/raid1/www/Hosts/bankrupt/TCR_Public/200824.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 24, 2020, Vol. 24, No. 236
Headlines
12 RETECH: Dbbmckennon Raises Substantial Going Concern Doubt
4920 LOUGHBORO: Seeks to Hire Vivona Pandurangi as Legal Counsel
4LESS GROUP: Has $1.2M Net Income for the Quarter Ended April 30
60 91ST STREET: Trustee Hires Rosewood, Maltz Auctions as Brokers
6TH & CENTER: Taps Newmark Moses as Real Estate Broker
A.R.M. OPCO: Case Summary & 20 Largest Unsecured Creditors
AAC HOLDINGS: Seeks to Hire Deloitte to Provide Tax Services
ACI WORLDWIDE: Egan-Jones Upgrades Senior Unsecured Ratings to B+
ADVANCED MICRO: S&P Raises ICR to 'BB+'; Outlook Stable
ALIMERA SCIENCES: Has $2.5M Net Loss for Quarter Ended June 30
ALLEGHENY TECHNOLOGIES: Moody's Lowers CFR to B2, Outlook Stable
AMC ENTERTAINMENT: Says Substantial Going Concern Doubt Exists
AMERICAN FEDERATED: A.M. Best Affirms B(Fair) Fin. Strength Rating
AMERICAN INTERNATIONAL: Needs More Capital to Remain Going Concern
ANTERO MIDSTREAM: Fitch Affirms B LongTerm IDR, Outlook Negative
ARCIMOTO INC: Needs More Funding to Remain as a Going Concern
ARROW ELECTRONICS: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
ASHFORD HOSPITALITY: Egan-Jones Cuts Sr. Unsecured Ratings to CCC
BAY CIRCLE: Nilhan Directed to Pay Norcross with Available Funds
BEAR CREEK: Hires Klosinski Overstreet as Special Counsel
BEAZER HOMES: Egan-Jones Upgrades Senior Unsecured Ratings to B-
BEN CLYMER'S: Trustee Seeks Court Approval to Hire Field Agent
BEN CLYMER'S: Trustee Seeks to Hire Hahn Fife as Accountant
BERKELEY PROPERTIES: Taps Arch + Beam as Restructuring Advisor
BERKELEY PROPERTIES: Taps Sheppard Mullin as Bankruptcy Counsel
BJ SERVICES: Paul Hastings Represents Term Lender Group
BOEING COMPANY: Egan-Jones Lowers Senior Unsecured Ratings to BB
BRADFORD CITY: Moody's Rates $5.485MM 2020 Series A Bonds 'Ba1'
BRADFORD, PA: S&P Lowers GO Debt Rating to 'BB' on Weak Finances
BRIGGS & STRATTON: Egan-Jones Lowers Senior Unsecured Ratings to D
BRIGGS & STRATTON: Husch, Gibson Represent Senior Noteholder Group
BYRD FAMILY PROPERTIES: Trustee Hires Newpoint as Accountant
CAPITAL TRUCK: Hires Anthony W. Dorsey as Accountant
CHAPARRAL ENERGY: Young, Stroock Represent Noteholder Group
CLINIGENCE HOLDINGS: Posts $2.7 Million Net Income in 2nd Quarter
COMCAR INDUSTRIES: Hires Burr & Temkin as Real Estate Broker
DIGERATI TECHNOLOGIES: Has $1.1M Net Loss for April 30 Quarter
DIOCESE OF SYRACUSE: Hires Bond Schoeneck as Legal Counsel
DONNELLEY FINANCIAL: S&P Alters Outlook to Stable, Affirms B+ ICR
DPW HOLDINGS: Appoints President and Chief Financial Officer
DUN & BRADSTREET CORP: Fitch Hikes LT IDR to B+, Outlook Positive
EMERALD CASINO: Court Classifies Ebert Claim as Equity Interest
FMC TECHNOLOGIES: Egan-Jones Lowers Senior Unsecured Ratings to B+
G-STAR RAW: Hires Seyfarth Shaw as Special Counsel
G-STAR RAW: Seeks to Hire Arent Fox as Bankruptcy Counsel
G-STAR RAW: Taps Ryniker Consultants as Financial Advisor
GABRIEL INVESTMENT: Court Confirms Debtors' Plan, Rejects Panel's
GALLEON CONTRACTING: Unsec. Creditors to Have 13% Recovery in Plan
GEORGIA CENTRAL: Seeks to Hire Jones Lang Lasalle as Broker
HAWAII MOTORSPORTS: 150 Dairy Road Objects to Disclosure Statement
HAWAII MOTORSPORTS: American Honda Objects to Disclosure Statement
HAWAII MOTORSPORTS: RJZ LLC Objects to Disclosure Statement
HAWAII MOTORSPORTS: SGG LLC Objects to Disclosure Statement
HERITAGE RAIL: Involuntary Chapter 11 Case Summary
HILCORP ENERGY: S&P Affirms BB- ICR on Improved Liquidity Profile
HILL-ROM HOLDINGS: Egan-Jones Hikes Senior Unsecured Ratings to BB
HUDSON CAPITAL: Centurion ZD CPA Raises Going Concern Doubt
HVI CAT CANYON: Trustee Hires Grobstein Teeple as Tax Accountant
INGENU INC: Seeks to Hire Sullivan Hill as Bankruptcy Counsel
ISLET SCIENCES: Seeks to Expand Scope of Special Counsel's Services
ISTAR INC: S&P Affirms 'BB' ICR on Financial Flexibility
LG ORNAMENTALS: Seeks to Hire Lefkovitz & Lefkovitz as Counsel
LIVINGSCAPE LLC: Seeks to Hire Lefkovitz & Lefkovitz as Counsel
MEDCOAST MEDSERVICE: CNG & Winn To Take Control in Plan
MOLSON COORS: Egan-Jones Lowers FC Senior Unsecured Rating to BB+
MOTORS LIQUIDATION: Egan-Jones Lowers Sr. Unsecured Ratings to BB
MUSCLE MAKER: Incurs $1.5 Million Net Loss in Second Quarter
NEENAH ENTERPRISES: S&P Affirms 'CCC+' ICR; Outlook Negative
NEW SEASONG: Seeks to Hire Eric Liepins as Legal Counsel
NEWELL BRANDS: Egan-Jones Lowers FC Senior Unsecured Rating to B+
NO IFS MONTCLAIR: Case Summary & 20 Largest Unsecured Creditors
NORTH AUGUSTA: S&P Lowers Rating on 2011A, 2011B Bonds to 'BB+'
NORTH OAKS HEALTH: S&P Alters Bond Rating Outlook to Positive
OMNIMAX INTERNATIONAL: S&P Lowers ICR to 'D' on Missed Payment
ORGANIC POWER: Eligible for PPP Loan, Court Rules
ORIGINCLEAR INC: Posts $6.3 Million Net Loss in Second Quarter
PALAZZA SFT: Unsecureds to Recover 83% to 100% in Sale-Based Plan
PHD GROUP: S&P Upgrades ICR to 'CCC+'; Outlook Negative
PRESTIGE EMS: Gets Court Approval to Hire Accountant
PRINCESS POLLY: Case Summary & 20 Largest Unsecured Creditors
PURDUE PHARMA: Stutzman, Bromberg Represents Represented Parties
QUANTUM CORP: All Three Proposals Passed at Annual Meeting
QUANTUM CORP: All Three Proposals Passed at Annual Meeting
RITE AID: Moody's Affirms Caa1 CFR & Alters Outlook to Stable
ROSALINA HARRIS: Sanctions Not Warranted in Ch.11 Bad Faith Filing
SABRE CORP: S&P Downgrades ICR to 'B'; Outlook Negative
SABRE GLBL: Moody's Assigns Ba3 Rating on $300MM New Sec. Notes
SERVICE CORP: Egan-Jones Hikes Sr. Unsecured Ratings to BB
SIX FLAGS: Egan-Jones Lowers Senior Unsecured Ratings to CCC-
SK HOLDCO: S&P Affirms 'CCC' ICR; Outlook Negative
SLT HOLDCO: Taps Omni Agent Solutions as Administrative Agent
SM ENERGY: Egan-Jones Lowers FC Senior Unsecured Rating to C
SOLACHE V ENTERPRISES: Seeks to Hire Eric A. Liepins as Counsel
SPARROW & NIGHTINGALE: Seeks to Hire Spector & Cox as Legal Counsel
SPECIALTY RETAIL: McKesson Not Entitled to Payment of Admin Claim
STUART BRYAN: Unsecureds to Be Paid in Full From Sale
SUMMIT GAS: Seeks to Hire Karpan and White as Legal Counsel
SUN PACIFIC: Incurs $556K Net Loss in Second Quarter
TANGO DELTA: Trustee Taps Oscher Consulting as Accountant
TECH DATA: Moody's Withdraws B1 Rating on New Sr. Unsecured Notes
TENNECO INC: S&P Affirms 'B' ICR; Outlook Negative
TOWN HOSPITALITY: Seeks to Hire Crabtree CPA as Accountant
TRAVEL CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
TTM TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'BB' ICR
TZEW HOLDCO: Taps Grant Thornton to Provide Tax Services
VIDANGEL INC: Trustee Taps Focus Advisory as Expert Witness
VISTA OUTDOOR: S&P Upgrades ICR to 'B+'; Outlook Stable
WESCO AIRCRAFT: S&P Downgrades ICR to 'CCC+'; Outlook Negative
WILSON ORGANIC: Seeks to Hire Lewis Law Firm as Legal Counsel
XUREX INC: District Court Certifies Judgment Against Lee Kraus
[^] BOND PRICING: For the Week from August 17 to 21, 2020
*********
12 RETECH: Dbbmckennon Raises Substantial Going Concern Doubt
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12 ReTech Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$12,146,948 on $1,628,607 of revenues for the year ended Dec. 31,
2019, compared to a net loss of $8,767,164 on $92,831 of revenues
for the year ended in 2018.
The audit report of Dbbmckennon states that the Company has
suffered substantial net losses, has not generated significant
revenue from its operations, and will require additional funds to
maintain operations, all of which raise substantial doubt about the
Company’s ability to continue as a going concern.
The Company's balance sheet at Dec. 31, 2019, showed total assets
of $1,391,442, total liabilities of $12,345,570, and a total
stockholders' deficit of $13,791,904.
A copy of the Form 10-K is available at:
https://is.gd/mgShJz
12 ReTech Corporation, through its subsidiaries, operates an
integrated retail platform in Asia, North America, and Europe. The
Company is based in Las Vegas, Nevada.
4920 LOUGHBORO: Seeks to Hire Vivona Pandurangi as Legal Counsel
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4920 Loughboro Rd, LLC seeks authority from the U.S. Bankruptcy
Court for the District of Columbia to hire Vivona Pandurangi, PLC
as its legal counsel.
The firm will provide the following services:
-- advise Debtor of its duties and responsibilities under the
Bankruptcy Code;
-- assist in the preparation of Debtor's schedules of assets and
liabilities and related documents;
-- represent Debtor at the initial debtor interview, creditors'
meetings and hearings;
-- determine whether reorganization, dismissal or conversion is
in the best interests of Debtor and its creditors;
-- work with creditors' committee and other bankruptcy
professionals, if any;
-- work on any disclosure statement and plan of reorganization;
and
-- handle other matters that arise in the normal course of
administration of the bankruptcy estate.
The firm will charge Debtor at an hourly rate of $300 and will seek
reimbursement for work-related expenses incurred. Alan Davis and
Hicham Moutawakil, co-owners of Debtor, paid a pre-bankruptcy
retainer of $10,000 to the firm.
Ashvin Pandurangi, Esq., the firm's attorney who will be handling
the case, disclosed in court filings that he is a disinterested
person within the meaning of Section 327 of the Bankruptcy Code.
The firm can be reached through:
Ashvin Pandurangi, Esq.
Vivona Pandurangi, PLC
211 Park Ave.
Falls Church, VA 22046
Tel: (571) 969-6540
Fax: (571) 699-0518
Email: ashvinp@vpbklaw.com
About 4920 Loughboro Rd
4920 Loughboro Rd LLC is a single asset real estate (as defined in
11 U.S.C. Section 101(51B)).
4920 Loughboro Rd filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.
20-00318) on July 27, 2020. Hicham Moutawakil, owner, signed the
petition. At the time of filing, Debtor estimated $500,000 to $1
million in assets and $1 million to $10 million in liabilities.
Judge S. Martin Teel Jr. oversees the case.
Ashvin Pandurangi, Esq., at Vivona Pandurangi, PLC, represents
Debtor as legal counsel.
4LESS GROUP: Has $1.2M Net Income for the Quarter Ended April 30
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The 4LESS Group, Inc., filed its quarterly report on Form 10-Q,
disclosing a net income of $1,186,898 on $2,000,071 of revenue for
the three months ended April 30, 2020, compared to a net loss of
$1,813,076 on $2,268,225 of revenue for the same period in 2019.
At April 30, 2020, the Company had total assets of $1,216,088,
total liabilities of $7,258,371, and $6,912,283 in total
stockholders' deficit.
The Company has incurred cumulative losses through April 30, 2020
of $20,382,256 and has a working capital deficit at April 30, 2020
of $6,195,178. As of April 30, 2020, the Company only had cash and
cash equivalents of $188,243 and had a significant amount of
short-term debt in default. The short-term debt agreements provide
legal remedies for satisfaction of defaults, none of the lenders to
this point have pursued their legal remedies. While the Company
has continued to grow its revenues, at this time, revenues still do
not cover all of its operating costs. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company said, "Management's plan is to raise additional funds
in the form of debt or equity in order to continue to fund losses
until such time as revenues are able to sustain the Company. To
date, the main source of funding has been through the issuance of
convertible notes with provisions that allow the holder to convert
the debt and accrued and unpaid interest at substantial discounts
to the trading the price of our common stock and through factored
promissory notes secured by substantially all of the assets of our
operating subsidiary. The effect of the conversions for the three
months ended April 30, 2020 and 2019, respectively, for the
convertible notes has been to substantially dilute existing holders
of common stock of our Company. However, there is no assurance
that management will be successful in being able to continue to
obtain additional funding. The financial statements do not include
any adjustments that might result from the outcome of this
uncertainty."
A copy of the Form 10-Q is available at:
https://is.gd/VwIkjQ
The 4LESS Group, Inc. operates as an e-commerce auto and truck
parts sales company. It offers exhaust systems, suspension systems,
wheels, tires, stereo systems, truck bed covers, and shocks. The
company is headquartered in Las Vegas, Nevada.
60 91ST STREET: Trustee Hires Rosewood, Maltz Auctions as Brokers
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Heidi Sorvino, the Chapter 11 trustee for 60 91st Street Corp.,
seeks authority from the U.S. Bankruptcy Court for the Southern
District of New York to hire real estate brokers Rosewood Realty
Group and Maltz Auctions, Inc.
The brokers will market and sell substantially all of Debtor's
assets, consisting primarily of real properties located at 60 West
91st St., N.Y.
The brokers will receive compensation in the form of a buyer's
premium.
If the assets are sold to Debtor's lender, the buyer's premium will
be 1 percent in the aggregate of the gross sales price, inclusive
of expenses, and Rosewood will get 65 percent of the total buyer's
premium while Maltz Auctions will get 35 percent.
If the assets are sold to a third party other than the lender,
Rosewood will get 3 percent while the other broker will receive one
and a half percent of the gross sales price, inclusive of expenses.
Rosewood and Maltz Auctions are both "disinterested" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firms can be reached through:
Greg Corbin
Rosewood Realty Group
38 E 29th St 5th floor
New York, NY 10016
Phone: +1 212-359-9900
-- and --
Richard B. Maltz
Maltz Auctions, Inc.
39 Windsor Place
Central Islip, NY 11722
Phone: 516-349-7022
Fax: 516-349-0105
info@MaltzAuctions.com
About 60 91st Street Corp.
60 91st Street Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-10338) on Feb. 4,
2020, listing under $1 million in both assets and liabilities.
Debtor has tapped Tenille Lewis, Esq., as its bankruptcy attorney.
Heidi Sorvino is Debtor's Chapter 11 trustee. The trustee is
represented by White and Williams LLP.
6TH & CENTER: Taps Newmark Moses as Real Estate Broker
------------------------------------------------------
6th & Center, LLC received approval from the U.S. Bankruptcy Court
for the Eastern District of Arkansas to hire Newmark Moses Tucker
Partners as its real estate broker.
The firm will assist in the sale of Debtor's property located at
527 Center St., Little Rock, Ark.
Newmark will receive a 6 percent commission if the property is
sold.
J. Fletcher Hanson, a real estate agent at Newmark, disclosed in a
court filing that the firm and its agents are "disinterested" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
J. Fletcher Hanson
Newmark Moses Tucker Partners
200 River Market Avenue, Suite 501
Little Rock, AR 72201
Phone: 501.376.6555
Email: fhanson@newmarkmtp.com
Email: sburkhead@newmarkmtp.com
About 6th & Center LLC
6th & Center is a single asset real estate as defined in 11 U.S.C.
Section 101(51B). It owns a building located at 6th & Center St.,
Little Rock, Ark., having an appraised value of $1.4 million.
6th & Center filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Ark. Case No. 20-12694) on
June 23, 2020. In the petition signed by Danny Brickey, member and
authorized representative, Debtor disclosed $1,475,100 in assets
and $906,701 in liabilities. James F. Dowden, P.A. is Debtor's
legal counsel.
A.R.M. OPCO: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: A.R.M. OPCO Inc.
DBA The American Road Machinery Company
3026 Saratoga Ave SW
Canton, OH 44706-2236
Business Description: A.R.M. OPCO Inc. --
https://www.toughequipment.com -- is an
equipment manufacturer in Canton, Ohio, with
the latest in CNC burning and forming
capabilities, assembly bays, finishing and
painting systems all coupled with 3D
computer-aided design. The company
manufactures TerrainPro M3, vacuum leaf,
snow & ice control, dump trucks, oil & gas
equipment, septic & pressure vessels,
grappler trucks, and parts & service.
Chapter 11 Petition Date: August 20, 2020
Court: United States Bankruptcy Court
Northern District of Ohio
Case No.: 20-61308
Judge: Hon. Russ Kendig
Debtor's Counsel: Anthony J. DeGirolamo, Esq.
ANTHONY J. DEGIROLAMO, ATTORNEY AT LAW
3930 Fulton Dr., Ste. 100B
Canton, Ohio 44718
Tel: (330) 305-9700
FaX: (330) 305-9713
E-mail: tony@ajdlaw7-11.com
ajdlaw@sbcglobal.net
Debtor's
Special
Counsel: TZANGAS PLAKAS & MANNOS LTD.
Total Assets: $4,270,274
Total Liabilities: $10,680,090
The petition was signed by William T. Blackerby Jr., 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://www.pacermonitor.com/view/Q5TEOEY/ARM_OPCO_Inc__ohnbke-20-61308__0001.0.pdf?mcid=tGE4TAMA
AAC HOLDINGS: Seeks to Hire Deloitte to Provide Tax Services
------------------------------------------------------------
AAC Holdings, Inc. and its affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to hire Deloitte Tax,
LLP to provide tax services.
Deloitte Tax will provide the following services:
(i) 2018-2019 Tax Consulting Engagement Letter. Pursuant to
the terms of the 2018-2019 Tax Consulting Engagement Letter,
Deloitte Tax will provide tax advisory services for the Debtors
through the year ended December 31, 2019 in connection with
federal, foreign, state, and local tax matters, including
assistance with examinations by federal, state, and local tax
authorities, on an as-requested basis.
(ii) Tax Advisory Work Order. Pursuant to the terms of the
2018-2019 Tax Consulting Engagement Letter and the Tax Advisory
Work Order, Deloitte Tax will provide tax advisory services for the
tax years ended Dec. 31, 2017, 2018, and 2019. In addition, the
firm will compute certain federal income tax depreciation amounts.
Deloitte Tax will also provide tax advisory services related to the
Debtors' QIP for the taxable year ended Dec. 31, 2019, which
includes the analysis of the impact of The Coronavirus Aid, Relief,
and Economic Security Act and the technical correction regarding
QIP.
(iii) Tax Refund Study Work Order. Pursuant to the terms of the
2018-2019 Tax Consulting Engagement Letter and the Tax Refund Study
Work Order, Deloitte Tax will assist Debtors in identifying
potential sales, use, telecommunication, and excise tax
overpayments that have been incurred on Debtors' purchases and
assist Debtors in preparing vendor or taxing jurisdiction refund
requests. The firm will summarize its findings in a report, which
will be provided to Debtors for their review and consideration.
(iv) 2020-2021 Tax Consulting Engagement Letter. Pursuant to
the terms of the 2020-2021 Tax Consulting Engagement Letter,
Deloitte Tax will provide tax advisory services for Debtors during
the period through Dec. 31, 2021 in connection with federal,
foreign, state, and local tax matters on an as-requested basis.
(v) Tax Provision Work Order. Pursuant to the terms of the
2020-2021 Tax Consulting Engagement Letter and the Tax Provision
Work Order, Deloitte Tax will provide tax advisory services in
connection with the calculation of Debtors' income tax provision
under the provisions of Accounting Standards Codification 740,
Income Taxes (ASC 740) for the year ended Dec. 31, 2019 and the
interim periods ended March 31, 2020, June 30, 2020 and ending Sep.
30, 2020.
(vi) 2019 Tax Compliance Engagement Letter. Pursuant to the
terms of the 2019 Tax Compliance Engagement Letter, Deloitte Tax
will assist Debtors with the preparation of their 2019 federal and
state income tax returns. In addition, the firm will assist Debtors
with the calculation of amounts of extension payments and the
preparation of the extension requests for the 2019 federal and
state income tax returns. It will also assist Debtors in the
calculation of their 2020 quarterly estimated tax payments, as
needed.
(vii) Tax Restructuring Engagement Letter. Pursuant to the terms
of the Tax Restructuring Engagement Letter, Deloitte Tax will
provide certain services for the Debtors in connection with their
restructuring, as follows:
a. advise Debtors as they consult with their legal counsel
and financial advisors on the cash tax effects of restructuring and
bankruptcy and the post-restructuring tax profile, including plan
of reorganization tax costs. This will include gaining an
understanding of Debtors' financial advisors' valuation model and
disclosure model to consider the tax assumptions contained
therein;
b. advise the Debtors regarding the restructuring and
bankruptcy emergence process from a tax perspective, including the
tax work plan;
c. advise Debtors on the cancellation of debt income for
tax purposes under Internal Revenue Code (IRC) Section 108;
d. advise Debtors on post-bankruptcy tax attributes (tax
basis in assets, tax basis in subsidiary stock and net operating
loss carryovers) available under the applicable tax regulations and
the reduction of such attributes based on Debtors' operating
projections, including a technical analysis of the effects of
Treasury Regulation Section 1.1502-28 and the interplay with IRC
sections 108 and 1017;
e. advise Debtors on potential effect of the alternative
minimum tax in various post-emergence scenarios;
f. advise Debtors on the effects of tax rules under IRC
sections 382(l)(5) and (l)(6) pertaining to the post-bankruptcy net
operating loss carryovers and limitations on their utilization,
including Debtors' ability to qualify for IRC section 382(l)(5);
g. advise Debtors on net built-in gain or net built-in
loss position at the time of "ownership change" (as defined under
IRC section 382), including limitations on use of tax losses
generated from post-restructuring or post-bankruptcy asset or stock
sales;
h. advise Debtors as to the proper treatment of
post-petition interest for state and federal income tax purposes;
i. advise Debtors as to the proper state and federal
income tax treatment of pre-bankruptcy and post-petition
reorganization costs including restructuring-related professional
fees and other costs, the categorization and analysis of such
costs, and the technical positions related thereto;
j. advise Debtors in their evaluation and modeling of the
effects of liquidating, disposing of assets, merging or converting
entities as part of the restructuring, including the effects on
federal and state tax attributes, state incentives, apportionment
and other tax planning;
k. advise Debtors on state income tax treatment and
planning for restructuring or bankruptcy provisions in various
jurisdictions including cancellation of indebtedness calculation,
adjustments to tax attributes and limitations on tax attribute
utilization;
l. advise Debtors on how to respond to tax notices and
audits from various taxing authorities;
m. assist Debtors in identifying potential tax refunds and
advise them on procedures for tax refunds from tax authorities;
n. advise Debtors on income tax return reporting of
bankruptcy issues and related matters;
o. advise Debtors in their review and analysis of the tax
treatment of items adjusted for financial reporting purposes as a
result of "fresh start" accounting as required for the emergence
date of the U.S. financial statements in an effort to identify the
appropriate tax treatment of adjustments to equity (including
issuance of new equity, options or warrants), and other tax basis
adjustments to assets and liabilities recorded;
p. advise Debtors regarding other state and federal income
tax questions that may arise in the course of Deloitte Tax's
engagement;
q. advise Debtors in their efforts to calculate the tax
basis in the stock in each of their subsidiaries or other entity
interests;
r. give advice regarding whether the stock in Debtors is a
U.S. real property interest (USRPI) pursuant to the Foreign
Investment in Real Property Tax Act of 1980 (FIRPTA), including
fair market value USRPI calculations and USRPI testing with respect
to the post-petition balance sheet;
s. assist Debtors in preparing FIRPTA notices or
statements and other potential FIRPTA related disclosures; and
t. assist in documenting, as appropriate, the tax
analysis, development of Debtors' opinions, recommendations,
observations, and correspondence for any proposed restructuring
alternative tax issue or other tax matter.
Pursuant to the terms of the 2018-2019 Tax Consulting Engagement
Letter, the Tax Advisory Work Order, and the Addendum, Deloitte Tax
will be paid a fixed fee of $45,000 for the services performed
under the Tax Advisory Work Order.
Pursuant to the terms of the 2020-2021 Tax Consulting Engagement
Letter and the Tax Provision Work Order, Debtors and Deloitte Tax
agreed to an hourly billing arrangement as follows:
Partner/Principal/ Managing Director $690
Senior Manager $610
Manager $520
Senior Staff $400
Staff $310
Deloitte Tax will bill Debtors a fixed fee of $148,800 pursuant to
the terms of the 2019 Tax Compliance Engagement Letter.
Meanwhile, Debtors and Deloitte Tax agreed to an hourly billing
arrangement for the services to be performed pursuant to the terms
of the Tax Restructuring Engagement Letter as follows:
Hourly Rates for
Hourly National Tax and
Rates Restructuring
Specialists
Partner, Principal or
Managing Director $980 $1,020
Senior Manager $870 $920
Manager $730 $790
Senior $610 $670
Staff $500 $550
Deloitte Tax 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:
Francis Bedard
Deloitte Tax LLP
30 Rockefeller Plaza
New York, NY 10112
Tel: 1-212-492-4000
About AAC Holdings
AAC Holdings, Inc. and its affiliates provide inpatient and
outpatient substance use treatment services for individuals with
drug addiction, alcohol addiction and co-occurring mental or
behavioral health issues. They also provide clinical diagnostic
laboratory services and provide physician services to clients.
AAC Holdings and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-11648) on
June 20, 2020. Debtors disclosed that they had $449.35 million in
assets and $517.40 million in liabilities as of Feb. 29, 2020.
Judge John T. Dorsey oversees the cases.
Debtors have tapped Greenberg Traurig, LLP as their bankruptcy
counsel, Chipman Brown Cicero & Cole, LLP as conflicts counsel, and
Cantor Fitzgerald as investment banker. Donlin, Recano & Company,
Inc. is Debtors' notice, claims and balloting agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed a committee of
unsecured creditors. The committee is represented by Cole Schotz
P.C.
ACI WORLDWIDE: Egan-Jones Upgrades Senior Unsecured Ratings to B+
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 11, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by ACI Worldwide Incorporated to B+ from B.
Headquartered in Naples, Florida, ACI Worldwide, Incorporated
develops, markets, and supports software products for the global
electronic funds transfer market.
ADVANCED MICRO: S&P Raises ICR to 'BB+'; Outlook Stable
-------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Santa Clara,
Calif.-based semiconductor firm Advanced Micro Devices Inc. (AMD)
to 'BB+' from 'BB', reflecting improving profitability and scale as
well as a conservative balance sheet with low financial leverage
and strong liquidity. The outlook is stable.
S&P is also raising its issue-level rating on AMD's senior
unsecured debt to 'BB+' from 'BB' and affirming its 'BBB-'
issue-level rating on the firm's senior secured revolving credit
facility. The recovery ratings are unchanged at '3' and '1',
respectively.
"We are revising our view of the firm's business risk profile to
fair from weak, reflecting an improving competitive position
evidenced by sustained and defensible market share gains in CPU
markets," S&P said.
AMD has increased its share of mobile and desktop CPU markets for
11 consecutive quarters; S&P estimates the firm's market share for
both mobile and desktop CPUs has reached nearly 20% on a unit
basis. Furthermore, the firm obtained its goal of 10% market share
in enterprise server CPUs in the past quarter, up from nearly no
presence at all just three years ago.
"While we believe that continued share gains from this point will
be more challenging and expect the pace of growth to slow over
time, a compelling product roadmap should make the company's
current competitive position sustainable and support double-digit
revenue growth over the next 12 months," S&P said.
The launch of Zen 3 CPUs later this year, particularly the Milan
server processor, will continue to entrench the company's share
gains and differentiate offerings from Intel's, which has struggled
to keep pace with AMD's Taiwan Semiconductor Manufacturing Co.
Ltd.-supported node progression. Nevertheless, S&P expects Intel to
remain a formidable competitor and to retain majority share in both
PC and server markets over the longer term. The rating agency
continues to believe that sustained share gains in graphics
processing unit (GPU) markets will remain elusive because Nvidia
remains dominant in deep learning applications and other GPU
datacenter markets, but the fourth quarter launch of the 7
nanometer RDNA 2 offering should shore up AMD's position in PC
gaming applications.
Greater scale and better competitiveness in high average selling
price (ASP) premium products have led to substantial improvements
in margins and cash generation, which S&P expects to continue.
AMD's EBITDA margins have expanded to 19% for the last 12 months
ended June 27, 2020, up 740 basis points year over year, largely
due to ongoing strength and competitiveness in higher ASP premium
PC markets as well as improving scale. S&P expects margins to
improve moderately to about 20% in 2020 if the company sustains its
growth trajectory, but operating expense growth will limit margins
to the low 20% area over the next 12-24 months as the company
invests in research and development (R&D) to support growth against
its two much larger competitors. Free cash flow continued to grow
in the first half of 2020 due to the increase in EBITDA margins and
limited working capital consumption--in spite of a return to more
rapid revenue growth. S&P expects free cash flow to remain positive
going forward, reaching approximately $600 million in 2020 and
approaching $900 million in 2021.
Accelerated debt repayment, improving cash generation, and
conservative financial policies underpin considerable balance sheet
strength. AMD repaid $965 million of debt over the past 18 months,
reducing its outstanding debt principal balance to $563 million
from $1.5 billion, while a return to positive free cash flow
enabled the firm to grow cash balances to over $1.7 billion.
"We expect cash balances to remain strong through 2020 even during
inventory build up in support of strong top-line growth, and we
believe the firm's conservative financial policy will keep leverage
at a net cash position due to surplus cash adjustments. We do not
foresee material further debt repayment because of both low gross
leverage and a lack of additional callable notes in the firm's
capital structure," S&P said.
Although S&P expects management to eventually seek to return
capital to shareholders, growing cash generation should enable the
firm to do so without weakening the balance sheet.
"The stable outlook on AMD reflects our view that a compelling
product pipeline and support from foundry partners will support
further market share gains in high-end consumer and server CPU
markets, enabling the company to sustain its above-industry revenue
growth into 2021 even as semiconductor and PC markets remain
volatile," S&P said.
S&P forecasts credit metrics to remain strong, supported by the
firm's consistently conservative balance sheet management. It
further expects the company will generate growing free cash flow on
improving profitability and limited further growth in inventory
levels.
"Although unlikely over the next 12 months, we would look to
continued double-digit revenue and free cash flow growth along with
further market share gains against Intel and sustained share
against Nvidia as primary factors for an upgrade to an investment
grade 'BBB-' rating. We would also look for further EBITDA margin
expansion as well as net leverage remaining below 1x and a
continued commitment to a conservative financial policy as
additional support for a potential upgrade," S&P said.
"We could lower the rating on AMD if the firm's Zen architecture
CPUs and Navi GPUs lost traction in the market and the firm's
market share growth stalled or reversed over the next year, leading
to declining revenue and weakening margins as the firm invests in
R&D to support new product launches. Although less likely in our
view, increasing leverage from aggressive shareholder returns or
debt-funded acquisitions could also lead to a downgrade. We would
view net leverage sustained over 2x as a potential catalyst for a
downgrade," the rating agency said.
ALIMERA SCIENCES: Has $2.5M Net Loss for Quarter Ended June 30
--------------------------------------------------------------
Alimera Sciences, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $2,546,000 on $10,038,000 of net revenue
for the three months ended June 30, 2020, compared to a net loss of
$5,038,000 on $10,855,000 of net revenue for the same period in
2019.
At June 30, 2020, the Company had total assets of $49,094,000,
total liabilities of $56,624,000, and $7,530,000 in total
stockholders' deficit.
Alimera Sciences said, "To date, the Company has incurred recurring
losses and negative cash flow from operations and has accumulated a
deficit of $391,314,000 from inception through June 30, 2020. As
of June 30, 2020, the Company had approximately $13,496,000 in cash
and cash equivalents. The Company's ability to avoid depleting its
cash depends upon its ability to maintain revenue and contain its
expenses. Should the impact of the COVID-19 pandemic be extended,
the Company has plans in place to reduce its expenses further in
the future.
"Further, the Company must maintain compliance with the debt
covenants of its $45,000,000 Loan and Security Agreement with Solar
Capital Ltd., as amended. In management's opinion, the uncertainty
regarding future revenues raises substantial doubt about the
Company's ability to continue as a going concern without access to
additional debt and/or equity financing over the course of the next
twelve months.
"To meet the Company's future working capital needs, the Company
may need to raise additional debt or equity financing. While the
Company has from time to time been able to raise additional capital
through issuance of equity and/or debt financing, and while the
Company has implemented a plan to control its expenses to satisfy
its obligations due within one year from the date of issuance of
these Interim Financial Statements, the Company cannot guarantee
that it will be able to maintain debt compliance, raise additional
equity, contain expenses, or increase revenue. Accordingly, there
is substantial doubt about the Company's ability to continue as a
going concern within one year after these Interim Financial
Statements are issued."
A copy of the Form 10-Q is available at:
https://is.gd/u6fS0z
Alimera Sciences, Inc., is an Alpharetta, Georgia-based
pharmaceutical company that specializes in the research,
development and commercialization of prescription ophthalmic
pharmaceuticals. The company is focused on diseases affecting the
back of the eye, or retina.
ALLEGHENY TECHNOLOGIES: Moody's Lowers CFR to B2, Outlook Stable
----------------------------------------------------------------
Moody's Investors Service downgraded Allegheny Technologies
Incorporated's Corporate Family Rating (CFR) and Probability of
Default ratings to B2 and B2-PD respectively from B1 and B1-PD
respectively, the senior unsecured ratings to B3 from B2 and the
shelf rating for senior unsecured debt to (P)B3 from (P)B2. The
senior unsecured rating for Allegheny Ludlum Corporation was
downgraded to B3 from B2. ATI's speculative grade liquidity rating
was unchanged at SGL-2. The outlook is stable.
"The ratings downgrade reflects the negative impact of the spread
of the coronavirus on many of ATI's end-markets, specifically
aerospace and oil & gas, which account for more than 60% of sales
and will result in a deterioration in the company's operating
performance and metrics in 2020 with only gradual improvement
expected over the next 2 years" said Carol Cowan, Moody's Senior
Vice President and lead analyst for ATI.
Downgrades:
Issuer: Allegheny Ludlum Corporation
Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD4)
from B2 (LGD4)
Issuer: Allegheny Technologies Incorporated
Corporate Family Rating, Downgraded to B2 from B1
Probability of Default Rating, Downgraded to B2-PD from B1-PD
Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD4)
from B2 (LGD4)
Senior Unsecured Shelf, Downgraded to (P)B3 from (P)B2
Outlook Actions:
Issuer: Allegheny Ludlum Corporation
Outlook, Remains Stable
Issuer: Allegheny Technologies Incorporated
Outlook, Remains Stable
RATINGS RATIONALE
The rapid and widening 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. The combined credit effects
of these developments are unprecedented. The commercial aviation,
automotive and energy sectors are amongst sectors most
significantly affected by the shock given the exposure to declining
passenger traffic, travel restrictions and sensitivity to consumer
demand and sentiment. ATI has substantial exposure to the aerospace
and defense sector which accounts for more than 50% of revenue in
addition to having exposure to the Oil & Gas sector which accounts
for more than 10% of revenue, making the company vulnerable to the
material drop in airframe and aero engine build and production
rates as well as the decline in drilling activity across these two
industries. Moody's regards the coronavirus outbreak as a social
risk under its ESG framework, given the substantial implications
for public health and safety. Overall, the action reflects the
broad deterioration in the credit quality that the impact of the
coronavirus has caused.
ATI's B2 CFR reflects the company's strong position as a leading
producer of specialty titanium and titanium alloys, nickel-based
alloys and super alloys serving a wide range of end markets
including aerospace and defense, automotive, Oil & Gas, medical,
electronics, and many others. The company benefits from long term
agreements (LTA's) with many of its customers across the airframe,
aero engine, defense and medical markets. However, despite these
favorable market attributes, the duration of recovery time remains
uncertain and is expected to be extended in the aerospace and Oil &
Gas industries, although ATI is more exposed to the offshore
markets in this industry.
The company's operating performance began to deteriorate through
the second quarter of 2020 ending June 30th driven by the
curtailments in aerospace production rates, ongoing issues related
to the grounding of the Boeing 737 Max, slowing in drilling
activity, and reduced non-essential surgery volumes resulting in a
near 20% drop in revenues and a 37% reduction in Moody's Adjusted
EBITDA to $77 million from $111 million in the first quarter of
2020. While recovery is expected to slowly pick up in the
electronics, general industry and medical sectors (given the need
to clear inventory) in the 2nd half of 2020 the recovery in
aerospace is expected to be protracted over a period of several
years. Overall, improvement in end markets is expected to be
erratic.
Given the decline in earnings in the second quarter, ATI's
debt/EBITDA (including Moody's standard adjustments for pension and
leases) increased to 5.3x through June 2020 LTM up from 4.4x at the
end of fiscal year 2019. Based upon an assumed 50% reduction in
EBITDA in 2020 relative to 2019, Moody's expects leverage to be
near 10x by the end of 2020 and to remain elevated for the B2 CFR
well into 2021. However, the ratings are supported by the company's
good liquidity profile, expectation for free cash flow generation,
and absence of material debt maturities in the near term.
In response to the coronavirus, the company has outlined $140
million to $160 million in expense reductions of which 40% to 50%
are expected to be permanent going forward. The company is expected
to generate positive free cash flow in 2020 on working capital
benefits and the reduction of inventory.
ATI like others in its industry faces numerous ESG risks including
strict environmental regulations pertaining to emissions and waste
management in addition to having 40% of its workforce covered by
various collective bargaining agreements (CBA). The company
extended its most recent labor agreement with the United
Steelworkers (USW), which covers approximately 1,500 employees
until February 2021.
The SGL-2 Speculative Grade Liquidity rating considers the
company's good liquidity profile. The company's liquidity profile
is composed of $539 million in cash at June 30, 2020 and an undrawn
$500 million asset backed revolving credit facility (ABL). After
redeeming 71% of the 2022 convertible notes the company does not
have any major maturities until 2023.
The stable outlook incorporates expectations that ATI's operating
performance will show very gradual improvement through the next
twelve months driven by improvements in the electronics, medical,
and industrial sectors together with good performance in defense.
The outlook also anticipates that improvement in aerospace, which
provides more value-added revenues, will be over a prolonged period
given slowing in airframe build rates, particularly at Boeing and
inventory destocking by the aero engine manufacturers. Also
included in the outlook is the expectation that the company will
maintain a balanced approach to its capital spending and maintain
ample liquidity.
The B3 rating on ATI's senior unsecured instruments reflects the
effective subordination of unsecured debt in the capital structure
relative to the ABL facility and the Term Loan. The senior
unsecured debt at Allegheny Ludlum (guaranteed by ATI) has the same
rating as the senior unsecured debt at ATI given the high level of
interdependence between the operations. The instruments are also
considered to be at parity given the significantly higher asset
values of ATI relative to the asset value of Allegheny Ludlum and
the view that given the operating interdependence, ATI would
support Allegheny Ludlum.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Though a rating upgrade is unlikely in the near term, ATI's rating
could be upgraded if the company demonstrates the ability to
sustain EBIT/interest above 2x, debt/EBITDA below 5x and an
adjusted EBIT margin above 8%.
The rating could be downgraded if liquidity, measured as cash plus
revolver availability, evidences a material deterioration.
Furthermore, downward rating pressure could materialize if the
slowdown in aerospace is extended (beyond 2 to 3 years currently
suggested) and customers further cut back on orders.
Quantitatively, ratings could be downgraded if the adjusted EBIT
margin is expected to be sustained below 3%, CFO less
dividends/debt is sustained below 10% or free cash flow is
negative.
Headquartered in Pittsburgh, Pennsylvania, ATI is a diversified
producer and distributor of components and specialty metals such as
titanium and titanium alloys, nickel-based alloys and stainless and
specialty steel alloys. The company operates through two segments:
High Performance Materials and Components and Advanced Alloys &
Solutions. Revenues for the twelve months ended June 30, 2020 were
$3.8 billion.
The principal methodology used in these ratings was Steel Industry
published in September 2017.
AMC ENTERTAINMENT: Says Substantial Going Concern Doubt Exists
--------------------------------------------------------------
AMC Entertainment Holdings, Inc., filed its quarterly report on
Form 10-Q, disclosing a net loss of $2,176 million on $942 million
of total revenues for the three months ended March 31, 2020,
compared to a net loss of $130 million on $1,200 million of total
revenues for the same period in 2019.
At March 31, 2020, the Company had total assets of $11,238 million,
total liabilities of $12,312 million, and $1,074 million in total
stockholders' deficit.
The Company disclosed that substantial doubt exists about its
ability to continue as a going concern for a reasonable period of
time.
The Company said, "While we have used our best estimates based on
currently available information, we cannot assure the reader that
our assumptions used to estimate our liquidity requirements will be
correct—including but not limited to attendance, food and
beverage revenues, rent relief, cost savings, and capital
expenditures—because we have never previously experienced a
complete cessation of our operations, and as a consequence, our
ability to be predictive is uncertain. If we do not recommence
operations within our estimated timeline, we will require
additional capital and may also require additional financing if,
for example, our operations do not generate the expected revenues
or a recurrence of COVID-19 were to cause another suspension of
operations. Such additional financing may not be available on
favorable terms or at all. Due to these factors, substantial doubt
exists about our ability to continue as a going concern for a
reasonable period of time."
A copy of the Form 10-Q is available at:
https://is.gd/PJvLJS
AMC Entertainment Holdings, Inc., through its subsidiaries, is in
the theatrical exhibition business in the U.S. The Leawood,
Kansas-based Company currently operates over 1,006 theatres with
approximately 11,046 screens globally.
AMERICAN FEDERATED: A.M. Best Affirms B(Fair) Fin. Strength Rating
------------------------------------------------------------------
AM Best has affirmed the Financial Strength Rating of B (Fair) and
the Long-Term Issuer Credit Ratings of "bb" of American Federated
Insurance Company (AFIC) and American Federated Life Insurance
Company (AFLIC). The outlook of these Credit Ratings (ratings) is
stable. Both companies are known collectively as American Federated
Insurance Companies and are domiciled in Flowood, MS.
The ratings of AFIC reflect its balance sheet strength, which AM
Best categorizes as very strong, as well as its strong operating
performance, limited business profile, and marginal enterprise risk
management (ERM). The ratings also reflect drag from the parent
holding company, First Tower Finance Company LLC (First Tower
Finance).
The ratings of AFLIC reflect its balance sheet strength, which AM
Best categorizes as very strong, as well as its adequate operating
performance, limited business profile, and marginal ERM. The
ratings also reflect drag from the parent holding company, First
Tower Finance.
The American Federated Insurance Companies are indirect,
wholly-owned subsidiaries of First Tower Finance, a multiline
specialty finance company. Prospect Capital Corporation [NASDAQ:
PSEC], a publicly-traded closed-end investment company, indirectly
owns an 80.1% majority interest in First Tower Finance and its
subsidiaries.
AFIC provides credit insurance coverage on collateralized personal
loans originated by the consumer finance subsidiaries of First
Tower Finance, and involuntary unemployment insurance.
AFLIC provides credit life and credit accident and health insurance
coverages for individuals that have personal loans originated by
the consumer finance subsidiaries of First Tower Finance. Given the
products offered by the two companies, AM Best will continue to
monitor the potential effects of COVID-19 and the macroeconomic
environment on the business profiles and operations of AFIC and
AFLIC.
The drag to the ratings of AFIC and AFLIC reflects the considerable
financial leverage with a deficit in members' equity at First Tower
Finance, stemming from a 2014 transaction involving the return of
First Tower Finance's capital to its members.
AMERICAN INTERNATIONAL: Needs More Capital to Remain Going Concern
------------------------------------------------------------------
American International Holdings Corp. filed its quarterly report on
Form 10-Q, disclosing a net loss of $129,912 on $3,410,015 of
revenues for the three months ended March 31, 2020, compared to a
net loss of $23,810 on $15,241 of revenues for the same period in
2019.
At March 31, 2020, the Company had total assets of $1,979,507,
total liabilities of $2,475,801, and $496,294 in total
stockholders' deficit.
American International said, "The Company has a net loss of
$129,912 for the three months ended March 31, 2020, and an
accumulated deficit of $3,349,680 as of March 31, 2020. The
ability to continue as a going concern is dependent upon the
Company generating profitable operations in the future and/or to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from normal business operations when they
come due. These financials do not include any adjustments relating
to the recoverability and reclassification of recorded asset
amounts, or amounts and classifications of liabilities that might
result from this uncertainty. There can be no assurance that the
Company will become commercially viable without additional
financing, the availability and terms of which are uncertain. If
the Company cannot secure necessary capital when needed on
commercially reasonable terms, its business, condition (financial
and otherwise) and commercial viability may be harmed. Although
management believes that it will be able to successfully execute
its business plan, which includes third party financing and the
raising of capital to meet the Company's future liquidity needs,
there can be no assurances in this regard. These matters raise
substantial doubt about the Company's ability to continue as a
going concern."
A copy of the Form 10-Q is available at:
https://is.gd/Hf7lry
American International Holdings Corp., a holding company, operates
in the health, wellness, medical spa, fashion, and auxiliary
industries in the United States and internationally. The company
operates medical spa and wellness clinic that offers wellness
services, including anti-aging, weight loss, and skin rejuvenation
treatments. It also provides various general contracting services,
such as remodeling, general construction, and interior finish
services. In addition, the company retails vitamin and nutritional
supplements, protein powders, pre-workout powders, and post-workout
supplement, as well as offers nutritional and weight loss plans.
American International Holdings Corp. is headquartered in Addison,
Texas.
ANTERO MIDSTREAM: Fitch Affirms B LongTerm IDR, Outlook Negative
----------------------------------------------------------------
Fitch Ratings has affirmed Antero Midstream Partners, LP's
Long-Term Issuer Default Rating at 'B', senior secured revolving
credit facility at 'BB'/'RR1', and senior unsecured ratings at
'B+'/'RR3'. Fitch has also affirmed Antero Midstream Finance
Corporation's (AMFC) senior unsecured rating at 'B+'/ 'RR3'. AMFC
is a co-issuer of AM's senior unsecured notes.
The rating has been removed from Rating Watch Negative (RWN) and
IDR of AM has been assigned a Negative Outlook.
The removal of RWN and assignment of a Negative Outlook reflects
similar rating action at Antero Resources Corporation (AR,
B/Negative), AM's associate and primary counterparty. Fitch
affirmed AR's IDR at 'B', removed it from RWN and assigned a
Negative Outlook to reflect AR's recent traction on asset sales,
which, in conjunction with the convertible issuance, has increased
the ability of the company to address the nearest part of its
maturity wall. AR has completed $751 million of its proposed $750
million - $1.0 billion asset sales program and completed the first
part of its $525 million tender for 2021-2023 maturities. Natural
gas and NGL prices have also risen in line with improving
fundamentals. While these measures have pushed out concerns about
refinancing in the near term, there are still concerns about the
ability to de-risk the balance sheet over the longer term, which is
driving the Negative Outlook.
The ratings for AM reflect its strong credit linkage with AR. AM
derives substantially all of its revenues from AR. The ratings also
take into account higher than historical leverage at AM, although
it is supported by fee-based and fixed-priced contracts that limit
commodity price exposure and provide some volume protection in the
form of minimum volume commitments. Counterparty concentration and
its single-basin gathering and processing focus are Fitch's key
concerns and raise the possibility of an outsized event risk should
there be an operating, production, or financial issue at AR.
The Negative Outlook at AM will be resolved in conjunction with
that of AR.
KEY RATING DRIVERS
Counterparty Credit Risk: AM's ratings are the same as AR's ratings
given AR is its primary counterparty. AM derives substantially all
of its revenues and EBITDA from AR and is expected to continue to
do so over Fitch's forecast horizon. AR has dedicated the rights
for gathering, compression and processing, and water delivery and
handling services to AM on a long-term, fixed-fee basis with
material minimum volume commitments. Fitch believes AM's major
business risk is operational or financial distress at AR, and the
equalization of the ratings reflects this.
Long-Term Contracts; Consistent Cash flow: AM's operations are
supported by long-term contracts with AR. AM has committed to
long-term fixed-fee agreements to provide gathering, compression
and processing services and water services to AR through 2034 and
2035, respectively. AM will provide AR these services at fixed
fees, limiting AM's commodity price sensitivity. AR has provided AM
with minimum volume commitments for some of these services, which
provides AM a significant amount of downside protection.
In December 2019, AM and AR agreed for a growth incentive program
whereby AM will provide fee reductions to AR from 2020 through
2023, subject to AR achieving volumetric growth targets on low
pressure gathering. The agreement also includes the extension of
the gathering and compression contract for four additional years,
from 2034 to 2028. The high pressure gathering and fresh water
delivery fees remain unchanged.
AR has also dedicated all of its current and future acreage in West
Virginia, Ohio and Pennsylvania to AM with an option to gather,
compress and provide water service to any future acreage acquired
by AR. AR has agreed to provide AM the right of first offer (ROFO)
for any gas processing or NGL fractionation, transportation or
marketing services needed by AR. AR has provided a similar ROFO for
freshwater delivery services.
AM also currently provides processing and fractionation services
under fixed-fee agreements to AR through its 50/50 joint venture
(JV) with MPLX LP (BBB/Negative). The ROFO for processing and
fractionation is for acreage outside that dedicated to the current
processing and fractionation JV. AM's fixed-fee contracts are
expected to provide continued consistent cash flow and earnings
growth for AM over the next several years.
Leverage Trending Higher: AM has historically maintained low
leverage and strong interest and distribution coverage relative to
midstream peers. Leverage is expected to tick up to 3.5x-4.0x over
2020-2021. Distribution coverage is expected to decline to 1.1x
through 2021 assuming flat annual distribution. Fitch believes
leverage is critical to AM's credit profile due to the company's
limited counterparty and geographic diversity.
Limited Geographic Diversity/Customer Concentration: AM's business
line and geographic diversity are limited with a strong focus on
AR's production in the Marcellus. Fitch expects AR's volumes to
show minimal growth over the rating horizon, which will affect AM.
Fitch typically views single-basin, single-counterparty midstream
service providers like AM as having exposure to outsized event
risk, which could be triggered by an operating issue at AR or any
production difficulties in the Marcellus and Utica region.
Simplification Provides Modest Benefit: In March 2019, the owner of
AM's general partner Antero Midstream GP LP (AMGP) and sponsor AR
completed simplification of its midstream structure and conversion
to a C-corp structure for the combined partnerships. Under the
terms of the simplification agreement, AMGP has acquired 100% of AM
for a combination of units and cash and converted to a corporate
structure with a majority of its Board of Directors being
independent directors. Following the share repurchase in 2019, AR
now owns 28% of the new AM.
Fitch's ratings for AM consider the transaction's modest financial
benefits as the simplification has done away with the AM's
incentive distribution rights, which had inflated its cost of
equity capital. Additionally, the transaction opens the partnership
to more institutional investor for its equity as a C-corp. Fitch
also expects AR to remain AM's main customer and primary provider
of revenue and cash flow.
ESG Consideration: AM has a relevance score of 4 for Group
Structure and Financial transparency as even with its
simplification, it still possesses complex group structure, with
significant related party transactions and ownership concentration.
This has a negative impact on the credit profile and is relevant to
the rating in conjunction with other factors.
DERIVATION SUMMARY
AM's ratings reflect its strong strategic and operating ties to its
primary counterparty AR. AR controls the activities that most
significantly impact AM's economic performance, and Fitch expects
AR to provide the majority of AM's revenues and EBITDA, thereby
remaining the primary driver behind AM's ability to service its
obligations.
AM exhibits low leverage compared to its peer, EQM Midstream
Partners, LP (BB/Negative), which is an MLP with gathering and
transmission operations in the Appalachian basin. Fitch expects AM
to run leverage around 3.5x-4.0x in 2020-2021, better than most of
its gathering and processing peers. AM is also well positioned
relative to peers, EnLink Midstream, LLC (ENLC; BB+/Negative) and
Western Midstream Operating, LP (WES; BB/Stable), where Fitch
expects leverage for 2020 above 5.0x, and around 4.5x,
respectively.
Size, scale and asset/business line diversity are more limited at
AM relative to its peers, WES, ENLC, and EQM. WES and ENLC operate
in multiple basins, and EQM has lower business risk
gas-transportation assets in its portfolio. AM has a single
counterparty, AR, making up the substantially all of its revenues
and earnings and linking its credit quality very closely to that of
its main counterparty. EQM, ENLC and WES all have material,
concentrated counterparty exposure to their producer sponsors but
in lesser amounts than AM.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
-- Henry Hub natural gas prices of $1.85/thousand cubic feet
(mcf) in 2020 and $2.45/ mcf in the years thereafter;
-- Volumes consistent with Fitch's AR base case forecasts;
-- Reduction in capital spending in 2020-2022 on a cumulative
basis, consistent with management's revised guidance in July 2020;
-- No change in current distribution run rate.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Fitch does not view positive rating action as likely in the near
term, but a positive rating action at AR could lead to a positive
rating action at AM provided AM were to operate at leverage (total
debt with equity credit/adjusted EBITDA) and coverage levels
consistent with a higher rating. If AR were to be upgraded and AM
were to manage leverage to below 4.0x on a sustained basis, Fitch
would likely take a positive rating action on AM.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A negative rating action at AR;
-- Leverage (total debt with equity credit/adjusted EBITDA) at or
above 4.5x on a sustained basis, absent any change to basin or
customer diversity. Distribution coverage below 1.1x on a
sustained basis;
-- Significant change to contractual arrangements or operating
practices with AR that negatively affects AM's cash flow or
earnings profile;
-- Increased revenue or cash flow exposure to third parties that
does not increase or improve geographic diversity, counterparty
credit profile exposure, and/or cash flow stability or revenue
profile;
-- Significant operational difficulties at AM;
-- Reduced liquidity at AM and/or inability to refinance the
secured revolver due 2022 proactively.
LIQUIDITY AND DEBT STRUCTURE
Liquidity Adequate: AM's liquidity is adequate, supported by
adequate distribution coverage and availability under its $2.1
billion senior secured revolver. As of June 30, 2020, AM had
approximately $1.155 billion drawn on its $2.13 billion revolver
and had no letters of credit outstanding. Maturities are limited
with none scheduled until October 2022, when the revolver matures.
The revolver is rateably secured by mortgages on substantially all
of AM's properties, including the properties of its subsidiaries,
and guarantees from its subsidiaries.
ARCIMOTO INC: Needs More Funding to Remain as a Going Concern
-------------------------------------------------------------
Arcimoto, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $3,594,774 on $616,795 of total revenues for the
three months ended March 31, 2020, compared to a net loss of
$3,068,393 on $2,645 of total revenues for the same period in
2019.
At March 31, 2020, the Company had total assets of $13,656,282,
total liabilities of $9,283,264, and $4,373,018 in total
stockholders' equity.
The Company has not achieved positive earnings and operating cash
flows to enable the Company to finance its operations internally.
Funding for the business to date has come primarily through the
issuance of debt and equity securities. The Company will require
additional funding to continue to operate in the normal course of
business. Accordingly, there is substantial doubt about the
Company's ability to continue as a going concern.
A copy of the Form 10-Q is available at:
https://is.gd/HedZHW
Arcimoto, Inc. designs, develops, manufactures, and sells
three-wheeled electric vehicles. The company was formerly known as
WTP Inc and changed its name to Arcimoto, Inc., in December 2011.
Arcimoto, Inc., was founded in 2007 and is headquartered in Eugene,
Oregon.
ARROW ELECTRONICS: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 12, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Arrow Electronics Incorporated to BB+ from BB.
Headquartered in Centennial, Colorado, Arrow Electronics, Inc.
distributes electronic components and computer products to
industrial and commercial customers.
ASHFORD HOSPITALITY: Egan-Jones Cuts Sr. Unsecured Ratings to CCC
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 10, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Ashford Hospitality Trust Inc. to CCC from B-.
Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing on
the lodging industry.
BAY CIRCLE: Nilhan Directed to Pay Norcross with Available Funds
----------------------------------------------------------------
Norcross Hospitality sought allowance and payment of an
administrative expense claim in the bankruptcy case captioned IN
RE: NILHAN DEVELOPERS, LLC, CHAPTER 11, Debtor, Case No.
15-58443-WLH (Bankr. N.D. Ga.) in the principal amount of
$5,169,212.32 plus interest at the rate of 12%.
Bankruptcy Judge Wendy L. Hagenau held that the actions of the
Debtor and Norcross Hospitality do not comply with the Bankruptcy
Code and do not justify the award of an administrative expense
claim. Nevertheless, because all creditors will be paid in full,
Norcross Hospitality should be paid with available funds after
payment of all creditors. Accordingly, the Court said Norcross
Hospitality's principal claim of $5,169,212.32 must be paid to the
extent funds are available after all creditors are paid.
Norcross Hospitality is an insider of Debtor Nilhan Developers LLC
and extended over $5 million of unauthorized post-petition
financing to the Debtor. According to the Court, whether its claim
is allowed, and in what manner and priority, will affect the
Debtor's estate and other creditors. If the Norcross Hospitality
Claim is disallowed or subordinated to the claims of other
creditors, all creditors will be paid in full. If it is allowed,
either as an administrative claim or general unsecured claim
sharing with other claimants, with or without interest, the
creditors' claims will not be paid in full.
Norcross Hospitality argued, however, there would be no funds to
distribute to creditors if Norcross Hospitality had not provided
funding to the Debtor to repurchase certain real property which the
Chapter 11 Trustee ultimately sold during the chapter 11 case.
The Debtor, together with its affiliates, Bay Circle Properties,
LLC, DCT Systems Group, LLC, Sugarloaf Centre, LLC, and NRCT, LLC
each filed a petition for relief under Chapter 11 of the Bankruptcy
Code on May 4, 2015. On June 8, 2015, the Court administratively
consolidated the Debtors' cases. The manager of each of the Debtors
is Chuck Thakkar. The immediate reason for the bankruptcy filing
was a default by the Debtors under certain obligations to Wells
Fargo Bank, N.A. The obligations were secured by various pieces of
real property owned by the Debtors.
Nilhan Developer's Schedules reflect it owned certain real estate
located at 2800 and 2810 Spring Road, Smyrna, Georgia, known as
Emerson Center. The property located at 2800 Spring Road was
identified as a shopping center consisting of 1.56 acres. The
property identified as 2810 Spring Road was described as office
suites consisting of three buildings on 7.14 acres. The Property is
located in the general vicinity of the park where the Atlanta
Braves play. The Property was collateral for the Wells Fargo
obligations.
In April 2017, as the deadline to pay Wells Fargo neared, Nilhan
sought to sell the Property to Westplan Investors Acquisitions, LLC
or its assignee for $7 million free and clear of all liens, claims
and encumbrances, and to remit the net sale proceeds to Bay Point.
The Debtor and Westplan had been in discussions going back to 2015
over joint development of the Property. The proposal contemplated
that the Debtor would have the right to develop the retail, office
and hotel portion of the property under certain circumstances while
Westplan would develop the residential portion of the property.
Paragraph 26 of the contract provided the Debtor the right to buy
back all or a portion of the Property upon the occurrence of
certain conditions, such as the failure of the City of Smyrna to
rezone the Property to allow for the planned development.
Bay Point, Good Gateway, LLC and SEG Gateway, LLC objected to the
sale. Bay Point submitted a credit bid for the Property. At the
Court's direction, the parties conducted an auction, which resulted
in an offer from Westplan of $7.2 million otherwise in accordance
with the proposed contract and from Bay Point of $7.3 million
otherwise in accordance with the proposed Westplan contract, but
without the repurchase option for the Property.
The Court held an evidentiary hearing on the motion to sell at
which Mr. Thakkar testified to his desire for the Debtor to retain
the right to repurchase the property. The Court found that the buy
back option could have significant value if the Property was
rezoned to accommodate residential and hotel use. The Court noted
the option was clearly important to Mr. Thakkar, and ordered Mr.
Thakkar, or a non-debtor party on his behalf, to contribute
$100,000 at the closing such that the total proceeds paid to Bay
Point would be $7,300,000. The Court authorized the sale of the
Property to Westplan.
Westplan assigned the right to purchase the Property to Accent
Cumberland Apartments, LP. The sale closed and Accent applied for
rezoning with Cobb County, but the rezoning request was denied. In
a letter dated May 22, 2018, Accent notified the Debtor it had
through August 20, 2018 to exercise an option to repurchase the
Property for the price of $9,269,212.32 calculated in accordance
with the contract. The Debtor did not have sufficient funds to
repurchase the Property at that time.
Without notifying or consulting with Nilhan's bankruptcy counsel,
Nilhan sought financing to exercise the repurchase option. Mr.
Thakkar, as manager of the Debtor, attempted to obtain financing
from various lenders, but was unable to do so. The Debtor
ultimately succeeded in obtaining a loan from Rass Associates, LLC
and executed a promissory note in the principal amount of
$4,100,000 on August 20, 2018.
The Debtor was still short of funds. Mr. Thakkar turned to Norcross
Hospitality, a company of which he was manager and his children
Niloy and Rohan are the majority owners. He arranged for Norcross
Hospitality to borrow $4,500,000 from Metro City Bank and then loan
that money plus an additional $616,212.32 to the Debtor. On August
20, 2018 (post-petition), Nilhan executed a promissory note to
Norcross Hospitality in the principal amount of $5,169,212.32. The
Note provided for interest at 12% and a maturity date of December
18, 2018. Nilhan executed a deed to secure debt in favor of
Norcross Hospitality, but the deed was never recorded. On August
20, 2018, the Debtor used the funds it obtained from Rass and
Norcross Hospitality to repurchase the Property from Accent for
$9,269,212.32.
According to Judge Hagenau, the loan from Norcross Hospitality was
not incurred by the Debtor in the ordinary course of business.
Pursuant to Section 364, a debtor in possession must receive court
approval to obtain unsecured credit outside the ordinary course of
business. Approval must be obtained before incurring the debt. If a
debtor has not obtained court approval before incurring debt, and
if the bankruptcy court has authority to retroactively approve the
transaction, such approval is limited to situations in which
exceptional circumstances exist.
Judge Hagenau said neither Norcross Hospitality nor Nilhan provided
an adequate explanation for their failure to seek prior
authorization or demonstrated that the circumstances of the case
present one of those rare situations in which retroactive
authorization is appropriate. Norcross Hospitality does not have
standing to seek an administrative claim under Sections
503(b)(3)(D) and (b)(4). To allow Norcross Hospitality an
administrative expense claim, when it was required but failed to
obtain prior approval after notice, would render Section 364
meaningless. The Court does not find the circumstances warrant
overriding the specific provisions of these sections to craft a new
administrative expense under Section 503(b). Despite Norcross
Hospitality arguing no creditors were actually harmed by the
unauthorized financing, it has failed to demonstrate extraordinary
circumstances existed that prevented it from following the explicit
mandates of the Bankruptcy Code.
Accordingly, the Court denied Norcross Hospitality's application
for administrative expense priority claim. Nevertheless, because
all creditors will be paid in full, Norcross Hospitality should be
paid with available funds after payment of all creditors.
A copy of the Court's Order dated July 31, 2020 is available at
https://bit.ly/2Yd1VWT from Leagle.com.
About Bay Circle Properties, et al.
Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf
Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, own 16
different real properties including significant undeveloped
acreage. The properties also include office and warehouse
buildings, retail shopping centers and free standing single tenant
buildings.
Bay Circle Properties, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May
4, 2015. The Chapter 11 cases are jointly administered. In the
petition signed by Chuck Thakkar, manager, Bay Circle estimated $1
million to $10 million in assets and liabilities.
The Debtors tapped John A. Christy, Esq., J. Carole Thompson
Hord,Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler &
Flint, LLP, as bankruptcy attorneys. The Debtors engaged RG Real
Estate, Inc., as real estate broker.
Ronald L. Glass was appointed as Chapter 11 trustee for the
Debtors. The trustee tapped Morris, Manning & Martin, LLP as his
bankruptcy counsel; GlassRatner Advisory & Capital Group, LLC as
his financial advisor; and Nelson Mullins Riley & Scarborough LLP
as special counsel.
BEAR CREEK: Hires Klosinski Overstreet as Special Counsel
---------------------------------------------------------
Bear Creek Trail, LLC, seeks approval from the U.S. Bankruptcy
Court for the District of Wyoming to employ Jeffrey M. Boldt, Esq.,
of Overstreet, Homar & Kuker, as its attorney.
The attorney is to render services required of that estate in an
action pending in the First Judicial District Court for the State
of Wyoming.
Mr. Boldt charges for time at the rate of $275 per hour. He does
not normally bill for staff, although for particularly
labor-intensive activities, he does charge $125 per hour for
paralegal staff.
Mr. Boldt assures the court that he does not represent nor hold an
interest adverse to the estate in the matters upon which he is to
be engaged.
Mr. Boldt can be reached through:
Jeffrey M. Boldt, Esq.
Overstreet, Homar & Kuker
508 East 18th Street
Cheyenne, WY 82001
Phone: 307-274-4444
Fax: 307-274-4443
About Bear Creek Trail
Bear Creek Trail, LLC is a Cheyenne, Wyo.-based company whose
primary asset is a vessel located on the east cost of the United
States.
Bear Creek Trail sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Wyo. Case No. 20-20348) on July 20,
2020. At the time of the filing, Debtor disclosed total assets of
$615,000 and total liabilities of $1,719,947. Ken McCartney, Esq.,
at The Law Offices of Ken McCartney, P.C., is the Debtor's legal
counsel.
BEAZER HOMES: Egan-Jones Upgrades Senior Unsecured Ratings to B-
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 14, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Beazer Homes USA Inc. to B- from CCC. EJR also
downgraded the rating on commercial paper issued by the Company to
B from C.
Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. designs,
builds, and sells single-family homes in the Southeast, Southwest,
and South Central regions of the United States.
BEN CLYMER'S: Trustee Seeks Court Approval to Hire Field Agent
--------------------------------------------------------------
Todd Frealy, the Chapter 11 trustee for Ben Clymer's The Body Shop
Perris, Inc., filed an application seeking approval from the U.S.
Bankruptcy Court for the Central District of California to hire a
field agent to secure the company's facility in Riverside, Calif.
In his application, the bankruptcy trustee asked the court to
approve the hiring of Jack Pope, a principal at Pope's Antiques &
Auctions, Inc., and one of his employees to secure the facility and
the properties used by Ben Clymer's to operate its business.
The field agent will be compensated at the rate of $100 per hour
for his services while the employee assisting him will be paid an
hourly fee of $50.
Mr. Pope disclosed in court filings that he is "disinterested" as
the term is defined in Section 101(14) of the Bankruptcy Code.
Mr. Pope holds office at:
Jack Pope
Pope's Antiques & Auctions, Inc.
55898 Santa Fe Trail
Yucca Valley, CA, 92284
Phone: (760) 365-7887
Fax: (760) 365-3558
Email: jackpope1@aol.com
About Ben Clymer's The Body Shop Perris
Ben Clymer's The Body Shop Perris Inc. is an auto body repair and
painting company offering, among other services, unibody and frame
repair, glass repair, dent removal, paintless dent removal, paint
matching on site, chip and scratch repair, and buffing and
polishing.
Ben Clymer's The Body Shop Perris sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-14798) on
July 15, 2020. At the time of the filing, Debtor disclosed total
assets of $2,838,204 and total liabilities of $6,874,527.
Debtor is represented by the Law Offices of Robert M. Yaspan.
Todd Frealy is the court-appointed Chapter 11 trustee for Debtor.
The trustee is represented by Levene, Neale, Bender, Yoo & Brill
L.L.P.
BEN CLYMER'S: Trustee Seeks to Hire Hahn Fife as Accountant
-----------------------------------------------------------
Todd Frealy, the Chapter 11 trustee for Ben Clymer's The Body Shop
Perris, Inc., seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire Hahn Fife & Company, LLP as
his accountant.
The firm's services will include the preparation of financial data,
monthly operating reports and tax returns, and analysis of Debtor's
financial operations, transactions books, records and bank
statements for potential claims.
The firm will be paid at hourly rates as follows:
Partner $440
Staff $80
Donald Fife, a partner at Hahn Fife, 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:
Donald T. Fife
Hahn Fife & Company, LLP
790 E. Colorado Blvd., 9th Floor
Pasadena, CA 91101
Telephone: (626) 792-0855
Email: dfife@oefi.org
About Ben Clymer's The Body Shop Perris
Ben Clymer's The Body Shop Perris Inc. is an auto body repair and
painting company offering, among other services, unibody and frame
repair, glass repair, dent removal, paintless dent removal, paint
matching on site, chip and scratch repair, and buffing and
polishing.
Ben Clymer's The Body Shop Perris sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-14798) on
July 15, 2020. At the time of the filing, Debtor disclosed total
assets of $2,838,204 and total liabilities of $6,874,527. Judge
Scott C. Clarkson oversees the case.
Debtor is represented by the Law Offices of Robert M. Yaspan.
BERKELEY PROPERTIES: Taps Arch + Beam as Restructuring Advisor
--------------------------------------------------------------
Berkeley Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Arch + Beam
to provide restructuring advisory services in connection with its
Chapter 11 case.
Arch + Beam will provide the following services:
-- manage Debtor's assets and liabilities;
-- provide financial and operational advisory services through the
firm's financial consultant, disbursing agent and operations
advisor;
-- provide Debtor with additional consultants;
-- consult with Debtor and its legal counsel on general matters
related to the filing of its bankruptcy case;
-- oversee the sale process;
-- review financial information about Debtor's assets,
liabilities, cash flows, financial statements and projections;
-- oversee Debtor's cash management and cash flow forecasting
processes, including the monitoring of actual cash flow versus
projections;
-- manage and determine, in conjunction with Debtor's employees
and other bankruptcy professionals, vendors with a payment priority
and communication strategy;
-- work with other bankruptcy professionals to complete Debtor's
schedules, statement of financial affairs and monthly operating
reports;
-- oversee, together with Debtor's legal counsel, the preparation
for hearings, testimony and creditors meetings and the preparation
of supporting exhibits and motions;
-- work with Debtor's employees and bankruptcy professionals to
formulate a Chapter 11 plan and disclosure statement;
-- provide Debtor and its bankruptcy counsel with litigation
support and forensic analysis;
-- review financial information exchanged between Debtor and its
creditors, regulatory agencies, consultants, prospective investors
and other third parties;
-- manage and oversee Debtor's communications and negotiations
with other parties, including environmental regulators, insurers,
security companies and secured parties; and
-- manage the "working group" of professionals who are assisting
Debtor in the sale process.
Matthew English and Howard Bailey, the firm's senior managing
directors, will serve as the leads on the engagement.
Arch + Beam will be paid at hourly rates as follows:
Senior Managing Directors $550
Managing Directors $425
Directors $375
Associates $325
Staff and Admin $75 - $125
The firm received a pre-bankruptcy retainer in the amount of
$150,000.
Mr. English disclosed in court filings that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
Arch + Beam can be reached through:
Matthew English
Arch & Beam Global, LLC
2500 Camino Diablo - Ste 110
Walnut Creek, CA 94597
Phone: +1 415-252-2900
Fax: +1 415-358-4486
About Berkeley Properties
Berkeley Properties, LLC, a company engaged in renting and leasing
real estate properties, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 20-41235) on July 27,
2020. Berkeley President Matthew English signed the petition. At
the time of the filing, Debtor disclosed estimated assets of $10
million to $50 million and estimated liabilities of the same range.
Debtor has tapped Sheppard Mullin Richter & Hampton LLP as its
legal counsel and Cushman & Wakefield of California, Inc. as its
real estate broker.
BERKELEY PROPERTIES: Taps Sheppard Mullin as Bankruptcy Counsel
---------------------------------------------------------------
Berkeley Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Sheppard
Mullin Richter & Hampton, LLP as its bankruptcy counsel.
The firm will provide these services in connection with Debtor's
Chapter 11 case:
(a) advise and assist Debtor with respect to compliance with
the requirements of the United States Trustee;
(b) advise the Debtor with respect to its powers and duties;
(c) advise Debtor on the conduct of its bankruptcy case
including all of the legal and administrative requirements of
operating in Chapter 11;
(d) attend meetings and negotiate with the representatives of
creditors and other parties;
(e) take all necessary actions to protect and preserve the
Debtor's estate, including prosecuting actions on Debtor's behalf,
defending any action commenced against Debtor and representing its
interest in negotiations concerning litigation in which it is
involved;
(f) prepare legal papers;
(g) make court appearances;
(h) assist Debtor in the formulation, negotiation,
confirmation, and implementation of a Chapter 11 plan and any
auction, sale or other disposition of its assets;
(i) advise Debtor in connection with the abandonment or sale
of estate assets; and
(j) advise Debtor in connection with environmental and real
estate issues associated with its real estate assets.
Sheppard Mullin's customary hourly rates are as follows:
Ori Katz Partner $1,095
Michael M. Lauter Partner $675
Shadi Farzan Associate $595
Sheppard Mullin 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:
Ori Katz, Esq.
Michael M. Lauter, Esq.
Shadi Farzan, Esq.
Sheppard, Mullin, Richter & Hampton LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Tel: 415-434-9100
Fax: 415-434-3947
Email: okatz@sheppardmullin.com
mlauter@sheppardmullin.com
sfarzan@sheppardmullin.com
About Berkeley Properties
Berkeley Properties, LLC, a company engaged in renting and leasing
real estate properties, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 20-41235) on July 27,
2020. Berkeley President Matthew English signed the petition. At
the time of the filing, Debtor disclosed estimated assets of $10
million to $50 million and estimated liabilities of the same range.
Debtor has tapped Sheppard Mullin Richter & Hampton LLP as its
legal counsel and Cushman & Wakefield of California, Inc. as its
real estate broker.
BJ SERVICES: Paul Hastings Represents Term Lender Group
-------------------------------------------------------
In the Chapter 11 cases of BJ Services, LLC, et al., the law firm
of Paul Hastings LLP submitted a verified statement under Rule 2019
of the Federal Rules of Bankruptcy Procedure, to disclose that it
is representing the Ad Hoc Group of First Out Term Loan Lenders.
In May of this year, Monroe Capital Corporation and certain
affiliates and Kayne Multiple Strategy Fund, L.P. and certain
affiliates, in their capacities as Lenders under that certain Term
Loan Credit and Guaranty Agreement, dated January 28, 2019, among
the Debtors, the lenders thereunder, the Guarantors and GACP
Finance Co., LLC, as administrative agent, engaged Paul Hastings to
represent them in connection with a potential restructuring of the
Debtors. The Members collectively constitute the Required First
Out Lenders under that certain Agreement Among Lenders, dated
January 28, 2019, among the Term Loan Lenders and the Agent.
Paul Hastings represents only the Members, which shall be referred
to as the "Ad Hoc Group of First Out Term Loan Lenders". Paul
Hastings does not represent or purport to represent any entities
other than the Ad Hoc Group of First Out Term Loan Lenders in
connection with the Chapter 11 Cases.
The Members, collectively, beneficially own or manage
$74,575,000.00 in aggregate principal amount of the loans under
Term Loan Agreement.
As of Aug. 18, 2020, members of the Ad Hoc Group of First Out Term
Loan Lenders and their disclosable economic interests are:
Monroe Capital Corporation
* $4,275,000.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Private Credit Fund A Financing SPV LLC
* $6,650,000.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Private Credit Fund I LP
* $4,750,000.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Private Credit Fund III (Unleveraged) LP
* $3,250,401.25 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Private Credit Fund III Financing SPV LLC
* $12,378,048.75 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Fund SV S.a.r.l., acting in respect of its Fund III
(Unleveraged) Compartment
* $3,195,515.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Private Credit Fund VT LP
* $4,750,000.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Private Credit Fund III (Lux) Financing SPV LP
* $4,926,035.00 in aggregate principal amount under the Term Loan
Agreement.
MC Income Plus Financing SPV LLC
* $1,900,000.00 in aggregate principal amount under the Term Loan
Agreement.
Monroe Capital Fund Marsupial (LUX) Financing Holdco LP
* $1,425,000.00 in aggregate principal amount under the Term Loan
Agreement.
Kayne Multiple Strategy Fund, L.P.
* $8,075,000.00 in aggregate principal amount under the Term Loan
Agreement.
Kayne Solutions Fund, L.P.
* $18,255,405.41 in aggregate principal amount under the Term Loan
Agreement.
Kayne Solutions Mini-Master Fund L.P.
* $744,594.59 in aggregate principal amount under the Term Loan
Agreement.
Counsel to the Ad Hoc Group of First Out Term Loan Lenders can be
reached at:
James T. Grogan, Esq.
PAUL HASTINGS LLP
600 Travis Street, Fifty-Eighth Floor
Houston, TX 77002
Telephone: (713) 860-7300
Facsimile: (713) 353-3100
Email: jamesgrogan@paulhastings.com
- and -
Justin Rawlins, Esq.
Peter S. Burke, Esq.
Aaron Gober-Sims, Esq.
PAUL HASTINGS LLP
515 South Flower Street, Twenty-Fifth Floor
Los Angeles, CA 90071
Telephone: (213) 683-6000
Facsimile: (213) 627-0705
Email: justinrawlins@paulhastings.com
aarongobersims@paulhastings.com
peterburke@paulhastings.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/fPlsqa
About BJ Services
BJ Services, LLC, and its related entities
are providers of pressure pumping and oilfield services for the
petroleum industry. Headquartered in Tomball, Texas, the companies
operate through two segments, hydraulic fracturing and cementing.
BJ Services -- https://www.bjservices.com/ -- primarily serves
customers in upstream North American oil and natural gas shale
basins in the completion of new wells and in remedial work on
existing wells.
Chapter 11 petitions were filed by BJ Services (Bankr. S.D. Tex.
Case No. 20-33627), as Lead Debtor, together with its affiliates BJ
Management Services, L.P. (Case No. 20-33628), BJ Services Holdings
Canada, ULC (Case No. 20-33629), and BJ Services Management
Holdings Corp. (Case No. 20-33630) on July 20, 2020. The cases are
assigned to Judge Marvin Isgur.
In the petition signed by CEO Warren Zemlak, BJ Services was
estimated to have assets at $500 million to $1 billion and $500
million to $1 billion in debt.
The Debtors tapped Joshua A. Sussberg, P.C., at Kirkland & Ellis
LP; Christopher T. Greco, P.C., at Kirkland & Ellis International
LP; Samantha G. Lawrence, Esq., and Joshua M. Altman, Esq., as
their General Bankruptcy Counsel.
The Debtors tapped Jason S. Brookner, Esq., Paul D. Moak, Esq.,
Amber M. Carson, Esq., at Gray Reed & McGraw LLP as their
co-bankruptcy counsel.
BOEING COMPANY: Egan-Jones Lowers Senior Unsecured Ratings to BB
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 11, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by The Boeing Company to BB from BB+.
Headquartered in Chicago, Illinois, The Boeing Company, together
with its subsidiaries, develops, produces, and markets commercial
jet aircraft, as well as provides related support services to the
commercial airline industry worldwide.
BRADFORD CITY: Moody's Rates $5.485MM 2020 Series A Bonds 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to City of
Bradford's $5.485 million General Obligation Bonds, Series A of
2020. This is an initial rating for the city. The outlook is
stable.
RATINGS RATIONALE
The Ba1 rating reflects the city's very small, limited tax base,
with concentration to top ten taxpayers, weak wealth indicators,
and high poverty. The rating also reflects the city's very negative
financial trend, with inability to achieve structural operating
balance in any of the last 5 fiscal years. The Ba1 also
incorporates the city's very elevated leverage, and high fixed cost
burden that will be offset somewhat in the near term through its
Series 2020 refinancing.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. Moody's has incorporated its current understanding of
these risks into its credit analysis for the city of Bradford.
Nevertheless, the situation surrounding coronavirus is rapidly
evolving and any longer-term impact on the city will depend on both
the severity and duration of the crisis. If its view of the credit
quality of the city changes, Moody's will update the rating and/or
outlook at that time. weak
RATING OUTLOOK
The outlook is stable based on its expectation of continued feeble
financial and economic performance, commensurate with the current
rating level, in the near term.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
- Material improvement in fund balance and liquidity
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
- Any additional debt
- Further deterioration of fund balance or liquidity
- Inability to achieve and maintain structural balance
LEGAL SECURITY
The Series A of 2020 bonds are general obligations of the city,
payable from its tax and other general revenues. The city has
irrevocably has pledged its full faith, credit and taxing power,
which taxing power includes the power to levy ad valorem taxes on
all taxable real property within the city, presently unlimited as
to rate or amount for the purpose of providing for debt service.
USE OF PROCEEDS
Proceeds of the Series 2020 A bonds will be used to currently
refund the city's outstanding general obligation bonds, Series of
2012, and currently refund the city's outstanding general
obligation bonds, Series of 2013.
PROFILE
The city is located in the northwestern region of Pennsylvania (Aa3
stable), on the New York border, in McKean County, roughly 100
miles east of Erie. It encompasses a land area of just 3.45 miles,
and supports a population of roughly 8,440.
METHODOLOGY
The principal methodology used in this rating was US Local
Government General Obligation Debt published in July 2020.
BRADFORD, PA: S&P Lowers GO Debt Rating to 'BB' on Weak Finances
----------------------------------------------------------------
S&P Global Ratings lowered its long-term to 'BB' from 'BB+' on
Bradford, Pa.'s general obligation (GO) debt. The outlook is
negative.
"The downgrade reflects the city's persistently low general fund
balance and narrow liquidity, which has not improved despite
expectations it would do so following changes to the city's
stormwater system and a lease agreement with the Bradford
Sanitation Authority," said S&P Global Ratings credit analyst Cora
Bruemmer. Additionally, its fiscal 2020 budget relies on debt
restructuring and the issuance of pension obligation bonds (POBs)
to close its budget gap, which S&P's view as a deferral of costs
and a sign of structural imbalance.
The city's unlimited-tax GO pledge secures the bonds.
"The negative outlook reflects our view that there is a
one-in-three chance we could lower the rating in the next year if
there are further declines in the city's available fund balance and
liquidity position in fiscal 2020," added Ms. Bruemmer. Achieving
break-even results in fiscal 2020 largely depends on the city
completing its planned issuance of POBs or significantly
outperforming its budget in other areas.
The rating action also reflects S&P's view of the city's social
risks that the rating agency views as being elevated relative to
peers, given weak underlying demographics, including a trend of
population decline, which could impair the city's ability to raise
local revenues to maintain budgetary balance during periods of
fiscal stress. S&P also views Bradford's governance practices as
below sector average due to weak budgeting practices and the
reliance on the issuance of POBs to balance its budget. In
addition, the analysis incorporates S&P's view regarding the health
and safety risk posed by the COVID-19 pandemic, which S&P believes
could pressure budgets in the short term through possible
reductions in various revenue streams. Beyond the above-mentioned
social and governance risks, S&P analyzed the city's environmental
risks relative to its economy, budgetary outcomes, and debt and
liability profile, and believe they are in line with those of the
sector.
BRIGGS & STRATTON: Egan-Jones Lowers Senior Unsecured Ratings to D
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 12, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Briggs & Stratton Corporation to D from CC.
Headquartered in Wauwatosa, Wisconsin, Briggs & Stratton
Corporation designs, manufactures, markets, and services air cooled
gasoline engines for outdoor power equipment.
BRIGGS & STRATTON: Husch, Gibson Represent Senior Noteholder Group
------------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firms of Gibson, Dunn & Crutcher LLP and Husch Blackwell
LLP submitted a verified statement that they are representing the
Ad Hoc Group of Senior Noteholders in the Chapter 11 cases of
Briggs & Stratton Corporation, et al.
On or about August 11, 2020, the Ad Hoc Group of Senior Noteholders
retained Gibson, Dunn & Crutcher LLP to represent them as counsel
in connection with the chapter 11 cases of the above-captioned
debtors.
On or about August 13, 2020, the Ad Hoc Group of Senior Noteholders
retained Husch Blackwell LLP to serve as co-counsel.
Gibson Dunn and Husch Blackwell represent the members of the Ad Hoc
Group of Senior Noteholders in their capacities as holders of
6.875% senior unsecured notes due December 2020 issued by Briggs &
Stratton Corporation pursuant to that certain Indenture, dated as
of December 20, 2010.
Gibson Dunn does not represent or purport to represent any other
entities in connection with the Debtors' chapter 11 cases. In
addition to the Ad Hoc Group of Senior Noteholders, Husch Blackwell
also represents the following unsecured creditors: Safety National
Casualty Corporation, Allibusiness, LLC, the Milwaukee Brewers
Baseball Club, and CFB Venture Fund. Gibson Dunn and Husch
Blackwell do not represent the Ad Hoc Group of Senior Noteholders
as a committee and do not undertake to represent the interests of,
and are not fiduciaries for, any creditor, party in interest, or
other entity that has not signed a retention agreement with Gibson
Dunn or Husch Blackwell. In addition, the Ad Hoc Group of Senior
Noteholders does not represent or purport to represent any other
entities in connection with the Debtors' chapter 11 cases. Each
member of the Ad Hoc Group of Senior Noteholders does not represent
the interests of, nor act as a fiduciary for, any person or entity
other than the member of the Ad Hoc Group of Senior Noteholders in
connection with the Debtors' chapter 11 cases.
Upon information and belief formed after due inquiry, Gibson Dunn
and Husch Blackwell do not hold any disclosable economic interests
(as such term is defined in Bankruptcy Rule 2019(a)(1)) in relation
to the Debtors.
As of Aug. 18, 2020, members of the Ad Hoc Group of Senior
Noteholders and their disclosable economic interests are:
Principal Amount of
Outstanding Senior Notes
Atalaya Capital Management $23,592,000
One Rockefeller Plaza, 32nd Floor
New York, NY 10020
Barings $10,204,000
300 South Tryon Street, Suite 2500
Charlotte, NC 28202
Cohanzick Management, LLC and $1,215,000
Crossing Bridge Advisors, LLC
427 Bedford Road, Suite 230
Pleasantville, NY 10570
Whitebox Advisors LLC $12,500,000
3033 Excelsior Boulevard, Suite 500
Minneapolis, MN 55416
The Ad Hoc Group of Senior Noteholders, through its undersigned
counsel, reserves the right to amend or supplement this Verified
Statement in accordance with the requirements of Bankruptcy Rule
2019 at any time in the future.
Counsel for the Ad Hoc Group of Senior Noteholders can be reached
at:
HUSCH BLACKWELL LLP
Marshall C. Turner, Esq.
190 Carondelet Plaza, Suite 600
Clayton, MO 63105
Tel: (314) 480-1500
Fax: (314) 480-1505
Email: marshall.turner@huschblackwell.com
- and -
GIBSON, DUNN & CRUTCHER LLP
Jeffrey C. Krause, Esq.
333 S. Grand Avenue
Los Angeles, CA 90071
Tel: (213) 229-7995
Email: jkrause@gibsondunn.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/vOdj1l
About Briggs & Stratton Corporation
Briggs & Stratton Corporation -- https://www.basco.com/ -- is a
producer of gasoline engines for outdoor power equipment and a
designer, manufacturer and marketer of power generation, pressure
washer, lawn and garden, turf care, and job site products. The
Company's products are marketed and serviced in more than 100
countries on six continents through 40,000 authorized dealers and
service organizations.
Briggs & Stratton Corporation and four affiliates concurrently
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 20-43597) on July
20, 2020. The petitions were signed by Mark A. Schwertfeger,
senior vice president and chief financial officer. At the time of
the filing, Briggs & Stratton Corporation disclosed total assets
of $1,589,398,000 and total liabilities of $1,350,058,000 as of
March 29, 2020.
Judge Barry S. Schermer oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel; Carmody MacDonald P.C. as local counsel; Foley & Lardner
LLP as corporate counsel; Houlihan Lokey Inc. as investment banker;
Ernst & Young, LLP as restructuring and tax advisor; Deloitte LLP
as auditor and tax consultant; and Kurtzman Carson Consultants, LLC
as claims and noticing agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases.
BYRD FAMILY PROPERTIES: Trustee Hires Newpoint as Accountant
------------------------------------------------------------
Timothy Stone, Subchapter V trustee for Byrd Family Properties,
seeks authority from the U.S. Bankruptcy Court for the Middle
District of Tennessee to employ Newpoint Advisors as his
accountant.
The firm will provide the following services:
a. ensure QuickBooks entries are complete to date for the
preparation of any outstanding income tax returns and budget;
b. provide tax analysis and business consultation services
related to Debtor's past and future transactions;
c. prepare profit and loss statements by location;
d. formulate the budget in connection with Debtor's Chapter 11
plan;
e. attend conferences with creditors and government
authorities as directed by the trustee;
f. analyze the sale of Debtor's various assets;
g. interface with accountants and other financial consultants
for Debtor and creditors; and
h. provide expert testimony.
The rates charged by the firm range from $150 to $250 per hour.
Carin Sorvick, a certified public accountant and an associate at
Newpoint Advisors, disclosed in a court filing that the firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Carin Sorvick
Newpoint Advisors Corporation
843 Fieldstone Way
West Palm Beach, FL 33413
About Byrd Family Properties
Based in Franklin, Tenn., Byrd Family Properties sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
20-03017) on July 19, 2020, listing under $1 million in both assets
and liabilities. Judge Randal S. Mashburn oversees the case.
Denis Graham (Gray) Waldron, Esq., at Dunham Hildebrand, PLLC,
represents Debtor as legal counsel. Timothy Stone is the
Subchapter V trustee in Debtor's bankruptcy case.
CAPITAL TRUCK: Hires Anthony W. Dorsey as Accountant
----------------------------------------------------
Capital Truck, Inc. received approval from the U.S. Bankruptcy
Court for the Northern District of Florida to employ Anthony W.
Dorsey, CPA, P.A. as its accountant.
The firm's services will include tax advice and the preparation of
Debtor's monthly operating reports.
Dorsey will be paid a flat fee of $2,000 for the preparation of the
monthly operating reports and will be paid at hourly rates for its
other services as follows:
Partner $300
Staff Accountant $150
Anthony Dorsey, a certified public accountant, disclosed in court
filings that he and his firm have no connection with the creditors
or any other "party in interest."
The firm can be reached through:
Anthony W. Dorsey, CPA
Anthony W. Dorsey, CPA, P.A.
1705 Metropolitan Blvd
Tallahassee, FL 32308
Phone: +1 850-422-2034
About Capital Truck
Capital Truck, Inc., a company based in Tallahassee, Fla., filed a
Chapter 11 petition (Bankr. N.D. Fla. Case No. 20-40287) on July
14, 2020. Capital Truck President Mark Thomas signed the petition.
At the time of the filing, Debtor was estimated to have $1 million
to $10 million in both assets and liabilities. Bruner Wright, P.A.
is Debtor's bankruptcy counsel.
CHAPARRAL ENERGY: Young, Stroock Represent Noteholder Group
-----------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firms of Young Conaway Stargatt & Taylor LLP and Stroock &
Lavan LLP submitted a verified statement that they are representing
the Ad Hoc Group of Noteholders in the Chapter 11 cases of
Chaparral Energy, Inc., et al.
On February 19, 2020, the Ad Hoc Group of Noteholders retained
Stroock & Stroock & Lavan LLP as counsel in connection with a
potential restructuring of the Debtors. The Ad Hoc Group of
Noteholders subsequently retained Young Conaway Stargatt & Taylor
LLP as Delaware counsel when informed that the Debtors would pursue
a reorganization in the United States Bankruptcy Court for the
District of Delaware. Since its formation, certain additional
lender parties joined and/or left the Ad Hoc Group of Noteholders.
Stroock and YCST represent only the members of the Ad Hoc Group of
Noteholders and do not represent or purport to represent any
persons or entities other than the Ad Hoc Group of Noteholders in
connection with the above- captioned chapter 11 cases. In addition,
as of the date of this Verified Statement, the Ad Hoc Group of
Noteholders, both collectively and through its individual members,
does not represent or purport to represent any other entities in
connection with the Chapter 11 Cases.
As of Aug. 18, 2020, members of the Ad Hoc Group of Noteholders and
their disclosable economic interests are:
Amzak Capital Management, LLC
980 North Federal Highway, Suite 315
Boca Raton, FL 33432
* $39,188,000.00 principal amount of Unsecured Notes
Avenue Energy Opportunities Fund, L.P.
11 West 42nd Street, 9th Floor
New York, NY 10036
* $42,000,000.00 principal amount of Unsecured Notes
* 1,265,064 shares of Chaparral Energy, Inc. Common Stock
Millstreet Capital Management, LLC
399 Boylston Street, Suite 501
Boston, MA 02116
* $100,370,000.00 principal amount of Unsecured Notes
Nomura Corporate Research and Asset Management, Inc.
309 West 49th Street
New York, NY 10019-7316
* $21,450,000.00 principal amount of Unsecured Notes
* 84,065 shares of Chaparral Energy, Inc. Common Stock
Silverback Asset Management, LLC
1414 Raleigh Road, Suite 250
Chapel Hill, NC 27517
* $8,522,000.00 principal amount of Unsecured Notes
Spectrum Group Management, LLC
1250 Broadway, 19th Floor New York, NY 10001
* $23,672,000.00 principal amount of Unsecured Notes
* 856,548 shares of Chaparral Energy, Inc. Common Stock
Counsel to the Ad Hoc Group of Noteholders can be reached at:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Matthew B. Lunn, Esq.
Robert F. Poppiti, Jr., Esq.
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Email: mlunn@ycst.com
rpoppiti@ycst.com
- and -
STROOCK & STROOCK & LAVAN LLP
Erez E. Gilad, Esq.
Samantha L. Martin, Esq.
Isaac S. Sasson, Esq.
Cole W. Harlan, Esq.
180 Maiden Lane
New York, NY 10038-4982
Telephone: (212) 806-5400
Facsimile: (212) 806-6006
Email: egilad@stroock.com
smartin@stroock.com
isasson@stroock.com
charlan@stroock.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/b2eqnU
About Chaparral
Chaparral Energy, Inc. -- http://www.chaparralenergy.com/-- is an
independent oil and natural gas exploration and production company
headquartered in Oklahoma City. Founded in 1988, Chaparral is
focused in the oil window of the Anadarko Basin in the heart of
Oklahoma.
CLINIGENCE HOLDINGS: Posts $2.7 Million Net Income in 2nd Quarter
-----------------------------------------------------------------
Clinigence Holdings, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing net income
of $2.76 million on $378,588 of sales for the three months ended
June 30, 2020, compared to a net loss of $1.63 million on $445,279
of sales for the three months ended June 30, 2019.
For the six months ended June 30, 2020, the Company reported net
income of $1.64 million on $844,218 of sales compared to a net loss
of $2.60 million on $657,414 of sales for the six months ended June
30, 2019.
As of June 30, 2020, the Company had $7.17 million in total assets,
$1.41 million in total liabilities, and $5.76 million in total
stockholders' equity.
The Company had cash of $63,622 as of June 30, 2020 compared to
$1,065,434 as of Dec. 31, 2019. As of June 30, 2020, the Company
had a working capital deficiency and it has operated at a net loss
since inception.
"In order to execute our business plans, including the expansion of
operations, our primary capital requirements in 2020 are likely to
rise. It is not possible to quantify those costs at this point in
time, in that they depend on Clinigence Health's business
opportunities and the state of the overall economy. We anticipate
raising capital in the private markets to cover any such costs,
though there can be no guaranty we will be able to do so on terms
we deem to be acceptable. We do not have any plans at this point
in time to obtain a line of credit or other loan facility from a
commercial bank," Clinigence said.
The Company has an accumulated deficit of $10,928,278, and a
working capital deficit of $699,499 at June 30, 2020. The Company
said these factors, among others, raise substantial doubt about the
ability of the Company to continue as a going concern for a
reasonable period of time. The Company's continuation as a going
concern is dependent upon its ability to obtain necessary equity
financing and ultimately from generating revenues from its newly
acquired subsidiary to continue operations.
Clinigence stated, "As a result of the spread of the COVID-19
coronavirus, economic uncertainties have arisen which are likely to
negatively impact operations. Other financial impact could occur
though such potential impact is unknown at this time. A pandemic
typically results in social distancing, travel bans and quarantine,
and this may limit access to our facilities, customers, management,
support staff and professional advisors. These factors, in turn,
may not only impact our operations, financial condition and demand
for our goods and services but our overall ability to react timely
to mitigate the impact of this event. Also, it may hamper our
efforts to comply with our filing obligations with the Securities
and Exchange Commission.
"The Company expects that working capital requirements will
continue to be funded through a combination of its existing funds
and further issuances of securities. Working capital requirements
are expected to increase in line with the growth of the business.
Existing working capital, further advances and debt instruments,
and anticipated cash flow are expected to be adequate to fund
operations over the next twelve months. The Company has no lines
of credit or other bank financing arrangements. The Company has
financed operations to date through the proceeds of a private
placement of equity and debt instruments. In connection with the
Company's business plan, management anticipates additional
increases in operating expenses and capital expenditures relating
to: (i) developmental expenses associated with a start-up business
and (ii) marketing expenses. The Company intends to finance these
expenses with further issuances of securities, and debt issuances.
Thereafter, the Company expects it will need to raise additional
capital and generate revenues to meet long-term operating
requirements. Additional issuances of equity or convertible debt
securities will result in dilution to current stockholders.
Further, such securities might have rights, preferences or
privileges senior to common stock. Additional financing may not be
available upon acceptable terms, or at all. If adequate funds are
not available or are not available on acceptable terms, the Company
may not be able to take advantage of prospective new business
endeavors or opportunities, which could significantly and
materially restrict business operations."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1479681/000160706220000238/clnh063020form10q.htm
About Clinigence Holdings
Clinigence Holdings, a fully reporting, publicly-held company --
http://www.clinigencehealth.com/-- is a healthcare information
technology company providing an advanced, cloud-based platform that
enables healthcare organizations to provide value-based care and
population health management. The Clinigence platform aggregates
clinical and claims data across multiple settings, information
systems and sources to create a holistic view of each patient and
provider and virtually unlimited insights into patient
populations.
Clinigence recorded a net loss of $7.12 million for the year ended
Dec. 31, 2019, compared to a net loss of $950,129 for the year
ended Dec. 31, 2018.
Prager Metis CPA's LLC, in Hackensack, New Jersey, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated May 14, 2020 citing that the Company has an
accumulated deficit of $12,568,795, and a working capital deficit
of $3,367,101 at Dec. 31, 2019. These factors, among others, raise
substantial doubt regarding the Company's ability to continue as a
going concern.
COMCAR INDUSTRIES: Hires Burr & Temkin as Real Estate Broker
------------------------------------------------------------
Comcar Industries, Inc. and its affiliates seek authority from the
U.S. Bankruptcy Court for the District of Delaware to hire Burr &
Temkin South, Inc. as their real estate broker.
Debtors need the services of a real estate broker to assist in the
sale, lease or sublease of some of their properties.
Burr & Temkin will get a commission of 4 percent of the total
consideration for sales where the firm is the sole broker, and its
share of a 5 percent commission for sales that are co-brokered.
Meanwhile, Burr & Temkin will get a commission of 4 percent of the
total amount due under a lease for the first five years of any
lease term, plus 3 percent of the total rental amount for any
period between five and 10 years if the firm is the sole broker of
a property through a leasing arrangement.
If the property is leased through a co-broker, Burr & Temkin will
get its share of 5 percent of the total rental amount due for the
first five years of any lease term, plus 5 percent of the total
rental amount for any period between five and 10 years.
Burr & Temkin 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:
Daniel Wilson McFarlin
Burr & Temkin South, Inc.
12395 Morris Road, Suite 105
Alpharetta, GA 30005
Tel: 770-410-1900
Email: willm@burrtemkin.com
About Comcar Industries
Comcar Industries is a transportation and logistics company
headquartered in Auburndale, Fla., with over 40
strategically-located terminal and satellite locations across the
United States. Visit https://comcar.com for more information.
On May 17, 2020, Comcar Industries and related entities sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11120). In
the petitions signed by CRO Andrew Hinkelman, Comcar Industries was
estimated to have $50 million to $100 million in assets and
liabilities.
The Hon. Laurie Selber Silverstein is the presiding judge.
Debtors have tapped DLA Piper LLP (US) as their legal counsel,
Bluejay Advisors, LLC as investment banker, Donlin Recano &
Company, Inc. as claims agent, and FTI Consulting, Inc. as
financial advisor. Andrew Hinkelman of FTI is Debtors' chief
restructuring officer.
The Office of the U.S. Trustee for Region 3 appointed a committee
of unsecured creditors on May 28, 2020. The committee is
represented by Fox Rothschild, LLP.
DIGERATI TECHNOLOGIES: Has $1.1M Net Loss for April 30 Quarter
--------------------------------------------------------------
Digerati Technologies, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss attributable to common shareholders of
$1,107,000 on $1,566,000 of total operating revenues for the three
months ended April 30, 2020, compared to a net loss attributable to
common shareholders of $223,000 on $1,485,000 of total operating
revenues for the same period in 2019.
At April 30, 2020, the Company had total assets of $4,301,000,
total liabilities of $7,238,000, and $2,937,000 in total
stockholders' deficit.
Since the Company's inception in 1993, the Company has incurred net
losses and accumulated a deficit of approximately $88,392,000 and a
working capital deficit of approximately $5,285,000 which raises
substantial doubt about its ability to continue as a going
concern.
A copy of the Form 10-Q is available at:
https://is.gd/l95ZLe
Digerati Technologies, Inc., through its subsidiaries, provides
Internet-based telephony products and services through its cloud
application platform and session-based communication network. The
company was formerly known as ATSI Communications Inc. and changed
its name to Digerati Technologies, Inc. in March 2011. Digerati
Technologies, Inc. was founded in 1993 and is headquartered in San
Antonio, Texas.
DIOCESE OF SYRACUSE: Hires Bond Schoeneck as Legal Counsel
----------------------------------------------------------
The Roman Catholic Diocese of Syracuse, New York seeks authority
from the U.S. Bankruptcy Court for the Northern District of New
York to hire Bond, Schoeneck and King, PLLC as its legal counsel.
The firm will provide the following services:
a. advise Debtor regarding its function and duties;
b. assist in the preparation of Debtor's schedules of assets
and liabilities and statement of financial affairs;
c. negotiate with all creditors, including secured lenders;
d. examine liens against property of the estate;
e. negotiate with taxing authorities, if necessary;
f. represent Debtor in court proceedings and hearings;
g. prepare legal papers;
h. take all necessary actions to protect and preserve Debtor's
estate, including the prosecution of actions on Debtor's behalf,
the defense of any actions commenced against Debtor, negotiations
in connection with any litigation in which it is involved, and
objections to claims filed against the estate;
i. provide assistance and advice with respect to the
confirmation of any proposed Chapter 11 plan, the solicitation of
acceptances and responding to rejections of the plan;
j. investigate the assets, liabilities and financial condition
of Debtor;
k. advise Debtor regarding the assumption or rejection of
executory contracts and leases, sales of assets and other
bankruptcy-related matters; and
l. advise Debtor on legal matters including, but not limited
to, corporate, finance, intellectual property, tax and commercial
matters.
Bond Schoeneck agreed to an overall cap on its rates in the amount
of $432 per hour, inclusive of the 10 percent discount, subject to
an annual increase.
The firm received a retainer in the amount of $191,237.40.
Camille Hill, Esq., a member of Bond Schoeneck, disclosed in a
court
filing that her firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Charles J. Sullivan, Esq.
Bond, Schoeneck and King, PLLC
One Lincoln Center
Syracuse, NY 13202-1355
Tel: (315) 218-8000
Fax: 315-218-8100
About The Roman Catholic Diocese
of Syracuse, New York
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. For
more information, visit www.syracusediocese.org
The Roman Catholic Diocese of Syracuse, New York, filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bank. N.D.N.Y. Case No. 20-30663) on June 19, 2020. Stephen
A. Breen, chief financial officer, signed the petition. At the
time of filing, Debtor estimated $10 million to $50 million in
assets and $50 million to $100 million in liabilities.
Debtor has tapped Bond, Schoeneck and King, PLLC as its legal
counsel and Stretto as its claims agent and administrative
advisor.
The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors in Debtor's bankruptcy case. The committee is
represented by Stinson, LLP.
DONNELLEY FINANCIAL: S&P Alters Outlook to Stable, Affirms B+ ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Chicago-based financial
compliance company Donnelley Financial Solutions Inc. (DFIN) to
stable from negative, and affirmed its 'B+' issuer credit rating on
DFIN.
"The stable outlook reflects our expectation that the company would
be able to maintain healthy credit metrics and good covenant
cushion amid volatile capital market transaction volumes due to the
coronavirus pandemic," S&P said.
DFIN benefitted from significant and unexpected capital market
activity in the second quarter spurred by fiscal and monetary
policy measures to fend off the economic effects of the COVID-19
pandemic. Companies utilized the opportunity to raise capital and
pursue mergers and acquisitions (M&A) thereby increasing
transaction volume for DFIN in what would have otherwise been a
difficult economic environment, and allowing DFIN to outperform
S&P's revenue expectations for the quarter. As such, DFIN's
outperformance drove its last-12-months adjusted leverage to 4.3x,
compared with S&P's previous expectation of 2020 adjusted leverage
remaining in the high-4x area. While S&P believes that the capital
market revenues and EBITDA in the second half of the year will be
somewhat volatile and likely lower than 2019 due to an uncertain
economic environment and the U.S. presidential elections, the
rating agency now expects DFIN's leverage to stay well below its 5x
downside threshold for the rating. S&P also expects the company to
maintain comfortable levels of liquidity and a greater than 30%
covenant cushion under its revolving credit facility.
High operating leverage and dependence on volatile capital markets
transactions offsets stability provided by the company's compliance
offerings for corporations and mutual funds. DFIN has high
operating leverage with a predominantly fixed-cost base. Therefore,
a prolonged economic impact from the pandemic could affect its
earnings and cash flow generation to the extent the company is
unable to offset it with a reduction in fixed costs such as labor.
However, S&P expects the company's operating leverage to improve by
2021 with less exposure to low-margin print-related products.
Furthermore, almost 40% of the company's revenues are underpinned
by volatile capital markets, which are vulnerable to economic
recessions and uncertainty. S&P believes these risks largely offset
the benefits provided by the stable recurring revenues in its
compliance offerings for corporations and in its Investment
Companies segment that focuses on servicing insurance, health care,
and mutual fund clients via disclosure publications, marketing
communications, and content management solutions through both
printed and digital formats. These products are primarily
subscription-based and provide good revenue and cash flow
visibility during economic downturns as clients use DFIN services
to comply with regulatory filing requirements.
Business mix and cost-reduction initiatives will improve margins in
2021. S&P expects print volumes to decline significantly in 2021
due to the implementation of SEC rule 30e-3, which provides
investment fund providers the option of making annual reports and
semiannual reports available over the internet in place of print.
This could cause a reduction of approximately $130 million to $140
million in print revenues in 2020. The company has committed to a
restructuring plan that will minimize EBITDA declines by cutting
costs and terminating some low-margin printing-related contracts.
Therefore, despite the significant drop in overall revenues S&P
expects an EBITDA loss of up to $5 to $10 million. While the loss
of the print business reduces the company's overall scale, it also
accelerates its shift toward higher-margin software-as-a-service
(SaaS) revenues from lower-margin print revenues.
"The stable outlook on DFIN reflects our expectation that S&P
Global Ratings' adjusted leverage will remain below 4x over the
next 12 months and it will maintain a comfortable liquidity
position despite a somewhat uncertain economic and capital markets
environment and the loss of a portion of its print business due to
regulatory changes," S&P said.
For an upgrade, S&P would look for the company to lower its
adjusted leverage well below 3.75x and maintain free operating cash
flow (FOCF) to debt above 10% on a sustained basis. Due to the
volatility in the company's capital markets business, the rating
agency would also expect to see more positive capital market
conditions for an upgrade. Improved revenue diversity, increased
subscription revenues, and reduced dependence on print volumes
would also support an upgrade.
"We could lower our issuer credit rating if DFIN's operating
performance declines or if capital markets transactional activity
materially weakens, resulting in debt leverage increasing above 5x
or FOCF to debt decreasing below 5% for a prolonged period. We
could also consider a downgrade if the company pursues a large
acquisition that changes our view of its financial policy," S&P
said.
DPW HOLDINGS: Appoints President and Chief Financial Officer
------------------------------------------------------------
DPW Holdings, Inc., reports changes to its existing leadership
team. Effective Aug. 20, 2020, William B. Horne, who served as the
Company's chief financial officer, has been appointed as president
and that Kenneth S. Cragun, who served as Company's chief
accounting officer, has been appointed as chief financial officer.
DPW's CEO and Chairman, Milton "Todd" Ault, III said, "As part of
the evolution and growth of the Company, we are pleased that both
Will and Ken will assume expanded roles and responsibilities within
the organization. They are seasoned public company executives with
a passion for leading teams and developing strategic plans for DPW,
its subsidiaries and partner companies. I believe DPW has excellent
prospects for growth and a talented team that is positioned to
allow the Company to capitalize on new opportunities. I am looking
forward to Will and Ken leading that growth in their expanded
roles."
William B. Horne has served as a member of DPW's board of directors
since October 2016. On Jan. 25, 2018, Mr. Horne was appointed as
DPW's chief financial officer. Prior to his appointment as DPW's
chief financial officer, Mr. Horne served as one of the Company's
independent directors. He has served as the chief financial
officer of Targeted Medical Pharma, Inc. (OTCBB: TRGM) since August
2013. Mr. Horne is a director of and chief financial officer to
Avalanche International, Corp., a "voluntary filer" under the
Exchange Act. Mr. Horne previously held the position of chief
financial officer in various companies in the healthcare and
high-tech field, including OptimisCorp, from January 2008 to May
2013, a privately held, diversified healthcare technology company
located in Los Angeles, California. Mr. Horne served as the Chief
Financial Officer of Patient Safety Technologies, Inc. (OTCBB:
PSTX), a medical device company located in Irvine, California, from
June 2005 to October 2008 and as the interim chief executive
officer from January 2007 to April 2008. In his dual role at
Patient Safety Technologies, Mr. Horne was directly responsible for
structuring the divestiture of non-core assets, capital financings
and debt restructuring. Mr. Horne held the position of managing
member & chief financial officer of Alaska Wireless Communications,
LLC, a privately held, advanced cellular communications company,
from its inception in May 2002 until November 2007. Mr. Horne was
responsible for negotiating the sale of Alaska Wireless to General
Communication Inc. (NASDAQ: GNCMA). From November 1996 to December
2001, Mr. Horne held the position of chief financial officer of The
Phoenix Partners, a venture capital limited partnership located in
Seattle, Washington. Mr. Horne has also held supervisory positions
at Price Waterhouse, LLP and has a Bachelor of Arts Magna Cum Laude
in Accounting from Seattle University. The Company believes that
Mr. Horne's extensive financial and accounting experience in
diversified industries and with companies involving complex
transactions give him the qualifications and skills to serve as
President of the Company and as one of its directors.
Kenneth S. Cragun joined the Company as chief accounting officer in
October 2018. Mr. Cragun is the chief financial officer for
Alzamend Neuro, Inc., a biotech company, on a part-time basis
beginning in Dec. 15, 2018. He served as a CFO Partner at
Hardesty, LLC, a national executive services firm since October
2016. His assignments at Hardesty included serving as CFO of
CorVel Corporation, a $1.1 billion market cap publicly traded
company (NASDAQ: CRVL) and a nationwide leader in technology
driven, healthcare-related, risk management programs and of RISA
Tech, Inc. a private structural design and optimization software
company. Mr. Cragun was also CFO of two NASDAQ-listed companies,
Local Corporation, from April 2009 to September 2016, which
operated Local.com, a U.S. top 100 website, and Modtech Holdings,
Inc., from June 2006 to March 2009, a supplier of modular
buildings. Prior thereto, he had financial leadership roles with
increasing responsibilities at MIVA, Inc., ImproveNet, Inc.,
NetCharge Inc., C-Cube Microsystems, Inc, and 3-Com Corporation.
Mr. Cragun serves on the Board of Directors and Chairman of the
Audit Committee of Verb Technology Company, Inc. (NASDAQ: VERB).
Mr. Cragun began his professional career at Deloitte. Mr. Cragun
holds a Bachelor of Science degree in accounting from Colorado
State University-Pueblo. Mr. Cragun's industry experience is vast
with extensive experience in fast-growth environments and building
teams in more than 20 countries. Mr. Cragun has led multiple
financing transactions, including IPOs, PIPEs, convertible debt,
term loans, and lines of credit. For these reasons, the Company
believes that he is well qualified to serve as its chief financial
officer.
About DPW Holdings
DPW Holdings, Inc. -- http://www.DPWHoldings.com/-- is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly and majority-owned subsidiaries and
strategic investments, the Company provides mission-critical
products that support a diverse range of industries, including
defense/aerospace, industrial, telecommunications, medical, and
textiles. In addition, the Company owns a select portfolio of
commercial hospitality properties and extends credit to select
entrepreneurial businesses through a licensed lending subsidiary.
DPW's headquarters are located at 201 Shipyard Way, Suite E,
Newport Beach, CA 92663.
DPW Holdings recorded a net loss available to common stockholders
of $32.93 million for the year ended Dec. 31, 2019, compared to a
net loss available to common stockholders of $32.34 million for the
year ended Dec. 31, 2018. As of June 30, 2020, the Company had
$40.49 million in total assets, $37.46 million in total
liabilities, and $3.03 million in total stockholders' equity.
Ziv Haft., Certified Public Accountants (Isr.) BDO Member Firm, the
Company's auditor since 2012, issued a "going concern"
qualification in its report dated May 29, 2020 citing that the
Company has a working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
DUN & BRADSTREET CORP: Fitch Hikes LT IDR to B+, Outlook Positive
-----------------------------------------------------------------
Fitch Ratings has upgraded the Long-Term Issuer Default Rating
(IDR) of Dun & Bradstreet Corporation (DNB) by one notch to 'B+'
from 'B'. Fitch has also upgraded the senior secured debt ratings
by one notch to 'BB+'/'RR1' from 'BB'/'RR1' and the senior
unsecured debt rating by one notch to 'BB'/'RR2' from 'BB-'/'RR2'.
Fitch has withdrawn Star Parent LP's 'B' LT IDR and assigned a 'B+'
LT IDR to Dun & Bradstreet Holdings, Inc. The Rating Outlook is
revised to Positive from Stable.
The upgrade and Positive Outlook reflect Dun & Bradstreet's
materially improved financial structure following a partial $300
million redemption of its 10.250% senior unsecured notes with IPO
and private placement proceeds. Additionally, with the redemption
of the $1.068 billion series A preferred stock (which Fitch did not
treat as debt) and its voluntary distribution to its parent to fund
a 12% PIK coupon, Dun & Bradstreet's FCF profile is improved.
Fitch believes Dun & Bradstreet may use some or all of the
additional net IPO and private placement proceeds in excess of $600
million for debt reduction which would materially improve its
credit protection metrics. Fitch could stabilize the Outlook if Dun
& Bradstreet instead uses the proceeds for shareholder return,
although operational performance has been resilient to the
coronavirus pandemic and performance by itself could cause credit
metrics to trend to a higher rating category.
Fitch is withdrawing the IDR on Star Parent LP and assigning the
upgraded IDR to Dun & Bradstreet Holdings, Inc. because with the
IPO, the Holdings is now the filer of financials and Star Parent LP
is no longer analytically relevant to Fitch's coverage.
KEY RATING DRIVERS
Coronavirus Resilience: Dun & Bradstreet's business has been only
moderately affected by the coronavirus pandemic. Revenue increased
3% in 1Q20 and 2% in 2Q20 on an adjusted normalized, constant
currency basis. The coronavirus impact was about 1.5% in the second
quarter. Fitch assumes 2020 revenue will be flat to slightly higher
on an adjusted basis with continuing modest revenue declines
related to the coronavirus in 2H20, with anticipated impacts to
renewals in smaller firms and sales and marketing spend. Dun &
Bradstreet's expected performance reflects the criticality of its
data to commerce and the result of strategic actions taken by the
management team. Fitch conservatively assumes lower single-digit
revenue growth over the rating horizon while acknowledging the
potential for upside.
IPO and Debt Redemption: Dun & Bradstreet's financial structure is
materially improved by its $300 million partial redemption of the
10.250% senior unsecured notes with IPO proceeds. Gross leverage is
expected to be 5.0x at YE 2020, a reduction of about 3.0x from its
closing leverage when taken private in early 2019. Fitch now see
leverage to be sustained below 5.0x, Fitch's original positive
sensitivity, without further margin expansion or debt reduction and
very low single digit revenue growth. Additionally, while Fitch did
not consider the series A preferred stock to be debt of the rated
entity, Dun & Bradstreet had been voluntarily making distributions
to its parent to fund the 12% PIK coupon, with the full redemption
of the $1.068 billion preferred and no further distributions which
would have totaled $128 million annually.
Further Deleveraging Capacity: At constant margins and modest
top-line growth, Fitch sees Dun & Bradstreet's gross leverage
declining 0.3x organically. However, Dun & Bradstreet has in excess
of $600 million in net IPO and private placement proceeds which it
could elect to use to partially redeem either or both of its $700
million 6.875% senior secured notes and the remaining $450 million
10.250% senior unsecured notes outstanding.
Financial Policy: Dun & Bradstreet has not committed to using
proceeds for further debt reduction, and there is a risk that the
company will use proceeds for shareholder return. However, Fitch
believes there is a reasonable likelihood Dun & Bradstreet does at
least partially redeem these issues given prior statements by
management to improve upon its capital structure and increase cash
flow. Even just $200 million redemption would result in gross
leverage sustaining below 4.5x, Fitch's updated positive
sensitivity. To the extent Dun & Bradstreet uses proceeds for
shareholder return without further debt repayment, Fitch could
stabilize the Outlook.
DERIVATION SUMMARY
DNB's business profile as a data analytics provider is supported by
its market position with a meaningful market share of core
commercial credit in North America, approximately 85% recurring
revenue base with subscriptions representing three-quarters of
revenue, and long-standing customer base with an approximate 95%
revenue retention rate. In 2019, no customer accounted for more
than 5% of DNB's revenue, and top 50 customers accounted for 25% of
revenue. The company is broadly diversified across sectors although
it is heavily weighted toward the Americas (greater than 80% of
revenue). These business profile characteristics are broadly
comparable with DNB's data analytics peers, the majority of which
are solid investment grade. However, DNB's organic growth profile
(approximately 1%-2%) has been muted relative to more highly rated
peers that have consistently grown at mid-single-digits. DNB's
operating EBITDA margin was previously about 10 points to 20 points
below its peers and its FCF margin is lower as a result, although
the company has made significant strides in improving its margins
to a level in line with its more highly rated peers.
Fitch establishes a parent-subsidiary relationship between Dun &
Bradstreet Holdings, Inc. as parent assessing it to have a weaker
standalone credit profile than its operating subsidiary and issuer
of debt Dun & Bradstreet Corporation. Fitch assigns the same IDRs
given the entities' strong operational and legal ties. Fitch rates
corporate subsidiaries of private equity vehicles, or similar
financial investors, based upon the stand-alone credit profile and
does not generally assume parent-subsidiary or relevant
investor-investee relationship under the Parent and Subsidiary
Rating Linkage criteria.
No Country Ceiling constraints or Operating Environment influence
were in effect for these ratings.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Agency's Rating Case for the
Issuer
-- Flat to very low single-digit adjusted constant currency
revenue growth in 2020 and low-single digit assumed annually over
the rating horizon thereafter;
-- Operating EBITDA margin of between 41% and 42% in 2020 flat
over the rating horizon with the bulk of synergies realized and
potential for margin expansion at growth above very low
single-digit;
-- Capital expense of $120 million in 2020 in line with guidance
and $100 million annually thereafter;
-- Allocation of portion of FCF to tuck-in acquisitions in line
with recent acquisition strategy with potential for shareholder
return;
-- No further debt redemption beyond partial $300 million of
10.250% senior unsecured notes with potential for further
redemption of unsecured and secured debt with remaining net IPO
proceeds.
Recovery Assumptions
-- The recovery analysis assumes that Dun & Bradstreet would be
considered a going concern in bankruptcy and that the company would
be reorganized rather than liquidated. Fitch has assumed a 10%
administrative claim.
-- Dun & Bradstreet's going concern EBITDA is based on LTM June
30, 2020, Fitch operating EBITDA of $754 million. The going-concern
EBITDA is 10% below LTM EBITDA to reflect a stress scenario
partially remediated through restructuring;
-- Fitch assumes a fully drawn revolver in its recovery analysis
since credit revolvers are tapped as companies are under distress.
Fitch therefore assumes a full draw on Dun & Bradstreet's $400
million revolving credit facility;
-- An enterprise value (EV) multiple of 8x is used to calculate a
post-reorganization valuation, above the 5.5x median TMT emergence
EV/forward EBITDA multiple. The 8x multiple Fitch's positive view
of the data analytics subsector including the typically high
proportion of recurring revenues, proprietary data and relatively
high EBITDA margins and strong FCF conversion. Fitch used an 8x
multiple for similarly situated data analytics companies to reflect
proprietary offerings that are tightly integrated in customer
workflows.
-- Recent acquisitions in the data and analytics subsector have
occurred substantially higher multiples. The investor acquired Dun
& Bradstreet for 13.8x adjusted EBITDA (excluding synergies). An
investor consortium acquired the Financial & Risk division of
Thomson Reuters for approximately 11.3x LTM Dec. 31, 2017 adjusted
EBITDA (excluding synergies). IHS Markit acquired Ipreo for
approximately 16x expected 2019 adjusted EBITDA in 2018. Moody's
acquired Bureau van Dijk for approximately 23x EBITDA in 2017. XIO
Group acquired J.D. Power for 13x in 2016;
-- Current EV multiples of public companies similar to Dun &
Bradstreet trade at the 10x-18x range.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to a
positive rating action/upgrade:
-- Total debt with equity credit-to-operating EBITDA expected to
be sustained below 4.5x;
-- FCF-to-total debt with equity credit expected to be sustained
above 4.5%;
-- Expectation for sustained organic constant currency growth in
excess of low single digit;
-- Material voluntary debt reduction.
Factors that could, individually or collectively, lead to a
negative rating action/downgrade:
-- Total debt with equity credit-to-operating EBITDA expected to
be sustained above 5.0x;
-- FCF-to-total debt with equity credit expected to be sustained
below 3.5%;
-- Expectation for flat-to-negative organic constant currency
growth;
-- Shift to more aggressive financial policy.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity and Manageable Debt Structure: Dun & Bradstreet
had $646 million in cash and cash equivalents at June 30, 2020, pro
forma to paydown of the $88 million revolver balance subsequent to
quarter end, $634 million in IPO proceeds net of partial redemption
of the 10.250% senior unsecured notes and full redemption of the
series A preferred stock as well as fees and premiums.
Additionally, Dun & Bradstreet has access to a $400 million
revolving credit facility maturing in 2024. Liquidity will be
further supported by Fitch's expectation of in excess of $200
million of FCF in 2020 increasing to approximately $250 million in
2021 driven by modest top line growth at higher margin and improved
collections and working capital dynamics. Dun & Bradstreet's
maturity schedule is manageable with final maturities in 2026. Dun
& Bradstreet may use net IPO proceeds for further debt reduction.
ESG CONSIDERATIONS
The Dun & Bradstreet Corporation: Group Structure: 4, Governance
Structure: 4
-- The Dun & Bradstreet Corporation has an ESG Relevance Score of
4 for Governance Structure due to board independence risk as a
result of its complex ownership structure which, in combination
with other factors, impacts the rating.
-- The Dun & Bradstreet Corporation has an ESG Relevance Score of
4 for Group Structure due to group transparency risk given its
complex ownership and governance structure which, in combination
with other factors, impacts the rating.
EMERALD CASINO: Court Classifies Ebert Claim as Equity Interest
----------------------------------------------------------------
Bankruptcy Judge Deborah L. Thorne sustained the trustee's
objection to Chaz Ebert's claim in the bankruptcy case captioned In
re: EMERALD CASINO, INC., Chapter 7, Debtor, Case No. 02 B 22977
(Bankr. N.D. Ill.).
Ebert is a statutory investor, one of several minority individuals
who invested over $30 million in Emerald Casino. The statutory
investors were invited to invest at the time Emerald Casino decided
to relocate to Rosemont, Illinois. In order to relocate, Emerald
attempted to comply with an amendment to the Illinois Gambling Act
which required it to have at least 20% minority and female
investors. The Illinois Gaming Board (IGB) required that each
statutory investor be officially approved prior to becoming a
shareholder. Specifically, the subscription agreements stated
Emerald "will hold the shares [of Emerald]'s common stock . . . in
escrow until the Illinois Gaming Board determines that you are an
acceptable owner of [Emerald]. At that time [Emerald] will deliver
to you a stock certificate and a fully executed copy of your
Shareholders' Agreement". The IGB never approved Ebert and others
as shareholders and Emerald never returned any of the statutory
investors' funds, instead using the money to commence construction
of its new casino in Rosemont.
Although the face of her claim shows it is for a "stock
subscription," Ebert contends that it should be treated in the same
manner as claims held by the "Payton Parties," individuals who
previously assigned their claims to the Trustee in exchange for
special treatment. In 2008, the Payton Parties entered into a
court-approved settlement agreement with Francis Gecker, the
chapter 7 Trustee. Ebert did not enter into the settlement and,
therefore, is not entitled to treatment as a Payton Party.
As a part of the 2008 settlement, the Trustee agreed that the
Payton Parties would be paid after general unsecured creditors
received a distribution of 75% of their allowed claims and
thereafter would receive distributions pro rated with the general
unsecured creditors. At the time of the settlement, no one knew
whether the Payton Parties would receive any payment because it was
not clear whether the Trustee would be successful in the
litigation. Thus, as a part of the settlement agreement with the
Trustee, the Payton Parties would be paid prior to any distribution
to equity holders. Although Ebert did not file an objection to the
2008 settlement, she has objected to the payment of the Payton
Parties and has repeatedly sought to be treated as one of the
Payton Parties.
Judge Thorne noted that the Payton Parties agreed to accept the
risk of litigation pursued by the Trustee, a risk that Ebert did
not accept. Her interest is no longer identical to the Payton
Parties and has not been since the assignment and settlement were
approved in 2008.
Ebert now seeks additional discovery from the Trustee to support
her claim that the Trustee orally agreed to treat her as a Payton
Party. She also argues that because the Illinois Gaming Board did
not approve her as a shareholder, she holds a general unsecured
claim against the Debtor's estate which should not be subordinated
under section 510(b) of the Bankruptcy Code.
The Court noted that the claim filed by Ebert states it is based
upon a subscription agreement. In reviewing the documents filed by
the Trustee in support of her claim objection, it is apparent that
Ebert entered into a subscription agreement, paid for shares, was a
party to a shareholders' agreement, and attended shareholders'
meetings. The Trustee also asserts that Ebert reported her
percentage of Emerald ownership and losses on her tax returns for
the past 20 years. Ebert has not refuted this assertion. While
there is a dispute between the parties regarding whether Ebert
voted her shares at the shareholder meeting, it appears at all
times that Emerald treated her as a shareholder in every way.
Emerald designated her as an owner on its books and records, listed
her as a shareholder on both federal and state income tax returns
and solicited her vote at shareholder's meetings. Since the
reconversion of the case to chapter 7, the Trustee has issued
Internal Revenue Service Form K-1s to Ebert reflecting her
percentage of ownership and losses in the Debtor. On Nov. 15, 2002,
Emerald filed its List of Equity Security Holders, identifying
Ebert as an Emerald shareholder. Further, under Emerald's bylaws,
the definition of shareholder is a holder of record of units of
proprietary interest in the company. Ebert did not object to the
treatment as a shareholder despite the failure of the IGB to
approve her as a shareholder.
The Trustee objects to Ebert's two claims (#65 and #124), both
filed for a "stock subscription". The Trustee's objection asks that
the claims be treated as equity interests and not as general
unsecured claims, arguing that they should be subordinated under 11
U.S.C. section 510(b). Ebert claims that subordination under
section 510(b) is improper and that her claim should be treated the
same as those of the Payton Parties. Ebert additionally argues that
the Trustee is judicially estopped from arguing Ebert's claim is
equity, and under the doctrine of equitable estoppel, Ebert's claim
should be classified as a general unsecured claim. Although Ebert's
claims are prima facie evidence of the amount and the type of
claim, the Trustee has included an objection based upon section
510(b) because of Ebert's insistence that she be treated the same
as a Payton Party.
Ebert argues that her claim should be treated as an unsecured claim
since IGB approval was not received regarding her shareholder
status in Emerald. In examining the same issue asserted by certain
other Emerald Casino investors, Judge Pallmeyer held that IGB
approval was immaterial to the officers and directors' shareholder
status.
Under Illinois law, anyone who acts as a shareholder and enjoys the
benefits of shareholder status is considered a shareholder.
According to the Court, even if Ebert was defrauded by the
management of Emerald Casino, she would still hold an interest
which would be subordinated to general unsecured creditors who did
not accept the risk of being a shareholder. Moreover, the Payton
Parties were authorized by prior court orders to a priority over
other equity holders because they assigned their claims and the
elevated treatment was approved by the court. Ebert was not an
approved Payton Party and thus is not entitled to that treatment
retroactively.
Ebert filed a claim stating she was an investor. Everything this
court has reviewed supports that position. Even if she had filed a
claim as a general unsecured creditor, section 510(b) would require
that this court treat her claim as one of equity. Neither judicial
nor equitable estoppel bar the trustee from treating her claim as
one of equity.
A copy of the Court's Memorandum Opinion dated July 24, 2020 is
available at https://bit.ly/30uqBMa from Leagle.com.
About Emerald Casino
Emerald Casino Inc.'s bankruptcy case (Bankr. N.D. Ill. Case No.
02-22977) started in 2002 and went forward under Chapter 11 of the
Bankruptcy Code. In 2007, Emerald's bankruptcy case was converted
to one under Chapter 7, and the United States Trustee appointed
Frances Gecker as the Chapter 7 trustee.
FMC TECHNOLOGIES: Egan-Jones Lowers Senior Unsecured Ratings to B+
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 10, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by FMC Technologies Inc. to B+ from BB-.
Headquartered in Houston, Texas, FMC Technologies, Inc. provides
oilfield services and equipment.
G-STAR RAW: Hires Seyfarth Shaw as Special Counsel
--------------------------------------------------
G-Star Raw Retail Inc. and G-Star Inc. seek authority from the U.S.
Bankruptcy Court for the Central District of California to hire
Seyfarth Shaw, LLP as special counsel.
The firm will provide the following services:
(a) advise Debtors on labor and employment-related matters and
assist in claims investigation;
(b) represent Debtors in employment and labor-related
administrative hearings; and
(c) prepare for and attend hearings on discovery motions,
pre-trial dispositive motions, trial related motions and pleadings
and post-trial motions and prosecution of appeals.
The rates charged by the firm's attorneys range from $450 to $650
per hour. Paralegals charge $195 per hour.
Seyfarth Shaw 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:
James C. McGrath, Esq.
Seyfarth Shaw, LLP
601 South Figueroa Street, Suite 3300
Los Angeles, CA 90017-5793
Phone: (213) 270-9600
Fax: (213) 270-9601
About G-Star Raw Retail and G-Star Inc.
G-Star Raw Retail Inc., a Dutch brand founded in 1989, is a men's
and women's denim retailer.
On July 3, 2020, G-Star Raw Retail and G-Star Inc. sought Chapter
11 protection (Bankr. C.D. Cal. Lead Case No. 20-16040). At the
time of the filing, G-Star Raw Retail was estimated to have $1
million to $10 million in assets and $10 million to $50 million in
liabilities. G-Star Inc. was estimated to have $10 million to $50
million in both assets and liabilities.
Judge Julia W. Brand oversees the cases.
Debtor has tapped Arent Fox LLP as its legal counsel, Seyfarth Shaw
LLP as special counsel, and Ryniker Consultants, LLC as financial
advisor.
G-STAR RAW: Seeks to Hire Arent Fox as Bankruptcy Counsel
---------------------------------------------------------
G-Star Raw Retail Inc. and G-Star Inc. seek authority from the U.S
Bankruptcy Court for the Central District of California to hire
Arent Fox, LLP as their bankruptcy counsel.
The firm will provide the following services:
1. advise Debtors of their powers and duties in the continued
operation of their business and the administration of their
estates;
2. prepare legal papers;
3. assist in the formulation and negotiation of a Chapter 11
plan of reorganization with creditors and the Subchapter V trustee
and provide other related services including, but not limited to,
negotiating lease rejections or assumptions and the sale of
Debtors' assets;
4. prosecute and defend actions commenced by or against
Debtors and analyze and prepare objections to proofs of claim filed
against the estates; and
5. investigate and prosecute preference, fraudulent transfer
and other actions arising under Debtors' avoiding powers.
The principal attorneys and paraprofessionals presently designated
to represent Debtors are Aram Ordubegian, M. Douglas Flahaut,
Christopher K.S. Wong, and Yvonne Li who will be paid at hourly
rates ranging from $230 to $885.
Arent Fox received a retainer of $400,000.
Arent Fox 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:
Aram Ordubegian, Esq.
M. Douglas Flahaut, Esq.
Christopher K.S. Wong, Esq.
Arent Fox LLP
555 West Fifth Street, 48th Floor
Los Angeles, CA 90013-1065
Tel: 213-629-7400
Fax: 213-629-7401
Email: aram.ordubegian@arentfox.com
douglas.flahaut@arentfox.com
christopher.wong@arentfox.com
About G-Star Raw Retail and G-Star Inc.
G-Star Raw Retail Inc., a Dutch brand founded in 1989, is a men's
and women's denim retailer.
On July 3, 2020, G-Star Raw Retail and G-Star Inc. sought Chapter
11 protection (Bankr. C.D. Cal. Lead Case No. 20-16040). At the
time of the filing, G-Star Raw Retail was estimated to have $1
million to $10 million in assets and $10 million to $50 million in
liabilities. G-Star Inc. was estimated to have $10 million to $50
million in both assets and liabilities.
Judge Julia W. Brand oversees the cases.
Debtor has tapped Arent Fox LLP as its legal counsel, Seyfarth Shaw
LLP as special counsel, and Ryniker Consultants, LLC as financial
advisor.
G-STAR RAW: Taps Ryniker Consultants as Financial Advisor
---------------------------------------------------------
G-Star Raw Retail Inc. and G-Star Inc. received approval from the
U.S. Bankruptcy Court for the Central District of California to
hire Ryniker Consultants, LLC as their financial advisor.
The firm will provide the following services:
1. prepare monthly operating reports and cash flow budget, and
oversee cash management and distribution of funds;
3. investigate and analyze potential claims, recoveries and
transactions with Debtors' vendors, insiders and affiliated
companies;
4. analyze the liquidation or sale of Debtors' businesses and
assets;
5. prepare tax returns and requisite disclosures;
6. reconcile proofs of claim and claims asserted against
Debtors' estates; and
7. assist in the preparation of a Chapter 11 plan of
reorganization or liquidation.
The firm's services will be provided mainly by Brian Ryniker and
Karl Knechtel who will charge $400 per hour and $350 per hour,
respectively.
Ryniker received a total of $100,000 prior to Debtor's bankruptcy
filing. The firm held the sum of $16,005 as a pre-bankruptcy
retainer as of July 3.
Ryniker 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:
Brian Ryniker
Ryniker Consultants LLC
156 Dubois Avenue, Floor 2
Sea Cliff, NY 11579
Email: brian@rynikerllc.com
About G-Star Raw Retail and G-Star Inc.
G-Star Raw Retail Inc., a Dutch brand founded in 1989, is a men's
and women's denim retailer.
On July 3, 2020, G-Star Raw Retail and G-Star Inc. sought Chapter
11 protection (Bankr. C.D. Cal. Lead Case No. 20-16040). At the
time of the filing, G-Star Raw Retail was estimated to have $1
million to $10 million in assets and $10 million to $50 million in
liabilities. G-Star Inc. was estimated to have $10 million to $50
million in both assets and liabilities.
Judge Julia W. Brand oversees the cases.
Debtor has tapped Arent Fox LLP as its legal counsel, Seyfarth Shaw
LLP as special counsel, and Ryniker Consultants, LLC as financial
advisor.
GABRIEL INVESTMENT: Court Confirms Debtors' Plan, Rejects Panel's
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The Honorable Ronald B. King ruled on two competing plans of
reorganization filed in the Chapter 11 cases of Gabriel Investment
Group, Inc., et al.:
-- The Court confirmed the Third Amended Joint Plan of
Reorganization proposed by the Debtors; and
-- The Court denied confirmation of the plan proposed by the
Official Committee of Unsecured Creditors.
The Court appointed John Patrick Lowe as Trustee of the Creditor
Trust to be established under the confirmed Plan.
The Debtors' Plan is backed by Omega Capital Group. According to
the Court, to the extent the Debtors and Omega Capital do not close
on the sale of the Debtors' Equity as contemplated by the Plan and
the Confirmation Order, then the Confirmation Order will be revoked
pursuant to 11 U.S.C. Sections 105 and 1144 and the assumption or
rejection of executory contracts or unexpired leases and assignment
effected by the Plan (if any), and any document or agreement
executed pursuant to the Plan, will be null and void.
Confirmation of the Committee's Plan is denied. The Court directed
the Debtors to refund the $500,000 deposit from Nooner Holdings
Ltd.
The Court removed from the Plan: (i) the definition of "Creditor
Trust Claims" on Page 48 of the Plan and (ii) the reference in
7.2(d) on page 16 of the Plan to the Gabriel Family executing an
assignment of their share of GIG Sale Proceeds. These items are
deleted from the Plan and are not confirmed. For the avoidance of
doubt, Causes of Action against Insiders, if any, shall vest in
Legacy GIG as provided in Sec. 7.4(b) of the Plan and all other
Causes of Action, excluding the TABC Lawsuit, shall vest in the
Reorganized Debtor.
As reported by the Troubled Company Reporter, the Debtor's Plan
contemplates the substantive consolidation of the estates of all of
the Debtors into a single entity which will them be split through a
divisive merger into Legacy GIG and the Reorganized Debtor. The
Reorganized Debtor will hold all of the operating assets and
associated licenses and permits, except for the assets and permits
related to a single store location which will remain with Legacy
GIG. One hundred percent (100%) of the equity in the Reorganized
Debtor will be acquired by Omega which will assume the obligations
to Priority and Administrative Creditors along with Class 2, 4 and
5 Allowed Claims which will be paid in full under the Plan. Omega
will also pay cash to satisfy the Allowed Claim of PNC, pay
$1,875,000 in Cash on the Effective Date for Pro Rata Distribution
to Class 6 Unsecured Creditors and pay up to $50,000 to pay Allowed
Class 7 Administrative Convenience Creditors (i.e. small claims).
In Cash alone, Class 6 Unsecured Creditors holding Allowed Claims
will receive 34% of their Allowed Claims paid on the Effective Date
of the Plan. A Creditor Trust for the benefit of Allowed Class 6
Creditors will also receive a $200,000 Insider Note and Class B
Shares of Legacy GIG which will entitle those Unsecured Creditors
to receive payment of the balance of their Allowed Claims with
interest if, as and when the GIG Sale Distribution occurs. The
monetization of Legacy GIG is subject to the outcome of the TABC
Lawsuit. The likelihood of such a sale is speculative, such that no
value is currently ascribed to the sale of GIG. Confirmation of the
Debtor's Plan will significantly strengthen Legacy GIG's ability to
prosecute that litigation to a successful outcome.
The Committee Plan is based on a sale of the Debtors' assets to
Nooner Holding, Ltd. for $6,780,000, which is made up of $5,000,000
for the inventory and $1,780,000 for all the remaining assets. The
Debtors will retain all of their cash, which as of July 7, 2020,
was approximately $1.2 million. However, Nooner Holding, Ltd. is
not assuming the Debtors' accounts payable which will be paid from
available cash. The actual cash available to creditors is dependent
upon variability of cash, inventory, and accounts payable through
the Effective Date of the Committee Plan. The Committee Plan
further provides that all Causes of Action will be transferred to a
Creditor Trust for the benefit of unsecured creditors. The
Committee estimates the total outstanding claims against insiders
and third parties to be in excess of $2.75 million. The Committee
further estimates that it will likely only collect approximately
25% of this amount net of costs and attorney fees. Any recovery on
the Causes of Action against Insiders is contingent and uncertain.
However, the Committee contends that both Cindy Gabriel -- who is
guaranteeing the insider note for the Equity Plan -- and Johnny
Gabriel, Sr. have substantial assets available to at least pay any
liability owed by them. This Plan also incorporates a potential
sale of Gabriel Investment Group ("GIG") to a third party, which
would likely pay all creditors in full; however, the likelihood of
such a sale is speculative, such that no value is currently
ascribed to the sale of GIG. Based on Debtor's current inventory
and cash, unsecured creditors should expect to recover roughly
$900,000 to $1,200,0001 or $.17 to $.23 per dollar plus a potential
pro-rata share of any recovery on the Causes of Action, which
recovery is estimated to be approximately $655,000 or $.12 per
dollar ($655,000/$5,500,000) for a total recovery of $.29 to $.35
per dollar.
A full-text copy of the Joint Disclosure Statement dated July 13,
2020, for the Plans of Reorganization, is available at
https://tinyurl.com/y82qah5c from PacerMonitor.com at no charge.
* * *
Earlier in the case, the Court denied the request of PNC Bank,
N.A., the Debtors' prepetition secured lender, for appointment of a
Chapter 11 Trustee for Gabriel Investment Group.
PNC argued that Gabriel Investment Group was in default of the cash
collateral order. The bank also said the Gabriel family was doing
everything possible to sabotage a sale in an effort to preserve
their equity in the Debtors and their lifestyles funded by inflated
salaries, until all of the potential buyers are no longer
interested in pursuing a sale. According to the bank, the Debtors'
creditors have lost confidence in the ability of Gabriel family to
successfully consummate a transaction that will maximize the
recovery of the Debtors' non-insider creditors. While a sale will
likely resolve lease issues, if a sale is delayed and extensions
are not granted by the landlords, the Debtors may well have to
liquidate.
Counsel to PNC Bank, N.A.
Brent R. McIlwain, Esq.
Brian J. Smith, Esq.
Holland & Knight LLP
200 Crescent Court, Ste. 1600
Dallas, TX 75201
Tel.: (214) 964-9500
Fax: (214) 964-9501
E-mail: brent.mcilwain@hklaw.com
brian.smith@hklaw.com
Attorney for the Committee:
Ronald J. Smeberg, Esq.
Muller Smeberg, PLLC
111 W. Sunset Rd.
San Antonio, TX 78209
Tel: 210-664-5000
Fax: 210-598-7357
Attorneys for the Debtors:
Randall A. Pulman, Esq.
Thomas Rice, Esq.
PULMAN, CAPPUCCIO & PULLEN, LLP
2161 NW Military Highway, Suite 400
San Antonio, TX 78213
Tel: (210) 222-9494
Fax: (210) 892-1610
E-mail: rpulman@pulmanlaw.com
trice@pulmanlaw.com
About Gabriel Investment Group
Gabriel Investment Group, Inc., founded in 1948, operates a chain
of package stores that sell wines, liquors, and beers. As of the
Petition Date, Gabriel operates 15 package store locations as
Gabriel's Liquor and 30 package store locations as Don's & Ben's
Liquor.
Gabriel Investment Group sought relief under Chapter 11 of the
Bankruptcy Code (Bank. W.D. Tex. Lead Case No. 19-52298) on Sept.
27, 2019 in San Antonio Texas. The other debtor affiliates are
Don's & Ben's Inc. (Bankr. W.D. Tex. 19-52299); Gabriel Holdings,
LLC (Bankr. W.D. Tex. 19-52300); SA Discount Liquors, Inc. (Bankr.
W.D. Tex. 19-52301); and Gabriel GP, Inc. (Bankr. W.D. Tex.
19-52302). In the petitions signed by Inez Cindy Gabriel,
president, the Debtors were estimated to have assets at $1 million
to $10 million and liabilities within the same range.
Judge Ronald B. King oversees the cases.
The Debtors tapped Pulman Cappuccio & Pullen, LLP, as legal
counsel.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 21, 2019. The
committee is represented by Muller Smeberg, PLLC.
GALLEON CONTRACTING: Unsec. Creditors to Have 13% Recovery in Plan
------------------------------------------------------------------
Debtor Galleon Contracting, LLC, filed a First Amended Disclosure
Statement describing its Plan on July 17, 2020.
The Debtor will pay $2,500 for 12 months and then pay $8,000 a
month for months 13 - 84. General unsecured creditors are
classified in Class 13, and will receive a distribution of 13% of
their allowed claims, to be distributed in 3 monthly payments
starting in the 82nd month. Three payments in months 82, 83 and 84
of $1,800, $2,100 and $6,900.
A full-text copy of the First Amended Disclosure Statement dated
July 17, 2020, is available at https://tinyurl.com/y6tuzzzp from
PacerMonitor.com at no charge.
About Galleon Contracting
Galleon Contracting, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 19-52911) on Dec. 9,
2019. The petition was signed by its sole managing member, Maurice
Martinez. At the time of filing the Debtor was estimated to have
both assets and liabilities of less than $1 million. Judge Ronald
B. King oversees the case. The Debtor is represented by Todd J.
Malaise, Esq., at Malaise Law Firm.
GEORGIA CENTRAL: Seeks to Hire Jones Lang Lasalle as Broker
-----------------------------------------------------------
Georgia Central University Inc. seeks authority from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Jones Lang Lasalle Brokerage, Inc. as its real estate broker.
Debtor requires the services of a real estate broker to assist in
the sale of its real property located at 6789, 6801 and 6803
Peachtree Industrial Blvd., Atlanta.
Jones Lang Lasalle will receive a 7 percent commission.
Paul Hanna, real estate agent at Jones Lang Lasalle, disclosed in
court filings that his firm does not hold nor represent an interest
adverse to Debtor's bankruptcy estate.
The firm can be reached through:
Paul Hanna
Jones Lang Lasalle Brokerage, Inc.
3344 Peachtree Road NE, Suite 1100
Atlanta, GA 30326
About Georgia Central University
Georgia Central University, Inc. is a tax- exempt entity that owns
several pieces of improved real property in DeKalb County, Ga. on
which it operates a small college.
Georgia Central University filed a Chapter 11 petition (Bankr. N.D.
Ga. Case No. 20-67718) on July 1, 2020. It previously sought
bankruptcy protection (Bankr. N.D. Ga. Case No. 18-63208) on Aug.
7, 2018. At the time of the filing, Debtor was estimated to have
up to $50,000 in assets and $1 million to $10 million in
liabilities.
Judge Barbara Ellis-Monro oversees the case.
Jones & Walden, LLC serves as Debtor's bankruptcy counsel.
HAWAII MOTORSPORTS: 150 Dairy Road Objects to Disclosure Statement
------------------------------------------------------------------
Creditor 150 Dairy Road, LLC, objects to the Disclosure Statement
filed by Debtor Hawaii Motorsports LLC on the grounds and for the
reasons that the Disclosure Statement as proposed fails to provide
adequate information as required by 11 U.S.C. Sec. 1125.
150 Dairy Road claims that on page 18, the Debtor discloses that
the lease of the business premises at 150 Dairy Road, Kahului,
Maui, Hawaii, has been rejected. The Debtor does not disclose that
it still occupies the Premises and conducts business operations
there despite the statutory requirement that, immediately upon
rejection, it should surrender the Premises.
150 Dairy Road points out that the first bullet on page 13 appears
to blame its prepetition lack of success, in part, on failure of
the air conditioning system in the motorcycle showroom on the
Premises. The Debtor does not mention that maintenance of the air
conditioning system was primarily the tenant's responsibility under
the terms of Section 6.01 of the Ground Lease dated Dec. 1, 2016.
150 Dairy Road asserts that Appendix 1 includes a claim of
"Waipono" in the amount of $125,000. Waipono Investment Corporation
is an affiliate of Creditor but is not the Landlord of the Premises
under the terms of the Lease, and has no claim in this case.
A full-text copy of 150 Dairy Road's objection to disclosure
statement dated July 17, 2020, is available at
https://tinyurl.com/y4j56km4 from PacerMonitor at no charge.
Attorneys for 150 Dairy Road:
Charles W. Hingle
HOLLAND & HART LLP
401 North 31st Street, Suite 1500
P.O. Box 639
Billings, MT 59103-0639
Tel: (406) 252-2166
Fax: (406) 252-1669
E-mail: chingle@hollandhart.com
About Hawaii Motorsports
Hawaii Motorsports LLC is a motorcycle dealer in Kahului, Hawaii.
Hawaii Motorsports LLC, based in Kahului, HI, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 20-10006) on Jan. 22, 2020. In
the petition signed by Barry Usher, manager, the Debtor was
estimated to have $500,000 to $1 million in assets and $1 million
to $10 million in liabilities. The Hon. Benjamin P. Hursh is the
presiding judge. James A. Patten, Esq., at Patten Peterman
Bekkedahl & Green, PLLC, serves as bankruptcy counsel to the
Debtor.
HAWAII MOTORSPORTS: American Honda Objects to Disclosure Statement
------------------------------------------------------------------
Creditor American Honda Finance Corporation (AHFC) objects to the
Disclosure Statement filed by Debtor Hawaii Motorsports LLC.
AHFC claims that in section IV (Financial Information) of the DS,
the Debtor lists certain assets (and related values) of Debtor’s
personal property. This section of the DS should be revised to
ensure that the property listed therein and the related values do
not include any of AHFC’s property that is held in trust for
AHFC’s benefit by the Debtor.
AHFC points out that in Section V of the DS, the Debtor states that
it has rejected its lease with 150 Dairy Road, LLC for its main
business premises located at 150 Dairy Road, Maui Hawaii. However,
it does not disclose or explain any facts relating to the
Debtor’s efforts to locate and secure a new lease of commercial
real property that will allow the Debtor to successfully implement
its proposal to "modify" its business plan to continue to operate
as a retail operation that caters primarily to the residents of the
island of Maui.
AHFC asserts that Appendix 1 to the DS provides a list of General
Unsecured Creditors. This list improperly identifies AHFC as
“American Honda Motor Co,” and it erroneously lists the amount
of AHFC’s claim as “$268,044.00.”
A full-text copy of AHFC's objection dated July 17, 2020, is
available at https://tinyurl.com/y25bvxdz from PacerMonitor at no
charge.
Attorneys for AHFC:
STEVEN M. JOHNSON
CHURCH HARRIS JOHNSON & WILLIAMS PC
114 3rd Street South
P.O. Box 1645
Great Falls, MT 59403
Tel: 406-761-3000
Fax: 406-453-2313
E-mail: SJohnson@chjw.com
- and -
THEODORE D. C. YOUNG
CADES SCHUTTE
Cades Schutte Building
1000 Bishop Street, Suite 1200
Honolulu, HI 96813-4212
Tel: (808) 521-9200
Fax: (808) 521-9210
E-mail: tyoung@cades.com
About Hawaii Motorsports
Hawaii Motorsports LLC is a motorcycle dealer in Kahului, Hawaii.
Hawaii Motorsports LLC, based in Kahului, HI, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 20-10006) on Jan. 22, 2020. In
the petition signed by Barry Usher, manager, the Debtor was
estimated to have $500,000 to $1 million in assets and $1 million
to $10 million in liabilities. The Hon. Benjamin P. Hursh is the
presiding judge. James A. Patten, Esq., at Patten Peterman
Bekkedahl & Green, PLLC, serves as bankruptcy counsel to the
Debtor.
HAWAII MOTORSPORTS: RJZ LLC Objects to Disclosure Statement
-----------------------------------------------------------
Creditor RJZ, LLC objects to the Disclosure Statement filed by
Debtor Hawaii Motorsports LLC.
RJZ, LLC points out that the definition of “SGG, LLC and RJZ, LLC
Lease Stipulation” on page 8 is not correctly stated. There is no
stipulation or agreement between Debtor and Claimant and SSG, LLC,
at this time, and no such agreement has been negotiated, drafted,
or approved by the Court.
RJZ, LLC asserts that the Debtor does not disclose that it still
occupies the Premises and conducts business operations there
despite the statutory requirement that, immediately upon rejection
(which occurred May 22, 2020), it should surrender the Premises.
RJZ, LLC further asserts that Appendix 1 does not include the
amounts set forth in Claim No. 22 filed by Creditor in this case.
A full-text copy of RJZ LLC's objection dated July 17, 2020, is
available at https://tinyurl.com/yx8obl88 from PacerMonitor at no
charge.
Attorneys for RJZ:
Charles W. Hingle
HOLLAND & HART LLP
401 North 31st Street, Suite 1500
P.O. Box 639
Billings, MT 59103-0639
Tel: (406) 252-2166
Fax: (406) 252-1669
E-mail: chingle@hollandhart.com
About Hawaii Motorsports
Hawaii Motorsports LLC is a motorcycle dealer in Kahului, Hawaii.
Hawaii Motorsports LLC, based in Kahului, HI, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 20-10006) on Jan. 22, 2020. In
the petition signed by Barry Usher, manager, the Debtor was
estimated to have $500,000 to $1 million in assets and $1 million
to $10 million in liabilities. The Hon. Benjamin P. Hursh is the
presiding judge. James A. Patten, Esq., at Patten Peterman
Bekkedahl & Green, PLLC, serves as bankruptcy counsel to the
Debtor.
HAWAII MOTORSPORTS: SGG LLC Objects to Disclosure Statement
-----------------------------------------------------------
Creditor SGG, LLC, objects to the Disclosure Statement filed by
debtor Hawaii Motorsports LLC.
SGG claims that the definition of SGG, LLC and RJZ, LLC Lease
Stipulation on page 8 is not correctly stated. There is no
stipulation or agreement between Debtor and Claimant and RJZ, LLC,
at this time, and no such agreement has been negotiated, drafted,
or approved by the Court.
SGG points out that the Debtor does not disclose that it still
occupies the Premises and conducts business operations there
despite the statutory requirement that, immediately upon rejection
(which occurred May 22, 2020), it should surrender the Premises. 11
U.S.C. § 365(d)(4)(A). Debtor is not paying rent during the
holdover period and is, therefore, still incurring administrative
expenses that could affect its ability to reorganize.
SGG asserts that the Appendix 1 does not include the amounts set
forth in Claim No. 21 filed by Creditor in this case.
A full-text copy of SGG LLC's objection dated July 17, 2020, is
available at https://tinyurl.com/y3j5xeqd from PacerMonitor at no
charge.
Attorneys for SGG:
Charles W. Hingle
HOLLAND & HART LLP
401 North 31st Street, Suite 1500
P.O. Box 639
Billings, MT 59103-0639
Tel: (406) 252-2166
Fax: (406) 252-1669
E-mail: chingle@hollandhart.com
About Hawaii Motorsports
Hawaii Motorsports LLC is a motorcycle dealer in Kahului, Hawaii.
Hawaii Motorsports LLC, based in Kahului, HI, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 20-10006) on Jan. 22, 2020. In
the petition signed by Barry Usher, manager, the Debtor was
estimated to have $500,000 to $1 million in assets and $1 million
to $10 million in liabilities. The Hon. Benjamin P. Hursh is the
presiding judge. James A. Patten, Esq., at Patten Peterman
Bekkedahl & Green, PLLC, serves as bankruptcy counsel to the
Debtor.
HERITAGE RAIL: Involuntary Chapter 11 Case Summary
--------------------------------------------------
Alleged Debtor: Heritage Rail Leasing, LLC
a Wisconsin limited liability company
1 Parker Place, Suite 112
Janesville, WI 53545
Business Description: Heritage Rail Leasing, LLC leases rail
rolling stocks, locomotives, and track
equipment.
Involuntary Chapter 11 Petition Date: August 21, 2020
Court: United States Bankruptcy Court
District of Colorado
Case Number: 20-15606
Judge: Hon. Thomas B. McNamara
Petitioners' Counsel: Micheal J. Pankow, Esq.
BROWNSTEIN HYATT FARBER SCHRECK, LLP
410 Seventeenth Street, Suite 2200
Denver, CO 80202
Tel: 303-223-1106
E-mail: mpankow@bhfs.com
Alleged creditors who signed the involuntary petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Portland Vancouver Judgment $575,347
Junction & Railroad, Inc. (plus interest)
2265 116th Ave NE
Bellevue, WA 98004
Vizion Marketing, LLC Judgment $28,000
4515 Miami (plus interest)
St. Luis, MO 63116
D.L. Paradeau Marketing, LLC Rail Cars $0 ($150,000 plus
(Successor to Minnesota interest-fully
Zephyr, Inc.) secured by lien/
1869 W. Webster Court ownership
Anthem, AZ 85086
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/3UEUAOA/Heritage_Rail_Leasing_LLC_a_Wisconsin__cobke-20-15606__0001.0.pdf?mcid=tGE4TAMA
HILCORP ENERGY: S&P Affirms BB- ICR on Improved Liquidity Profile
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
U.S.-based oil and gas exploration and production company Hilcorp
Energy I L.P. and removed it from CreditWatch, where the rating
agency placed it with negative implications on August 29, 2019.
At the same time, S&P is affirming its 'BB-' issue-level rating on
the company's senior unsecured notes. The '3' recovery rating is
unchanged and indicates S&P's expectation for meaningful (50%-70%;
rounded estimate: 65%) recovery of principal in the event of a
default.
The company's liquidity outlook has improved since S&P's last
review. In June 2020, the company's borrowing base was affirmed at
$1.7 billion and Hilcorp paid down its borrowings to $1.05 billion
from $1.2 billion, with nearly $650 million of remaining
availability. While the borrowing base is set to mature in November
2022, S&P anticipates sufficient free cash flow to support
continued paydown, as well as a healthier capital markets
environment to support Hilcorp's liquidity profile.
S&P evaluates Hilcorp, including its restricted and unrestricted
groups, on a consolidated basis. As Hilcorp consolidates
financials, continues to operate both its restricted and
unrestricted groups under the Hilcorp name, and has modest capacity
to divert cash down to the unrestricted entity (with an estimated
restricted payments basket of approximately $1 billion, limited by
a 2.5x leverage covenant at the restricted group), as well as from
the subsidiary up to the restricted group, S&P analyzes the group
on a consolidated basis.
S&P estimates credit metrics will be in line with expectations for
the rating over the next two years. Based on its current oil and
natural gas price deck assumptions, S&P expects Hilcorp's funds
from operations (FFO) to debt to rise to approximately 20% in 2021
while debt to EBITDA will moderate to 4x on a consolidated basis.
The rating agency has adjusted its debt figure upward from reported
fair value based on a higher assumed contingent liability, given
its long-term price deck assumption of $50 per barrel for West
Texas Intermediate (WTI) crude oil beginning in 2022.
S&P's stable rating outlook on Hilcorp Energy I L.P. reflects the
rating agency's expectation that financial metrics will improve
starting next year as oil prices recover under the rating agency's
price deck assumptions, with debt to EBITDA of about 4x and FFO to
debt of about 20%, compared with over 5x and below 12%,
respectively, in 2020.
"We could lower ratings if Hilcorp's debt to EBITDA were to rise
meaningfully, approaching 5x, or should its FFO to debt approach
12% on a sustained basis. This would most likely occur if commodity
prices fell substantially below current market prices, the
partnership made a large debt-financed acquisition, or the company
made a larger-than-anticipated distribution to its parent," S&P
said.
"We could raise our ratings on Hilcorp should the company
meaningfully improve its leverage profile such that debt to EBITDA
approached 3x while FFO to debt rose above 30% on a sustained
basis. This would most likely occur if production exceeded our
expectations without a meaningful increase in capital spending,"
the rating agency said.
HILL-ROM HOLDINGS: Egan-Jones Hikes Senior Unsecured Ratings to BB
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 12, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Hill-Rom Holdings Incorporated to BB from BB-.
Headquartered in Batesville, Indiana, Hill-Rom Holdings,
Incorporated manufactures equipment for the healthcare industry and
provides wound care, pulmonary, and trauma management services.
HUDSON CAPITAL: Centurion ZD CPA Raises Going Concern Doubt
-----------------------------------------------------------
Hudson Capital Inc. (f/k/a "China Internet Nationwide Financial
Services Inc.") filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F, disclosing a net loss of
$61,995,758 on $1,366,417 of total revenue for the year ended Dec.
31, 2019, compared to a net loss of $3,818,737 on $14,402,329 of
total revenue for the year ended in 2018.
The audit report of Centurion ZD CPA & Co. states that the Company
has suffered from losses from operation and significant accumulated
deficits. The Company comes to have insufficient cash flows
generated from operations and provided for development. In
addition, the Company continues to experience negative cash flows
from operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
The Company's balance sheet at Dec. 31, 2019, showed total assets
of $5,569,057, total liabilities of $3,048,953, and $2,520,104 in
total stockholders' equity.
A copy of the Form 20-F is available at:
https://is.gd/zNKji9
Hudson Capital Inc., through its subsidiaries, provides financial
advisory services to small-to-medium sized enterprises in the
People's Republic of China. The company offers commercial payment
advisory services, international corporate financing advisory
services, intermediary bank loan advisory services, supply chain
financing services, and factoring services. It also provides
financial leasing services and equipment purchase financing to
commercial enterprises. The company was formerly known as China
Internet Nationwide Financial Services Inc. and changed its name to
Hudson Capital Inc. in April 2020. Hudson Capital Inc. was
incorporated in 2015 and is based in New York, New York.
HVI CAT CANYON: Trustee Hires Grobstein Teeple as Tax Accountant
----------------------------------------------------------------
Michael McConnell, the Chapter 11 trustee for HVI Cat Canyon, Inc.,
seeks approval from the U.S. Bankruptcy Court for the Central
District of California to employ Grobstein Teeple LLP as his tax
accountant.
The firm's services will include the preparation of tax returns,
accounting advice on tax issues, and the evaluation of Debtor's
financial records, assets and liabilities.
Grobstein Teeple will be paid at hourly rates as follows:
Partners/Principals $315 to $505
Managers/Directors $275 to $350
Staffs/Senior Accountants $150 to $225
Paraprofessionals $85 to $125
Grobstein Teeple and all of its partners and associates are
disinterested persons as that term is defined in Section 101(14) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
Howard Grobstein
Grobstein Teeple LLP
6300 Canoga Avenue, Suite 1500W
Woodland Hills, CA 91367
Tel: (818) 532-1020
Fax: (818) 532-1120
About HVI Cat Canyon
HVI Cat Canyon, Inc., a privately held oil and gas extraction
company in New York, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-12417) on July 25,
2019. The case was transferred to the U.S. Bankruptcy Court for
the Northern District of Texas on Aug. 28, 2019. On Sept. 12,
2019, the case was transferred to the U.S. Bankruptcy Court for the
Central District of California and was assigned a new case number
(Case No. 19-11573).
At the time of the filing, Debtor was estimated to have assets of
between $100 million and $500 million and liabilities of the same
range.
Debtor has tapped Weltman & Moskowitz, LLP as its bankruptcy
counsel, Cappello Global, LLC and Camden Financial Services as
financial advisors, and Epiq Bankruptcy Solutions, LLC as claims
and noticing agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors in Debtor's case on Aug. 9, 2019. The committee has
tapped Pachulski Stang Ziehl & Jones LLP and Cole Schotz P.C. as
its legal counsel, and Conway MacKenzie, Inc. as its financial
advisor.
Michael A. McConnell was appointed as Chapter 11 trustee for
Debtor's bankruptcy estate. He is represented by Danning, Gill,
Israel & Krasnoff, LLP. CR3 Partners, LLP and Assessment
Technologies serve as the trustee's financial advisor and real
property tax consultant, respectively.
INGENU INC: Seeks to Hire Sullivan Hill as Bankruptcy Counsel
-------------------------------------------------------------
Ingenu Inc. seeks authority from the U.S. Bankruptcy Court for the
Southern District of California to hire Sullivan Hill Rez & Engel,
APLC as its bankruptcy counsel.
Sullivan Hill will provide these legal services:
a. assist Debtor in obtaining court approval of the
post-petition financing needed to fund its Chapter 11 case;
b. represent Debtor in contested matters or hearings before
the court;
c. assist Debtor in the preparation of a plan of
reorganization or liquidation or the possible sale of its assets;
d. if necessary, evaluate, object to, or otherwise resolve
claims against Debtor's bankruptcy estate;
e. if necessary, commence, prosecute, and defend suits and
adversary proceedings arising out of or relating to Debtor's
bankruptcy case; and
f. assist in the preparation of contracts, monthly operating
reports and legal papers.
The hourly rates charged by Sullivan Hill for the services of its
attorneys range from $340 to $4955. Paralegals and other
professionals charge between $30 per hour and $145 per hour.
Debtor paid the firm a $44,681 retainer.
Sullivan Hill is "disinterested" within the meaning of Section
327(a) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Christopher V. Hawkins, Esq.
Sullivan Hill Rez & Engel, APLC
600 B Street, 17th Floor
San Diego, CA 92101
Phone: (619) 233-4100
Fax: (619) 231-4372
Email: hawkins@sullivanhill.com
About Ingenu Inc.
Ingenu Inc. is a provider of wireless networks. The company
focuses on machine to machine communication by enabling devices to
become Internet of Things devices. Operating on universal
spectrum, the company's RPMA technology is a proven standard for
connecting Internet of Things (IoT) devices across the globe.
Visit http://www.ingenu.comfor more information.
Ingenu filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Cal. Case No. 20-03779) on July
27, 2020. Alvaro Gazzolo, chief executive officer, signed the
petition. At the time of filing, Debtor disclosed $1,501,022 in
assets and $55,438,074 in liabilities. Sullivan Hill Rez & Engel,
APLC represents the Debtor as legal counsel.
ISLET SCIENCES: Seeks to Expand Scope of Special Counsel's Services
-------------------------------------------------------------------
Islet Sciences, Inc. filed an application seeking approval from the
U.S. Bankruptcy Court for the District of Nevada to expand the
scope of services of Armstrong Teasdale, LLP.
In its application, Debtor asked the court to authorize the firm to
serve as its special restructuring counsel and to provide
additional services, which include legal advice regarding
restructuring alternatives and the preparation of a Chapter 11
plan.
The hourly rates currently charged by Armstrong Teasdale are as
follows:
Partners $335 - $950
Of Counsel $300 - $575
Associates $225 - $405
Paralegals $110 - $305
Law Clerks $200 - $235
Richard Engel, Jr., Esq., a partner at Armstrong Teasdale,
disclosed in court filings that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
Armstrong Teasdale can be reached through:
Richard W. Engel, Jr., Esq.
Armstrong Teasdale LLP
919 Third Avenue, 37th Floor
New York, NY 10222
Tel: (212) 409-4400
Email: jwurst@atllp.com
About Islet Sciences Inc.
Islet Sciences, Inc. is a biotechnology company engaged in the
research, development and commercialization of new medicines and
technologies for the treatment of metabolic diseases and related
indications covering unmet medical needs.
On May 29, 2019, creditors filed an involuntary Chapter 7 petition
against Islet Sciences (Bankr. D. Nev. 19-13366). The case was
converted to one under Chapter 11 on Sept. 18, 2019. Judge Mike K.
Nakagawa oversees the case.
Debtor has tapped Brownstein Hyatt Arber Schreck LLP and Schwartz
Law PLLC as its legal counsel, Armstrong Teasdale LLP as special
litigation counsel, and Portage Point Partners LLC as financial
advisor.
The U.S. trustee for Region 17 appointed a committee of unsecured
creditors on Nov. 26, 2019. The committee is represented by
Andersen Law Firm, Ltd.
ISTAR INC: S&P Affirms 'BB' ICR on Financial Flexibility
--------------------------------------------------------
S&P Global Ratings said it affirmed its ratings on iStar Inc.,
including its 'BB' issuer credit and senior unsecured debt ratings.
The outlook remains negative.
"The affirmation reflects our opinion that iStar's unrealized gain
on its Safehold Inc. stock ($1.1 billion at June 30, 2020) and $461
million of net operating loss (NOL) carryforwards provide
considerable financial flexibility that offset the company's
leverage, which we measure as debt to adjusted total equity. The
NOL carryforwards would allow iStar to not have to dividend out or
pay taxes on a sizeable amount of any gains from the sale of its
Safehold stock," S&P said.
S&P views Safehold, started and managed by iStar, as a relatively
low risk company given that it invests in long-term ground leases
and has relatively low leverage. Safehold and iStar's investment in
it have grown considerably. As of June 30, 2020 iStar's investment
was $840 million on a cost basis. iStar holds its Safehold stock as
an equity method investment, at an average cost basis of $25.09 a
share, but as of June 30, 2020 Safehold's stock price had increased
considerably to $57.49. This results in an unrealized gain of $1.1
billion, which is not reflected in S&P's adjusted total equity
(ATE). While it views Safehold as a relatively low-risk company,
S&P also sees it as a concentrated investment for iStar. Further,
as a public stock, its valuation is subject to volatility, but its
public listing also would facilitate the liquidation of the stock
if iStar wished to sell it.
"We also expect the future consolidation of iStar's Net Leasing
Venture II to reduce debt to ATE leverage. While we currently
deduct iStar's investment in its unconsolidated joint venture Net
Leasing Venture II from its ATE, the contractual consolidation of
this entity upon the end of its investment period in 2021 will also
likely reduce iStar's consolidated debt to adjusted total equity
leverage, given its lower leverage," S&P said.
As the result of a $23.3 million net loss in the second quarter
iStar's debt to ATE leverage increased to 3.16x. S&P expects
iStar's profitability to continue to be minimal in periods without
material gains from the sale of non-core assets. While performance
in its net leasing and loan portfolios has held up well so far,
profitability and leverage could be further eroded if iStar has to
take material credit provisions.
The negative outlook reflects the potential for COVID-19 economic
stress to erode asset quality and along with already weaker
profitability, to increase debt to total adjusted equity leverage
further. At the same time, S&P expects the firm to continue to have
the flexibility to materially reduce leverage given the substantial
unrealized gains on its Safehold stock. The rating agency also
expects the company to maintain its long-term, largely unsecured
funding and adequate liquidity.
Over the next 12 months, S&P could lower its ratings on iStar if it
expects:
-- A material decline in the value of iStar's Safehold investment,
or any non-creditor friendly disposition of it;
-- Material deterioration in iStar's asset quality, profitability,
or liquidity; or,
-- Leverage to be sustained above 3.25x
Over the same time horizon, S&P could revise the outlook to stable
if the macro environment improves, iStar's asset quality does not
material deteriorate, and it expects the company to sustain debt to
ATE leverage below 2.75x.
LG ORNAMENTALS: Seeks to Hire Lefkovitz & Lefkovitz as Counsel
--------------------------------------------------------------
LG Ornamentals, LLC seeks authority from the U.S. Bankruptcy Court
for the Middle District of Tennessee to hire Lefkovitz & Lefkovitz,
PLLC as its legal counsel.
The firm will provide the following services:
a. advise Debtor as to its rights, duties and powers;
b. prepare and file statements and schedules, Chapter 11 plan
and other documents;
c. represent Debtor at hearings, meetings of creditors and
other court proceedings; and
d. perform other legal services in connection with Debtor's
bankruptcy case.
Lefkovitz & Lefkovitz will be paid at hourly rates as follows:
Steven L. Lefkovitz $555
Associate Attorneys $350
Paralegals $125
Lefkovitz & Lefkovitz received a retainer in the amount of $10,000
from Debtor.
Steven Lefkovitz, Esq., a partner at Lefkovitz & Lefkovitz,
disclosed in court filings that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Lefkovitz & Lefkovitz can be reached at:
Steven L. Lefkovitz, Esq.
Lefkovitz & Lefkovitz, PLLC
618 Church Street, Suite 410
Nashville, TN 37219
Tel: (615) 256-8300
Fax: (615) 255-4516
Email: slefkovitz@lefkovitz.com
About LG Ornamentals
LG Ornamentals, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 20-03560) on July 29,
2020, listing under $1 million in both assets and liabilities.
Judge Charles M. Walker oversees the case. Steven L. Lefkovitz,
Esq., at Lefkovitz & Lefkovitz, PLLC, represents Debtor as legal
counsel.
LIVINGSCAPE LLC: Seeks to Hire Lefkovitz & Lefkovitz as Counsel
---------------------------------------------------------------
Livingscapes, LLC seeks authority from the U.S. Bankruptcy Court
for the Middle District of Tennessee to employ Lefkovitz &
Lefkovitz, PLLC as its legal counsel.
The firm will provide the following services:
a. advise Debtor as to its rights, duties and powers;
b. prepare and file statements and schedules, Chapter 11 plan
and other documents;
c. represent Debtor at hearings, meetings of creditors and
other court proceedings; and
d. perform other legal services in connection with Debtor's
bankruptcy case.
Lefkovitz & Lefkovitz will be paid at hourly rates as follows:
Steven L. Lefkovitz $555
Associate Attorneys $350
Paralegals $125
Lefkovitz & Lefkovitz received a retainer in the amount of $10,000
from Debtor.
Steven Lefkovitz, Esq., a partner at Lefkovitz & Lefkovitz,
disclosed in court filings that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Lefkovitz & Lefkovitz can be reached at:
Steven L. Lefkovitz, Esq.
Lefkovitz & Lefkovitz, PLLC
618 Church Street, Suite 410
Nashville, TN 37219
Tel: (615) 256-8300
Fax: (615) 255-4516
Email: slefkovitz@lefkovitz.com
About Livingscapes LLC
Livingscapes, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 20-03561) on July 29,
2020, listing under $1 million in both assets and liabilities.
Judge Charles M. Walker oversees the case. Steven L. Lefkovitz,
Esq., at Lefkovitz & Lefkovitz represents Debtor as legal counsel.
MEDCOAST MEDSERVICE: CNG & Winn To Take Control in Plan
-------------------------------------------------------
Debtor MedCoast Medservice Inc., secured creditor Michael Winn, as
Trustee of Winn Revocable Trust, and CNG Transportation LLC filed
with the U.S. Bankruptcy Court for the Central District of
California, Los Angeles Division, a Plan of Reorganization and a
Disclosure Statement.
On the Plan Effective Date, the Debtor's existing stock, shares,
and equity interests will be cancelled. New membership interests in
the reorganized Debtor will be issued to Winn (30.3%) and CNG
(69.7%), unless a third party outbids their proposal for
acquisition of the Debtor through the Plan by contribution of
$1,090,072.20 of new value.
Class 8: General Unsecured Claims Holding Small Claims of less than
$5,000 will receive a 25% dividend on their allowed claims, paid on
the Effective Date.
Class 9 General Unsecured Claims will receive a 3% dividend on
their allowed claims in 10 equal annual installments beginning on
the Effective Date.
Class 10 Equity Interests -- held by Nena Holdings LLC -- will be
extinguished, and new equity in the Reorganized Debtor will be
distributed 30.3% to Winn and 69.7% to CNG, unless overbid, upon
receipt of the Capital Contributions defined above and in the Class
1 treatments. Old equity interest holders will neither retain nor
receive any distribution on account of their old equity in the
Debtor.
The Plan proposes that, in exchange for new value consisting of
released secured claims and new cash, which have a value of
$330,113.50 for Winn and $759,959 for CNG, Winn and CNG will
receive the equity of the Debtor. Specifically, Winn will convert
50% of its secured claim to equity, and CNG will contribute five
ambulances, plus the equipment in the ambulances, will waive its
postpetition administrative claims for unpaid lease payments, plus
$379,159.34 in cash, a total of $759,958.70.
A full-text copy of the Disclosure Statement dated July 17, 2020,
is available at https://tinyurl.com/y3eczzon from PacerMonitor.com
at no charge.
Attorney for Debtor:
HENRY D. PALOCI III
Henry D. Paloci III PA
5210 Lewis Road #5
Agoura Hills, CA 91301
E-mail: hpaloci@hotmail.com
Telephone: 805.279.1225
Facsimile: 866.565.6345
E-mail: hpaloci@hotmail.com
About MedCoast Medservice
MedCoast Medservice Inc. -- https://www.medcoastambulance.com/ --
provides emergency and non-emergency transportation to all of Los
Angeles, Orange County and South Bay areas. MedCoast Medservice is
a corporation whose primary business concerns the transport of
individuals (patients) to and from their homes or places of need to
hospitals, physicians, and/or health care providers. It operates
from a rented facility located at 14325 Iseli Road, Santa Fe
Springs, Calif.
MedCoast Medservice filed for Chapter 11 protection (Bankr. C.D.
Cal. Case No. 19-19334) on Aug. 9, 2019. In the petition signed by
Artina Safarian, its president, the Debtor disclosed assets at
$952,016 and liabilities at $2,615,768, of which approximately
$1,303,754 is owed for payroll taxes to the Internal Revenue
Service. Judge Sheri Bluebond is the case judge.
Debtor tapped Henry D. Paloci III PA as its legal counsel, and
Riley Akopians & MSA CPAS, LLP as its accountant.
David Gottlieb was appointed as Debtor's Chapter 11 trustee. The
trustee tapped Levene, Neale, Bender, Yoo & Brill L.L.P. as his
bankruptcy counsel and Sherwood Partners, Inc. as his financial
advisor.
MOLSON COORS: Egan-Jones Lowers FC Senior Unsecured Rating to BB+
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 13, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Molson
Coors Beverage Company to BB+ from BBB-.
Headquartered in Chicago, Illinois, Molson Coors Beverage Company
operates as a brewing company.
MOTORS LIQUIDATION: Egan-Jones Lowers Sr. Unsecured Ratings to BB
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 11, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Motors Liquidation Company to BB from BB+.
Headquartered in Wilmington, Delaware, Motors Liquidation Company,
formerly General Motors Corporation, was the company left to settle
past liability claims from Chapter 11 reorganization of American
car manufacturer General Motors.
MUSCLE MAKER: Incurs $1.5 Million Net Loss in Second Quarter
------------------------------------------------------------
Muscle Maker, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.50 million on $834,686 of total revenues for the three months
ended June 30, 2020, compared to a net loss of $1.54 million on
$1.38 million of total revenues for the three months ended June 30,
2019.
For the six months ended June 30, 2020, the Company reported a net
loss of $6.99 million on $2.27 million of total revenues compared
to a net loss of $3.03 million on $2.57 million of total revenues
for the six months ended June 30, 2019.
CEO Michael Roper stated, "Over the last several months, due to
Covid-19, I have witnessed a disruption across the restaurant and
hospitality industries like I have never experienced in my career.
Fortunately for us, we entered this downturn with a strong balance
sheet and significant cost controls in place. I am happy to report
that we believe we are starting to see a return to normalcy, albeit
a new normal, across many of our locations. For example, our Bronx
location is actually experiencing positive sales year-over-year
while our military locations have seen their sales increase over
the last 30 days. While not at pre-pandemic levels, we are
encouraged to see sales improve."
"During this downturn we have continued to advance our
non-traditional location growth model, and we feel uniquely
positioned to demonstrate material growth over the balance of this
year. Non-traditional locations include destination and captured
audience locations or new lines of emerging business segments like
ghost kitchens – basically locations that are not your typical
location in a strip center anchored by a grocery store or
free-standing building. Examples would include military bases,
food courts, office buildings, airports, ghost kitchens or
universities."
Roper continued, "While I am not thrilled to report operating
losses, I am happy to report that on a trending basis, we believe
we are seeing the beginning of a return to normalcy across most of
our existing markets. During this downturn we have continued to
advance our non-traditional model, and we feel uniquely positioned
to demonstrate material growth over the balance of this year."
As of June 30, 2020, the Company had $8.92 million in total assets,
$5.09 million in total liabilities, and $3.83 million in total
stockholders' equity.
As of June 30, 2020, the Company had a cash balance, a working
capital surplus and an accumulated deficit of $3,161,195, $214,643,
and $60,088,290, respectively. During the three and six months
ended June 30, 2020, the Company incurred a pre-tax net loss of
$1,501,425 and $6,993,688, respectively. These conditions indicate
that there is substantial doubt about the Company's ability to
continue as a going concern for at least one year from the date of
the issuance of these condensed consolidated financial statements.
"Although management believes that the Company has access to
capital resources, there are no commitments in place for new
financing as of the date of the issuance of these condensed
consolidated financial statements and there can be no assurance
that the Company will be able to obtain funds on commercially
acceptable terms, if at all. The Company expects to have ongoing
needs for working capital in order to (a) fund operations; plus (b)
expand operations by opening additional corporate-owned
restaurants. To that end, the Company may be required to raise
additional funds through equity or debt financing. However, there
can be no assurance that the Company will be successful in securing
additional capital. If the Company is unsuccessful, the Company
may need to (a) initiate cost reductions; (b) forego business
development opportunities; (c) seek extensions of time to fund its
liabilities, or (d) seek protection from creditors."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1701756/000149315220016312/form10-q.htm
About Muscle Maker
Founded in 1995 in Colonia, New Jersey, Muscle Maker --
http://www.musclemakergrill.com-- is a fast casual restaurant
concept that specializes in preparing healthy-inspired,
high-quality, fresh, made-to-order lean, protein-based meals
featuring chicken, seafood, pasta, burgers, wraps and flat breads.
In addition, the Company features freshly prepared entree salads
and an appealing selection of sides, protein shakes and fruit
smoothies.
The Company reported a net loss of $28.38 million for the 12 months
ended Dec. 31, 2019, compared to a net loss of $7.20 million for
the 12 months ended Dec. 31, 2018.
Marcum LLP, in Melville, NY, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated
May 29, 2020, citing that the Company has a significant working
capital deficiency, has incurred significant losses and needs to
raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
NEENAH ENTERPRISES: S&P Affirms 'CCC+' ICR; Outlook Negative
------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating on
Wisconsin-based iron castings and forged components manufacturer
Neenah Enterprises Inc. and its 'B-' issue-level rating on its
senior secured term loan debt and are removed all of its ratings on
the company from CreditWatch, where the rating agency placed them
with negative implications on March 26, 2020.
S&P believes the completion of Neenah's amendment has provided it
with covenant relief and improved its liquidity position, though
the company remains vulnerable to adverse shifts in its demand.
Neenah recently completed an amendment to its term loan credit
agreement (maturing in December 2022) that provides it with relief
under the maximum net leverage covenant via increases to the
maximum threshold levels in 2020 and the elimination of the
covenant for the majority of fiscal year 2021. Instead, the company
is now subject to a minimum liquidity covenant. With this
amendment, S&P believes Neenah has sufficient headroom to operate
for the next 12-18 months absent a prolonged downturn in its
demand. Additionally, the company's financial sponsor will provide
it with a $10 million backstop liquidity facility in the event of a
liquidity shortfall. Although Neenah is not currently contemplating
using the facility, S&P thinks it will act as additional protection
against a covenant breach if the company's liquidity deteriorates.
S&P expects the company's FOCF available for debt repayment to be
limited and anticipate its leverage will remain elevated over the
next 12 months. The rating agency expects Neenah's FOCF generation
to be breakeven to modestly positive in fiscal years 2020 and 2021
and anticipate that it will use any available free cash flow to pay
down the outstanding borrowings under its revolving credit
facility. However, if Neenah's end markets weaken by more than S&P
currently expects or it encounters further operating challenges, it
may face difficulty in reducing its debt. The company finished the
third quarter (ended June 2020) with S&P-adjusted debt to EBITDA of
7.3x, which is a material increase from the 3.7x ratio it reported
as of the end of the third quarter of 2019. S&P doesn't expect
Neenah to reduce its leverage to pre-recessionary levels until
2022.
Although the performance of the company's Industrial segment (58%
of 2019 revenue) has been trending positively in recent months from
very low levels, S&P doesn't forecast that the segment will become
profitable over the next 12-18 months. The majority of Neenah's
heavily concentrated customer base in this segment (top eight
customers account for close to 80% of its revenue) was closed for
7-9 weeks in the first half of 2020 amid safety concerns stemming
from the coronavirus pandemic. Additionally, the demand for class 8
trucks in North America, the components for which represent about
70% of the segment's revenue, sharply declined amid broader
softness in the industrial end markets in the first half of 2020
(though there have been signs of improvement since then). However,
Neenah's customers are now fully operational and the company's
supply chain has not experienced any disruptions. S&P expects the
softness in class 8 truck demand to continue for the rest of the
company's fiscal year 2020 before improving in 2021 as the level of
economic activity in the U.S. improves and heavy truck production
levels increase. However, S&P believes there is some risk to
Neenah's ability to timely capture the majority of the industry
volume increases because its competition in this segment remains
robust and the company is typically a tier-2 or lower niche
supplier to its customers in this segment. S&P expects Neenah's
overall segment revenue to decline by about 40% in 2020 (ending
September 2020) before returning to positive growth in 2021. Due to
its high fixed cost structure, S&P forecasts the segment will
contribute negative EBITDA in both 2020 and 2021.
Neenah's competitive position is stronger in the Municipal segment
(about 42% of 2019 revenue) where it estimates it has at least 25%
market share. The Municipal segment is relatively stable and
typically grows in line with GDP. Neenah operates in the Municipal
segment through its known brands and proprietary products. This
leads to better pricing power, which will help it offset any
potential cost increases. In addition, the good geographic
diversity of the company's Municipal segment across the U.S.--with
a base of more than 7,000 recurring customers in all 50
states--will support the longer-term stability of its revenue and
operating cash flows. S&P expects Neenah to continue to bolster the
Municipal segment by expanding its distribution center network,
targeting small- to medium-size acquisitions, and potentially
divesting parts of its Industrial segment. S&P expects the
company's revenue declines in 2020 to be temporary and in the low-
to mid-single-digit percent area. Given that infrastructure
investment remains essential across the U.S., S&P forecasts the
company's revenue from this segment will return to pre-recessionary
levels in 2021.
The negative outlook on Neenah reflects the possibility that S&P
will downgrade the company if it believes it will face a liquidity
crunch or default scenario, including a distressed exchange, in the
next year.
S&P could lower its rating on Neenah by one notch or more if
heavy-duty truck production volumes do not rebound and operating
challenges at its facilities persist such that any of the following
occur:
-- S&P envisions a liquidity shortfall in 12 months;
-- S&P expects it to breach any of its covenants and believe it
will be unable to obtain a waiver or another amendment; or
-- The company or its financial sponsor purchase its outstanding
debt at a discount to par or otherwise undertake a debt
restructuring.
S&P could revise its outlook on Neenah to stable or raise its
rating over the next year if the company improves its
profitability, particularly in the Industrial segment, and:
-- Has at least a 15% covenant cushion across its remaining
covenants;
-- Generates positive FOCF; and
-- Refinances its debt well in advance of its upcoming maturities.
NEW SEASONG: Seeks to Hire Eric Liepins as Legal Counsel
--------------------------------------------------------
New Seasong, LLC seeks authority from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Eric A. Liepins, P.C. to
handle its Chapter 11 case.
The firm will be paid at hourly rates as follows:
Eric A. Liepins $275
Paralegals and Legal Assistants $30 - $50
The firm has received a retainer of $5,000 plus filing fee.
Eric Liepins, Esq., disclosed in court filings that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
Eric A. Liepins P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
About New Seasong LLC
Based in Cedar Hill, Texas, New Seasong, LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
20-32105) on Aug. 19, 2020, listing under $1 million in both assets
and liabilities. Debtor is represented by Eric A. Liepins, P.C.
NEWELL BRANDS: Egan-Jones Lowers FC Senior Unsecured Rating to B+
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 11, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by Newell
Brands Incorporated to B+ from BB-.
Headquartered in Atlanta, Georgia, Newell Brands, Inc. retails
consumer products.
NO IFS MONTCLAIR: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: No Ifs Montclair LLC
DBA Montclair Social Club
499 Bloomfield Ave
Montclair, NJ 07042
Business Description: No Ifs Montclair LLC is a full-service
restaurant in Montclair, New Jersey.
Chapter 11 Petition Date: August 21, 2020
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 20-19789
Debtor's Counsel: Donald W. Clarke, Esq.
WASSERMAN, JURISTA & STOLZ, P.C.
110 Allen Road
Suite 304
Basking Ridge, NJ 07920
Tel: (973) 467-2700
Email: attys@wjslaw.com
Total Assets: $1,028,171
Total Liabilities: $461,695
The petition was signed by Jason Miller, president and CEO.
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://www.pacermonitor.com/view/JNUJ2GA/No_Ifs_Montclair_LLC__njbke-20-19789__0001.0.pdf?mcid=tGE4TAMA
NORTH AUGUSTA: S&P Lowers Rating on 2011A, 2011B Bonds to 'BB+'
---------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB+' from 'BBB'
on South Carolina State Housing Finance & Development Authority's
North Augusta Affordable Housing LLC and Pickens Affordable Housing
LLC series 2011A and 2011B multifamily housing revenue bonds,
issued for the North Augusta Gardens Apartments and Pickens Gardens
Apartments. The outlook is stable.
"The rating action primarily reflects the implementation of our
criteria, 'Methodology For Rating U.S. Public Finance Rental
Housing Bonds,'" said S&P Global Ratings credit analyst Jose Cruz.
The criteria were published April 15, 2020, on RatingsDirect. The
ratings are no longer under criteria observation.
The rating reflects S&P's view of the project's:
-- Very weak coverage and liquidity assessment based on three-year
weighted average debt service coverage of 1.10x of maximum annual
debt service, and negative adjustment due to small size of the
project (with 177 units), which in S&P's view could result in
volatility in the project's cash flow over time;
-- Adequate management and governance with an owner that has over
25 years of experience in the sector and strong asset-management
staff; and
-- Adequate/weak market position, which reflects the property's
Real Estate Assessment Center score of 70 for North Augusta (as of
March 2019) and 90 for Pickens (as of April 2018).
The one-year stable outlook reflects S&P Global Ratings' opinion of
the revenue stream's likely stability as a result of long-term
Section 8 housing assistance payment contracts and strong
historical occupancy. The fiscal 2020 budget reflects the project
owner's expectations that net cash flow will remain relatively in
line with previous years' performance.
NORTH OAKS HEALTH: S&P Alters Bond Rating Outlook to Positive
-------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from negative
and affirmed its 'BB+' long-term rating and underlying rating
(SPUR) on the Tangipahoa Parish Hospital Service District No. 1,
La.'s series 2003A and 2009A revenue bonds. The district does
business as North Oaks Health System (NOHS).
"The revision to positive reflects NOHS' exceptionally strong
unaudited operating results in fiscal 2020 , during which NOHS
weathered COVID-19 pressure well and built upon the operational
progress made the prior year," said S&P Global Ratings analyst
Matthew O'Connor. "In addition, solid balance sheet improvement and
our expectation for continued positive operations and financial
profile growth in fiscal 2021 and beyond also support the revision
to positive." S&P revised NOHS' outlook to negative from stable on
April 21 as part of a multi-credit action it took on a group of
health care organizations that it rates speculative grade or that
had low unrestricted reserves, the former applying to NOHS.
The current rating reflects NOHS' favorable market position that
has remained stable over the years, most recently at 61.8% in 2019,
due in part to its well-integrated medical staff anchored by North
Oaks Physician Group (NOPG). NOHS is based in Hammond, La., which
is centrally located north of New Orleans and is a moderate
distance from hospitals of similar size. The district's enterprise
profile is further bolstered by various clinical affiliations with
larger regional providers--such as Ochsner Health System and
Louisiana Children's Medical Center.
OMNIMAX INTERNATIONAL: S&P Lowers ICR to 'D' on Missed Payment
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
metal and vinyl building products producer Omnimax International
Inc. and its issue-level rating on the company's $385 million
senior secured notes to 'D' from 'CCC-'.
S&P lowered its issuer credit rating on Omnimax International Inc.
because the company has not repaid its $385 million senior secured
notes due Aug. 17, 2020. Despite recently negotiating a forbearance
agreement with the noteholders S&P characterizes this as a general
default because the company has failed to pay a substantial amount
of its obligations as they have come due and the rating agency does
not expect these payments to occur within 30 days.
"Omnimax has entered into a definitive agreement to be acquired by
SVP Global which is expected to include repayment of the senior
note obligation. We do not view the repayment as timely as we
expect the transaction to close in October 2020 which is beyond 30
days," S&P said.
Omnimax is an international producer of metal and vinyl products
primarily sold to the building products and recreational vehicle
(RV) markets in North America and Europe. The company operates
through a network comprising 33 facilities, including one in Canada
and three in Europe. Its products include rain-carrying (gutter)
systems for contractors and the do-it-yourself market and aluminum
sidewalls for the towable RV market. Omnimax is a private company
and does not publicly file its financial results.
ORGANIC POWER: Eligible for PPP Loan, Court Rules
-------------------------------------------------
In the case captioned ORGANIC POWER LLC, Plaintiff, v. SMALL
BUSINESS ADMINISTRATION and JOVITA CARRANZA, as Administrator of
the Small Business Administration, Defendants, Adv. Proc. No.
20-00055 (Bankr. D.P.R.), Bankruptcy Judge Edward A. Godoy holds
that the Small Business Administration's exclusion of Organic Power
from the Paycheck Protection Program (PPP) because it is in
bankruptcy, violates section 525(a) of the Bankruptcy Code. Organic
Power's request for permanent injunction is denied as moot.
Likewise, Organic Power's request for a mandamus is denied. The
SBA's motion to dismiss is denied.
On March 27, 2020, the President signed into law the Coronavirus
Aid, Relief, and Economic Security Act, calling it "the
single-biggest economic relief package in American history . . . ."
H.R. 748, Pub. L. 116-136 (2020) ("CARES Act"). Title I of the
CARES Act created the PPP, which provided for "$350 billion in
loans for small business, but it's structured in a way to
incentivize them to keep their workers on payroll so that those
loans could be forgiven at end of the [covered payroll] period."
Those monies were exhausted in less than one month, so Congress
appropriated an additional $310 billion: raising the total amount
appropriated for the PPP to $659 billion.
Although the dollar amount appropriated for the PPP is historic, it
pales in comparison to the enormity of the economic damage
inflicted by the Covid-19 pandemic on the U.S. economy.
To push quickly out the door this huge amount of money to eligible
small businesses, Congress placed the PPP within the existing
section 7(a) loan program of the Small Business Act. On April 2,
2020, the SBA released the PPP application form. The form asks
whether the PPP applicant is "involved in any bankruptcy." If the
applicant answers yes, the loan will not be approved according to
the application form. On April 15, 2020, the SBA posted in the
Federal Register its first interim final rule on the PPP, which
does not itself make ineligible debtors but mentions that
applicants need to submit Form 2843 in order to apply for the PPP.
On April 14, 2020, Organic Power submitted a PPP application to
Banco Popular de Puerto Rico. Banco Popular denied the application
on April 24 because Organic Power is in bankruptcy. On April 24,
Oriental Bank likewise denied a separate PPP application submitted
by Organic Power.
On April 27, 2020, Organic Power filed an adversary complaint and
application for temporary restraining order and preliminary
injunction against Jovita Carranza, in her capacity as SBA
Administrator. The complaint and the TRO application request that
the court declare that the SBA's decision to exclude bankruptcy
applicants from the PPP discriminates against Organic Power in
violation of section 525(a) of the Bankruptcy Code and is beyond
the SBA's statutory and regulatory authority under section
706(2)(C) of the Administrative Procedures Act ("APA"). In the
alternative, Organic Power asserts that the bankruptcy exclusion is
arbitrary and capricious under section 706(2)(A) of the APA. 5
U.S.C. section 706(2)(A).
On April 28, 2020, the SBA posted in the Federal Register its
fourth interim final rule providing further guidance on
requirements for PPP eligibility. The fourth interim final rule
expressly states that businesses in bankruptcy are not eligible to
apply for the PPP.
On May 8, 2020, the court issued a TRO against the SBA.
Section 634(b)(1) of the Small Business Act precludes the issuance
of an "attachment, injunction, garnishment, or other similar
process . . ." against the SBA. 15 U.S.C. section 634(b)(1).
In the temporary restraining order of May 8, 2020, the court
examined and rejected the SBA's claim to sovereign immunity under
section 634(b)(1) of the Act. Because the facts relevant to the
request for injunctive relief have evolved since the entry of the
temporary restraining ORDER, the Court said there no longer is any
need to further extend the TRO or make it permanent. As a result,
both the controversy over sovereign immunity and the request for
permanent injunctive relief are moot.
After the entry of the temporary restraining order, Organic Power
resubmitted its PPP application to Banco Popular, the SBA approved
the application, Banco Popular disbursed $129,500 in PPP money to
Organic Power, Organic Power deposited that money into a special
DIP account, and all but the $11,302.04 still in the bank (and
protected by the automatic stay) was spent by Organic Power on
expenses which qualify for PPP loan forgiveness. What will remain,
when the small amount left is spent, is for Organic Power to apply
for PPP loan forgiveness and for the SBA to process that
application based on the ruling in this opinion and order.
Because of the temporary restraining order, Organic Power
resubmitted its PPP application; the SBA approved it; Banco Popular
disbursed $129,500 to Organic Power; as of July 24, 2020, Organic
Power spent $118,197.96 of it on expenses that qualify for PPP loan
forgiveness; and Organic Power remains obligated to likewise spend
what is left.
At this time the main point of contention is whether the $129,500
already disbursed to Organic Power and mostly spent will have to be
repaid. The SBA's position is that Organic Power was not eligible
at the start to participate in the PPP and, thus, the PPP money it
got is not eligible for forgiveness even though it was spent on
forgiveness-qualified expenses.
The court finds that both the SBA's initial determination excluding
Organic Power from the PPP because it is "involved" in bankruptcy
and any subsequent action by the SBA to deny it loan forgiveness
for the same reason violates the anti-discrimination provision of
section 525(a).
This issue has been heavily litigated around the country, and
courts are split on it.
The SBA invites the court to examine how Congress consistently
characterizes PPP money as loans throughout the CARES Act and later
in the PPP Flexibility Act. It further argues that Congress in the
CARES Act placed the PPP under section 7(a) of the Small Business
Act, which is the SBA's primary loan program. It also points out
that the PPP has the hallmarks of a loan: a promissory note, an
interest rate, a maturity date, amortization terms and conditions,
and an obligation to repay the loan unless it is forgiven. And the
SBA asserts that the courts of appeal in all of the circuits have
rejected, in pre-Covid-19 cases, section 525(a) claims based on the
denial of government-loan applications.
But after considering many judicial opinions on both sides of this
controversy handed down after this court's temporary restraining
order of May 8, 2020, the court remains of the opinion that the PPP
should be treated as a grant program for purposes of section
525(a).
The SBA points to case law, mostly decided prior to the Covid-19
pandemic, narrowly construing the "other similar grant" language of
section 525(a). For example, in Ayes v. U.S. Dep't of Veterans
Affairs, 473 F.3d 104 (4th Cir. 2006), the court of appeals held
that a state's refusal to extend a home loan guarantee to veterans
after a bankruptcy discharge did not violate section 525(a). The
Ayes court reasoned that a home loan guarantee bore no "family
resemblance" to the items listed in section 525(a), which are "are
all governmental authorizations that typically permit an individual
to pursue some occupation or endeavor aimed at economic
betterment."
The SBA also cites a recent bankruptcy decision from Maine on the
PPP which reasoned similarly that "[e]ach of the enumerated items
[in section 525(a)] is a type of grant from a governmental actor
that involves some permission for the holder of the grant to act in
a particular way."
Organic Power rejects this narrow reading of section 525(a). It
argues that the enumerated items in section 525(a) are illustrative
rather than exhaustive, relying on Stoltz v. Brattleboro Housing
Auth. (In re Stoltz), 315 F.3d 80, 90 (2d Cir. 2002), which held
that a public housing lease fell under section 525(a) as an "other
similar grant." In reaching its conclusion, the Stoltz court
reasoned that "[t]he common qualities of the property interests
protected under section 525(a), i.e., 'license[s], permit[s],
charter[s], franchise[s], and other similar grants,' are that these
property interests are unobtainable from the private sector and
essential to a debtor's fresh start."
The SBA counters, arguing that Stoltz found that a public housing
lease was a grant because it was a "property interest." But, that
Stoltz did not depart from In re Goldrich, 771 F.2d 28 (2d Cir.
1985) which held that student loan guarantees were outside the
protection of section 525(a) because they were, just like the PPP,
extensions of credit.
Under the current circumstances, the Court said its ruling
satisfies even the narrower reading of section 525(a) in Ayes. Much
of the economy has been shut down by governmental guidelines and
lockdown directives. This has made it very difficult for many,
perhaps most, small businesses to access private capital. The SBA
acknowledged as much when it created a "safe harbor" for the
forgiveness of PPP loans under $2 million. It goes without saying
that capital is the lifeblood of businesses, small or large, in a
capitalist, free-market economy. Thus the PPP, under these
circumstances, is in effect a government authorization, to millions
of small businesses without access to adequate sources of
liquidity, which it is hoped will permit them to continue to pursue
an endeavor aimed at economic betterment.
A copy of the Court's Opinion and Order dated July 24, 2020 is
available at https://bit.ly/2PsTcLv from Leagle.com.
About Organic Power
Organic Power LLC -- https://prrenewables.com/ -- is a supplier of
renewable energy and a provider of environmentally sustainable food
waste recycling services based in Puerto Rico. It offers food
processing companies, restaurants, pharmaceuticals and retail
outlets an alternative to landfill disposal.
Organic Power sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 19-01789) on April 1, 2019. At the
time of the filing, the Debtor estimated assets and estimated
liabilities of between $10 million and $50 million.
Aimee I. Lopez Pabon, Esq. of Godreau & Gonzalez LLC, has been
tapped as counsel for the Debtor.
ORIGINCLEAR INC: Posts $6.3 Million Net Loss in Second Quarter
--------------------------------------------------------------
OriginClear, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
available to shareholders of $6.28 million on $1.05 million of
sales for the three months ended June 30, 2020, compared to a net
loss available to shareholders of $6.84 million on $1.01 million of
sales for the three months ended
June 30, 2019.
For the six months ended June 30, 2020, the Company reported net
income available to shareholders of $15.32 million on $2.15 million
of sales compared to a net loss available to shareholders of $7.21
million on $1.76 million of sales for the same period in 2019.
As of June 30, 2020, the Company had $1.64 million in total assets,
$28.24 million in total liabilities, and a total shareholders'
deficit of $26.60 million.
The Company has not generated significant revenue, and has negative
cash flows from operations, which raise substantial doubt about the
Company's ability to continue as a going concern.
"The ability of the Company to continue as a going concern and
appropriateness of using the going concern basis is dependent upon,
among other things, raising additional capital and increasing
sales. No assurance can be given that any future financing will be
available or, if available, that it will be on terms that are
satisfactory to the Company. Even if the Company is able to obtain
additional financing, it may contain restrictions on our
operations, in the case of debt financing, or cause substantial
dilution for our stockholders, in case of equity financing,"
OriginClear said.
At June 30, 2020 and Dec. 31, 2019, the Company had cash of
$786,686 and $490,614, respectively, and working capital deficit of
$20,081,673 and $38,598,414, respectively. The decrease in working
capital deficit was due primarily to a decrease in non-cash
derivative liabilities and convertible notes, inventory, contracts
liabilities and contract receivable, prepaid expenses, loans
payable, with an increase in contract assets and accounts payable.
During the first six months of 2020, the Company raised an
aggregate of $1,231,485 from issuance of preferred stock. The
Company's ability to continue as a going concern is dependent upon
raising capital from financing transactions and future revenue.
Net cash used in operating activities was $1,393,670 for the six
months ended June 30, 2020, compared to $1,339,533 for the prior
period ended June 30, 2019. The increase in cash used in operating
activities was primarily due to increase in professional fees and
marketing expense.
Net cash flows used in investing activities for the six months
ended June 30, 2020 and 2019, were $1,500 and $5,296, respectively.
The increase in cash used in investing activities was primarily
due to an increase in the purchase of fixed assets and non-cash
increase in change in fair value of investment.
Net cash flows provided by financing activities was $1,691,242 for
the six months ended June 30, 2020, as compared to $1,166,158 for
the six months ended June 30, 2019. The increase in cash provided
by financing activities was due primarily to an increase in loan
payable and cumulative dividends payable, with a decrease in
proceeds for issuance of preferred and common stock. To date the
Company has principally financed its operations through the sale of
its common and preferred stock and the issuance of debt.
"We do not have any material commitments for capital expenditures
during the next twelve months. Although our proceeds from the
issuance of preferred stock together with revenue from operations
are currently sufficient to fund our operating expenses in the near
future, we will need to raise additional funds in the future so
that we can expand our operations. Therefore, our future
operations are dependent on our ability to secure additional
financing. Financing transactions may include the issuance of
equity or debt securities, obtaining credit facilities, or other
financing mechanisms. Additional capital may not be available on
acceptable terms or at all. Furthermore, if we issue additional
equity or debt securities, stockholders may experience additional
dilution or the new equity securities may have rights, preferences
or privileges senior to those of existing holders of our common
stock. The inability to obtain additional capital may restrict our
ability to grow and may reduce our ability to continue to conduct
business operations. If we are unable to obtain additional
financing, we may have to curtail our marketing and development
plans and possibly cease our operations."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1419793/000121390020022908/f10q0620_originclearinc.htm
About OriginClear
Headquartered in Los Angeles, California, OriginClear --
http://www.originclear.com/-- is a provider of water treatment
solutions and the developer of a breakthrough water cleanup
technology. Through its wholly owned subsidiaries, OriginClear
provides systems and services to treat water in a wide range of
industries, such as municipal, pharmaceutical, semiconductors,
industrial, and oil & gas.
OriginClear reported a net loss of $27.47 million for the year
ended Dec. 31, 2019, compared to a net loss of $11.35 million for
the year ended Dec. 31, 2018. As of March 31, 2020, the Company
had $1.10 million in total assets, $21.77 million in total
liabilities, and a total shareholders' deficit of $20.67 million.
M&K CPAS, PLLC, in Houston, TX, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated May 29,
2020, citing that the Company suffered a net loss from operations
and has a net capital deficiency, which raises substantial doubt
about its ability to continue as a going concern.
PALAZZA SFT: Unsecureds to Recover 83% to 100% in Sale-Based Plan
-----------------------------------------------------------------
Palazza SFT Residential TX, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Texas, Austin Division, a
Disclosure Statement describing its Chapter 11 Plan of Liquidation
dated July 17, 2020.
Through the Plan, the Debtor proposes to pay: all administrative
priority and priority creditors in full, with any applicable
statutory interest on such claims; the secured claim of Travis
County with any applicable statutory interest on its claims; the
secured creditor known as The Crusco Family Trust, in full, with
7.00% interest (including contract and default interest) on its
claim; and general unsecured creditors would receive an estimated
83% to 100% of their allowed claims depending upon the date the
sale of the Debtor’s property is consummated.
In January, 2020, Debtor fell into default on its Note with its
Lender. The Note was accelerated and posted for a non-judicial
foreclosure sale in March, 2020. The Debtor filed this case to
prevent the loss of equity which would have occurred and to give
the Debtor the time to sell the Property and pay its creditors
after paying its secured lender the full amount owed on the Note.
Class 3 General unsecured claims will receive a pro rata share of
the remaining proceeds from the sale of the Property after payment
in full of the remaining sums due on the Allowed Claims of the
Class 1 and 2 creditors. If the Plan is confirmed, Debtor
estimates that creditors holding allowed general unsecured claims
will receive 83% to 100% of their allowed claims depending upon the
date the sale of the Debtor's property is consummated.
Class 4 Equity interest holder. The Equity Security Holder of the
Debtor shall retain its shares in the Debtor in exchange for making
the following contributions towards this Plan until the Property is
sold: (1). paying $4,500.00 per month in adequate protection
payments to The Crusco Family Trust; (2). paying the premiums for
the casualty insurance policy on the Property; (3). paying all
postconfirmation ad valorem property taxes in the ordinary course
on or before the date such taxes are last payable without penalty
or interest; and (4). Paying all necessary maintenance and repair
expenses for the Property.
The Plan will be funded primarily from the sale of the Property,
and from the Debtor’s equity owner, as follows: (a). the Debtor
shall continue to market the Property for sale utilizing the
services of a TREC licensed real estate broker; (b). the Property
shall be sold on or before the Sale Deadline, and the Class 1 and
Class 2 secured creditors shall be paid the sums provided in this
Plan; (c). until the Property is closes escrow, Debtor’s equity
owner shall fund the adequate protection provisions of this Plan
for the Class 1 and 2 secured creditors by: (1). paying $4,500.00
per month in adequate protection payments to The Crusco Family
Trust; (2). paying the premiums for the casualty insurance policy
on the Property; (3). paying all post-confirmation ad valorem
property taxes in the ordinary course on or before the date such
taxes are last payable without penalty or interest; and (4). Paying
all maintenance and repair expenses for the Property.
A full-text copy of the Disclosure Statement dated July 17, 2020,
is available at https://tinyurl.com/y4ud542m from PacerMonitor.com
at no charge.
About Palazza SFT Residential TX
Palazza SFT Residential TX, LLC, based in Austin, TX, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 20-10336) on March
2, 2020. In the petition signed by Larry R. Stauffer, authorized
representative, the Debtor was estimated to have $1 million to $10
million in both assets and liabilities. The Hon. Tony M. Davis
oversees the case. H. Anthony Hervol, Esq., at the Law Office of
H. Anthony Hervol, serves as bankruptcy counsel to the Debtor.
PHD GROUP: S&P Upgrades ICR to 'CCC+'; Outlook Negative
-------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Fast-casual
restaurant operator PHD Group Holdings LLC (Portillo's) to 'CCC+'
from 'CCC', its issue-level rating on its first-lien term loan to
'CCC+' from 'CCC', and its issue-level rating on its second-lien
term loan to 'CCC-' from 'CC'. S&P's '3' recovery rating on the
company's first-lien term loan facility and '6' recovery rating on
its second-lien term loan remain unchanged.
The upgrade reflects Portillo's stabilizing performance, resulting
in a better liquidity position and S&P's expectation for modestly
positive cash flow.
After closing restaurants for dine-in service, the company worked
to mitigate expenses and divert sales to its off-premise channels,
including its newly introduced curbside pickup service. As a
result, comparable sales have moderated. S&P expects comparable
sales for fiscal 2020 to be down only about 10%, from a trough in
early April when sales were -30%.
The company's expense saving initiatives, such as smaller menus and
labor reductions, have allowed it to moderate profitability and
generate positive cash flow despite fixed cost deleveraging on
lower sales volumes. S&P now expects the company to use around $25
million-$30 million of operating cash flow in 2020 primarily for
capital expenditures, including two new restaurants. S&P
anticipates about flat free operating cash flow (FOCF) in 2021 as
Portillo's continues to invest in new restaurants.
Portillo's revolving credit facility is subject to a 6.5x springing
net first-lien leverage covenant that is applicable when
utilization exceeds $15 million. In the second-quarter-ended June
28, 2020, the company repaid its revolving credit balance in full.
The springing covenant is therefore no longer applicable and S&P
does not expect it to be applicable over its forecast period based
on its projections. The company is not subject to other financial
maintenance covenants.
Despite these improvements, S&P continues to view Portillo's
capital structure as unsustainable based on items including its
excessive leverage.
"We expect S&P Global Ratings' adjusted debt to EBITDA of over 10x
in 2020 to moderate to about 9x in 2021. The company's capital
structure includes a second-lien term loan with a high interest
rate of LIBOR + 9.5% and payment-in-kind (PIK) preferred equity
units currently accruing at 11%, which we consider debt," the
rating agency said.
Portillo's has no near-term maturities given its recent term loan
extension and revolver upsizing, with the nearest maturity in 2024.
However, with its high interest burden of around $40 million per
year, S&P believes Portillo's continuing operations depend on
favorable business conditions.
Environmental, Social, and Governance (ESG) Credit Factors for this
Credit Rating change:
-- Health and safety
The negative outlook reflects the risk that further disruption from
the COVID-19 pandemic or the current recession could hinder its
ability to meet its credit obligations. S&P believes the excessive
levels of debt and high interest burden leave the company
vulnerable to potentially another round of performance challenges.
"We could lower our rating on Portillo's if we envision a specific
default scenario over the next 12 months, including a near-term
liquidity shortfall or financial covenant violation. We could also
lower our rating if we think the company plans to undertake a
transaction that we view as distressed," S&P said.
"We could raise our ratings if pandemic-related pressures subside
and performance improves, reducing leverage to below 9x and
generating sustained positive free operating cash flow. To raise
the rating, we would also need to believe distressed transactions,
including below-par debt repurchases, are unlikely," the rating
agency said.
PRESTIGE EMS: Gets Court Approval to Hire Accountant
----------------------------------------------------
Prestige EMS, LLC received approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Ramiro Menchaca, a
certified public accountant in Laredo, Texas.
Mr. Menchaca will provide the following services:
a. advise Debtor on tax and accounting problems;
b. provide accounting support in the examination of claims of
creditors;
c. help Debtor establish a reporting procedure accounting for
the collection of collateral;
d. prepare reports, including monthly cash flow statements and
monthly operating reports;
e. provide accounting support in drafting a plan of
reorganization and disclosure statement;
f. assist Debtor in accounting and tax matters, including the
preparation and filing of tax returns; and
g. provide accounting support and testimony in prosecuting or
defending suits and proceedings.
Mr. Manchaca will charge $250 per hour for his services and $175
per hour for staff accountants.
In court papers, Mr. Manchaca disclosed that he is a disinterested
person under Section 327 of the Bankruptcy Code.
Mr. Manchaca holds office at:
Ramiro E. Menchaca, CPA
6414 McPherson Ave. Ste 13
Laredo, TX 78041
Phone: +1 956-712-2729
About Prestige EMS
Prestige EMS, LLC, a Laredo, Texas-based ambulance service
provider, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 20-50044) on March 13, 2020. At the
time of the filing, Debtor disclosed assets of between $100,001 and
$500,000 and liabilities of the same range. Judge David R. Jones
oversees the case. Carl M. Barto, Esq., at the Law Offices of Carl
M. Barto, is Debtor's legal counsel.
PRINCESS POLLY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Princess Polly Anna Coal, Inc.
PO Box 886
Lewisburgh, WV 24901
Business Description: Princess Polly Anna Coal provides contract
mining services.
Chapter 11 Petition Date: August 21, 2020
Court: United States Bankruptcy Court
Southern District of West Virginia
Case No.: 20-50136
Judge: Hon. Frank W. Volk
Debtor's Counsel: John F. Leaberry, Esq.
LAW OFFICE OF JOHN LEABERRY
167 Patrick Street
Lewisburg, WV 24901
Tel: 304-645-2025
E-mail: leaberry01@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Frederick J. Taylor, 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://www.pacermonitor.com/view/WCQKUIY/Princess_Polly_Anna_Coal_Inc__wvsbke-20-50136__0001.0.pdf?mcid=tGE4TAMA
PURDUE PHARMA: Stutzman, Bromberg Represents Represented Parties
----------------------------------------------------------------
In the Chapter 11 cases of Purdue Pharma, L.P., et al., the law
firm of Stutzman, Bromberg, Esserman & Plifka, A Professional
Corporation submitted a verified statement under Rule 2019 of the
Federal Rules of Bankruptcy Procedure, to disclose that it is
representing Certain Native American Tribes, Health Organizations,
Municipalities, Unions, and Tiffany Dunford as Next Friend
of T.N. Dunford.
SBEP is a law firm that maintains its office at 2323 Bryan Street,
Suite 2200, Dallas, Texas 75201 and has appeared in the
above-captioned cases on behalf of the Native American Tribes,
health organizations, municipalities, and unions whose names are
listed on Exhibit A hereto and Tiffany Dunford as Next Friend of
T.N. Dunford.
The Certain Native American Tribes:
1. Bad River Band of Lake Superior Tribe of Chippewa Indians/
Bad River Health & Wellness Center
2. Battle Mountain Band of Te-Moak Tribe of Western Shoshone
Indians
3. Big Sandy Rancheria of Mono Indians
4. Big Valley Band of Pomo Indians
5. Cahto Tribe of the Laytonville Rancheria
6. Cher-Ae Heights Indian Community of the Trinidad Rancheria
7. Cheyenne & Arapaho Tribes and Clinic
8. Chicken Ranch Rancheria of Me-Wuk Indians
9. Chitimacha Tribe of Louisiana
10. Coyote Valley Band of Pomo Indians
11. Ely Shoshone Tribe of Nevada
12. Ewiiaapaayp Band of Kumeyaay Indians
Other Represented Parties:
1. Apollo MD Business Srvs, LLC
2. Baptist Hospital, Inc.
3. Center Point, Inc.
4. Community Based Care of Brevard, Inc.
dba Brevard Family Partnership
5. Community Partnership for Children, Inc.
6. Consolidated Tribal Health Project, Inc.
7. El Campo Memorial Hospital and West Wharton County Hospital
District
8. Gonzales Healthcare Systems
9. Greenwood Leflore Hospital
10. Howard Center, Inc.
11. J. Paul Jones Hospital
12. Kids First of Florida, Inc.
Municipalities:
1. Harrison County, Mississippi
2. Issaquena County, Mississippi
3. Town of Butler, Alabama
Unions:
1. United Food & Commercial Workers Union Local 1995 &
Employers Health and Welfare Fund
2. United Food & Commercial Workers Local 1000 Oklahoma Health &
Welfare Fund
3. South Central United Food & Commercial Workers Union &
Employers Health & Welfare Trust Fund
4. United Food & Commercial Workers Union Local 1529 &
Employers Health & Welfare Plan and Trust
5. United Food & Commercial Workers Unions and Employers Health
and Welfare Fund – Atlanta
Dunford:
Tiffany Dunford, as Next Friend if T.N. Dunford
The names of each creditor at whose instance the employment of SBEP
was arranged are listed on Exhibit A hereto, which is incorporated
herein by reference. Fed. R. Bankr. P. 2019(c)(3)(A).
The addresses of each of the Represented Parties except for Dunford
are as follows:
c/o T. Roe Frazer II
FRAZER PLC
30 Burton Hills Boulevard
Nashville, TN 37215
c/o Frederick T. Kuykendall, III
THE KUYKENDALL GROUP
2013 1st Avenue North, Suite 450
Birmingham, AL 35203
c/o J. Nixon Daniel, III
BEGGS & LANE, RLLP 501
Commendencia Street
Pensacola, FL 32502.
The addresses of Dunford are as follows:
c/o P. Rodney Jackson
LAW OFFICES OF P. RODNEY JACKSON
Fifth Third Center
700 Virginia Street, East
Charleston, WV 25301
W. Jesse Forbes
FORBES LAW OFFICES, PLLC
1118 Kanawha Blvd., East
Charleston, WV 25301
R. Booth Goodwin II
Benjamin B. Ware
W. Jeffrey Vollmer
GOODWIN & GOODWIN, LLP
300 Summers Street, Suite 1500
P.O. Box 2107
Charleston, WV 25328-2107
W. Stuart Calwell, Jr.
L. Dante diTrapano
Alex McLaughlin
Benjamin D. Adams
CALWELL LUCE diTRAPANO, PLLC
Law and Arts Center West
500 Randolph Street
Charleston, WV 25302
As to the nature and amount of the disclosable economic interests
held by each Represented Party in relation to Debtors as of the
date of this Verified Statement, each of the Represented Parties
has sustained damages as a result of the tortious acts of Debtors
in connection with the safety, use, and prescription of opioid
products manufactured and/or sold by one or more Debtors. Each
Represented Party's claim for such damages is unsecured and
unliquidated. Fed. R. Bankr. P. 2019(c)(3)(B).
SBEP, through the undersigned counsel, may represent other persons
or entities holding claims against the Debtors out of applicable
agreements, law or equity pursuant to their relationship with one
or more of the Debtors or their predecessors in interest. However,
as of the date of this Verified Statement, such persons or entities
have not appeared and have not requested that SBEP appear on their
behalf in these cases. Other than as outlined herein, as of the
filing of this Verified Statement SBEP does not purport to act,
represent, or speak on behalf of any parties in connection with
these cases other than the Represented Parties.
Nothing contained in this Verified Statement should be construed as
a limitation upon, or waiver of any Represented Party's right to
assert, file, and/or amend its claim(s) in accordance with
applicable law and any orders entered in these cases establishing
procedures for filing proofs of claim.
SBEP reserves the right to amend or supplement this Verified
Statement, as necessary, in accordance with Bankruptcy Rule 2019.
Counsel for Certain Native American Tribes, Health Organizations,
Municipalities, Unions, and Tiffany Dunford as Next Friend Of T.N.
Dunford can be reached at:
STUTZMAN, BROMBERG, ESSERMAN & PLIFKA
A PROFESSIONAL CORPORATION
Sander L. Esserman, Esq.
Peter C. D' Apice
2323 Bryan Street, Suite 2200
Dallas, TX 75201
Telephone: (214) 969-4900
Facsimile: (214) 969-4999
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/hGhTCU
About Purdue Pharma
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation facing the Company.
The Company's consolidated balance sheet at Aug. 31, 2019, showed
$1.972 billion in assets and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has
been assigned to oversee Purdue's Chapter 11 case.
Davis Polk & Wardwell LLP and Dechert LLP are serving as legal
counsel to Purdue. PJT Partners is serving as investment banker,
and AlixPartners is serving as financial advisor. Prime Clerk LLC
is the claims agent.
QUANTUM CORP: All Three Proposals Passed at Annual Meeting
----------------------------------------------------------
At the annual meeting of stockholders of Quantum Corporation which
was held on Aug. 18, 2020, the stockholders:
(a) elected John A. Fichthorn, Rebecca J. Jacoby, James J.
Lerner, Raghavendra Rau, and Marc E. Rothman as directors
to serve until the 2021 annual meeting or until their
successors are duly elected and qualified, or until their
earlier death, resignation or removal;
(b) ratified the appointment of Armanino LLP as the Company's
independent registered public accounting firm for the
fiscal year ending March 31, 2021; and
(c) adopted the resolution to approve, on an advisory
basis, the compensation of the named executive officers of
the Company.
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com-- provides technology and services that
stores and manages video and video-like data delivering the
industry's top streaming performance for video and rich media
applications, along with low cost, high density massive-scale data
protection and archive systems. The Company helps customers
capture, create and share digital data and preserve and protect it
for decades.
Quantum Corporation reported a net loss of $5.21 million for the
year ended March 31, 2020, a net loss of $42.80 million for the
year ended March 31, 2019, and a net loss of $43.35 million for the
year ended March 31, 2018. As of June 30, 2020, the Company had
$164.94 million in total assets, $360.44 million in total
liabilities, and a total stockholders' deficit of $195.50 million.
QUANTUM CORP: All Three Proposals Passed at Annual Meeting
----------------------------------------------------------
At the annual meeting of stockholders of Quantum Corporation which
was held on Aug. 18, 2020, the stockholders:
(a) elected John A. Fichthorn, Rebecca J. Jacoby, James J.
Lerner, Raghavendra Rau, and Marc E. Rothman as directors
to serve until the 2021 annual meeting or until their
successors are duly elected and qualified, or until their
earlier death, resignation or removal;
(b) ratified the appointment of Armanino LLP as the Company's
independent registered public accounting firm for the
fiscal year ending March 31, 2021; and
(c) adopted the below resolution to approve, on an advisory
basis, the compensation of the named executive officers of
the Company:
"RESOLVED, that the Company's stockholders approve, on an
advisory basis, the compensation of the named executive
officers, as disclosed in the Company's Proxy Statement
for the Annual Meeting of Stockholders pursuant to the
compensation disclosure rules of the Securities and
Exchange Commission, including the Compensation Discussion
and Analysis, the Summary Compensation table and the
supporting tabular and narrative disclosure on executive
compensation."
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com-- provides technology and services that
stores and manages video and video-like data delivering the
industry's top streaming performance for video and rich media
applications, along with low cost, high density massive-scale data
protection and archive systems. The Company helps customers
capture, create and share digital data and preserve and protect it
for decades.
Quantum Corporation reported a net loss of $5.21 million for the
year ended March 31, 2020, a net loss of $42.80 million for the
year ended March 31, 2019, and a net loss of $43.35 million for the
year ended March 31, 2018. As of June 30, 2020, the Company had
$164.94 million in total assets, $360.44 million in total
liabilities, and a total stockholders' deficit of $195.50 million.
RITE AID: Moody's Affirms Caa1 CFR & Alters Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service changed the outlook for Rite Aid
Corporation ("Rite Aid") to stable from negative. All other ratings
including the company's Caa1 corporate family rating and its
Caa1-PD probability of default rating are affirmed and there is no
change in the company's SGL-3 speculative grade liquidity rating.
"Rite Aid has proactively addressed a large portion of its 2023
maturities which is a credit positive but operational and
competitive challenges remain", Moody's Vice President Mickey
Chadha stated. "The change in outlook to stable reflects our
expectations for a modest improvement in credit metrics and
positive free cash flow over the next 12 months, however, the
retail pharmacy space remains under pressure and new management
initiatives will take time to show results in the midst of the
uncertain business environment", Chadha further stated.
Affirmations:
Issuer: Rite Aid Corporation
Probability of Default Rating, Affirmed Caa1-PD
Corporate Family Rating, Affirmed Caa1
Senior Secured ABL Bank Credit Facility, Affirmed B2 (LGD3 from
LGD2)
Senior Secured Bank Credit Facility, Affirmed Caa1 (LGD4)
Senior Secured Regular Bond/Debenture, Affirmed Caa1 (LGD4)
Senior Unsecured Regular Bond/Debenture, Affirmed Caa3 (LGD6)
GTD Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD5)
Outlook Actions:
Issuer: Rite Aid Corporation
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
Rite Aid's Caa1 rating incorporates its weak market position as it
lacks the scale or the balance sheet to compete effectively with
much larger and well capitalized competitors like CVS Health and
Walgreens Boots Alliance, Inc. in the changing pharmacy landscape
as scale has become increasingly more important in the competitive
pharmacy sector. Moody's expects Rite Aid's lease adjusted
debt/EBITDA to be at around 5.5x for the fiscal year ended March
2021 despite the uplift from robust front-end sales in March and
April due to pantry loading during the peak of the coronavirus
pandemic given the competitive pressures Rite Aid is facing. The
rating also reflects Rite Aid's weak interest coverage with
EBIT/interest of under 1.0x. Positive ratings consideration is
given to Moody's expectation that new management will focus on cost
reduction, inventory rationalization, store remodels, growth in the
Elixir PBM business, increase the level of script growth through
increased traffic and file buys and strategically target
participation in limited and preferred networks to boost revenue,
earnings and free cash flow. Rite Aid's adequate liquidity, and the
relative stability and positive longer-term trends of the
prescription drug industry are other positive rating
considerations.
Rite-Aid's rating takes into consideration increasing social risks
stemming from changing consumer preferences and spending patterns.
The retail environment has been undergoing a structural shift
toward e-commerce which has increased pressure on retailers. The
rating also takes into consideration the litigation risk associated
with prescription drug usage especially opioids. Rite Aid's
financial strategies have remained balanced with the company using
cash received from asset sales to repay debt.
The stable outlook reflects Moody's expectation that management
initiatives including expense rationalization will improve
operating performance and credit metrics in the next 12 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if the company demonstrates a sustained
improvement in operating performance. An upgrade would require
improvement in operating margins, continued script volume growth
and positive comparable front-end sales. Ratings could also be
upgraded if the company demonstrates that it can maintain
debt/EBITDA below 6.0 times and EBIT to interest expense above 1.0
times. In addition, a higher rating would require Rite Aid to
continue to maintain at least an adequate liquidity profile,
including positive free cash flow.
Ratings could be downgraded should the likelihood of a default
increase for any reason or if Rite Aid experiences a decline in
revenues or earnings or increases debt such that debt/EBITDA is
likely to remain above 6.5 times and EBIT to interest expense is
likely to remain below 1.0 times. Ratings could also be downgraded
should liquidity weaken including free cash flow remaining negative
or the company does not get any traction on new PBM contracts or if
prescription volumes decline.
Rite Aid Corporation operates 2,464 drug stores in 18 states. It
also operates a full-service pharmacy benefit management company
(Elixir). Revenues are about $22 billion.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
ROSALINA HARRIS: Sanctions Not Warranted in Ch.11 Bad Faith Filing
------------------------------------------------------------------
Bankruptcy Judge Ernest M. Robles denied Crystal Holmes' motion for
sanctions against Debtor Rosalina Lizardo Harris in the bankruptcy
case captioned In re: Rosalina Lizardo Harris, Chapter: 11, Debtor,
Case No. 2:20-bk-12839-ER (Bankr. C.D. Cal.).
On May 27, 2020, the Court dismissed a voluntary Chapter 11
petition filed by Harris. The Court found that Harris filed the
petition in bad faith, solely to avoid posting a supersedeas bond
during Harris' appeal of a judgment that Holmes holds against
Harris.
Holmes now moves for the imposition of sanctions against Harris and
her counsel in the amount of $50,462.44 pursuant to Bankruptcy Rule
9011 and the Court's inherent authority under 11 U.S.C. section
105. Harris opposes the Sanctions Motion.
Bankruptcy Rule 9011(b) provides:
By presenting to the court (whether by signing, filing, submitting,
or later advocating) a petition, pleading, written motion, or other
paper, an attorney or unrepresented party is certifying that to the
best of the person's knowledge, information, and belief, formed
after an inquiry reasonable under the circumstances,—
1) it is not being presented for any improper purpose, such as to
harass or to cause unnecessary delay or needless increase in the
cost of litigation;
2) the claims, defenses, and other legal contentions therein are
warranted by existing law or by a nonfrivolous argument for the
extension, modification, or reversal of existing law or the
establishment of new law;
3) the allegations and other factual contentions have evidentiary
support or, if specifically so identified, are likely to have
evidentiary support after a reasonable opportunity for further
investigation or discovery; and
4) the denials of factual contentions are warranted on the evidence
or, if specifically so identified, are reasonably based on a lack
of information or belief.
Bankruptcy Rule 9011(c) provides that the Court may "impose an
appropriate sanction upon the attorneys, law firms, or parties that
have violated subdivision (b) or are responsible for the
violation." A motion for sanctions may not be presented to the
court unless, within 21 days after service of the motion, the
challenged paper is not withdrawn or appropriately corrected.
Bankruptcy Rule 9011(c)(1)(A). The 21-day safe harbor does not
apply "if the conduct alleged is the filing of a petition in
violation of subdivision (b)."
In assessing the propriety of sanctions, the Court turns to Marsch
v. Marsch (In re Marsch), 36 F.3d 825, 830 (9th Cir. 1994), in
which it was stated that "frivolousness and improper purpose are
not wholly independent considerations but 'will often overlap.' The
Court "must consider both frivolousness and improper purpose on a
sliding scale, where the more compelling the showing as to one
element, the less decisive need be the showing as to the other."
In Marsch, the debtor filed a Chapter 11 petition before the state
court could enter a restitution judgment against her and in favor
of her ex-husband. The bankruptcy court found that the debtor filed
the petition to prevent entry of the judgment and to avoid posting
a supersedeas bond, even though the debtor had sufficient assets to
pay the judgment or post the bond. The Ninth Circuit upheld both
the bankruptcy court's dismissal of the petition as a bad-faith
filing and the imposition of $27,452 in Rule 9011 sanctions. In
upholding the sanctions award, the Marsch court stated that
although the petition could not "be characterized as wholly
frivolous" it was "certainly of dubious legal merit." In sustaining
the finding that the petition was filed for an improper purpose,
the court emphasized: "that the petition was filed solely to delay
collection of the judgment and avoid posting an appeal bond, even
though the debtor had the ability to satisfy the judgment with
nonbusiness assets." According to the court, the debtor's action
"was a transparent attempt to use a Chapter 11 petition and the
resulting stay as an inexpensive substitute for the bond required
under state law."
As was the case in Marsch, in Harris the considerations of
frivolousness and improper purpose overlap. With respect to
improper purpose, the Court found that Harris filed the petition in
bad faith to avoid posting a supersedeas bond. The finding that the
petition was filed in bad faith was based in part upon the finding
that Harris lacked the ability to propose a confirmable plan. For
purposes of Bankruptcy Rule 9011, the finding that Harris lacked
the ability to propose a confirmable plan goes to the issue of
whether the petition was frivolous.
The fact that the Court found that the petition was filed in bad
faith and that Harris lacked the ability to confirm a plan does not
compel a finding that for Bankruptcy Rule 9011 purposes, the
petition was filed for an improper purpose and was frivolous. In
granting the Dismissal Motion, the Court stated that it could not
"conclusively rule out the possibility" that the plan contemplated
by Harris could be confirmed. The Court dismissed the case because
Harris had not presented sufficient evidence that she was "willing
to make the substantial sacrifice of committing approximately
$500,000 in non-exempt assets that would be required were Harris to
have a realistic possibility of confirming a plan."
Notwithstanding these findings, as of the filing of the petition,
there was an objectively reasonable basis for Harris and her
counsel to take the position that they had the ability to confirm a
plan. Successfully confirming a plan requires a debtor to overcome
numerous hurdles, and the obstacles to plan confirmation often
cannot be easily predicted at the commencement of the case.
Sanctioning a debtor and her counsel for filing a petition in a
case where the Court later determines that a debtor lacks the
ability to propose a confirmable plan would create a chilling
effect discouraging parties from seeking bankruptcy protection.
"The key question in assessing frivolousness is whether a complaint
states an arguable claim. . . ." Conn v. Borjorquez, 967 F.2d at
1421 (9th Cir. 1992). Applying this principle to the bankruptcy
context, the question becomes whether there was an arguable basis
for the debtor to take the position that she had the ability to
confirm a plan as of the petition date. In granting the Dismissal
Motion, the Court declined to conclusively rule out the possibility
that Harris could confirm a plan. Thus, there was an arguable basis
for Harris and her counsel to take the position that a confirmable
plan was a possibility. The filing of the petition was not
frivolous.
Marsch is not to the contrary. In Marsch, the debtor's conduct was
particularly offensive because she sought bankruptcy protection
even though she had the ability to obtain a supersedeas bond or pay
the judgment. The court reprimanded the debtor for using Chapter 11
"as an inexpensive substitute" for the supersedeas bond that she
could afford. Here, by contrast, Harris did not have assets
sufficient to pay the Judgment or obtain a supersedeas bond.
Harris' inability to afford a supersedeas bond renders her conduct
significantly less egregious than that of the debtor in Marsch.
Having found that sanctions are not warranted under Bankruptcy Rule
9011, the Court likewise declines to impose sanctions under its
inherent authority. Sanctions under the Court's inherent authority
may be imposed "against a party who willfully disobeys a court
order or acts in bad faith, 'which includes a broad range of
willful improper conduct.'" "To impose inherent power sanctions, a
court must find that a party acted in bad faith, vexatiously,
wantonly, or for oppressive reasons." A finding of bad faith is
warranted where a litigant "knowingly or recklessly raises a
frivolous argument."
A copy of the Court's Memorandum of Decision dated July 23, 2020 is
available at https://bit.ly/3fznyqm from Leagle.com.
Rosalina Lizardo Harris filed for chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 20-12839) on March 13, 2020. The
bankruptcy court dismissed the case on May 27, 2020, because the
petition was filed in bad faith.
SABRE CORP: S&P Downgrades ICR to 'B'; Outlook Negative
-------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on global
distribution system (GDS) provider Sabre Corp. to 'B' from 'B+'. At
the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $300 million senior
secured notes.
The downgrade and negative outlook reflect S&P's expectation that
air travel volumes will remain historically low well into 2021 due
to the coronavirus pandemic.
Sabre's travel network business (73% of 2019 revenue) and some of
its airline and hospitality solutions employ a transaction-based
business model that ties its revenue to a travel supplier's
transaction volumes. This makes Sabre particularly vulnerable to
the effects of the coronavirus pandemic because it derived the
majority of its pre-pandemic travel network revenue from corporate
air travel and higher-margin international air travel traffic,
which have experienced the steepest declines. The drop in the
company's 2020 EBITDA and cash flows will likely be substantial
because COVID-19 related containment measures have led to a global
recession this year. Furthermore, absent the widespread
distribution of a safe and effective coronavirus vaccine, continued
health and safety concerns and quarantine restrictions will reduce
the likelihood of a rapid recovery in global travel volumes.
S&P assumes Sabre's revenue will be down over 60% in 2020 with a
sequential, but modest, improvement in its air traffic volume and
revenue in the back half of 2020 into 2021. It assumes about
two-thirds of the company's 2019 operating costs were variable and
anticipates that it will be able to pull back on its variable
expenses roughly in line with its revenue declines for the year.
Furthermore, management's cost-savings initiatives will permanently
remove about $200 million of its total cost base. Given these
assumptions, S&P expects negative 2020 EBITDA in the $500
million-$700 million range and negative FOCF in the $800 million-$1
billion range. S&P forecasts Sabre's leverage will remain well
above 10x in 2021 with negligible FOCF, which is weaker than the
rating agency's prior leverage expectation for leverage of about 8x
in 2021 with FOCF to debt of more than 5%. The company has said
that it expects to generate positive FOCF when its travel volumes
return to 70% of 2019 levels, which S&P expects will occur in the
second half of 2021.
"Our negative outlook reflects the risk that Sabre's cash flows
will remain significantly negative through 2021 if consumers are
unwilling to travel due to concerns around contracting the virus or
if the economic environment materially worsens, causing its
leverage to remain well above 10x with negligible FOCF generation
into 2022," S&P said.
Sabre has strengthened its cash balance and extended credit
facility maturities to withstand a prolonged period of distress.
However, its level of gross outstanding debt has increased as
well.
Including the recently announced common equity and mandatory
convertible preferred share issuances, Sabre has raised over $1.5
billion to improve its liquidity during this period of uncertainty,
the majority of which is debt. Pro forma for the equity raise,
Sabre had over $1.8 billion of cash as of June 30, 2020. Including
the $300 million of mandatory convertible preferred equity, which
S&P treats as debt in its analysis, the company has over $5 billion
of reported debt outstanding. In addition, the proposed refinancing
extends its revolver and term loan A maturities and lowers the
company's annual amortization expense. However if Sabre's recovery
is slower than expected and it continues to burn cash throughout
2021, it may be more difficult for the company to deleverage
quickly due to its high debt burden and significantly reduced cash
position.
An economic recovery may not fully translate into a recovery for
the travel industry.
While S&P expects the economy to recover in the back half of 2020,
albeit with significant downside risks, the timing of the recovery
in global travel will remain highly uncertain until testing and a
vaccine to prevent the virus' spread are widely available.
Furthermore, even if governments relax their guidance on
containment measures, companies may not quickly relax their travel
policies unless they can ensure their employees' safety.
Furthermore, some companies may increase their adoption of remote
meetings to save costs and consumers might remain hesitant to
travel for nonessential reasons even after a vaccine is widely
available.
Sabre is exposed to some of the most vulnerable subsegments of the
travel industry. Specifically, the majority of the company's
business is dependent on air travel, with 50%-55% of its travel
bookings typically tied to corporate travel and 50%-55% typically
tied to higher-margin international travel. S&P expects the
recovery in these subsegments will lag the overall recovery in the
lodging, domestic air, and leisure travel markets over the next
year.
Environmental, social, and governance (ESG) factors relevant for
this rating change:
-- Health and safety
The negative outlook reflects the risk that a prolonged travel
disruption caused by the pandemic could diminish cash balances and
cause cash flow to remain negligible and leverage to remain
elevated above 8x into 2022.
"We could lower our rating on Sabre to 'B-' if we do not expect air
traffic volumes to improve significantly by the back half of 2021
and the company continues to burn cash. In this scenario, we would
expect its leverage to remain elevated above 8x for a prolonged
period and its cash balance and revolver availability to fall below
$750 million, causing its margin of compliance with its $450
million minimum liquidity covenant to narrow considerably," S&P
said.
"We could revise our outlook on Sabre to stable if the outlook for
global air travel improves, likely following the widespread
distribution of a vaccine for the coronavirus, and we expect the
company to consistently generate positive FOCF with FOCF to debt
approaching 5% by the end of 2022," the rating agency said.
SABRE GLBL: Moody's Assigns Ba3 Rating on $300MM New Sec. Notes
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed
offering of $300 million of senior secured notes by Sabre GLBL
Inc., a wholly-owned subsidiary of Sabre Holdings Corporation
(Sabre). Moody's also assigned a Ba3 rating to Sabre GLBL Inc.'s
amended senior secured revolver facility ($400 million) and amended
senior secured term loan A ($156 million extended portion of term
loan A). All other ratings and the negative outlook are unchanged.
RATINGS RATIONALE
Net proceeds from the new $300 million notes issuance will be used
to refinance a portion of the existing $456 million term loan A.
The $400 million revolver and $156 million portion of term loan A
will be extended to mature in February 2024 from July 2022.
Although the proposed transactions are debt and leverage neutral,
the issuances extend the maturities of the $400 million revolver
and the existing $456 million term loan A. The new debt issuances
follow yesterday's proposal by Sabre to raise $550 million of new
equity ($300 million mandatory convertible preferred shares plus
$250 million of common equity). As a result, Sabre has more than a
3-year runway with no significant debt maturities to manage through
current operating challenges as a result of the coronavirus
pandemic.
Ratings Actions:
Issuer: Sabre GLBL Inc.
$300 million Senior Secured Regular Bond/Debenture, Assigned Ba3
(LGD4)
$400 million extended Senior Secured Revolver due 2024, Assigned
Ba3 (LGD4)
$156 million extended Senior Secured Term Loan A due 2024, Assigned
Ba3 (LGD4)
The extension of debt maturities combined with yesterday's proposed
$550 million equity raise is credit positive as they provide Sabre
with meaningful additional liquidity and partially alleviate
pressure on the company's credit profile from the sharp decline in
global air travel, including travel restrictions and flight
cancellations. Nevertheless, ratings remain significantly pressured
by the sharp decline in global air travel, including mandated
travel restrictions and flight cancellations, as well as Moody's
expectation that travel bookings will remain depressed over the
next year but gradually improve. There are further downside risks
in the event travel demand remains weak beyond 2020 in a scenario
in which COVID-19 is not contained or travelers continue to
maintain some degree of social distancing practices.
Sabre's Ba3 Corporate Family Rating (CFR) reflects Moody's view
that the company will be able to navigate through current
challenges despite pressure on revenues and profit margins caused
by COVID-19 and uncertainties in the global economic outlook. As
evidenced by the debt issuances and yesterday's equity raise, Sabre
remains committed to disciplined financial policies and debt
repayment when travel demand eventually rebounds as the impact of
COVID-19 and the global recession abates.
Revenues for 2Q20 declined by 92%, and Moody's expects Sabre's
revenues to remain depressed for the remainder of 2020 reflecting
mandated travel bans and flight cancellations, followed by
quarterly revenues gradually recovering, but remaining below, 2019
levels through 2022. Consistent with Moody's Macro outlook, Moody's
assumes flight schedules and travel demand will only partially
recover entering 2021 given the time needed for airlines to restore
capacity. Sabre's ratings are supported in the near term by Sabre's
significant cost reductions in response to revenue declines and by
the company's ability manage growth investments and IT spend to
preserve liquidity. Sabre indicates that roughly two-thirds of its
cost structure is variable, such as incentive expenses which are
tied directly to revenues, and the company estimates that, in a
scenario with no net bookings, its monthly cash burn rate is
roughly $80 million.
Beyond the near term, Sabre benefits from its good operating scale,
high proportion of transaction-based revenues, and market
leadership as the second largest provider of Global Distribution
System (GDS) services globally which better positions the company
when air traffic and travel demand rebound from currently depressed
levels. Sabre recently announced multi-year contract renewals with
airline partners and has added new niche airlines to its revenue
base, but to the extent the negative impact of COVID-19 is more
severe or extends beyond the third calendar quarter, there could be
further degradation to Sabre's credit profile.
Moody's expects Sabre will maintain at least adequate liquidity
over the next 12 months notwithstanding the negative impact of
COVID-19 and the global recession. Pro forma for the proposed debt
issuances, recently announced $550 million equity raise, as well as
adjusting for near term cash outflows including potential refunds
and severance payments, Sabre will have roughly $1.7 billion of
balance sheet cash compared to $1.3 billion at the end of June
2020. Sabre has historically maintained a large share of cash at
its overseas subsidiaries to support its large geographic footprint
of operations, and management estimates roughly $150 million is
needed globally. The company suspended common dividends which
eliminates a $154 million cash outflow over the next 12 months with
another $70 million preserved by suspending share buybacks.
Borrowings under the credit agreement continue to be subject to
compliance with a maximum total net leverage maintenance ratio of
4.5x; however, Sabre's credit agreement comes with a Material
Travel Event Disruption clause which suspends the requirement for
covenant compliance if domestic passengers (as defined) decline by
10% or more in a given month compared to prior year periods.
Moody's expects this suspension to continue for the remainder of
2020. As amended, Sabre needs to comply with a new minimum
liquidity covenant of $450 million when the total net leverage test
is suspended. Moody's expects Sabre to remain in compliance with
its financial covenants over the next year.
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 Moody's ESG framework, due to the substantial
implications for public health and safety. Given the company's
reliance on passenger air travel which has been significantly
affected by flight restrictions, cancellations, and consumer
sentiment and given exposure to the global economy and consumer
spending, Sabre remains vulnerable to shifts in market demand and
sentiment in these unprecedented operating conditions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook is driven by significant uncertainty regarding
the depth and duration of the current decline in global consumer
and business demand for travel related services. This lack of
visibility is exacerbated by the number of restrictions on travel
across global regions. Moody's recognizes Sabre's efforts to manage
liquidity including the recent $550 million issuance of preferred
and common equity as well as suspending quarterly dividends and
share buybacks. In addition, Moody's expects the company to remain
proactive in controlling costs and managing IT spend to help offset
revenue declines.
Ratings could be upgraded if Sabre maintains good earnings growth
and operating profits become more diversified. Debt to EBITDA
(Moody's adjusted) would need to be sustained below 4x with high
single digit percentage adjusted free cash flow to debt. Moody's
could downgrade Sabre's ratings if customer losses, pricing
erosion, elevated debt balances, or the impact of COVID-19 cause
adjusted debt to EBITDA to exceed 4.75x on a sustained basis after
2021 or adjusted free cash flow to debt deteriorates to the low
single digit percentage range. Ratings could also come under
pressure if Moody's expects that liquidity will weaken because of a
prolonged downturn in the travel industry or Sabre funds
distributions or acquisitions prior to Moody's being assured of a
long term rebound in travel demand.
Based in Southlake, TX, Sabre Holdings Corporation is a leading
global travel platform organized in three segments: the Travel
Network (TN) segment includes revenues from GDS services; the
Airline Solutions (AS) segment includes a software-based passenger
reservation system as well as commercial and operations offerings
to the airline industry; and the Hospitality Solutions (HS) segment
includes software revenues from Sabre's central reservation and
property management system offerings.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
SERVICE CORP: Egan-Jones Hikes Sr. Unsecured Ratings to BB
----------------------------------------------------------
Egan-Jones Ratings Company, on August 10, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Service Corporation International/US to BB from
BB-.
Headquartered in Houston, Texas, Service Corporation International
provides death care services worldwide.
SIX FLAGS: Egan-Jones Lowers Senior Unsecured Ratings to CCC-
-------------------------------------------------------------
Egan-Jones Ratings Company, on August 10, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Six Flags Inc. to CCC- from CCC.
Headquartered in Grand Prairie, Texas, Six Flags, Inc. owns and
operates theme parks.
SK HOLDCO: S&P Affirms 'CCC' ICR; Outlook Negative
--------------------------------------------------
S&P Global Ratings affirmed its 'CCC' issuer credit rating on SK
HoldCo LLC (Service King).
S&P is revising its liquidity assessment to weak because the
company's term loan and revolving credit facility are maturing on
Aug. 18, 2021 and May 18, 2021, respectively. As of June 27,
2020, there was $587.5 million outstanding on the term loan and
$91.75 million outstanding on the revolving credit facility.
Service King also had $8.1 million of letters of credit outstanding
under the revolver, which resulted in total availability of $0.1
million. The weak liquidity assessment reflects S&P's expectation
that the company's sources of liquidity will be about 0.2x its uses
over the next 12 months after accounting for these upcoming
maturities.
The company amended its credit agreement on June 22, 2020, to
temporarily remove the consolidated first-lien net leverage test.
The company is now subject to a $25 million monthly minimum
liquidity test. The period ended March 31, 2020, was the last time
its first-lien leverage ratio was tested. The new liquidity test is
effective through May 2021.
"We continue to believe that a debt restructuring is likely.
Service King continues to face significantly weaker collision
volumes and elevated refinancing risks, thus our ratings and
outlook remain unchanged," S&P said.
"The negative outlook reflects our view that Service King's
collision volumes may remain sufficiently weak such that it
continues to generate negative cash flow and its upcoming debt
maturities lead to a liquidity crisis. This would likely occur if
the company defaults or undertakes a partial restructuring absent
unanticipated favorable changes in its circumstances," the rating
agency said.
S&P could lower its rating on Service King if the company enters
into a debt exchange that the rating agency views as distressed or
if bankruptcy or default becomes a virtual certainty.
"We could raise our rating on Service King if it successfully
refinances its term loan without undertaking a debt exchange that
we view as distressed. We would also need to be confident in the
company's ability to remain a going concern before raising our
rating," S&P said.
SLT HOLDCO: Taps Omni Agent Solutions as Administrative Agent
-------------------------------------------------------------
SLT Holdco, Inc. and Sur La Table, Inc. received approval from the
U.S. Bankruptcy Court for the District of New Jersey to hire Omni
Agent Solutions as their administrative agent.
Omni Agent will provide these bankruptcy administration services in
connection with Debtors' Chapter 11 cases:
(a) assist in the preparation of Debtors' schedules and data
gathering;
(b) assist in the solicitation, balloting, tabulation and
calculation of votes, and the preparation of reports in furtherance
of confirmation of any Chapter 11 plan;
(c) prepare an official ballot certification and testify, if
necessary, in support of the ballot tabulation results; and
(d) manage distributions to creditors pursuant to any
confirmed plan.
The hourly rates for Omni Agent's professionals are as follows:
Analyst $35 - $50
Consultants $65 - $160
Senior Consultants $165 - $200
Solicitation and Securities Services $205
Technology/Programming $85 - $135
Debtors paid the firm a retainer in the amount of $50,000.
Paul Deutch, the executive vice president of Omni Agent, 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:
Brian K. Osborne
Omni Agent Solutions
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Telephone: (818) 906-8300
Email: Bosborne@omniagnt.com
About SLT Holdco
Sur La Table, Inc. is a privately held retail company that sells
kitchenware products. Visit https://www.surlatable.com for more
information.
SLT Holdco and Sur La Table, Inc. filed their voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J.
Leade Case No. 20-18368) on July 8, 2020. Jason Goldberger, chief
executive officer, signed the petitions. At the time of the
filing, SLT estimated $10 million to $50 million in assets and $50
million to $100 million in liabilities. Sur La Table estimated
$100 million to $500 million in assets and $100 million to $500
million in liabilities.
Judge. Michael B. Kaplan presides over the cases.
Michael D. Sirota, Esq., at Cole Schotz P.C., represents Debtors as
legal counsel.
Debtors have tapped SOLIC Capital as their financial advisor and
investment banker, A&G Realty Partners LLC as real estate advisor,
and Great American Group LLC and Tiger Capital as sales
consultants. Omni Agent Solutions is Debtors' claims and noticing
agent and administrative agent.
SM ENERGY: Egan-Jones Lowers FC Senior Unsecured Rating to C
------------------------------------------------------------
Egan-Jones Ratings Company, on August 10, 2020, downgraded the
foreign currency senior unsecured rating on debt issued by SM
Energy Company to C from CCC+. EJR also downgraded the rating on
commercial paper issued by the Company to D from C.
Headquartered in Denver, Colorado, SM Energy Company is an
independent energy company that explores for and produces natural
gas and crude oil.
SOLACHE V ENTERPRISES: Seeks to Hire Eric A. Liepins as Counsel
---------------------------------------------------------------
Solache V Enterprises, Inc. seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to hire Eric A.
Liepins, P.C. to handle its Chapter 11 case.
The firm will be paid at hourly rates as follows:
Attorneys $275
Paralegals $30 to $50
The firm received from Debtor a retainer in the amount of $2,500,
plus $1,717 filing fee. It will also be reimbursed for
work-related expenses incurred.
Eric Liepins, Esq., disclosed in court filings that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
Eric A. Liepins can be reached at:
Eric Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
About Solache V Enterprises
Based in Dallas, Texas, Solache V Enterprises, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Tex. Case No. 20-32104) on Aug. 04, 2020, listing under $1 million
in both assets and liabilities. Judge Stacey G. Jernigan oversees
the case. Debtor is represented by Eric A. Liepins, P.C.
SPARROW & NIGHTINGALE: Seeks to Hire Spector & Cox as Legal Counsel
-------------------------------------------------------------------
Sparrow & Nightingale, LLC and The Pub Private Club seek authority
from the U.S. Bankruptcy Court for the Eastern District of Texas to
hire Spector & Cox, PLLC as their legal counsel.
Spector & Cox will provide the following services:
(a) advise Debtors regarding their powers and duties;
(b) prepare and pursue approval of Debtors' Chapter 11 plan
and disclosure statement;
(c) prepare legal papers and appear in court;
(d) perform all other legal services for Debtors in connection
with their Chapter 11 cases.
Spector & Cox received $3,434 as retainer.
Spector & Cox is a "disinterested person" as that phrase is defined
in Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Howard Marc Spector, Esq.
Spector & Cox, PLLC
12770 Coit Road, Suite 1100
Dallas, TX 75251
Phone: (214) 365-5377
Fax: (214) 237-3380
Email: hspector@spectorcox.com
About Sparrow & Nightingale and
The Pub Private Club
Sparrow & Nightingale, LLC and The Pub Private Club sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.
Texas Lead Case No. 20-41515) on July 3, 2020, listing under $1
million in both assets and liabilities. Judge Brenda T. Rhoades
oversees the cases. Howard Marc Spector, Esq., at Spector & Cox,
PLLC is Debtors' legal counsel.
SPECIALTY RETAIL: McKesson Not Entitled to Payment of Admin Claim
-----------------------------------------------------------------
In the bankruptcy case captioned IN THE MATTER OF: Specialty Shops
Holding Corp., et al., Debtors, No. 8:19CV405 (D. Neb.), Creditor
McKesson Corporation appeals from a decision of the United States
Bankruptcy Court for the District of Nebraska denying McKesson's
Request for Payment of Administrative Claim. Upon review, District
Judge Robert F. Rossiter, Jr. affirms the bankruptcy court's
decision.
Shopko (which collectively refers to all the debtors) once operated
over 300 general merchandise stores throughout the country with
over 230 pharmacy locations. McKesson, a pharmaceutical supplier,
supplied virtually all of Shopko's pharmaceutical inventory.
In December 2018 (presumably in anticipation of Shopko's impending
bankruptcy and apparently after relations between the parties
deteriorated), McKesson issued Shopko a reclamation demand for
Shopko to return the pharmaceutical goods and sued Shopko in state
court seeking the same. "Reclamation is the right of a seller to
recover possession of goods delivered to an insolvent buyer" and,
at the common law, was based on a theory "the seller had been
defrauded." In the bankruptcy context, 11 U.S.C. section 546(c)
governs reclamation claims and recognizes reclamation rights under
applicable state law. The parties do not dispute that McKesson
complied with applicable state law in making a timely reclamation
demand.
Before the state court could resolve McKesson's reclamation demand,
on Jan. 16, 2019, Shopko filed a voluntary Chapter 11 bankruptcy
petition and continued to operate its business as
debtors-in-possession. As of the petition date, Shopko had
outstanding debt of over $400 million to its lenders. Those debts
were secured by, among other things, the pharmaceutical goods
McKesson supplied.
McKesson argues it is entitled to an administrative claim by virtue
of its reclamation rights for two reasons. First, McKesson contends
it is entitled to an administrative claim consistent with the
historical approach "of awarding administrative priority claims to
reclaiming sellers" where the goods are no longer available to be
reclaimed. Second, McKesson asserts it is entitled to an
administrative claim under section 546(c) because McKesson alleges
the Lenders released their interests in the pharmaceutical goods
and proceeds and the Bankruptcy Court erred in assuming otherwise.
McKesson asserts courts have historically awarded administrative
claims in lieu of returning a reclaiming seller's goods where the
goods are no longer available to be reclaimed and that the
Bankruptcy Court erred in deviating from that historical approach.
The Bankruptcy Court rejected that argument based on the Bankruptcy
Abuse Prevention and Consumer Protection Act of 2005 (BAPCPA)
amendments to section 546(c). The Bankruptcy Court's conclusion was
well-founded.
McKesson contends the Bankruptcy Court ignored a "century-long
unbroken history of awarding" an administrative claim where a
seller asserts a valid reclamation claim but the goods are no
longer available. The BAPCPA, however, alters that history.
Pre-BAPCPA, section 546(c) provided a court "may deny reclamation
to a seller" with a reclamation right "only if the court" grants an
administrative claim or secures the claim by a lien.
Unsurprisingly, then, courts historically awarded an administrative
claim or lien when denying a valid reclamation claim. But as the
Bankruptcy Court stated, "there is nothing in the language of the
[current] statute to indicate that it was intended to create an
administrative claim for reclaiming sellers, other than through the
reference to section 503(b)(9)."
Despite conceding the BAPCPA removed the provision for an
administrative claim or lien if the Court denied reclamation,
McKesson insists the BAPCPA was not written on a clean slate. With
that, McKesson argues that because the current version of section
546(c) does not expressly prohibit an administrative claim in place
of reclamation, the Bankruptcy Court erred in denying one. The
District Court disagrees.
The plain, post-BAPCPA language in section 546(c) makes clear it
requires no such claim. The alternative "remedies in the earlier
version of the statute. . . are gone." And McKesson has not shown
that the Bankruptcy Court nonetheless erred by not exercising some
discretion to offer one (even assuming that discretion exists). The
District Court agrees with the Bankruptcy Court that BAPCPA
amendments to section 546(c) "radically alter[ed] how reclamation
claims are treated in bankruptcy" and do not maintain the
alternative remedy of an administrative claim for reclaiming
sellers. Accordingly, the Bankruptcy Court did not err in denying
McKesson's request for an administrative claim based on the
historical treatment of reclaiming sellers before the BAPCPA.
McKesson also asserts the Bankruptcy Court erred in denying it an
administrative claim under section 503(b)(1)(A) which grants an
administrative expense claim for "the actual, necessary costs and
expenses of preserving the estate." That "statutory provision
grants priority status to certain necessary expenses incurred after
the filing of a bankruptcy petition that benefits the bankruptcy
estate."
As a general rule, to qualify for an administrative expense claim
under section 503(b), the expense must (1) confer "an actual and
demonstrable benefit [on] the debtor's estate, the creditors, and
to the extent relevant, the stockholders," and (2) "arise from a
transaction with a bankruptcy estate." The requirement that an
expense arise from a post-petition transaction with the bankruptcy
estate is "closely tied to the purpose of section 503(b)(1)(A),"
that is, to avoid the business problem of third parties refusing to
extend credit to trustees or debtors-in-possession "for fear that
their claims would not be paid." Because that "incentive is not
required. . . when the relevant obligation pre-dates the
bankruptcy," a claim under section 503(b) cannot arise from a
transaction with a pre-petition debtor.
Here, the Bankruptcy Court found McKesson is not entitled to an
administrative claim under section 503(b) because it did not engage
in any post-petition transactions with Shopko. McKesson concedes
that point but contends "to the extent the proceeds of the
Reclamation Goods were used to fund [Shopko's] operations and
reorganization costs, fundamental fairness requires that McKesson
be allowed an administrative claim" under section 503(b). McKesson
argues that conclusion is necessary because Shopko allegedly
acquired the pharmaceutical goods through fraud and then failed to
return those goods. McKesson claims the Supreme Court's decision in
Reading Co. v. Brown, 391 U.S. 471, 483 (1968), supports its
position.
In Reading, "the Supreme Court held post-petition tort claims are
'costs ordinarily incident to operation of a business,' and
therefore qualify as administrative expenses entitled to priority
under section 503(b)." The District Court says McKesson's reliance
is again misplaced.
Reading involved post-petition torts. Although McKesson would like
to expand Reading based on its perceived post-petition injury from
an alleged pre-petition fraud, this Court agrees with the
Bankruptcy Court that McKesson's reclamation claims "resulting from
the pre-petition delivery of goods on credit do not morph into
valuable post-petition administrative priority claims simply
because the goods were sold." As noted by Shopko, this conclusion
is necessary because "otherwise, a seller seeking reclamation could
virtually always obtain a section 503(b)(1)(A) administrative
claim, creating gaping holes. . . in the 'limited' Reading
exception" and the general rule that priority statutes must be
narrowly construed.
A full-text copy of the Court's Memorandum and Order dated July 24,
2020 is available at https://bit.ly/33zW5lU from Leagle.com.
About Specialty Retail Shops
Specialty Retail Shops Holding Corp. and its affiliates are engaged
in the sale of general merchandise including clothing, accessories,
electronics, and home furnishings, as well as company-operated
pharmacy and optical services departments. They are headquartered
in Green Bay, Wisconsin, and operate 367 stores in 25 states
throughout the United States as well as e-commerce operations.
They currently employ approximately 14,000 people throughout the
United States.
Specialty Retail Shops Holding and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case
No. 19-80064) on Jan. 16, 2019. At the time of the filing, the
Debtors estimated assets of $500 million to $1 billion and
liabilities of $1 billion to $10 billion.
The cases are assigned to Judge Thomas L. Saladino.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel; McGrath North
Mullin & Kratz, P.C. LLO as local counsel; Houlihan Lokey Capital,
Inc., as investment banker; Berkeley Research Group, LLC, as
restructuring advisor; Hilco Real Estate, LLC as real estate
consultant; Willkie Farr & Gallagher LLP as special counsel; Ducera
Partners LLC as financial advisor; and Prime Clerk LLC as notice
and claims agent.
A seven-member panel has been appointed as official unsecured
creditors committee in the cases. The Committee retained as
counsel Pachulski Stang Ziehl & Jones LLP and Goosman Law Firm,
PLC, in Omaha, Nebraska.
STUART BRYAN: Unsecureds to Be Paid in Full From Sale
-----------------------------------------------------
The Stuart Bryan Gallon Revocable Land Trust filed with the U.S.
Bankruptcy Court for the Southern District of Florida, West Palm
Beach Division, a Disclosure Statement in conjunction with the Plan
of Reorganization dated July 17, 2020.
The Debtor's financial problems essentially stem from a dispute
with the first mortgage holder on the 2199 Date Palm Property.
When the Debtor initially took title to the property in February of
2016, the Debtor took out a loan secured by the property with an
entity known as M&M Lending Group, LLC for $662,500.00. On July 18,
2017 the Debtor refinanced the original loan with M&M Lending
Group, LLC by executing a new promissory note and mortgage in the
principal amount of $942,000.
Unfortunately, delays in other projects that the trustee of the
Debtor, Stuart Gallon, was working on have set this schedule back
and caused the Debtor to default on the loan with M22 Group, LLC.
M22 Group, LLC ultimately obtained a final judgment of foreclosure
on August 21, 2019 that established the amount due at $1,133,265.17
inclusive of principal, interest and attorney’s fees and costs,
and further directed that the property be sold on or about November
19, 2019.
Class 5 General Unsecured Claims will be paid in full without
interest within 14 days of the sale of the Debtor's Real Property.
If a sale of the Real Property does not close within 180 days from
the entry of the Confirmation Order, the Debtor shall consent to
relief from the automatic stay or any other appropriate relief so
that M22 may reset and proceed with its foreclosure sale. Under
this scenario there will be no distribution to Unsecured Claims.
The Debtor does not believe that there are any Unsecured Claims and
does not anticipate any Unsecured Claims being filed.
Class 6 shall consist of all Equity Interests in the Debtor. All
holders of Equity Interests in the Debtor shall retain their Equity
Interests and shall receive a distribution of all remaining
proceeds once all other classes are paid, all United States Trustee
fees are paid and all Administrative Expenses are paid.
The Plan shall be funded primarily through the sale of the
Debtor’s Real Property, which shall be placed on the market
immediately. If a sale of the Real Property does not close within
180 days from the entry of the order confirming the plan, the
Debtor shall consent to relief from the automatic stay or any other
appropriate relief so that M22 may reset and proceed with its
foreclosure sale. Nothing prevents the Debtor from refinancing the
property and repaying all creditors in full in lieu of selling the
Real Property.
A full-text copy of the disclosure statement dated July 17, 2020,
is available at https://tinyurl.com/y3dtesh8 from PacerMonitor at
no charge.
Attorneys for the Debtor:
SLATKIN & REYNOLDS, P.A.
One East Broward Boulevard, Suite 609
Fort Lauderdale, Florida 33301
Telephone 954.745.5880
Facsimile 954.745.5890
rreynolds@slatkinreynolds.com
ROBERT F. REYNOLDS
Fla. Bar No. 174823
About Stuart Bryan Gallon
Revocable Land Trust
Stuart Bryan Gallon Revocable Land Trust sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case
No.19-25515) on Nov 18, 2019. At the time of the filing, the Debtor
estimated assets of $50,000 and liabilities of $1 million to $10
million. Judge Erik P Kimball oversees the case. The Debtor tapped
Slatkin & Reynolds, P.A. as its legal counsel.
SUMMIT GAS: Seeks to Hire Karpan and White as Legal Counsel
-----------------------------------------------------------
Summit Gas Resources, Inc. seeks authority from the U.S. Bankruptcy
Court for the District of Wyoming to hire Karpan and White, P.C. to
handle its Chapter 11 case.
The firm's services will be provided by Margaret White, Esq., who
will be paid at the rate of $250 per hour.
The attorney does not normally charge for the services of her staff
although for particularly labor intensive efforts, she charges $75
per hour.
Ms. White does not represent nor hold an interest adverse to the
estate in the matters upon which she is to be engaged, according to
court filings.
Ms. White holds office at:
Margaret M. White, Esq.
Karpan and White, P.C.
1920 Thomes Avenue Suite 610
Cheyenne, WY 82001
Phone: (307) 637-0143
Fax: (307) 637-0477
Email: mmw@karpanwhite.com
About Summit Gas Resources
Summit Gas Resources, Inc., a company engaged in the business of
extracting coal bed methane gas, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case
No. 20-20377) on July 31, 2020. Peter G. Schoonmaker, president
and chief executive officer, signed the petition. At the time of
filing, Debtor estimated $33,796,099 in assets and $13,319,648 in
liabilities. Margaret M. White, Esq., at Karpan and White, P.C.,
represents Debtor as legal counsel.
SUN PACIFIC: Incurs $556K Net Loss in Second Quarter
----------------------------------------------------
Sun Pacific Holding Corp filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $556,181 on $96,091 of revenues for the three months ended June
30, 2020, compared to a net loss of $706,624 on $101,923 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 $932,951 on $166,781 of revenues compared to a net loss of
$1.28 million on $210,288 of revenues for the six months ended June
30, 2019.
As of June 30, 2020, the Company had $8.79 million in total assets,
$13.87 million in total liabilities, and a total stockholders'
deficit of $5.07 million.
For the six months ended June 30, 2020 and 2019, the Company
incurred losses from operations of $644,977 and $670,965,
respectively. The Company had a working capital deficit of
$12,395,886 as of June 30, 2020. The Company said these
circumstances raise substantial doubt about its ability to continue
as a going concern.
Sun Pacific said its ability to continue as a going concern is
dependent on its ability to raise the additional capital to meet
short and long-term operating requirements. Management is
continuing to pursue external financing alternatives to improve the
Company's working capital position however additional financing may
not be available upon acceptable terms, or at all. If the Company
is unable to obtain the necessary capital, the Company may have to
cease operations.
As of June 30, 2020, the Company had a working capital deficit of
approximately $12,395,886. The Company intends to seek additional
financing for its working capital, in the form of equity or debt,
to provide the Company with the necessary capital to accomplish its
plan of operation. There can be no assurance that the Company will
be successful in its efforts to raise additional capital.
During the six months ended June 30, 2020, the Company used
approximately $470,157 in operating activities driven materially
from its operating loss offset by non-cash expenses.
During the six months ended June 30, 2020, the Company used
approximately $500,792 for the purchase of furniture and
equipment.
During the six months ended June 30, 2020, the Company received
approximately $0 from financing proceeds driven materially from the
proceeds of the bridge financing for the Waste to Energy project.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1343465/000149315220016337/form10-q.htm
About Sun Pacific
Headquartered in Manalapan NJ, Sun Pacific Holding Corp --
http://www.sunpacificholding.com/-- offers "Next Generation" solar
panel and lighting products by working closely with design,
engineering, integration and installation firms in order to deliver
turnkey solar and other energy efficient solutions. It provides
solar bus stops, solar trashcans and "street kiosks" that utilize
advertising offerings that provide State and local municipalities
with costs efficient solutions. The Company provides general,
electrical, and plumbing contracting services to a range of both
public and commercials customers in support of its goals of
expanding its green energy market reach.
Sun Pacific reported a net loss of $1.78 million for the year ended
Dec. 31, 2019, compared to a net loss of $1.77 million for the year
ended Dec. 31, 2018. As of March 31, 2020, the Company had $8.87
million in total assets, $13.39 million in total liabilities, and a
total stockholders' deficit of $4.52 million.
Turner, Stone & Company, L.L.P., in Dallas, Texas, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated May 20, 2020, citing that the Company has suffered
recurring losses from operations since inception and has a
significant working capital deficiency, both of which raise
substantial doubt about its ability to continue as a going concern.
TANGO DELTA: Trustee Taps Oscher Consulting as Accountant
---------------------------------------------------------
Jeffrey Warren, the Chapter 11 trustee for Tango Delta Financial,
Inc., received approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire Oscher Consulting, P.A. as his
accountant.
Oscher will provide forensic accounting, bookkeeping and general
accounting services necessary to administer Debtor's bankruptcy
estate. The firm will also assist in the investigation into and
location of assets owned or recoverable by Debtor.
Oscher Consulting will be paid at its standard hourly rates.
Steven Oscher, the firm's accountant who will be providing the
services, disclosed in court filings that the firm is
"disinterested" within the meaning of Section 101(14) of the U.S.
Bankruptcy Code.
The firm can be reached through:
Steven S. Oscher, CPA
Oscher Consulting, P.A.
201 North Franklin Street, Suite 3150
Tampa, FL 33602
Tel: 813-229-8250
Email: info@oscherconsulting.com
Fax: 813-229-8674
About Tango Delta Financial
Tango Delta Financial Inc., formely doing business as American
Student Financial Group Inc. (ASFG), is a Sarasota, Fla.-based
company that buys student loans for investment purposes.
On May 11, 2020, Tango Delta sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-03672). Tango
Delta President Timothy R. Duoos signed the petition. At the time
of the filing, Debtor disclosed assets of between $1 million and
$10 million and liabilities of the same range. Judge Catherine
Peek Mcewen oversees the case.
Debtor is represented by Cole & Cole Law, P.A.
Jeffrey W. Warren was appointed as Debtor's Chapter 11 trustee.
The trustee is represented by Bush Ross, P.A.
TECH DATA: Moody's Withdraws B1 Rating on New Sr. Unsecured Notes
-----------------------------------------------------------------
Moody's Investors Service is withdrawing the ratings for certain
Tech Data Corporation senior unsecured notes. Moody's assigned
ratings on June 15, 2020 with the expectation of new senior
unsecured notes. Instead, the senior unsecured notes of Tech Data
(old) were transferred to Tech Data as a result of the acquisition
by Apollo Global Management, Inc.
Issuer: Tech Data Corporation
New senior unsecured notes -- B1 Withdrawn
RATINGS RATIONALE
The $66 million senior unsecured notes due 2022 and the $131
million senior unsecured notes due 2027 were transferred from Tech
Data (old). They are not affected by the actions and their B1
instrument ratings are unchanged.
One of the largest distributors of technology equipment and
software in the world, Tech Data Corporation provides IT products
and solutions to value-added resellers, direct marketers,
retailers, and corporate resellers. Based in Clearwater, FL, the
company focuses on the small-to-medium sized business (SMB)
segment, a market for which the large original equipment
manufacturers (OEMs) and software publishers find inefficient to
use direct sales. In November 2019, Apollo Global Management, Inc.
entered into an agreement to acquire Tech Data resulting in a $6.1
billion take-private transaction expected to close by mid-2020.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
TENNECO INC: S&P Affirms 'B' ICR; Outlook Negative
--------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and
issue-level ratings on Tenneco Inc.
Tenneco experienced a substantial year-over-year falloff in the
second-quarter revenue because of plant shutdowns during the
COVID-19 pandemic. Auto plants have reopened as governments have
lifted pandemic-related restrictions. The company's total revenue
in the second quarter fell 41% year-over-year. However, Tenneco's
aftermarket business helped to dampen the drop in global OE
production. Its Motorparts business fell 33% in the quarter, a
decline less than that of its OE-related businesses.
In the second quarter, light-vehicle production in Tenneco's
markets fell 45% year-over-year. While industry production declined
69% in North America and 62% in Europe, it rose 9% in China.
Tenneco's sales improved steadily as the quarter progressed, and
its manufacturing facilities in China were fully operational in
this period.
Despite the downturn, the company flexed its cost structure and
achieved positive adjusted EBITDA. Through temporary and
structural actions, Tenneco achieved adjusted EBITDA of $8 million;
moreover, although FOCF was a negative $213 million, it was better
than what S&P had expected. The company has been pursuing
structural cost-reduction initiatives, including footprint
consolidation and business restructuring. S&P believes Tenneco is
on track to achieve run-rate cost savings of $165 million by
year-end 2020, while incurring costs of $150 million to achieve
these saving, and a run-rate cost savings of $265 million by
year-end 2021. The company took temporary cost actions as well,
such as salary reductions and furloughs. These temporary actions
will reverse as the company restores salary and benefits in the
third quarter. But S&P thinks the structural cost savings will make
up for the reversal of temporary cost measures.
The company's liquidity position appears strong enough to address
any further pandemic-related disruptions to production in 2020.
Tenneco had cash balances of approximately $1.37 billion as of June
30, 2020. Also, management is reducing capital expenditures (capex)
in 2020, leading to total spending of $380 million for the entire
year. And the company has reduced inventory turns and S&P expects
this to improve for the rest of 2020 even as sales normalize.
Moreover, the company continues to leverage governmental
business-support programs. And with respect to debt repayment, its
first significant maturity occurs in April 2022.
"We do not believe Tenneco's spinoff of its DRiV business will
occur until volumes recover, margins improve, and it generates
enough free operating cash flow to reduce debt leverage. Given the
current market environment, we do not think it likely the company
will make a strategic sale of a core operation that would deliver a
significant debt deleveraging," S&P said.
Instead the company will focus on improving margins and increasing
its FOCF capacity. This should enable it to pay down debt and
achieve a low enough debt-leverage metric, as required by its
current credit agreement (2.8x), to execute the separation of the
businesses, according to the rating agency.
"The negative outlook reflects our view that there is at least a
one-third chance we could lower our rating on Tenneco 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 Tenneco if the company's liquidity
were to worsen due to the adverse effect of ongoing negative free
operating cash flow. This could occur, for instance, if COVID-19
restrictions were reestablished or consumer confidence declined
significantly.
"We could revise the outlook to stable if the company can realize
steady operational improvement, increase its EBITDA margins,
reflecting a stronger competitive position and consistent program
launch execution. At the same time, we would expect the company to
be able to generate positive FOCF in 2020," S&P said.
TOWN HOSPITALITY: Seeks to Hire Crabtree CPA as Accountant
----------------------------------------------------------
Town Hospitality Group, Inc. seeks authority from the U.S.
Bankruptcy Court for the District of Massachusetts to hire Crabtree
CPA & Associates to prepare and file its tax returns.
Crabtree's standard hourly rates are as follows:
Partner $225
Manager $150
Senior Accountant $120
Staff Accountant $100
Junior $75
Administrative & Bookkeeping $75
Crabtree CPA is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Douglas Crabtree, CPA
Crabtree CPA & Associates
426 North St
Hyannis, MA 02601
Phone: +1 508-790-2727
About Town Hospitality Group
Town Hospitality Group, Inc., a company that operates in the hotels
and motels industry, filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No.
20-14496) on July 14, 2020. Town Hospitality President James
Derosier signed the petition. At the time of filing, Debtor
estimated $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Judge Frank J. Bailey oversees the case.
David B. Madoff, Esq., at Madoff & Khoury, LLP, represents Debtor
as legal counsel.
TRAVEL CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Travel Concepts LLC
DBA Travel With Sears
1007 Munoz Rivera Ave. Suite 3
San Juan, PR 00925
Business Description: Travel Concepts LLC --
https://www.tws.travel -- is a travel agency
headquartered in San Juan, Puerto Rico,
offering travel arrangement and reservation
services.
Chapter 11 Petition Date: August 21, 2020
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 20-03281
Debtor's Counsel: Charles A. Cuprill, Esq.
CHARLES A. CUPRILL, PSC LAW OFFICES
356 Fortaleza Street (2nd Floor)
San Juan, PR 00901
Tel: 787-977-0515
Email: ccuprill@cuprill.com
Total Assets: $3,442,184
Total Liabilities: $4,399,286
The petition was signed by Rigo Emilio Mediavilla Varela,
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://www.pacermonitor.com/view/FL63RXQ/TRAVEL_CONCEPTS_LLC__prbke-20-03281__0001.0.pdf?mcid=tGE4TAMA
TTM TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'BB' ICR
----------------------------------------------------------------
S&P Global Ratings revised the outlook to stable from negative and
affirmed the 'BB' issuer credit rating on U.S.-based print circuit
board (PCB) manufacturer TTM Technologies Inc. (TTMI). S&P affirmed
its 'BB+' issue-level rating, with a '2' recovery rating, on the
first-lien debt; its 'BB-' issue-level rating on the senior notes,
with a '5' recovery rating; and its 'B+' issue-level, with a '6'
recovery rating, on the subordinated senior unsecured notes.
The outlook revision is driven by significant improvement in S&P
Global Ratings-adjusted net leverage following the $400 million
debt prepayment on the company's term loan. S&P expects leverage to
fall to under the 2x area at year-end 2020, well below its 3x
downside trigger, and the company to generate free cash flow of
about $100 million over the next 12 months.
S&P views the mobility divestment to be positive, improving
end-market exposure and lowering leverage. TTM Technologies Inc.'s
sale of four of its Chinese plants in early 2020 for about $550
million, plus the retention of accounts receivable amounting to $95
million from its mobility division, was in line with its long-drawn
strategy to reduce exposure to volatile segments. The company
prepaid $400 million of its outstanding term loan in July 2020,
leading to deleveraging to under 2x. S&P expects further
deleveraging in 2020 and expects the company to pay down its $250
million of convertible notes due in December 2020.
Following the divestment, TTMI eliminated sales to its largest
handset manufacturer customer, which represented 15%-20% of
revenues between fiscals 2016 and 2019. In addition, there were no
customers that accounted for 10% or more of sales. Over the past
few years, the company also increased its exposure to more stable
end markets such as automotive and aerospace and defense (A&D)
through strategic acquisitions of Viasystems Inc. and Anaren Inc.,
respectively. S&P believes the new end-market mix is more stable
and less vulnerable to macro downturns. It also enhances the
chances for margin enhancements and improves revenue visibility.
A weaker macro environment, lower information technology (IT)
spending due to COVID-19, and a competitive business environment
are near-term headwinds. Against the backdrop of the pandemic and
ongoing U.S.-China trade tensions, S&P expects a global IT spending
decline during calendar 2020 and elongated sales cycles. The auto
sector has been significantly soft in 2020, which directly affects
TTM. However, S&P views TTM's long-term secular growth trajectory
to be intact. Secular trends in 5G, medical instrumentation, and
internet of things support its long-term growth, and S&P expects
key segments to fall back to normal growth in 2021.
"The stable outlook reflects our view that despite ongoing weakness
in TTM's end markets due to the COVID-19 pandemic, leverage will be
sustained below the 2x area and the company will generate annual
free cash flow of about $100 million going forward," S&P said.
"We could lower the rating if declines in its key end
markets--resulting in part from volatility in the automotive,
networking, and communications industries; pricing pressure from
customers; or higher labor costs--further reduced EBITDA, raising
leverage over 3x," the rating agency said.
S&P could raise its rating on TTMI if the company's key end markets
returned to growth (automotive, computing, and networking), and the
company could sustain leverage below the mid-1x area.
TZEW HOLDCO: Taps Grant Thornton to Provide Tax Services
--------------------------------------------------------
TZEW Holdco, LLC and its affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to hire Grant
Thornton, LLP.
The firm will assist Debtors by providing tax compliance services,
including the preparation of tax returns for the years ending Dec.
31, 2019 and Sep. 30, 2020.
Grant Thornton will receive a fixed fee of $17,000 for the
preparation of the 2019 tax returns and $54,000 for the 2020 tax
returns. The firm will be paid at hourly rates for additional
services as follows:
Partner/Principal/Managing Director $1,020
Senior Manager/Director $870
Manager $760
Senior Associate $550
Staff Associate $375
Melvin Tobaru, a partner at Grant Thornton, 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:
Melvin Tobaru
Grant Thornton, LLP
4695 MacArthur Court, Suite 1600
Newport Beach, CA 92660
Tel: +1 949 553 1600
Fax: +1 949 553 0168
Email: melvin.tobaru@us.gt.com
About TZEW Holdco
TZEW Holdco, LLC and its affiliates are privately-held owners and
operators of amusement parks, resorts, and family entertainment
centers across the United States. Founded in 2014, the companies'
business strategy focuses on the acquisition, operation, growth,
and development of various properties into economical,
family-friendly entertainment and amusement venues. The companies
locations include year-round family entertainment centers, water
parks, and amusement parks in states across the country, including
California, Texas and Florida. Each of the companies' locations
provides affordable, family-friendly entertainment to local markets
and features numerous attractions, including rides, games, and
events. For more information, visit http://www.apexparksgroup.com/
TZEW Holdco and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10910) on
April 8, 2020. At the time of the filing, Debtors had estimated
assets of between $50 million and $100 million and liabilities of
between $100 million and $500 million.
Debtors have tapped Pachulski Stang Ziehl & Jones, LLP as their
legal counsel, Imperial Capital, LLC as investment banker and
financial advisor, Paladin Management Group, LLC as restructuring
advisor, and Kurtzman Carson, LLC as claims and noticing agent.
The U.S. Trustee for Regions 3 and 9 appointed a committee of
unsecured creditors on April 23, 2020. The committee is
represented by Kelley Drye & Warren LLP.
VIDANGEL INC: Trustee Taps Focus Advisory as Expert Witness
-----------------------------------------------------------
George Hofmann, the Chapter 11 trustee for Vidangel, Inc., received
approval from the U.S. Bankruptcy Court for the District of Utah to
hire Focus Advisory Services, LLC.
The trustee requires the services of an expert witness and advisor
with relevant experience in the film and entertainment industry to
evaluate the competing Chapter 11 plans filed in Debtor's
bankruptcy case and to assist in obtaining confirmation of his
proposed plan.
Among other things, the trustee anticipates the possible need to
present expert testimony on the viability of Debtor's projections
set forth in his disclosure statement, and to rebut any expert
testimony offered by other plan proponents.
The firm's services will be provided by Philip Fier who will be
paid at the rate of $500 per hour for expert testimony and $400 per
hour for analysis and report writing.
Mr. Fier disclosed in court filings that the firm and its members
and employees are "disinterested persons" under the Bankruptcy
Code.
The firm can be reached through:
Philip Fier
Focus Advisory Services, LLC
11500 W Olympic Blvd
Los Angeles, CA, 90064
Phone: 323-785-3005
Email: pfier@focusadvisoryservices.com
About Vidangel Inc.
Based in Provo, Utah, VidAngel, Inc., is an entertainment platform
empowering users to filter language, nudity, violence, and other
content from movies and TV shows on modern streaming devices such
as iOS, Android, and Roku. The company's newly launched service
empowers users to filter via their Netflix, Amazon Prime, and HBO
on Amazon Prime accounts, as well as enjoy original content
produced by VidAngel Studios. Its signature original series, Dry
Bar Comedy, now features the world's largest collection of clean
standup comedy, earning rave reviews from fans nationwide.
VidAngel filed a Chapter 11 petition (Bankr. D. Utah Case No.
17-29073) on Oct. 18, 2017. In the petition signed by CEO Neal
Harmon, Debtor was estimated to have $1 million to $10 million in
both assets and liabilities.
Judge Kevin R. Anderson oversees the case.
Debtor has tapped Parsons Behle & Latimer as its bankruptcy
counsel; Durham Jones & Pinegar, Baker Marquart LLP, and Stris &
Maher LLP as special counsel; Call & Jensen, P.C. as special
counsel; and Tanner LLC as auditor and advisor. Analysis Group,
Inc. is Debtor's economic consulting expert.
VISTA OUTDOOR: S&P Upgrades ICR to 'B+'; Outlook Stable
-------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
Vista Outdoor Inc. to 'B+' from 'B'. Concurrent with raising the
issuer credit rating, S&P raised its issue-level rating on the
company's unsecured debt to 'B+' from 'B'. The recovery rating
remains '3'.
S&P's ratings upgrade reflects deleveraging from improved
profitability from stronger ammunition sales and debt reduction.
Vista's shooting sports segment experienced substantial growth
during the past few quarters, especially the most recent quarter
ended June 28, 2020. Organic revenues grew 17% in the segment,
driven by a 22% increase in ammunition sales. The higher sales,
along with increased operating efficiency resulted in stronger
profitability. For the 12 months ended June 28, 2020, leverage
improved to 3.4x from 5.1x for the prior quarter, fiscal year ended
March 31, 2020. The sequential profitability improvement was
largely driven by a surge in ammunition sales resulting from
greater social unrest leading to stronger demand for personal
protection equipment, especially firearms. This led to greater
pricing power, fixed overhead absorption as plants ran at full
capacity, and improved product mix. The company completed its
corporate restructuring program in fiscal 2020, which will result
in cost roll offs and greater operating efficiency. Additionally,
further deleveraging was driven by debt repayment. The company
repaid its second-lien term loan in fiscal 2020 and over $60
million on its revolver in the first quarter of fiscal 2021.
"While it acknowledges that the demand surge in ammunition will not
last, S&P expects the company to maintain strong profitability in
that segment. Ammunition sales began recovering in the third
quarter ended December of fiscal 2020, with a significant surge in
sales during the first quarter ended June 28, 2020, driven by
increased gun ownership. The overall ammunition market is
approaching its previous peak, with current overall domestic
industry sales of estimated roughly $2.7 billion compared to about
$2.9 billion in 2013. According to data from the National Shooting
Sports Foundation, 40% of firearm purchases in 2020 have been from
first-time buyers. S&P believes that demand for personal protection
during an uncertain political environment will continue to drive
sales in the near term. Despite the increase in new gun owners, S&P
believes the greatest risks to the ammunition market are potential
stockpiling behaviors and the stickiness of new customers. The 2020
election outcome and gun policies can also affect stockpiling
behavior. The company's precipitous 2.5 year drop in profitability
following the 2016 presidential election demonstrates how the
political party in office has a direct impact on ammunition demand.
Domestic commercial ammunition industry sales declined to under $2
billion in 2018 from over $2.5 billion in 2016 because of high
levels of stockpiling.
While S&P believes the industry's production capacity has declined
as a whole since the peak, a precipitous decline in demand could
greatly affect the company's profitability and ability to maintain
leverage of below 5x. Additionally, if competition intensifies, or
if distressed competitor Remington materially reenters the market,
or smaller players increase production capacity, pricing could also
decline with additional supply in the market. S&P believes that
with the improved near-term profitability, the company has
sufficient leverage headroom to sustain moderate leveling off of
ammunition demand and withstand an increase in competitionto
maintain credit metrics consistent with its current rating. In its
base-case forecast S&P expects margins would have to decline in
excess of 450 basis points (bps), meaning EBITDA would return to
fiscal 2020 levels before leverage would be around 4.5x.
Additionally, consumer sentiment toward firearms and ammunition
could be major factors in longer-term ammunition profit
sustainability. For instance, in late fiscal 2020, Walmart
announced it would no longer sell certain ammunition products in
its stores. The company has offset some of this impact by
introducing its own direct-to-consumer e-commerce portals.
Outdoor performance should improve as the economy reopens and
consumers engage in more outdoor activities. Long-term growth will
depend on consumer discretionary spending patterns. In the near
term, S&P expects positive demand headwinds due to people adopting
outdoor recreation activities due to COVID-19 shutdowns of large
social venues. Despite this, sales were down 4% in first quarter
fiscal 2021 due to COVID-19-related store closures and supply chain
disruptions. As the economy reopens, S&P expects improved
performance out of Bell and Bushnell Golf. S&P believes it is too
early to determine if there has been a structural shift to more
outdoor recreation, and the rating agency believes longer term as
social distancing measures ease, growth will be driven by improved
consumer discretionary spending. However, if a weak economy
persists, this segment could suffer.
S&P expects the company's financial policy to focus on maintaining
a conservative capital structure, though acquisitions are a
possibility. Through fiscal 2020 and first-quarter fiscal 2021, the
company has been diligent in repaying debt, lowering gross debt to
$444 million for the quarter ended June 28, 2020, from $760 million
for the same quarter end a year earlier. It repaid its ABL term
loan with Savage Arms sale proceeds, and second-lien term loan and
portions of its revolver. S&P believes improved cash flow
generation and revolver availability will provide flexibility for
the company to make accretive or growth-enhancing tuck-in
acquisitions. The company stated its intention to manage net
leverage in the 2x-3x range, while not making any sizable
acquisitions. While S&P has not modeled in any material
acquisitions in its forecast, it believes an acquisition funded on
its revolver could result in a leverage profile in excess of 3x on
an S&P Global Ratings-adjusted basis.
Environmental, Social, and Governance (ESG) credit factors for this
credit rating change:
-- Health and safety
The stable outlook reflects S&P's expectation that the company will
continue growing sales and earnings organically and maintain
leverage of below 4x over the next 12 months.
"We could lower the ratings if operating performance deteriorates
such that we expect leverage would be maintained 4.5x-5x or higher,
or if free cash flow generation declines below $50 million. We
believe this could happen if the demand for ammunition declines
substantially, such that profitability declines to around fiscal
2020 levels. Additionally, we could lower the ratings if the
company adopts a more aggressive financial policy through making
debt-funded acquistions such that leverage would be maintained
around 4.5x-5x or higher," S&P said.
"We could raise the ratings if the company sustains its
double-digit EBITDA margin, the macroeconomic landscape improves
such that organic growth for outdoor products is restored, and it
maintains a more conservative financial policy, such that
forecasted leverage would be sustained at 2.5x-3x or lower over the
long term," the rating agency said.
WESCO AIRCRAFT: S&P Downgrades ICR to 'CCC+'; Outlook Negative
--------------------------------------------------------------
S&P Global Ratings lowering its issuer credit rating on aircraft
parts distributor Wesco Aircraft Holdings Inc. to 'CCC+' from 'B-'.
At the same time, S&P lowered its rating on Wesco's first-lien debt
to 'CCC+' from 'B-'. The recovery rating remains '4'.
Additionally, S&P is lowering its rating on the company's unsecured
debt to 'CCC-' from 'CCC'. The recovery rating remains '6'. Lastly,
S&P is lowering its rating on parent Wolverine Intermediate Holding
Corp.'s unsecured notes to 'CCC-' from 'CCC'. The recovery rating
remains '6'."
Wesco's credit metrics will likely remain very weak into 2021 as a
result of the coronavirus pandemic. Wesco operates as a parts
distributor to commercial aerospace and defense OEMs and to the
aftermarket. Commercial OEM represented about 50% of pre-COVID
revenue and commercial aftermarket was about 10%-15%. Boeing Co.
and Airbus S.E. have reduced build rates on most platforms by
30%-40%, and S&P expects them to remain at this reduced level
through 2021. The substantial decline in global air traffic because
of the pandemic has resulted in a significant decline in
aftermarket demand and will take time to recover. Older aircrafts
that require more maintenance will likely be retired early and S&P
does not expect air travel to recover to 2019 levels until around
2024. Although S&P expects defense demand to be relatively
unaffected, it is not enough to offset the effects from weaker
commercial markets. The rating agency still expects credit metrics
to be very weak in 2020 as a result of lower demand and costs
associated with the Pattonair merger. However, S&P now expects 2021
credit metrics to be weaker than it had previously expected, with
debt to EBITDA of around 10x, versus the rating agency's previous
forecast of 7.5x-8x.
Wesco's liquidity will be tight through the remainder of 2020. In
April, the company drew about $196 million on the $475 million
asset-based lending (ABL) revolver. Pro forma for this draw, the
company had about $260 million of cash on hand and $75 million of
remaining ABL availability. S&P expects liquidity to weaken as the
company will continue to require cash for working capital through
the remainder of 2020. It expects the company to use over $300
million of free cash flow in 2020 and to generate a small amount in
2021. The ABL has a springing fixed-charge coverage covenant that
is tested when availability is less than 10%. Per S&P's estimates,
the company should remain in compliance with the covenant if it
were to be tested. In addition, the company's debt is currently
trading at distressed levels, which increases the chance of a
transaction that S&P would consider a distressed exchange.
Environmental, Social, and Governance (ESG) credit factors for this
credit rating change:
-- Health and safety factors
The negative outlook reflects S&P's expectation that Wesco's credit
metrics will likely remain weak into 2021 as a result of the
coronavirus pandemic. S&P now expects commercial aircraft OEMs'
build rates to remain low into 2021 and that aftermarket demand
will only slowly recover over the next few years, which will
depress the company's earnings and cash flow. S&P expects debt to
EBITDA of around 10x in 2021.
"We could lower our rating on the company if we believe that it
could default within 12 months due to a near-term liquidity crisis
or if we believe it is considering a distressed exchange offer or
redemption. The liquidity crisis would likely be driven by a
greater effect on earnings and free cash flow from the coronavirus
pandemic than we currently forecast," S&P said.
"Although unlikely over the next 12 months, we could revise the
outlook to stable if we expect debt to EBITDA to improve to below
8x and the company to generate positive free cash flow. This would
likely be the result of a quicker-than-expected recovery in air
traffic that leads to OEMs returning to higher build rates and
aftermarket demand returning closer to prepandemic levels," the
rating agency said.
WILSON ORGANIC: Seeks to Hire Lewis Law Firm as Legal Counsel
-------------------------------------------------------------
Wilson Organic Farm Services, Inc. seeks authority from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to hire
The Lewis Law Firm, P.A. to handle its Chapter 11 case.
Lewis Law Firm received $5,000 for its services, which was
deposited into the firm's trust account.
Robert Lewis Jr., Esq., at Lewis Law Firm, disclosed in court
filings that he and his firm are disinterested within the meaning
of Section 327 (a) of the Bankruptcy Code.
The firm can be reached through:
Robert Lewis, Jr., Esq.
The Lewis Law Firm, P.A.
PO BOX 1446
Raleigh, NC 27602
Tel: (919) 791-3906
Fax: (919) 573-9161
Email: rlewis@thelewislawfirm.com
About Wilson Organic Farm Services
Wilson Organic Farm Services, Inc. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-01190) on
March 18, 2020. At the time of the filing, Debtor disclosed assets
of between $100,001 and $500,000 and liabilities of the same range.
Judge Joseph N. Callaway oversees the case. Debtor is represented
by The Lewis Law Firm, P.A.
XUREX INC: District Court Certifies Judgment Against Lee Kraus
--------------------------------------------------------------
In the case captioned JERALD S. ENSLEIN, in his capacity as Chapter
7 Trustee for Xurex, Inc., Plaintiff, v. GIACOMO E. DI MASE, et
al., Defendants, Case No. 16-09020-CV-W-ODS (W.D. Mo.), Senior
District Judge Ortrie D. Smith:
-- denies Defendant Lee Kraus' Motion for Judgment as a Matter
of Law or, in the Alternative, Motion for New Trial; and
-- grants Plaintiff Jerald Enslein's Motion to Certify
Judgment against Kraus.
In October 2014, Xurex, Inc. filed for Chapter 7 bankruptcy. In
August 2016, Plaintiff Jerald Enslein, as Chapter 7 Trustee for
Xurex, filed an adversary proceeding in the Bankruptcy Court
against Jose Di Mase, Giacomo Di Mase, Tristram Jensvold, Leonard
Kaiser, Dietmar Rose, Lee Kraus, Joseph Johnston, Robert Olson,
Steve McKeon, DuraSeal Pipe Coatings Company, DuraSeal Holding
S.r.L., and Holding Development Investment, S.A. In April 2017, the
Court granted Plaintiff's motion to withdraw the reference of the
adversary proceeding to the Bankruptcy Court. In the Amended
Complaint, Plaintiff alleged several claims, including but not
limited to, breach of contract, breach of fiduciary duty, and civil
conspiracy. In June 2019, the Court granted in part and denied in
part the parties' eleven summary judgment motions.
On Nov. 4, 2019, trial began. The only claims Plaintiff submitted
to the jury were civil conspiracy (Count VI) against Jose Di Mase
and Kraus, and breach of fiduciary duty (Count VII) against
Johnston, Jose Di Mase, Giacomo Di Mase, and Kaiser. These claims
arose from a 2012 Amendment to a licensing agreement and a 2014
Amendment that eliminated minimum purchase obligations and created
rights to manufacture and produce Xurex products.
Regarding the claims arising from the 2012 Amendment, the jury
found in Johnston's favor on Plaintiff's breach of fiduciary duty
claim but found in Plaintiff's favor on his claims against Jose Di
Mase and awarded $93,506,632 in actual damages. Regarding the
claims against Jose Di Mase, Giacomo Di Mase, Kaiser, and Kraus
arising from elimination of minimum purchase obligations, creation
of the rights to manufacture and produce Xurex products, and the
2014 Amendment, the jury found in Plaintiff's favor and awarded
$24,414,522.00 in actual damages.
In March 2020, the Court clarified Plaintiff's total recovery for
all claims was $93,506,632. Jose Di Mase, DuraSeal Pipe, and
DuraSeal Holding are jointly and severally liable for the entire
amount of $93,506,632, and HDI, Jensvold, Giacomo Di Mase, Kaiser,
and Kraus are jointly and severally liable for $24,414,522 of the
amount.
Kraus now moves for judgment as a matter of law or, in the
alternative, a new trial.
Pursuant to Rule 50(a) the Federal Rules of Civil Procedure, a
party may move for judgment as a matter of law "at any time before
the case is submitted to the jury." "The motion must specify . . .
the law and facts that entitle the movant to the judgment."
Judgment as a matter of law is proper if "there is no legally
sufficient evidentiary basis for a reasonable jury to find for that
part on the issue."
Kraus contended his Rule 50(a) motion preserved the arguments he
raised in his Rule 50(b) motion. In his Rule 50(b) motion, Kraus
argued he is entitled to judgment as a matter of law because (1) no
third party was involved in the alleged civil conspiracy and his
actions were not unlawful; (2) Plaintiff "failed to present any
supportable theory and evidence of damages caused by the separate
2014-related conspiracy claim"; and (3) "Plaintiff's breach of
fiduciary duty claims improperly 'bootstrapped' and duplicated
Plaintiff's contractual claims," and no civil conspiracy claim can
be maintained without an underlying tort. To support his argument
that he did not waive the arguments he raised, Kraus cited four
cases -- Kaplon v. Howmedica, Inc., Jarvis v. Sauer Sundstrand Co.,
Sturgis Motorcycle Rally, Inc. v. Rushmore Photo & Gifts, Inc.,
Hurst v. Dezer/Reyes Corp.
Judge Smith finds that these cases present circumstances inapposite
to those before the Court.
Kraus also maintained he is entitled to judgment as a matter of law
on Plaintiff's civil conspiracy claim "because there was no
evidence, and the jury was not asked to find, that Kraus engaged in
any unlawful actions nor that he used 'unlawful means to do an act
which is lawful.'" Kraus argues his overt acts -- drafting and
executing a contract -- are not unlawful; he was simply "doing his
job."
According to the Missouri Supreme Court, a civil conspiracy exists
when "(1) two or more persons; (2) with an unlawful objective; (3)
after a meeting of the minds; (4) committed at least one act in
furtherance of the conspiracy; and (5) [the other party] was
thereby damaged." These are the same elements Kraus stated during
trial: "One, two or more persons; two, with an unlawful objective;
three, after meeting of minds; four, commit to -- commit at least
one act in furtherance of the conspiracy; and, five, the plaintiff
is hereby injured." Yet, Kraus claimed in his pending motion that
Plaintiff had to establish Kraus's actions were unlawful. Because
Kraus's current argument was not presented during trial and
actually diverges from his argument at trial, the Court denies
Kraus's motion on this issue.
Kraus also failed to convince the Court to grant him a new trial.
In their motion to certify judgment, the Plaintiff argued that
"good cause" exists for the Court to certify the judgment because
Kraus has assets in other district courts.
Judge Smith held that Kraus does not have assets in Missouri. His
assets are in the United States District Courts for the District of
Kansas and the District of Connecticut. The Court provided Kraus
the opportunity to stay execution of the judgment so long as Kraus
obtained and filed a $2 million bond and consented to the tolling
of the statute of limitations applicable to fraudulent transfer
claims asserted by Plaintiff. Kraus did not file a bond, and the
time for doing so has passed. In addition, if the Court does not
certify the judgment, it is unknown what would occur to Kraus's
assets in the meantime. Based on these facts, the Court held that
the Plaintiff has established good cause to certify the judgment.
Therefore, the Court granted the Plaintiff's motion to certify the
judgment in the United States District Courts for the District of
Kansas and the District of Connecticut.
A copy of the Court's Opinion and Order dated July 31, 2020 is
available at https://bit.ly/2EdoZOh from Leagle.com.
Xurex, Inc. filed for chapter 7 bankruptcy protection in October
2014.
[^] BOND PRICING: For the Week from August 17 to 21, 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 1.955 6/1/2022
AMC Entertainment Holdings AMC 5.750 25.213 6/15/2025
AMC Entertainment Holdings AMC 6.125 23.732 5/15/2027
AMC Entertainment Holdings AMC 5.875 23.675 11/15/2026
Ahern Rentals Inc AHEREN 7.375 37.796 5/15/2023
Ahern Rentals Inc AHEREN 7.375 39.251 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 2.305 10/1/2024
American Energy-
Permian Basin LLC AMEPER 12.000 2.305 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 Inc/The BONT 8.000 7.000 6/15/2021
Bristow Group Inc/old BRS 6.250 6.465 10/15/2022
Bristow Group Inc/old BRS 4.500 6.500 6/1/2023
Buffalo Thunder
Development Authority BUFLO 11.000 50.125 12/9/2022
CBL & Associates LP CBL 5.250 36.500 12/1/2023
CEC Entertainment Inc CEC 8.000 12.250 2/15/2022
CONSOL Energy Inc CEIX 11.000 40.213 11/15/2025
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 2.000 12/15/2022
California Resources Corp CRC 8.000 2.260 12/15/2022
California Resources Corp CRC 6.000 2.250 11/15/2024
California Resources Corp CRC 6.000 2.155 11/15/2024
Callon Petroleum Co CPE 6.250 32.899 4/15/2023
Callon Petroleum Co CPE 6.125 29.841 10/1/2024
Callon Petroleum Co CPE 8.250 31.115 7/15/2025
Callon Petroleum Co CPE 6.125 29.201 10/1/2024
Callon Petroleum Co CPE 6.125 29.201 10/1/2024
Chaparral Energy Inc CHAP 8.750 10.000 7/15/2023
Chaparral Energy Inc CHAP 8.750 9.534 7/15/2023
Chesapeake Energy Corp CHK 11.500 12.500 1/1/2025
Chesapeake Energy Corp CHK 6.625 4.000 8/15/2020
Chesapeake Energy Corp CHK 5.500 4.625 9/15/2026
Chesapeake Energy Corp CHK 11.500 11.375 1/1/2025
Chesapeake Energy Corp CHK 7.000 4.000 10/1/2024
Chesapeake Energy Corp CHK 5.750 4.000 3/15/2023
Chesapeake Energy Corp CHK 4.875 4.250 4/15/2022
Chesapeake Energy Corp CHK 8.000 4.250 1/15/2025
Chesapeake Energy Corp CHK 8.000 3.512 6/15/2027
Chesapeake Energy Corp CHK 7.500 4.250 10/1/2026
Chesapeake Energy Corp CHK 8.000 3.500 3/15/2026
Chesapeake Energy Corp CHK 8.000 3.759 3/15/2026
Chesapeake Energy Corp CHK 8.000 3.759 3/15/2026
Chesapeake Energy Corp CHK 8.000 4.111 6/15/2027
Chesapeake Energy Corp CHK 8.000 3.994 1/15/2025
Chesapeake Energy Corp CHK 8.000 4.111 6/15/2027
Chesapeake Energy Corp CHK 8.000 3.994 1/15/2025
Dean Foods Co DF 6.500 2.250 3/15/2023
Dean Foods Co DF 6.500 1.000 3/15/2023
Denbury Resources Inc DNR 9.000 49.000 5/15/2021
Denbury Resources Inc DNR 9.250 49.500 3/31/2022
Denbury Resources Inc DNR 6.375 16.000 12/31/2024
Denbury Resources Inc DNR 9.000 49.625 5/15/2021
Denbury Resources Inc DNR 4.625 1.750 7/15/2023
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 10.875 8/15/2025
Diamond Offshore Drilling DOFSQ 5.700 10.375 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 10.723 11/15/2027
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 22.500 5/15/2026
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 27.000 5/15/2026
EnLink Midstream Partners ENLK 6.000 38.000 N/A
Energy Conversion Devices ENER 3.000 7.875 6/15/2013
Energy Future Competitive
Holdings Co LLC TXU 1.050 0.072 1/30/2037
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 28.622 7/15/2023
Exela Intermediate LLC /
Exela Finance Inc EXLINT 10.000 28.528 7/15/2023
Extraction Oil & Gas Inc XOG 5.625 25.000 2/1/2026
Extraction Oil & Gas Inc XOG 7.375 24.000 5/15/2024
Extraction Oil & Gas Inc XOG 5.625 22.400 2/1/2026
Extraction Oil & Gas Inc XOG 7.375 23.839 5/15/2024
FTS International Inc FTSINT 6.250 30.930 5/1/2022
Federal Farm Credit
Banks Funding Corp FFCB 1.350 99.095 11/27/2028
Federal Farm Credit
Banks Funding Corp FFCB 1.730 99.798 11/26/2032
Federal Home Loan Banks FHLB 2.050 99.724 2/26/2027
Federal Home Loan Banks FHLB 2.350 99.463 2/26/2032
Federal Home Loan Banks FHLB 1.770 99.461 8/28/2024
Federal Home Loan Banks FHLB 2.860 99.193 8/28/2035
Federal Home Loan Banks FHLB 2.150 99.351 2/28/2030
Federal National
Mortgage Association FNMA 1.450 99.674 8/24/2020
Federal National
Mortgage Association FNMA 1.220 99.434 8/24/2020
Federal National
Mortgage Association FNMA 1.300 99.671 8/24/2020
Federal National
Mortgage Association FNMA 1.200 99.444 8/28/2020
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Frontier Communications FTR 10.500 40.750 9/15/2022
Frontier Communications FTR 7.625 36.500 4/15/2024
Frontier Communications FTR 7.125 37.063 1/15/2023
Frontier Communications FTR 8.750 39.000 4/15/2022
Frontier Communications FTR 6.250 37.750 9/15/2021
Frontier Communications FTR 9.250 30.520 7/1/2021
Frontier Communications FTR 11.000 40.093 9/15/2025
Frontier Communications FTR 10.500 40.043 9/15/2022
Frontier Communications FTR 11.000 40.093 9/15/2025
Frontier Communications FTR 10.500 40.043 9/15/2022
GNC Holdings Inc GNC 1.500 1.375 8/15/2020
GTT Communications Inc GTT 7.875 35.399 12/31/2024
GTT Communications Inc GTT 7.875 35.494 12/31/2024
General Electric Co GE 5.000 79.610 N/A
Goodman Networks Inc GOODNT 8.000 43.000 5/11/2022
Great Western Petroleum
LLC / Great Western
Finance Corp GRTWST 9.000 56.607 9/30/2021
Great Western Petroleum
LLC / Great Western
Finance Corp GRTWST 9.000 56.607 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 69.956 10/15/2021
Guitar Center Inc GTRC 9.500 70.855 10/15/2021
Hertz Corp/The HTZ 6.250 36.750 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 2.966 3/15/2025
HighPoint Operating HPR 7.000 24.791 10/15/2022
HighPoint Operating HPR 8.750 26.003 6/15/2025
Hornbeck Offshore Services HOSS 5.875 0.680 4/1/2020
International Wire Group ITWG 10.750 89.250 8/1/2021
International Wire Group ITWG 10.750 88.750 8/1/2021
J Crew Brand LLC /
J Crew Brand Corp JCREWB 13.000 52.414 9/15/2021
JC Penney Corp Inc JCP 6.375 0.750 10/15/2036
JC Penney Corp Inc JCP 7.400 0.990 4/1/2037
JC Penney Corp Inc JCP 5.875 37.970 7/1/2023
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 8.625 0.625 3/15/2025
JC Penney Corp Inc JCP 5.875 38.545 7/1/2023
JC Penney Corp Inc JCP 7.125 0.663 11/15/2023
JC Penney Corp Inc JCP 8.625 2.500 3/15/2025
JC Penney Corp Inc JCP 6.900 0.300 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 16.652 10/15/2025
K Hovnanian Enterprises Inc HOV 5.000 10.899 2/1/2040
K Hovnanian Enterprises Inc HOV 5.000 10.899 2/1/2040
Kimco Realty Corp KIM 3.200 101.418 5/1/2021
LSC Communications Inc LKSD 8.750 14.000 10/15/2023
LSC Communications Inc LKSD 8.750 2.875 10/15/2023
Lexicon Pharmaceuticals Inc LXRX 5.250 62.902 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 16.165 6/1/2023
MAI Holdings Inc MAIHLD 9.500 16.165 6/1/2023
MAI Holdings Inc MAIHLD 9.500 16.165 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
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 11.524 7/15/2031
McClatchy Co/The MNIQQ 7.150 1.997 11/1/2027
Men's Wearhouse Inc/The TLRD 7.000 2.125 7/1/2022
Men's Wearhouse Inc/The TLRD 7.000 1.505 7/1/2022
Morgan Stanley MS 2.120 98.050 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 40.625 8/1/2021
NWH Escrow Corp HARDWD 7.500 40.625 8/1/2021
Nabors Industries Inc NBR 5.750 29.264 2/1/2025
Nabors Industries Inc NBR 0.750 26.500 1/15/2024
Nabors Industries Inc NBR 5.750 29.924 2/1/2025
Nabors Industries Inc NBR 5.750 30.271 2/1/2025
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 5.669 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.000 5.751 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 8.750 5.669 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman Marcus
Group LLC / Mariposa
Borrower / NMG NMG 14.000 28.279 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
NiSource Inc NI 3.650 108.512 6/15/2023
NiSource Inc NI 3.850 100.226 2/15/2023
Nine Energy Service Inc NINE 8.750 30.402 11/1/2023
Nine Energy Service Inc NINE 8.750 30.375 11/1/2023
Nine Energy Service Inc NINE 8.750 30.375 11/1/2023
Northwest Hardwoods Inc HARDWD 7.500 35.000 8/1/2021
Northwest Hardwoods Inc HARDWD 7.500 33.961 8/1/2021
OMX Timber Finance
Investments II LLC OMX 5.540 1.660 1/29/2020
Oasis Petroleum Inc OAS 6.875 17.383 3/15/2022
Oasis Petroleum Inc OAS 2.625 17.000 9/15/2023
Oasis Petroleum Inc OAS 6.875 19.251 1/15/2023
Oasis Petroleum Inc OAS 6.250 17.549 5/1/2026
Oasis Petroleum Inc OAS 6.500 18.488 11/1/2021
Oasis Petroleum Inc OAS 6.250 17.551 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 49.917 6/1/2021
PHH Corp PHH 6.375 75.713 8/15/2021
Party City Holdings Inc PRTY 6.625 23.000 8/1/2026
Party City Holdings Inc PRTY 6.125 24.750 8/15/2023
Party City Holdings Inc PRTY 6.625 20.351 8/1/2026
Party City Holdings Inc PRTY 6.125 24.057 8/15/2023
Peabody Energy Corp BTU 6.000 42.626 3/31/2022
Peabody Energy Corp BTU 6.000 42.558 3/31/2022
Precigen Inc PGEN 3.500 43.504 7/1/2023
Pride International LLC VAL 6.875 4.811 8/15/2020
Pride International LLC VAL 7.875 8.721 8/15/2040
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Revlon Consumer Products REV 5.750 21.635 2/15/2021
Revlon Consumer Products REV 6.250 14.872 8/1/2024
Rolta LLC RLTAIN 10.750 5.891 5/16/2018
SESI LLC SPN 7.125 29.843 12/15/2021
SESI LLC SPN 7.750 34.590 9/15/2024
SESI LLC SPN 7.125 40.250 12/15/2021
SanDisk LLC SNDK 0.500 83.123 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 7.440 10/15/2018
Sears Roebuck Acceptance SHLD 7.500 0.655 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 TXU 5.550 13.500 11/15/2014
Summit Midstream Partners SMLP 9.500 14.900 N/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 40.440 5/1/2023
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tesla Energy Operations TSLAEN 3.600 90.122 11/5/2020
Transworld Systems Inc TSIACQ 9.500 27.000 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 0.749 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 20.250 1/15/2026
Whiting Petroleum Corp WLL 5.750 21.500 3/15/2021
Whiting Petroleum Corp WLL 6.250 18.500 4/1/2023
Whiting Petroleum Corp WLL 6.625 20.956 1/15/2026
Whiting Petroleum Corp WLL 6.625 20.956 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 2.382 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 1.576 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 3.725 6/30/2024
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 1.172 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.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
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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.
This material is copyrighted and any commercial use, resale or
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herein is obtained from sources believed to be reliable, but is
not guaranteed.
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*** End of Transmission ***