COVID-19,” Mike Bauer, Libbey chief executive
officer, said. “The recommendation to close our facility in
Shreveport will better align our cost structure with current and
expected customer demand as we position Libbey for the future.
Mr. Bauer added that if the closure occurs, the company will
leverage its existing U.S. and international manufacturing
footprint and sourcing capabilities to continue to provide service
to existing customers and end users.
"Although difficult, we believe this is a necessary step in
transforming Libbey for success in the post-COVID-19 era, and we
recognize the impact it could have on our 450 employees in
Shreveport, their families and the communities in which we
operate,” Mr. Bauer said. “We will work constructively with the
unions representing Libbey employees and will keep all stakeholders
informed as we consider our final decision about our continued
operations."
If the closure occurs, Libbey's operations in Shreveport would
cease by the end of 2020. A company distribution center in
Greenwood, La., is not affected by the announcement and would
remain open.
Libbey voluntarily filed bankruptcy for the first time in its
202-year history on June 1.
About Libbey Glass Inc.
Based in Toledo, Ohio, Libbey Inc. (NYSE American: LBY) is one of
the largest glass tableware manufacturers in the world. Libbey
operates manufacturing plants in the U.S., Mexico, China, Portugal
and the Netherlands. In existence since 1818, Libbey supplies
tabletop products to retail, foodservice and business-to-business
customers in over 100 countries. Libbey's global brand portfolio,
in addition to its namesake brand, includes Libbey Signature,
Master's Reserve, Crisa, Royal Leerdam, World Tableware, Syracuse
China, and Crisal Glass. In 2019, Libbey's net sales totaled $782.4
million. For more information, visit http://www.libbey.com/
Libbey Glass Inc. and 11 of its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11439) on June 1, 2020.
In the petition signed by CEO Michael P. Bauer, Libbey Glass was
estimated to have $100 million to $500 million in assets and $500
million to $1 billion in liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger, P.A., as counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Lazard Ltd as investment banker. Prime
Clerk LLC is the claims agent.
LINKMEYER PROPERTIES: Case Summary & Unsecured Creditors
--------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Linkmeyer Properties, LLC 20-90898
3484 Tower Road
Lawrenceburg, IN 47025
Linkmeyer Kroger, LLC 20-90899
3484 Tower Road
Lawrenceburg, IN 47025
Linkmeyer Development II, LLC 20-90900
3484 Tower Road
Lawrencebug, IN 47025
Chapter 11 Petition Date: August 13, 2020
Court: United States Bankruptcy Court
Southern District of Indiana
Judge: Hon. Andrea K. Mccord
Debtors' Counsel: David R. Krebs, Esq.
HESTER BAKER KREBS LLC
One Indiana Square, Suite 1330
Indianapolis, IN 46204
Tel: 317-833-3030
Email: dkrebs@hbkfirm.com
Total Total
Assets Liabilities
----------------- -------------
Linkmeyer Properties $0.32 $3,174,080
Linkmeyer Kroger $8.51 $3,174,080
Linkmeyer Development $0 $4,488,580
The petitions were signed by Brian Bischoff, member.
Linkmeyer Properties and Linkmeyer Kroger listed the City of
Lawrenceburg, Indiana as their sole unsecured creditor holding an
unknown amount of claim. Copies of their petitions are available
for free at PacerMonitor.com at:
https://tinyurl.com/y2tohh2l
https://tinyurl.com/yy8yuz5h
A copy of Linkmeyer Development's petition containing, among other
items, a list of the Debtor's 11 unsecured creditors is available
for free at PacerMonitor.com at:
https://tinyurl.com/y5nuot8p
LUCKY'S MARKET: Plan Exclusivity Extended Until Month's End
-----------------------------------------------------------
At the behest of Lucky's Market Parent Company, LLC, the U.S.
Bankruptcy Court for the District of Delaware extended the Debtors'
exclusive period to file a Chapter 11 plan through and including
August 31, 2020. Their exclusive period to solicit acceptances of
the Plan is extended through and including Oct. 30, 2020.
The extensions of the Exclusivity Period and the Exclusive
Solicitation Period are without prejudice to further requests that
may be made pursuant to Bankruptcy Code section 1121(d) by the
Debtors or any party-in-interest, for cause shown, upon notice and
a hearing.
About Lucky's Market
Lucky's Market Parent Company, LLC --
https://www.luckysmarket.com/
-- together with its owned direct and indirect subsidiaries, is a
specialty grocery store chain offering a broad range of grocery
items through the Company's "L" private label. Each of the
company's stores has full-service departments, which include
produce, meat, seafood, culinary, apothecary, beer and wine, and
grocery. In addition to the stores, the company operates a
produce
warehouse in Orlando, Fla., to supply nearly all produce for its
Florida and Georgia stores.
Lucky's Market Parent and 21 of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. Del. Lead Case No.
20-10166) on Jan. 27, 2020. At the time of the filing, the
Debtors
were estimated to have $100 million to $500 million in assets and
$500 million to $1 billion in liabilities. The petitions were
signed by Andrew T. Pillari, chief financial officer. Judge John
T. Dorsey presides over the cases.
Christopher A. Ward, Esq. and Liz Boydston, Esq., of Polsinelli
PC,
serve as counsel to the Debtors. Alvarez & Marsal acts as
financial advisor; PJ Solomon as investment banker; and Omni Agent
Solutions as notice and claims agent.
The Official Committee of Unsecured Creditors has retained Hahn &
Hessen LLP as Lead Counsel; Womble Bond Dickinson (US) LLP as
Counsel; Norton Rose Fulbright US LLP as Special Litigation
Counsel; and Province, Inc. as Financial Advisor.
M/I HOMES: Egan-Jones Hikes Senior Unsecured Ratings to BB-
-----------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by M/I Homes Incorporated to BB- from B.
Headquartered in Columbus, Ohio, M/I Homes, Inc. builds
single-family homes.
MAD RIVER: Case Summary & 5 Unsecured Creditors
-----------------------------------------------
Debtor: Mad River Estates, LLC
FDBA Humboldt Wellness Ranch, LLC
24748 Maple Creek Rd
Korbel, CA 95550
Business Description: Mad River Estates is engaged in activities
related to real estate.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Northern District of California
Case No.: 20-10470
Debtor's Counsel: Paul A. Beck, Esq.
PAUL A. BECK, APC
13701 Riverside Drive
Suite 202
Sherman Oaks, CA 91423
Tel: (818) 501-1141
Email: pab@pablaw.org
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dean Bornstein, manager.
A copy of the petition containing, among other items, a list of the
Debtor's five unsecured creditors is available for free at
PacerMonitor.com at:
https://tinyurl.com/y5bsrv37
MARTIN MIDSTREAM: Moody's Hikes CFR to Caa1, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service upgraded Martin Midstream Partners L.P.'s
Corporate Family Rating to Caa1 from Caa3, Probability of Default
Rating to Caa1-PD/LD (/LD appended) from Caa3-PD and Speculative
Grade Liquidity rating to SGL-3 from SGL-4.
Moody's assigned a Caa1 rating to MMLP's senior secured 1.5 lien
notes due 2024 and a Caa2 rating to MMLP's senior secured second
lien notes due 2025. Moody's upgraded the rating of the remaining
senior unsecured notes due 2021 to Caa3 from Ca. The outlook was
changed to stable from negative.
"The upgrade of MMLP's ratings reflect the extended debt maturity
profile and improved liquidity," said Jonathan Teitel, a Moody's
analyst. "The partnership needs to address the remainder of the
senior notes due February 2021 and that will lessen its available
liquidity with some uncertainty regarding its future financial
performance."
As part of the bond exchange, MMLP issued about $54 million of new
10% 1.5 lien notes due 2024 and about $292 million of 11.5% second
lien notes due 2025. Approximately $29 million of senior unsecured
notes due 2021 remain outstanding.
Upgrades:
Issuer: Martin Midstream Partners L.P.
Probability of Default Rating, Upgraded to Caa1-PD /LD from
Caa3-PD
Speculative Grade Liquidity Rating, Upgraded to SGL-3 from SGL-4
Corporate Family Rating, Upgraded to Caa1 from Caa3
Senior Unsecured Notes, Upgraded to Caa3 (LGD6) from Ca (LGD5)
Assignments:
Issuer: Martin Midstream Partners L.P.
Senior Secured Second Lien Notes, Assigned Caa2 (LGD5)
Senior Secured 1.5 Lien Notes, Assigned Caa1 (LGD3)
Outlook Actions:
Issuer: Martin Midstream Partners L.P.
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
The appending of the PDR with an "/LD" designation indicates a
limited default as a result of MMLP's exchange transaction with
bondholders. Moody's considers this transaction as a distressed
exchange and therefore a default under Moody's definitions. The LD
designation will be removed shortly after this rating action.
MMLP's Caa1 CFR reflects the overhang of the remaining senior notes
due February 2021 and risks to liquidity and future operating
performance in an uncertain environment. MMLP is relatively small
and faces challenges to growth from liquidity constraints. Relative
to much larger midstream businesses with greater financial
resources, it is more susceptible to cyclical downturns and
financial market disruptions.
MMLP's debt maturity profile is improved as a result of the
exchange transaction, but the partnership has slightly more debt
outstanding and a higher interest burden because the new bonds
carry higher coupons than the senior notes due 2021. Liquidity
constraints and need for debt reduction will temper growth.
While small in the midstream sector, MMLP is diversified for its
size and has long-standing customer relationships. A majority of
MMLP's EBITDA is derived from fee-based contracts partially
mitigating commodity price risk though volume risks remain. MMLP's
focus on the US Gulf Coast results in concentrated exposure to
regional circumstances but also positions the partnership well to
serve oil refiners which are large customers.
The SGL-3 rating reflects Moody's view that MMLP has adequate
liquidity. However, liquidity could tighten with the maturity of
the remaining $29 million of senior notes due February 2021. The
revolver could be used to repay these senior notes so long as
afterwards, 20% of aggregate revolver commitments remain available
(equal to $60 million now but revolver commitments could decrease
by up to $25 million if there are asset sales) and first lien
revolver leverage is less than 2x.
Further, MMLP would need to repay these borrowings within twelve
months. The requisite conditions could lead to an amendment and/or
waiver being needed. Moody's anticipates that MMLP's available
borrowing capacity will be constrained by financial covenants and
that MMLP may need to seek covenant relief. As of June 30, 2020,
MMLP had $181 million drawn on its $300 million revolver due August
2023 and $22 million in letters of credit outstanding. While
leverage is above 3.75x, MMLP has to use at least 25% of excess
cash flow each year to make an offer to redeem second lien notes at
par.
MMLP's 1.5 lien notes due 2024 are rated Caa1 and the second lien
notes are rated Caa2. The revolver (unrated) has a first lien on
the collateral. The remaining senior unsecured notes due 2021 are
rated Caa3, reflecting effective subordination to all of the
secured debt instruments.
The stable outlook reflects Moody's expectation for MMLP to
modestly grow EBITDA in 2021 and maintain adequate liquidity
through repaying the remaining senior notes due February 2021.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a downgrade include EBITDA/interest
below 2x; weakening liquidity; or increasing risk of default.
Factors that could lead to an upgrade include EBITDA growth and
correspondingly lower leverage; EBITDA/interest above 2.5x; and
sustained adequate liquidity.
MMLP, headquartered in Kilgore, Texas, is a publicly traded master
limited partnership with primary operations in the US Gulf Coast
region.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
MASTER REPLICAS: Seeks to Hire Smith Kane Holman as Counsel
-----------------------------------------------------------
Master Replicas Group, Inc. seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Smith Kane Holman, LLC as its legal counsel.
The firm will provide these services:
a. advise the Debtor with respect to its rights and
obligations;
b. assist the Debtor in the preparation of the schedules and
statement of financial affairs and any amendments;
c. represent the Debtor at its first meeting of creditors and
any and all Rule 2004 examination;
d. prepare any and all necessary applications, motions,
answers, responses, orders, reports and any other type of pleading
or document regarding any proceeding instituted by or against the
Debtor with respect to this case;
e. assist the Debtor in formulating and seeking confirmation
of a chapter 11 plan and disclosure materials; and
f. perform all other legal services for the Debtor which may
be necessary or desirable in connection with the case.
The firm's hourly rates are as follows:
Partners $350 - $450
Associates $225 - $325
Paralegals $75 - $100
Smith Kane is "disinterested" within the meaning of Section 101(14)
of the Bankruptcy Code, according to court filings.
The firm can be reached through:
David B. Smith, Esq.
Smith Kane Holman, LLC
112 Moores Road, Suite 300
Malvern, PA 19355
Tel: (610) 407-7217
(610) 407-7215
Fax: (610) 407-7218
Email: dsmith@skhlaw.com
About Master Replicas Group
Master Replicas Group, Inc. sought protection 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. David B. Smith, Esq. at SMITH KANE HOLMAN, LLC,
represents the Debtor as counsel.
MCCLATCHY CO: Alden Would Have Cut 1,000 Jobs
---------------------------------------------
Poynter reports that journalists and other employees at McClatchy's
30 newspapers appear to have dodged a bullet as the company is
being sold to hedge fund Chatham Asset Management.
The other bidder for the company at bankruptcy auction was
notorious cost-cutter Alden Global Capital. Alden would have cut
roughly 1,000 of 2,800 jobs, the company said in a filing that
revealed more detail of the Chatham deal.
About a third of McClatchy's employees are journalists, the company
said.
Chatham has pledged to keep open all 30 papers, which include the
Miami Herald and The Sacramento Bee. It will offer the existing
workforce continued employment at their current base salaries,
while also honoring collective bargaining contracts.
Alden was not guaranteeing any of that, according to McClatchy's
filing.
McClatchy had announced July 16 that Chatham's bid would be
accepted. A sale hearing was scheduled Aug. 4. The sale could be
completed by early September.
Chatham's bid was $312 million, slightly higher than the $300
million in initial estimates. The majority of that will be covered
by converting debt McClatchy owed Chatham, its lead lender.
Chatham will also assume some other liabilities, making a total
transaction value of approximately $350 million.
Alden's bid was valued at approximately $100 million less,
according to the McClatchy filing.
CEO Craig Forman will leave his job once Chatham takes control.
Forman, who took the position in January 2017, indicated that he
plans to return to Silicon Valley where he was a tech executive and
investor.
Still to be resolved are the claims of unsecured creditors,
including a group of retired executives who had been receiving
bonus payments on top of those in the company’s regular
guaranteed pension plan.
The company has said it expects that plan, covering 24,000 current
and retired employees, to transfer to its federal insurer, the
Pension Benefit Guaranty Corporation. That transaction, too, is
not yet completed.
McClatchy filed for Chapter 11 bankruptcy reorganization Feb. 20.
For years it had struggled to pay interest and principal on the
large debt it took on to buy Knight Ridder in 2006.
Nonetheless the McClatchy family, who had voting control of the
public company, had resisted the bankruptcy option. That became
necessary, however, with a large contribution to the pension plan
due this year and the company unable to get it deferred.
Family members and other shareholders will lose the value of their
stock as the company becomes private under Chatham.
As the bankruptcy was being planned, it appeared McClatchy could be
profitable on an operating basis once freed of its debt. But that
was before the pandemic and a continuing deep advertising recession
that is challenging finances throughout the industry.
Alden Capital Group is a hedge fund based in Manhattan, New York.
About McClatchy Co.
The McClatchy Co. (OTC-MNIQQ) -- https://www.mcclatchy.com/ --
operates 30 media companies in 14 states, providing each of its
communities local journalism in the public interest and
advertising
services in a wide array of digital and print formats.
McClatchy publishes iconic local brands including the Miami
Herald,
The Kansas City Star, The Sacramento Bee, The Charlotte Observer,
The (Raleigh) News & Observer, and the Fort Worth Star-Telegram.
McClatchy is headquartered in Sacramento, Calif., and listed on
the
New York Stock Exchange American under the symbol MNI.
On Feb. 13, 2020, The McClatchy Company and 53 affiliates sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-10418)
with
a Plan of Reorganization that will cut $700 million of funded debt
in half.
McClatchy was estimated to have $500 million to $1 billion in
assets and debt of at least $1 billion as of the bankruptcy
filing.
The cases are pending before the Honorable Michael E. Wiles.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
general bankruptcy counsel; Togut, Segal & Segal LLP as
co-bankruptcy counsel with Skadden; Groom Law Group as special
counsel; FTI Consulting, Inc. as financial advisor; and Evercore
Inc. as investment banker. Kurtzman Carson Consultants LLC is the
claims agent.
MDC HOLDINGS: Egan-Jones Hikes Senior Unsecured Ratings to BB+
--------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by MDC Holdings Incorporated to BB+ from BB.
Headquartered in Denver, Colorado, M.D.C. Holdings, Incorporated,
through its subsidiaries, builds and sells homes under the name
Richmond American Homes.
MICHAEL GALMOR: Trustee Selling 284-Acre Wheeler Property for $280K
-------------------------------------------------------------------
Kent Ries, the Trustee of Michael Stephen Galmor and Galmor's/G&G
Steam Service, Inc., and the Liquidator the Galmor Family Limited
Partnership ("GFLP"), asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of approximately
284 acres out of the land ("North Place Property") in Wheeler
County, Texas, legally described as 283.88 acres in the W/2 of
Section 10, Block A-8, H&GN Ry Co. Survey, to B&T Land & Cattle for
$280,000, subject to higher and better offers.
Included among the GFLP real property is land, the North Place
Property, more particularly described in the exhibit and survey
attached to the Farm and Ranch Contract. Although the property is
owned by GFLP, pursuant to the Agreed Judgment, sales of the GFLP
real estate will proceed under Section 363 as though they are
property of the bankruptcy estates.
The Trustee has received the offer of the Buyer, by Brett B.
Buckingham, Mgr., to purchase the North Place Property for the
price of $280,000. He believes the offer represents a fair value
of the North Place Property. The North Place Property was listed
for sale by the Trustee's broker for $1,000/acre, or $283,880 total
price.
Other than property taxes, the Trustee is aware of liens on the
North Place Property by Great Plains National Bank, Lovell, Lovell,
Isern & Farabough, LP and the First State Bank of Mobeetie.
The Trustee asks authority of the Court to execute all documents
and instruments necessary to effectuate the purposes and intent of
the Motion. He represents that the sale as proposed is a bona fide
sale to a good faith purchaser for value. He believes the sale, as
proposed herein, is in the best interest of all creditors of the
estates and should be approved.
In order to maximize the liquidation value of property of the
estate, the Trustee will sell the North Place Property to the
highest bidder. Accordingly, he has developed the following
provisions governing the sale of the North Place Property in the
event competing bids are received:
A. In the event the Trustee receives one or more competing
bids, in writing, from one or more parties, a telephonic auction
will be held among all interested bidders.
B. A competing bid must be in writing, in an amount of at
least $280,000 and served upon the Trustee no later than 4:30 p.m.
on Aug. 3, 2020, at the office of Kent Ries, 2700 S. Western St.,
Suite 300, Amarillo, Texas 79109. A good faith earnest money check
in the amount of $10,000 must accompany the competing bid.
C. In the event Trustee receives more than one or more
competing bids in a timely manner, a telephonic auction of the
North Place Property will be held at 10:00 a.m. on Aug. 7, 2020.
D. In order to participate in the telephonic auction, an
interested bidder must have given timely written notice of a
competing bid, have deposited $10,000 with the Trustee and have
specified the telephone number at which bidder may be reached for
the auction. The bidding will be in increments of, at least,
$5,000.
E. Any competing bidder must provide the Trustee with the
evidence of financial resources to fund the closing of the proposed
purchase.
F. The highest bidder at the telephonic auction will be
awarded the North Place Property and closing of the sale of the
North Place Property to the highest bidder will occur within 15
days from Court approval. In the event the highest bidder is
unable to close as provided such bidder will forfeit its earnest
money deposit and the Trustee may, in his sole discretion, sell the
North Place Property to the next highest bidder or renotice the
entire sale.
G. The good faith earnest money deposit will be fully
refundable to all unsuccessful bidders and will be applied to the
purchase price of the successful bidder.
Finally, the Trustee asks that the 14-day stay requirement pursuant
to F.R.B.P. 6004(h) be waived.
A copy of the Contract is available at https://tinyurl.com/yaq3odzz
from PacerMonitor.com free of charge.
Michael Stephen Galmor owns and manages Galmor's/G&G Steam Service,
Inc. of Shamrock, Texas. He also raises cattle in his individual
capacity. Michael Stephen Galmor sought Chapter 11 protection
(Bankr. N.D. Tex. Case No. 18-20209) on June 19, 2018. The Debtor
tapped Max Ralph Tarbox, Esq., at Tarbox Law, P.C. as counsel.
MICHAEL GALMOR: Trustee Selling 317-Acre Wheeler Property for $317K
-------------------------------------------------------------------
Kent Ries, the Trustee of Michael Stephen Galmor and Galmor's/G&G
Steam Service, Inc., and the Liquidator the Galmor Family Limited
Partnership ("GFLP"), asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of approximately
317 acres out of the land ("Pitcock Place") in Wheeler County,
Texas, legally described as 317.38 acres in the S/2 of Section 11,
Block A-8, H&GN Ry Co. Survey, to Jeremy Rehwald and/or assigns for
$317,380, subject to higher and better offers.
Included among the GFLP real property is land, the Pitcock Place
Property, more particularly described in the exhibit and survey
attached to the Farm and Ranch Contract. Although the property is
owned by GFLP, pursuant to the Agreed Judgment, sales of the GFLP
real estate will proceed under Section 363 as though they are
property of the bankruptcy estates.
The Trustee has received the offer of the Buyer to purchase the
Pitcock Place Property for the price of $317,380. He believes the
offer represents a fair value of the Pitcock Place Property. The
Pitcock Place Property was listed for sale by the Trustee's broker
for $1,000/acre. The sale price is exactly the same as the listing
price for the 317.38-acre tract.
Other than property taxes, the Trustee is aware of liens on the
Pitcock Place Property by Great Plains National Bank, Lovell,
Lovell, Isern & Farabough, LP and the First State Bank of Mobeetie.
The Trustee asks authority of the Court to execute all documents
and instruments necessary to effectuate the purposes and intent of
the Motion. He represents that the sale as proposed is a bona fide
sale to a good faith purchaser for value. He believes the sale, as
proposed herein, is in the best interest of all creditors of the
estates and should be approved.
In order to maximize the liquidation value of property of the
estate, the Trustee will sell the Pitcock Place Property to the
highest bidder. Accordingly, he has developed the following
provisions governing the sale of the Pitcock Place Property in the
event competing bids are received:
A. In the event the Trustee receives one or more competing
bids, in writing, from one or more parties, a telephonic auction
will be held among all interested bidders.
B. A competing bid must be in writing, in an amount of at
least $317,380 and served upon the Trustee no later than 4:30 p.m.
on Aug, 3, 2020, at the office of Kent Ries, 2700 S. Western St.,
Suite 300, Amarillo, Texas 79109. A good faith earnest money in
the amount of $10,000 must accompany the competing bid.
C. In the event Trustee receives more than one or more
competing bids in a timely manner, a telephonic auction of the
Pitcock Place Property will be held at 10:00 a.m. on Aug. 7, 2020.
D. In order to participate in the telephonic auction, an
interested bidder must have given timely written notice of a
competing bid, have deposited $10,000 with the Trustee and have
specified the telephone number at which bidder may be reached for
the auction. The bidding will be in increments of, at least,
$5,000.
E. Any competing bidder must provide the Trustee with the
evidence of financial resources to fund the closing of the proposed
purchase.
F. The highest bidder at the telephonic auction will be
awarded the Pitcock Place Property and closing of the sale of the
Pitcock Place Property to the highest bidder will occur within 15
days from Court approval. In the event the highest bidder is
unable to close as provided such bidder will forfeit its earnest
money deposit and the Trustee may, in his sole discretion, sell the
Pitcock Place Property to the next highest bidder or renotice the
entire sale.
G. The good faith earnest money deposit will be fully
refundable to all unsuccessful bidders and will be applied to the
purchase price of the successful bidder.
Finally, the Trustee asks that the 14-day stay requirement pursuant
to F.R.B.P. 6004(h) be waived.
A copy of the Contract is available at https://tinyurl.com/ycn9lhux
from PacerMonitor.com free of charge.
Michael Stephen Galmor owns and manages Galmor's/G&G Steam Service,
Inc. of Shamrock, Texas. He also raises cattle in his individual
capacity. Michael Stephen Galmor sought Chapter 11 protection
(Bankr. N.D. Tex. Case No. 18-20209) on June 19, 2018. The Debtor
tapped Max Ralph Tarbox, Esq., at Tarbox Law, P.C., as counsel.
MICHAEL GALMOR: Trustee Selling 426-Acre Wheeler Property for $511K
-------------------------------------------------------------------
Kent Ries, the Trustee of Michael Stephen Galmor and Galmor's/G&G
Steam Service, Inc., and the Liquidator the Galmor Family Limited
Partnership ("GFLP"), asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of approximately
426 acres out of the land ("Flats Property") in Wheeler County,
Texas, legally described as 425.63 acres in Section 4, Block A-8,
H&GN Ry CO., Survey, to Clifford Oldham for $510,756, subject to
higher and better offers.
Included among the GFLP real property is land, the Flats Property,
more particularly described in the exhibit and survey attached to
the Farm and Ranch Contract.
The Trustee has received the offer of Oldham to purchase
approximately 426 acres out of the Flats Property for the price of
$510,756. He believes the offer represents a fair value of the
Flats Property. The Flats Property was listed for sale by the
Trustee's broker for $800/acre for the entire 560-acre tract, a
total of $448,000. The contract is for $1,2000/acre for 425 of the
560-acre tract. In short, the Purchaser is paying substantially
more than the listing price for the estate tract, but only
purchasing a part of the tract. The remainder of the tract has
minimal value, as it is primarily a mined out caliche pit.
Other than property taxes, the Trustee is aware of liens on the
Flats Property by Great Plains National Bank, Lovell, Lovell, Isern
& Farabough, LP and the First State Bank of Mobeetie.
The Trustee asks authority of the Court to execute all documents
and instruments necessary to effectuate the purposes and intent of
the Motion. He represents that the sale as proposed is a bona fide
sale to a good faith purchaser for value. He believes the sale, as
proposed herein, is in the best interest of all creditors of the
estates and should be approved.
In order to maximize the liquidation value of property of the
estate, the Trustee will sell the Flats Property to the highest
bidder. Accordingly, he has developed the following provisions
governing the sale of the Flats Property in the event competing
bids are received:
A. In the event the Trustee receives one or more competing
bids, in writing, from one or more parties, a telephonic auction
will be held among all interested bidders.
B. A competing bid must be in writing, in an amount of at
least $510,756 and served upon the Trustee no later than 4:30 p.m.
on Aug. 3, 2020, at the office of Kent Ries, 2700 S. Western St.,
Suite 300, Amarillo, Texas 79109. A good faith earnest money in
the amount of $10,000 must accompany the competing bid.
C. In the event Trustee receives more than one or more
competing bids in a timely manner, a telephonic auction of the
Flats Property will be held at 10:00 a.m. on Aug. 7, 2020.
D. In order to participate in the telephonic auction, an
interested bidder must have given timely written notice of a
competing bid, have deposited $10,000 with the Trustee and have
specified the telephone number at which bidder may be reached for
the auction. The bidding will be in increments of, at least,
$5,000.
E. Any competing bidder must provide the Trustee with the
evidence of financial resources to fund the closing of the proposed
purchase.
F. The highest bidder at the telephonic auction will be
awarded the Flats Property and closing of the sale of the Flats
Property to the highest bidder will occur within 15 days from Court
approval. In the event the highest bidder is unable to close as
provided herein such bidder will forfeit its earnest money deposit
and the Trustee may, in his sole discretion, sell the Flats
Property to the next highest bidder or renotice the entire sale.
G. The good faith earnest money deposit will be fully
refundable to all unsuccessful bidders and will be applied to the
purchase price of the successful bidder.
Finally, the Trustee asks that the 14-day stay requirement pursuant
to F.R.B.P. 6004(h) be waived.
A copy of the Contract is available at https://tinyurl.com/yc32hk5l
from PacerMonitor.com free of charge.
Michael Stephen Galmor owns and manages Galmor's/G&G Steam Service,
Inc. of Shamrock, Texas. He also raises cattle in his individual
capacity. Michael Stephen Galmor sought Chapter 11 protection
(Bankr. N.D. Tex. Case No. 18-20209) on June 19, 2018. The Debtor
tapped Max Ralph Tarbox, Esq., at Tarbox Law, P.C., as counsel.
MICHAEL GALMOR: Trustee Selling 612-Acre Wheeler Property for $551K
-------------------------------------------------------------------
Kent Ries, the Trustee of Michael Stephen Galmor and Galmor's/G&G
Steam Service, Inc., and the Liquidator the Galmor Family Limited
Partnership ("GFLP"), asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of approximately
612acres out of the land ("Bradley Property") in Wheeler County,
Texas, legally described as 612.163 acres in Section 59, Block 17,
H&GN Ry Co. Survey, to Wendell Clifton Morgan and Jennifer Morgan
for $550,947, subject to higher and better offers.
Included among the GFLP real property is land, the Bradley
Property, more particularly described in the exhibit and survey
attached to the Sale Contract. Although the property is owned by
GFLP, pursuant to the Agreed Judgment, sales of the GFLP real
estate will proceed under Section 363 as though they are property
of the bankruptcy estates.
The Trustee has received the offer of the Buyers to purchase the
Bradley Property for the price of $550,947. He believes the offer
represents a fair value of the Bradley Property. The Bradley
Property was listed for sale by the Trustee's broker for $900/acre.
The sale price is exactly the same as the listing price for the
612.163-acre tract.
Other than property taxes, the Trustee is aware of liens on the
Bradley Property by Great Plains National Bank, Lovell, Lovell,
Isern & Farabough, LP and the First State Bank of Mobeetie.
The Trustee asks authority of the Court to execute all documents
and instruments necessary to effectuate the purposes and intent of
the Motion. He represents that the sale as proposed is a bona fide
sale to a good faith purchaser for value. He believes the sale, as
proposed herein, is in the best interest of all creditors of the
estates and should be approved.
In order to maximize the liquidation value of property of the
estate, the Trustee will sell the Bradley Property to the highest
bidder. Accordingly, he has developed the following provisions
governing the sale of the Bradley Property in the event competing
bids are received:
A. In the event the Trustee receives one or more competing
bids, in writing, from one or more parties, a telephonic auction
will be held among all interested bidders.
B. A competing bid must be in writing, in an amount of at
least $550,947 and served upon the Trustee no later than 4:30 p.m.
on Aug, 3, 2020, at the office of Kent Ries, 2700 S. Western St.,
Suite 300, Amarillo, Texas 79109. A good faith earnest money check
in the amount of $10,000 must accompany the competing bid.
C. In the event Trustee receives more than one or more
competing bids in a timely manner, a telephonic auction of the
Bradley Property will be held at 10:00 a.m. on Aug. 7, 2020.
D. In order to participate in the telephonic auction, an
interested bidder must have given timely written notice of a
competing bid, have deposited $10,000 with the Trustee and have
specified the telephone number at which bidder may be reached for
the auction. The bidding will be in increments of, at least,
$5,000.
E. Any competing bidder must provide the Trustee with the
evidence of financial resources to fund the closing of the proposed
purchase.
F. The highest bidder at the telephonic auction will be
awarded the Bradley Property and closing of the sale of the Bradley
Property to the highest bidder will occur within 15 days from Court
approval. In the event the highest bidder is unable to close as
provided such bidder will forfeit its earnest money deposit and the
Trustee may, in his sole discretion, sell the Bradley Property to
the next highest bidder or renotice the entire sale.
G. The good faith earnest money deposit will be fully
refundable to all unsuccessful bidders and will be applied to the
purchase price of the successful bidder.
Finally, the Trustee asks that the 14-day stay requirement pursuant
to F.R.B.P. 6004(h) be waived.
A copy of the Contract is available at https://tinyurl.com/ycadu2zr
from PacerMonitor.com free of charge.
Michael Stephen Galmor owns and manages Galmor's/G&G Steam Service,
Inc. of Shamrock, Texas. He also raises cattle in his individual
capacity. Michael Stephen Galmor sought Chapter 11 protection
(Bankr. N.D. Tex. Case No. 18-20209) on June 19, 2018. The Debtor
tapped Max Ralph Tarbox, Esq., at Tarbox Law, P.C., as counsel.
MORIAH POWDER: Taps Hall & Evans as Special Counsel
---------------------------------------------------
US Realm Powder River, LLC, formerly known as Moriah Powder River
LLC, received approval from the U.S. Bankruptcy Court for the
District of Wyoming to hire Hall & Evans, LLC to serve as its
special counsel in adversary proceedings filed by royalty owners.
The firm's services will be provided mainly by Cash Parker, Esq.,
who will be paid at the rate of $350 per hour. The hourly rates
for the other attorneys and paralegals at the firm are as follows:
Title Rate per hour
----- -------------
Special Counsel/Associates $260
Paralegals $100
Hall & Evans received a retainer of $15,000 from Debtor.
Mr. Parker disclosed in a court filing that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Cash K. Parker, Esq.
Hall & Evans, LLC
Colorado State Judicial Bldg
1001 17th Street Suite 600
Denver, CO 80202
Telephone: (303) 628-3493
Email: parkerc@hallevans.com
About Moriah Powder River
Moriah Powder River, LLC, now known as US Realm Powder River, LLC,
is a privately held natural gas company with headquarters in
Sheridan, Wyoming, and operates in the Powder River Basin located
in northeast Wyoming.
Moriah Powder River filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No.
19-20699) on Oct. 31, 2019. The petition was signed by Craig
Camozzi, chief operating officer.
At the time of filing, Debtor estimated $100 million to $500
million in assets and $50 million to $100 million in liabilities.
Bradley T Hunsicker, Esq., at Markus Williams Young & Zimmermann
LLC, is Debtor's legal counsel.
MUJI USA: Japanese Brand's U.S. Unit in Chapter 11
---------------------------------------------------
Reuters reports that the U.S. subsidiary of minimalist lifestyle
brand Muji filed for Chapter 11 bankruptcy protection, its Japanese
owner Ryohin Keikaku Co said.
All 18 of Muji's U.S. stores have been closed from mid-March
because of the pandemic, Ryohin Keikaku said.
The outbreak has inflicted widespread financial pain on global
retailers, leading some, such as J. Crew Group Inc in the United
States, to file for bankruptcy protection.
About Muji U.S.A. Limited
Muji U.S.A. Limited is a retailer of a wide variety of products,
including household goods, apparel and food. It was originally
founded in Japan in 1980. Visit https://www.muji.com/ for more
information.
Muji U.S.A. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 20-11805) on July 10, 2020. At the
time of the filing, Debtor disclosed assets of between $50 million
and $100 million and liabilities of the same range. Judge Mary F.
Walrath oversees the case.
The Debtor tapped Greenberg Traurig LLP as its legal counsel,
Mackinac Partners LLC as financial advisor, B. Riley Real Estate
LLC as real property lease consultant, and Donlin, Recano &
Company
Inc. as claims and noticing agent.
MYERS INDUSTRIES: Egan-Jones Hikes Senior Unsecured Ratings to BB+
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Myers Industries Incorporated to BB+ from BB.
Headquartered in Akron, Ohio, Myers Industries, Inc. manufactures
plastic and rubber products for industrial, agricultural,
automotive, commercial, and consumer markets.
NESSALLA LLC: In Chapter 11 to Seek Buyer
-----------------------------------------
Sophie Bolich, writing for Madison.com, reports Vanessa Tortolano
and Alla Shapirofiled Chapter 11 bankruptcy for the business that
they co-own, NessAlla Kombucha.
In March, NessAlla moved production into the renovated Garver Feed
Mill, planning for expansion as the business transitioned into the
busy summer season. Shortly thereafter, the pandemic forced Dane
County into lockdown, halting much of NessAlla's income, which had
been slated to cover the hefty overhead of the relocation.
"We lost 40 percent of our business immediately," Tortolano said.
During the lockdown, NessAlla lost incoming revenue from the bars,
cafes and breweries that carried the kombucha. She added that
despite financial assistance from the government to continue
production and fulfill orders, it wasn't enough to carry them
through.
Tortolano and Shapiro both have backgrounds as herbalists --
Shapiro started making her own kombucha when she was studying in
California. The two started teaching kombucha-making classes, which
garnered community interest.
"It was an easy way that people could incorporate really good
health benefits into their lives without having to change a whole
lifestyle," Tortolano said. The two officially launched the
business in 2008.
Now, Tortolano and Shapiro are hoping to sell NessAlla to someone
who can restructure and reinvigorate the business.
"The business itself is super solid," Tortolano said. "We have an
excellent product. So if somebody buys it and knows what they're
doing, has been in the beverage industry, they can really take it
to the next level. We just don't have that capacity."
NessAlla is still open and in full production. It is currently
partnering with the distribution company Live Local Milwaukee to
deliver kombucha throughout Milwaukee, Madison and to local food
trucks. The company also independently offers pickup and delivery
service for Madison through its website.
"The best way to support us right now is just to keep buying our
kombucha," Shapiro said. The owners have been outspoken on social
media concerning issues like Black Lives Matter and Pride Month,
also posting uplifting messages to the community. Tortolano said
that she and Shapiro have received "great feedback" from customers.
"We've been all about high integrity from the very beginning," she
said. "We've always been about the environment, our community and
standing up for human rights."
In light of Dane County's recently tightened restrictions on bars
and restaurants after a spike in COVID-19 cases, many businesses
are still struggling to stay afloat.
"I think people really need to be encouraged to support their local
businesses, because those are the people that are gonna struggle
the most," Tortolano said. We're the ones that really care about
each other, and we're the ones that have to support each other and
keep things going."
About NessAlla LLC
NessAlla LLC, a company engaged in the business of beverage
manufacturing, sought protection under Chapter 11 of the
Bankruptcy
Code (Bankr. W.D. Wis. Case No. 20-11746) on July 6, 2020. At the
time of the filing, Debtor disclosed total assets of $850,688 and
total liabilities of $1,081,945. DeMarb Brophy LLC represents
Debtor as legal counsel.
NGL ENERGY: Moody's Cuts Unsec. Notes to B3, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded NGL Energy Partners LP's
senior unsecured notes to B3 from B2 and changed the company's
rating outlook to negative from stable. Moody's concurrently
affirmed NGLEP's B1 Corporate Family Rating and B1-PD Probability
of Default Rating. The SGL-3 Speculative Grade Liquidity Rating
remained unchanged.
"The company will face elevated counterparty risks, increased
uncertainty around crude and water volumes and high financial
leverage through 2021", said Sajjad Alam, Moody's Senior Analyst.
"The coronavirus pandemic has triggered a collapse in crude oil
prices, sharply reduced upstream activity and created a challenging
refinancing environment for NGL."
Issuer: NGL Energy Partners LP
Downgraded:
Senior Unsecured Regular Bond/Debenture, Downgraded
to B3 (LGD5) from B2 (LGD5)
Affirmed:
Corporate Family Rating, Affirmed B1
Probability of Default Rating, Affirmed B1-PD
Unchanged:
Speculative Grade Liquidity Rating, SGL-3
Outlook Action:
Changed to Negative from Stable
RATINGS RATIONALE
The unsecured notes were downgraded because of the increased
proportion of secured debt in NGLEP's capital structure. The
company has borrowed more under its secured credit facilities in
recent quarters and Moody's believes it is unlikely that will be
reversed in the near to medium term. The unsecured notes have a
subordinated claim to NGLEP's assets behind the combined $1.915
billion secured revolving credit facilities and the $250 million
secured term loan.
NGLEP's B1 CFR reflects its high financial leverage, heightened
volume risks based on reduced US drilling activity, and the
bankruptcy of its largest shipper on the Grand Mesa Pipeline.
Moody's projects a likely drop in volumes and margins in the crude
logistics segment will adversely impact NGLEP's overall earnings
and leverage despite producing growth in the water solutions
segment. Low commodity prices and tight capital market conditions
have raised the company's cost of capital. To navigate weak
industry conditions and live within cash flow, management has
significantly reduced capital expenditures and dividends. NGLEP's
primary strengths include its significant scale, diversified
midstream operations across several key US hydrocarbon basins and
increasing fee-based cash flow from its large water services
business in the Permian Basin.
NGLEP should have adequate liquidity well into 2021, which is
captured in the SGL-3 rating. Moody's expects a modest amount of
free cash flow in fiscal 2021 and minimal use of the revolving
credit facilities. The revolving facilities are heavily drawn, have
limited covenant cushion, and will mature in October 2021. As of
June 30, 2020, the company had $1.658 billion in aggregate
borrowings and $85.2 million in posted LCs, leaving roughly $172
million of availability under its combined $1.915 billion
commitments. In terms of financial covenants governing the credit
agreement, the total leverage covenant has the least compliance
headroom and could get breached if earnings fall more materially
than expected. The partnership's alternate liquidity is limited
given substantially all its assets are encumbered.
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, low oil prices, and high asset price volatility
have created an unprecedented credit shock across a range of
sectors and regions. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety. Its action reflects, in
part, the impact on NGLEP of the deterioration in credit quality it
has triggered, given its exposure to reduced upstream activity and
low oil prices, which has left it vulnerable to shifts in market
demand and sentiment in these unprecedented operating conditions.
The negative outlook reflects NGLEP's high leverage, uncertain
volume outlook, tight liquidity and a challenging industry
backdrop.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
NGLEP's ratings could be downgraded if leverage rises above 6x, if
the company generates large negative free cash flow, or if its
liquidity worsens. The ratings could be upgraded if leverage is
sustained below 5x and distribution coverage is sustained above
1.2x.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
NGL Energy Partners LP is a diversified midstream Master Limited
Partnership headquartered in Tulsa, Oklahoma.
ODYSSEY CONTRACTING: Hires Frantz Ward as Special Counsel
---------------------------------------------------------
Odyssey Contracting Corp. filed an amended application seeking
authority from the United States Bankruptcy Court for the Western
District of Pennsylvania (Pittsburgh) to hire Frantz Ward, LLP as
its special counsel.
The Debtor is currently involved in litigation before the American
Arbitration Association in the case of Odyssey Contracting Corp. v.
J.F. White Contracting Company, et al., No. 01-19-7622. The
litigation involves disputes in regard to services provided by the
Debtor in relation to a construction and repair project on the
Longfellow Bridge in Boston, Mass.
Frantz Ward is willing and able to undertake representation of the
Debtor in the litigation provided that funding for the litigation
can be provided by the Debtor.
Per the Litigation Funding Agreement, an initial $400,000 will be
provided to fund the litigation. Debtor has an option to obtain an
additional $100,000in funding at a later date.
Frantz Ward will utilize the funding from the Litigation Funding
Agreement to cover any and all out-of-pocket litigation expenses
and fees invoiced subject to approval of the court. Further, Frantz
Ward will apply hourly charges at only 50 percent of their standard
hourly rates.
Frantz Ward neither represents nor holds any interest adverse to
the Debtor or to the estate with respect to any matter in regard to
which it is being employed, according to court filings.
The firm can be reached through:
Ian H. Frank. Esq.
Frantz Ward LLP
200 Public Square, Suite 3000
Cleveland, OH 44114
Phone: 216-515-1660
Fax: 216-515-1650
Email: attorneys@frantzward.com
About Odyssey Contracting
Odyssey Contracting Corp. is a Pennsylvania corporation which was
formed in 1987 and which is based in Houston, Pennsylvania. The
Debtor is engaged in the business of bridge painting and repair
which services it provides throughout the United States.
Odyssey Contracting Corp. filed a Chapter 11 petition (Bankr. W.D.
Pa. Case No. 15-22330) on June 29, 2015. In the petition signed by
Stavros Semanderes, president, the Debtor estimated $1 million to
$10 million in assets and liabilities.
The Hon. Carlota M. Bohm presides over the case.
Robert O. Lampl, Esq., at Robert O. Lampl, Attorney at Law, serves
as the Debtor's counsel.
On Dec. 29, 2016, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement. Ongoing business
operations will not be the primary source of funding for the
Debtor's Plan. Rather, the primary source of funding for the
Debtor's Plan is the litigation in which the Debtor is seeking
damages in the approximate aggregate amount $28,000,000.
ORANGE BLOSSOM: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Orange Blossom Catering, Inc.
220 4th Street North
Saint Petersburg, FL 33701
Business Description: Orange Blossom Catering offers full service
event planning for personal, community and
corporate functions.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 20-06185
Debtor's Counsel: Camille J. Iurillo, Esq.
Kevin Hing, Esq.
IURILLO LAW GROUP, P.A.
5628 Central Avenue
Saint Petersburg, FL 33707
Tel: 727-895-8050
E-mail: ciurillo@iurillolaw.com
khing@iurillolaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ryan Clelland, president.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://tinyurl.com/y2odwe3o
PENNGOOD LLC: Taps King, King & Associates as Accountant
--------------------------------------------------------
Penngood, LLC received approval from the U.S. Bankruptcy Court for
the District of Columbia to hire King, King & Associates, PA as its
accountant.
The firm's services include tax advice and the preparation of forms
and returns to be submitted to various taxing authorities,
including the tax returns for the years ending Dec. 31, 2018 and
Dec. 31, 2019.
King has agreed to prepare the tax returns for a flat fee of
$6,000, with a retainer of $3,000.
King neither holds nor represents any interest adverse to that of
Debtor, according to court filings.
The firm can be reached through:
Anthony G. King
King, King & Associates, PA
124 Slade Avenue, Suite 100
Baltimore, Maryland 21208
Phone: (410) 486-4500
Fax: (410) 486-6330
About Penngood LLC
Penngood LLC -- https://www.penngood.com/ -- is a strategic
communications firm specializing in total health.
The Debtor previously sought bankruptcy protection on Feb. 15, 2016
(Bankr. D.D.C. Case No. 16-00051).
Penngood LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.D.C. Case No. 20-00230) on May 19, 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
Martin S. Teel, Jr. oversees the present case. The Debtor has
tapped Richard G. Hall, Esq., as its legal counsel, and King, King
& Associates, PA as its accountant.
PEORIA DAY SURGERY: Seeks to Hire a Business Broker
---------------------------------------------------
Peoria Day Surgery Center, Ltd. seeks approval from the U.S.
Bankruptcy Court for the Central District of Illinois to hire a
business broker.
In order to effectively market its assets and to bring the highest
possible price, the Debtor believes that the retention and
assistance of a business broker would be in the best interests of
the bankruptcy estate. As such, the Debtor has selected Michael
McKevitt as a business broker due to his experience and his
knowledge of the Debtor's operations.
The term of engagement would be six months and compensation would
be contingent (2.5 percent of the sale proceeds) only upon a
successful sale closing.
Mr. McKevitt assures the court that he is a disinterested person
within the definition provided by Section 101(14) of the Bankruptcy
Code.
The broker can be reached at:
Michael McKevitt
14621 Morningside Road
Orland Park, IL 60462
About Peoria Day Surgery Center
Peoria Day Surgery Center, Ltd. --
http://www.peoriadaysurgerycenter.com/-- is a surgery center in
Peoria, Illinois, serving patients who require surgical treatment.
PDSC uses the same surgical, anesthesia, and recovery room
procedures that are found in a hospital. But unlike most hospital
procedures, the patient is usually allowed to return home after
surgery, making recovery easier and more comfortable. PDSC was
founded in 1978. PDSC is licensed with the state of Illinois,
certified by Medicare and IDPH, and participates in Caterpillar,
United Healthcare, BC/BS, Health Alliance/Cat, PHCS and many other
insurance plans. PDSC is accredited with the AAAHC.
Peoria Day Surgery Center, formerly known as Peoria Day Surgery
Center, S.C., filed a Chapter 11 petition (Bankr. C.D. Ill. Case
No. 18-81615) on Oct. 29, 2018. In the petition signed by Justin
R. Ahlman, president, the Debtor estimated $500,000 to $1 million
in total assets and $1 million to $10 million in total debt. The
case is assigned to Judge Thomas L. Perkins. The Debtor is
represented by Sumner Bourne, Esq., of Rafool, Bourne & Shelby,
P.C.
PHASE 3 FARMS: Files for Chapter 12 Bankruptcy
----------------------------------------------
The Portland Business Journal reports that Phase 3 Farms Inc. filed
for voluntary Chapter 12 bankruptcy protection June 29, 2020, in
the District of Oregon. The debtor listed an address of 41771
Sodhouse, Princeton, and is represented in court by attorney D.
Blair Clark. Phase 3 Farms Inc. listed assets ranging from $500,001
to $1,000,000 and debts ranging from $1,000,001 to $10,000,000. The
filing did not identify a largest creditor.
PHIO PHARMACEUTICALS: Incurs $1.67-Mil. Net Loss in Second Quarter
------------------------------------------------------------------
Phio Pharmaceuticals Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.67 million on $0 of revenues for the three months ended June
30, 2020, compared to a net loss of $2.04 million on $0 of revenues
for the three months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $4.02 million on $0 of revenues compared to a net loss of
$4.15 million on $21,000 of revenues for the same period during the
prior year.
"The second quarter was an exciting period for our team as we
presented during three major medical conferences new preclinical
data from animal studies that validate the potential of our INTASYL
RNAi technology as a cancer immunotherapy platform for innovative
therapeutics. For example, we now have in vivo data showing the
ability and safety of INTASYL technology to reprogram immune cells,
such as T cells, in situ through intratumoral application,
resulting in impressive anti-tumoral efficacy," said Dr. Gerrit
Dispersyn, president and CEO of Phio.
"The recent data we presented from studies conducted with our lead
asset, PH-762, our BRD4 targeting INTASYL compound, PH-894, as well
as other pipeline products, support our advancement of these
products into additional studies. We are currently planning to
initiate clinical studies with PH-762 in 2021, and the required
steps needed to initiate these clinical trials are underway. Due
to the potential for delays related to the ongoing COVID-19
pandemic, we cannot provide more specific guidance as to exactly
when the studies will be initiated."
As of June 30, 2020, the Company had $20.21 million in total
assets, $2.48 million in total liabilities, and $17.73 million in
total stockholders' equity.
At June 30, 2020, the Company had cash of $18.9 million as compared
with $6.9 million at Dec. 31, 2019. During the second quarter of
2020, the Company received net proceeds of $3.8 million from the
exercise of outstanding warrants and raised $3.5 million in net
proceeds through an equity offering completed in April. The
Company expects its cash will be sufficient to fund currently
planned operations for at least the next 12 months.
Research and development expenses were approximately $0.8 million
for the quarter ended June 30, 2020, compared to approximately $1.1
million for the quarter ended June 30, 2019. The decrease is
primarily due to a reduced use of an outside interim temporary
labor consultant and a reduction in patent-related expenses as
compared to the prior year period.
General and administrative expenses were relatively steady at $0.9
million for the three-month periods ended June 30, 2020 and 2019.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/y2p9qc5y
About Phio
Phio Pharmaceuticals Corp. is a biotechnology company developing
the next generation of immuno-oncology therapeutics based on its
self-delivering RNAi therapeutic platform. The Company's efforts
are focused on silencing tumor-induced suppression of the immune
system through its proprietary INTASYL platform with utility in
immune cells and/or the tumor micro-environment. The Company's
goal is to develop powerful INTASYL therapeutic compounds that can
weaponize immune effector cells to overcome tumor immune escape,
thereby providing patients a powerful new treatment option that
goes beyond current treatment modalities.
Phio reported a net loss of $8.91 million for the year ended Dec.
31, 2019, compared to a net loss of $7.36 million for the year
ended Dec. 31, 2018.
"If we are unable to achieve or sustain profitability or to secure
additional financing, we may not be able to meet our obligations as
they come due, raising substantial doubts as to our ability to
continue as a going concern. Any such inability to continue as a
going concern may result in our common stockholders losing their
entire investment. There is no guarantee that we will become
profitable or secure additional financing. Our financial
statements do not include any adjustments to, or classification of,
recorded asset amounts and classification of liabilities that might
be necessary if we were unable to continue as a going concern.
Changes in our operating plans, our existing and anticipated
working capital needs, the acceleration or modification of our
expansion plans, increased expenses, potential acquisitions or
other events will all affect our ability to continue as a going
concern," the Company stated in its 2019 Annual Report.
PIER 1 IMPORTS: Egan-Jones Lowers Senior Unsecured Ratings to B
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Pier 1 Imports Incorporated to B from B+. EJR also
downgraded the rating on commercial paper issued by the Company to
B from A3.
Headquartered in Fort Worth, Texas, Pier 1 Imports, Incorporated
retails decorative home furnishings, gifts, and related items.
PIPE WRIGHT: Gets Interim OK to Hire Forensic Accountant
--------------------------------------------------------
The Pipe Wright, Inc. received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
GlassRatner Advisory & Capital Group, LLC as its forensic
accountant and financial advisor.
The court, however, denied Debtor's request to pay the firm a
post-petition retainer of $5,000, without prejudice.
The services that GlassRatner will render are:
a. give advice to Debtor with respect to its powers and duties
and the continued management of its business operations;
b. advise Debtor with respect to its finances and guide the
Debtor in making sound financial decisions for its operations;
c. prepare financial documents;
d. protect the financial interests of Debtor in all matters
pending before the court;
e. prepare monthly operating reports and budgets;
f. advise Debtor regarding potential causes of actions and
claims; and
g. provide financial advice to Debtor in negotiations with its
creditors and in the preparation of a confirmable Chapter 11 plan.
Alan Barbee, a principal at GlassRatner, assured the court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
Glass Ratner can be reached at:
Alan R. Barbee, CPA
Glass Ratner Advisory & Capital Group, LLC
1400 Centrepark Boulevard, Suite 860
West Palm Beach, FL, 33401
Email: abarbee@glassratner.com
About The Pipe Wright Inc.
The Pipe Wright, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-17946) on July
22, 2020, listing under $1 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case. Ido J. Alexander, Esq.,
at Leiderman Shelomith Alexander, represents Debtor as counsel.
PIPE WRIGHT: Gets Interim OK to Hire Leiderman as Legal Counsel
---------------------------------------------------------------
The Pipe Wright, Inc. received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
Leiderman Shelomith Alexander + Somodevilla, PLLC as its legal
counsel.
The professional services that Leiderman will render are:
a. give advice to Debtor with respect to its powers and duties
under Subchapter V of Chapter 11 of the Bankruptcy Code;
b. advise Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare legal papers;
d. protect the interests of Debtor in all matters pending
before the court; and
e. represent Debtor in negotiation with its creditors in the
preparation of a bankruptcy plan.
Leiderman has agreed to provide the services at hourly rates
ranging from $275 to $475. The hourly rate for Ido Alexander,
Esq., the firm's attorney who will be handling the case, is $350.
Prior to its bankruptcy filing, Debtor paid Leiderman a fee
retainer in the amount of $28,283 and the filing fee of $1,717.
Leiderman does not represent any interest adverse to Debtor's
estate, according to court filings.
The firm can be reached through:
Ido J. Alexander, Esq.
Leiderman Shelomith Alexander
+ Somodevilla, PLLC
2699 Stirling Road, Suite C401
Ft. Lauderdale, FL 33312
Tel: (954) 920-5355
Fax: (954) 920-5371
Email: ija@lsaslaw.com
About The Pipe Wright Inc
The Pipe Wright, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-17946) on July
22, 2020, listing under $1 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case. Ido J. Alexander, Esq.,
at Leiderman Shelomith Alexander, represents Debtor as counsel.
RALPH M. COOKE: Aug. 17 Hearing on $135K Sale of Two DC Properties
------------------------------------------------------------------
Judge S. Martin Teel, Jr. of the U.S. Bankruptcy Court for the
District of Columbia will convene a hearing on Aug. 17, 2020 at
2:00 p.m. to consider Ralph M Cooke, IV's sale to 46th Place, LLC
of two parcels of real property located (i) at 114 Quincy Place,
NE, Washington DC for $650,000, and (ii) at 2727 Jasper Street, SE,
Washington DC for $600,000.
The time for any responses to the Sale Motion is shortened such
that any response must be filed by 5:00 p.m. on Aug. 14, 2020.
The counsel for the Debtor will serve copies of the Order upon all
parties on the mailing matrix, and will file a certificate of
service with the Court prior to the hearing, showing such service
has been made.
The Quincy Property is a single parcel of improved residential real
property located in the District of Columbia. In his Plan, the
Debtor valued the property at $600,000, and Deutsche Bank agreed to
such value, provided that it receive such amount from the sale
proceeds generated from sale of the Quincy Property.
The Jasper Property is a single parcel of improved residential real
property located in the District of Columbia. In his Bankruptcy
Schedules, the Debtor valued the property at $250,000. Deutsche
Bank obtained an appraisal of the Jasper Property during the
bankruptcy case, valuing the property at $280,000. The Plan
provides for payment of $300,000 on account of Deutsche Bank's
secured claim against the Property.
The sale will be pursuant to the Debtor's confirmed Chapter 11 Plan
of Reorganization. As set forth in the Plan, subsidiary mortgage
liens previously existed against the Jasper Property, securing
obligations to Ocwen Loan Servicing and Lindsay Holmes. These
liens
have been avoided by confirmation of the Plan, and no sale proceeds
will be distributed on account of such liens upon the closings.
Ralph M Cooke, IV sought Chapter 11 protection (Bankr. D.C. Case
No. 19-00413) on June 24, 2019. The Debtor tapped Augustus T.
Curtis, Esq., at Cohen, Baldinger & Greenfeld, LLC, as counsel.
RAVN AIR GROUP: Ravn Alaksa in Process of Returning to Skies
------------------------------------------------------------
KTUU's Kristen Durand reports that Ravn Alaska is in full restart
mode under new ownership after Ravn Air Group filed for bankruptcy
and laid off all staff back in April. With the sale finalized, Ravn
Alaska is beginning the steps to resume service including re-hiring
staff and training flight crews with hopes of getting back in the
air as early as mid-September.
This particular sale of some of Ravn Air Group’s assets includes
several Dash-8s, a Saab 340, terminal leases and two Federal
Aviation Administration certificates Part 121 certificates.
Ravn Alaska will operate the two certificates to eventually bring
service back to the Aleutian Chain, Bristol Bay, Prince William
Sound, the Kenai Peninsula, Norton Sound, the Interior and Arctic
Alaska. Ravn's new CEO, Rob McKinney, says the first priority will
be bringing service back to Unalaska and St. Paul.
"Unalaska has the big fishing season coming up here and there's
lots of concern about moving workers back out to be ready for 'A'
season, so we're trying to make sure that they're at the top of the
list. They're completely without service, where some of the
closer-in cities actually can still drive. We're trying to make
sure we're focused on the communities that are stranded without
Ravn's service," said McKinney. "St. Paul, they’re also a
contract with the federal government that Ravn has not been
fulfilling since they shut down."
Ravn Alaska is in the process of training and hiring flight crews
to make that happen. McKinney says the company intends to re-hire
400 of Ravn Air's former employees.
"A lot of people saw in the bankruptcy proceedings they had 1300
employees, but that was mostly for parts of the business that we
didn't end up acquiring that was further out in the villages," said
McKinney. "So far, it's been 100% former Ravn employees that really
want to come back. They put their blood, sweat, and tears, and
really cared about this airline."
McKinney says for at least the first six months, the airline will
be operating at about 40% capacity. The hope is to eventually bring
the same level of service Ravn previously brought to remote areas
of the state.
About Ravn Air Group
Ravn Air Group, Inc. -- https://www.flyravn.com/ -- was formed
through the combination of five Alaskan air transportation
businesses in 2009, creating the largest regional air carrier and
network in the state. Ravn owns and, until the COVID-19-related
disruptions, operated 72 aircraft at 21 hub airports and 73
facilities, serving 115 destinations in Alaska with up to 400 daily
flights. Until the COVID-19-related disruptions, Ravn Air Group and
its affiliates had over 1,300 employees (non-union), and it carried
over 740,000 passengers on an annual basis.
Ravn Air Group provides air transportation and logistics services
to the passenger, mail, charter, and freight markets in Alaska,
pursuant to U.S. Department of Transportation approval as three
separate certificated air carriers. Two of the carriers (RavnAir
ALASKA and PenAir) operate under Federal Aviation Administration
Part 121 certificates and the other (RavnAir CONNECT) operates
under an FAA Part 135 certificate. In addition to carrying
passengers, many of whom fly on Medicaid-subsidized tickets, other
key customers include companies in the oil and gas industry, the
seafood industry, the mining industry, and the travel and tourism
industries.
Ravn Air Group and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10755)
on April 5, 2020. At the time of the filing, Debtors was estimated
to have assets of between and $100 million to $500 million and
liabilities of the same range.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped Keller Benvenutti Kim LLP as bankruptcy counsel;
Blank Rome LLP as special corporate and local bankruptcy counsel;
Conway Mackenzie, LLC, as financial advisor; and Stretto as claims
and noticing agent.
RAVN AIR: Gets $47 Million From Sale of Assets
----------------------------------------------
Leslie A. Pappas, writing for Bloomberg News, reports that Ravn Air
Group Inc. completed a $47 million asset sale that includes an $8
million winning bid from Los Angeles aviation startup FLOAT Shuttle
Inc. to take over the bankrupt Alaskan regional airline’s carrier
services.
FLOAT pledged that it would keep operating in Alaska and rehire as
many of the airline’s employees as possible as part of the deal
disclosed Thursday. The terms are contingent on the transfer of $31
million in coronavirus relief funds under the CARES Act that the
airline would be able to use for employee wages.
About Ravn Air Group
Ravn Air Group, Inc. -- https://www.flyravn.com/ -- was formed
through the combination of five Alaskan air transportation
businesses in 2009, creating the largest regional air carrier and
network in the state. Ravn owns and, until the COVID-19-related
disruptions, operated 72 aircraft at 21 hub airports and 73
facilities, serving 115 destinations in Alaska with up to 400 daily
flights. Until the COVID-19-related disruptions, Ravn Air Group and
its affiliates had over 1,300 employees (non-union), and it carried
over 740,000 passengers on an annual basis.
Ravn Air Group provides air transportation and logistics services
to the passenger, mail, charter, and freight markets in Alaska,
pursuant to U.S. Department of Transportation approval as three
separate certificated air carriers. Two of the carriers (RavnAir
ALASKA and PenAir) operate under Federal Aviation Administration
Part 121 certificates and the other (RavnAir CONNECT) operates
under an FAA Part 135 certificate. In addition to carrying
passengers, many of whom fly on Medicaid-subsidized tickets, other
key customers include companies in the oil and gas industry, the
seafood industry, the mining industry, and the travel and tourism
industries.
Ravn Air Group and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10755)on
April 5, 2020. At the time of the filing, Debtors was estimated to
have assets of between and $100 million to $500 million and
liabilities of the same range.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped Keller Benvenutti Kim LLP as bankruptcy counsel;
Blank Rome LLP as special corporate and local bankruptcy counsel;
Conway Mackenzie, LLC as financial advisor; and Stretto as claims
and noticing agent.
RETAIL SOLUTIONS: Case Summary & 6 Unsecured Creditors
------------------------------------------------------
Debtor: Retail Solutions, LLC
16445 N. 91st Street, Suite 105
Scottsdale, AZ 85260
Business Description: Retail Solutions, LLC provides business
consulting services.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
District of Arizona
Case No.: 20-09357
Judge: Hon. Madeleine C. Wanslee
Debtor's Counsel: Michael A. Jones, Esq.
ALLEN BARNES & JONES, PLC
1850 N. Central Avenue, Suite 1150
Phoenix, AZ 85004
Tel: 602-256-6000
E-mail: mjones@allenbarneslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jed Bradshaw, manager.
A copy of the petition containing, among other items, a list of the
Debtor's six unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/RDYYANI/RETAIL_SOLUTIONS_LLC__azbke-20-09357__0001.0.pdf?mcid=tGE4TAMA
REWALK ROBOTICS: Incurs $2.86 Million Net Loss in Second Quarter
----------------------------------------------------------------
ReWalk Robotics Ltd. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $2.86 million on $1.67 million of revenues for the three months
ended June 30, 2020, compared to a net loss of $4.59 million on
$877,000 of revenues for the three months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $6.69 million on $2.43 million of revenues compared to a
net loss of $8.59 million on $2.46 million of revenues for the same
period during the prior year.
"We are satisfied with the progress we made during the second
quarter," said Larry Jasinski, chief executive officer of ReWalk.
"Although we face challenges due to the impact of COVID-19, we were
able to complete deliveries in Germany and the U.S. We have
achieved a quarterly record gross margin, during July, we started
promoting our two new distributed product lines and we set the
basis for U.S. reimbursement with the achievement of the CMS code.
We believe we are on the right track to improve our operating
results and market value."
As of June 30, 2020, the Company had $22.71 million in total
assets, $10.81 million in total liabilities, and $11.90 million in
total shareholders' equity.
As of June 30, 2020, ReWalk had $14.1 million in cash on its
balance sheet and $4.8 million in short- and long-term debt. During
July ReWalk closed a registered direct offering of ordinary shares
and a concurrent private placement of unregistered warrants to
purchase ordinary shares for approximately $9 million in gross
proceeds.
The Company has an accumulated deficit in the total amount of
approximately $175.2 million as of June 30, 2020 and negative cash
flow from operations of $7.5 million, and further losses are
anticipated in the development of its business. The Company said
those factors raise substantial doubt about its ability to continue
as a going concern. The ability to continue as a going concern is
dependent upon the Company obtaining the necessary financing to
meet its obligations and repay its liabilities arising from normal
business operations when they become due.
The Company intends to finance operating costs over the next twelve
months with existing cash on hand, reducing operating spend, and
future issuances of equity and debt securities, or through a
combination of the foregoing. However, the Company will need to
seek additional sources of financing if the Company requires more
funds than anticipated during the next 12 months or in later
periods.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/y6l6typo
About ReWalk Robotics
ReWalk Robotics Ltd. -- http://www.rewalk.com-- develops,
manufactures, and markets wearable robotic exoskeletons for
individuals with lower limb disabilities as a result of spinal cord
injury or stroke. ReWalk's mission is to fundamentally change the
quality of life for individuals with lower limb disability through
the creation and development of market leading robotic
technologies. Founded in 2001, ReWalk has headquarters in the
U.S., Israel and Germany.
ReWalk incurred net losses of $15.55 million in 2019, $21.67
million in 2018, and $24.72 million in 2017. As of Dec. 31, 2019,
the Company had $24.37 million in total assets, $13.59 million in
total liabilities, and $10.78 million in total shareholders'
equity.
Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global, in
Haifa, Israel, the Company's auditor since 2014, issued a "going
concern" qualification in its report dated Feb. 20, 2020, citing
that the Company has suffered recurring losses from operations, has
a working capital deficiency, and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
RILEY JOHN BEARD: Tammy Mccane Buying Waldorf Property for $210K
----------------------------------------------------------------
Riley John Beard and Regina Lorraine Beard ask the U.S. Bankruptcy
Court for the District of Maryland to authorize the sale of the
residential property located at 4031 Bluebird Drive, Waldorf,
Maryland to Tammy Mccane for $210,000, free and clear of liens,
claims, encumbrances, interests in accordance with the terms of the
Contract.
The Debtors own the Property which they use as an income generating
rental property under the confirmed plan of reorganization. They
filed an adversary proceeding to strip the lien of the lender, US
Bank National Association with Nationstar Mortgage as Servicer,
which held a secured lien on the Property on the Petition Date. A
Stipulation and Consent Order was entered on April 24, 2013 in the
Adversary Proceeding in which the Debtors and the lender DLJ
Mortgage Capital, Inc., then successor to Nationstar, agreed and
stipulated that the value of the Property would be treated as
$133,588.
The Debtors' Amended Plan adopted the stipulations in the valuation
on the Property and the other real properties. While Nationstar
filed a proof of claim in the amount of $234,921, under the
Adversary Proceeding and then as merged to the Confirmation Order,
the Claim was "stripped down" to $133,588 per the terms of the 4031
Consent Order. As detailed in the Answer filed in the Adversary
Proceeding, DLJ is the successor in interest to US Bank National
Association. Presumptively, DLJ currently holds the Claim and lien
against the Property previously held by US Bank National
Association with Nationstar Mortgage as Servicer.
The Confirmation Order incorporated the terms of the 4031 Consent
Order and provided for an allowed secured claim of $133,588 to be
treated at 5.5% interest with term and amortization over 30 years.
The Debtors have decided that it is in the best financial interests
of the former estate to sell the Property, and prepay the Claim as
stripped down under the Plan at this time rather than pay DLJ its
stripped down claim over 30 years from the Effective Date under the
Confirmation Order. Any surplus proceeds above the will also
benefit the estate by satisfying Administrative Expenses under the
Plan which have long gone unpaid, and post-confirmation legal
expenses as well as other claims under the Plan if such funding
provides for same. The alternative to the sale and payment of DLJ
is that the Plan is performed for 30 years from the Effective Date
under the Confirmation Order with no particular benefit to anyone
from the Property for decades to come.
Upon information and including per diem adjustments made for
interest projected to the future settlement date, the payoff to DLJ
as of the previously anticipated settlement date of Aug. 15, 2020,
will be $119,660. On information and belief, the Debtors have made
the required payments to DLJ under the Plan and Confirmation Order.
The Debtors have received a contract of sale on the Property
ratified on May 7, 2020, with various addenda executed including a
General Addendum signed July 2, 2020 (extending the settlement date
and Bankruptcy Court approval to Aug. 15, 2020) and an Addendum to
Contract of Sale signed June 19, 2020, which removed all
contingencies except the appraisal contingency and Bankruptcy Court
approval.
The sales price for the Property as noted is $210,000. The
material further terms and conditions and disclosures relating to
the Contract are that: Firstly, it is an arms'-length purchase of
the Property by the Buyer. Secondly, the proposed Contract is the
highest and best terms of any proposal offered for the purchase of
the Property after extensive marketing over several months. The
current fair market value based on the foregoing evidence provided
by both Zillow and Redfin is roughly commensurate with the Sales
Price at $217,000 as of the date of the Motion filing.
Thirdly, there is a financing contingency which has been satisfied,
and a $1,000 deposit has been placed in escrow by Purchaser. The
settlement agency is Pride Settlement and Escrow, and any Order on
the Motion will include duties on the Settlement Agent relative to
providing a timely CD and as to any timely closing instructions
from the lender or title insurer. Fourth, the home inspection
contingency has been met. Fifth, there is by Addendum a 3% seller
credit of $6,300 toward Buyer's settlement costs. Sixth, there is
no further right for the Purchaser to cancel by any deadline, all
having passed.
Seventh, the Contract presents the Property "as is." Eighth, there
is an appraisal contingency which has been satisfied. Ninth,
transfer and recordation taxes are prorated between Debtors and
Buyer. Tenth, the Contract approval is subject as it must be to a
Bankruptcy Court approval addendum contingency. Although the
Addendum provides the Contract is subject to nullification if 30
days after the Contract Acceptance Bankruptcy Court approval has
not yet been obtained, that has been waived and there is a General
Addendum extending dates for Court approval and settlement to Aug.
15, 2020.
Upon information and belief, the Debtors believe the purchase price
of $210,000 is a fair and reasonable price for the Property. DLJ,
the only lien of record on the Property, will be paid in full at
the time of closing in the amount of $119,660 plus a few days' per
diem of $25/day as may be necessary.
Further, pursuant to the requirements of Local Rule 6004-1, the
following disclosures are made:
a. The scheduled value of the Property is $179,500 (which was
based upon an opinion of value by the Debtors as owners in 2011)
and the Contract’s value is $210,000 based upon extensive
marketing on the open market with corroborating valuation sources
identified.
b. The Purchaser's identity is Tammy Mccane who has no prior
connection with the Debtors. The Purchaser was procured through
Homewise Realty Services, LLC as the Debtors' realtor and Century
21 New Millenium as the Purchaser's realtor.
c. The consideration to be paid by the Purchasers is $210,000
through a deposit of $1,000, with the remainder to be paid through
a lump sum payment to be made in cash or financing at time of
settlement, as per the terms of the Contract.
d. An objection will need be filed within the date set forth
on the below, which will not be less than 21 days for the date of
the notice. Hearing matters if an objection is filed.
A hearing on the Motion is set for Sept. 14, 2020 at 11:00 a.m.
A copy of the Contract is available at https://tinyurl.com/y6pzav9d
from PacerMonitor.com free of charge.
Riley John Beard and Reginia Lorraine Beard, in Aquasco, Maryland,
filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 10-38621)
on December 21, 2010. John Douglas Burns, Esq., at The Burns Law
Firm, LLC, serves as bankruptcy counsel to the Debtor. In their
petition, the Beards listed $1 million to $10 million in both
assets and debts.
On Nov. 15, 2013, the Court confirmed the Debtor's Amended Plan.
ROCHESTER DRUG: Dropped as ADHD Drug Antitrust Suit Lead
--------------------------------------------------------
Law360 reports that a Massachusetts federal judge disqualified
wholesaler Rochester Drug Co-Operative from leading a class of
direct purchasers accusing pharmaceutical companies Actavis and
Shire of conspiring to delay sales of a generic version of the ADHD
medication Intuniv.
The drug wholesaler's separate Chapter 11 bankruptcy filing in
which Actavis and Shire are creditors creates a clear conflict of
interest, U.S. District Judge Allison Burroughs ruled on July 8,
2020.
About Rochester Drug Co-operative
Rochester Drug Cooperative, Inc., is an independently owned New
York cooperative corporation formed in 1905 and incorporated in
1948 with a principal office and place of business located at 50
Jet View Drive, Rochester, New York 14624. Its principal business
is to warehouse, merchandise, and then distribute, on a cooperative
basis, drugs, pharmaceutical supplies, medical equipment and other
merchandise commonly sold in drug stores, pharmacies, health and
beauty stores, and durable medical equipment business. It is a
wholesale regional drug cooperative that operates as both a buying
cooperative and a traditional drug distribution company created for
the purpose of helping independent pharmacies compete in the
current healthcare environment.
Rochester Drug Cooperative sought Chapter 11 protection (Bankr.
W.D.N.Y. Case No. 20-20230) on March 12, 2020.
The Debtor was estimated to have $50 million to $100 million in
assets and $100 million to $500 million in liabilities.
The Hon. Paul R. Warren is the case judge.
The Debtor tapped Bond, Schoeneck & King, PLLC, led by Stephen A.
Donato, as counsel and Epiq Corporate Restructuring, LLC as the
claims and noticing agent.
ROSEHILL RESOURCES: Common Shareholders to Be Wiped Out in Plan
---------------------------------------------------------------
On July 26, 2020, Rosehill Resources, Inc. and Rosehill Operating
Company, LLC, its direct subsidiary, filed voluntary petitions with
the United States Bankruptcy Court for the Southern District of
Texas seeking relief under Chapter 11 of Title 11 of the United
States Code. The Chapter 11 cases are being administered under the
caption In re Rosehill Resources Inc., et al., Case No. 20-33695
(DRJ).
Rosehill has entered into a Restructuring Support Agreement ("RSA")
with the lenders under Rosehill's revolving first lien credit
facility, holders of Rosehill's second lien notes and the
Company’s Series B Preferred Stock, and Tema Oil and Gas Company,
as the holder of approximately 66.8% and 35.2% of the equity
interests in Rosehill Operating and party to the Company's Tax
Receivable Agreement (collectively, the "Consenting Creditors").
Under the RSA, Rosehill and the Consenting Creditors have reached
an agreement on the terms of a prepackaged plan of reorganization.
Following consummation of the Plan, the Company's equity will be
owned solely by certain of the Consenting Creditors and holders of
the Company's preferred stock, and holders of general unsecured
claims, including the Company's trade creditors and vendors, will
pass through the Chapter 11 Cases with their claims unimpaired by
the bankruptcy and being satisfied in full. Additionally, pursuant
to the Plan, all of the common equity of the Company will be
cancelled and receive no recovery.
The Plan provides that Secured Noteholders will receive 68.6% of
the stock of the reorganized Debtor. The DIP facility will be
converted to 24.15% of the interests in reorganized ROC, with 1.69%
of the reorganized ROC units as DIP backstop fee. Tema will
receive 4.08% of the shares. Holders of preferred units will get
1.48% of the shares.
A copy of the Disclosure Statement is available for free at:
https://www.sec.gov/Archives/edgar/data/1659122/000162828020010614/a991disclosurestatement.htm
DIP Financing
On July 26, 2020, in connection with the Chapter 11 Cases, Rosehill
Resources Inc. (the "Company") and Rosehill Operating Company, LLC
("Rosehill Operating"), its direct subsidiary, filed a motion in
the United States Bankruptcy Court for the Southern District of
Texas seeking Court approval of debtor-in-possession financing on
the terms set forth in a contemplated Junior Convertible Secured
Debtor-in-Possession Credit Agreement between Rosehill Operating,
as borrower, the Company, as guarantor, the lenders party thereto,
and U.S. Bank National Association, as administrative agent and
collateral agent for the Lenders.
The DIP Credit Agreement contemplates a junior convertible secured
debtor-in-possession delayed-draw term loan facility in the
aggregate principal amount of $17,500,000 (the "DIP Facility").
The Loans under the DIP Facility will bear interest at a rate of
8.00% per annum.
The DIP Credit Agreement includes conditions precedent,
representations and warranties, affirmative and negative covenants,
and events of default customary for financings of this type and
size.
The Obligations (as defined in the DIP Credit Agreement), will
mature on the date which is the earliest of (i) 180 days after the
Petition Date, (ii) the consummation of the Plan (as defined
below), (iii) the consummation of any sale of all or substantially
all of the equity or assets of the Company and Rosehill Operating
pursuant to section 363 of Title 11 of the United States Code (the
“Bankruptcy Code”) (unless done pursuant to the Plan), (iv) the
date of payment in full of the Obligations in accordance with the
terms of the DIP Credit Agreement or (v) the acceleration of the
Loans and the termination of the Commitments (as defined in the DIP
Credit Agreement) pursuant to an event of default under the DIP
Credit Agreement.
Upon the consummation of the Plan, each Holder (as defined in the
DIP Credit Agreement), except to the extent that such Holder agrees
to a less favorable treatment, will receive its pro rata share of
(i) its allocated share under the DIP Credit Agreement of 1.69% of
the common equity of the reorganized Rosehill Operating (the “New
Rosehill Equity”) on account of the backstop fee payable to the
lenders under the DIP Credit Agreement and (ii) 24.15% of the New
Rosehill Equity on account of the outstanding principal amount of
Obligations under the DIP Facility.
The terms of the DIP Credit Agreement are subject to approval by
the Bankruptcy Court. Accordingly, the terms of the DIP Credit
Agreement are subject to change, and there can be no assurance that
the DIP Credit Agreement will be consummated. The Company
anticipates closing the DIP Credit Agreement promptly following
approval by the Bankruptcy Court of the DIP Motion, and that
$8,750,000 of the DIP Facility will be funded within three business
days after the entry by the Bankruptcy Court of an order approving
the DIP Facility on an interim basis, and that the remaining
$8,750,000 of the DIP Facility will be funded within three business
days after the entry by the Bankruptcy Court of an order approving
the DIP Facility on a final basis. The foregoing description of the
DIP Credit Agreement does not purport to be complete and is
qualified in its entirety by reference to the complete text of the
form of DIP Credit Agreement.
Nasdaq Delisting
On July 27, 2020, the Company received a letter from The Nasdaq
Stock Market LLC that as a result of the Chapter 11 Cases and in
accordance with Nasdaq Listing Rules 5101, 5110(b), and IM-5101-1,
the staff of Nasdaq has determined that the Company’s securities
will be suspended from trading on Nasdaq at the opening of business
on August 5, 2020, and a Form 25-NSE will be filed with the
Securities and Exchange Commission on such date, which will remove
the Company's securities from listing and registration on Nasdaq.
About Rosehill Resources
Rosehill Resources Inc., is an independent oil and natural gas
company, focuses on the acquisition, exploration, development, and
production of unconventional oil and associated liquids-rich
natural gas reserves in the Permian Basin. The company was founded
in 2015 and is headquartered in Houston, Texas. Rosehill Resources
Inc. is a subsidiary of Tema Oil & Gas Company.
SADDY FAMILY: Velpax Offers $209K for Seaside Heights Property
--------------------------------------------------------------
Saddy Family, LLC, asks the U.S. Bankruptcy Court for the District
of New Jersey to authorize the sale of the real property, commonly
known as 117 Webster Avenue, Seaside Heights, County of Ocean, New
Jersey, Lot 15, Block 13, to Velpax, LLC for $208,750, free and
clear of all liens, claims, encumbrances and interests.
Linda Saddy, the managing member of the Reorganized Debtor,
certifies that on Sept, 29, 2019, the Debtor and Associated Debtors
filed their Chapter 11 Plans with the Court. Each Chapter 11 Plan
provided for the sale of the assets of the Debtor and Associated
Debtors to occur within six months subsequent to confirmation, with
the alternative that should the assets not be sold in such period
that an auctioneer be retained and the assets be sold at auction
sale.
After failing to secure a contract with respect to the assets of
the Debtor and Associated Debtors and in response to the objections
filed to the Chapter 11 Plans, their counsel met with the counsel
for FCB in an attempt to resolve their issues and to work out a
time and action plan with respect to the sale of the assets.
The meeting went well and shortly thereafter, on Dec. 13, 2019, the
Debtor and Associated Debtors filed their Combined First Modified
Chapter 11 Plan, which addressed the concerns of FCB and the United
States Trustee's Office. The Combined First Modified Chapter 11
Plan was confirmed by the Court on Jan. 27, 2020, which provided
for the auction of the real property of the Debtor.
Subsequently, the Debtor retained the services of the Auctioneer's
Group, which retention was approved pursuant to the Court's Order
Granting Application to Employ Professional entered on Feb. 24,
2020. The assets were marketed and ultimately an auction date was
scheduled for March 26, 2020.
Unfortunately, due to COVID-19, the auction sale was forcibly
converted into an online auction. After continued interest in the
properties and the lifting of some of the COVID-19 related
restrictions, it was agreed that the auction would be relisted and
rescheduled to June 24, 2020. Despite the best efforts of all
involved, the rescheduled auction did not produce any bids even at
the minimums requested.
Thankfully on July 9, 2020, after post-auction negotiations, the
Debtor was able to enter into an Contract for Sale of Real Property
with the Purchaser of the Property for the sum of $208,750,
representing a $200,000 purchase price and a reduced Buyer's
Premium of 4.375%, as agreed to by the Debtor's Court appointed
Auctioneer to allow the sale to occur and as detailed in the
Listing Agreement.
It is an arms'-length transaction that was obtained as a result of
the rescheduled auction that took place on June 24, 2020 and
subsequent negotiations. The counsel for the Debtor has spoken to
counsel for FCB, which has consented to the sale.
While it will continue in its efforts to sell the remaining
properties, the Debtor now asks the entry of an order approving the
sale of the 117 Webster Property with the best interests of its
creditors in mind.
A hearing on the Motion is set for Aug. 4, 2020 at 10:00 a.m.
Objections, if any, must be filed at least seven days before the
hearing date.
A copy of the Contract is available at https://tinyurl.com/yb4e42a3
from PacerMonitor.com free of charge.
About Saddy Family
In 1995, SJV, Inc. was formed for the purposes of operating Karma,
a nightclub in Seaside Heights, NJ. In 1997, LASV, Inc. was formed
for the purposes of operating, Bamboo, another associated
nightclub
in Seaside Heights, NJ. Saddy Family was formed as a real estate
holding company for the properties used by SJV and LASV.
Saddy Family, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 19-14223) on Feb. 28,
2019.
The Debtor is related to, and associated with, debtors LASV Inc.
under Case No. 19-14218 and SJV, Inc. under Case No. 19-14220-KCF.
At the time of the filing, Saddy Family was estimated to have
assets of less than $50,000 and liabilities of $1 million to $10
million.
The case is assigned to Judge Christine M. Gravelle.
The Law Office of Eugene D. Roth is the Debtors' counsel.
SADDY FAMILY: Velpax Offers $79K for Seaside Heights Property
-------------------------------------------------------------
Saddy Family, LLC, asks the U.S. Bankruptcy Court for the District
of New Jersey to authorize the sale of the real property known as
126 Hamilton Avenue, Seaside Heights, County of Ocean, New Jersey,
Lot 26, Block 13,to Velpax, LLC for $78,750, free and clear of all
liens, claims, encumbrances and interests.
Linda Saddy, the managing member of the Reorganized Debtor,
certifies that on Sept, 29, 2019, the Debtor and Associated Debtors
filed their Chapter 11 Plans with the Court. Each Chapter 11 Plan
provided for the sale of the assets of the Debtor and Associated
Debtors to occur within six months subsequent to confirmation, with
the alternative that should the assets not be sold in such period
that an auctioneer be retained and the assets be sold at auction
sale.
After failing to secure a contract with respect to the assets of
the Debtor and Associated Debtors and in response to the objections
filed to the Chapter 11 Plans, their counsel met with the counsel
for FCB in an attempt to resolve their issues and to work out a
time and action plan with respect to the sale of the assets.
The meeting went well and shortly thereafter, on Dec. 13, 2019, the
Debtor and Associated Debtors filed their Combined First Modified
Chapter 11 Plan, which addressed the concerns of FCB and the United
States Trustee's Office. The Combined First Modified Chapter 11
Plan was confirmed by the Court on Jan. 27, 2020, which provided
for the auction of the real property of the Debtor.
Subsequently, the Debtor retained the services of the Auctioneer's
Group, which retention was approved pursuant to the Court's Order
Granting Application to Employ Professional entered on Feb. 24,
2020. The assets were marketed and ultimately an auction date was
scheduled for March 26, 2020.
Unfortunately, due to COVID-19, the auction sale was forcibly
converted into an online auction. After continued interest in the
properties and the lifting of some of the COVID-19 related
restrictions, it was agreed that the auction would be relisted and
rescheduled to June 24, 2020. Despite the best efforts of all
involved, the rescheduled auction did not produce any bids even at
the minimums requested.
Thankfully on July 9, 2020, after post-auction negotiations, the
Debtor was able to enter into an Contract for Sale of Real Property
with the Purchaser for the Property for the sum of $78,750,
representing a $75,000 purchase price and a 5% Buyer's Premium, as
detailed in the Listing Agreement with the Debtor's Court appointed
Auctioneer.
It is an arms'-length transaction that was obtained as a result of
the rescheduled auction that took place on June 24, 2020 and
subsequent negotiations. The counsel for the Debtor has spoken to
counsel for FCB, which has consented to the sale.
While it will continue in its efforts to sell the remaining
properties, the Debtor now asks the entry of an order approving the
sale of the 126 Hamilton Property with the best interests of its
creditors in mind.
A hearing on the Motion is set for Aug. 4, 2020 at 10:00 a.m.
Objections, if any, must be filed at least seven days before the
hearing date.
A copy of the Contract is available at https://tinyurl.com/ybuem2gh
from PacerMonitor.com free of charge.
About Saddy Family
In 1995, SJV, Inc. was formed for the purposes of operating Karma,
a nightclub in Seaside Heights, NJ. In 1997, LASV, Inc. was formed
for the purposes of operating, Bamboo, another associated nightclub
in Seaside Heights, NJ. Saddy Family was formed as a real estate
holding company for the properties used by SJV and LASV.
Saddy Family, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 19-14223) on Feb. 28, 2019.
The Debtor is related to, and associated with, debtors LASV Inc.
under Case No. 19-14218 and SJV, Inc. under Case No. 19-14220-KCF.
At the time of the filing, Saddy Family was estimated to have
assets of less than $50,000 and liabilities of $1 million to $10
million.
The case is assigned to Judge Christine M. Gravelle.
The Law Office of Eugene D. Roth is the Debtors' counsel.
SAEXPLORATION HOLDINGS: To be Delisted from Nasdaq
--------------------------------------------------
The Nasdaq Stock Market LLC has determined to remove from listing
the common stock of SAExploration Holdings, Inc., effective at the
opening of the trading session on Aug. 21, 2020. Based on review
of information provided by the Company, Nasdaq Staff determined
that the Company no longer qualified for listing on the Exchange
pursuant to Listing Listing Rule 5550(b).
The Company was notified of the Staff determination
on April 29, 2020. The Company appealed the determination
to a Hearing Panel on May 6, 2020. On June 15, 2020, upon review
of the information provided by the Company, the Panel determined
to deny the company continued listing and notified the Company
that trading in the Company securities would be suspended on
June 17, 2020. The Listing Council did not call the matter for
review. The Staff determination to delist the Company became
final on July 30, 2020.
About SAExploration Holdings
SAExploration Holdings -- http://www.saexploration.com/-- is an
international oilfield services company offering a full range of
vertically-integrated seismic data acquisition, data processing and
interpretation, and logistical support services throughout North
America, South America, Asia Pacific, Africa, and the Middle East.
In addition to the acquisition of 2D, 3D, time-lapse 4D and
multi-component seismic data on land, in transition zones and
offshore in depths reaching 3,000 meters, SAE offers a full suite
of data processing and interpretation services utilizing its
proprietary, patent-protected software, and also provides in-house
logistical support services, such as program design, planning and
permitting, camp services and infrastructure, surveying, drilling,
environmental assessment and reclamation, and community relations.
SAE operates crews around the world, performing major projects for
its blue-chip customer base, which includes major integrated oil
companies, national oil companies and large independent oil and gas
exploration companies. With its global headquarters in Houston,
Texas, SAE supports its operations through a multi-national
presence in the United States, United Kingdom, Canada, Peru,
Colombia, Bolivia, Malaysia, and Singapore.
SAExploration recorded a net loss of $22.61 million in 2019
compared to a net loss of $59.56 million in 2018. As of March 31,
2020, the Company had $136.03 million in total assets, $149.8
million in total current liabilities, $6.34 million in long-term
debt and finance leases, $5.09 million in other long-term
liabilities, and a total stockholders' deficit of $25.15 million.
Pannell Kerr Forster of Texas, P.C., in Houston, Texas, the
Company's auditor since 2014, issued a "going concern"
qualification in its report dated April 13, 2020 citing that the
Company has experienced recurring losses from operations and has
been unable to renegotiate its expiring senior loan facility which
raises substantial doubt about its ability to continue as a going
concern.
SANMINA CORP: Egan-Jones Cuts Foreign Currency Unsec. Rating to BB
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Sanmina
Corporation to BB from BB+.
Headquartered in San Jose, California, Sanmina Corporation provides
electronics contract manufacturing services to customers located
around the world.
SAXON SHOES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Saxon Shoes, Incorporated 20-33453
11800 W Broad Street, #2750
Henrico, VA 23233
Saxon Shoes Spotsylvania, LLC 20-33454
1180 West Broad Street, #2750
Henrico, VA 23233
Business Description: Saxon Shoes Spotsylvania, LLC --
www.saxonshoes.com -- owns and
operates full-service shoe stores in
Virginia. Saxon offers a selection of
styles and sizes for men, women and
children, from classic styles to the latest
trends, fashion boots, sport shoes, and
sandals.
Chapter 11 Petition Date: August 14, 2020
Court: United States Bankruptcy Court
Eastern District of Virginia
Judge: Hon. Kevin R. Huennekens
Debtors' Counsel: Paula S. Beran, Esq.
TAVENNER & BERAN, PLC
20 North 8th Street
Second Floor
Richmond, VA 23219
Tel: 804-783-8300
E-mail: pberan@tb-lawfirm.com
Saxon Shoes Spotsylvania's
Total Assets as of June 30, 2020: $4,017,418
Saxon Shoes Spotsylvania's
Total Liabilities as of June 30, 2020: $5,428,682
Saxon Shoes, Inc.'s
Total Assets as of June 30, 2020: $4,017,418
Saxon Shoes, Inc.'s
Total Liabilities as of June 30, 2020: $5,428,682
The petitions were signed by Gary L. Weiner, president/manager.
Copies of the petitions containing, among other items, lists of the
Debtors' 20 largest unsecured creditors are available for free at
PacerMonitor.com at:
https://tinyurl.com/yyahzlrz
https://tinyurl.com/y4wwl4ns
SCRANTON-LACKAWANNA HEALTH: S&P Affirms 'CCC+' Parking Bond Rating
------------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' long-term rating on the
Scranton-Lackawanna Health & Welfare Authority (Scranton Parking
System Concession Project), Pa.'s series 2016A senior parking
revenue current interest bonds, series 2016B senior parking revenue
current interest bonds, and series 2016C senior parking capital
appreciation bonds outstanding, and removed the rating from
CreditWatch, where it had been placed with negative implications on
May 15, 2020. The outlook is negative.
In accordance with S&P's criteria, the 'CCC+' rating reflects the
rating agency's view that the parking system is vulnerable to
nonpayment of debt service requirements, but the rating agency does
not expect the system will miss a payment in the near term (within
12 months) due to the availability of debt service reserve fund
(DSRF) balances and other available liquidity.
"The rating and negative outlook reflect our opinion that the
parking system is vulnerable to nonpayment of debt service
requirements because of uncertainties caused by the ongoing
COVID-19 pandemic, but currently has the capacity to meet its
financial commitments," said S&P Global Ratings credit analyst
Scott Shad.
Key credit weaknesses are the parking system's:
-- Debt service coverage, per S&P's calculations, that the rating
agency expects will be insufficient in fiscal 2020 and could
require a potential draw on the DSRF balance, and that will likely
remain pressured beyond fiscal 2020 due to constrained rate-setting
flexibility because of competition from private operating parking
facilities; rising debt service requirements; and lower utilization
rates;
-- Relatively weak service area economy due to above-average
unemployment levels and exposure to the higher education and health
care industries; and
-- Limited available liquidity (less than 60 days' cash on hand
and 3% of debt outstanding) due to a requirement to transfer
surplus funds annually, if available, to the capital improvement
reserve fund, which prevents the buildup of significant
unrestricted reserves.
-- Key credit strengths that S&P believes partially offset the
credit weaknesses above are the parking system's lack of additional
debt needs and manageable capital requirements that can be
deferred.
The parking system is exposed to social risks related to COVID-19
shelter-in-place requirements, which S&P views as direct negative
impacts as health and safety social risks under the rating agency's
environmental, social, and governance factors, resulting in
significant financial pressures. Furthermore, S&P believes social
risks present ongoing operational challenges and negatively
constrain the parking system's rate-setting flexibility and
financial performance due to its location in an economically weak
service area, given affordability issues and significant
competition, resulting in low parking utilization rates. S&P
believes environmental and governance risk are in line with the
sector.
S&P could lower the rating, especially within the next 12 months,
if it believes the parking system is becoming increasingly
vulnerable to nonpayment of debt service requirements as result of
further economic fallout from the COVID-19 pandemic and associated
effects. Furthermore, any actions or announcements signaling
increased vulnerability to nonpayment could result in a lower
rating.
S&P could revise the outlook to stable if utilization rates for the
parking system recover to a point that the rating agency believes
enables the system to maintain financial metrics consistent with
the current rating on a sustainable basis.
SEACOR HOLDINGS: Egan-Jones Cuts Foreign Curr. Unsec Rating to CCC-
-------------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by SEACOR
Holdings Incorporated to CCC- from CCC.
SEACOR Holdings is a Fort Lauderdale based public company in the
marine services business.
SELFRIDGE GROUP: Gets Interim OK to Hire Leiderman as Legal Counsel
-------------------------------------------------------------------
Selfridge Group, Inc. received interim approval from the U.S.
Bankruptcy Code for the Southern District of Florida to hire
Leiderman Shelomith Alexander + Somodevilla, PLLC as its bankruptcy
counsel.
The professional services that Leiderman will render are:
a. give advice to Debtor with respect to its powers and duties
under Subchapter V of Chapter 11 of the Bankruptcy Code;
b. advise Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare legal papers;
d. protect the interests of Debtor in all matters pending
before the court; and
e. represent Debtor in negotiation with its creditors in the
preparation of a bankruptcy plan.
Leiderman has agreed to provide the services at hourly rates
ranging from $275 to $475. The hourly rate for Ido Alexander,
Esq., the firm's attorney who will be handling the case, is $350.
Prior to its bankruptcy filing, Debtor paid Leiderman a fee
retainer in the amount of $28,283 and the filing fee of $1,717.
Leiderman does not represent any interest adverse to Debtor's
estate, according to court filings.
The firm can be reached through:
Ido J. Alexander, Esq.
Leiderman Shelomith Alexander
+ Somodevilla, PLLC
2699 Stirling Road, Suite C401
Ft. Lauderdale, FL 33312
Tel: (954) 920-5355
Fax: (954) 920-5371
Email: ija@lsaslaw.com
About Selfridge Group Inc.
Selfridge Group, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-17945) on July
22, 2020, listing under $1 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case. Ido J. Alexander, Esq.,
at Leiderman Shelomith Alexander, represents Debtor as counsel.
SELFRIDGE GROUP: Hires GlassRatner Advisory as Financial Advisor
----------------------------------------------------------------
Selfridge Group, Inc. seeks authority from the U.S. Bankruptcy Code
for the Southern District of Florida to hire GlassRatner Advisory &
Capital Group, LLC as its accountant and financial advisor.
GlassRatner will provide the following services:
a. give advice to the Debtor with respect to its powers and
duties as debtor-in-possession and the continued management of its
business operations;
b. advise the Debtor with respect to its finances and to guide
the Debtor in making sound financial decisions for its operations
in order to ensure that the Debtor reaps the benefits of
reorganization and will be able to continue its operations and to
comply with the rules of the Court;
c. prepare financial documents for the Debtor's edification
and use in making sound financial decisions, and other documents as
necessary for the success of the Debtor's Chapter 11 Subchapter V
case;
d. protect the financial interests of the Debtor in all
matters pending before the Court;
e. prepare monthly operating reports and cash collateral
budgets & budgets vs. actual;
f. assist with analyzing and providing advice regarding
potential causes of actions and claims; and
g. provide financial advice to the Debtor in negotiations with
their creditors and in the preparation of a confirmable plan.
GlassRatner Advisory seeks a post-petition retainer in the amount
of $15,000 and reimbursement for reasonable out-of-pocket expenses
incurred.
Alan Barbee, a partner at GlassRatner Advisory, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
GlassRatner Advisory can be reached at:
Alan Barbee
GlassRatner Advisory & Capital Group, LLC
1400 Centrepark Blvd., Suite 860
West Palm Beach, FL 33401
Tel: (561) 721-0312
E-ail: abarbee@glassratner.com
About Selfridge Group, Inc.
Selfridge Group, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-17945) on July
22, 2020, listing under $1 million in both assets and liabilities.
Ido J. Alexander, Esq. at LEIDERMAN SHELOMITH ALEXANDER +
SOMODEVILLA, PLLC, represents the Debtor as counsel.
SENSATA TECHNOLOGIES: Egan-Jones Cuts FC Sr. Unsec. Ratings to BB-
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Sensata
Technologies Holding PLC to BB- from BB.
Headquartered in Attleboro, Massachusetts, Sensata Technologies
Holding plc manufactures and distributes electronic components.
SERENDIPITY LABS: Hires PKF O'Connor Davies as Financial Advisor
----------------------------------------------------------------
Serendipity Labs, Inc. seeks authority from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ PKF O'Connor
Davies as its financial advisor.
The Debtor requires PKF O'Connor to:
(a) assist the Debtor with the drafting and completion of
financial and operational documents, such as schedules and
statements of financial affairs and monthly operating reports as
required by the bankruptcy court;
(b) aid the Debtor in developing projected cash flows in
connection with a Chapter 11 Plan;
(c) conduct a liquidation analysis in connection with a
Chapter 11 Plan;
(d) assist the Debtor with all aspects of its financial
forecasting and reporting, and interact with all interested
parties, including, without limitation, in connection with the
Debtor's budget and reporting required by the Bankruptcy Code and
United States Trustee program;
(e) provide advice and assist the Debtor with communication
efforts to its employees, vendors, customers, and other
stakeholders regarding the Debtor's bankruptcy;
(f) provide financial, operational, strategic, and
bankruptcy-related advice as requested by the Debtor;
(g) assist the Debtor or its other professionals with all
other matters as requested and directed by the Debtor;
(h) provide expert testimony, as required; and
(i) perform other services incidental and necessary to the
Debtor's performance of their duties in these Chapter 11 cases.
The 2020 fee rates for accountants expected to provide the services
range from $180 to $600 per hour. PKF will be reimbursed for
reasonable out-of-pocket expenses incurred.
Dean Hottle, a partner at PKF, assured the court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.
PKF may be reached at:
Dean Hottle
PKF O'Connor Davies, LLP
665 Fifth Avenue
New York, NY 10022
Tel: (646) 449-6316
About Serendipity Labs, Inc.
Serendipity Labs, Inc. -- https://serendipitylabs.com -- is a
workplace-as-a-service company that offers coworking, shared
offices, and team suites. It has over 35 locations in markets
across the US in urban, suburban and secondary markets.
Serendipity offers flexible membership plans and event space for
private functions.
Serendipity Labs, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
20-68124) on July 15, 2020. The petition was signed by John Arenas,
chairman and CEO. At the time of filing, the Debtor estimated $10
million to $50 million in assets and $1 million to $10 million in
liabilities. Lee B. Hart, Esq. at NELSON MULLINS RILEY &
SCARBOROUGH, LLP, represents the Debtor as counsel.
SERVICENOW INC: Egan-Jones Hikes Senior Unsecured Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by ServiceNow Incorporated to BB+ from BB-.
Headquartered in Santa Clara, California, ServiceNow, Incorporated
provides enterprise information technology (IT) management
software.
SETHCO LLC: Taps Dennery PLLC as Legal Counsel
----------------------------------------------
Sethco, LLC received approval from the U.S. Bankruptcy Court for
the Eastern District of Kentucky to hire Dennery, PLLC as its legal
counsel.
The firm will provide the following services:
(a) advise Debtor of its powers and duties under the
Bankruptcy Code;
(b) conduct due diligence and legal research on various issues
affecting the operations of the business and Debtor's legal
position vis a vis its creditors;
(c) prepare legal papers;
(d) advise Debtor as to any potential sale or liquidation of
its assets, and prepare related agreements, motions, adversary
proceedings or settlement agreements;
(g) draft and file a disclosure statement and plan of
reorganization and arrange for the solicitation of votes from
creditors;
(h) draft preliminary projections for a plan reorganization
based on historical information;
(i) communicate and seek common ground with Debtor's major
creditors;
(j) correspond with the U.S. trustee and prepare any pre
confirmation applications or reports required by related
administrative rules or guidelines;
(k) take all necessary actions to preserve and protect
Debtor's assets and interests, including objecting to claims,
bringing adversary actions, and responding to or defending against
any objections, contests or adversary proceedings.
(l) attend the meeting of creditors, the initial debtor
interview and represent Debtor in court hearings.
Debtor paid $7,000 to Dennery, of which $1,717 was used to pay the
filing fee and $1,283 for the firm's legal services related to the
preparation and filing of the petition.
Dennery is a "disinterested person," as that term is defined in
Sec. 101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
J. Christian A. Dennery, Esq.
Dennery PLLC
P.O. Box 121241
Covington, KY 41012
Tel: 859-445-5495
Email: jcdennery@dennerypllc.com
About Sethco LLC
Sethco, LLC owns and operates Two Keys Tavern
(http://twokeystavern.com),a bar and restaurant located in S.
LimestoneLexington, Kentucky.
Sethco filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Ky. Case No. 20-51030) on July 10,
2020. Seth M. Bennett, manager, signed the petition. At the time
of the filing, Debtor had estimated assets of between $1 million
and $10 million and liabilities of between $500,000 and $1 million.
Judge Gregory R. Schaaf oversees the case. J. Christian A.
Dennery, Esq., at Dennery PLLC, represents Debtor as legal counsel.
SHO HOLDING I: Moody's Rates Amended 1st Lien Secured Loans 'Caa1'
------------------------------------------------------------------
Moody's Investors Service affirmed SHO Holding I Corporation's
corporate family rating at Caa2, and assigned Caa1 ratings to its
amended first lien senior secured credit facilities. The rating
outlook remains stable. At the same time, Moody's affirmed the
company's Caa2-PD/LD probability of default rating and appended the
rating with a "/LD" designation.
Moody's views the company's recent amend and extend transaction as
a distressed exchange under its definition of default, as the
issuer did not meet its original cash debt service obligations as
outlined in their original debt agreement resulting in an economic
loss to lenders. The transaction is not a default under the
company's credit agreements. Moody's will remove the /LD
designation in three business days.
The affirmation reflects SFC's improved liquidity position
resulting from the transaction, whereby the company extend
maturities of its first lien credit facilities to April 2024 and
its unrated second lien credit facility to October 2024. While
slightly increasing interest rates, the company is able to pay a
portion of interest in-kind for limited time periods, and
amortization of its first lien principal was waived for the first
two quarters, to be repaid at maturity.
The company also eased covenant restrictions by replacing the
springing first lien leverage test with new minimum liquidity test
and a minimum EBITDA test that begins in the second quarter of
2021. Furthermore, the company's shareholders contributed around
$20 million of additional equity into the business, proceeds of
which were used to repay a portion of outstanding borrowings under
the company's primary first lien revolver. As such, the company now
has adequate liquidity to support the business over the next twelve
months.
The affirmation also reflects, however, that while near term
liquidity and financial leverage has improved due to the
transaction, SFC still maintains an unsustainable capital structure
with lease-adjusted debt/EBITDAR exceeding 10 times and pro form
EBITA/Interest coverage of less than 1 time. Substantial earnings
improvement and or debt reduction is needed to improve leverage to
more sustainable levels.
The global coronavirus pandemic has had an unprecedented negative
impact on SFC's customer base, including temporary shut downs and
reduced traffic at a majority of its restaurant, food service,
cruise line, and other hospitality customers. While Moody's expects
a gradual sequantial improvement in operating performance beginning
in the second half of 2020, significant risk and uncertainty
remains with regards to the overall pace of recovery and ability to
improve leverage to sustainable levels.
The rapid spread of the coronavirus outbreak, deteriorating global
economic outlook, low oil prices, and high asset price volatility
have created an unprecedented credit shock across a range of
sectors and regions. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety. Its action reflects the
impact on SFC of the deterioration in credit quality it has
triggered, given its exposure to widespread customer closures,
which has left it vulnerable to shifts in market demand and
sentiment in these unprecedented operating conditions.
Moody's took the following rating actions:
Assignments:
Issuer: SHO Holding I Corporation
Senior Secured Bank Credit Facility, Assigned Caa1 (LGD3)
Affirmations:
Issuer: SHO Holding I Corporation
Probability of Default Rating, Affirmed Caa2-PD/LD (/LD appended)
Corporate Family Rating, Affirmed Caa2
Withdrawals:
Issuer: SHO Holding I Corporation
Senior Secured Bank Credit Facility, Withdrawn, previously rated
Caa1 (LGD3)
Outlook Actions:
Issuer: SHO Holding I Corporation
Outlook, Remains Stable
RATINGS RATIONALE
SFC's Caa2 CFR reflects its high debt and leverage stemming from
the 2015 acquisition of a controlling stake of the company by CCMP
Capital Advisors, LLC, the 2016 acquisitions of SureGrip Footwear
and Mozo, and subsequent weak operating performance reflected in
reduced profitability and weak free cash flow generation. While
Moody's expects sequential improvement in the second half of 2020,
the impact of the coronavirus pandemic on Shoes for Crews' customer
base to will continue to pressure operating results for the
remainder of the year before modestly recovering in 2021.
The rating also reflects the company's very small revenue scale
versus other rated apparel companies, and its narrow product focus
on slip resistant footwear for work environments, with a focus in
the foodservice, retail supermarkets and industrial industries.
Positive rating consideration is given to the recurring purchase of
technical footwear caused by normal wear and tear and foodservice
employee turnover, the company's long-standing customer
relationships with low concentration, and established payroll
deduction programs within its customer base that creates a barrier
to entry due to the embedded technology within customers' human
resource systems.
The stable outlook reflects Moody's expectation for modest
improvement in operating performance and credit metrics over the
next twelve months, and that the company will maintain adequate
liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be downgraded if operating performance or liquidity
deteriorates leading to an increased probability of default.
A ratings upgrade would require material improvement in financial
leverage, through both profit growth and debt reduction, leading to
a more sustainable capital structure. An upgrade would also require
the company to maintain at least an adequate liquidity profile,
with positive free cash flow generation and ample covenant
cushion.
SHO Holding I Corporation, which does business as "Shoes for
Crews," designs, markets and manufactures slip resistant footwear
and other safety products in the United States and certain European
countries. Revenue for the twelve-month period ended March 2020
approached $200 million. The company is headquartered in Boca
Raton, Florida. The company has been majority owned by private
equity firm CCMP Capital Advisors, LLC since 2015.
The principal methodology used in these ratings was Apparel
Methodology published in October 2019.
SIGNATURE CONSTRUCTION: Hires Country Boys as Auctioneer
--------------------------------------------------------
Signature Construction Group, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to hire
Country Boys Auction & Realty, Inc. to assist in the sale of its
real and personal property.
The Debtor owns certain real property located at 3449
Southport-Supply Road, Bolivia, N.C. The Debtor additionally owns
four trailers, a 2006 Chevrolet 1500 truck, along with various
tools and equipment.
The auctioneer will be compensated as follows:
a. 20 percent of the first $20,000 of personal property sold;
b. 10 percent of the next $50,000 of personal property sold;
c. 4 percent of the remaining balance of personal property
sold;
d. 10 percent on the first $25,000 of real property sold;
e. 4 percent of the remaining balance of real property sold.
Country Boys does not hold any interest materially adverse to the
interests of the bankruptcy estate or of any creditors, according
to court filings.
The firm can be reached at:
Mike Gurkins
Country Boys Auction & Realty, Inc.
1211 W 5th St
Washington, NC 27889
Phone: +1 252-946-6007
About Signature Construction Group
Signature Construction Group, LLC --
http://www.signaturegroupnc.com/-- is a Southport, NC-based
general contractor specializing in luxury custom home building.
Signature Construction Group, LLC, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No.20-02019) on May 23, 2020. In the petition signed by Sean
J. York, member manager, the Debtor estimated $100,000 to $500,000
in assets and $1 million to $10 million in liabilities. Richard P.
Cook, Esq. at RICHARD P. COOK, PLLC, represents the Debtor as
counsel.
SINTX TECHNOLOGIES: Five Proposals Passed at Annual Meeting
-----------------------------------------------------------
SINTX Technologies, Inc., held its 2020 annual meeting of
stockholders on Aug. 13, 2020, at which the stockholders:
(1) elected B. Sonny Bal and Jeffrey White as Class III
directors to hold office for a term expiring at the annual
meeting of stockholders to be held in 2023 or until their
respective successors are elected and qualified;
(2) approved the form, terms and provisions of the SINTX
Technologies, Inc. 2020 Equity Incentive Plan;
(3) ratified the Audit Committee's appointment of Tanner LLC
as the Company's independent registered public accounting
firm for the year ending Dec. 31, 2020;
(4) adopted, on an advisory basis, a non-binding resolution
approving the compensation of the Company's named
executive officers; and
(5) approved one or more adjournments of the Annual Meeting,
if necessary or appropriate, to solicit additional proxies
if there are insufficient votes at the time of the meeting
to adopt one or more of the foregoing proposals.
The Company did receive the requisite stockholder vote required to
approve the change of domicile of the Company from the State of
Delaware to the State of Nevada. This proposal required the
approval of a majority of the outstanding shares of common stock.
About SINTX Technologies
Headquartered in Salt Lake City, Utah, SINTX Technologies --
https://ir.sintx.com/ -- is an OEM ceramics company that develops
and commercializes silicon nitride for medical and non-medical
applications. The core strength of SINTX Technologies is the
manufacturing, research, and development of silicon nitride
ceramics for external partners. The Company manufactures silicon
nitride material and components in its FDA registered and ISO 13485
certified facility.
SINTX reported a net loss attributable to common stockholders of
$7.50 million for the year ended Dec. 31, 2019, compared to a net
loss attributable to common stockholders of $22.55 million for the
year ended Dec. 31, 2018. As of June 30, 2020, the Company had
$24.58 million in total assets, $5.39 million in total liabilities,
and $19.19 million in total stockholders' equity.
SINTX TECHNOLOGIES: Posts $4.2 Million Net Loss in Second Quarter
-----------------------------------------------------------------
SINTX Technologies, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
attributable to common stockholders of $4.24 million on $204,000 of
product revenue for the three months ended June 30, 2020, compared
to a net loss attributable to common stockholders of $3.09 million
on $167,000 of product revenue 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 $12.35 million on
$411,000 of product revenue compared to a net loss attributable to
common stockholders of $4.72 million on $264,000 of product revenue
for the same period in 2019.
As of June 30, 2020, the Company had $24.58 million in total
assets, $5.39 million in total liabilities, and $19.19 million in
total stockholders' equity.
"While the potential economic impact brought by, and the duration
of, the COVID-19 pandemic is difficult to assess or predict, the
impact of the COVID-19 pandemic on the global financial markets may
reduce the Company's ability to access capital, which could
negatively impact the Company's short-term and long-term liquidity.
The ultimate impact of the COVID-19 pandemic is highly uncertain
and subject to change. The Company does not yet know the full
extent of potential delays or impacts on its business, financing or
other activities or on healthcare systems or the global economy as
a whole. However, these effects could have a material impact on
the Company's liquidity, capital resources, operations and business
and those of the third parties on which we rely."
Net cash used in operating activities was $4.9 million during the
six months ended June 30, 2020, compared to $3.3 million used
during the six months ended June 30, 2019, an increase of $1.6
million. The increase in the net loss from operations, and related
non-cash add backs to the net loss, was $1.5 million from 2020 when
compared to 2019. The increase in cash used for operating
activities during 2020 was primarily due to the $1.5 million
mentioned above plus changes in the movement of working capital
items during 2020 as compared to the same period in 2019 as
follows: a $0.2 million increase in cash used in prepaid expenses,
and a $0.1 million increase in cash used in accounts payable,
offset by a $0.2 million decrease in cash payments on operation
lease liability.
Net cash provided by investing activities increased by $0.2 million
during the six months ended June 30, 2020, as compared to the same
period in 2019. This increase was primarily due to an increase in
proceeds from notes receivable.
Net cash provided by financing activities was $20.4 million during
the six months ended June 30, 2020, compared to net cash provided
by financing activities of $0.4 million during the same period in
2019. The $20.0 million increase was primarily attributable an
increase in proceeds from rights offerings of $9.4 million, an
increase in proceeds from issuance of common stock in the amount of
$9.3 million, an increase in proceeds of $0.9 million from warrants
exercised for cash, and $0.4 million increase from the issuance of
debt.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yxuzhnox
About SINTX Technologies
Headquartered in Salt Lake City, Utah, SINTX Technologies --
https://ir.sintx.com/ -- is an OEM ceramics company that develops
and commercializes silicon nitride for medical and non-medical
applications. The core strength of SINTX Technologies is the
manufacturing, research, and development of silicon nitride
ceramics for external partners. The Company manufactures silicon
nitride material and components in its FDA registered and ISO 13485
certified facility.
SINTX reported a net loss attributable to common stockholders of
$7.50 million for the year ended Dec. 31, 2019, compared to a net
loss attributable to common stockholders of $22.55 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$15.36 million in total assets, $4.15 million in total liabilities,
and $11.21 million in total stockholders' equity.
SN TEAM: Seeks to Hire Timothy Thomas as Legal Counsel
------------------------------------------------------
SN Team LLC seeks permission from the U.S. Bankruptcy Court for the
District of Nevada to employ the Law Office of Timothy Thomas, LLC
as its legal counsel.
The Debtor requires legal advice regarding negotiations with
creditors, creation of a plan of reorganization, protection of the
Debtor's rights, analysis of asset valuation, analysis of claims
and objections to the claims filed against the Debtor, analysis of
the claims held by the Debtor, and proper performance under its
duties under the Bankruptcy Code, the Bankruptcy Rules and the
United States Trustee guidelines.
Timothy Thomas will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Prior to the filing of the Chapter 11 case, the firm received a
pre-petition retainer if $7,000.
Timothy Thomas, Esq., assured the court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Timothy Thomas can be reached at:
Timothy P. Thomas, Esq.
Law Office of Timothy Thomas, LLC
1771 E. Flamingo Rd. B-212
Las Vegas, NV 89119
Tel: (702) 227-0011
Email: tthomas@tthomaslaw.com
About SN Team LLC
SN Team LLC is a Nevada limited liability company with principal
place of business in Clark County, Las Vegas.
SN Team filed a Chapter 11 petition (Bankr. D. Nev. Case No.
20-10812) on Feb. 13, 2020. On the petition date, the Debtor
estimated between $500,000 and $1,000,000 in assets, and between
$100,000 and $500,000 in liabilities. The petition was signed by
Wendy J. Merrill, managing member.
Andersen Law Firm, Ltd., represents the Debtor as counsel. Judge
August B. Landis oversees the case.
SPECIALTY FOODS: Sarris Buying Substantially All Assets for $3M
---------------------------------------------------------------
Specialty Foods of Alabama, Inc., asks the U.S. Bankruptcy Court
for the Northern District of Alabama to authorize the sale of
substantially all assets to George C. Sarris for $3 million, free
and clear of all liens, claims.
Before the Petition Date, the Debtor made efforts to market and
sell the Acquired Assets to third parties. However, due to the
overwhelming debt owed by the Debtor and certain creditors' efforts
to seek payment and/or levy or encumber assets owned by the Debtor,
a sale was not feasible.
Following the Petition Date, the Debtor re-visited prior efforts to
sell its assets through the Chapter 11 Case. By continuing to
operate in a business fashion, the Debtor has fostered an
environment that encourages a robust sale process. Moreover, it
believes that pursuing the Sale as contemplated, including a Sale
of the Acquired Assets to the Buyer, is the course of action most
likely to maximize the value of the Acquired Assets, while ensuring
that a consummation of a Sale of the Acquired Assets will occur.
As a result, and in an exercise of its fiduciary obligation to
maximize the recoverable value of its estate, the Debtor has
determined to execute the Asset Purchase Agreement, dated as of
July 14, 2020, and to launch the Sale process contemplated by the
Motion. Accordingly, by the Motion, the Debtor asks authority to
sell and convey the Acquired Assets efficiently. It asks that the
Court (and creditors) entertains the Sale Motion and APA and
schedule the Sale Hearing.
The salient terms of the APA are:
a. Purchase Price: The aggregate consideration for the
purchase, sale, assignment, and conveyance of the Acquired Assets
consists of $3 million; plus, Inventory with valuation set at date
of closing at the Seller's cost after conducting an inventory
count. This will include all inventories that are in transit, in
storage or is preparing to be loaded at originating port. This will
also include any and all deposits that have been paid in advance of
shipment and all prepaid expenses.
b. Acquired Assets: Under Section Agreement of the APA, the
Assets consist of, among other things: all of the tangible and
intangible assets of the Seller used in its food import and
distribution business.
c. There are no Sale Protections in the form of break-up
fees.
d. The closing conditions, in addition to customary closing
conditions, include Court approval, of the US. Bankruptcy Court,
Northern District of Alabama.
The Debtor believes and therefore represents that it is not a party
to any unexpired executory contracts or unexpired leases (other
than its commercial building lease with Dorothy Ann
Beasley-Schniper) that are germane to the Sale of Acquired Assets
proposed. The Debtor is confident that its, efforts have yielded
fair and reasonable consideration for the Assets.
The Debtor will serve the Motion in accordance with the applicable
rules, which will constitute the Sale Notice.
The Debtor asks that the Court orders that such stay is not
applicable with respect to the sale of the Assets and any
assignment and assumption of related executory contracts and/or
unexpired leases. To require it to effectively be liable under the
applicable executory contracts and/or unexpired leases for an extra
14 days and to delay the closing and the resulting reductions of
its secured obligations and related adequate protection obligations
will burden the estates and require unnecessary expenditures of its
limited resources.
A copy of the APA is available at https://tinyurl.com/y7g87xoz from
PacerMonitor.com free of charge.
About Specialty Foods of Alabama
Specialty Foods of Alabama, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 20-00279) on
Jan. 22, 2020. The petition was signed by Dorothy Ann
Beasley-Schniper, president and owner. At the time of filing, the
Debtor had estimated assets and liabilities of less than $50,000.
Judge D. Sims Crawford oversees the case. The Debtor is
represented by Gina H. McDonald & Associates, LLC.
SPON COMPUTER: Hires Landrau Rivera & Associates as Counsel
-----------------------------------------------------------
Spon Computer Corporation seeks authority from the U.S. Bankruptcy
Court for the District of Puerto Rico to hire Landrau Rivera &
Associates as its legal counsel.
Spon Computer requires the counsel to:
a) advise Debtor with respect to its duties, powers and
responsibilities in this case under the laws of the United States
and Puerto Rico in which the debtor in possession conducts its
business, or is involved in litigation;
b) advise Debtor in connection with a determination whether a
reorganization is feasible and, if not, aiding debtor in the
orderly liquidation of its assets;
c) assist Debtor with respect to negotiations with creditors
for the purpose of proposing a viable plan of reorganization;
d) prepare on behalf of the Debtor the necessary complaints,
answers, orders, reports, memoranda of law and/or any other legal
papers or documents;
e) appear before the Bankruptcy Court, or any court in which
Debtor asserts a claim interest or defense directly or indirectly
related to this bankruptcy case;
f) perform such other legal services for Debtor as may be
required in these proceedings or in connection with the operation
of and involvement with debtor's business, including but not
limited to notarial services;
g) employ other professional services as necessary to complete
debtor's financial reorganization with Chapter 11 of the Bankruptcy
Code.
The firm's hourly rates are as follows:
Noemi Landrau Rivera, Esq. $200
Josue A. Landrau Rivera, Esq. $175
Legal and Financial Assistants $75
The firm received a retainer in the amount of $5,000.
Landrau Rivera & Associates is disinterested person within the
definition provided by Section 101(14) of the Bankruptcy Code,
according to court filings.
The firm can be reached through:
Noemi Landrau Rivera, Esq.
Landrau Rivera & Associates
Calle Fraser #1423 Urb. Reparto Landraw
00927 San Juan, PR
Phone: +1 787-774-0224
About Spon Computer
Spon Computer Corporation sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 20-02906)
on July 24, 2020, listing under $1 million in both assets and
liabilities. Noemi Landrau Rivera, Esq., at Landrau Rivera &
Associates represents the Debtor as counsel.
SUGAR FACTORY: Seeks to Hire Aaronson Schantz as Legal Counsel
--------------------------------------------------------------
Sugar Factory Lincoln Road, LLC and Sugar Factory Ocean Drive, LLC
seek approval from the U.S. Bankruptcy Court for the Southern
District of Florida to hire Aaronson Schantz Beiley P.A. as their
legal counsel.
The firm will provide the following services:
a. advise Debtors of their powers and duties and the continued
management of their financial affairs and business operations;
b. advise Debtors with respect to their responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare legal papers;
d. protect the interests of Debtors in all matters pending
before the court; and
e. represent Debtors in negotiation with their creditors in
the preparation of a bankruptcy plan and disclosure statement.
Steven Beiley, Esq., the attorney who will be handling the cases,
disclosed in a court filing that he and his firm do not represent
any interest adverse to Debtors and their bankruptcy estates.
The firm can be reached through:
Steven L. Beiley, Esq.
Aaronson Schantz Beiley P.A.
2 South Biscayne Blvd., 34th Floor
Miami, FL 33131
Tel: (305) 579-9077 / (786) 594-3000
About Sugar Factory Lincoln Road and
Sugar Factory Ocean Drive
Sugar Factory Lincoln Road, LLC and Sugar Factory Ocean Drive, LLC
filed their voluntary petitions under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Lead Case No. 20-17980) on July 22, 2020.
At the time of the filing, Debtors disclosed assets of between
$1,000,001 and $10 million and liabilities of the same range.
Judge Laurel M. Isicoff oversees the cases. Aaronson Schantz
Beiley P.A. is Debtors' legal counsel.
SUMMIT VIEW: Horton Buying All Assets for $5.6 Million
------------------------------------------------------
Summit View, LLC, asks the U.S. Bankruptcy Court for the Middle
District of Florida to authorize the bidding procedures in
connection with the sale of all assets to D.R. Horton, Inc. for not
less than $5.6 million, subject to overbid.
The Debtor is the owner of a 135-acre residential development
project in Pasco County, Florida, which consists of 406 home sites
with excess saleable dirt located at 13350 Happy Hill Road, Dade
City, Florida. It asks Court approval of a Lot Purchase Agreement
with Horton for the sale and purchase of the Debtor's 406 fully
developed, residential lots.
Horton will purchase the lots in multiple "takedowns" of one or
more lots and the purchase price will be paid on a per lot basis in
immediately available funds, subject to adjustments, prorations,
and credits as provided in the Agreement. The base purchase price
for a 40' lot is $40,000 and for a 50' lot is $50,000. The total
consideration paid by Horton, assuming all of the lots as
contemplated by the Agreement are developed and sold, would exceed
$21 million.
In addition to the Base Purchase Price for each Lot, the Buyer will
pay an escalator calculated like simple interest at the rate of 5%
per annum for the period beginning on the initial closing date and
ending on the date of closing on the subject lot. The Base
Purchase Price and the foregoing escalator are collectively
referred to as the Purchase Price. There will be no escalator in
effect for any time period which the Debtor is late in delivering
lots for any reason or delinquent in the performance of any of its
obligations pursuant to the Agreement.
Within 10 business days following the Effective Date of the
Agreement, the parties will execute an Escrow Agreement, and the
Buyer will deposit a $10,000 promissory note with DHI Title of
Florida, Inc.
Provided that the the Debtor is not in default under the terms of
the Agreement, the Buyer will within five business days of the
later of (i) the Buyer's delivery of the Notice of Suitability to
the Debtor, or (ii) entry of the Court's order approving the sale
and terms of the Agreement, deposit the sum of $2,125,737 with the
Escrow Agent.
A likely timeline for the Agreement and its benchmarks is as
follows:
a. Summit and DR Horton Tampa Division have executed. Local
Execution 6/17/2020
b. The Effective Date is the Date of DR Horton Corporate
Ratification.
c. Corporate Ratification occurred on July 16, 2020.
d. Inspection Period commenced July 16, 2020.
e. Inspection Period ends 60 days from Effective Date (Section
9).
f. Sept. 14, 2020 is the final Inspection Day
g. Successful end of Inspection Period determined by issuance
by the Buyer of the Notice of Suitability ("NOS") (Section 9).
h. The Buyer may terminate the Agreement without penalty any
time during the Inspection Period.
i. Full Deposit due in escrow five business days after later
of (1) NOS or (2) the Court's entry of an order approving the
Motion -- $2,125,737 (Section 4a).
j. Earnest Money Release to the Seller can occur any time
after NOS, up to 6 months after NOS.
k. The Seller must use the Earnest Money first to pay secured
creditors, and then for Development.
l. Earnest Money Release not required to begin lot
construction.
m. EM Release conditions detailed in Section 4.d.
n. The Seller's remedy for the Buyer default is to retain
Earnest Money (Section 27a).
o. Phase 1A lots are required to be complete and ready for
purchase anytime on or before 24 months after EM Release.
The Debtor asks authority to enter into the Agreement with the
resulting lot sales being free and clear of liens. All non-insider
secured, administrative, and priority claim creditors will be paid
in full after the release of the Earnest Money and/or prior to the
initiation of any lot and infrastructure construction. Nothing in
the Agreement precludes the Debtor from initiating or continuing
any Fill Dirt excavation and sales, provided the Fill Dirt
excavation does not violate any existing permits, agreements or
court orders.
Subject to the conditions set forth elsewhere in the Motion, the
Debtor asks approval of the Agreement and lot sales contained
therein. If another bidder timely submits a higher and better
offe, then the Debtor asks authority to sell to the Higher Bidder
with the Horton Agreement as a backup bidder.
If approved by the Court, the Agreement will be legally binding. A
superseding bid must occur (if it occurs) within 90 days from the
Court's entry of an order approving the Agreement. During the
90-day period, the Debtor asks authority to market and sell its
Property, subject to the bid and auction procedures as determined
by the Court, under two options:
(A) Sale to Highest Bidder on Lot Sale Agreement: A lot
purchaser offering a higher price or bid than Horton on
substantially similar terms to the Agreement (as determined and
qualified by the Debtor in its sole discretion) ("Lot Sale Bid
Option"), or
(B) Sale to Highest Bidder with Bid of at Least $5.6 million:
As an alternative to a lot sale Agreement, an "As Is" cash buyer
may purchase the Property in its existing condition. The As Is bid
must equal or exceeds $5.6 million ("Cash Purchase Option").
In the event a qualified Higher Bidder is selected, Horton may
elect, in its sole discretion, to participate in either the Lot
Sale Bid Option or the Cash Purchaser Option. Unless extended by
Court Order or with the written consent of Horton, the Higher
Bidder under Cash Purchaser Option, must close on the sale of the
Property prior to the expiration of the 90-day period Open Bid
Period.
Through the Motion, the Debtor asks that the Court schedules a
preliminary hearing to enter an order that, among other relief
requested, establishes the bid procedures, establishes reasonable
buyer protection and essentially sets forth the "ground rules" for
the purchase of the Property.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: 45 days after the Order Approving Bid
Procedures at 4:00 p.m.
b. Initial Bid: Any qualified bidder must deliver a written
contract for the purchase of the Property in its existing condition
on an "As Is" basis for an amount equal to or in excess of $5.6
million, or, alternatively, a lot purchase agreement for fully
developed residential lots that exceeds the Purchase Price of the
Agreement, which contract must be executed and delivered by any
qualified bidder to counsel for the Debtor by the Bid Deadline.
c. Deposit: (i) For Lot Sale Bid Option - $350,000 made
payable to Johnson Pope Bokor Ruppel & Burns, LLP; and (ii) For
Cash Purchase Option - $75,000 made payable to Johnson Pope Bokor
Ruppel & Burns, LLP
d. Auction: In the event bids are received, the Debtor's
counsel will file a notice with the Court and is authorized to
conduct an auction either at his offices located at Johnson Pope
Bokor Ruppel & Burns, LLP, 401 East Jackson Street, Suite 3100,
Tampa, Florida 33602 or via video conference. The auction will
occur within five business days after the Bid Deadline.
e. Bid Increments: (i) For Lot Sale Bid Option - $41,000 for
40' lot, $51,000 for 50' Lot, and Further Incremental Bidders must
equal or exceed the then current Bidder Base Purchase Price by
increments of $500 per lot; and (ii) For Cash Purchase Option -
$10,000
f. Sale Hearing: A Final Sale Hearing will be scheduled by the
Court after the bid procedures hearing. If no Highest Bidder
submits a qualified bid, the Final Sale Hearing will be cancelled,
and the Agreement with Horton will be approved.
g. Closing: The closing of any sale under the Cash Purchase
Option will occur no later than five business days after the
Court's Final Sale Order, and the closing of any sale under the Lot
Sale Bid Option will occur in accordance with the terms of the
Agreement.
h. Any secured creditor may utilize its secured claim as part
of a credit bid.
i. The Property will be sold "As-Is" under the Cash Purchase
Option with no representations or warranties of any kind, free and
clear of Interests. All liens and encumbrances will be paid in
full or transferred to the sale proceeds at closing.
j. Break-Up Fee: $150,000
k. Expense Fee: $150,000
Additionally, the Debtor asks that the Court fixes the time for
objections to the proposed sale of the Property in advance of the
Final Sale Hearing pursuant to Fed.R.Bankr.P. 6004(b), or to such
other time as the Court deems reasonable.
A copy of the Agreement is available at
https://tinyurl.com/yxss5f5v from PacerMonitor.com free of charge.
About Summit View
Summit View, LLC, is a single asset real estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
It previously filed Chapter 11 petition (Bankr. M.D. Fla. Case No.
09-06495) on April 2, 2009.
Summit View again sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-10111) on Oct. 24,
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 Debtor tapped Alberto F. Gomez, Jr., Esq., at
Johnson, Pope, Bokor, Ruppel & Burns, LLP as bankruptcy counsel to
the Debtor. Stearns Weaver Miller Weissler Alhadeff & Sitterson,
P.A., is special counsel.
SUR LA TABLE: Selling to Marquee Brands for $88.9 Million
---------------------------------------------------------
A joint venture by Marquee Brands and CSC Generation acquired Sur
La Table's business for $88.9 million.
The buyer promised to keep at least 50 stores open, according to
court papers, according to Bloomberg News.
This marks the 12th brand in Marquee's portfolio increasing its
reach to nearly $3 billion in annual retail equivalent sales.
Marquee Brands is owned by investor funds managed by Neuberger
Berman.
Marquee Brands, a leading global brand owner, marketer and media
company, announced Aug. 13, 2020, that it has signed a definitive
purchase agreement to acquire the SUR LA TABLE brand and all
related intellectual property. The acquisition will further build
upon the Home and Culinary portfolio within Marquee Brands,
complementing and lending new strategies and verticals in addition
to unique product opportunities to its leading Martha Stewart(R)
and Emeril Lagasse(R) brands.
"Sur La Table is a beloved brand which stands for quality. It
complements our strong Home and Culinary portfolio. Its storied
legacy along with its multi-channel platform featuring experiential
brick and mortar stores, a thriving e-commerce business, and
unparalleled education offerings presented an incredibly compelling
opportunity. We believe a revitalized Sur La Table will thrive in a
post-Covid-19 retail environment," said Carolyn D'Angelo, President
of the Home Division at Marquee Brands.
Marquee Brands has tapped CSC Generation for a long-term
partnership in developing innovative products and for their
operational expertise in the home sector across retail stores and
data driven ecommerce solutions. CSC Generation was founded in 2016
as a joint venture between Justin Yoshimura and Altos Ventures &
Panasonic and has been a key player in the continuity of several
historic brands. "Sur La Table is a rare gem in its class and one
we have been watching for some time. It's an honor to be part of
its future and we couldn't be more excited about working with
Marquee Brands as a true leader in brand building and growth," said
Justin Yoshimura, Founder & CEO of CSC Generation.
Marquee Brands was founded in 2014 and has quickly become renown
for responsible brand stewardship coupled with an inventive
approach to brand building and digital innovation. "We are
selective and careful to only add brands to our portfolio that
serve a real purpose, bring joy into the lives of our customers,
and help them celebrate life's special moments. In partnering with
industry leaders like CSC Generation, Sur La Table will offer
customers a seamless omnichannel shopping experience guided by
knowledgeable staff, technology, and one-of-a-kind offerings. We've
strived to lead the charge in developing innovative, intuitive
customer centered shopping experiences to further engage and
inspire. With this acquisition, and CSC as a partner, we continue
our journey in pushing the boundaries of retail," said Michael
DeVirgilio, President of Marquee Brands.
Marquee Brands was advised by Jim Langdon and Mike Miller of Moore
& Van Allen.
About Sur La Table
Sur La Table, Inc. -- https://www.surlatable.com/ -- is a privately
held retail company that sells kitchenware products, including
cookware, bakeware, kitchen tools, knives, small appliances, dining
and home products, coffee and tea, food, and outdoor cookware.
SLT Holdco, Inc. and affiliate, Sur La Table, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Tex.
Lead Case No. 20-18368) on July 8, 2020. The petition was signed
by Jason Goldberger, chief executive officer.
At the time of the filing, SLT Holdco was estimated to have assets
and liabilities of between $10 million to $50 million. Sur La
Table was estimated to have assets and liabilities of between $100
million to $500 million.
Michael D. Sirota, Esq., Warren A. Usatine, Esq., David M. Bass,
Esq., Jacob S. Frumkin, Esq. of Cole Schotz P.C., serve as counsel
to the Debtors. SOLIC Capital is the Debtors' financial advisor
and investment banker. A&G Realty Partners LLC acts as the
Debtors' real estate advisor. Great American Group, LLC and Tiger
Capital are the Debtors' sales consultant. Omni Agent Solutions
is
the Debtors' claims and noticing agent.
SYLVAIN LAPOINTE: Foreign Rep's Sale of Bonita Springs Property OKd
-------------------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Northern
District of Florida authorized the sale by BLT Lapointe &
Associés, Inc., in its capacity as foreign representative and
trustee of the insolvency proceedings of Debtors Douglas Dixon and
JoAnn Collison, an affiliate of Sylvain Lapointe, of the real
property located at 28750 Diamond Dr. Unit 101, Bonita Springs,
Florida to Chris and Carol Thompson Mercede for $180,000.
A hearing on the Motion was held on Aug. 6, 2020 at 2:00 p.m.
The sale is free and clear of liens, claims and encumbrances, with
such claims to attach to the proceeds of such sale.
The Purchase Agreement executed by the party having submitted the
highest and best offer to purchase the Diamond Drive Property is
approved.
The Foreign Representative is authorized to sell the Diamond Drive
Property with a closing date on or after Aug. 28, 2020.
The payment of a 6% commission to the real estate brokers and a
reasonable tax preparer's fee are approved.
Attorney Nyana A. Miller is directed to serve a copy of the Order
on interested parties who are non-CM/ECF users and file a proof of
service within three days of entry of the Order.
Sylvain Lapointe sought Chapter 11 protection (Bankr. M.D. Fla.
Case No. 16-02797) on March 31, 2016. The Debtor tapped Annette C
Escobar, Esq., at Astigarraga David Mullins Grossman, as counsel.
TARGA RESOURCES: S&P Rates New $750MM Senior Unsecured Notes 'BB'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to Targa Resources Partners LP's and subsidiary
Targa Resources Partners Finance Corp.'s proposed $750 million
senior unsecured notes due in 2031.
The '3' recovery rating indicates its expectation of meaningful
(50%-70%; rounded estimate: 65%) recovery in a payment default
scenario. The partnership intends to use the net proceeds to fund
the repurchase of the company's 2024 notes and to repay borrowings
under the company's credit facility.
Houston-based Targa operates a large portfolio of gathering and
processing assets and other integrated downstream assets--such as
natural gas liquids (NGL) transportation and fractionation
capacity, liquefied petroleum gas export terminals, storage, and
other services--for natural gas, NGL, and crude oil across various
basins in the U.S. The company operates through two segments:
Gathering and Processing (represented about 55% of 2019 operating
margin) and Logistics and Transportation (represented about 45% of
2019 operating margin).
TCF FINANCIAL: Moody's Affirms Ba1(hyb) Rating on Preferred Stock
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings and assessments
of TCF Financial Corporation and its bank subsidiary, TCF National
Bank, following the affirmation of the bank's baa1 standalone
Baseline Credit Assessment. TCF has a Ba1(hyb) non-cumulative
preferred stock rating. TCF National Bank has deposit ratings of
A2/Prime-1, issuer and subordinated debt ratings of Baa2,
Counterparty Risk Assessments of A3(cr)/Prime-2(cr) and
Counterparty Risk Ratings of Baa1/Prime-2. TCF National Bank's
outlook was changed to stable from negative.
While the ratings affirmation reflects Moody's unchanged view of
the bank's standalone credit profile, the change in outlook to
stable from negative reflects Moody's assessment of reduced
integration risks related to TCF's recent merger with Chemical
Financial Corporation.
Affirmations:
Issuer: TCF Financial Corporation
Pref. Stock Non-cumulative, Affirmed Ba1 (hyb)
Pref. Shelf Non-cumulative, Affirmed (P)Ba1
Pref. Shelf, Affirmed (P)Baa3
Issuer: TCF National Bank
Baseline Credit Assessment, Affirmed baa1
Adjusted Baseline Credit Assessment, Affirmed baa1
LT Bank Deposits, Affirmed A2, Stable from Negative
ST Bank Deposits, Affirmed P-1
LT Issuer Rating, Affirmed Baa2, Stable from Negative
Subordinate Regular Bond/Debenture, Affirmed Baa2
LT Counterparty Risk Assessment, Affirmed A3(cr)
ST Counterparty Risk Assessment, Affirmed P-2(cr)
LT Counterparty Risk Rating (Local Currency), Affirmed Baa1
ST Counterparty Risk Rating (Local Currency), Affirmed P-2
LT Counterparty Risk Rating (Foreign Currency), Affirmed Baa1
ST Counterparty Risk Rating (Foreign Currency), Affirmed P-2
Outlook Actions:
Issuer: TCF National Bank
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
The affirmation of TCF National Bank's BCA and the ratings for both
TCF and TCF National Bank was based on TCF's solid balance sheet,
which reflects the company's large, low-cost funding base, improved
liquidity, stable asset quality and adequate capitalization.
The affirmation also reflects TCF's healthy core profitability
despite recent pressure from low interest rates and expenses
related to the merger between TCF and Chemical in August 2019.
TCF's above peer-average growth of certain national lending
businesses in recent years and its commercial real estate
concentration are credit challenges despite generally good asset
quality performance.
The change in outlook to stable from negative reflects Moody's view
that TCF's integration with Chemical has been executed well thus
far, despite the large size of the transaction and TCF having to
perform numerous integration activities during the coronavirus
pandemic. Moody's has not observed any major operational missteps
during the integration process that have weakened the financial
standing or performance of the combined entity. Following the
transaction close on 1 August 2019, TCF has maintained asset
quality, capital, funding and liquidity levels that are consistent
with US peers with a baa1 BCA. The rating outlook had been negative
since the merger was announced in January 2019.
Despite the stable outlook, Moody's expects deterioration in TCF's
asset quality over the next 12-18 months as a result of the impact
of the coronavirus pandemic on the bank's borrowers and the overall
economy. TCF is most exposed to asset quality weakening in its
retail commercial real estate, hotel and motor coach and shuttle
bus portfolios, which accounted for 3.9%, 2.3% and 1.2% of total
loans and leases, respectively, at June 30, 2020. However, Moody's
expects that TCF's allowance for credit losses (1.42% of total
loans at June 30, 2020), its fair value discount on acquired loans
($149 million at June 30, 2020), and its sound capitalization
(Common Equity Tier 1 capital ratio of 11.05% at June 30, 2020) are
sufficient to absorb potential losses.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade TCF's BCA and ratings if the company
demonstrates asset quality and profitability resilience along with
maintenance of its capitalization and liquidity, during this period
of economic volatility caused by the coronavirus outbreak.
Moody's could downgrade the BCA and ratings if there is a
deterioration in TCF's asset quality beyond its current
expectations, particularly in its specialty lending portfolios,
given their rapid growth in recent years. Weaker capitalization or
indications of an increase in risk appetite could also lead to a
downgrade.
The principal methodology used in these ratings was Banks
Methodology published in November 2019.
TECHNIPLAS LLC: Files Liquidating Plan After $105M Sale
-------------------------------------------------------
Leslie A. Pappas, writing for Bloomberg Law, reports that bankrupt
auto parts maker Techniplas LLC filed a liquidation plan, the first
step toward fulfilling a settlement to sell off the estate's
remaining assets to pay creditors.
The liquidation plan, filed with the U.S. Bankruptcy Court for the
District of Delaware, comes after a judge in June approved
Techniplas' $105 million sale of most of its assets to lenders that
provided the company’s debtor-in-possession financing.
Techniplas, which made plastic parts for cars and trucks, filed for
bankruptcy in May amid declining sales and forced closures due to
the Covid-19 pandemic.
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.
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.
TTM TECHNOLOGIES: Egan-Jones Cuts Foreign Curr. Unsec. Rating to B
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 7, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by TTM
Technologies Incorporated to B from B+. EJR also downgraded the
rating on commercial paper issued by the Company to B from A3.
Headquartered in Costa Mesa, California, TTM Technologies, Inc. is
an independent provider of time-critical, one-stop manufacturing
services for printed circuit boards.
TUESDAY MORNING: Franchise Group Provides $25M Financing
--------------------------------------------------------
ABF Journal reports that Franchise Group is providing Tuesday
Morning with a $25 million debtor-in-possession loan as part of its
bankruptcy proceedings.
Tuesday Morning and certain of its affiliates commenced bankruptcy
cases under of the Bankruptcy Code in the United States Bankruptcy
Court for the Northern District of Texas. Following a marketing
process, Franchise Group was selected to serve as DIP lender and to
provide a $25 million loan secured by Tuesday Morning's real estate
assets, including its corporate headquarters and
warehouse/distribution complex located in Dallas. The DIP facility
was approved by the court.
Franchise Group is an operator of franchised and franchisable
businesses.
About Tuesday Morning
Tuesday Morning Corporation, together with its subsidiaries, is a
closeout retailer of upscale home furnishings, housewares, gifts,
and related items. It operates under the trade name "Tuesday
Morning" and is one of the original "off-price" retailers
specializing in providing unique home and lifestyle goods at
bargain values. Based in Dallas, Tuesday Morning operated 705
stores in 40 states as of Jan. 1, 2020. For more information,
visit
http://www.tuesdaymorning.com/
On May 27, 2020, Tuesday Morning and six affiliates sought Chapter
11 protection (Bankr. N.D. Tex. Lead Case No. 20-31476). Tuesday
Morning disclosed total assets of $92 million and total
liabilities
of $88.35 million as of April 30, 2020.
The Hon. Harlin Dewayne Hale is the case judge.
Debtors tapped Haynes and Boone, LLP as general bankruptcy
counsel;
AlixPartners LLP as financial advisor; Stifel, Nicolaus & Co.,
Inc.
as investment banker; A&G Realty Partners, LLC, as real estate
consultant; and Great American Group, LLC as liquidation
consultant. Epiq Corporate Restructuring, LLC, is the claims and
noticing agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on June 9, 2020. The committee is represented by Munsch
Hardt Kopf & Harr, P.C.
VERTEX ENERGY: Reports $9 Million Net Loss for Second Quarter
-------------------------------------------------------------
Vertex Energy, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
attributable to the Company of $8.99 million on $21.37 million of
revenues for the three months ended June 30, 2020, compared to a
net loss attributable to the Company of $427,436 on $43.65 million
of 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 the Company of $6.21 million on $57.58 million
of revenues compared to a net loss attributable to the Company of
$5.39 million on $82.98 million of revenues for the six months
ended June 30, 2019.
As of June 30, 2020, the Company had $125.3 million in total
assets, $59.15 million in total liabilities, $50.92 million in
total temporary equity, and $15.18 million in total equity.
"Given the ongoing COVID-19 pandemic, challenging market conditions
and recent market events resulting in industry-wide spending cuts,
we continue to remain focused on maintaining a strong balance sheet
and adequate liquidity. Over the near term, we plan to reduce,
defer or cancel certain planned capital expenditures and reduce our
overall cost structures commensurate with our expected level of
activities. We believe that our cash on hand, internally generated
cash flows and availability under the Revolving Credit Facility
will be sufficient to fund our operations and service our debt in
the near term. A prolonged period of weak, or a significant
decrease in, industry activity and overall markets, due to COVID-19
or otherwise, may make it difficult to comply with our covenants
and the other restrictions in the agreements governing our debt.
Current global and market conditions have increased the potential
for that difficulty," Vertex said.
STRATEGIC UPDATE
During the second quarter, Vertex quickly adapted to the changing
market dynamics resulting from the novel coronavirus. Specifically,
management took action to improve feedstock availability, increase
refinery utilization, reduce costs and further optimize owned
assets.
* Improved feedstock availability. During the first half of
2020, shelter-in-place orders were issued across most U.S.
states and municipalities in response to COVID-19, resulting
in a material decline in economic activity and travel. This
decline in activity resulted in lower availability of used
motor oil (UMO), the Company's primary feedstock. To that
end, second quarter total collections were 21% below the
same period of 2019. In response, management expanded its
collection network, helping to increase availability of
feedstock to support its refining operations during the
first half of 2020.
* Increased refinery utilization. During the second quarter,
the Marrero and Heartland refineries operated at 62% and 78%
of capacity, respectively. At Marrero, the company
conducted 34 days of planned, extended maintenance that
concluded in mid-June 2020, which impacted utilization in
the period. At Heartland, second quarter utilization rates
were impacted by reduced UMO availability. During July
2020, both the Marrero and Heartland refineries operated at
levels approaching peak capacity utilization, given
increased availability of UMO feedstock.
* Targeted cost reductions. During the second quarter,
management implemented a series of cost reductions
throughout the organization. These actions included both
reductions in contract labor, together with reductions in
plant operating costs. Total selling, general and
administrative expenses declined nearly 10% in the second
quarter, when compared to the first quarter 2020.
Management expects to realize approximately $1 to $2 million
in additional, annualized cost reductions during the second
half of 2020.
* Asset optimization. Vertex continues to evaluate targeted
organic growth opportunities designed to improve its
utilization of existing, owned assets. During the second
quarter, the Company invested in several initiatives
designed to grow its market presence as a collector and
recycler of used automotive waste streams. The Company
expects to provide an update on these activities during the
fourth quarter 2020.
* Maintain capital discipline. Given current market
volatility, Vertex remains focused on conserving available
liquidity to support the long-term growth of the business.
As of June 30, 2020, the Company had total cash and
available liquidity of $19.6 million, versus $20.2 million
as of March 31, 2020. Included in total cash amounts are
cash held in the Company's special purpose vehicles (SPVs)
relating to its Myrtle Grove and Heartland assets, which are
limited to use by each SPV, respectively.
MANAGEMENT COMMENTARY
"As expected, our second quarter performance was impacted by a
combination of low UMO availability, extended downtime at our
largest refinery and a year-over-year decline in refined product
margins, all of which were attributable to the historic disruption
caused by the COVID-19 pandemic," stated Benjamin P. Cowart,
president and CEO of Vertex. "In response to rapidly changing
market dynamics, our management team took decisive action to reduce
costs during the second quarter, while maintaining balance sheet
discipline to support the long-term growth of our business."
"Business conditions improved during July, as shelter-in-place
orders were lifted," continued Cowart. "Since the start of the
third quarter, both our Marrero and Heartland refineries have
operated near peak utilization, as UMO feedstock availability has
returned to near-historical levels. In July, total UMO collections
increased by nearly 40% versus June levels."
"During the second quarter, UMO prices were driven to elevated
levels, given a lack of feedstock availability," continued Cowart.
"Elevated UMO pricing resulted in less favorable product spreads,
which impacted our profitability during the second quarter. As
economic activity further accelerates and UMO supplies become more
readily available, we expect to see a decline in feedstock prices
and improved realized margins during the second half of 2020."
Balance Sheet
As of June 30, 2020, the Company had total cash and availability on
its lending facility of $17.8 million and $1.8 million,
respectively.
Vertex had total term debt outstanding of $10.2 million as of June
30, 2020, which included $4.2 million related to funds received
under the Paycheck Protection Program (the "PPP") which is part of
the recently enacted Coronavirus Aid, Relief, and Economic Security
Act ("CARES Act"). Under the terms of the PPP, the entire balance
of the loan may be forgiven to the extent that cash proceeds are
used for qualifying expenses. As of Aug. 11, 2020, the Company has
allocated the entirety of PPP funds received toward qualifying
expenses.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yxovjx7v
About Vertex Energy
Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty
refiner of alternative feedstocks and marketer of petroleum
products. Vertex is one of the largest processors of used motor
oil in the U.S., with operations located in Houston and Port Arthur
(TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a
facility, Myrtle Grove, located on a 41-acre industrial complex
along the Gulf Coast in Belle Chasse, LA, with existing
hydro-processing and plant infrastructure assets, that include nine
million gallons of storage. The Company has built a reputation as
a key supplier of Group II+ and Group III base oils to the
lubricant manufacturing industry throughout North America.
Vertex reported a net loss of $5.48 million for the year ended Dec.
31, 2019, compared to a net loss of $1.98 million for the year
ended Dec. 31, 2018. As of March 31, 2020, the Company had $125.52
million in total assets, $50.68 million in total liabilities, and
$48.52 million in total temporary equity, and $26.32 million in
total equity.
VIVUS EQUITY: Judge 'Taken Aback' by Plan Provisions
----------------------------------------------------
Law360 reports that a Delaware bankruptcy judge said that she was
"taken aback" by conditions set by biopharmaceutical company Vivus
Inc. for payments to otherwise wiped out stockholders in a
prepackaged $235 million Chapter 11 restructuring, but she took no
action on the provision at an initial case hearing.
The plan provision, also questioned by the Office of the U.S.
Trustee, offers an "existing stock settlement" and contingent value
rights to stockholders worth up to $2.28 per share provided they
forgo any objection, effort to form an equity committee, actions
against officers or directors or other challenges to the plan.
About Vivus Inc
Vivus Inc -- https://www.vivus.com/ -- 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. VIVUS has three
approved therapies and one product candidate in clinical
development. Qsymia (phentermine and topiramate extended release)
is approved by FDA for chronic weight management. The Company
commercializes Qsymia in the U.S. through a specialty sales force
supported by an internal commercial team and license the
commercial
rights to Qsymia in South Korea. VIVUS 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." The Company maintains its headquarters in Campbell,
California.
Vivus Inc 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.
As of May 31, 2020, the Debtors reported total assets of
$213,884,000 and total liabilities of $281,669,000.
The Hon. Laurie Selber Silverstein presides over the cases.
Weil Gotshal & Manges LP serves as general counsel to the Debtors,
while Richards, Layton & Finger, P.A. acts as local counsel to the
Debtors. Ernst & Young is the Debtors' financial advisor, and
Piper Sandler Companies acts as investment banker. Stretto is
claims and noticing agent to the Debtors.
WAVE COMPUTING: Committee Taps Hogan Lovells as Legal Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Wave Computing,
Inc. received approval from the U.S. Bankruptcy Court for the
Northern District of California to hire Hogan Lovells US, LLP as
its legal counsel.
The firm will provide these services:
a. advise the committee with respect to its rights, powers,
and duties in the Chapter 11 cases of Wave Computing and its
affiliates;
b. participate in in-person, video conference and telephonic
meetings;
c. assist the committee in its meetings and negotiations with
Debtors and other parties;
d. analyze claims asserted against, and interests in, Debtors
and assist in negotiating with the holders of such claims;
e. review Debtors' schedules of assets and liabilities,
statements of financial affairs and other financial reports
prepared by Debtors;
f. investigate the acts, conduct, assets, liabilities,
management and financial condition of Debtors, and the historic and
ongoing operation of their businesses;
g. assist the committee in its analysis of, and negotiations
with Debtors or any third party related to, financing, asset
disposition transactions, compromises of controversies, and
assumption and rejection of executory contracts and unexpired
leases;
h. assist the committee in its analysis of, and negotiations
with Debtors or any third party related to the formulation,
confirmation and implementation of any Chapter 11 plan;
i. assist the committee with respect to communications with
the general creditor body;
j. respond to inquiries from individual creditors as to the
status of, and developments in, Debtors' cases;
k. represent the committee at hearings and other court
proceedings;
l. review and analyze legal documents;
m. assist the committee in its review and analysis of, and
negotiations with Debtors and their non-debtor affiliates related
to, intercompany claims and transactions;
n. review and analyze third party analyses or reports prepared
in connection with Debtors' potential claims and causes of action;
o. advise the committee regarding federal and state
regulatory issues;
p. assist the committee in preparing pleadings and
applications, and in pursuing or participating in adversary
proceedings, contested matters and administrative proceedings.
The standard hourly rates charged by Hogan Lovells range from $745
to $1,555 for partners, $830 to $1,405 for counsel, $450 to $960
for associates and senior attorneys, and $265 to $490 for
paralegals.
Hogan Lovells is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Richard L. Wynne, Esq.
David Simonds, Esq.
Edward J. McNeilly, Esq.
Hogan Lovells US, LLP
1999 Avenue of the Stars, Suite 1400
Los Angeles, California 90067
Telephone: (310) 785-4600
Facsimile: (310) 785-4601
E-mail: richard.wynne@hoganlovells.com
david.simonds@hoganlovells.com
edward.mcneilly@hoganlovells.com
About Wave Computing
Wave Computing, Inc. is a Santa Clara, Calif.-based company that
revolutionizes artificial intelligence (AI) with its
dataflow-based solutions. For more information, visit
https://wavecomp.ai
Wave Computing and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Cal. Lead Case No. 20-50682)
on April 27, 2020. At the time of the filing, Debtors had
estimated assets of between $1 million and $10 million and
liabilities of between $50 million and $100 million.
Judge Elaine M. Hammond oversees the cases.
The Debtors tapped Sidley Austin, LLP as their bankruptcy counsel,
Affeld Grivakes LLP as conflict counsel, Paul Weiss Rifkind Wharton
& Garrison LLP as special counsel. Lawrence Perkins, chief
executive officer of SierraConstellation Partners LLC, is Debtors'
chief restructuring officer.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on May 18, 2020. The committee is represented by Hogan
Lovells US, LLP.
WILLSCOT MOBILE: S&P Rates New $500MM Secured Notes 'B+'
--------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '5'
recovery rating to WillScot Mobile Mini Holdings Corp. proposed
$500 million secured notes due 2028. The '5' recovery rating
indicated its expectation for modest (10%-30%; rounded estimate:
20%) recovery in the event of a payment default. The notes will be
issued by its subsidiary Williams Scotsman International Inc.
"We expect the company to use the proceeds from these notes to
repay its existing secured notes due 2023 ($483.6 million
outstanding as of June 30, 2020). WillScot's total debt will remain
essentially unchanged following the transaction, thus we do not
expect any changes to our projected credit metrics," S&P said.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- The company's pro forma capital structure will comprise $650
million of secured notes due 2025, $500 million of secured notes
due 2028, and a $2.4 billion asset-based lending (ABL) revolving
credit facility (unrated; $1.43 billion undrawn at close).
-- Key default assumptions include LIBOR of 2.5%.
Simulated default assumptions
-- S&P's simulated default scenario assumes a payment default
occurring in 2024 due to an economic recession that leads to steep
declines in the demand, rental rates, and utilization in the
company's key North American end markets and reduces its earnings,
eventually causing it to default.
-- S&P values WillScot as a going concern and use a discrete asset
value approach. We believe the company would likely be reorganized
rather than liquidated following a payment default given its market
position and customer relationships.
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $1.74
billion
-- Valuation split (obligors/nonobligors): 86%/14%
-- Senior first-priority claims: $1.5 billion
-- Value available to rated senior secured notes (second-priority
claims): $239 million
-- Senior secured debt claims: $1.18 billion
-- Recovery expectations: 10%-30% (rounded estimate: 20%)
WINDERMERE CLUB: Working With Possible Investor
-----------------------------------------------
Mike Fitts, writing for Postand Courier, reports that a second golf
course near Columbia could be plowed under to make room for more
houses, as the owner seeks to bring in an investor amid tough
long-term challenges for the game.
The Windermere Club in Richland County staved off a foreclosure
sale in July by filing for Chapter 11 bankruptcy protection, and
the owner is working with a possible investor from Georgia, who he
did not identify, that could keep it going.
Owner John Bakhaus said he cannot rule out putting houses over the
course, a creation of top golf designer Pete Dye.
The investor he is working with primarily is interested in 80 acres
of undeveloped nearby land, Mr. Bakhaus said, but might need to use
the course land as well for the project to make business sense.
Mr. Bakhaus describes the course design as more memorable than most
and points out that the 18th hole placed on a list of the best 18
golf holes in South Carolina as published by The Post and Courier
in 2017.
He praises the course as something worth preserving. "You don't
throw a Mona Lisa in the trash can."
Mr. Bakhaus said, however, that many baby boomers are aging out of
the game and fewer young people are taking it up to replace them.
For many young people, he said, golf is too tough to learn and
takes too long to play a round.
America simply built too many golf courses in the 1980s and 1990s,
he said. Often, those courses were built as part of an adjacent
residential development, giving the neighbors a beautiful view.
"They expected golf to grow forever, and it didn't do that,"
Bakhaus said.
Now neighbors in South Carolina and across the country are losing
their views. In 2019, Richland County Council let the Golf Club of
South Carolina at Crickentree in Blythewood be redeveloped,
changing the zoning despite neighbors' objections that the change
would damage their property values.
The developer at Crickentree did agree to a wider buffer zone of
250 yards between existing houses and the construction of about 200
homes on the former course.
If Windermere were to follow Crickentree, that could trigger
another contentious rezoning fight at Richland County Council.
Bakhaus said the course has suffered economically because so few of
the people who bought homes overlooking its fairways are members at
the country club, which also offers swimming, tennis and dining. He
estimates that only about 8 percent of the neighbors join the
club.
"It makes it very hard to survive when the people who live by it
don’t support it," Bakhaus said.
Neighborhood groups have been working for more than a year to find
a positive solution, including meeting with Bakhaus, said Rob
Szwec, president of the Longcreek Plantation Property Owners
Association. Options that have been considered includ the
continuing operation of the course, leaving that land undeveloped
as a conservation area or for walking and bicycling as a recreation
area, Szwec said.
At one point the group's board and some individual homeowners
considered buying the club and course, he said. A deal with an
outside buyer was announced in 2019 but later fell through.
The homeowners group hopes the golf club will not close for
residential development, Szwec said. Bakhaus said he believes he
needs to come to a resolution with his potential investor in the
next 60 days.
About Windermere Club
The Windermere Club LLC owns and operates the Windermere Golf and
Country Club, a golf course in South Carolina.
The Windermere Club, LLC, sought Chapter 11 protection (Bankr.
D.S.C. Case No. 20-02780) on July 2, 2020.
The Debtor was estimated to have $500,000 to $1 million in assets
and $1 million to $10 million in liabilities as of the bankruptcy
filing.
The Hon. David R. Duncan is the case judge.
MOORE TAYLOR LAW FIRM, PA, led by Jane H. Downey, is the Debtor's
counsel.
WINDOM RIDGE: Wayne Rentals Buying Wayne Properties for $34K
------------------------------------------------------------
Windom Ridge, Inc. asks the U.S. Bankruptcy Court for the Northern
District of Iowa to authorize the sale of the following real
properties: (i) Lot 9, Angel Acres Addition, Wayne, Wayne County,
Nebraska; and (ii) Lot 8, Angel Acres Addition, Wayne, Wayne
County, Nebraska to Wayne Rentals, L.L.C. for $17,000 each.
Among the assets that belong to the estate of the Debtor is the
Real Property. It proposes to sell the Real Property to the Buyer
for $34,000, per the Purchase Agreement, and subject to Court
approval. It believes that the sale of the Real Property is in the
best interest of the bankruptcy estate, and the Court should enter
an Order giving it express authority to sell said Real Estate free
and clear of all liens and encumbrances thereon, with the liens
attaching to the proceeds.
Further, the Debtor asks the Court to give it express authority to
complete said sale of neat estate, pay the real estate sales
commission, the prorated real estate taxes, and closing costs, with
the balance being paid to the Citizens State Bank.
The liens will attach to the proceeds of record and as the Court
will determine with the following party: Citizens State Bank, 201
Hwy. 20, Laurel, NE 68745.
Objections, if any, must be filed within 21 days from the date of
notice.
A copy of the Agreement is available at
https://tinyurl.com/y6n23cfj from PacerMonitor.com free of charge.
About Windom Ridge
Windom Ridge, Inc., is a real estate developer in Wayne, Nebraska.
Windom Ridge, Inc., sought Chapter 11 protection (Bankr. N.D. Iowa
Case No. 19-01098) on Aug. 13, 2019. Judge Thad J. Collins is
assigned to the case.
In the petition signed by Louis E. Benscoter, Sr., owner, the
Debtor was estimated to have assets in the range of up to $50,000
and $1 million to $10 million in debt. The Debtor tapped Wilford
L. Forker, Esq., at Wilford L. Forker, as counsel.
YIELD10 BIOSCIENCE: Incurs $1.8-Mil. Net Loss in Second Quarter
---------------------------------------------------------------
Yield10 Bioscience, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing
a net loss of $1.79 million on $221,000 of total revenue for the
three months ended June 30, 2020, compared to a net loss of $1.87
million on $318,000 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 $5.39 million on $400,000 of total revenue compared to a
net loss of $4.13 million on $442,000 of total revenue for the same
period in 2019.
"The Yield10 team has made good progress executing on our strategic
plans for 2020 and beyond," said Oliver Peoples, Ph.D., president
and chief executive officer of Yield10 Bioscience. "Our field
tests in the U.S. and Canada are progressing on track and will
provide us with agronomic and/or performance data proof points as
well as seed for larger trials planned in 2021. As part of our
business plan to develop Camelina as a commercial crop platform for
producing nutritional oils and PHA biomaterial, we are developing
proprietary double haploid germplasm for deployment of our
performance and product traits in winter and spring varieties to
increase the acreage potential of the crop. In our first multi-acre
planting, we contracted 50 acres in Montana of wild-type Camelina
to gain experience in seed bulk-up, grower contracts, logistics and
handling of harvested seed, including toll crushing, and to produce
quantities of oil and protein meal for customer sampling."
"We continue to see industry interest in our performance traits as
well as the capabilities enabled by our GRAIN platform. We
recently signed a non-exclusive research license with GDM for
evaluation of seed yield traits in soybean, which will provide
opportunities to explore additional Yield10 commercial crop
performance traits with a leading seed market participant and
potentially provide access to South American acreage in Argentina
and Brazil. Bayer, Forage Genetics and Simplot continue to
evaluate our traits under similar research licenses in soybean,
forage sorghum and potato, respectively. Our internal program
testing traits in corn is progressing toward the creation of
hybrids for field testing. We will continue to identify
collaborative opportunities with the goal of creating revenue
generating partnerships and paths to commercialization of our
traits in key commercial crops. We remain committed to driving the
Yield10 business forward and achieving our broad-based milestones
in 2020," said Dr. Peoples.
As of June 30, 2020, the Company had $13.37 million in total
assets, $4.88 million in total liabilities, and $8.48 million in
total stockholders' equity.
As of June 30, 2020, the Company held unrestricted cash, cash
equivalents and short-term investments of $8,501,000. Based on its
current cash forecast, management expects that the Company's
present capital resources will be sufficient to fund its planned
operations and meet its obligations into the second quarter of
2021. This forecast of cash resources is forward-looking
information that involves risks and uncertainties, and the actual
amount of expenses could vary materially and adversely as a result
of a number of factors. The Company's ability to continue
operations after its current cash resources are exhausted depends
on its ability to obtain additional financing through, among other
sources, public or private equity financing, secured or unsecured
debt financing, equity or debt bridge financing, warrant holders'
ability and willingness to exercise the Company's outstanding
warrants, additional government grants or collaborative
arrangements with third parties, as to which no assurance can be
given. Management does not know whether additional financing will
be available on terms favorable or acceptable to the Company when
needed, if at all. If adequate additional funds are not available
when required, management may be forced to curtail the Company's
research efforts, explore strategic alternatives and/or wind down
its operations and pursue options for liquidating its remaining
assets, including intellectual property. Based on its cash
forecast, management has determined that the Company's present
capital resources will not be sufficient to fund its planned
operations for the twelve months from the date that these interim
financial statements are filed, which raises substantial doubt
about the Company's ability to continue as a going concern.
"If we issue equity or debt securities to raise additional funds in
the future, (i) we may incur fees associated with such issuances,
(ii) our existing stockholders may experience dilution from the
issuance of new equity securities, (iii) we may incur ongoing
interest expense and be required to grant a security interest in
our assets in connection with any debt issuance, and (iv) the new
equity or debt securities may have rights, preferences and
privileges senior to those of our existing stockholders. In
addition, utilization of our net operating loss and research and
development credit carryforwards may be subject to significant
annual limitations under Section 382 of the Internal Revenue Code
due to ownership changes resulting from equity financing
transactions. If we raise additional funds through collaboration,
licensing or other similar arrangements, it may be necessary to
relinquish valuable rights to our potential products or proprietary
technologies or grant licenses on terms that are not favorable to
us," the Company stated in the Report.
A full-text copy of the Form 10-Q is available for free at:
https://tinyurl.com/yxw3k53h
About Yield10
Yield10 Bioscience, Inc. -- http://www.yield10bio.com/-- is an
agricultural bioscience company that uses its "Trait Factory" and
the Camelina oilseed "Fast Field Testing" system to develop high
value seed traits for the agriculture and food industries. Yield10
is headquartered in Woburn, Massachusetts and has an Oilseed Center
of Excellence in Saskatoon, Saskatchewan, Canada.
Yield10 reported a net loss of $12.96 million for the year ended
Dec. 31, 2019, compared to a net loss of $9.18 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $16.72
million in total assets, $20.80 million in total liabilities, and a
total stockholders' deficit of $4.08 million.
YIELD10 BIOSCIENCE: Signs Research Agreement with GDM
-----------------------------------------------------
Yield10 Bioscience, Inc., has signed a three-year non-exclusive
research agreement with GDM, a company specialized in plant
genetics based in Gibson City, Illinois to evaluate novel yield
traits in soybean.
Under the agreement, GDM plans to work with Yield10 yield traits
within its research and development program for soybean as a
strategy to improve soybean yield performance and sustainability.
The research agreement includes three novel crop yield traits in
the first phase with the potential to expand the program to more
traits in the future. In greenhouse and/or field tests performed
by Yield10 to date, these novel traits have shown a range of
promising activities relevant to soybean such as improved vigor,
increased photosynthesis and/or increased seed yield.
Both Yield10 and GDM intend to explore forming a broader
collaboration to leverage Yield10's GRAIN trait gene discovery
platform and GDM's rapid trait editing capabilities in elite
varieties for the discovery, development and launch of novel
soybean performance traits.
"Yield10's unique approach to trait discovery utilizing its 'Trait
Factory' has produced a significant portfolio of yield traits with
promising activities that are appealing to us for testing in our
elite soybean germplasm," said Andre Belo, Ph.D., New Breeding
Techniques Manager at GDM. "GDM uses advanced research and
breeding technologies, such as genome editing and genome selection
and we believe there may be significant opportunities to develop
new performance traits to complement our capabilities in plant
breeding. We look forward to working with the Yield10 team to
develop new varieties of high yielding soybean."
Kristi Snell, chief science officer of Yield10 Bioscience
commented, "We look forward to supporting the research team at GDM
as we enable their evaluation of new traits in soybean. Yield10 has
demonstrated capability using our GRAIN platform to identify novel
traits that exhibit significant potential for producing yield
benefits in soybean and other oilseed crops. This partnership with
GDM will provide insights critical to improving the performance of
soybean."
"Working with major companies like GDM that lead innovation in the
agriculture sector to test new traits identified using our Trait
Factory in crops like soybean is fundamental to our strategy of
creating option value for our traits in the major crops," said
Oliver Peoples, Ph.D., president and chief executive officer of
Yield10 Bioscience. "In addition to its North American seed
operations, GDM has extensive research, plant breeding, testing and
crop development operations in Argentina and Brazil, which may
provide a path to rapid commercial deployment. We are very pleased
to have GDM engaged testing our traits in their germplasm and
anticipate continuing to explore ways of working together more
broadly in the development of additional performance traits in
soybean."
About Yield10
Yield10 Bioscience, Inc. -- http://www.yield10bio.com/-- is an
agricultural bioscience company that uses its "Trait Factory" and
the Camelina oilseed "Fast Field Testing" system to develop high
value seed traits for the agriculture and food industries. Yield10
is headquartered in Woburn, Massachusetts and has an Oilseed Center
of Excellence in Saskatoon, Saskatchewan, Canada.
Yield10 reported a net loss of $12.96 million for the year ended
Dec. 31, 2019, compared to a net loss of $9.18 million for the year
ended Dec. 31, 2018. As of June 30, 2020, the Company had $13.37
million in total assets, $4.88 million in total liabilities, and
$8.48 million in total stockholders' equity.
[*] 78 South Fla. Businesses Got $5M or More in PPP Loans
---------------------------------------------------------
Ashley Portero, writing for South Florida Business Journal, reports
that there were 78 South Florida businesses that received Paycheck
Protection Program loans worth more than $5 million, according to
data released by the U.S. Small Business Administration.
The data released includes loan recipient names, lenders, number of
jobs retained and loan amount ranges for loans above $150,000. It
does not say whether or not the company used or returned the
money.
Dozens of Miami-Dade, Broward and Palm Beach businesses received
loans between $5 million and $10 million, according to the data.
The SBA did not specify the exact loan amounts, but instead broke
them down by loan ranges.
The $649 billion federal program saved approximately 3.2 million
Florida jobs, according to the SBA.
Some of South Florida's most-well known companies were among the
largest loan recipients. That includes: Flanigans, Braman Motors,
Ed Morse Automotive Group, Kaufman Lynn Construction and Silver
Airways. Several high-profile law firms, a private jet company, a
church and a private school were also among the organizations that
received loans larger than $5 million.
The American City Business Journals, the parent company of the
South Florida Business Journal, is among 11 media organizations
suing the SBA for more detailed information about the PPP program.
The lawsuit remains ongoing. The SBA said in a June 12 legal filing
that detailed information about the program should not be made
public.
There is still more than $130 billion left available in the
program, which was extended through Aug. 8.
Here are the South Florida-area companies that received loans above
$5 million:
* Bass Underwriters, an insurance company in Plantation, had its
loan approved April 28 through City National Bank of Florida. The
company said it would retain 400 jobs.
* Becker & Poliakoff, a law firm in Fort Lauderdale, had its loan
approved April 4 through City National Bank of Florida. The company
said it would retain 284 jobs.
* Benihana National Corp., an Aventura holding company for
Benihana restaurants, had its loan approved April 28 through
Webster Bank. The company said it would retain 500 jobs.
* BFG Management, a real estate investment company in Hollywood,
had its loan approved April 10 through City National Bank of
Florida. The company said it would retain 500 jobs.
* Boies Schiller Flexner LLP, a law firm in Boca Raton, had its
loan approved April 28 through KeyBank. The company said it would
retain 490 jobs.
* Braman Motors, Inc., a car dealership company in Miami, had its
loan approved April 6 through City National Bank of Florida. The
company said it would retain 405 jobs.
* Chandler & Campbelle Investment Group, a management consulting
firm in Palm Beach Gardens, had its loan approved April 27 through
Harvest Small Business Finance. The company said it would retain
157 jobs.
* Cherryroad Technologies, an information technology company in
Boca Raton, had its loan approved April 8 through East West Bank.
The company said it would retain 417 jobs.
* Coastal Construction Group of South Florida, a construction
company in Miami, had its loan approved April 14 through Truist
Bank. The company said it would retain 393 jobs.
* Cole Scott & Kissane, a law firm in Miami, had its loan
approved April 15 through City National Bank of Florida. The
company said it would retain 500 jobs.
* Conroy Simberg, a law firm in Hollywood, had its loan approved
April 4 through Stearns Bank. The company said it would retain 408
jobs.
* Countyline Auto Center, a car repair company in Hollywood, had
its loan approved April 15 through Toyota Financial Savings Bank.
The company said ti would retain 474 jobs.
* CR & RA Investments Inc., a holding company in Miami, had its
loan approved April 27 through U.S. Century Bank. The company said
it would retain 494 jobs.
* Crown Linen, a commercial laundry company in Miami, had its
loan approved April 7 through City National Bank of Florida. The
company said it would retain 500 jobs.
* Daily Management Inc., a timeshare management company in Fort
Lauderdale, had its loan approved April 30 through Bank of America.
The company said it would retain 500 jobs.
* Downrite Engineering Corp., a land development company in
Miami, had its loan approved April 8 through City National Bank of
Florida. The company said it would retain 500 jobs.
* D & ET Inc., a design service in West Palm Beach, had its loan
approved May 3 through Bank of America. The company said it would
retain 10 jobs.
* Duffy's Holdings Inc., the Lake Worth holding company for
Duffy's Sports Grill, had its loan approved April 15 through
Citizens Bank. The company did not say how many jobs it would
retain.
* Endeavor Schools Parent LLC, a private school in Miami, had its
loan approved April 11 through JPMorgan Chase Bank. The company
said it would retain 500 jobs.
* ENT and Allergy Associates of Florida, a medical office in Boca
Raton, had its loan approved April 27 through Citibank. The company
said it would retain 472 jobs.
* Flanigan's Enterprises, a Fort Lauderdale company that manages
Flanigan's restaurants, had its loan approved April 28 through Bank
of America. The company said it would retain 500 jobs.
* Florida BC Holdings LLC, an equipment rental company in Coral
Gables that does business as Synergy Equipment, had its loan
approved April 11 through Citibank. The company said it would
retain 456 jobs.
* Gables Engineering, an aerospace company in Miami, had its loan
approved April 5 through City National Bank of Florida. The company
said it would retain 269 jobs.
* Gama Aviation, an engineering company in Fort Lauderdale, had
its loan approved April 27 through Citibank. The company said it
would retain 251 jobs.
* Gary Alvo DBA, a dental office in Miami, had its loan approved
April 28 through Origin Bank. The company said it would retain six
jobs.
* Grace Fellowship of West Palm Beach, a church in West Palm
Beach, had its loan approved April 9 through Truist Bank. The
company said it would retain 182 jobs.
* Gunster, Yoakley & Stewart, a law firm in West Palm Beach, had
its loan approved April 7 through Capital City Bank. The company
said it retained 424 jobs.
* Hamilton Group Funding, a mortgage lending company in Sunrise,
had its loan approved i April 9 through JPMorgan Chase Bank. The
company said it would retain 410 jobs.
* Hellmann Worldwide Logistics Inc., a logistics company in
Miami, had its loan approved May 3 through Wells Fargo Bank. The
company did not say how many jobs it would retain.
* Hotwire Communications, a telecommunications provider in Fort
Lauderdale, had its loan approved April 5 through City National
Bank of Florida. The company said it would retain 500 jobs.
* Inktel, a call center company in Doral, had its loan approved
April 8 through City National Bank of Florida. The company said it
would retain 500 jobs.
* Jaea Restaurant Holdings, a Pompano Beach restaurant operator,
had its loan approved April 6 through City National Bank of
Florida. The company said it would retain 250 jobs.
* Kast Construction Company, a West Palm Beach company, had its
loan approved April 5 through City National Bank of Florida. The
company said it would retain 243 jobs.
* Kaufman Lynn Construction Inc., a Delray Beach construction
company, had its loan approved April 9 through Synovus Bank. The
company said it would retain 242 jobs.
* Kidz Medical Services Inc., a Coral Gables medical office, had
its loan approved April 9 through The First National Bank of South
Miami. The company said it would retain 390 jobs.
* Konig Restaurants International, a Miami company, had its loan
approved May 3 through Regions Bank. The company said it would
retain zero jobs.
* MI9 Inc., a Miami retail software provider, had its loan
approved April 30 through Silicon Valley Bank. The company said it
would retain 162 jobs.
* Maschmeyer Concrete Company of Florida, a West Palm Beach
company, had its loan approved April 11 through Truist Bank. The
company said it would retain 400 jobs.
* MBAF, a Miami accounting firm, had its loan approved April 4
through City National Bank of Florida. It said it would retain 440
jobs.
* Metric Engineering, a Miami company, had its loan approved
April 6 through the First National Bank of South Florida. The
company said it would retain 367 jobs.
* Miami Hurricane Grill Inc., which operates Hurricane Grill &
Wings in Coral Gables, had its loan approved May 3 through Bank of
America. The company said it would retain 14 jobs.
* Morse Operations Inc., which does business as Ed Morse
Automotive Group in Delray Beach, had its loan approved April 13
through Centennial Bank. The company said it would retain 500
jobs.
* National Auto Parts Warehouse LLC, a Miami company, had its
loan approved April 16 through PNC Bank. The company said it would
retain 500 jobs.
* National Securities Corporation, a Boca Raton company, had its
loan approved April 9 through Axos Bank. The company said it would
retain 346 jobs.
* Neighborhood Restaurant Partners LLC, a restaurant management
group, had its loan approved April 14 through Bank of America. The
company said it would retain 500 jobs.
* Nightingale Nurses, a nursing staffing agency in Boca Raton,
had its loan approved April 13 from MetaBank. The company said it
would retain 400 jobs.
* Palm Beach Imports, a luxury car importer in Miami, had its
loan approved April 9 through Truist Bank. The company said it
would retain 437 jobs.
* Paramount Marketing Consultants, a management consulting
company in Pompano Beach, had its loan approved May 3 through Bank
of America. The company said it would retain 481 jobs.
* Payroll Processing and Personnel LLC, a Fort Lauderdale
company, had its loan April 30 through Truist Bank. The company
said it would retain 500 jobs.
* Polaris Pharmacy Services, a pharmacy services provider in Fort
Lauderdale, had its loan approved April 28 by Regions Bank. The
company said it would retain 437 jobs.
* Sailormen Inc., a food and beverage company in Miami, had its
loan approved April 7 through BBVA USA. The company said it would
retain 500 jobs.
* Samy Insurance Inc., an insurance company in Miami, had its
loan approved April 30 through Regions Bank. The company said ti
would retain zero jobs.
* Seeman Holtz Property and Casualty LLC, an insurance company in
Boca Raton, had its loan approved April 7 through Needham Bank. The
company said it would retain 347 jobs.
* Senior Health South-Ex LLC, a nursing home in West Palm Beach,
had its loan approved April 13 through Republic First Bank. The
company said it would retain 500 employees.
* Silver Airways LLC, an airline in Fort Lauderdale, had its loan
approved June 26 through Mid Penn Bank. The company said it would
retain 500 jobs.
* Skillstorm Commercial Services LLC, an IT company in Fort
Lauderdale, had its loan approved April 3 through Bank of Southern
California. The company said it would retain 454 employees.
* Sol-arch Inc., a Miami firm that produces renderings for real
estate and design companies, had its loan approved April 5 through
BankUnited. The company said it would retain one employee.
* Spanish Broadcasting System Inc., a radio broadcasting company
in Miami, had its loan approved April 6 through City National Bank
of Florida. The company said it would retain 442 employees.
* Stearns Weaver Miller Weissler Alhadeff & Sitterson, a law firm
in Miami, had its loan approved April 5 through City National Bank
of Miami. The company said it would retain 200 employees.
* Steven Douglas Associates LLC, a staffing company in Sunrise,
had its loan approved April 8 through Synovus Bank. The company
said it would retain 307 jobs.
* Stiles Corporation, a real estate development firm in Fort
Lauderdale, had its loan approved its loan April 9 through Truist
Bank. The company said it would retain 328 jobs.
* Tekpartners Solutions Llc, an IT staffing and professional
services company in Fort Lauderdale, had its loan approved April 27
through First Horizon Bank. The company said it would retain 467
jobs.
* The Chrysalis Center Inc., a mental health counseling center in
Fort Lauderdale, had its loan approved April 7 through Amerant
Bank. The company said it would retain 489 jobs.
* Tissuetech, Inc., a biotechnology company in Miami, had its
loan approved April 13 through Hancock Whitney Bank. The company
said it would retain 282 jobs.
* TooJay's Management LLC, a West Palm Beach company that manages
TooJay's Deli, had its loan approved April 8 through Truist Bank.
The company said it would retain 500 jobs.
* Tri-City Electric Co., an electrical services company, had its
loan approved April 12 through Professional Bank. The company said
it would retain 500 jobs.
* Travel Trader Hotels Inc., a Miami retailer for hotels, had its
loan approved April 7 through Fifth Third Bank. The company said it
would retain 500 jobs.
* Turnberry Hotels and Management Group, a hospitality company in
Miami, had its loan approved April 5 through City National Bank of
Florida. The company said it would retain 500 jobs.
* Unified Relocation Solutions, a moving company in Miami, had
its loan approved June 12 through Bank of America. The company said
it would retain nine jobs.
* United Stevedoring of America, a cruise services provider in
Miami, had its loan approved April 15 through Sunwest Bank. The
company said it would retain 365 jobs.
* Upchurch Management Inc., a consulting firm in Pompano Beach,
had its loan approved April 15 through Bremer Bank. The company
said 500 jobs would be retained.
* Vital Pharmaceuticals, a manufacturer in Weston, had its loan
approved April 7 through Truist Bank. The company said it would
retain 500 jobs.
* Warren Henry Automobiles Inc., a car company in Miami, had its
loan approved April 9. through BMO Harris Bank. The company said
415 jobs would be retained.
* WGI, Inc., an engineering and design company in West Palm
Beach, had its loan approved May 3 through Bank of America. The
company said it would retain 500 jobs.
* Wilen Holdings LLC, a holding company in Deerfield Beach, had
its loan approved April 9 through JPMorgan Chase Bank. The company
said it would retain 402 jobs.
* XOJet Aviation, a private jet company in Fort Lauderdale, had
its loan approved April 28 through U.S. Bank. The company said it
would retain 429 jobs.
* YMCA of South Florida, a non-profit in Fort Lauderdale, had its
loan approved April 28 through City National Bank of Florida. The
company said it would retain 500 jobs.
* Youfit LLC, a fitness company in Deerfield Beach, had its loan
approved June 16 through Bank of America. The company said it would
retain 500 jobs.
[*] Airlines Headed to More Stormy Weather
------------------------------------------
Josh Saul, writing for Bloomberg News, reports that there are
rising number of airlines that sought bankruptcies in 2020 compared
to the past years.
More airlines have sought U.S. bankruptcy protection this year than
in any other comparable period since the global financial crisis. A
surge in distressed debt from the sector signals more turbulence
ahead.
Five carriers with liabilities of at least $50 million filed
Chapter 11s in the year to July 6, 2020, data compiled by Bloomberg
show. Groupo Aeromexico SAB, Mexico's second-largest airline,
filedin the U.S. on June 30, citing the severe downturn in travel
caused by the Covid-19 pandemic.
[*] Bankrupt Debtors Fight for PPP Lifeline in COVID-19 Era
-----------------------------------------------------------
Andrew C. Kassner and Joseph N. Argentina Jr., writing for the
Law.com, reports that numerous debtors struggled in obtaining PPP
during the COVID-19 pandemic.
The pandemic has spurred analysis of legal issues as businesses
grapple with their respective relationships with both private and
public entities. For example, corporate general counsel suddenly
were flooded with law firm alerts analyzing the scope of force
majeure clauses—a contract term that is rarely the focus of
negotiation. Last month the authors examined how bankruptcy courts
are addressing post-petition retail rent obligations differently
during the pandemic under Sections 105 and 365 of the Bankruptcy
Code. Today we examine another provision of the code—Section
525—the anti-discrimination section, and its implications during
COVID-19.
A number of bankruptcy courts have been faced with a novel issue on
an emergency basis. In response to the pandemic, the federal
government enacted the highly published payroll protection loan
program to assist devastated small businesses and nonprofit
enterprises. However, the Small Business Administration (SBA)
issued regulations that disqualified Chapter 11 debtors from
participating in the program. Several debtors have sought emergency
injunctions to compel the SBA to process their loan applications
notwithstanding their ongoing bankruptcy cases. The results have
been mixed; some courts have directed the SBA to process the
applications, and others uphold the SBA’s exclusion of bankrupt
debtors from the PPP lifeline.
The Archdiocese of Santa Fe
This issue was recently considered by the U.S. Bankruptcy Court for
the District of New Mexico in Roman Catholic Church of the
Archdiocese of Santa Fe v. U.S. Small Business Administration (In
re Roman Catholic Church of the Archdiocese of Santa Fe), Adv. Case
No. 20-01026 (May 1, 2020). According to the opinion, the
archdiocese filed for Chapter 11 on Dec. 3, 2018, and has been
operating as debtor-in-possession.
On March 27, in response to the pandemic, the president signed the
Coronavirus Aid, Relief, and Economic Security Act, H.R. 748 P.L.
115-136 (the CARES Act). The court noted, "The CARES Act is
intended, among other things, to provide stimulus to the economy by
distributing approximately $2.3 trillion to various industries,
programs, and individuals." The CARES Act added a new "Paycheck
Protection Program" to be administered by the SBA. The PPP program
enabled "eligible recipients" to receive “paycheck protection
loans." The funds were to be used for various operational costs
related to payroll, benefits, mortgage payments, utilities and
interest payments.
The court noted the loans provided by the PPP came with "extremely
favorable terms." Borrowers were not required to pledge collateral
or provide guarantees. A borrower’s creditworthiness was not
relevant. No fees were charged. The interest rate was 1%. The loans
were forgiven if the funds were used as required. Moreover, PPP had
few eligibility requirements. Applicants were required to be a
small business, nonprofit organization, veterans organization, or
Tribal business, generally have fewer than 500 employees, been in
operation on Feb. 15, and have employees to whom salary and payroll
taxes were paid.
Funds were available on a first-come, first-served basis. The court
wrote: "Demand for the PPP funds has been overwhelming. The funds
were exhausted once, but were replenished by Congress on or about
April 24, 2020." As of the date of the opinion, the court did not
know the current status of PPP funds and further replenishment
prospects.
The CARES Act also provided the SBA with "emergency rulemaking
authority" to issue regulations to carry out the law. On April 2,
the SBA issued the application form to apply for a PPP loan. The
form stated applicants involved in any bankruptcy were not eligible
for a loan.
The court found the debtor met all of the eligibility requirements
under the CARES Act. However, when the debtor filed an application
for a $900,000 loan, its bank would not process the loan because of
the bankruptcy ineligible provision. On April 28, the SBA issued a
second interim final rule, which expressly disqualified bankruptcy
debtors from the PPP. The court observed there were no
administrative appeals or remedies available for applicants to seek
review of the SBA's decision to exclude bankrupt debtors from PPP.
The court noted that, like many businesses, the debtor had been
severely financially harmed by the federal, state, and local
government "lockdown" orders. At the time the opinion was issued on
May 1, the governor of New Mexico had announced that the
stay-at-home order would be extended through at least May 15. The
court noted that the debtor was losing about $300,000 per month,
and losses would continue until, at a minimum, the lockdown orders
were lifted. The court wrote, "Without a PPP loan, the plaintiff's
operations and reorganization effort will be substantially
adversely affected. The PPP funds are essential to plaintiff's
'fresh start.'"
The debtor filed a complaint seeking a preliminary injunction that
would compel the SBA to process the debtor's loan application
notwithstanding its status as a Chapter 11 debtor. The court
conducted a hearing on April 30, but converted it to a trial on the
merits. The debtor argued that the SBA's exclusion of bankrupt
debtors from the PPP loan program was not permitted under the
Administrative Procedures Act. The APA authorizes a court to set
aside agency action that is, among other things, "arbitrary,
capricious, an abuse of discretion, or otherwise not in accordance
with law" or "in excess of statutory jurisdiction, authority, or
limitations, or short of statutory right." See 5 U.S.C. Section
706(2).
The court stated that although the standard is generally
deferential to the agency, a court must determine whether the
agency considered all relevant factors, and whether there had been
a clear error of judgment. The court concluded that the SBA's
actions were arbitrary and capricious. The court reasoned that
while a borrower's bankruptcy would be relevant for a normal loan
program, PPP was "not a loan program at all. It is a grant or
support program." The CARES Act did not require a borrower be
creditworthy. In fact, financial distress was presumed. Further,
Congress expressly excluded debtors from another CARES Act program
that provided loans to midsize businesses. The court reasoned the
“unmistakable implication is that Congress did not intend to
exclude bankruptcy debtors from the PPP."
The court also sharply criticized the SBA’s argument that
bankruptcy debtors present an unacceptably high risk for
unauthorized use of funds. The opinion describes how Chapter 11
debtors are under court supervision, must file detailed operating
reports with attached bank statements, in cases monitored by
creditor committees. The court stated "In short, the Chapter 11
bankruptcy system is a hundred-eyed Argus. In contrast, nondebtors
can spend their PPP funds without any oversight." The court found
the SBA's justification for excluding bankruptcy debtors "so weak
the court has to wonder if [the SBA] really believes it."
The court held the SBA had exceeded its statutory authority in
denying PPP loans to bankrupt debtors. The court reasoned that
Congress had directly addressed the PPP eligibility requirements,
and charged the SBA with issuing regulations to carry out the
program. The SBA had no authority to change the eligibility
requirements. The court found that was exactly what it had done by
adding a nonbankruptcy requirement into the eligibility criteria.
Finally, the court concluded that the SBA’s actions violated
Section 525(a) of the Bankruptcy Code, which prohibits
discriminatory treatment by the government of a person that is or
has been a bankrupt debtor. Specifically, the section provides
that:
"a governmental unit may not deny, revoke, suspend, or refuse to
renew a license, permit, charter, franchise, or other similar grant
to, condition such a grant to, discriminate with respect to such a
grant against, … a person that is or has been a debtor under this
title … solely because such bankrupt or debtor is or has been a
debtor under this title." See 11 U.S.C. Section 525(a).
The court noted in a footnote that the government does not violate
Section 525(a) by taking a borrower's bankruptcy status into
account when considering a loan application. However, the court had
found PPP was not a loan program but a grant or support program. As
such, denying the debtor access to PPP funds solely because it was
a debtor violated Section 525(a).
The court summarized its view in quite a holding:
With only the flimsiest of justifications the defendant took one of
many underwriting criteria from its "normal" loan programs
(bankruptcy status of the borrower), changed it to an eligibility
condition, and then applied it to an emergency grant program where
it clearly had no place. The defendant's inexplicable and
highhanded decision to rewrite the PPP's eligibility requirements
in this way was arbitrary and capricious, beyond its statutory
authority, and in violation of 11 U.S.C. Section 525(a). By a
separate final judgment, the court will grant the plaintiff the
relief it requests. If the defendant's actions result in the
plaintiff not obtaining the $900,000 it requested, the plaintiff
may file an adversary proceeding for compensatory and, if
appropriate, punitive damages.
Numerous other courts have ruled in favor of debtors requesting
orders directing access to PPP funds. See Springfield Hospital v.
Carranza (In re Springfield Hospital), Case No. 19-10283 (Bankr. D.
Vt. May 4, 2020) (granting debtor's emergency motion for
restraining order forcing SBA to process PPP application),
Penobscot Valley Hospital v. Carranza (In re Penobscot Valley
Hospital), Adv. No. 20-ap-01005 (Bankr. D. Me. May 1, 2020)
(issuing TRO preventing denial of PPP loan based on debtor status);
Calais Regional Hospital v. Carranza (In re Calais Regional
Hospital), Adv. Case No. 20-1006 (Bankr. D. Me. May 1, 2020)
(same).
That being said, some courts have denied such requests to obtain
injunctions compelling the SBA to process Chapter 11 debtor loan
applications. See In re Blue Ice Investments v. U.S. Small Business
Administration (In re Blue Ice Investments), Adv. No. 2:20-AP-00095
(Bankr. Ariz. May 26, 2020) (finding the SBA acted within its
authority in denying PPP to bankrupt debtors); The Diocese of
Rochester v. U.S. Small Business Administration (In re Diocese of
Rochester), Adv. No. 20-cv-06243 (W.D.N.Y. June 10, 2020) (finding
SBA did not overstep statutory authority and loans are exempt from
antidiscrimination provision of the Bankruptcy Code).
One interesting situation involved a case where the U.S. Bankruptcy
Court for the Southern District of Texas issued a temporary
restraining order authorizing the debtor to submit a PPP loan
application to any lender with the words “or presently involved
in any bankruptcy” stricken from the SBA's form, and process the
loan without any consideration of its involvement in any
bankruptcy. See Hidalgo County Emergency Service Foundation v.
Carranza (In re Hidalgo County Emergency Service Foundation), Adv.
No. 20-2006 (Bankr. S.D. Tex. April 25, 2020). The court's decision
was reversed on appeal by the U.S. Court of Appeals for the Fifth
Circuit in Hidalgo County Emergency Service Foundation v. Carranza,
Case No. 20-40368 (June 22, 2020) which held the Small Business Act
forecloses injunctive relief against the SBA and Fifth Circuit
precedent prohibits injunctive relief against the SBA. As such, the
Fifth Circuit held the Bankruptcy Court exceeded its authority when
it issued the preliminary injunction, and vacated the TRO.
Conclusion
The PPP program was created to aid small businesses from falling
into distress as a result of the pandemic and governmental closure
orders. It is ironic that operating businesses that are the most
distressed and in need of relief under the Bankruptcy Code are not
viewed by the SBA as worthy to be eligible for relief under the
CARES Act. Bankruptcy courts will have to continue to reconcile
these two federal relief-based statutes that were both enacted to
assist financially distressed businesses.
[*] Costs of Government Loans to Lawyers
----------------------------------------
Roy Strom, writing for Bloomberg Law, reports that when the time
came in April to apply for loans from the Small Business
Administration's Paycheck Protection Program, managing partners
across the country were struggling to respond to an economy already
in a pandemic-induced free fall.
Some consultants were telling them to do everything possible to
build up cash reserves that would be needed to withstand a
prolonged recession. That included slashing pay for employees,
lawyers, and partners. Drawing down credit lines. And applying
for the federal PPP loans, which could turn into grants if the
firms kept their payrolls largely intact.
"This was scary," said Tom Clay, a principal at legal consultancy
Altman Weil. "Nobody knew what was going on."
At least 45 of the country's 200 largest law firms received funds
from the hastily arranged program, designed by Congress and the
Trump administration to save U.S. jobs by bolstering payrolls
through the economic standstill caused by the coronavirus. Those
firms received between $210 million and $425 million.
As firms were building up cash reserves, one traditional way to tap
liquidity was seen as a last resort: asking equity partners to put
money into the firm through capital calls. Many firms require
around 30% of partners’ annual compensation to be held by the
firm, though the exact number varies.
Reducing real-time payouts to partners on way to force capital
contributions. But what responsibility to their firm do partners,
as owners of their business, have in a time of distress?
It's a tricky question and one that may take on more importance in
the wake of the federal loan data disclosed this week. The SBA
issued guidance in mid-April clarifying what level of "need"
businesses had to show to prove the loans were "necessary" to
support ongoing operations.
The agency said applicants must take into account "their current
business activity and their ability to access other sources of
liquidity sufficient to support their ongoing operations in a
manner that is not significantly detrimental to the business."
Treasury Secretary Steven Mnuchin said in April that all loans over
$2 million will be audited. The SBA said the following that any
company found unable to justify its need for a loan greater than $2
million would be able to repay the loan without penalties.
Capital calls would seem to qualify as "other sources of
liquidity." Partners often finance them by taking out personal
loans. But it is possible that asking partners to contribute more
of their own money in the midst of a pandemic could be considered
"significantly detrimental to the business."
That's because at law firms the business owners are the most
important, most expensive, and, often unnervingly, most mobile
asset. Asking partners to contribute more money than they are
willing could result in a firm's most capable lawyers departing for
a competitor that will pay them more or ask them to contribute
less. Too many departures, and a firm could experience a dreaded
"partner run."
So, the question becomes one about partners' psychology, said Bruce
MacEwen, an owner and principal at law firm consultancy Adam Smith
Esq.
"Most partners want it to be heads I win, tails you lose," he said.
"When it comes to situations like this, they don't really want to
rise to the occasion."
It's possible to estimate how much it would have cost for equity
partners at these firms to contribute the amounts they received
from the PPP program. Call it "PPP per partner."
In total, the 45 firms received between $210 million and $425
million from the loan program. Those firms had 3,327 equity
partners last year, according to AmLaw data. For that amount of
partners to raise that amount of money, the average partner would
have had to contribute between $63,100 and $127,700, according to a
Bloomberg Law analysis.
The average equity partner at those firms made just over $1 million
in profits per equity partner last year, according to AmLaw data.
That means the capital calls would have amounted to between 6.3%
and 12.7% of last year's compensation for the group as a whole,
depending on the actual size of the loan.
The numbers vary widely when broken down firm by firm
Excluding Boies Schiller, where a large number of recent partner
departures make the comparison to last year’s financials less
apt, Detroit-based Honigman's partners would have had to pay the
lowest share of their compensation from last year to contribute
between $5 million and $10 million, which is the range of the PPP
loan the firm originally received. It would have cost between 3.7%
and 7.5% of the firm's $1.16 million in profits per partner,
according to an analysis of the AmLaw data. That shakes out to
between about $43,500 to $87,000 per partner.
Honigman returned the loan in May during a safe harbor period the
SBA granted, the firm's director of business development, Kevin
Kiefer, said in an e-mail. He declined to specify why the loan was
returned.
"There are firms who felt it was wrong to take the money and they
didn't," said Peter Zeughauser, a partner at law firm consultancy
Zeughauser Group. "And there were others who felt that if the money
was available they owed it to their partners to go get it. And it
really indicated a divide in cultures."
Consultants agreed there is no bright line at which the capital
call would have become untenable for a firm's partners. And others
noted that firms may still need to ask partners to contribute
capital as economic uncertainty lingers.
MacEwen said that asking partners to contribute 10% of their 2019
salary would "seem to be fair" because it would increase the
typical partners' capital contribution by one-third.
"The heart of the situation is we are in a 100-year economic
downturn," MacEwen said. "Are partners really ready to own up to
the implications of being owners? And let's just say, 'We'll
see.'"
Worth Your Time
On Freshfields: Last week, I highlighted Freshfields Bruckhaus
Deringer's five-partner hire as it expanded into Silicon Valley.
This week, Meghan Tribe writes the firm hired former Willkie Farr &
Gallagher business and corporate litigation practice group chair
Mary Eaton. Eaton will co-head Freshfields' new securities and
shareholder litigation practice.
On Counterfeit Goods: Amazon has hired a former federal prosecutor
to bolster its effort to bust counterfeit product sellers, my
colleague Ruiqi Chen writes. Cristina Posa joined the company in
March and is leading a new counterfeit crimes unit at the online
retailer.
On Bar Exams: Recent law school graduates in California are urging
that the state's bar exam should be pushed back due to health
concerns over Covid-19, Sam Skolnik writes. A group of 17 deans
from California law schools have come out in favor of a full
emergency diploma privilege, which would let certain graduates
practice law without ever taking the bar.
On Group Hires: McDermott Will & Emery hired a five-lawyer group of
restructuring lawyers from Katten Muchin Rosenman led by Charles
"Chuck" Gibbs in Dallas. It's another reminder that Big Law firms
are eager to bulk up bankruptcy talent during the Covid-19 crisis,
including in Texas.
[*] Marquee Bankruptcy Cases Filed So Far in 2020
-------------------------------------------------
Vince Sullivan of Law360, citing bankruptcy professionals, said
that so far in 2020, the number of corporate bankruptcy filings has
spiked significantly compared to the same period last year, as
unprecedented economic headwinds have generated a liquidity crisis
for many struggling companies in a trend that may continue for the
rest of the year and into 2021.
Coronavirus Strains Cash
As the number of cases of COVD-19 began increasing earlier this
year, so did the number of Chapter 11 filings in the United States,
with retail giants like J.C. Penney and Neiman Marcus succumbing to
a loss of revenue and energy companies running out of cash as oil
and gas prices plummeted.
Yet experts say many of the cases in the first half of the year
weren't directly attributable to the pandemic, but instead were
accelerated by the outbreak.
"I don't think the coronavirus pandemic has been the driver of many
of the big cases," Hogan Lovells global restructuring head
Christopher Donoho told Law360. "Many of them were in real trouble
and had been in restructuring discussions for some period of time
before this all came to pass."
Companies that had a sufficient cash cushion were able to ride out
the initial elimination of most of their revenue due to business
shutdowns, but that cushion may not be enough for some businesses
as restrictions are reinstated and the number of coronavirus cases
begins to climb in certain parts of the country.
While the first wave of Chapter 11 cases saw already-struggling
companies falling into bankruptcy due to earlier financial
challenges, including many retailers, the next wave may begin
felling otherwise healthy enterprises.
"Even really healthy low-leverage businesses are going to have to
find a way to manage the revenue hole," Jonathan W. Young of Locke
Lord told Law360.
Many retailers, which were already struggling prior to the COVID-19
crisis, would normally be preparing for the back-to-school shopping
season and the end-of-year holidays, but with the business
restrictions that marked the first half of 2020 coming back into
play, those profit-generating sales seasons may not materialize as
planned.
"There is no end in sight," Stephen B. Selbst, co-chair of the
restructuring and finance litigation group at Herrick Feinstein LLP
told Law360. "There are rumors of other big retailers that are in
trouble … I don't think we're at the end of that; I think we're
back in the middle of that."
Jennifer Feldscher of Morgan Lewis & Bockius LLP said COVID-19 will
become a more prominent factor in filings for the rest of the year
as cash continues to dwindle and lenders' willingness to grant
grace periods and forbearance on maturing debt will run out.
"You are now seeing, I think, more and more retail cases where the
impact of corona is not the only basis for the fling, but has
become more of a factor than it was in the filings at the
beginning," she said.
As more businesses are unable to satisfy their debt and other
obligations, Julia Frost-Davies, also of Morgan Lewis, said
leaseholders are going to start feeling pressure as tenants lose
the ability to pay rent and eviction remains an unfavorable option
due to the lack of businesses able to move into vacant space.
"I think you're certain to see a squeeze on commercial real
estate," she said, adding that places like movie theaters will
struggle to reopen due to the uncertainty about the virus.
While the bulk of new cases have been centered in the retail and
energy sectors, Rick Kuebel of Locke Lord said bankruptcies may
begin to spread into all industries.
"There are entire sectors that have been unrepresented so far in
the filings to date where we kind of look into the crystal ball a
little bit and have an expectation that many other sectors and many
other geographic areas are going through significant distress and
are likely to file cases," he said.
And all agree that hospitality and leisure travel, including
potentially some airlines, will not be able to survive without
restructuring going forward.
Below is a rundown of the marquee bankruptcy cases filed so far in
2020.
* J.C. Penney
The retail icon filed for bankruptcy May 15 with about $8 billion
of debt, saying it had already been pursuing a comprehensive
restructuring when COVID-19 obliterated its revenue. The company
was forced to close all of its nearly 850 stores beginning in
March.
In its Chapter 11 case, the retailer is pursuing a toggle plan
where it will either complete a restructuring that would split its
assets into a property-owner real estate trust and an operating
entity, or sell the company altogether.
The company intends to permanently close as many as 200 stores
during bankruptcy and is facing a July 8 deadline to submit a
proposed business plan to senior creditors for approval.
The case is In re: J.C. Penney Company Inc., case number 20-20182,
in the U.S. Bankruptcy Court for the Southern District of Texas.
* Neiman Marcus
The luxury retailer hit Chapter 11 on May 7 with $4 billion of debt
and plans to complete a debt restructuring that will allow it to
emerge with $750 million in post-bankruptcy financing. It laid the
blame for its bankruptcy filing at the feet of the COVID-19
pandemic and related business closures, but had already been
exploring restructuring options before the virus began its spread.
The case is In Re: Neiman Marcus Group Ltd. LLC, case number
1:20-bk-32519, in the U.S. Bankruptcy Court for the Southern
District Of Texas.
* J.Crew
Clothing seller J.Crew was the first major retailer to hit Chapter
11 in the midst of the pandemic, filing on May 4 with $1.65 billion
in debt. It is planning a debt-for-equity swap to deleverage its
balance sheet.
J.Crew was cleared early in its case for a plan to defer rent
obligations to landlords for 60 days, a tactic that has become the
norm for debtors with onerous lease burdens.
The case is In re: J. Crew Group Inc., case number 20-32185, in the
U.S. Bankruptcy Court for the Eastern District of Virginia.
* Modell's
The sporting goods retailer filed for bankruptcy in New Jersey on
March 11, saying it would wind down operations at all of its stores
to deal with its more than $100 million of debt.
The company received permission to essentially "mothball" its case
later that month as it was forced to cease liquidation sales at its
stores due to COVID-19 business restrictions. It was one of the
first debtors to effectively pause its bankruptcy proceedings to
minimize administrative costs to its Chapter 11 estate in a move
that gained traction in other jurisdictions.
The case is In re: Modell's Sporting Goods Inc., case number
2:20-bk-14179, in U.S. Bankruptcy Court for the District of New
Jersey.
* Pier 1 Imports
The home furnishing retailer, which filed for Chapter 11 in
February prior to the outbreak of COVID-19 in the United States,
said it needed bankruptcy protection to reset its strategy after a
failed marketing shift and after it cast off underperforming store
locations. The uncertainty wrought by the coronavirus, however,
forced a shift to an all-out liquidation by mid-May.
The case is In re: Pier 1 Imports Inc., case number 20-30805, in
the U.S. Bankruptcy Court for the Eastern District of Virginia.
* Ravn Air Group
Regional Alaskan airline operator Ravn Air Group landed in
bankruptcy in early April when travel restrictions imposed by state
and federal governments caused its business to evaporate almost
overnight. The company provides passenger, freight and critical
mail service to some of the most remote parts of Alaska, including
some settlements that are hundreds of miles north of the Arctic
Circle and accessible only by air.
Its case started with hopes the company could secure government
coronavirus aid to keep its operations going through the bankruptcy
process, but those funds didn't initially materialize.
After a case opening dispute with rural Alaskan government
officials threatening to seize the debtor's planes and facilities
to reinstate the life-sustaining services Ravn provided, the
company cruised to confirmation of its Chapter 11 plan to sell off
assets as a going concern once government aid began flowing.
The case is In re: Ravn Air Group Inc., case number 1:20-bk-10755,
in the U.S. Bankruptcy Court for the District of Delaware.
* PG&E
After about 18 months in bankruptcy, California utility provider
PG&E got its complex Chapter 11 plan confirmed ahead of a June 30
deadline so that it could share in the proceeds of a state
insurance fund to satisfy some of the billions of dollars in
liability associated with the deadly wildfires that drove it into
insolvency.
The contentious case, filed in January 2019, reached the milestone
in mid-June, which allowed it to move forward with the issuance of
new debt and equity instruments that will help it raise new money
to pay off $25 billion in wildfire claims.
The plan contains a $13.5 billion settlement with wildfire
survivors.
The case is In re: PG&E Corp., case number 3:19-bk-30088, in the
U.S. Bankruptcy Court for the Northern District of California.
* Chesapeake Energy
The oil and gas driller filed for bankruptcy June 28 with a plan to
cut $7 billion of its $12 billion of debt while securing billions
in post-bankruptcy financing. It said years of slumping energy
prices had cut into its revenue and the coronavirus outbreak had
worsened its cash flow.
The case is In re: Chesapeake Energy Corp., case number
4:20-bk-33233, in the U.S. Bankruptcy Court for the Southern
District of Texas.
* Whiting Petroleum
Shale exploration and production firm Whiting Petroleum Corp. hit
Chapter 11 on April 1 with $3.4 billion in debt, saying plunging
oil and gas prices caused by declining demand and a pricing war
between oil producing countries forced it into bankruptcy. The
company came to court with the support of its creditors for an
equity swap that will wipe out $2.2 billion of note debt.
The case is In Re: Whiting Petroleum Corp., case number 20-32021,
in the U.S. Bankruptcy Court for the Southern District of Texas.
* Ultra Petroleum
Wyoming-based natural gas producer Ultra Petroleum filed for
Chapter 11 protection in mid-May with a plan to slash more than $1
billion of secured debt from its balance sheet. The company said
the filing, its second since 2016, was caused by the downward
pressures on energy commodity prices. It is scheduled to seek
confirmation of its plan on Aug. 10.
The case is In re: Ultra Petroleum Corp. et al., case number
20-32631, in the U.S. Bankruptcy Court for the Southern District of
Texas, Houston Division.
* Hertz Global
Car rental behemoth Hertz Global was driven to bankruptcy May 22
with more than $20 billion in debt after its business stalled due
to government-imposed restrictions and a massive decline in demand
for its vehicles. The company plans to reduce the size of its
730,000-vehicle fleet in light of the pandemic.
Hertz received bankruptcy court permission to sell up to $1 billion
of new equity on June 12 to help raise capital, but the company
quickly abandoned that move after the U.S. Securities and Exchange
Commission said it intended to review the stock sale.
The case is In re: The Hertz Corp. et al., case number 20-11218, in
the U.S. Bankruptcy Court for the District of Delaware.
* Puerto Rico
The U.S. Supreme Court resolved a critical issue in the bankruptcy
case of Puerto Rico, saying the members of the Financial Oversight
and Management Board can continue in their role overseeing the
bankruptcy because their appointments were consistent with the
constitutional authority to appoint local territorial officials
without the approval of the Senate.
Puerto Rico is close to finalizing its bankruptcy plans to
refinance billions of dollars in debt.
The bankruptcy is In re: Commonwealth of Puerto Rico et al., case
number 3:17-bk-03283, in the U.S. Bankruptcy Court for the District
of Puerto Rico.
* Boy Scouts of America
The century-old youth adventure group filed for Chapter 11
protection on Feb. 18 to deal with liability stemming from decades
of allegations of sexual misconduct that has already cost the
organization more than $150 million. The organization is facing
nearly 2,000 claims from alleged victims of sexual abuse.
The court has approved the appointments of a committee of tort
claimants and a future claims representative to pursue the interest
of known and unknown victims.
The case is In re: Boy Scouts of America and Delaware BSA LLC, case
number 1:20-bk-10343, in the U.S. Bankruptcy Court for the District
of Delaware.
[*] Outside Groups Urge Congress to Make PPP Data Transparent
-------------------------------------------------------------
Andy Medici, writing for Washington Business Journal, reports that
numerous outside groups pushed the U.S. Congress to make PPP data
transparent to the public.
The Small Business Administration has publicly released Paycheck
Protection Program loan details for hundreds of thousands of loans.
But while an agreement with Congress has allowed release of the
full data to some lawmakers, several outside groups are pushing for
additional transparency to the public.
The newly released data trove includes loan recipient names,
addresses, industry codes, business types and loan amount ranges
for loans above $150,000, which accounts for nearly 14% of PPP
loans, according to the SBA. For loans below $150,000, the SBA only
released totals by ZIP code, industry and business type.
The Paycheck Protection Program has been criticized for favoring
larger, more established businesses at the expense of the
vulnerable, small businesses for which it was established.
Sen. Marco Rubio, R-Fla., who chairs the Senate Committee on Small
Business and Entrepreneurship, said in a statement Monday that the
administration "has provided much-needed transparency" on the PPP.
The disclosure was the result of a deal struck between the SBA and
Congress, in which the federal agency would shield the identities
and loan details for smaller borrowers and only provide ranges for
larger loans.
As part of that deal, the SBA delivered the full PPP data to
several members of Congress on Friday, according to a congressional
aide who was not authorized to speak on the record. That data,
which the aide said was confidential and to be used for legislative
oversight purposes, contains all of the details for all loans, not
just the slice made available to the public.
The data comes as Congress is mulling new bills to offer additional
relief through the PPP. Congress recently passed a bill to extend
the program through Aug. 8, while another proposal on the table is
the Prioritized Paycheck Protection Program, or P4, Act, which
would use the remaining PPP funding to authorize a second loan for
small businesses with fewer than 100 employees that had been
particularly harmed by Covid-19.
“Today’s disclosure of PPP data is a welcome step that will
help inform Congress as we work to provide additional support to
small businesses harmed by Covid-19," said Sen. Ben Cardin, D-Md.,
the Senate Committee on Small Business and Entrepreneurship's
ranking member who had helped introduce the P4 Act, in a statement.
"I look forward to receiving additional information collected
during the loan forgiveness process to help us better understand
how PPP is reaching small businesses in underserved communities."
The response from business groups was mixed. Tom Sullivan, vice
president of small business policy at the U.S. Chamber of Commerce,
said in a statement that the SBA deserves "enormous credit" for
standing up a brand new lending system and making nearly 5 million
loans.
"SBA has traditionally released its loan information to the public
and the U.S. Chamber appreciates SBA’s move to limit access to
the names and addresses of small business owners who received PPP
loans under $150,000," Sullivan said.
But others are pushing for more data transparency. Sarah Crozier,
senior communications manager of national small business network
Main Street Alliance, said in a statement it was good to see the
SBA finally releasing data but frustrating that it took this long
to come out.
"We believe in transparency for government programs, and the data
released should at minimum reach the standard data released for all
SBA loans, which currently this does not do. There are also major
demographic gaps, making it difficult to see if minority-owned
businesses received a proportionate share of the funds," Crozier
said.
The CARES Act, through which the PPP was created, had stipulated
that the SBA make its loan data available on a user-friendly
website within 30 days after enactment of the legislation — so
the SBA is about two months late, said Tenley Carp, a partner at
law firm Arnall Golden Gregory LLP who's been monitoring PPP
implementation.
"But, worse than being late, in my opinion, is the particular way
in which SBA released the data — meaning in very large 'ranges'
for the size of the loans and without any associated data regarding
the company's payroll," Carp said. "So it's basically meaningless
in terms of disclosing to the public whether any particular company
has misrepresented the loan amount to which it is entitled. It
looks to me as if the SBA made a deliberate attempt to follow the
letter of the law while avoiding the spirit of the law."
American City Business Journals, the parent organization of this
Business Journal and 43 others, is one of 11 media organizations
suing the SBA for detailed information about the loan program. The
lawsuit remains ongoing. The SBA said in a June 12 legal filing
that detailed information about the program should not be made
public.
[*] SBA’s PPP Loan Program Extended Until August
--------------------------------------------------
Andy Medici, writing for the Washington Business Journal, reports
that U.S. Congress extended the Paycheck Protection Program ("PPP")
of the Small Business Administration.
The House on July 1, 2020, passed a six-week extension to the Small
Business Administration’s Paycheck Protection Program -- an
action that followed a Senate vote for extension -- and now a
debate over the program's roughly $130 billion in as-yet-untouched
funding is well underway.
Few had expected such substantial amounts of money to remain in the
program past its June 30 completion. The PPP's initial $349 billion
ran out in just two weeks after the program debuted April 3, but
its second, $310 billion tranche has lasted far longer than experts
initially predicted. In the final full week from June 20 to June
27, $3.8 billion in loans went out the door, amounting to about $10
billion in total loans disbursed for the month, according to the
most recent SBA data.
About $130 billion remains.
Pending approval by President Trump, the votes by the House and
Senate would extend the program into early August. But given that a
National Federation of Independent Business survey showed that most
of its small-business respondents had already applied for the loan,
at about 81%, questions remain on what to do with the leftover
money and whether it should be subject to the program's original
rules. Several groups say they have the answer -- it just depends
on whom you ask.
"There needs to be a longer-term comprehensive plan to support
payrolls and small businesses," said Sarah Crozier, senior
communications manager of national small business network Main
Street Alliance.
Crozier suggested the extra funding could be used to expand the
employee retention tax credit authorized under the CARES Act signed
into law March 27. That credit allows businesses to get a tax
refund of up to 50% or $10,000 in wages. Though, she added that
simply expanding a tax credit or adding new programs will not solve
issues of inequity in the PPP. Crozier echoed concerns raised by
other groups about the lack of access to the program for
entrepreneurs of color and criticisms that the SBA did not do
enough to reach underserved populations.
"Ideally, there would be a targeted grant program for small
businesses left behind, particularly the 90% of minority-owned
small businesses that were left out," Crozier said.
Meanwhile, some Senate Democrats lauded the Senate passage of the
extension, saying bipartisan negotiations are continuing on how to
provide "substantial new relief" to small businesses. Sen. Jeanne
Shaheen, D-N.H, said in a statement that the PPP has been a
lifeline to small businesses.
"We know small businesses will need additional assistance to get
through the next phase of recovery and help can't come soon enough,
especially for restaurants, lodging businesses, recreational camps
and minority-owned businesses," Shaheen said in her statement.
"Bipartisan negotiations are making progress and I'm optimistic we
can reach further agreement that will keep small businesses afloat
and workers on the job."
One such possibility is the Prioritized Paycheck Protection
Program, or P4, Act which was introduced June 18 in the Senate by
Sen. Ben Cardin, D-Md., ranking member of the Committee on Small
Business & Entrepreneurship, as well as Shaheen and others. That
measure would use the available funding within the original PPP to
authorize a second PPP loan for small businesses with fewer than
100 employees that had been particularly harmed by Covid-19.
Sen. Marco Rubio, R-Fla., chairman of the Senate Small Business &
Entrepreneurship Committee, told reporters Tuesday that he wanted
to use the remaining PPP funds for a second round of targeted
assistance. Rubio is also considering legislation to create new
programs with the unused money.
Though, ask the U.S. Chamber of Commerce, and it said the PPP
should be expanded to serve small local chambers of commerce. Those
organizations, known as a 501(c)6 under an IRS categorization for
business associations, were barred from getting PPP loans under the
original program.
"It is shameful that members of Congress all agree local chambers
of commerce should be given a PPP loan lifeline, but the CARES Act
still bans their participation," said Tom Sullivan, vice president
of small-business policy at the U.S. Chamber. "Local chambers of
commerce are basically the economic emergency rooms for local
commerce. They are also struggling nonprofits that depend on
in-person events and sponsorship. Those sources of revenue are
gone, and they need help to survive."
But it's not just some nonprofits that were left out of the
program. The SBA-crafted PPP regulations also barred certain
adult-themed businesses, such as strip clubs, as well as franchise
businesses not on its approved lists. It also left out some
individuals who had been convicted of crimes and businesses in the
bankruptcy process, among others. Many of those regulations have
drawn a parade of lawsuits against the agency.
[*] The New Bankruptcy Law and COVID-19 Pandemic
------------------------------------------------
Joseph H. Lemkin, writing for the NJB Magazine, reports on the
amendment of the Small Business Reorganization Act ("SBRA") as part
of the "CARES" Act, allowing more small businesses to utilize the
Chapter 11 process.
The impact of COVID-19 and the ensuing governmental shutdown orders
for businesses has been swift and crushing. Chapter 11 bankruptcy,
however, has long been a complex and expensive process, beyond the
reach of smaller companies with insufficient resources to plod
through a cumbersome reorganization process. Step in The Small
Business Reorganization Act of 2019 (the "SBRA"), which was signed
into law by the president in August 2019, and which, fortuitously,
took effect on February 19, 2020. The SBRA enacted a new subchapter
V of Chapter 11 of the Bankruptcy Code, which provides the
opportunity for small businesses with debt not exceeding
$2,725,625, to reorganize.
The SBRA was amended on March 27, 2020 as part of the Coronavirus
Aid, Relief and Economic Security ("CARES") Act. The amendment
encourages even more companies to utilize the Chapter 11 process.
The CARES Act raised the debt limit to $7.5 million for a one-year
period, after which the debt cap goes back down to the original
limit, unless further action is taken by Congress.
Chapter 11 provides debtors with a period of repose to stabilize
operations, garner financing and propose plans of reorganization,
which must be confirmed by the court. Prior to enactment of SBRA,
small businesses were faced with a Chapter 11 plan confirmation
process that was long, arduous and expensive.
These impediments have largely been removed by the enactment of the
SBRA. This statute outlines a new process that provides small
business debtors with a streamlined path to reorganization,
modifying the usual procedures in Chapter 11 cases in several
respects:
A committee of unsecured creditors is not generally appointed;
A plan must be filed within 90 days of bankruptcy filing;
A disclosure statement is not required to be filed with the plan;
A plan can be confirmed without the support of impaired creditors;
Owners can retain their interest in a debtor company, if disposable
income generated by the debtor is allocated towards payments to
creditors, even if such payments are nominal; and
The SBRA does not allow for a competing or hostile plan to be filed
by creditors – plans are exclusively filed by debtors.
These and other significant changes make the path to reorganization
substantially easier for companies in financial distress. The SBRA,
as amended by the CARES Act, now provides a more cost-effective
tool for a wide range of companies – whether a small mom and pop
pizzeria or a regional plumbing supply company – to financially
recover post-COVID-19.
[^] BOND PRICING: For the Week from August 10 to 14, 2020
---------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
24 Hour Fitness Worldwide HRFITW 8.000 0.250 6/1/2022
24 Hour Fitness Worldwide HRFITW 8.000 1.849 6/1/2022
AMC Entertainment Holdings AMC 5.750 23.830 6/15/2025
AMC Entertainment Holdings AMC 6.125 20.219 5/15/2027
AMC Entertainment Holdings AMC 5.875 22.918 11/15/2026
Ahern Rentals Inc AHEREN 7.375 37.521 5/15/2023
Ahern Rentals Inc AHEREN 7.375 37.462 5/15/2023
America West Airlines 2001-1
Pass Through Trust AAL 7.100 86.000 4/2/2021
American Airlines 2013-1
Class B Pass Through Trust AAL 5.625 85.097 1/15/2021
American Energy-
Permian Basin LLC AMEPER 12.000 2.750 10/1/2024
American Energy-
Permian Basin LLC AMEPER 12.000 2.447 10/1/2024
American Energy-
Permian Basin LLC AMEPER 12.000 2.447 10/1/2024
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Basic Energy Services Inc BASX 10.750 16.196 10/15/2023
Basic Energy Services Inc BASX 10.750 14.559 10/15/2023
Bon-Ton Department Stores BONT 8.000 9.230 6/15/2021
Bristow Group Inc/old BRS 6.250 6.372 10/15/2022
Bristow Group Inc/old BRS 4.500 6.375 6/1/2023
Bruin E&P Partners LLC BRUINE 8.875 0.200 8/1/2023
Buffalo Thunder
Development Authority BUFLO 11.000 50.125 12/9/2022
CBL & Associates LP CBL 5.950 25.063 12/15/2026
CBL & Associates LP CBL 5.250 22.063 12/1/2023
CBL & Associates LP CBL 4.600 22.435 10/15/2024
CEC Entertainment Inc CEC 8.000 12.250 2/15/2022
CONSOL Energy Inc CEIX 11.000 39.751 11/15/2025
CSC Holdings LLC CSCHLD 10.875 106.884 10/15/2025
CSC Holdings LLC CSCHLD 6.625 104.096 10/15/2025
Calfrac Holdings LP CFWCN 8.500 10.497 6/15/2026
Calfrac Holdings LP CFWCN 8.500 10.420 6/15/2026
California Resources Corp CRC 8.000 2.125 12/15/2022
California Resources Corp CRC 8.000 2.625 12/15/2022
California Resources Corp CRC 6.000 2.250 11/15/2024
California Resources Corp CRC 6.000 2.123 11/15/2024
Callon Petroleum Co CPE 6.250 32.909 4/15/2023
Callon Petroleum Co CPE 6.125 30.453 10/1/2024
Callon Petroleum Co CPE 8.250 32.595 7/15/2025
Callon Petroleum Co CPE 6.125 29.497 10/1/2024
Callon Petroleum Co CPE 6.125 29.497 10/1/2024
Chaparral Energy Inc CHAP 8.750 8.000 7/15/2023
Chaparral Energy Inc CHAP 8.750 8.000 7/15/2023
Chesapeake Energy Corp CHK 11.500 11.000 1/1/2025
Chesapeake Energy Corp CHK 5.500 3.750 9/15/2026
Chesapeake Energy Corp CHK 6.625 3.750 8/15/2020
Chesapeake Energy Corp CHK 5.750 3.750 3/15/2023
Chesapeake Energy Corp CHK 7.000 3.750 10/1/2024
Chesapeake Energy Corp CHK 11.500 11.375 1/1/2025
Chesapeake Energy Corp CHK 8.000 3.500 1/15/2025
Chesapeake Energy Corp CHK 4.875 3.500 4/15/2022
Chesapeake Energy Corp CHK 8.000 4.938 6/15/2027
Chesapeake Energy Corp CHK 7.500 4.000 10/1/2026
Chesapeake Energy Corp CHK 8.000 3.500 3/15/2026
Chesapeake Energy Corp CHK 8.000 3.820 3/15/2026
Chesapeake Energy Corp CHK 8.000 3.820 3/15/2026
Chesapeake Energy Corp CHK 8.000 3.696 6/15/2027
Chesapeake Energy Corp CHK 8.000 3.235 1/15/2025
Chesapeake Energy Corp CHK 8.000 3.696 6/15/2027
Chesapeake Energy Corp CHK 8.000 3.235 1/15/2025
Chinos Holdings Inc CNOHLD 7.000 0.481N/A
Chinos Holdings Inc CNOHLD 7.000 0.481N/A
Dean Foods Co DF 6.500 2.250 3/15/2023
Dean Foods Co DF 6.500 1.121 3/15/2023
Denbury Resources Inc DNR 9.000 49.750 5/15/2021
Denbury Resources Inc DNR 6.375 16.000 12/31/2024
Denbury Resources Inc DNR 9.250 49.500 3/31/2022
Denbury Resources Inc DNR 4.625 1.750 7/15/2023
Denbury Resources Inc DNR 9.000 44.000 5/15/2021
Denbury Resources Inc DNR 5.500 1.750 5/1/2022
Denbury Resources Inc DNR 9.250 41.875 3/31/2022
Denbury Resources Inc DNR 6.375 13.750 12/31/2024
Diamond Offshore Drilling DOFSQ 7.875 11.000 8/15/2025
Diamond Offshore Drilling DOFSQ 5.700 11.250 10/15/2039
Diamond Offshore Drilling DOFSQ 4.875 11.000 11/1/2043
Diamond Offshore Drilling DOFSQ 3.450 12.250 11/1/2023
ENSCO International Inc VAL 7.200 11.795 11/15/2027
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 27.000 5/15/2026
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 0.001 2/15/2025
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 27.000 5/15/2026
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 0.150 2/15/2025
EnLink Midstream Partners ENLK 6.000 38.000N/A
Energy Conversion Devices ENER 3.000 7.875 6/15/2013
Energy Future Competitive
Holdings Co LLC TXU 1.070 0.072 1/30/2037
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 28.819 7/15/2023
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 27.949 7/15/2023
Extraction Oil & Gas Inc XOG 7.375 25.500 5/15/2024
Extraction Oil & Gas Inc XOG 5.625 24.000 2/1/2026
Extraction Oil & Gas Inc XOG 5.625 22.400 2/1/2026
Extraction Oil & Gas Inc XOG 7.375 16.050 5/15/2024
FLIR Systems Inc FLIR 3.125 101.946 6/15/2021
FTS International Inc FTSINT 6.250 29.407 5/1/2022
Federal Farm Credit Banks
Funding Corp FFCB 2.650 99.178 8/20/2029
Federal Farm Credit Banks
Funding Corp FFCB 0.970 99.801 2/18/2026
Federal Farm Credit Banks
Funding Corp FFCB 1.090 99.821 5/18/2027
Federal Farm Credit Banks
Funding Corp FFCB 2.210 99.637 8/20/2026
Federal Home Loan Banks FHLB 1.850 99.460 4/6/2028
Federal Home Loan Banks FHLB 2.560 99.259 8/21/2029
Federal Home Loan Banks FHLB 2.900 99.453 8/21/2034
Federal Home Loan
Mortgage Corp FHLMC 1.820 99.409 8/19/2024
Federal Home Loan
Mortgage Corp FHLMC 1.650 99.471 11/18/2022
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Ford Motor Credit Co LLC F 3.000 99.470 8/20/2020
Ford Motor Credit Co LLC F 2.250 99.400 8/20/2020
Ford Motor Credit Co LLC F 2.850 99.477 8/20/2020
Forum Energy Technologies FET 6.250 70.730 10/1/2021
Frontier Communications FTR 10.500 39.500 9/15/2022
Frontier Communications FTR 8.750 39.000 4/15/2022
Frontier Communications FTR 7.125 37.000 1/15/2023
Frontier Communications FTR 7.625 39.500 4/15/2024
Frontier Communications FTR 6.250 34.500 9/15/2021
Frontier Communications FTR 9.250 30.520 7/1/2021
Frontier Communications FTR 10.500 39.717 9/15/2022
Frontier Communications FTR 10.500 39.717 9/15/2022
GNC Holdings Inc GNC 1.500 1.750 8/15/2020
General Electric Co GE 5.000 79.750N/A
Goodman Networks Inc GOODNT 8.000 19.875 5/11/2022
Great Western Petroleum
LLC / Great Western
Finance Corp GRTWST 9.000 57.190 9/30/2021
Great Western Petroleum
LLC / Great Western
Finance Corp GRTWST 9.000 57.154 9/30/2021
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Guitar Center Inc GTRC 9.500 69.973 10/15/2021
Guitar Center Inc GTRC 9.500 70.855 10/15/2021
Hertz Corp/The HTZ 6.250 34.022 10/15/2022
Hi-Crush Inc HCR 9.500 3.500 8/1/2026
Hi-Crush Inc HCR 9.500 11.000 8/1/2026
High Ridge Brands Co HIRIDG 8.875 3.500 3/15/2025
High Ridge Brands Co HIRIDG 8.875 2.941 3/15/2025
HighPoint Operating Corp HPR 7.000 24.460 10/15/2022
HighPoint Operating Corp HPR 8.750 26.246 6/15/2025
Hornbeck Offshore Services HOSS 5.875 0.934 4/1/2020
International Wire Group Inc ITWG 10.750 83.463 8/1/2021
International Wire Group Inc ITWG 10.750 83.463 8/1/2021
J Crew Brand LLC /
J Crew Brand Corp JCREWB 13.000 51.389 9/15/2021
JC Penney Corp Inc JCP 6.375 0.750 10/15/2036
JC Penney Corp Inc JCP 5.875 37.970 7/1/2023
JC Penney Corp Inc JCP 7.400 0.800 4/1/2037
JC Penney Corp Inc JCP 8.625 0.625 3/15/2025
JC Penney Corp Inc JCP 5.650 0.625 6/1/2020
JC Penney Corp Inc JCP 7.625 1.055 3/1/2097
JC Penney Corp Inc JCP 5.875 37.559 7/1/2023
JC Penney Corp Inc JCP 8.625 2.500 3/15/2025
JC Penney Corp Inc JCP 6.900 0.505 8/15/2026
Jonah Energy LLC / Jonah
Energy Finance Corp JONAHE 7.250 12.250 10/15/2025
Jonah Energy LLC / Jonah
Energy Finance Corp JONAHE 7.250 16.793 10/15/2025
K Hovnanian Enterprises Inc HOV 5.000 10.900 2/1/2040
K Hovnanian Enterprises Inc HOV 5.000 10.900 2/1/2040
LSC Communications Inc LKSD 8.750 14.500 10/15/2023
LSC Communications Inc LKSD 8.750 2.875 10/15/2023
Lexicon Pharmaceuticals Inc LXRX 5.250 62.497 12/1/2021
Liberty Media Corp LMCA 2.250 48.000 9/30/2046
Lonestar Resources America LONE 11.250 16.242 1/1/2023
Lonestar Resources America LONE 11.250 14.853 1/1/2023
MAI Holdings Inc MAIHLD 9.500 16.141 6/1/2023
MAI Holdings Inc MAIHLD 9.500 16.141 6/1/2023
MAI Holdings Inc MAIHLD 9.500 16.141 6/1/2023
MF Global Holdings Ltd MF 6.750 15.625 8/8/2016
MF Global Holdings Ltd MF 9.000 15.625 6/20/2038
MModal Inc MODL 10.750 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.350 16.000 7/1/2026
McClatchy Co/The MNIQQ 6.875 2.500 3/15/2029
McClatchy Co/The MNIQQ 6.875 11.519 7/15/2031
McClatchy Co/The MNIQQ 7.150 1.993 11/1/2027
Men's Wearhouse Inc/The TLRD 7.000 2.125 7/1/2022
Men's Wearhouse Inc/The TLRD 7.000 1.481 7/1/2022
Morgan Stanley MS 2.120 97.590 9/1/2020
Murray Energy Corp MURREN 12.000 0.635 4/15/2024
Murray Energy Corp MURREN 12.000 0.635 4/15/2024
NWH Escrow Corp HARDWD 7.500 40.890 8/1/2021
NWH Escrow Corp HARDWD 7.500 40.890 8/1/2021
Nabors Industries Inc NBR 0.750 28.875 1/15/2024
Neiman Marcus Group LLC/The NMG 7.125 8.500 6/1/2028
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 8.000 5.750 10/25/2024
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 14.000 29.500 4/25/2024
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 8.750 3.312 10/25/2024
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 8.000 5.611 10/25/2024
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 8.750 5.753 10/25/2024
Neiman Marcus Group LTD
LLC / Neiman Marcus Group
LLC / Mariposa
Borrower / NMG NMG 14.000 28.906 4/25/2024
Neiman Marcus Group Ltd LLC NMG 8.000 58.750 10/15/2021
Neiman Marcus Group Ltd LLC NMG 8.750 53.625 10/15/2021
Neiman Marcus Group Ltd LLC NMG 8.000 58.750 10/15/2021
Neiman Marcus Group Ltd LLC NMG 8.750 53.625 10/15/2021
Nine Energy Service Inc NINE 8.750 45.880 11/1/2023
Nine Energy Service Inc NINE 8.750 45.844 11/1/2023
Nine Energy Service Inc NINE 8.750 45.880 11/1/2023
Northwest Hardwoods Inc HARDWD 7.500 35.000 8/1/2021
Northwest Hardwoods Inc HARDWD 7.500 33.628 8/1/2021
OMX Timber Finance
Investments II LLC OMX 5.540 1.660 1/29/2020
Oasis Petroleum Inc OAS 2.625 17.000 9/15/2023
Oasis Petroleum Inc OAS 6.875 20.984 3/15/2022
Oasis Petroleum Inc OAS 6.875 19.365 1/15/2023
Oasis Petroleum Inc OAS 6.250 18.141 5/1/2026
Oasis Petroleum Inc OAS 6.500 21.546 11/1/2021
Oasis Petroleum Inc OAS 6.250 18.282 5/1/2026
Optimas OE Solutions
Holding LLC / Optimas
OE Solutions Inc OPTOES 8.625 50.500 6/1/2021
Optimas OE Solutions
Holding LLC / Optimas
OE Solutions Inc OPTOES 8.625 48.318 6/1/2021
PHH Corp PHH 6.375 72.942 8/15/2021
Party City Holdings Inc PRTY 6.625 16.132 8/1/2026
Party City Holdings Inc PRTY 6.125 16.000 8/15/2023
Party City Holdings Inc PRTY 6.625 15.611 8/1/2026
Party City Holdings Inc PRTY 6.125 20.934 8/15/2023
Peabody Energy Corp BTU 6.000 55.489 3/31/2022
Peabody Energy Corp BTU 6.000 56.040 3/31/2022
Precigen Inc PGEN 3.500 43.504 7/1/2023
Pride International LLC VAL 7.875 6.189 8/15/2040
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Revlon Consumer Products REV 5.750 21.469 2/15/2021
Revlon Consumer Products REV 6.250 14.997 8/1/2024
Rolta LLC RLTAIN 10.750 6.297 5/16/2018
SESI LLC SPN 7.125 29.276 12/15/2021
SESI LLC SPN 7.125 40.250 12/15/2021
SESI LLC SPN 7.750 36.115 9/15/2024
SanDisk LLC SNDK 0.500 83.531 10/15/2020
SandRidge Energy Inc SD 7.500 0.500 2/15/2023
Sears Holdings Corp SHLD 6.625 9.000 10/15/2018
Sears Holdings Corp SHLD 8.000 1.750 12/15/2019
Sears Holdings Corp SHLD 6.625 7.293 10/15/2018
Sears Roebuck Acceptance SHLD 7.500 0.475 10/15/2027
Sears Roebuck Acceptance SHLD 6.750 0.673 1/15/2028
Sears Roebuck Acceptance SHLD 7.000 0.445 6/1/2032
Sears Roebuck Acceptance SHLD 6.500 0.439 12/1/2028
Sempra Texas Holdings Corp TXU 5.550 13.500 11/15/2014
Summit Midstream Partners LP SMLP 9.500 15.100N/A
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 0.723 6/1/2022
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 0.723 6/1/2022
Teligent Inc/NJ TLGT 4.750 40.220 5/1/2023
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tesla Energy Operations TSLAEN 3.600 90.000 11/5/2020
Transworld Systems Inc TSIACQ 9.500 26.971 8/15/2021
Ultra Resources Inc/US UPL 11.000 5.750 7/12/2024
Ultra Resources Inc/US UPL 7.125 0.250 4/15/2025
Ultra Resources Inc/US UPL 7.125 0.613 4/15/2025
Unit Corp UNTUS 6.625 14.500 5/15/2021
Voyager Aviation Holdings
LLC / Voyager Finance Co VAHLLC 8.500 72.226 8/15/2021
Voyager Aviation Holdings
LLC / Voyager Finance Co VAHLLC 8.500 72.499 8/15/2021
Whiting Petroleum Corp WLL 6.625 18.000 1/15/2026
Whiting Petroleum Corp WLL 5.750 18.375 3/15/2021
Whiting Petroleum Corp WLL 6.250 18.500 4/1/2023
Whiting Petroleum Corp WLL 6.625 18.275 1/15/2026
Whiting Petroleum Corp WLL 6.625 18.275 1/15/2026
Windstream Services LLC /
Windstream Finance Corp WIN 10.500 5.000 6/30/2024
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 2.225 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 9.000 4.738 6/30/2025
Windstream Services LLC /
Windstream Finance Corp WIN 7.500 5.000 6/1/2022
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 5.000 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 9.000 1.296 6/30/2025
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 2.750 12/15/2024
Windstream Services LLC /
Windstream Finance Corp WIN 10.500 3.643 6/30/2024
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 1.147 12/15/2024
*********
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.
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sell any security of any kind. It is likely that some entity
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public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
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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.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
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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 ***