/raid1/www/Hosts/bankrupt/TCR_Public/200908.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, September 8, 2020, Vol. 24, No. 251
Headlines
1116 MAPLE STREET: Hires Mnatz Law as Special Litigation Counsel
14543 STEPHEN: Seeks to Hire Weon G. Kim as Legal Counsel
2812 OCEAN BLVD: Seeks to Hire Langley & Chang as Counsel
33 VALLEY: Has Until Oct. 9 to File Plan & Disclosures
ADVANZEON SOLUTIONS: Voluntary Chapter 11 Case Summary
AHI INVESTMENTS: United States Trustee Objects to Plan & Disclosure
AMC ENTERTAINMENT: 70% of Theaters Have Resumed Operations
AMERITUBE LLC: Sept. 15 Amended Plan Confirmation Hearing Set
AMERITUBE LLC: Unsecured Creditors to Recover 7% Over 5 Years
ASCENA RETAIL: Closes Numerous Justice Stores in Central Illinois
BENBOW VALLEY: Hires Business Debt as Financial Advisor
BIG KAY DADDYS: Sept. 9 Plan & Disclosure Hearing Set
BJ SERVICES: Gets Approval to Hire Gray Reed as Local Counsel
BLACKRIDGE TECHNOLOGY: Wins Sept. 30 Plan Exclusivity Extension
BLUE PRAIRIE: Asks Court to Extend Plan Exclusivity Thru Oct. 30
BOY SCOUTS OF AMERICA: Hires Quinn Emanuel as Special Counsel
BRAHMAN RESOURCE: Hires Phoenix Capital as Financial Advisor
BROOKS BROTHERS: Authentic Brands & Simon Complete Acquisition
BROOKS BROTHERS: Seeks to Hire KPMG LLP as Tax Consultant
BRUIN E&P: Seeks to Hire Beck Redden as Special Litigation Counsel
CALIFORNIA RESOURCES: Creditors to Get Ownership in Plan
CAPITAL TRUCK: Sept. 29 Auction of All Assets Set
CARBONYX INC: Unsecureds to Recover 10.63% under Creditors' Plan
CDK GLOBAL: Moody's Affirms Ba1 CFR, Outlook Stable
CINEMEX USA: Oct. 1 Auction of Substantially All Assets Set
COLUMBIA NUTRITIONAL: Unsecured Creditors Have 2 Options in Plan
DEAN FOODS: Pennsylvania Milk Mktg. Board Claims its Four Bonds
DIFFUSION PHARMACEUTICALS: Appoints Jane Hollingsworth to Board
DINKEL FAMILY: Has Until Oct. 16 to File Plan & Disclosures
DOUGHERTY'S PHARMACY: Wolverine Proposes Reorganization Plan
EAGLE ENTERPRISES: Sept. 30 Plan Confirmation Hearing Set
EXIDE TECHNOLOGIES: Atlas Launches Stryten, Element Resources
EXSCIEN CORPORATION: Hires Kalifeh Bedsole as Accountant
FATSPI & SON: To Enter in a One Year Lease Agreement with Tenant
GENWORTH FINANCIAL: A.M. Best Affirms B(Fair) Fin. Strength Rating
GIGA-TRONICS INC: Spring Mountain Entities No Longer Shareholders
GLOBAL EAGLE: Gets Approval to Hire Latham & Watkins as Counsel
GLOBAL EAGLE: Gets Approval to Hire PwC as Tax Advisor
GLOBAL EAGLE: Gets Approval to Hire Young Conaway as Co-Counsel
GLOBAL EAGLE: Hires Alvarez & Marsal as Financial Advisor
GLOBAL EAGLE: Hires Prime Clerk as Administrative Advisor
GLOBAL EAGLE: Taps Greenhill & Co. as Financial Advisor
GLOSTATION USA: Hires SulmeyerKupetz as Counsel
GOGO INC: Board OKs Modifications to Equity Compensation Awards
GOGO INC: To Sell its Commercial Aviation Business for $400M
HOLBROOK SEARIGHT: Hires Marcus & Millichap as Real Estate Broker
HRB WINDDOWN: Unsecured Creditors to Recover 5% in Liquidating Plan
IFRESH INC: Hao Huang Acquires 5.1% Equity Stake
IFRESH INC: HK Xu Ding Reports 27.4% Stake as of March 3
IFRESH INC: Kairui Tong Has 7.6% Stake as of March 26
J.JILL: Deal With Lenders Has Prepack Chapter 11 Option
JRSIS HEALTH: Reports $291K Net Income for Second Quarter
JUST ENERGY: Gets Final Court OK to Proceed with Recapitalization
K'CAFE CORP: Unsecureds to Receive 100% via Quarterly Payments
KAIROS HOMES: IRS Says Second Amended Plan Patently Unconfirmable
KANAWHA COUNTY: Moody's Reviews Ba3 Bonds Rating for Downgrade
KEN GARFF: Moody's Alters Outlook on Ba2 CFR to Stable
LAMPKINS PATTERSON: First Bank Objects to Plan & Disclosure
LAS VEGAS MONORAIL: Case Summary & 20 Largest Unsecured Creditors
LICK INDUSTRIES: Combined Plan & Disclosure Confirmed by Judge
LLADRO GALLERIES: Hires Nelson Mullins as Bankruptcy Counsel
LORENZ CORPORATION: Hires Walter Reynolds as Counsel
LOUISIANA COMMUNITY DEVELOPMENT: S&P Cuts Bond Rating to 'BB (sf)'
LUCAS CONSTRUCTION: Hires Patrick A. Gros, CPA as Accountant
MAINES PAPER: Receives Court OK to Hold Liquidation Plan Vote
MARTIN CONSTRUCTION: Seeks to Hire Fritz Law Firm as Legal Counsel
MCCLATCHY CO: PBGC to Pay Pension Benefits for Workers, Retirees
MERCURITY FINTECH: Lowers First Half of 2020 Net Loss to $305K
MESCO INC: Unsecured Creditors to be Paid in Full Over 5 Years
METAL PARTNERS: Committee Seeks Approval to Hire Financial Advisor
MHI HOLDINGS: S&P Raises ICR to 'B+' on Stronger Credit Metrics
MIA & ASSOCIATES: Seeks Approval to Hire Real Estate Broker
MICK PROPERTIES: Hires Gorski & Knowlton as Attorney
MONTEVERDE RANCH: Seeks to Hire Sklar Kirsh as Counsel
MOUNTAIN STATES: Greeley, Colo. Plant Closed, Sold to JBS USA
NH HIGHWAY: Unsecured Creditors to Have 24.4% Recovery in Plan
NORTHWEST BIOTHERAPEUTICS: Acquires Flaskworks for $4.3 Million
NUSTAR ENERGY: Fitch Affirms BB- Longterm IDR, Outlook Stable
O'HARE FOUNDRY: Unsecured Creditors to Recover 25% Over 3 Years
OCEAN SUPPLY: Unsecured Creditors to Recover 5% Over 5 Years
OMNIQ CORP: Adopts Equity Incentive Plan
ONE AVIATION: Sale of All Assets to SEF OA Approved
ONEWEB GLOBAL: UK Parliament to Review Purchase of OneWeb
OSAKA HOLDINGS: Gets Approval to Hire Congeni Law Firm as Counsel
PUBLIC FINANCE AUTHORITY, WI: S&P Cuts Bond Rating to 'BB (sf)'
PURDUE PHARMA: Routt County Files Claim in Bankruptcy Case
PYXUS INT'L: Equity Committee Gets OK to Hire Financial Advisor
PYXUS INT'L: Equity Committee Hires Montgomery McCracken as Counsel
PYXUS INT'L: Equity Committee Taps Richard J. Corbi as Co-Counsel
R3D HOLDINGS: Disclosure Statement Okayed; Plan Hearing on Oct. 28
RAINBOW LAND: Plan Payments to be Funded by Property Sale/Refinance
ROBERT'S SEAFOOD: Seeks to Hire Mickler & Mickler as Legal Counsel
ROSEHILL RESOURCES: Unsecureds to be Paid in Full or be Reinstated
RPS VENTURES: Gets Court Approval to Hire Accountant
RPS VENTURES: Taps Rice & Associates as Legal Counsel
SANDRA W. RUTHERFORD: CNB Objects to Combined Disclosure & Plan
SEAWALK INVESTMENTS: Sky Enterprises to Get Assets in Plan
SHOPPINGTOWN MALL: Plan Exclusivity Period Extended Until Nov. 27
SKILLSOFT CORP: Completes Quick Chapter 11 Reorganization
STRUCTURED CABLING: U.S. Trustee Objects to Plan & Disclosures
TAILORED BRANDS: Plans to Close 500 Stores, to Cut 20% Workforce
TEMPUR SEALY: Moody's Alters Outlook on Ba3 CFR to Stable
TNT CRANE: Sept. 9 Deadline Set for Committee Questionnaires
TNT QUADRANGLE: Hires DeMarco Mitchell as Counsel
TRIVASCULAR SALES: Committee Hires Ankura as Financial Advisor
TRIVASCULAR SALES: Committee Hires Kasowitz Benson as Counsel
TRIVASCULAR SALES: Committee Hires Norton Rose as Co-Counsel
UNIQUE TOOL: Trustee's Oct. 6 Thornton Web Auction of Personalty
VIZITECH USA: Seeks October 23 Extension of Plan Exclusivity
WOODS ELECTRIC: Voluntary Chapter 11 Case Summary
[*] COVID-19 Pandemic Spurs More Corporate Bankruptcies
[*] Growing Corporate Bankruptcies Hit Houston
[*] Unemployment Increasing as Bankruptcy Threats Rise
[^] Large Companies with Insolvent Balance Sheet
*********
1116 MAPLE STREET: Hires Mnatz Law as Special Litigation Counsel
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1116 Maple Street, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Mnatz Law
Group as its special litigation counsel.
Debtor needs legal assistance to prosecute its claims against
California-based companies NAMR 2617 LLC, 1st Point Lending, LLC,
OK Lending and several others.
Mnatz Law's current hourly rates for commercial litigation range
from $575 for partners, $300 for associates and $150 for
paralegals. However, for its employment with Debtor, the firm will
charge a blended hourly rate of $400 per hour.
Mnatz Law anticipates receiving a post-petition retainer of $25,000
from Debtor.
Ivan Mnatzaganian, Esq., a partner at Mnatz Law, disclosed in court
filings that the firm and its attorneys neither hold nor represent
an interest adverse to Debtor.
The firm can be reached through:
Ivan Mnatzaganian, Esq.
Mnatz Law Group
16055 Ventura Blvd #1200
Encino, CA 91436
Phone: +1 818-634-9481
About 1116 Maple Street LLC
1116 Maple Street, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)). It has 100 percent fee
interest in a property located at 1116 East Maple St., Glendale,
Calif., valued by Debtor at $5 million.
1116 Maple Street sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-16362) on July 14,
2020. Mihran Tcholakian, managing member, signed the petition. At
the time of the filing, Debtor disclosed assets of $5,057,759 and
liabilities of $4,871,355.
Judge Barry Russell oversees the case. Margulies Faith LLP is
Debtor's legal counsel.
14543 STEPHEN: Seeks to Hire Weon G. Kim as Legal Counsel
---------------------------------------------------------
14543 Stephen Street LLC seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire Weon G. Kim Law
Office as its legal counsel.
The firm will provide the following services:
a. represent the Debtor in its Chapter 11 case and advise
Debtor as to its rights, duties and powers;
b. negotiate and prepare a plan of reorganization and legal
documents;
c. represent Debtor at all hearings, meetings of creditors,
conferences, trials and other proceedings; and
d. perform such other legal services as may be necessary in
connection with the case.
Debtor paid the firm a retainer fee of $3,000 including the filing
fee of $1,717.
Weon Kim, Esq., the firm's attorney who will be handling the case,
neither holds nor represents an interest adverse to the estate with
respect to the matters on which he is employed, according to court
filings.
The firm can be reached through:
Weon G. Kim, Esq.
Weon G. Kim Law Office
8200 Greensboro Dr # 900
McLean, VA 22102
Phone: +1 703-462-5424
Email: jkkchadol99@gmail.com
About 14543 Stephen Street LLC
14543 Stephen Street LLC filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
20-11809) on Aug. 4, 2020, listing under $1 million in both assets
and liabilities. Judge Brian F. Kenney oversees the case. Weon G.
Kim, Esq., at Weon G. Kim Law Office, represents Debtor as legal
counsel.
2812 OCEAN BLVD: Seeks to Hire Langley & Chang as Counsel
---------------------------------------------------------
2812 Ocean Blvd. LLC seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ The Law Office of
Langley & Chang, as counsel to the Debtor.
2812 Ocean Blvd requires Langley & Chang to:
a. advise and assist it with respect to compliance with the
requirements of the Office of the U.S. Trustee;
b. advise the Debtor regarding matters of bankruptcy law,
including the bankruptcy estate's rights and remedies in
regards assets and with respect to the claims of creditors;
c. represent it in any proceedings or hearings in the
Bankruptcy Court and in any action in any other court where
the bankruptcy estate's rights under the Bankruptcy Code
may be litigated or affected;
d. conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of
reports, accounts, and pleadings related to this Chapter 11
case;
e. advise it concerning the requirements of the Bankruptcy
Court and applicable rules as the same affect me in this
proceeding;
f. assist in negotiation, formulation, confirmation, and
implementation of a Chapter 11 plan of reorganization;
g. make any bankruptcy court appearances on its behalf; and
h. take such other action and perform such other services as
may required in connection with this Chapter 11 case.
Langley & Chang will be paid at these hourly rates:
Attorneys $425
Associates $325
Paralegals $125
Langley & Chang received total pre-Petition retainers for these
services in the amount of $10,000 on July 23, 2020, which payment
was placed in Langley & Chang's segregated Attorney/Client Trust
account. $1,275.00 of the retainer was expended prior to the filing
of the instant emergency bankruptcy petition, in addition Langley &
Chang paid the Bankruptcy Court filing fee of $1,717. The sum of
$7,008, remains in Langley & Chang's segregated Attorney-Client
Trust account.
Langley & Chang will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Christopher J. Langley, partner of The Law Office of Langley &
Chang, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Langley & Chang can be reached at:
Christopher J. Langley, Esq.
LAW OFICES OF LANGLEY AND CHANG
4158 14th Street
Riverside, CA 92501
Tel: (951) 383-3388
E-mail: chris@langleylegal.com
About 2812 Ocean Blvd. LLC
2812 Ocean Blvd. LLC, based in Corona Del Mar, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 20-12061) on July 23, 2020.
In its petition, the Debtor estimated $10 million to $50 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Stephen Perkins, managing member.
The Hon. Theodor Albert presides over the case.
LAW OFFICES OF LANGLEY & CHANG, serves as bankruptcy counsel to the
Debtor.
33 VALLEY: Has Until Oct. 9 to File Plan & Disclosures
------------------------------------------------------
Judge Deborah J. Saltzman has entered an order within which the
deadline for Debtor 33 Valley, LLC to file and serve a disclosure
statement and a plan of reorganization is Oct. 9, 2020 and the
deadline for filing proofs of claim is September 18, 2020.
A copy of the order dated July 24, 2020, is available at
https://tinyurl.com/y475yv9n from PacerMonitor.com at no charge.
Proposed General Insolvency Counsel for the Debtor:
RAYMOND H. AVER
LAW OFFICES OF RAYMOND H. AVER
A Professional Corporation
10801 National Boulevard, Suite 100
Los Angeles, California 90064
Telephone: (310) 571-3511
E-mail: ray@averlaw.com
About 33 Valley
33 Valley, LLC is a privately held company whose principal assets
are located at 14533 Valley Vista Blvd., Sherman Oaks, Calif.
33 Valley sought Chapter 11 protection (Bankr. C.D. Cal. Case No.
20-10969) on May 26, 2020. At the time of the filing, the Debtor
was estimated to have assets of $1 million to $10 million and
liabilities of the same range. Judge Deborah J. Saltzman oversees
the case. The Debtor has tapped the Law Offices of Raymond H. Aver
as its legal counsel.
ADVANZEON SOLUTIONS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Advanzeon Solutions, Inc.
FDBA Neuro-Psychiatric & Health Services, Inc.
FKA Comprehensive Care Corporation
2901 W. Busch Blvd., #701
Tampa, FL 33618
Business Description: Advanzeon Solutions, Inc. provides
behavioral health, substance abuse and
pharmacy management services, as well as
sleep apnea programs, for employers, Taft
-Hartley health and welfare Funds, and
managed care companies throughout the United
States.
Chapter 11 Petition Date: September 7, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 20-06764
Debtor's Counsel: Daniel R. Fogarty, Esq.
STICHTER, RIEDEL, BLAIN & POSTLER, P.A.
110 E. Madison, St., Suite 200
Tampa, FL 33602
Tel: 813-229-0114
E-mail: dfogarty@srbp.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Clark A. Marcus, chief executive
officer.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/D3IFL5I/Advanzeon_Solutions_Inc__flmbke-20-06764__0001.0.pdf?mcid=tGE4TAMA
AHI INVESTMENTS: United States Trustee Objects to Plan & Disclosure
-------------------------------------------------------------------
Nancy J. Gargula, United States Trustee for Region 21, objects to
the Amended Disclosure Statement and confirmation of the Plan of
debtor AHI Investments, LLC.
The U.S. Trustee objects to the foregoing provisions on the grounds
that payment of statutory quarterly fees does not require the
filing of administrative proofs of claims.
The U.S. Trustee claims that Paragraph 10.1 of the Plan states that
all assets of the estate shall revest in the debtor on the
Effective Date but fails to delineate what constitutes property of
the estate if the case subsequently converts to chapter 7.
The U.S. Trustee points out that Paragraph 10.3 of the Plan does
not define the term "Released Parties." Moreover, any bankruptcy
trustee that is subsequently appointed in this case should not be
bound by the Debtor's proposed release.
The U.S. Trustee asserts that the Plan makes no distribution to
unsecured creditors, and therefore, the unsecured class is deemed
to reject it. However, there is no mechanism by which the
ownership interest in the reorganized debtor is exposed to
competitive bidding in the marketplace.
The U.S. Trustee further asserts that to the extent that the Plan
is amended to resolve the foregoing issues, the Disclosure
Statement should likewise be amended to conform to the Plan.
A full-text copy of the U.S. Trustee's objection to the Amended
Disclosure Statement and Plan dated July 24, 2020, is available at
https://tinyurl.com/y43qc4o7 from PacerMonitor at no charge.
About AHI Investments
AHI Investments, LLC, is a privately held company that offers child
day care services. It is the fee simple owner of a property
located at 153 Carolina Cherry Court Pooler, Ga., valued by the
company at $3.45 million.
AHI Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ga. Case No. 19-41075) on Aug. 5,
2019. At the time of filing, the Debtor had $3,800,817 in assets
and $3,537,190 in debt. The petition was signed by Laukik Patel,
manager. Judge Edward J. Coleman III oversees the case. The
Debtor is represented by Gai Lynn McCarthy, Esq., at Kumar Prabhu
Patel & Banerjee, LLC.
AMC ENTERTAINMENT: 70% of Theaters Have Resumed Operations
----------------------------------------------------------
Moviegoers throughout the United States are once again enjoying the
magic of the big screen at AMC Theatres, and with every passing
week that magic gets more accessible. By Sept. 4, 2020, 70% of all
U.S. AMCs will have resumed operations, as AMC will welcome guests
at approximately 420 theatres nationwide. AMC recently opened more
than 140 theatres, with the vast majority of reopenings taking
place on Thursday, September 3, the same day Warner Bros.’ TENET
opens in the United States.
The next day, Friday, September 4, AMC was slated to reopen its
first California theatres, when it resumes operations at seven
theatres in and around San Diego. AMC is closely monitoring all
local directives and will follow all guidelines on auditorium
capacity.
AMC expects to make announcements about additional markets in
California, New Jersey and other areas of the country in the coming
weeks, once theatres are authorized to open by state and local
officials.
In addition to TENET, guests at all open AMC locations can enjoy
this summer's new titles such as THE NEW MUTANTS, UNHINGED, WORDS
ON BATHROOM WALLS and THE PERSONAL HISTORY OF DAVID COPPERFIELD.
Upcoming releases include BROKEN HEARTS GALLERY on Sept. 11,
INFIDEL on Sept. 18, and GREENLAND on Sept. 25.
AMC is also offering an array of $5 food and beverage treats,
including regular popcorn, regular Coca-Cola Freestyle drinks and
KidsPacks, through the end of October. And all AMC Stubs members
will earn double points on all ticket and food & drink purchases
through the end of October.
Adam Aron, CEO and President of AMC Theatres, commented: "The first
two weekends of operations have exceeded our expectations in terms
of guests returning to the movies and in terms of their feedback
about our extensive AMC Safe & Clean policies and procedures. Our
comprehensive commitment to operating our theatres safely now
includes social distancing through limiting ticket sales and
automatic seat blocking, seamless contactless ticketing, greatly
enhanced cleaning procedures, the availability of hand sanitizer
and disinfecting wipes throughout our theatres, as well as a
mandatory mask policy for all guests and crew members. We're also
closely monitoring local and state guidance, and we are complying
with any additional capacity restrictions. In addition, we have
invested millions for high tech solutions to sanitization and
disinfection including electrostatic sprayers, HEPA vacuums and
MERV 13 air filters. Guests returning to AMC can do so knowing that
we've been in constant dialogue with top scientists and experts in
public health and cleaning about how best to reopen our theatres in
ways that will be responsible and welcoming."
For full title and showtime information, moviegoers should check
their theatre's webpage on http://www.amctheatres.com/
AMC SAFE & CLEAN
Upon returning to the movies, AMC guests can expect to experience
AMC's comprehensive health and sanitation program: AMC Safe &
Clean, which was developed under advisement of current & former
faculty of Harvard University’s prestigious School of Public
Health as well as the No. 1 U.S. cleaning brand, The Clorox
Company.
AMC Safe & Clean components include significant reductions in the
maximum tickets available for each showtime and seat blocking in
reserved seating auditoriums to allow for appropriate social
distancing between parties, enhanced cleaning procedures that
include extra time between showtimes to allow for a full, thorough
cleaning and nightly disinfecting utilizing electrostatic sprayers,
use of high tech HEPA vacuums, upgraded air filtration efforts
including the use of MERV 13 filters wherever possible, new guest
and associate safety protocols that include mandatory mask wearing
by all guests and associates, hand sanitizing stations throughout
the theatre and the availability to guests of disinfectant wipes.
The entire AMC Safe & Clean plan can be found at
amctheatres.com/amc-safe-and-clean.
About AMC Entertainment
AMC Entertainment Holdings, Inc., is engaged in the theatrical
exhibition business. It operates through theatrical exhibition
operations segment. It licenses first-run motion pictures from
distributors owned by film production companies and from
independent distributors. The Company also offers a range of food
and beverage items, which include popcorn; soft drinks; candy; hot
dogs; specialty drinks, including beers, wine and mixed drinks, and
made to order hot foods, including menu choices, such as curly
fries, chicken tenders and mozzarella sticks.
It operates over 900 theatres with 10,000 screens globally,
including over 661 theatres with 8,200 screens in the United States
and over 244 theatres with approximately 2,200 screens in Europe.
The Company's subsidiary also includes Carmike Cinemas, Inc.
Movie theaters were shut beginning mid-March to help contain the
spread of the novel coronavirus.
AMC Entertainment Holdings announced that on July 31, 2020, it
successfully completed a complex restructuring of $2.6 billion of
its debt. Holders of more than 87% of Senior Subordinated Notes
participated in an exchange into new notes, and all of Silver
Lake's convertible notes were also restructured. As part of the
transactions, an ad hoc group of the Noteholders and Silver Lake
provided AMC with additional liquidity as well. As a result of
these actions, AMC's debt load has been reduced by $553 million and
the Company will get some $355 to $415 million of cash and other
liquidity improvements over the coming 12 to 18 months after
deducting transaction costs. Also as part of these transactions,
the Company issued 5 million new shares to some former holders of
its Senior Subordinated Notes, now holders of the new exchanged
notes.
AMERITUBE LLC: Sept. 15 Amended Plan Confirmation Hearing Set
-------------------------------------------------------------
Debtor Ameritube, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Texas, Waco Division, a Second Amended
Disclosure Statement dated July 24, 2020. Judge Ronald B. King
approved the Disclosure Statement and ordered that:
* Sept. 15, 2020, at 1:45 p.m. at the United States Bankruptcy
Court, 800 Franklin Avenue, Waco, Texas is the hearing on
Debtor’s First Amended Plan of Reorganization.
* Sept. 8, 2020 is fixed as the last day to file Objections to
the Confirmation of the Plan.
* Sept. 8, 2020 is the deadline for submitting ballots accepting
or rejecting the Debtor's Plan of Reorganization.
A full-text copy of the order dated July 24, 2020, is available at
https://tinyurl.com/yxwyysjv from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Sarah M. Cox
Howard Marc Spector
Spector & Cox, PLLC
12770 Coit Road, Suite 1100
Dallas, Texas 75251
Phone: (214) 310-1321
E-mail: sarah@spectorcox.com
About Ameritube LLC
Ameritube, LLC, is a manufacturer of alloys used in a variety of
processes in the oil and gas, HVAC, heat transfer, power, chemical,
marine and defense industries. It is also a distributor of carbon
and stainless steel, seamless tubing, marine pipe, couplings,
fittings, and flanges used in the marine industry.
Ameritube sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Tex. Case No. 19-60863) on Nov. 17, 2019. In the
petition signed by Khariton G. Ravitsky, president, the Debtor was
estimated to have assets and liabilities ranging from $1 million to
$10 million. Judge Ronald B. King oversees the case. The Debtor
is represented by Sarah M. Cox, Esq. at Spector & Cox, PLLC.
No official committee of unsecured creditors has been appointed in
Debtor's case.
AMERITUBE LLC: Unsecured Creditors to Recover 7% Over 5 Years
-------------------------------------------------------------
Debtor Ameritube, LLC, filed a Second Amended Disclosure Statement
in connection with its Plan of Reorganization on July 24, 2020.
Class 5 Any Allowed General Unsecured Claims. On a quarterly basis
for a period of 5 years following the Effective Date, each holder
of an Allowed General Unsecured Non-Insider Claim shall receive a
Cash payment in the amount of such holder's Pro Rata Share of the
amount available in the Unsecured Claim Distribution Fund for each
such month. Quarterly payments shall be made on the first day of
each month of January, April, July, and October in the 5 year
period following the Effective Date. The estimated return to
unsecured creditors is seven cents on the dollar, or 7% of their
claims.
The Debtor has built an auction procedure into the Plan, see
Section 12.18 of the Plan. The opening bid of $15,000 was arrived
at by the Debtor in consultation with its counsel, considering the
assets and liabilities of the company, the likelihood of a sale as
a going concern, and the obligations under the Plan. AMGMT, Inc.
is owned by the Ravitskys.
A full-text copy of the Second Amended Disclosure Statement dated
July 24, 2020, is available at https://tinyurl.com/y2dxcywk from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Sarah M. Cox
Howard Marc Spector
Spector & Cox, PLLC
12770 Coit Road, Suite 1100
Dallas, Texas 75251
Phone: (214) 310-1321
E-mail: sarah@spectorcox.com
About Ameritube LLC
Ameritube, LLC, is a manufacturer of alloys used in a variety of
processes in the oil and gas, HVAC, heat transfer, power, chemical,
marine and defense industries. It is also a distributor of carbon
and stainless steel, seamless tubing, marine pipe, couplings,
fittings, and flanges used in the marine industry.
Ameritube sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Tex. Case No. 19-60863) on Nov. 17, 2019. In the
petition signed by Khariton G. Ravitsky, president, the Debtor was
estimated to have assets and liabilities ranging from $1 million to
$10 million. Judge Ronald B. King oversees the case. The Debtor
is represented by Sarah M. Cox, Esq. at Spector & Cox, PLLC.
No official committee of unsecured creditors has been appointed in
Debtor's case.
ASCENA RETAIL: Closes Numerous Justice Stores in Central Illinois
-----------------------------------------------------------------
Scott Perry, writing for Pentagraph, reports that Justice stores
throughout Central Illinois are closing as part of the announced
voluntary Chapter 11 bankruptcy by parent company Ascena Retail
Group.
Stores in Forsyth, Bloomington and Tuscola, as well as Champaign,
Springfield and Peoria, have been identified for closure. The
Justice brand, formerly Limited Too, is geared toward girls ages 7
to 14.
The New Jersey–based company said on its website that closing
sales are underway and it could take 30 to 60 days from the filing
date for a store to close.
Ascena, which also operates retailers Ann Taylor, LOFT, Lane Bryant
and Lou & Grey, filed for bankruptcy protection on July 23, 2020.
In addition to the closing of a "significant number" of Justice
stores and some Ann Taylor, LOFT, Lane Bryant and Lou & Grey
locations, the company also announced that it is closing all
Catherine stores, which includes locations in Champaign and Peoria.
In addition, Ascena will close all of its stores in Canada, Puerto
Rico and Mexico.
In all, the company said in court documents that it plans to
"reduce their store fleet from approximately 2,800 stores to
approximately 1,200 stores."
"This comprehensive restructuring, as well as the actions we are
taking to optimize our brand portfolio and store fleet, mark a new
start for our company and will allow us to expand our
customer-focused strategies across her mobile, online, and store
experiences," said Gary Muto, chief executive officer.
About Ascena Retail Group
Ascena Retail Group, Inc. (Nasdaq: ASNA) --
http://www.ascenaretail.com/-- is a national specialty retailer
offering apparel, shoes, and accessories for women under the
Premium Fashion (Ann Taylor, LOFT, and Lou & Grey), Plus Fashion
(Lane Bryant, Catherines and Cacique), and Value Fashion
(Dressbarn) segments, and for tween girls under the Kids Fashion
segment (Justice). Ascena, through its retail brands, operates
ecommerce websites and approximately 2,800 stores throughout the
United States, Canada, and Puerto Rico.
Ascena Retail reported a net loss of $661.4 million for the fiscal
year ended Aug. 3, 2019, a net loss of $39.7 million for the year
ended Aug. 4, 2018, and a net loss of $1.06 billion for the year
ended July 29, 2017.
On July 23, 2020, Ascena Retail Group and its affiliates sought
Chapter 11 protection (Bankr. E.D. Va. Case No. 20-33113). As of
Feb. 1, 2020, Ascena Retail had $13,690,710,379 in assets and
$12,516,261,149 in total liabilities.
The Hon. Kevin R. Huennekens is the case judge.
The Debtors tapped Kirkland & Ellis LLP and Cooley LLP as
bankruptcy counsel, Guggenheim Securities, LLC as financial
advisor, and Alvarez and Marsal North America, LLC as restructuring
advisor. Prime Clerk, LLC is the claims agent.
BENBOW VALLEY: Hires Business Debt as Financial Advisor
-------------------------------------------------------
Benbow Valley Investments d/b/a Benbow Historic Inn, seeks
authority from the U.S. Bankruptcy Court for the Northern District
of California to employ Business Debt Solutions, Inc., as financial
advisor to the Debtor.
Benbow Valley requires Business Debt to assist the Debtor in
consummating transactions with any and all lenders to provide the
Debtor with financing sufficient to pay the debt owed to lenders.
Business Debt will be paid as follows:
a. Underwriting and Syndication Fee of $12,000 for information
gathering, preparation and distribution of Confidential
Information Memorandum. The Underwriting and Syndication
Fee is non-refundable, but will be credited against any
Financing Fee.
b. Financing Fee of 2% of the total maximum amount of the
Facility due and payable simultaneously with and at the
time of the close of escrow whereby the Debtor's existing
lender is paid. The Financing Fee will also include a 2% on
any incremental increase of the Facility.
c. Break-Up Fee of 1.5% of the total maximum amount of the
Facility for the value of its time, costs and expenses
incurred in connection with the contemplated debt financing
within 5 days of the decision.
e. Carve Out Fee of 1% of the total maximum amount of the
Facility due and payable simultaneously with and at the
time of entering into a written Loan Agreement.
The Debtor paid Business Debt a retainer of $12,000.
Business Debt will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chuck Doyle, partner of Business Debt Solutions, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Business Debt can be reached at:
Chuck Doyle
BUSINESS DEBT SOLUTIONS, INC.
311 California Street, Suite 650
San Francisco, CA 94104
Tel: (415) 989-0970
Fax: (415) 423-1240
About Benbow Valley Investments
d/b/a Benbow Historic Inn
Benbow Valley Investments -- https://benbowinn.com/ -- owns Benbow
Historic Inn, a historical hotel in Humboldt County. The hotel
opened to the public in July 1926 and soon became a popular
destination resort for motoring tourists traveling up the newly
completed Redwood Highway. Benbow Historic Inn is on the National
Register of Historic Places and a member of Historic Hotels of
America.
Benbow Valley Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-10720) on Sept. 26,
2019. The petition was signed by John Porter, managing partner. At
the time of the filing, Benbow Valley disclosed $17,424,402 in
total assets and $11,851,004 in total debt.
Judge William J. Lafferty oversees the case.
Benbow Valley tapped Chris D. Kuhner, Esq., at Kornfield, Nyberg,
Bendes, Kuhner & Little P.C., is the Debtor's legal counsel.
BIG KAY DADDYS: Sept. 9 Plan & Disclosure Hearing Set
-----------------------------------------------------
On July 15, 2020, debtor Big Kat Daddys, LLC filed with the U.S.
Bankruptcy Court for the Southern District of Texas, Houston
Divisions, a disclosure statement with respect to a plan.
On July 28, 2020, Judge Jeffrey P. Norman conditionally approved
the disclosure statement and ordered that:
* Sept. 2, 2020, is fixed as the last day for filing written
acceptances or rejections of the plan.
* Sept. 9, 2020 at 11:00 a.m. in Courtroom 403, United States
Courthouse, 515 Rusk Street, Houston, Texas is fixed for the
hearing on final approval of the disclosure statement and for the
hearing on confirmation of the plan.
* Sept. 2, 2020, is fixed as the last day for filing and serving
written objections to the disclosure statement.
A full-text copy of the order dated July 28, 2020, is available at
https://tinyurl.com/yxffabtw from PacerMonitor.com at no charge.
About Big Kat Daddys
Big Kat Daddys, LLC filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
20-30274) on Jan. 16, 2020, listing under $1 million in both assets
and liabilities. Judge Jeffrey P. Norman oversees the case. The
Law Office of Nima Taherian is the Debtor's legal counsel.
BJ SERVICES: Gets Approval to Hire Gray Reed as Local Counsel
-------------------------------------------------------------
BJ Services, LLC and its affiliates received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Gray
Reed & McGraw LLP as their local and conflicts counsel.
The firm's services will include legal advice on local rules,
practices and procedures, including the Fifth Circuit law. Gray
Reed will also advise Debtors on matters in which their lead
bankruptcy counsel may have a conflict.
The rates charged by the firm range from $315 to $720 per hour for
attorneys and $75 to $300 per hour for paraprofessionals.
The firm's attorneys who will be providing the services and their
standard hourly rates are as follows:
Jason S. Brookner, partner $720
Paul D. Moak, partner $700
Micheal W. Bishop, senior counsel $615
Benjamin Hugon, counsel $475
Amber M. Carson, associate $495
Matthew W. Bourda, associate $400
London R. England, associate $315
Paul Moak, Esq., a partner at Gray Reed, assured the court that his
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Jason S. Brookner, Esq.
Paul D. Moak, Esq.
Amber M. Carson, Esq.
Gray Reed & McGraw LLP
1300 Post Oak Blvd., Suite 2000
Houston, TX 77056
Tel: (713) 986-7000
Fax: (713) 986-7100
Email: jbrookner@grayreed.com
pmoak@grayreed.com
acarson@grayreed.com
About BJ Services
BJ Services, LLC provides hydraulic fracturing and cementing
services to upstream oil and gas companies engaged in the
exploration and production of North American oil and natural gas
resources. Based in Tomball, Texas, BJ Services operates in every
major basin throughout U.S. and Canada. Visit
https://www.bjservices.com for more information.
BJ Services and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-33627)
on July 20, 2020. At the time of the filing, Debtors disclosed
assets of between $500 million and $1 billion and liabilities of
the same range. Judge Marvin Isgur oversees the cases.
Debtors have tapped Kirkland & Ellis, LLP, Kirkland & Ellis
International, LLP and Gray Reed & McGraw LLP as their legal
counsel, PJT Partners LP as investment banker, Ankura Consulting
Group, LLC as restructuring advisor, PricewaterhouseCoopers LLP as
tax consultant, and Donlin, Recano & Company, Inc. as claims agent.
Debtors have also tapped a number of professionals to assist in
the marketing and sale of their assets.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on July 28, 2020. The committee is represented by Squire
Patton Boggs (US), LLP.
BLACKRIDGE TECHNOLOGY: Wins Sept. 30 Plan Exclusivity Extension
---------------------------------------------------------------
At the behest of BlackRidge Technology International Inc., the
Honorable Bruce T. Beesley extended the period within which the
Debtor has the exclusive right to file a plan of reorganization to
September 30, 2020, and to obtain confirmation of the plan through
and including December 31, 2020.
The extension, the Debtors said, will help move their cases toward
a sensible resolution; give the Debtors a reasonable period of time
to develop an accurate, feasible, and effective plan to present to
the U.S. Bankruptcy Court for the District of Nevada and the
creditors; and allow them to continue with pending negotiations for
the sale of their assets.
The exclusivity period for BlackRidge Technology International was
slated to expire July 13, 2020; BlackRidge Holdings on July 31; and
BlackRidge Research on August 28.
The consolidated Debtors filed a motion of exclusivity extension on
July 13, 2020, asking the Court for additional 120 days to file a
plan from the current deadline of International to November 10,
2020, and a 180-day period to obtain confirmation of the plan, to
January 11, 2021.
About Blackridge Technology International
BlackRidge Technology International, Inc., develops, markets, and
supports a family of products that provide a next-generation
cybersecurity solution for protecting enterprise networks and cloud
services. Established in February 2017 and arising from a merger,
BlackRidge Technology International, Inc., a Nevada corporation, is
a publicly-traded company on the OTC bulletin board, with the
common stock trading near zero as recently as early March 2020.
International owns 100% of the issued and outstanding common stock
in BlackRidge Technology Holdings, Inc., a Delaware corporation.
BlackRidge Technology International filed a voluntary Chapter 11
petition (Bankr. D. Nev. Case No. 20-50314) on March 13, 2020. In
the petition signed by Robert J. Graham, president, the Debtor
estimated $10 million to $50 million in both assets and
liabilities. Judge Bruce T. Beesley oversees the case.
Stephen R. Harris, Esq., at Harris Law Practice LLC, is the
Debtor's legal counsel.
The Office of the U.S. Trustee for Region 17 appointed a committee
of unsecured creditors on April 29, 2020.
BlackRidge Technology International's case is jointly administered
with the cases of BlackRidge Holdings Inc. and BlackRidge Research
Inc.
BLUE PRAIRIE: Asks Court to Extend Plan Exclusivity Thru Oct. 30
----------------------------------------------------------------
Blue Prairie Brands, Inc., requests the U.S. Bankruptcy Court for
the District of Delaware to extend the exclusive periods during
which the Debtor may file a Chapter 11 plan and solicit acceptances
for the plan to October 30 and December 29, 2020, respectively.
Blue Prairie says the extension will afford the Debtor and all
other parties in interest an opportunity to fully develop the
grounds upon which a plan of liquidation can be based, to negotiate
with creditors and propose and confirm a consensual plan of
liquidation and to achieve objectives of a Chapter 11 plan without
the disruption that might be caused by the filing of competing
plans.
During the first few months of the Chapter 11 Case, the Debtor says
it was focused on various critical issues related to its Chapter 11
Case, including among other things, preparation of the schedules
and statement of financial affairs; negotiating
debtor-in-possession financing, completing the sale of the Debtor's
key asset: its intellectual property (the "IP Assets"); preparing
the Debtor's other assets, including its equipment, for sale via an
auction process, and preparing to vacate the Debtor's primary
facility.
Absent an extension, the Debtor's exclusive right to file a plan of
reorganization was slated to expire August 31, 2020. Its exclusive
right to solicit plan acceptances expires October 30.
The hearing to consider approval of the extension request is
scheduled for October 7 at 9:30 a.m. Eastern Time. Objections to
the extension request are due September 10 at 4:00 p.m. Eastern
Time.
About Blue Prairie Brands
Blue Prairie Brands, Inc. -- https://blueprairiebrands.com -- is a
privately held functional food company dedicated to discovering,
developing and bringing to market novel foods and ingredients that
benefit the health of consumers.
Blue Prairie Brands filed a Chapter 11 petition (Bankr. D. Del.
Case No. 19-12285) on Oct. 27, 2019. In the petition signed by
Thomas R. Burrows, authorized representative, the Debtor estimated
between $1 million and $10 million in both assets and liabilities.
Judge Brendan Linehan Shannon oversees the case. Goldstein &
Mcclintock LLP is the Debtor's legal counsel.
BOY SCOUTS OF AMERICA: Hires Quinn Emanuel as Special Counsel
-------------------------------------------------------------
Boy Scouts of America and Delaware BSA, LLC, and its
debtor-affiliates seek authority from the U.S. Bankruptcy Court for
the District of Delaware to employ Quinn Emanuel Urquhart &
Sullivan, LLP, as special litigation counsel to the Debtors.
On November 6, 2018, the Girl Scouts of the United States of
America filed a complaint in the United States District Court for
the Southern District of New York, Case No. 18-cv-10287, against
the Debtors, alleging trademark infringement, dilution and tortious
interference (the "Trademark Action"). The Debtors require Quinn
Emanuel to represent the Debtors in the Trademark Action.
Quinn Emanuel will be paid at these hourly rates:
Attorneys $535 to $1,317
Paraprofessionals $330 to $390
During the 90 days immediately preceding the Petition Date, Quinn
Emanuel received payments and retainers totaling $2,115,600.55.
Quinn Emanuel held a $750,000 retainer on February 18, 2020, and
applied the retainer against invoices.
Quinn Emanuel will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Patricia B. Tomasco, partner of Quinn Emanuel Urquhart & Sullivan,
LLP, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.
Quinn Emanuel can be reached at:
Patricia B. Tomasco, Esq.
QUINN EMANUEL URQUHART & SULLIVAN, LLP
711 Louisiana, Suite 500
Houston, TX 77002
Tel: (713) 221-7000
Fax: (713) 221-7100
About Boy Scouts of America
and Delaware BSA, LLC
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets at least $500 million in liabilities as of the
bankruptcy filing.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; and
Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
BRAHMAN RESOURCE: Hires Phoenix Capital as Financial Advisor
------------------------------------------------------------
Brahman Resource Partners, LLC and BRP Vista Grande, LLC seek
approval from the U.S. Bankruptcy Court for the Southern District
of Texas to hire Phoenix Capital Resources as their financial
advisor.
The firm will provide the following services:
a. review Debtors' existing weekly cash flow and borrowing
base budget with regard to the assumptions, implementation of
initiatives, impact of a Chapter 11 filing and the timing of
receipts and disbursements; provide input and suggestions if
warranted; and identify potential risk areas;
b. review Debtors' monthly financial statements;
c. review Debtors' monthly schedules and statements of
financial affairs;
d. review Debtors' initial operating report and monthly
operating reports;
e. provide testimony, if necessary;
f. advise Debtors regarding their fiduciary obligations;
g. assist and support management in assembling offering
materials related to asset sales inside the bankruptcy process,
interface with auction companies retained to market Debtors'
assets, and guide the sale process until it is completed;
h. develop, update and review with Debtors on an ongoing basis
a list of parties that might be interested in a transaction with
Debtors;
i. consult with and advise Debtors concerning transaction
opportunities that have been identified, assist Debtors in managing
the process involved with any structuring, valuation, negotiating
and closing of a transaction, and advise on strategic alternatives
that may be options for Debtors; and
j. provide other services related to Debtors' Chapter 11
cases.
The firm will be paid at hourly rates as follows:
Jim Fleet $650
Marc Sullivan $450
Bayard Hollingsworth $450
Senior Managing Directors $495 to $795
Senior Advisors $400 to $650
Managing Directors $405 to $625
Senior Directors $395 to $575
Directors $350 to $450
VP and Senior Associate $250 to $425
Analyst/Associate $150 to $325
Administrative Staff $75 to $250
Phoenix received from Debtors an initial deposit of $35,000 on July
15, and $50,000 on July 31.
Phoenix is as 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 E. Fleet
Phoenix Management Services
50 Congress Street, Suite 843
Boston, MA 02109
Phone: 617-600-3600
Mobile: (401) 742-7553
About Brahman Resource Partners
Brahman Resource Partners, LLC is a private oil and gas
exploration, production, and development company focused in the
U.S. North American basins.
Brahman Resource Partners and its affiliate, BRP Vista Grande, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 20-33697) on July 26, 2020. Clay R.
Border, president and chief executive officer, signed the
petitions.
At the time of the filing, each Debtor had estimated assets of
between $1 million and $10 million and liabilities of between $10
million and $50 million.
Judge David R. Jones oversees the cases.
Okin Adams, LLP and Phoenix Capital Resources serve as Debtors'
legal counsel and financial advisor, respectively.
BROOKS BROTHERS: Authentic Brands & Simon Complete Acquisition
--------------------------------------------------------------
Fibre2Fashion News reports that global brand owner, marketing and
entertainment company Authentic Brands Group (ABG) and retail
enterprise SPARC Group recently announced the acquisition of Brooks
Brothers is complete. SPARC, the dedicated operating firm for
ABG-owned brands, assumes the role of core licensee for Brooks
Brothers. SPARC will manage all Brooks Brothers operations,
including retail, wholesale and e-commerce.
"We are thrilled to bring this world-class brand into the fold,"
said Jamie Salter, founder-chairman and chief executive officer of
ABG, in a press release.
"Brooks Brothers comes at an important time in ABG's development as
we are placing a significant emphasis on growing our retail and
e-commerce footprint. We see a great opportunity to strategically
expand this powerhouse brand across the globe," he added.
ABG has purchased the intellectual property and will oversee all
licensing partnerships, new business and brand development. Brand
marketing, which will focus on adapting Brooks Brothers for a new
generation through enhanced creative, engaging with and growing its
following online and launching a fresh slate of collaborations,
will be shared by ABG and SPARC.
About Brooks Brothers Group Inc.
Brooks Brothers Group, Inc. -- https://www.brooksbrothers.com/ --
is a clothing retailer with over 1,400 locations in over 45
countries. While famous for its clothing offerings and related
retail services, Brooks Brothers is known as a lifestyle brand for
men, women, and children, which markets and sells footwear,
eyewear, bags, jewelry, watches, sports articles, games, personal
care items, tableware, fragrances, bedding, linens, food items,
beverages and more.
Brooks Brothers Group and 12 of its subsidiaries filed for Chapter
11 protection (Bankr. D. Del. Lead Case No. 20-11785) on July 8,
2020. The petitions were signed by Stephen Marotta, chief
restructuring officer.
The Debtors were estimated to have assets and liabilities of $500
million to $1 billion.
Hon. Christopher Sontchi presides over the cases.
The Debtors tapped Richards, Layton & Finger, P.A. and Weil,
Gotshal & Manges LLP as legal counsel; PJ Solomon, L.P., acts as
investment banker; Ankura Consulting Group LLC as financial
advisor; and Prime Clerk LLC as claims and noticing agent.
BROOKS BROTHERS: Seeks to Hire KPMG LLP as Tax Consultant
---------------------------------------------------------
Brooks Brothers Group, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ KPMG LLP to provide tax consulting and tax
compliance services to the Committee.
Services KPMG will perform are:
I. Tax Restructuring Services
Pursuant to the Tax Restructuring SOW, KPMG will provide
analysis as to the federal, state, and local tax implications of
the Debtors' Restructuring (Tax Restructuring Services) to the
Debtors, including, but not limited, to the following:
a. analysis of any Internal Revenue Code (IRC) Section 382
issues, including a sensitivity analysis to reflect the Section 382
impact of the proposed and/or hypothetical equity transactions
pursuant to the restructuring;
b. analysis of "net unrealized built-in gains and losses" and
Internal Revenue Service Notice 2003-65 as applied to the ownership
change, if any, resulting from or in connection with the
restructuring;
c. analysis of tax attributes including net operating losses,
tax basis in assets, and tax basis in stock of subsidiaries;
d. analysis of cancellation of debt ("COD") income, the
application of IRC Section 108 relating to the restructuring of
non-intercompany debt and the completed capitalization/settlement
of intercompany debt;
e. analysis of the tax implications of any internal
reorganizations and proposal of restructuring alternatives;
f. cash tax modeling;
g. analysis of the tax implications of any dispositions of
assets;
h. analysis of potential bad debt and worthless stock
deductions;
i. analysis of any proof of claims from tax authorities; and
j. analysis of the tax treatment of transaction/restructuring
related costs.
II. Valuation Services
Pursuant to the Valuation Addenda, KPMG will estimate the fair
market value ("FMV") of various non-debtor legal entities which are
wholly owned-subsidiaries of certain of the Debtors, as of July 31,
2020, for tax restructuring purposes under Internal Revenue Code
("IRC") Section 368. KPMG will provide Valuation Services in
relation to the following entities:
a. Brooks Brothers Austria GmbH;
b. Brooks Brothers India Private Limited;
c. Brooks Brothers Greater China Limited (Hong Kong);
d. Brooks Brothers (Shanghai) Commercial Co. Ltd.;
e. Brooks Brothers Hong Kong Limited; and
f. Brooks Brothers Macau Limited.
Additionally, pursuant to the Valuation Addenda, KPMG will estimate
the FMV of certain real property assets of the Debtors for real
estate transfer tax filing purposes. The real property assets KPMG
will provide Valuation Services for include, but are not limited,
to the following:
a. owned land, buildings, and building improvements;
b. owned leasehold improvements; and
c. leasehold interest intangible assets embedded within real
property or operating leases.
III. Tax Compliance Services
Pursuant to the Tax Compliance and Consulting Engagement
Letter, the tax compliance services (the "Tax Compliance Services")
KPMG will provide to the Debtors includes, but is not limited, to
the following:
a. preparation of federal, state, and local income tax
returns and supporting schedules for the 2019 tax year;
b. preparation of tax returns for any state or local
jurisdictions and additional legal entities not identified in the
engagement letter and approved in writing by the Debtors;
c. determination of quarterly estimated tax payments for the
2020 fiscal year;
d. preparation of Form 8975, Country-by-Country Report,
including all related schedules and statements, and include for
filing with the federal income tax return;
e. preparation of an analysis reconciling data in the
Country-by-Country Report to related informational returns (Form
5471s, Form 8865, Form 8858, etc.);
f. if necessary, automatically file (either electronically or
by paper) the extensions for which there are no tax payments due;
g. provide additional tax services as needed to assist the
Debtors in determining the proper tax treatment of certain matters
to be reported on the tax returns KPMG has been engaged to prepare
under this engagement, including but not limited to: (i) material
one-off transactions undertaken by the Debtors, (ii) complex tax
issues or changes in tax law and/or regulations (including
consulting services relating to the Tax Cuts and Jobs Act and the
CARES Act not otherwise covered by this engagement letter), (iii)
specialized tax elections and accounting method changes, or (iv)
significant changes to the Debtors' organizational or legal
structure;
h. provide preliminary engagement planning activities related
to the tax returns specified above for the immediately succeeding
tax year.
IV. Tax Consulting Services
Pursuant to the Tax Compliance and Consulting Engagement
Letter, the tax consulting services (Tax Consulting Services) KPMG
will provide to Debtors includes, but is not limited to, general
tax consulting.
In addition to the foregoing, KPMG will provide such other
consulting, advice, research, planning, and analysis regarding tax
consulting and tax compliance services as may be necessary,
desirable or requested from time to time.
KPMG LLP will be paid at these hourly rates:
Tax Restructuring Services Discounted Rate
Partners/Principals/
Managing Directors $765 - $985
Senior Managers $690 - $750
Managers $650 - $730
Senior Associates $470 - $640
Associates $350 - $380
Para-Professionals $200 - $295
Valuation Services Discounted Rate
Partner/Principal $870
Managing Director $840
Senior Manager $745
Manager $645
Senior Associate $530
Associate $320
Tax Compliance Services Discounted Rate
Partners/Principals/
Managing Directors $620 - $790
Senior Managers $510 - $600
Managers $440 - $430
Senior Associates $320 - $430
Staff $240 - $260
If KPMG uses the services of a KPMG International member firm, that
member firm will charge KPMG at 80 percent of its normal and
customary rates, which cost KPMG will include in its fee
application.
Tax Consulting Services Domestic Discounted Rate
Partners/Principals/
Managing Directors $868 - $1,106
Senior Managers $714 - 840
Managers $616 - $728
Senior Associates $448 - $602
Staff $336 - $364
If KPMG uses the services of a KPMG International member firm, that
member firm will charge KPMG at 80 percent of its normal and
customary rates, which cost KPMG will include in its fee
application.
The hourly rates for Out-of-Scope Services to be rendered to KPMG
are:
Out-of-Scope Services Discounted Rate
Partners/Principals/
Managing Directors $868 - $1,106
Senior Managers $714 - $840
Managers $616 - $728
Senior Associates $448 - $602
Staff $336 - $364
General tax compliance services Discounted Rate
Partners/Principals/
Managing Directors $600
Senior Managers $540
Managers $420
Senior Associates $310
Staff $230
The hourly discounted rates for tax consulting services to be
rendered under the Tax Retainer
Engagement Letter are as follows:
General tax Discounted Specialty Practice
consulting services rate Consulting Rate
Partners/Principals/
Managing Directors $840 $910
Senior Managers $760 $800
Managers $590 $660
Senior Associates $430 $530
Staff $320 $340
KPMG LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Howard Steinberg, a partner of KPMG LLP, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
KPMG LLP can be reached at:
Howard Steinberg
KPMG LLP
560 Lexington Ave.
New York, NY 10022
Tel: (212) 758-9700
About Brooks Brothers Group
Brooks Brothers -- https://www.brooksbrothers.com/ -- is a clothing
retailer with over 1,400 locations in over 45 countries. While
famous for its clothing offerings and related retail services,
Brooks Brothers is known as a lifestyle brand for men, women, and
children, which markets and sells footwear, eyewear, bags, jewelry,
watches, sports articles, games, personal care items, tableware,
fragrances, bedding, linens, food items, beverages, and more.
Brooks Brothers Group, Inc. is the Debtors' ultimate corporate
parent, which directly or indirectly owns each of the other Debtor
entities.
Brooks Brothers Group, Inc. and 12 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del., Lead Case No. 20-11785) on
July 8, 2020. The petitions were signed by Stephen Marotta, chief
restructuring officer.
The Debtors were estimated to have assets and liabilities to total
$500 million to $1 billion.
The Hon. Christopher Sontchi presides over the cases.
Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP
serve as counsel to the Debtors. PJ Solomon, L.P acts as investment
banker; Ankura Consulting Group LLC as financial advisor; and Prime
Clerk LLC as claims and noticing agent.
On July 21, 2020 the Office of the United States Trustee appointed
the Committee pursuant to section 1102 of the Bankruptcy Code. On
July 24, 2020 and July 27, 2020 respectively, the Committee
selected Akin Gump Strauss Hauer & Feld LLP and Troutman Pepper
Hamilton Sanders LLP as its counsel, and on July 27, 2020, the
Committee selected FTI Consulting, Inc. as its financial advisor.
BRUIN E&P: Seeks to Hire Beck Redden as Special Litigation Counsel
------------------------------------------------------------------
Bruin E&P Partners, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Beck Redden, LLP, a Houston-based law firm.
Beck Redden will serve as special litigation counsel for Bruin E&P
Partners' affiliate, Bruin E&P Operating LLC, which needs the
firm's legal assistance to prosecute its claims against Baker
Hughes Oilfield E&P Operating, LLC and two other companies. The
claims stemmed from Bruin E&P Operating's oilfield operations in
North Dakota.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $475 to $950
Associates $385 to $530
Of Counsel $410 to $685
Paralegals $240 to $290
The firm's services will be provided mainly by Alex Roberts, Esq.,
who will be paid at the rate of $550 per hour.
Mr. Roberts, Esq., a partner at Beck Redden, disclosed in court
filings that his firm is a "disinterested person" as such term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Alex B. Roberts, Esq.
Beck Redden LLP
1221 McKinney St., Suite 4500
Houston, TX 77010
Tel: (713) 951-3700
Fax: (713) 951-3720
About Bruin E&P Partners
Bruin E&P Partners, LLC and its affiliates are a privately owned
exploration and production enterprise focused on the acquisition
and development of onshore oil and natural gas producing
properties. Headquartered in Houston, Texas, and with offices in
Colorado and North Dakota, Debtors have approximately 134
employees. For more information visit http://bruinep.com
Bruin E&P Partners and its affiliates concurrently filed voluntary
Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 20-33605) on
July 16, 2020. Bruin E&P CEO Matthew B. Steele signed the
petitions. At the time of the filing, Bruin E&P disclosed
estimated assets of $1 billion to $10 billion and estimated
liabilities of the same range.
Judge Marvin Isgur oversees the cases.
Debtors have tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as legal counsel, Jackson Walker LLP as local
counsel, PJT Partners LP as financial advisor and investment
banker, AlixPartners LLP as financial and restructuring advisor,
Beck Redden LLP as special litigation counsel, and Omni Agent
Solutions as claims and noticing agent.
CALIFORNIA RESOURCES: Creditors to Get Ownership in Plan
--------------------------------------------------------
California Resources Corporation ("CRC"), and its debtor affiliates
filed with the U.S. Bankruptcy Court for the Southern District of
Texas, Houston Division, a joint plan of reorganization dated July
24, 2020.
The Plan will serve as a motion by the Debtors seeking entry of a
Bankruptcy Court order deeming the substantive consolidation of the
Debtors' Estates into a single Estate for certain limited purposes
related to the Plan, including voting, Confirmation and
distribution. As a result of the deemed substantive consolidation
of the Estates, each Class of Claims and Interests will be treated
as against a single consolidated Estate without regard to the
separate legal existence of the Debtors. The Plan will not result
in the merger or otherwise affect the separate legal existence of
each Debtor, other than with respect to voting and distribution
rights under the Plan.
Class 4 - 2017 Term Loan Secured Claims in the aggregate of $537
million will receive 83.6 percent of the total new common stock,
subject, to dilution, and 100% of the Tranche A remaining
subscription rights.
Class 5 - Unsecured Debt Claims, comprised of 2017 Term Loan
Deficiency Claims of $794 million, 2016 Term Loan Claims, and
Second Lien Notes, will receive 16.4% of the total New Common Stock
subject to dilution, and 100% of the Tranche B Remaining
Subscription Rights.
Class 6 - General Unsecured Claims are unimpaired. Each Holder of
an Allowed General Unsecured Claim shall receive one cash in the
amount of its Allowed General Unsecured Claim.
Class 7 - Interests in CRC will be cancelled and shall be of no
further force and effect, whether surrendered for cancellation or
otherwise.
Any Cash payments or distributions required to be made hereunder
shall be obtained from existing Cash of the Debtors, including Cash
from business operations, and Cash from the New Exit Facilities and
the Rights Offerings.
The shares of New Common Stock issued in connection with the Plan,
including in connection with the consummation of the Rights
Offering, the Backstop Commitment Agreement, the Eligible Stock,
the Exit Premium, and options or other equity awards issued
pursuant to the MIP, shall be authorized without the need for
further corporate action or without any further action by any
Person, and once issued, shall be duly authorized, validly issued,
fully paid and non-assessable.
A full-text copy of the Joint Plan of Reorganization dated July 24,
2020, is available at https://tinyurl.com/yxeb4xro from
PacerMonitor.com at no charge.
Proposed Co-Counsel to the Debtors:
VINSON & ELKINS LLP
Harry A. Perrin
Paul E. Heath
Matthew W. Moran
1001 Fannin Street, Suite 2500
Houston, TX 77002-6760
Telephone: (713) 758-2222
Facsimile: (713) 758-2346
E-mail: hperrin@velaw.com
pheath@velaw.com
mmoran@velaw.com
- and -
SULLIVAN & CROMWELL LLP
Andrew G. Dietderich
James L. Bromley
Alexa J. Kranzley
125 Broad Street
New York, NY 10004
Telephone: (212) 558-4000
Facsimile: (212) 558-3588
E-mail: dietdericha@sullcrom.com
bromleyj@sullcrom.com
kranzleya@sullcrom.com
About California Resources
California Resources Corporation -- http://www.crc.com/-- is an
oil and natural gas exploration and production company
headquartered in Los Angeles, California. CRC operates its
resource base exclusively within the State of California, applying
complementary and integrated infrastructure to gather, process and
market its production.
California Resources reported a net loss attributable to common
stock of $28 million for the year ended Dec. 31, 2019, compared to
net income attributable to common stock of $328 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$4.97 billion in total assets, $543 million in total current
liabilities, $4.86 billion in long-term debt, $135 million in
deferred gain and issuance costs, $715 million in other long-term
liabilities, $816 million in mezzanine equity, and a total deficit
of $2.09 billion.
CAPITAL TRUCK: Sept. 29 Auction of All Assets Set
-------------------------------------------------
Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida authorized the bidding procedures proposed by
Capital Truck, Inc. in connection with the auction sale of all of
its assets, including its fixed assets, inventory, sales and
servicing agreements, its "Blue Sky" rights to the dealership and
other intangible assets.
A hearing on the Motion was held on Aug. 25, 2020.
The form and manner of notice of the Bidding Procedures and the
sale, as well as the form of the Asset Purchase Agreement, as filed
on Aug. 24, 2020, are approved.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Sept. 23, 2020. Mack Trucks will have the
right of first refusal with respect to any bids.
b. Initial Bid: To be determined by Mack
c. Deposit: $50,000
d. Auction: An auction will take place on Sept. 29, 2020,
unless other relief is sought prior to such date to sell the
Debtor's assets.
e. Bid Increments: $50,000
f. The Closing will occur within seven days after the entry of
the Court order approving the sale or such earlier date as the
parties may agree.
The Debtor will ask approval of the Court at the Sale Approval
Hearing to assume and assign to the Prevailing Bidder the Dealer
Agreements, as well as any executory contract or unexpired lease
identified in the APA or Proposed APA.
The Debtor will serve a copy of the Procedures Notice as modified
pursuant to the amended deadlines and dates contained in the Order
within three business days following the entry of the Bid
Procedures Order upon the Notice Parties.
The stays provided for in Bankruptcy Rules 6004(h) and 6006(d) are
waived and the Order will be effective immediately upon its entry.
About Capital Truck
Capital Truck, Inc., based in Tallahassee, FL, filed a Chapter 11
petition (Bankr. N.D. Fla. Case No. 20-40287) on July 14, 2020. In
the petition signed by Mark Thomas, president, the Debtor was
estimated to have $1 million to $10 million in both assets and
liabilities. BRUNER WRIGHT, P.A., serves as bankruptcy counsel to
the Debtor.
CARBONYX INC: Unsecureds to Recover 10.63% under Creditors' Plan
----------------------------------------------------------------
Creditors Frank Rango, Bhavna Patel, River Partners 2012-CBX LLC,
C6 Ardmore Ventures, LLC, Ingo Wagner, and Harmir Realty Co. LP
(collectively, the "Proponents") filed a Combined Chapter 11 Plan
of Reorganization and Disclosure Statement for the resolution of
all Claims against and interests of debtor Carbonyx, Inc. and its
Estate.
The Proponents believe that the Combined Plan and Disclosure
Statement will accomplish the objectives of chapter 11 and allow
for a successful restructuring and continuation of the Debtor as a
going concern. Additionally, the Proponents believe that the
Combined Plan and Disclosure Statement presents the most
advantageous economic outcome for all the Debtor's Creditors and,
therefore, confirmation of the Combined Plan and Disclosure
Statement is in the best interests of the Creditors and the Debtor.
The Proponents represent 96.43% of the General Unsecured Claims
and will vote to accept the Combined Plan and Disclosure Statement
and recommend that all Creditors vote to accept the Combined Plan
and Disclosure Statement.
Class 3 General Unsecured Claims are projected to recover 10.63
percent. The Proponents estimate that the aggregate amount of
Allowed General Unsecured Claims will not exceed $35,518,994 based
on the Debtor's Schedules and Claims asserted against the Estate.
Each General Unsecured Claim, to the extent Allowed, shall receive
its pro rata distribution in direct proportion to its respective
General Unsecured Claim, its participation in each of the (i)
Senior Secured Notes, (ii) the Subordinated Notes, and (iii) the
Warrants.
Class 4 Existing Equity Interests will be canceled, released, and
expunged and shall be of no further value, force and effect.
Holders of Allowed existing Equity Interests shall receive no
distribution.
The Combined Plan and Disclosure Statement contemplates the
establishment of the Plan Reserve, to be set up as an escrow
account by Akerman LLP, which shall contain funds sufficient in
amount to satisfy the Administrative Expense Claims, Professional
Fee Claims, Administrative Tax Claims, Secured Claim, and Other
Priority Claims. The Plan Reserve shall also contain an additional
$100,000.00 to restructure and continue the operations of the
Reorganized Debtor. The Plan Reserve will be funded by (i) the
exchange of $570,809.10 of Frank Rango's General Unsecured Claim
for 50% of the Post Reorganization Equity, and (ii) the purchase of
50% of the Post Reorganization Voting Equity for $50,000 and the
purchase of at least $50,000.00 of Senior Secured Notes II by Ingo
Wagner, Esq. or an entity controlled by him.
The Combined Plan and Disclosure Statement assumes that the
Proponents will be able to successfully restructure and continue
the operations of the Debtor as a going concern and, absent this
outcome, further provides a mechanism for the Debtor to liquidate
assets it owns and to pursue any and all claims the Debtor may
have, including but not limited to the recovery of any assets that
may have been fraudulently transferred. It is of highest priority
to restructure and continue the Debtor's operations as soon as
possible in order to preserve the value of the Debtor's business.
The Proponents believe that in case of a continued going concern of
the Debtor, recoveries will be sufficient to provide for payment of
the Class 1, Class 2 and Class 3 Creditors in accordance with this
Combined Plan and Disclosure Statement.
A full-text copy of the Combined Plan and Disclosure Statement
dated July 24, 2020, is available at https://tinyurl.com/y4zssp9w
from PacerMonitor.com at no charge.
Counsel for the Proponents:
David W. Parham, Esq.
Yelena Archiyan, Esq.
AKERMAN LLP
2001 Ross Avenue, Suite 3600
Dallas, TX 75201
Telephone: (214) 720-4300
Facsimile: (214) 981-9339
About Carbonyx Inc.
Carbonyx, Inc., based in Plano, TX, filed a Chapter 11 petition
(Bankr. E.D. Tex. Case No. 20-40494) on Feb. 18, 2020. In the
petition signed by Hasmukh Patel, authorized agent, the Debtor was
estimated to have up to $50,000 in assets and $10 million to $50
million in liabilities. Eric A. Liepins, Esq., at partner of Eric
A. Liepins, P.C., serves as bankruptcy counsel to the Debtor.
CDK GLOBAL: Moody's Affirms Ba1 CFR, Outlook Stable
---------------------------------------------------
Moody's Investors Service affirmed CDK Global, Inc.'s Ba1 corporate
family rating, Ba1-PD probability of default rating and Ba1 senior
unsecured rating. The Speculative Grade Liquidity rating was
downgraded to SGL-2 from SGL-1. The ratings outlook is stable.
Financial leverage has been elevated since the 2018 acquisition of
ELEAD. The ratings affirmation reflects the expectation that CDK
will continue to allocate free cash flow to pay down debt until the
company returns to its target leverage range. Ratings could be
lowered if leverage remains elevated and management pursues more
aggressive financial policies. The SGL downgrade reflects lower
cash balances, compared to historical levels, and the upcoming $300
million term loan(unrated) maturity in August 2021.
Affirmations:
Issuer: CDK Global, Inc.
Corporate Family Rating, Affirmed Ba1
Probability of Default Rating, Affirmed Ba1-PD
Senior Unsecured Shelf, Affirmed (P)Ba1
Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD4) from
(LGD3)
Downgrades:
Issuer: CDK Global, Inc.
Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1
Outlook Actions:
Issuer: CDK Global, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
CDK's Ba1 corporate family rating is supported by its leading
market position as a provider of technology and services to the
automotive retail dealer community, with roughly 40-45% share of
the dealer management systems ("DMS") market in North America. A
stable revenue base with a high percentage of recurring software
subscriptions, strong EBITDA margins in the 35-40% range and
consistent annual free cash flow generation also provide credit
support despite a cyclical end market that has been impacted by the
COVID-19 downturn. We anticipate CDK will seek growth by expanding
the company's solutions beyond the mature DMS business in North
America. In April 2020, CDK completed the divestiture of its
digital advertising business, which had been a drag on growth and
margins. The new strategic direction seeks to complement core DMS
growth by increasing investments in digital channels, layered
applications, cloud-based systems (Drive Flex), connectivity
(Fortellis), analytic solutions and other opportunities that could
lead to mid-single-digit or above long-term growth rates.
With roughly $2 billion in annual revenue, CDK's scale is small
compared to other peers in the Ba1 rating category. Leverage has
been over historical levels due to divestitures and the incremental
debt to finance the 2018 ELEAD acquisition, but debt repayments and
revenue growth have supported deleveraging. As of June 2020,
Moody's adjusted leverage was 4.0x, which is still high but closer
to long-term expectations for the rating. The company has announced
it will not pursue material share repurchases in FY2021. The
expectation that CDK will continue to allocate free cash flow to
pay down debt in FY2021 supports the credit. Per the company's
definition, leverage as of June 2020 was 3.3x, which is still over
management's 2.5-3.0x target. Moody's adjusted debt/EBITDA (net of
capitalized software) is expected to trend towards 3.5x over the
next 12 months, driven by debt reduction. After a remarkable
profitability boost following the 2014 spin-off from ADP, we expect
growth investments will limit additional deleveraging from margin
growth.
The rapid and wide spread of the coronavirus pandemic and weak
global economic outlook are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Moody's regards
the coronavirus pandemic as a social risk under our ESG framework,
given the substantial implications for public health and safety.
CDK faces challenges from COVID-19-related social distancing
restrictions and the overall recessionary environment. To
strengthen liquidity, CDK's clients will delay investments in DMS
systems and other technology services, which will reduce demand for
CDK's offerings in the near term. CDK also faces operational
constraints as social distancing measures delay on-site
implementations. In addition, volume-based transactional revenue
(roughly 8% of total revenue) will continue to be impacted by lower
dealer activity.
CDK's SGL-2 speculative grade liquidity rating reflects the
company's good liquidity position, supported by cash balances of
$216 million as of June 2020 and expected steady annual free cash
flow of more than $250 million (Moody's adjusted, net of dividends)
in fiscal year 2021. Although approximately 80% of the cash balance
is held internationally, we believe more than half of the non-US
cash balances could be repatriated with the remaining amount needed
to support daily operations outside the US. The company's liquidity
is supplemented by a $750 million revolving credit facility
(unrated) maturing in 2023. We expect CDK will maintain a solid
headroom relative to its Credit Agreement maintenance covenants,
including a maximum 4.75x Indebtedness to EBITDA (stepping down to
4.25x and 3.75x after March 2021 and September 2021, respectively)
and minimum 3.0x EBITDA to Interest Expense. We expect CDK will be
able to address its $300 million term loan (unrated) due August
2021 with cash on hand, internal free cash flow generation and
revolver capacity.
Instrument ratings for the senior unsecured notes (Ba1, LGD4) are
in line with the Ba1 corporate family rating, reflecting their pari
passu ranking with the senior unsecured credit facilities
(unrated). Ratings also reflect the overall Ba1-PD probability of
default and the expectation for an average family recovery in a
default scenario. Instrument ratings could change if the credit
facilities become secured. The credit facilities would become
secured in the event leverage (per the Credit Agreement definition)
exceeds 4.25x or the company's ratings are downgraded by one notch
or more.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects the expectation that revenue will grow
in the low single-digit percentage range over the next 12 months,
pressured by the COVID-19 downturn. EBITDA margins are expected to
decline slightly towards the 34-36% range, as management invests in
long-term growth initiatives. Leverage is expected to trend down
towards 3.5x, driven by debt repayments (all metrics Moody's
adjusted). The outlook assumes that CDK will not pursue material
share repurchases over the next 12 months and will prioritize debt
repayments as a use of free cash flow, in order to manage leverage
back to the 2.5-3.0x target range (per the company's definition).
Ratings could be pressured if leverage is sustained at current
levels.
CDK's ratings could be upgraded if the company is able to increase
its long-term growth rate, leading to additional scale over time
while sustaining strong profitability and free cash flow
generation. An upgrade would also require a return to highly
conservative financial policies over an extended period, such that
debt/EBITDA leverage remains under 2.5x (Moody's adjusted).
Ratings could be downgraded if CDK pursues more aggressive
financial policies, such that Moody's adjusted debt to EBITDA is
sustained around 4.0x or above. Additionally, any meaningful market
share losses or reversal of profitability gains, such that EBITDA
margin falls back towards 30% (Moody's adjusted), or significant
deterioration in the company's free cash flow generation or
liquidity, could lead to lower ratings.
CDK Global, Inc., headquartered in Hoffman Estates, IL, is a global
provider of technology services to the automotive retail and
adjacent industries. The company provides automotive software
solutions to dealers in over 100 countries, serving roughly 30,000
retail locations and most automotive manufacturers. We expect CDK
will generate revenues of roughly $2 billion over the next 12
months.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
CINEMEX USA: Oct. 1 Auction of Substantially All Assets Set
-----------------------------------------------------------
Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida has entered a corrected order
authorizing the bidding procedures proposed by Cinemex USA Real
Estate Holdings, Inc. and its affiliates in connection with the
auction sale of substantially or all of their assets.
A hearing on the Motion was held on Aug. 29, 2020, at 9:30 a.m.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Sept. 30, 2020 at 5:00 p.m. (ET)
b. Initial Bid: The initial Overbid, if any, will provide for
total consideration (consisting of cash, cures and capital
expenditure commitments under any assumed lease) to the Debtors of
an aggregate value that exceeds the value of the consideration
under the Starting Bid by an incremental amount that is not less
than the sum of (i) 1% of the total consideration, plus (ii) in the
event that the Debtors have entered into a Stalking Horse Agreement
with respect to the Assets to which the Overbid relates, the
aggregate amount of Bid Protections if any (including, for the
avoidance of doubt, any break-up fees and/or expense
reimbursements) under such Stalking Horse Agreement, and each
successive Overbid will exceed the then-existing Overbid by an
incremental amount that is not less than the Minimum Overbid
Increment. Additional consideration in excess of the amount set
forth in the respective Starting Bid may include (a) cash and/or
non-cash consideration.
c. Deposit: 10% of the purchase price contained in the
Modified PSA
d. Auction: If two or more Qualified Bids for the same Assets
are received by the Bid Deadline, the Debtors will conduct the
Auction virtually with respect to such Assets on Oct. 1, 2020 at
1:30 p.m. (ET). If fewer than two Qualified Bids are received by
the Bid Deadline with respect to any portion of the Assets, the
Debtors will not conduct the Auction with respect to such Assets.
If only one Qualified Bid is received with respect to all or a
portion of the Assets, the Debtors may designate such Qualified Bid
as the Successful Bid(s).
e. Bid Increments: 1% of the total consideration
f. Sale Hearing: Oct. 14, 2020 at 10:00 a.m. (ET)
g. Sale Objection Deadline: Oct. 9, 2020
The Debtors are authorized to enter into a Stalking Horse
Agreement, which may, with the consent of the Committee, provide
for payment of break-up fees of up to 3% of the purchase price
and/or expense reimbursements of up to 1.5% of the purchase price,
as set forth in
the Bidding Procedures, subject to entry of an order approving the
selection of the Stalking Horse Bidder and any applicable Bid
Protections as provided. No bid protections will be provided if
the Stalking Horse Bidder is an insider or affiliate of the
Debtors, absent Court approval upon notice and hearing.
In the event that the Debtors, in accordance with the Bidding
Procedures, select one or more parties to serve as a Stalking Horse
Bidder, upon such selection, the Debtors will file with the Court
and provide, to all interested parties five business days' notice
of and an opportunity to object to the designation of such Stalking
Horse Bidder and the Bid Protections set forth in the Stalking
Horse Agreement and absent objection, the Debtors may submit an
order to the Court under certification of counsel approving the
selection of such Stalking Horse Bidder and the Bid Protections.
The form of Sale Notice is approved. Within three business days
after the entry of the Order, the Debtors will serve the Sale
Notice and the Order, including the Bidding Procedures, upon the
Notice Parties.
The form of Post-Auction Notice is approved. Within one day after
the conclusion of the Auction, if any, the Debtors will (a) file
the Post-Auction Notice identifying any Successful Bidder(s) on the
Court's docket, (b) to the extent that any non-Debtor party to an
executory contract or unexpired lease that is proposed to be
assumed and assigned to the Successful Bidder(s) has not filed a
notice of appearance on the docket in these chapter 11 cases, serve
the Post-Auction Notice on such parties, and (c) provide to all
counter-parties to the Designated Contracts who have executed a
Lessor NDA, the Adequate Assurance Information4 for the Successful
Bidder and Backup Bidder.
The Assumption and Assignment Procedures are approved to the extent
not modified by the Order or the Assumption Notice. The Assumption
Notice is approved. On Sept. 11, 2020, the Debtors will (a) file
with the Court the Assumption Notice and Designated Contracts List,
and (b) provide to all counter-parties to the Designated Contracts
who have executed a Lessor NDA, the Adequate Assurance Information
for the Stalking Horse Bidder. The Contract Objection Deadline is
Sept. 28, 2020.
Notwithstanding Bankruptcy Rules 6004(h), 6006(d), 7062, 9014, or
otherwise, the Court, for good cause shown, orders that the terms
and conditions of the Order will be immediately effective and
enforceable upon its entry.
A copy of the Bidding Procedures and the Notices is available at
https://tinyurl.com/y6aj5wy7 from PacerMonitor.com free of charge.
About Cinemex
Cinemex USA Real Estate Holdings Inc. and Cinemex Holdings USA,
Inc., a company that operates a movie theater chain, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Case Nos. 20-14695 and 20-14696) on April 25, 2020. On April
26, 2020, CB Theater Experience, LLC filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 20-14699). The cases are jointly
administered under Case No. 20-14695.
At the time of the filing, Debtors each disclosed assets of
between
$100 million and $500 million and liabilities of the same range.
The Debtors tapped Quinn Emanuel Urquhart & Sullivan, LLP and Bast
Amron, LLP as bankruptcy counsel; Province, Inc. as financial
advisor; and Omni Agent Solutions as noticing, balloting and
administrative agent.
The U.S. Trustee for Region 21 appointed a committee of unsecured
creditors. The committee is represented by Pachulski Stang Ziehl
&
Jones, LLP and Berger Singerman, LLP.
COLUMBIA NUTRITIONAL: Unsecured Creditors Have 2 Options in Plan
----------------------------------------------------------------
Debtor Columbia Nutritional, LLC, a Washington limited liability
company, filed a Disclosure Statement describing its First Amended
Plan of Reorganization dated July 24, 2020.
Classes 3, 4, 5: Machinery & Equipment Finance Claims consists of
Regents Capital's, Bryn Mawr Equipment Finance's, Sumitomo's, and
CIT Bank's (collectively, the "Equipment Finance Creditors") claims
for installment sale contracts for specific items of machinery &
equipment. These contracts are not in default and have been cured
since the petition date. The orderly liquidation value of these
claims is $147,000 in the aggregate. The Equipment Finance
Creditors will each be entitled to an allowed secured claim equal
to the replacement value of the machinery & equipment securing the
claim as agreed by the Reorganized Debtor and the respective
Equipment Finance Creditor, or, if agreement cannot be reached, as
determined by the Court. The claims will be amortized and paid in
monthly payments over a term of 60 months from the Effective Date,
with interest at the rate of 7.00% per annum.
Class 8 consists of non-priority unsecured claims such as trade
debt and other unsecured claims that are not otherwise classified
in the Plan. It also includes the unsecured deficiency claims of
CSB and any other secured creditors. Based on the Debtor's
schedules and proofs of claim filed in the case, it appears there
are approximately $7,850,000 in undisputed claims in this class.
Upon the addition of CSB's, Bruce Rhine's, and the Equipment
Finance Creditors' unsecured deficiency claims, this class could
total as much as $11,500,000.
Holders of Allowed General Unsecured Claims will be entitled to
elect on the ballot for acceptance or rejection of the Plan, one of
these options:
* Option One. The Reorganized Debtor will pay to the holders of
Allowed General Unsecured Claims electing Option One 20 percent of
the Allowed amount of such claims plus interest at 2.5% per annum.
* Option Two. The Reorganized Debtor will pay to the holders of
Allowed General Unsecured Claims electing Option Two 10 percent of
the allowed amount of such claims plus interest at 2.5% per annum
plus up to 25 percent of the Allowed amount of such claims, to be
paid in annual installments from 30% of the Reorganized Debtor's
Net Profits accrued after Columbia State Bank has been paid in full
for Portion B of its Class 2 Claim.
Once Columbia State Bank's Portion B claim has been paid in full,
Net Profits payments to Class 8 creditors electing Option Two will
begin to accrue and will become due and payable out of 30% of the
Reorganized Debtor's annual Net Profits. Such payments from Net
Profits will be made annually on or before May 1 of the year
following the year in which the Net Profits are accrued. If the
full 25% of the allowed amount of the Class 8 Claims electing
Option Two has not been paid out of Net Profits once the final
payment due from the 2025 Net Profits has been made, no further
payments from Net Profits will be owed to Class 8 creditors
electing Option Two.
A full-text copy of the First Amended Plan dated July 24, 2020, is
available at https://tinyurl.com/yyzyktoj from PacerMonitor.com at
no charge.
The Debtor is represented by:
SUSSMAN SHANK LLP
Thomas W. Stilley
Susan S. Ford
Jesse C. Stewart
About Columbia Nutritional
Columbia Nutritional, LLC -- https://www.columbianutritional.com/
-- is a contract manufacturer of dietary supplements based in the
Pacific Northwest.
Columbia Nutritional filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Wash. Case No. 20-40353) on Feb.
6, 2020. In the petition signed by COO Brea Viratos, the Debtor
was estimated to have $1 million to $10 million in assets and $10
million to $50 million in liabilities.q
Judge Brian D. Lynch oversees the case.
Thomas W. Stilley, Esq., at Sussman Shank LLP, serves as the
Debtor's legal counsel.
DEAN FOODS: Pennsylvania Milk Mktg. Board Claims its Four Bonds
---------------------------------------------------------------
Philip Gruber, writing for Lancaster Farming, reports that Dairy
Farmers of America is closer to getting paid for some of its April
milk after the Pennsylvania Milk Marketing Board made four claims
against Dean Foods’ milk dealer bonds.
The July 8, 2020 claims will cover nonpayment for Pennsylvania milk
shipped to Dean plants in April 2020 and limited underpayment for
milk delivered prior to April, the board said.
Dean failed to pay for the milk as it sold off its assets during
bankruptcy proceedings. Dairy Farmers of America bought the largest
share of the company’s plants, including those in Pennsylvania.
Required by state law, milk dealer bonds are used to compensate
farmers when a buyer fails to pay. A bond covers roughly a month
of milk receipts.
About Dean Foods
Southern Foods Group, LLC, d/b/a Dean Foods, is a food and beverage
company and a processor and direct-to-store distributor of fresh
fluid milk and other dairy and dairy case products in the United
States.
The Company and its 40+ affiliates filed for bankruptcy protection
on Nov. 12, 2019 (Bankr. S.D. Texas, Lead Case No. 19-36313). The
petitions were signed by Gary Rahlfs, senior vice president and
chief financial officer. Dean Foods was estimated to have assets
and liabilities of $1 billion to $10 billion as of the bankruptcy
filing.
Judge David Jones oversees the cases.
David Polk & Wardell LLP serves as general bankruptcy counsel to
the Debtors, and Norton Rose Fulbright US LLP serves as local
counsel. Alvarez Marsal is financial advisor to the Debtors,
Evercore Group LLC is investment banker, and Epiq Corporate
Restructuring LLC is notice and claims agent.
The proceedings against Dean Foods mark the second time the Milk
Marketing Board has made a bond claim in 20 years.
In 2019, the agency claimed a bond from Trickling Springs Creamery,
a Chambersburg processor that closed as the owner's Ponzi scheme
unraveled.
DIFFUSION PHARMACEUTICALS: Appoints Jane Hollingsworth to Board
---------------------------------------------------------------
Diffusion Pharmaceuticals Inc. has appointed Jane H. Hollingsworth
to its board of directors, effective Sept. 1, 2020. Ms.
Hollingsworth's appointment expands the board to seven directors.
In addition to serving as a director, she will join the Nominating
& Corporate Governance, Compensation and Audit Committees of the
Board.
Ms. Hollingsworth brings to Diffusion more than 25 years of
experience founding and leading life sciences companies. In 2013
she co-founded Militia Hill Ventures, a business focused on
building, growing and investing in high-quality life sciences
companies, and has served as its Managing Partner since that time.
Separately, the Company reported that full regulatory approval has
been received from Romanian regulatory authorities to begin
enrollment in its 24-patient, open label lead-in Phase 1b clinical
trial in hospitalized COVID-19 patients at the Romanian National
Institute of Infectious Diseases (NIID).
"Jane is a seasoned and accomplished executive who brings to our
board considerable leadership experience and knowledge of the life
sciences industry," said David G. Kalergis, chairman and chief
executive officer of Diffusion. "Additionally, her extensive
public company experience as both an executive and a director will
contribute to Diffusion's growth plan. Jane will bring a valuable
perspective to our board as we work to solve intractable medical
problems, in particular in COVID-19 patients as we now are cleared
by Romanian authorities to begin enrollment in the Romanian arm of
our global COVID-19 clinical studies."
"The strong foundational science and work done to develop that
science to date has Diffusion well positioned for its next stage of
growth. I look forward to helping the team take advantage of that
foundation to bring new, better treatments to patients and great
value to all Diffusion stakeholders," commented Ms. Hollingsworth.
During her time at Militia Hill Ventures, Ms. Hollingsworth served
as executive chair of Immunome Inc., a cancer immunotherapy
company, and Talee Bio, a gene therapy company focused on cystic
fibrosis that she co-founded. Prior to that she was co-founder and
CEO of NuPathe Inc., a publicly-traded biopharmaceutical company
focused on diseases of the central nervous system, and co-founder
and EVP of Auxilium Pharmaceuticals, a biopharmaceutical company
focused on urology and rare diseases. Ms. Hollingsworth began her
career in the life sciences industry by serving as vice president,
secretary and general counsel of IBAH, Inc., a publicly-traded,
multinational clinical research organization.
Ms. Hollingsworth received a B.A. from Gettysburg College and a
J.D. from Villanova University.
In connection with her appointment to the Board, on Sept. 1, 2020,
Ms. Hollingsworth was granted stock options to purchase 67,400
shares of the Company's common stock with an exercise price of
$0.91 per share, the closing price of the Company's common stock on
Sept. 1, 2020. Ms. Hollingsworth was also granted, on Sept. 1,
2020, restricted stock units representing 54,900 shares of the
Company's common stock. The Option Grant will vest in 18 equal
monthly installments on the last calendar day of the next 18 months
and the RSU Grant will vest in six equal quarterly installments on
the last calendar day of each quarter over the 18 month period
beginning on March 1, 2022. In addition to the Option Grant and
the RSU Grant, Ms. Hollingsworth will also receive an annual
retainer and other compensation payable to the Company's
non-employee directors as described in the Company's filings with
the Securities and Exchange Commission.
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. is an innovative biotechnology
company developing new treatments that improve the body's ability
to bring oxygen to the areas where it is needed most, offering new
hope for the treatment of life-threatening medical conditions.
Diffusion's lead drug TSC was originally developed in conjunction
with the Office of Naval Research, which was seeking a way to treat
hemorrhagic shock caused by massive blood loss on the battlefield.
Diffusion reported a net loss of $11.80 million for the year ended
Dec. 31, 2019, compared to a net loss of $18.37 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$24.11 million in total assets, $3.97 million in total liabilities,
and $20.13 million in total stockholders' equity.
KPMG LLP, in McLean, Virginia, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated March
17, 2020 citing that the Company has suffered recurring losses from
operations, has limited resources available to fund current
research and development activities, and will require substantial
additional financing to continue to fund its research and
development activities that raise substantial doubt about its
ability to continue as a going concern.
DINKEL FAMILY: Has Until Oct. 16 to File Plan & Disclosures
-----------------------------------------------------------
Judge Trish M. Brown of the U.S. Bankruptcy Court for the District
of Oregon has entered an order within which deadline for Debtor
Dinkel family Farms, LLC, to file a Disclosure Statement and Plan
of Reorganization is Oct. 16, 2020.
A full-text copy of the order dated July 24, 2020, is available at
https://tinyurl.com/yxzyqqzn from PacerMonitor.com at no charge.
About Dinkel Family Farms
Dinkel Family Farms, LLC, a Culver, Ore.-based company engaged in
the crop farming business, sought Chapter 11 protection (Bankr. D.
Ore. Case No. 20-31938) on June 18, 2020. The petition was signed
by Barry Dinkel, Debtor's manager. At the time of the filing, the
Debtor was estimated to have assets of $10 million to $50 million
and estimated liabilities of the same range. Judge Trish M. Brown
oversees the case. The Debtor has tapped Vanden Bos & Chapman, LLP
as its legal counsel and Northwest Financial Consulting as its
financial advisor.
DOUGHERTY'S PHARMACY: Wolverine Proposes Reorganization Plan
------------------------------------------------------------
Wolverine Interests, LLC (Plan Proponent) filed with the U.S.
Bankruptcy Court for the Northern District of Texas, Dallas
Division, proposed Plan of Reorganization for debtor Dougherty's
Pharmacy, Inc., on July 28, 2020.
The primary purpose of the Plan is to facilitate the resolution and
treatment of the Debtor's outstanding Claims, Liens and Interests.
The Plan constitutes a chapter 11 reorganization plan for the
Debtor. In summary, the Plan provides for the Proponent to satisfy
the Debtor's Allowed Unsecured Claims. The Proponent is purchasing
the Debtor's equity and injecting additional working capital into
the Debtor in order to fund the satisfaction of the Allowed
Unsecured Claims. The Debtor's former equity interests will be
cancelled and reissued for the benefit of the Proponent as
necessary for the Proponent to obtain full direct and indirect
control of the Debtor.
To implement this Plan, the Proponent will fund the payment of the
Allowed Unsecured Claims. The Proponent believes that the Plan
will ensure Holders of Allowed Claims will receive greater
distributions under the Plan than they would if the Debtor's
Chapter 11 Case was converted to Chapter 7 and the Debtor’s
Assets liquidated by a Chapter 7 Trustee.
Under the Plan, Allowed Claims against and Allowed Interests in the
Debtor are placed in Classes. Certain Claims, including Priority
Tax Claims and Administrative Claim are not classified and, if not
paid prior to Confirmation, would receive payment in full in Cash
on the distribution date.
Class 1 Allowed General Unsecured Claims. In satisfaction of their
respective Allowed Unsecured Claims, each Holder of an Allowed
Class 2 Claim shall receive either: (A) Fifty percent (50.0%) of
the Holder's Allowed Claim immediately following the Effective
Date; or (B) the Holder's Allowed Claim on the one (1) year
anniversary of the Effective Date.
Class 2 Allowed Equity Interests in the Debtor. Terminated; reissue
equity in the Reorganized Debtor.
From and after the Effective Date, the Debtor will continue to
exist as the Reorganized Debtor owned directly or indirectly by the
Proponent. The Proponent is obtaining ownership of the Debtor
through the payment of not less than $100,000.00 to the Debtor to
fund the Debtor’s successful reorganization. That $100,000 to be
paid to satisfy Class 1 Claims on the Effective Date of the Plan or
over the one year period after the Effective Date.
A full-text copy of the Disclosure Statement dated July 28, 2020,
is available at https://tinyurl.com/y5p7rm4m from PacerMonitor.com
at no charge.
Attorneys for Wolverine Interests:
Patrick J. Schurr
patrick.schurr@solidcounsel.com
SCHEEF & STONE, L.L.P.
2600 Network Boulevard
Suite 400
Frisco, Texas 75034
Telephone: 214.472.2100
Telecopier: 214.472.2150
About Dougherty's Pharmacy
Dougherty's Pharmacy, Inc., focuses on acquiring, managing, and
growing community based pharmacies in the Southwest Region of the
United States. Its flagship store is Dougherty's Pharmacy, a
turn-key multi-service pharmacy located in Dallas, Texas. The
company was formerly known as Ascendant Solutions, Inc. and changed
its name to Dougherty's Pharmacy, Inc. in May 2017. Dougherty's
Pharmacy was founded in 1929 and is based in Dallas, Texas.
EAGLE ENTERPRISES: Sept. 30 Plan Confirmation Hearing Set
---------------------------------------------------------
Eagle Enterprises, LLC, filed with the U.S. Bankruptcy Court for
the Middle District of Florida, Tampa Division, a Disclosure
Statement. On July 24, 2020, Judge Catherine Peek McEwen
conditionally approved the Disclosure Statement and established the
following dates and deadlines:
* Sept. 30, 2020 at 1:30 p.m. in Tampa, FL − Courtroom 8B, Sam
M. Gibbons United States Courthouse, 801 N. Florida Avenue is the
hearing on confirmation of the Plan.
* Any written objections to the Disclosure Statement shall be
filed with the Court and served no later than seven days prior to
the date of the hearing on confirmation.
* Parties in interest shall submit to the Clerk's office their
written ballot accepting or rejecting the Plan no later than eight
(8) days before the date of the Confirmation Hearing.
* Objections to confirmation will be filed with the Court and
served no later than seven days before the date of the Confirmation
Hearing.
* The Plan Proponent will file a ballot tabulation no later than
96 hours prior to the time set for the Confirmation Hearing.
A full-text copy of the order dated July 24, 2020, is available at
https://tinyurl.com/y4kunfyj from PacerMonitor.com at no charge.
About Eagle Enterprises
Eagle Enterprises, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-07116) on July 29,
2019. In the petition, Eagle Enterprises was estimated to have
assets of less than $1 million and liabilities of less than
$500,000 as of the bankruptcy filing. The case is assigned to
Judge Catherine Peek Mcewen. Eagle Enterprises is represented by
Michael Barnett, P.A.
EXIDE TECHNOLOGIES: Atlas Launches Stryten, Element Resources
-------------------------------------------------------------
Atlas Holdings today announced the launch of standalone companies
Stryten Manufacturing and Element Resources following its
acquisition of substantially all the operating assets of the
Americas business of Exide Technologies, LLC. The transaction
completes a court-supervised sale process, pursuant to Section 363
of the U.S. Bankruptcy code.
The newly formed Stryten Manufacturing, www.stryten.com,
headquartered in Milton, Georgia, is a leading provider of
innovative energy storage solutions. The company combines more than
130 years of experience manufacturing high-quality, top-performing
batteries with deep industry expertise, providing the marketplace
with smart power solutions to keep people and industry moving every
day. Stryten operates seven manufacturing plants strategically
positioned across the United States to serve the evolving needs of
its customers and partners. Stryten Manufacturing will be led by
Tim Vargo, Chief Executive Officer and Mike Judd, President and
Chief Operating Officer.
Also launched today is Element Resources, which owns and operates
recycling plants in Canon Hollow, Missouri and Muncie, Indiana.
These facilities provide environmentally responsible recycling
services to Stryten Manufacturing and other battery manufacturers.
“We are thrilled to officially launch Stryten Manufacturing with
our new colleagues at Atlas Holdings,” said Tim Vargo, CEO of
Stryten. “Atlas is the ideal partner for us as they believe in
growing and strengthening manufacturing companies for the
long-term. They provide us with stability, unique operational
expertise and a shared commitment to superior customer service.
Together with Atlas, we’ll start today in writing the next great
chapter for our company.”
“Stryten Manufacturing and Element Resources are well-positioned
for a very strong future, led by teams of experienced leaders and
dedicated associates, and we are very pleased to welcome them all
to the Atlas Family,” said Jacob Hudson, Managing Partner of
Atlas Holdings. “With the successful conclusion of the 363 sale
process, they can now concentrate on doing what they do best –
delivering innovative and reliable power solutions to a broad range
of blue-chip customers.”
Stryten Manufacturing supplies car, truck, SUV, marine and lawn and
garden battery needs for large consumer retail companies and
battery distribution partners. The company’s GNB Industrial Power
business underpins critical supply chains with motive power
batteries and power management solutions for forklift manufacturers
and operators in material handling applications, as well as
railroad transportation companies. GNB network power batteries
serve the uninterruptible power supply (UPS) and back-up energy
storage needs of telecommunications and utility providers. For more
than a century, GNB has also proudly provided the U.S. Navy
submarine fleet with state-of-the-art battery systems.
About Stryten Manufacturing
Stryten Manufacturing, www.stryten.com, is a leading provider of
stored electrical-energy solutions for the Transportation and
Industrial markets. Headquartered in Milton, Georgia, the company
operates transportation plants in Salina, Kansas, Manchester, Iowa
and industrial facilities in Ft. Smith, Arkansas, Kansas City,
Kansas, and Charlottesville, Virginia. Its manufacturing plants are
located Kansas City, Missouri, and Lampeter, Pennsylvania. These
locations produce a comprehensive portfolio of battery and energy
storage systems and specialty applications for the Transportation,
Network Power and Motive Power markets. Also served are industries
such as agricultural, automotive, heavy-duty truck, marine,
materials handling, military, mining, railroad, security,
telecommunications, utility and uninterruptible power supply (UPS),
among others.
About Element Resources
Element Resources is one of the nation's largest secondary
recyclers of lead batteries used to power Transportation and
Industrial market applications. With recycling plants located in
Canon Hollow, Missouri, and Muncie, Indiana, Element Resources is
committed to operating in an environmentally responsible way to
ensure more than 16 million lead batteries are safely recycled each
year, contributing the sustainability of the lead battery industry.
About Atlas Holdings
Headquartered in Greenwich, Connecticut and founded in 2002, Atlas
and its affiliates own and operate 21 platform companies, which
employ approximately 22,000 associates at more than 150 facilities
worldwide. Atlas operates in sectors such as aluminum processing,
automotive, building materials, capital equipment, construction
services, food manufacturing and distribution, packaging, paper,
power generation, pulp, supply chain management and wood products.
Atlas’ companies together generate more than 6 billion dollars in
revenues annually. For additional information, please visit
www.atlasholdingsllc.com.
About Exide Technologies
Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones
LLP, represented the Debtors in their successful restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent. Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.
The Official Committee of Unsecured Creditors was represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC served as its bankruptcy consultants
and financial advisors. Geosyntec Consultants was tapped as
environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur was appointed as fee
examiner. He hired his own firm as counsel.
Exide said its Plan of Reorganization became effective on April 30,
2015, and that the Company emerged from Chapter 11 as a newly
reorganized company. The Bankruptcy Court confirmed the Plan on
March 27, 2015.
EXSCIEN CORPORATION: Hires Kalifeh Bedsole as Accountant
--------------------------------------------------------
Exscien Corporation seeks authority from the U.S. Bankruptcy Court
for the Southern District of Alabama to employ Kalifeh Bedsole
Adams, PC, as accountant to the Debtor.
Exscien Corporation requires Kalifeh Bedsole to:
-- prepare the Debtor's federal income tax returns, any other
required tax returns, monthly financial reports; and
-- perform such other related accounting functions as
requested by the Debtor or its counsel.
Kalifeh Bedsole will be paid at these hourly rates:
Accountants $200
Staffs $50 to $125
Kalifeh Bedsole will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Matthew J. Adams, partner of Kalifeh Bedsole Adams, PC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Kalifeh Bedsole can be reached at:
Matthew J. Adams
KALIFEH BEDSOLE ADAMS, PC
721 Oak Circle E., Suite A
Mobile, AL 36609
Tel: (251) 476-0314
Fax: (251) 476-0730
About Exscien Corporation
Exscien Corporation filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Ala. Case No. 20-11364) on May 18, 2020, disclosing under $1
million in both assets and liabilities. Jodi Daniel Dubose, Esq.,
at Stichter Riedel Blain & Postler, P.A., is the Debtor's counsel.
FATSPI & SON: To Enter in a One Year Lease Agreement with Tenant
----------------------------------------------------------------
Fatspi & Sons, Inc. filed an Amended Disclosure Statement
describing Plan of Reorganization dated July 24, 2020.
The amounts due to the City of West Palm Beach has been reduced to
$5,000 each payable 360 days from June 4, 2020.
The Debtor executed a lease agreement for Unit 2 with a lease term
beginning July 1, 2020. The Debtor secured a tenant willing to
enter into a one year lease agreement paying $750 per month for the
2nd unit with a move in date of July 1, 2020 plus an additional
$200 per month for utilities. Pending before the court is the
Debtor's Motion for approval of the lease agreement. The Debtor
filed a Motion to Approve the Lease Agreement for the second unit.
A full-text copy of the Amended Disclosure Statement dated July 24,
2020, is available at https://tinyurl.com/y6s4uttz from
PacerMonitor at no charge.
The Debtor is represented by:
Nadine V. White-Boyd, Esq.
White-Boyd Law, P.A.
1818 S. Australian Avenue, Suite 406
West Palm Beach, FL 33409
Tel: 561-508-3042
E-mail: nvwboyd@aol.com
E-mail: Nadine@wblawpa.com
About Fatspi & Son
Fatspi & Son Inc. filed a voluntary Chapter 7 petition (Bankr. S.D.
Fla. Case No. 19-26913) on Dec. 19, 2019. On March 6, 2020, the
case was converted to one under Chapter 11. Judge Mindy A. Mora
oversees the case. White-Boyd Law, PA is Debtor's bankruptcy
Counsel.
GENWORTH FINANCIAL: A.M. Best Affirms B(Fair) Fin. Strength Rating
------------------------------------------------------------------
AM Best has affirmed the Financial Strength Rating (FSR) of B
(Fair) and the Long-Term Issuer Credit Rating (Long-Term ICR) of
"bb+" of Genworth Life and Annuity Insurance Company (GLAIC)
(Richmond, VA). Concurrently, AM Best has affirmed the FSR of C++
(Marginal) and the Long-Term ICRs of "b" of Genworth Life Insurance
Company (GLIC) (Wilmington, DE) and Genworth Life Insurance Company
of New York (GLICNY) (New York, NY). Additionally, AM Best has
affirmed the Long-Term ICRs of "b" of Genworth Financial, Inc.
(Genworth) [NYSE: GNW] and Genworth Holdings, Inc. (both domiciled
in Delaware), as well as their Long-Term Issue Credit Ratings
(Long-Term IR). The outlook of these Credit Ratings (ratings) is
stable.
The ratings reflect GLAIC's balance sheet strength, which AM Best
categorizes as strong, as well as its weak operating performance,
limited business profile and appropriate enterprise risk
management.
The ratings of GLAIC also reflect its strong balance sheet
strength, including the level and quality of capital, and the
quality of the asset portfolio. Although absolute and risk-adjusted
capital, as measured by Best's Capital Adequacy Ratio (BCAR),
increased in 2019, many uncertainties around the strength of the
balance sheet remain related to the potential for future reserve
increases or asset impairments. There has been history of negative
profitability in aggregate and in most lines of businesses. GLAIC
calculated its risk-based capital (RBC) level at 438% at the end of
2019, an increase from the prior-year RBC score of 422%.
The ratings of GLIC and GLICNY reflect the group's balance sheet
strength, which AM Best categorizes as weak, as well as its weak
operating performance, limited business profile and appropriate
enterprise risk management.
The ratings of GLIC and GLICNY reflect AM Best's view of its
balance sheet strength and its operating performance. Risk-adjusted
capitalization, as measured by BCAR and other capital metrics, is
low and volatile. A strong offsetting factor is management's
focused strategy of garnering actuarially supported premium rate
increases on in-force, long-term care policies. Management
identified the need for these increases several years ago, took
corrective action and has achieved meaningful results. While GNW
has demonstrated success at achieving premium rate increases in the
past, operating losses continue to persist due to deviation in
experience relative to pricing assumptions. The impact and timing
of the approval and receipt of those rate increases continue to be
uncertain. GLIC calculated its RBC level at 213% at the end of
2019, an increase from the prior-year RBC score of 199%, while
GLICNY's RBC improved to 291% from 223% between 2018 and 2019.
The rating affirmations of the two holding companies, Genworth and
Genworth Holdings, Inc., as well as its associated debt, reflect
the ongoing challenges the operating companies face, its debt
obligations and secured promissory note to settle recent dispute.
Genworth has shown financial flexibility navigating through those
complications, including the sale of Genworth's stake in Genworth
MI Canada, Inc. in 2019, the recent $750 million senior notes
offering by Genworth Mortgage Holdings, Inc. and a potential 19.9%
IPO of the U.S. mortgage insurance business. Finally, GNW continues
to pursue closing the transaction with China Oceanwide Holdings
Group Co. Ltd. and the $1.5 billion capital commitment, which has
been delayed due to funding issues given current market challenges
with COVID-19.
The following Long-Term IRs has been affirmed with a stable
outlook:
Genworth Holdings, Inc. (guaranteed by Genworth Financial, Inc.)
- "b" on $400 million 7.20% senior unsecured notes, due 2021
- "b" on $750 million 7.625% senior unsecured notes, due 2021
- "b" on $400 million 4.9% senior unsecured notes, due 2023
- "b" on $400 million 4.8% senior unsecured notes, due 2024
- "b" on $300 million 6.50% senior unsecured notes, due 2034
- "ccc+" on $600 million fixed/floating rate junior subordinated
notes, due 2066
The following indicative Long-Term IRs on securities available
under the universal shelf registration has been affirmed with a
stable outlook:
Genworth Financial, Inc.
- "b" on senior unsecured debt
- "b-" on subordinated debt
- "ccc+" on preferred stock
Genworth Holdings, Inc.
- "b" on senior unsecured debt
- "b-" on subordinated debt
- "ccc+" on preferred stock
GIGA-TRONICS INC: Spring Mountain Entities No Longer Shareholders
-----------------------------------------------------------------
Spring Mountain Capital, LLC, Spring Mountain Capital G.P., LLC,
SMC Private Equity Holdings G.P., LLC, SMC Private Equity Holdings,
LP, SMC Select Co-Investment I GP, LLC, SMC Select Co-Investment
Fund I, LP, John L. Steffens, and Gregory P. Ho disclosed in an
amended Schedule 13D filed with the Securities and Exchange
Commission that as of Aug. 27, 2020, they have ceased to
beneficially own shares of common stock of Giga-Tronics
Incorporated.
On Aug. 27, 2020, the Reporting Persons sold of all of the shares
of Common Stock, Series B Convertible Voting Perpetual Preferred
Stock, Series C Convertible Voting Perpetual Preferred Stock, and
Series D Convertible Voting Perpetual Preferred Stock of the Issuer
held by them.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/719274/000110465920100924/tm2029949-1_sc13da.htm
About Giga-tronics Inc.
Headquartered in Dublin, California, Giga-tronics is a publicly
held company, traded on the OTCQB Capital Market under the symbol
"GIGA". Giga-tronics -- http://www.gigatronics.com/-- produces
RADAR filters and Microwave Integrated Components for use in
military defense applications as well as sophisticated RADAR and
Electronic Warfare (RADAR/EW) test products primarily used in
electronic warfare test & emulation applications.
Giga-Tronics Inc. reported a net loss attributable to common
shareholders of $2.03 million for the year ended March 28, 2020,
compared to a net loss attributable to common shareholders of $1.04
million for the year ended March 30, 2019. As of June 27, 2020,
the Company had $9.55 million in total assets, $5.11 million in
total liabilities, and $4.45 million in total shareholders' equity.
GLOBAL EAGLE: Gets Approval to Hire Latham & Watkins as Counsel
---------------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Latham & Watkins LLP as their bankruptcy
counsel.
The firm will provide the following services:
a. advise Debtors with respect to their powers and duties in
the continued management and operation of their businesses and
properties;
b. advise and consult on the conduct of Debtors' bankruptcy
cases, including all of the legal and administrative requirements
of operating in Chapter 11;
c. take all necessary actions to protect and preserve Debtors'
estates, which include representing Debtors in litigations;
d. analyze proofs of claim filed against Debtors and object to
such claims as necessary;
e. represent Debtors in connection with obtaining authority to
continue using cash collateral and post-petition financing;
f. attend meetings and negotiate with representatives of
creditors, interest holders and other parties;
g. analyze executory contracts and unexpired leases and the
potential assumption, assignment or rejection of such contracts and
leases;
h. prepare pleadings;
i. advise Debtors in connection with any potential sale of
assets;
j. take necessary actions to obtain approval of a disclosure
statement and confirmation of a Chapter 11 plan;
k. appear before the bankruptcy court or any appellate
courts;
l. advise on corporate, litigation, finance, restructuring and
related matters; and
m. perform all other necessary legal services for Debtors in
connection with the cases.
Latham & Watkins will be paid at hourly rates as follows:
Partners $1,120 to $1,680
Counsel $1,085 to $1,560
Associates $590 to $1,105
Professional Staff $250 to $850
Paralegals $250 to $540
The current hourly rates for the attorneys expected to provide the
services are as follows:
George A. Davis $1,560
Ted A. Dillman $1,180
Helena G. Tseregounis $1,055
Nicholas J. Messana $895
Madeleine C. Parish $895
Markus von der Marwitz $695
In accordance with Appendix B-Guidelines for reviewing applications
for compensation and reimbursement of expenses filed under 11
U.S.C. Sec. 330 for attorneys in large Chapter 11 cases, Latham &
Watkins made the following disclosures in response to the request
for additional information:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Latham & Watkins' current hourly rates for services
rendered have been used since January 1 of this year. All material
financial terms have remained unchanged since the pre-bankruptcy
period.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Latham & Watkins has provided Debtors with a
prospective budget and staffing plan setting forth the types of
timekeepers, numbers thereof, and applicable hourly rates it
expects during the Chapter 11 cases, which has been approved by
Debtors. The budget and staffing plan cover the period from July 22
to October 31, 2020.
Ted Dillman, Esq., a partner at Latham & Watkins, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Latham & Watkins can be reached through:
Ted A. Dillman, Esq.
Latham & Watkins LLP
885 Third Avenue
New York, NY 10022
Tel: 212-906-1200
Fax: 212-751-4864
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOBAL EAGLE: Gets Approval to Hire PwC as Tax Advisor
------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ PricewaterhouseCoopers LLP as their tax
advisor.
The firm will provide the following services:
a. review Global Eagle's summary of its inside U.S. federal
and certain state tax basis of its domestic U.S. subsidiaries;
c. prepare U.S. federal income tax stock basis calculations
for certain first-tier controlled foreign corporations;
d. analyze certain potential U.S. federal, state, local and
non-U.S. tax considerations applicable to Global Eagle pursuant to
specific scenarios;
e. consider the cash-tax benefit of potential tax refunds
available under various scenarios (e.g., disaster losses under
Section 165(i) and tax year 2020 NOL carryback), including
treatment of the tax refunds under the restructuring plan from a
tax perspective;
f. consider implications to U.S. federal and certain state
income tax attributes under Section 382/383 under the proposed
restructuring scenarios;
g. participate in conference calls with Debtors, and read and
provide comments on tax matters with respect to legal agreements
drafted by legal counsel; and
h. if requested by Debtors, memorialize findings in the form
of memoranda or tax opinions; perform refined analyses and
quantification; prepare, or review a transaction cost analysis for
transaction fees; and update an ownership change analysis under
Section 382, Section 382 limitation calculations, and net
unrealized built-in gain or loss analysis, as requested.
PwC's customary hourly billing rates are as follows:
Partner/Principal $945
Director $803
Senior Manager $743
Manager $709
Senior Associate $540
Associate and Other Staff $432
Alvarez & Marsal received $250,000 as a retainer.
Terry Bart Stratton, a partner at PwC, 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:
Terry Bart Stratton
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY 10017-6204
Phone: 1-646-471-3000
Fax: 1-813-286-6000
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOBAL EAGLE: Gets Approval to Hire Young Conaway as Co-Counsel
---------------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Young Conaway Stargatt & Taylor, LLP.
Young Conaway will serve as co-counsel with Latham & Watkins LLP,
the other firm handling Debtors' Chapter 11 cases.
The firm's hourly rates are as follows:
Michael R. Nestor $970
Kara Hammond Coyle $715
Betsy L. Feldman $415
Catherine C. Lyons $400
Debbie E. Laskin (paralegal) $305
Young Conaway received an initial retainer of $175,000 on July 8
and an additional retainer of $104,189 (which included $29,189 for
the filing fees) on July 16.
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Kara Hammond Coyle, Esq., a partner at Young Conaway, assured the
court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing applications
for compensation and reimbursement of expenses filed under 11
U.S.C. Sec. 330 for attorneys in larger Chapter 11 cases, Young
Conaway made the following disclosures in response to the request
for additional information:
-- Young Conaway has not agreed to a variation of its standard
or customary billing arrangements for this engagement;
-- None of the firm's professionals included in this
engagement have varied their rate based on the geographic location
of Debtors' cases;
-- Young Conaway was retained by Debtors pursuant to an
engagement agreement dated May 4. The billing rates and material
terms of the pre-bankruptcy petition are the same as the rates and
terms proposed by Debtors; and
-- Debtors have approved or will be approving a prospective
budget and staffing plan for Young Conaway's engagement for the
post-petition period as appropriate. In accordance with the U.S.
Trustee Guidelines, the budget may be amended as necessary to
reflect changed or unanticipated developments.
Young Conaway can be reached at:
Kara Hammond Coyle, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square, 1000 North King Street
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: kcoyle@ycst.com
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOBAL EAGLE: Hires Alvarez & Marsal as Financial Advisor
---------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Alvarez & Marsal North America, LLC as their
financial advisor.
The firm will provide the following services:
a. assist in the evaluation of Debtors' current business plan,
the preparation of a revised operating plan and cash flow forecast,
and the presentation of such plan and forecast to Debtors' board of
directors;
b. assist in the identification of cost reduction and
operations improvement opportunities;
c. assist in the development and management of a 13-week cash
flow forecast;
d. assist in financing issues including the preparation of
reports and liaison with creditors; and
e. report to the board of directors as directed by Debtors'
chief executive officer and chief financial officer.
The firm's customary hourly billing rates are as follows:
Managing Director $900 - $1,150
Director $700 - $875
Analysts/Associates $400 - $675
Alvarez & Marsal received $250,000 as a retainer.
Jonathan Goulding, a managing director at Alvarez & Marsal,
disclosed in court filings that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Jonathan Goulding
Alvarez & Marsal North America, LLC
2029 Century Park East, Suite 2060
Los Angeles, CA 90067
Tel: +1 310 975 2600
Fax: +1 310 975 2601
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOBAL EAGLE: Hires Prime Clerk as Administrative Advisor
---------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Prime Clerk LLC as their administrative
advisor.
The firm will provide the following services:
a. assist in the solicitation, balloting and tabulation of
votes, prepare reports in support of a Chapter 11 plan and process
requests for documents;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist in the preparation of Debtors' schedules of assets
and liabilities and statements of financial affairs and gather data
in conjunction therewith;
d. provide a confidential data room, if requested; and
e. manage and coordinate any distributions pursuant to a
Chapter 11 plan.
Prime Clerk will be paid at hourly rates as follows:
Director of Solicitation $215
Solicitation Consultant $195
COO and Executive VP No charge
Director $175-$195
Consultant/Senior Consultant $70-$170
Technology Consultant $35-$95
Analyst $30-$55
Prime Clerk will also be reimbursed for out-of-pocket expenses
incurred.
Benjamin Steele, a partner at Prime Clerk LLC, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Prime Clerk can be reached at:
Benjamin J. Steele
Prime Clerk LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
Email: bsteele@primeclerk.com
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOBAL EAGLE: Taps Greenhill & Co. as Financial Advisor
-------------------------------------------------------
Global Eagle Entertainment Inc. and its affiliates received
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Greenhill & Co., LLC as their financial advisor
and investment banker.
The firm will provide the following services:
a. review and analyze Debtors' assets and historical financial
performance, including their liquidity;
b. analyze Debtors' financial results and key operating
performance indicators;
c. review and analyze the business plan and financial
projections prepared by Debtors;
d. evaluate Debtors' potential debt capacity in light of their
projected cash flows;
e. assist in the determination of an appropriate capital
structure for Debtors;
f. assist in the determination of a range of values for
Debtors as a going concern;
g. assist Debtors in raising, structuring and closing on new
debt, equity or other capital, including, but not limited to,
bridge, debtor-in-possession or exit financing;
h. assist in evaluating strategic alternatives for Debtors,
and develop an "amendment transaction," a "liability management
transaction" or "new capital raise" alternatives;
i. provide advice to develop a strategy for any transaction as
applicable and mutually agreed by Debtors and Greenhill;
j. provide financial advice and assistance to Debtors in
structuring and new securities, other consideration or instruments
to be offered or issued in connection with a transaction;
k. assist Debtors and their professionals in reviewing the
terms of any proposed transaction;
l. advise Debtors on the risks and benefits of considering a
transaction with respect to their intermediate and long-term
business prospects and strategic alternatives to maximize Debtors'
business enterprise value;
m. assist or participate in negotiations with creditors and
other parties in connection with a transaction;
n. attend meetings with Debtors' senior management, board of
directors, special committee, audit committees, creditor groups,
and other interested parties; and
o. participate in hearings before the bankruptcy court and
provide relevant testimony if requested by Debtors or their legal
counsel.
Greenhill will be paid as follows:
a. Monthly Advisory Fee. A financial advisory fee of $150,000
per month.
b. Amendment Transaction Fee. If at any time during the "fee
period" the Debtors consummate an amendment transaction, Greenhill
will be entitled to receive $1.5 million fee, payable promptly at
the closing thereof.
Amendment Transaction Supplemental Fee. If Debtors
consummate an amendment transaction before Dec. 20, and have not
entered into a liability management transaction by such date,
Greenhill will be entitled to receive $500,000, payable on Dec.
20.
c. Liability Management Transaction Fee. If at any time during
the fee period the Debtors consummate a liability management
transaction, Greenhill will be entitled to receive $6.5 million,
payable promptly at the closing thereof.
d. New Capital Fee. If at any time during the fee period the
Debtors raise new capital, Greenhill will be entitled to receive a
new capital or financing fee equal to:
i. 1 percent of the face amount of any senior secured debt
raised, including, without limitation, any debtor-in-possession
financing raised;
ii. 2 percent of the face amount of any junior secured debt
raised;
iii. 3 percent of the face amount of any unsecured or
subordinated debt raised;
iv. 4 percent of any hybrid capital raised; and
v. 5 percent of any equity capital or capital convertible
into equity raised, including, without limitation, equity
underlying any warrants, purchase rights or similar contingent
equity securities.
As used in the engagement letter, "fee period" means the period
including (i) the term of the engagement letter and Greenhill's
employment thereunder, and (ii) the period beginning upon the
termination of the engagement letter and Greenhill's employment
thereunder and extending 12 months thereafter. The term
"consummates" means the effective date of a Chapter 11 plan, the
closing of a sale pursuant to Section 363 of the Bankruptcy Code or
the consummation of any other liability management transaction
pursuant to a final order of the court.
e. Credit. Greenhill will credit against any amendment
transaction fee 100 percent of the monthly advisory fees paid in
cash in excess of $450,000, so long as such amendment transaction
fee is paid in full and provided that the sum of all credits will
not exceed such fee.
If no amendment transaction fee is payable, Greenhill will credit
against any liability management transaction fee 50 percent of the
monthly advisory fees paid in cash in excess of $900,000, so long
as such liability management transaction fee is paid in full and
provided that the sum of all credits, including any credit of the
new capital fee, will not exceed the liability management
transaction fee.
Greenhill will further credit against any liability management
transaction fee 50 percent of the new capital fees paid in cash
that are not subject to a discount for new capital provided by
stakeholders who were stakeholders of Debtors at the time of
entering into the engagement agreement so long as such liability
management transaction fee is paid in full and provided that the
sum of all credits, including any credit of any monthly advisory
fee, will not exceed the liability management transaction fee.
Neil Augustine, vice chairman of Greenhill, 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:
Neil A. Augustine
Greenhill & Co., Inc.
300 Park Avenue
New York, NY 10022
Tel: +1 212 389 1539
Email: neil.augustine@greenhill.com
About Global Eagle Entertainment
Headquartered in Los Angeles, California, Global Eagle
Entertainment Inc. is a provider of media, content, connectivity
and data analytics to markets across air, sea and land. It offers a
fully integrated suite of media content and connectivity solutions
to airlines, cruise lines, commercial ships, high-end yachts,
ferries and land locations worldwide. Visit
http://www.GlobalEagle.comfor more information.
Global Eagle Entertainment and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22,
2020. In the petition signed by CFO Christian M. Mezger, Global
Eagle disclosed $630.5 million in assets and $1.086 billion in
liabilities.
Judge John T. Dorsey presides over the cases.
Debtors have tapped Latham & Watkins LLP (CA) and Young Conaway
Stargatt & Taylor, LLP as legal counsel; Greenhill & Co., LLC as
investment banker; Alvarez & Marsal North America, LLC as financial
advisor; and PricewaterhouseCoopers LLP as tax advisor. Prime
Clerk, LLC is the claims and noticing agent.
GLOSTATION USA: Hires SulmeyerKupetz as Counsel
-----------------------------------------------
Glostation USA, Inc., and its debtor affiliates, seeks authority
from the U.S. Bankruptcy Court for the Central District of
California to employ SulmeyerKupetz, A Professional Corporation, as
counsel to the Debtors.
Glostation USA requires SulmeyerKupetz to:
(a) assist in the preparation of bankruptcy schedules and
statement of affairs;
(b) comply with U.S. Trustee requirements, including the
preparation of the 7-day package and representation at the
section 341(a) meetings of creditors;
(c) assist in the the examination of claims of creditors in
order to determine their validity;
(d) give advice and counsel to the Debtors in connection with
legal issues, including, but not necessarily limited to,
the use, sale or lease of property of the estates, use of
cash collateral, postpetition financing, relief from the
automatic stay, special treatment of creditors, payment of
prepetition obligations, the rejection or assumption of
leases, and related matters;
(e) negotiate with creditors holding secured and unsecured
claims;
(f) assist in various "first day" motions designed, among
other things, to facilitate the smooth administration of
the Debtors' cases and minimize disruption relating to the
commencement of the cases;
(g) seek Court approval of the Plan Support Agreement;
(h) prepare and present a plan of reorganization and
disclosure statement;
(i) object to claims as may be appropriate;
(j) review, analysis, legal research, and the preparation of
documents, correspondence, and other communications with
regard to the foregoing matters;
(k) commence and prosecute of avoidance actions and other
adversary proceedings; and
(l) act as counsel on behalf of the Debtors in any and all
bankruptcy law and related matters which may arise in the
course of these cases.
SulmeyerKupetz will be paid at these hourly rates:
Attorneys $475 to $725
Paraprofessionals $225 to $250
Prior to the Petition Date, the Debtors paid SulmeyerKupetz a total
of $242,000 as advances for fees and costs, including $18,887
advanced to cover chapter 11 filing fees for the eleven (11) debtor
entities, as of the commencement of the Debtors' chapter 11 cases,
with the unused balance remaining to constitute an advance against
fees and costs incurred after the commencement of the case.
SulmeyerKupetz applied $214,063.67 of the Retainer to fees and
costs incurred, including chapter 11 filing fees. As a result, as
of the commencement of the case, SulmeyerKupetz's unused
prepetition Retainer balance remaining was $27,936.33, which
remains in a trust account maintained by SulmeyerKupetz.
SulmeyerKupetz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David S. Kupetz, partner of SulmeyerKupetz, A Professional
Corporation, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
SulmeyerKupetz can be reached at:
David S. Kupetz , Esq.
Steven F. Werth, Esq.
Claire K. Wu, Esq.
SULMEYERKUPETZ
A PROFESSIONAL CORPORATION
333 South Grand Ave, Suite 3400
Los Angeles, CA 90071
Tel: 213.626.2311
Fax: 213.629.4520
E-mail: dkupetz@sulmeyerlaw.com
swerth@sulmeyerlaw.com
ckwu@sulmeyerlaw.com
About Glostation USA, Inc.
Glostation USA Inc. -- http://sandboxvr.com/-- is a virtual
reality start-up doing business as Sandbox VR. Sandbox is a
futuristic VR experience for groups of up to six where they can see
and physically interact with everyone inside, just like the real
world. Inspired by Star Trek's Holodeck, Sandbox's exclusive worlds
let people feel like they're living inside a game or movie, and are
built by EA, Sony, and Ubisoft veterans.
Glostation USA, Inc., based in Woodland Hills, CA, and its
debtor-affiliates sought Chapter 11 protection (Bankr. C.D. Cal.
Lead Case No. 20-11435) on Aug. 13, 2020.
In its petition, the Debtor was estimated to have $1 million to $10
million in assets and $10 million to $50 million in liabilities.
The petition was signed by Steven Zhao, manager, president, and
CEO.
SULMEYERKUPETZ, A PROFESSIONAL CORPORATION, serves as bankruptcy
counsel to the Debtors.
GOGO INC: Board OKs Modifications to Equity Compensation Awards
---------------------------------------------------------------
The Compensation Committee of the Board of Directors of Gogo Inc.
approved modifications to the vesting conditions and exercisability
periods of outstanding equity compensation awards held by certain
of the Company's currently employed employees (including its Named
Executive Officers). These modifications are in connection with,
and contingent upon the consummation of, the transaction relating
to the sale of the Company's Commercial Aviation division. The
Committee approved these modifications after concluding that the
modifications are in the best interests of the Company and its
stockholders and will better align its employees' interests with
the Company's short- and long-term strategic goals by both
motivating its employees through the Closing and recognizing the
contributions of its employees throughout the Transaction process.
Modifications to Awards Held by CA Employees
Two of the Company's Named Executive Officers, Messrs. John Wade
and Jonathan B. Cobin, are employees of its CA division. Following
the Closing, and assuming that both executives continue employment
with the buyer of the CA division ("Buyer"), outstanding equity
compensation awards held by Messrs. Wade and Cobin will generally
be modified such that the vesting period for any then-unvested
restricted stock units and options to acquire shares of the
Company's common stock will be adjusted to the earlier of the
one-year anniversary of the Closing and the original vesting date.
This modified vesting period will only apply if Messrs. Wade and
Cobin are not terminated by Buyer for Cause (as defined in the
applicable equity plan and/or award agreement) and do not
voluntarily resign from Buyer without Good Reason (as defined in
the applicable equity plan and/or award agreement) within the
one-year period following the Closing. If, prior to the first
anniversary of the Closing, either executive ceases employment with
Buyer by reason of his death or disability, termination by Buyer
without Cause or resignation for Good Reason, any then-unvested
RSUs and Options held by the applicable executive will become
immediately vested and, respectively, payable and exercisable as of
the effective date of such resignation. In addition, the exercise
period of any Options held by Messrs. Wade and Cobin and
outstanding as of the Closing will be adjusted from 90 days or one
year from the date of termination with the Company resulting from
the Closing to the date that is the five-year anniversary of the
Closing. Currently, Messrs. Wade and Cobin each hold 76,022 RSUs
and 272,171 and 256,598 Options, respectively, that will be subject
to this treatment. Certain awards held by other employees of the
Company's CA division who continue employment with Buyer will also
generally be subject to this treatment.
In the case of Options held by Messrs. Wade and Cobin that were
issued in consideration of the cancellation of certain other
Options tendered by Messrs. Wade and Cobin for exchange in
accordance with the Company's "Offer to Exchange Options for
Replacement Options" attached as an exhibit to the Schedule TO
filed by the Company with the Securities and Exchange Commission on
May 13, 2020, the modifications described above are subject to each
executive's consent.
Notwithstanding the foregoing, any RSUs held by employees of the
Company's CA division that were granted as part of the Company's
high performer/high potential grant on March 17, 2020, including
any such RSUs held by Messrs. Wade and Cobin, will remain subject
to their original terms and conditions without regard to the
modifications. Messrs. Wade and Cobin each hold 55,250 High
Performer RSUs.
For the avoidance of doubt, if employees of the Company's CA
business, including Messrs. Wade and Cobin voluntarily determine
not to continue employment with Buyer as of the Closing, any
outstanding awards held by them will be subject to the same terms
and conditions that apply without regard to the modifications.
Modifications to Awards Held by Remaining Employees
Outstanding equity compensation awards held by employees who do not
become employees of Buyer as of the Closing, including awards held
by the Company's three other Named Executive Officers (Messrs.
Oakleigh Thorne and Barry Rowan and Ms. Marguerite M. Elias), will
generally be modified such that if the holder of the award is
terminated by the Company without Cause within two years after the
Closing, including if any such person is terminated because there
is no role for them at the Company following the Transaction, any
unvested RSUs and Options will become immediately vested and
exercisable as of the termination date, and any applicable exercise
period will be adjusted from 90 days from the date of termination
to the date that is the five-year anniversary of the Closing.
Currently, Messrs. Thorne and Rowan and Ms. Elias hold the
following equity compensation awards, all of which will be subject
to this treatment: Mr. Thorne: 750,591 Options, 170,748 RSUs,
130,000 High Performer RSUs; Mr. Rowan: 433,164 Options, 191,124
RSUs, 55,250 High Performer RSUs; Ms. Elias: 257,045 Options,
76,022 RSUs, 55,250 High Performer RSUs.
For the avoidance of doubt, if such employees are not terminated by
the Company without Cause within two years after the Closing, any
outstanding awards held by them will be subject to the same terms
and conditions that apply without regard to the modifications.
About Gogo Inc.
Gogo Inc. -- http://www.gogoair.com/-- is an inflight internet
company that provides broadband connectivity products and services
for aviation. It designs and sources innovative network solutions
that connect aircraft to the Internet, and develop software and
platforms that enable customizable solutions for and by its
aviation partners. Gogo's products and services are installed on
thousands of aircraft operated by the leading global commercial
airlines and thousands of private aircraft, including those of the
largest fractional ownership operators. Gogo is headquartered in
Chicago, IL, with additional facilities in Broomfield, CO, and
locations across the globe.
Gogo Inc. reported a net loss of $146 million for the year ended
Dec. 31, 2019, compared to a net loss of $162.03 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$1.21 billion in total assets, $1.61 billion in total liabilities,
and a total stockholders' deficit of $398.89 million. As of June
30, 2020, the Company had $1.06 billion in total assets, $1.63
billion in total liabilities, and a total stockholders' deficit of
$569.02 million.
* * *
As reported by the TCR on Sept. 4, 2020, Moody's Investors Service
changed Gogo Inc.'s outlook to positive from stable following the
company's announcement [1] that it had agreed to sell its
commercial aviation (CA) business to Intelsat Jackson Holdings S.A.
Concurrently, Moody's affirmed Gogo's Caa1 corporate family
rating.
As reported by the TCR on March 20, 2020, S&P Global Ratings placed
all of its ratings on Gogo Inc., including its 'CCC+' issuer credit
rating, on CreditWatch with negative implications. S&P placed its
ratings on Gogo on CreditWatch with negative implications because
the company does not have sufficient liquidity cushion to absorb a
significant and prolonged cut to global air travel.
GOGO INC: To Sell its Commercial Aviation Business for $400M
------------------------------------------------------------
Gogo Inc. has entered into a definitive agreement to sell its
Commercial Aviation (CA) business to Intelsat S.A. for $400 million
in cash, subject to customary adjustments.
The Gogo Board of Directors has approved the transaction. Intelsat
expects to finance the transaction utilizing cash on hand and
borrowings under its $1 billion debtor-in-possession credit
facility and has obtained support from key economic stakeholders,
as well as approval from the U.S. Bankruptcy Court for the Eastern
District of Virginia, Richmond Division, to complete the
acquisition. The transaction, which is expected to close before
the end of the first quarter 2021, remains subject to customary
closing conditions and certain regulatory approvals.
"Following a competitive strategic review process, we're confident
this transaction unlocks the full value of the CA business for
shareholders," said Oakleigh Thorne, Gogo's president and CEO.
"Combining CA, the leading inflight connectivity provider, with
Intelsat, the world's largest global satellite operator, will
create the leading vertically-integrated IFC business in the world,
with the additional resources and scale to support continued growth
and innovation as demand for commercial air travel recovers."
"With shared values and a clear commitment to working with the CA
team to grow the business, we are confident Intelsat is the right
partner. I am extremely grateful for the CA team's efforts –
particularly over the past few months. Today's announcement is a
testament to the strength of the business they have built," Thorne
said.
Gogo, which will remain a public company, will use the proceeds
from the transaction to improve its net debt position and continue
to invest in growth opportunities such as Gogo 5G. With greater
financial flexibility, including a lower cost of capital over time,
the new Gogo will be better positioned to enhance the scale and
profitability of its Business Aviation (BA) segment, which is
uniquely well-positioned in an attractive and underpenetrated
market.
"This transaction creates a stronger and more focused Gogo, with
the singular strategic imperative of serving the business aviation
market with the best inflight connectivity and entertainment
products in the world," Thorne said. "The BA market continues its
sharp recovery and strong demand growth trajectory, and our BA
segment is exceptionally well-positioned to drive long-term value
creation in that industry."
As part of the transaction, Gogo will enter into a 10-year network
services agreement under which Intelsat will have exclusive access
to Gogo ATG services for the CA market in North America, subject to
minimum revenue guarantees of $177.5 million.
Intelsat intends to operate the CA business as an independent
business unit, led by current CA President John Wade. The CA
business will remain based in Chicago.
BDT & Company served as primary financial advisor to Gogo, J.P.
Morgan and Morgan Stanley & Co. LLC served as financial
co-advisors, and Debevoise & Plimpton LLP served as legal advisor.
About Gogo Inc.
Gogo Inc. -- http://www.gogoair.com-- is an inflight internet
company that provides broadband connectivity products and services
for aviation. It designs and sources innovative network solutions
that connect aircraft to the Internet, and develop software and
platforms that enable customizable solutions for and by its
aviation partners. Gogo's products and services are installed on
thousands of aircraft operated by the leading global commercial
airlines and thousands of private aircraft, including those of the
largest fractional ownership operators. Gogo is headquartered in
Chicago, IL, with additional facilities in Broomfield, CO, and
locations across the globe.
Gogo Inc. reported a net loss of $146 million for the year ended
Dec. 31, 2019, compared to a net loss of $162.03 million for the
year ended Dec. 31, 2018. As of June 30, 2020, the Company had
$1.06 billion in total assets, $1.63 billion in total liabilities,
and a total stockholders' deficit of $569.02 million.
* * *
As reported by the TCR on Sept. 4, 2020, Moody's Investors Service
changed Gogo Inc.'s outlook to positive from stable following the
company's announcement [1] that it had agreed to sell its
commercial aviation (CA) business to Intelsat Jackson Holdings S.A.
Concurrently, Moody's affirmed Gogo's Caa1 corporate family
rating.
As reported by the TCR on March 20, 2020, S&P Global Ratings placed
all of its ratings on Gogo Inc., including its 'CCC+' issuer credit
rating, on CreditWatch with negative implications. S&P placed its
ratings on Gogo on CreditWatch with negative implications because
the company does not have sufficient liquidity cushion to absorb a
significant and prolonged cut to global air travel.
HOLBROOK SEARIGHT: Hires Marcus & Millichap as Real Estate Broker
-----------------------------------------------------------------
Holbrook Searight, LLC, seeks authority from the U.S. Bankruptcy
Court for the Western District of Washington to employ Marcus &
Millichap Real Estate Investment Services, as real estate broker to
the Debtor.
Holbrook Searight requires Marcus & Millichap to market and sell
the Debtor's real property at 7125 224 th St SW, Edmonds, Snohomish
County, WA 98026.
Marcus & Millichap will be paid a commission of 6% of the purchase
price.
Stren Lea, partner of Marcus & Millichap Real Estate Investment
Services, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Marcus & Millichap can be reached at:
Stren Lea
Marcus & Millichap
3741 Douglas Blvd., Suite 200
Roseville, CA 95661
Tel: (916) 724-1310
About Holbrook Searight
Seabrook Dental Laboratory, LLC --
https://www.seabrookdentallab.com/ -- is an independent, full
service dental laboratory in Edmonds, Washington. Seabrook Dental
offers the newest technology and dental prosthetic solutions to
dentist clients.
Holbrook/Searight LLC is a privately held company that was
incorporated on March 22, 2002 as a profit limited liability
company registered at 7125 224th St. SW, Edmonds, Wash.
Seabrook Dental Laboratory and Holbrook/Searight, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Wash. Lead Case No.
18-13499) on Sept. 6, 2018.
In the petitions signed by Timothy R. Holbrook, managing member,
each Debtor was estimated to have its assets and liabilities at
between $1 million and $10 million.
Judge Christopher M. Alston oversees the cases. Thomas D.
Neeleman, Esq., at Neeleman Law Group, P.C., serves as the Debtors'
bankruptcy counsel.
No official committee of unsecured creditors has been appointed.
HRB WINDDOWN: Unsecured Creditors to Recover 5% in Liquidating Plan
-------------------------------------------------------------------
High Ridge Brands Co. and its Affiliated Debtors and the Official
Committee of Unsecured Creditors filed with the U.S. Bankruptcy
Court for the District of Delaware a Combined Disclosure Statement
and Joint Chapter 11 Plan of Liquidation dated July 28, 2020.
The Debtors and the Committee (together, the "Plan Proponents")
jointly propose the following Plan for the liquidation of the
Debtors' remaining assets and distribution of the proceeds of the
assets to the holders of allowed claims against the Debtors.
Class 4 General Unsecured Claims totaling up to $3.3 million will
recover 5 percent. As soon as practicable after the Effective
Date, each Holder of an Allowed General Unsecured Claim shall
receive Cash equal to its pro rata share of the GUC Cash
Distribution Amount, to be distributed among Holders of Allowed
General Unsecured Claims.
On the Effective Date, all Interests in Class 7 shall be
extinguished as of the Effective Date, and owners thereof shall
receive no Distribution on account of such Interests.
On March 2, 2020, the Bankruptcy Court entered orders approving the
sale, free and clear of all liens, claims and encumbrances, of (i)
the Debtors' oral care assets (as well as certain nondebtors' oral
care assets) to Ranir, LLC and (ii) the Debtors' hair and skin care
assets to TCP HRB Acquisition, LLC. The total amount of cash
consideration expected to be achieved through the sale of the oral
care assets to Ranir, LLC is approximately $113 million (subject to
certain working capital adjustments of up to $2 million). The sale
of the oral care assets closed on April 1, 2020. The total amount
of cash consideration expected to be achieved through the sale of
the hair and skin care assets to TCP HRB Acquisition, LLC is
approximately $7.5 million (subject to certain working capital
adjustments). The sale of the hair and skin care assets closed on
April 1, 2020.
The Plan provides for the Debtors' assets, to the extent not
already liquidated, to be liquidated over time and the proceeds
thereof to be distributed to Holders of Allowed Claims in
accordance with the terms of the Plan and the treatment of Allowed
Claims. The Plan Administrator will effect such liquidation and
distributions with respect to the Non-Liquidating Trust Debtor
Assets, and the Liquidating Trustee will effect such liquidation
and distributions with respect to the Liquidating Trust Debtor
Assets. For the avoidance of doubt, the Plan Administrator will
distribute to the Liquidating Trust 62% of the Net Federal Tax
Refunds, for further distribution to Beneficiaries in accordance
with the terms of the Plan. The Debtors will be dissolved as soon
as practicable after the Effective Date.
A full-text copy of the Disclosure Statement dated July 28, 2020,
is available at https://tinyurl.com/y2gs39z4 from PacerMonitor.com
at no charge.
Counsel for the Debtors:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Robert S. Brady
Edmon L. Morton
Kenneth J. Enos
1000 North King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
- and -
DEBEVOISE & PLIMPTON LLP
M. Natasha Labovitz
Nick S. Kaluk, III
919 Third Avenue
New York, New York 10022
Telephone: (212) 909-6000
Facsimile: (212) 909-6836
Counsel for the Committee:
KATTEN MUCHIN ROSENMAN LLP
Steven J. Reisman
Jerry L. Hall
James V. Drew
575 Madison Avenue
New York, New York 10022-2585
Telephone: (212) 940-8800
- and -
POTTER ANDERSON & CORROON LLP
Jeremy W. Ryan
Aaron H. Stulman
1313 N. Market Street, 6th Floor
Wilmington, Delaware 19801
Telephone: (302) 984-6000
About High Ridge Brands
Headquartered in Stamford, Connecticut, High Ridge Brands Co. --
http://www.highridgebrands.com/-- is one of the largest
independent branded personal care companies in the United States by
unit volume, with a mission to craft extraordinary experiences for
savvy consumers. Today, High Ridge Brands has a portfolio of over
thirteen trusted brands, serving primarily North American skin
cleansing, hair care and oral care markets, including Zest(R),
Alberto VO5(R), REACH(R), Firefly(R), Dr. Fresh(R), Coast(R), White
Rain(R), LA Looks(R), Zero Frizz(R), Rave(R), Salon Grafix(R),
Binaca(R) and Thicker Fuller Hair(R). In addition, the Company has
relationships with leading entertainment properties through which
it has a portfolio of licenses such as Star Wars, Batman,
Spiderman, Hello Kitty, and Transformers. The Company operates an
asset-light model, outsourcing its manufacturing needs, and has
approximately 140 employees.
High Ridge Brands and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 19-12689) on Dec. 18, 2019. The debtor
affiliates include High Ridge Brands Holdings, Inc., HRB Midco,
Inc., HRB Buyer, Inc., High Ridge Brands Co., Golden Sun, Inc.,
Continental Fragrances, Ltd., Freshcorp, Inc., Children Oral Care,
LLC, and Dr. Fresh, LLC.
Judge Brendan Linehan Shannon is assigned to the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as legal
counsel; Debevoise & Plimpton LLP as corporate, finance and
litigation counsel; and PJT Partners LP as investment banker.
IFRESH INC: Hao Huang Acquires 5.1% Equity Stake
------------------------------------------------
Hao Huang disclosed in a Schedule 13D filed with the Securities and
Exchange Commission that as of March 26, 2020, he beneficially owns
1,540,949 shares of common stock of iFresh Inc., which represents
5.10 percent based upon a total of 30,230,383 shares of Common
Stock outstanding as of Sept. 3, 2020.
On March 26, 2020, Mr. Huang entered into a purchase agreement with
the Issuer, pursuant to which he acquired 1,540,949 shares of
Common Stock of the Issuer and 400 shares of the Issuer's Series B
Convertible Preferred Stock, subject to certain rights, in
exchange for the Issuer's acquisition of Mr. Huang's 40% equity
interests in Hubei Rongentang Wine Co., Ltd. and Hubei Rongentang
Herbal Wine Co., Ltd. Pursuant to the Purchase Agreement, the
Issuer also purchased a 60% interest in the two companies from
Kairui Tong. As a result, these two companies became indirect
wholly-owned subsidiaries of the Issuer. None of the consideration
for the shares Mr. Huang acquired under the Purchase Agreement was
represented by borrowed funds.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1681941/000168316820003049/huang_sc13d.htm
About iFresh Inc.
Headquartered in Long Island City, New York, iFresh Inc. --
http://www.ifreshmarket.com/-- is an Asian American grocery
supermarket chain and online grocer on the east coast of U.S. With
nine retail supermarkets along the US eastern seaboard (with
additional stores in Glen Cove, Miami and Connecticut opening
soon), and two in-house wholesale businesses strategically located
in cities with a highly concentrated Asian population, iFresh aims
to satisfy the increasing demands of Asian Americans (whose
purchasing power has been growing rapidly) for fresh and culturally
unique produce, seafood and other groceries that are not found in
mainstream supermarkets. With an in-house proprietary delivery
network, online sales channel and strong relations with farms that
produce Chinese specialty vegetables and fruits, iFresh is able to
offer fresh, high-quality specialty produce at competitive prices
to a growing base of customers.
iFresh Inc. reported a net loss of $8.29 million for the year ended
March 31, 2020, compared to a net loss of $12 million for the year
ended March 31, 2019. As of June 30, 2020, the Company had $121.35
million in total assets, $106.24 million in total liabilities, and
$15.11 million in total equity.
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated Aug. 13, 2020,
citing that the Company has incurred significant operating losses,
has negative working capital of $28.6 million and is not in
compliance with its credit agreement. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
IFRESH INC: HK Xu Ding Reports 27.4% Stake as of March 3
--------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, these entities and individuals reported beneficial
ownership of shares of common stock of iFresh Inc. as of March 3,
2020:
Shares Percent
Beneficially of
Reporting Person Owned Class
---------------- ------------ ---------
HK Xu Ding Co., Limited 8,294,989 27.44%
Ping Zhou ("Ms. Zhou") 8,294,989 27.44%
Dengrong Zhou ("Mr. Zhou") 1,031,679 3.41%
Qiang Ou 751,488 2.49%
The percentages are based upon a total of 30,230,383 shares of
Common Stock outstanding as of Sept. 3, 2020.
On March 3, 2020, Ms. Zhou entered into an Instrument of Transfer
with HK Suixin Co., Limited, a Hong Kong company, which was the
sole shareholder of Xu Ding at the time, pursuant to which Ms. Zhou
acquired 95% of the ordinary shares of Xu Ding, making her the
majority shareholder of Xu Ding. Xu Ding holds 8,294,989 shares of
Common Stock of the Issuer. The aggregate price Ms. Zhou paid was
$3,500,000, based on the exchange rate of RMD to USD as of March 3,
2020, consisting of approximately $433,413 from her personal funds
and approximately $3,066,587 from an unsecured, interest-free loan
by Mr. Zhou, payable on demand. The loans were made pursuant to
oral agreement between Ms. Zhou and Mr. Zhou.
Pursuant to a Purchase Agreement, dated as of March 25, 2020, among
the Issuer, Mr. Zhou and Mr. Ou, Mr. Zhou purchased from the Issuer
1,031,679 shares of the Issuer's Common Stock and Mr. Ou purchased
from the Issuer 751,488 shares of the Issuer's Common Stock for a
total combined purchase price of $2,500,000. The source of funds
for Mr. Zhou's purchase was an interest free loan from Mr. Bin Zhou
in the amount of $1,446,413, payable on demand. The loan was made
pursuant to an oral agreement between Mr. Zhou and Mr. Bin Zhou.
The source of funds for Mr. Ou's purchase was an interest free loan
from Mr. Bin Zhou in the amount of $1,010,000, payable on demand,
and an interest free loan from Ms. Yun Kang in the amount of
$43,587, payable on demand, for an aggregate purchase price of
$1,053,587. The loans were made pursuant to oral agreements
between Mr. Ou and Mr. Bin Zhou and Ms. Yun Kang, respectively.
Mr. Bin Zhou is the nephew of Mr. Zhou.
Xu Ding purchased the 8,294,989 shares of Common Stock of the
Issuer it holds on Feb. 6, 2019 with funds from the working capital
of Xu Ding.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1681941/000168316820003048/hkzu_sc13da.htm
About iFresh Inc.
Headquartered in Long Island City, New York, iFresh Inc. --
http://www.ifreshmarket.com/-- is an Asian American grocery
supermarket chain and online grocer on the east coast of U.S. With
nine retail supermarkets along the US eastern seaboard (with
additional stores in Glen Cove, Miami and Connecticut opening
soon), and two in-house wholesale businesses strategically located
in cities with a highly concentrated Asian population, iFresh aims
to satisfy the increasing demands of Asian Americans (whose
purchasing power has been growing rapidly) for fresh and culturally
unique produce, seafood and other groceries that are not found in
mainstream supermarkets. With an in-house proprietary delivery
network, online sales channel and strong relations with farms that
produce Chinese specialty vegetables and fruits, iFresh is able to
offer fresh, high-quality specialty produce at competitive prices
to a growing base of customers.
iFresh Inc. reported a net loss of $8.29 million for the year ended
March 31, 2020, compared to a net loss of $12 million for the year
ended March 31, 2019. As of June 30, 2020, the Company had $121.35
million in total assets, $106.24 million in total liabilities, and
$15.11 million in total equity.
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated Aug. 13, 2020,
citing that the Company has incurred significant operating losses,
has negative working capital of $28.6 million and is not in
compliance with its credit agreement. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
IFRESH INC: Kairui Tong Has 7.6% Stake as of March 26
-----------------------------------------------------
Kairui Tong disclosed in a Schedule 13D filed with the Securities
and Exchange Commission that as of March 26, 2020, he beneficially
owns 2,311,423 shares of common stock of iFresh Inc., which
represents 7.65 percent based upon a total of 30,230,383 shares of
common stock outstanding as of Sept. 3, 2020.
On March 26, 2020, Mr. Tong entered into a purchase agreement with
the Issuer, pursuant to which he acquired 2,311,423 shares of
Common Stock of the Issuer and 600 shares of the Issuer's Series B
Convertible Preferred Stock, subject to certain rights, in
exchange for the Issuer's acquisition of Mr. Tong's 60% equity
interests in Hubei Rongentang Wine Co., Ltd. and Hubei Rongentang
Herbal Wine Co., Ltd. Pursuant to the Purchase Agreement, the
Issuer also purchased a 40% interest in the two companies from Hao
Huang. As a result, these two companies became indirect
wholly-owned subsidiaries of the Issuer. None of the consideration
for the shares Mr. Tong acquired under the Purchase Agreement was
represented by borrowed funds.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1681941/000168316820003050/tong_sc13d.htm
About iFresh Inc.
Headquartered in Long Island City, New York, iFresh Inc. --
http://www.ifreshmarket.com/-- is an Asian American grocery
supermarket chain and online grocer on the east coast of U.S. With
nine retail supermarkets along the US eastern seaboard (with
additional stores in Glen Cove, Miami and Connecticut opening
soon), and two in-house wholesale businesses strategically located
in cities with a highly concentrated Asian population, iFresh aims
to satisfy the increasing demands of Asian Americans (whose
purchasing power has been growing rapidly) for fresh and culturally
unique produce, seafood and other groceries that are not found in
mainstream supermarkets. With an in-house proprietary delivery
network, online sales channel and strong relations with farms that
produce Chinese specialty vegetables and fruits, iFresh is able to
offer fresh, high-quality specialty produce at competitive prices
to a growing base of customers.
iFresh Inc. reported a net loss of $8.29 million for the year ended
March 31, 2020, compared to a net loss of $12 million for the year
ended March 31, 2019. As of June 30, 2020, the Company had $121.35
million in total assets, $106.24 million in total liabilities, and
$15.11 million in total equity.
Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated Aug. 13, 2020,
citing that the Company has incurred significant operating losses,
has negative working capital of $28.6 million and is not in
compliance with its credit agreement. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
J.JILL: Deal With Lenders Has Prepack Chapter 11 Option
-------------------------------------------------------
J.Jill, Inc. (NYSE JILL) on Sept. 1, 2020, announced that with the
support of a majority of the Company's shareholders, it has entered
into a Transaction Support Agreement ("TSA") with lenders holding
greater than 70.0% of the Company's term loans ("Consenting
Lenders") on the principal terms of a financial restructuring
("Transaction") that would result in a waiver of any past
non-compliance with the terms of the Company's credit facilities
and provide the company with additional liquidity.
If the Transaction is consented to by the requisite term loan
lenders, the Transaction will be consummated on an out-of-court
basis. The out-of-court Transaction would extend the maturity of
certain participating debt by 2 years, through May 2024, enabling
the Company to strengthen its balance sheet and better position
itself for long-term growth. The Company is working actively with
the Consenting Lenders to obtain the necessary consents.
In the event that the Transaction does not receive the required
consents, the parties to the TSA have agreed to a prepackaged plan
of reorganization under Chapter 11 of the United States Code (the
"In-Court Transaction") the key terms of which have been
negotiated, including additional financing during the Chapter 11
process. While the Company hopes to receive the required consents
to execute the out-of-court Transaction, the Company anticipates
that the In-Court Transaction would be a swift process in which all
vendor claims would be unimpaired and paid in full, and from which
the Company would emerge with a strong and healthy balance sheet.
"J.Jill has been buoyed by a strong direct business and a loyal
customer base, and the transaction proposed in this agreement will
enable our company to emerge from this challenging stretch in a
position of strength," said Jim Scully, Interim Chief Executive
Officer of J.Jill. "I am grateful for the confidence and support
of many of our lenders and shareholders as we work together to
advance the best interests of our employees, vendors and customers
and position our company for long-term success."
Key Terms
The out-of-court Transaction contemplated by the TSA will, among
other things:
* extend the maturity of certain participating debt to May
2024,
* waive all existing non-compliance with the terms of the
Company’s credit facilities,
* grant a financial covenant holiday until Q4 2021, and
* provide for a new money investment of no less than $15mm in
the form of a junior term loan facility.
If the Transaction does not receive the required consents for the
out-of-court Transaction (or the Company does not meet the other
conditions to closing the out-of-court Transaction), the TSA
provides that the Company will pivot to the In-Court Transaction,
which will, among other things, provide for:
* a new money investment of up to $75mm in the form of a
debtor-in-possession facility, and
* the conversion of the debtor-in-possession facility into a new
term loan facility that matures 5 years after emergence.
Conditions to Closing
The closing of the out-of-court Transaction is conditioned on the
satisfaction or waiver of certain conditions precedent, including
finalizing all definitive documents and achieving certain
participation thresholds. Specifically, the Transaction requires
participation by lenders holding at least 95% of the outstanding
principal amount of the Company’s term loans by September 11,
2020 (as such date and consent threshold may be modified as
provided in the TSA).
Additional information regarding the TSA, including certain
conditions to the consummation of the TSA, will be disclosed in a
Current Report on Form 8-K to be filed with the Securities and
Exchange Commission and available on www.sec.gov.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
Centerview Partners is serving as the Company's financial advisor
and investment banker, and AlixPartners is serving as the Company's
restructuring advisor.
About J. Jill Inc.
J.Jill, Inc. operates as an Omni channel retailer women's apparel
under the J.Jill brand name in the United States. The company
offers knit and woven tops, bottoms, and dresses, as well as
sweaters and outerwear; and complementary footwear and accessories,
including scarves, jewelry, and hosiery for misses, petites, and
women. Its customers comprise women in 40-65 age range. The company
markets its products through retail stores, Website, and catalogs.
J.Jill, Inc. is headquartered in Quincy, Massachusetts.
JRSIS HEALTH: Reports $291K Net Income for Second Quarter
---------------------------------------------------------
JRSIS Health Care Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing
net income attributable to the company of $291,217 on $7.02 million
of total revenue for the three months ended June 30, 2020, compared
to net income attributable to the company of $654,742 on $7.57
million of total revenue for the three months ended June 30, 2019.
For the six months ended June 30, 2020, JRSIS reported net income
attributable to the company of $446,740 on $13 million of total
revenue compared to net income attributable to the company of $1.32
million on $15.14 million of total revenue for the six months ended
June 30, 2019.
As of June 30, 2020, the Company had $50.30 million in total
assets, $26.74 million in total liabilities, and $23.56 million in
total shareholders' equity.
The Company had a $6,341,912 negative retained earnings or
accumulated deficit as of June 30, 2020. In addition, the
Company's total current liabilities exceeded its current assets by
$745,076. The Company said these factors raised substantial doubt
about its ability to continue as a going concern.
"To continue as a going concern, the Company is actively pursuing
additional funding and strategic partners to enable it to implement
its business plan. In addition, the Company is also working to
devote more efforts to improve its operation and generate more
profits. Management believes that these actions will allow the
Company to continue its operations through the next fiscal year,"
JRSIS said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1597892/000121390020022106/f10q0620_jrsishealth.htm
About Jrsis Health Care
Headquartered in Heilongjiang Province, China, JRSIS Health Care
Corporation -- http://www.jhcc.cn/-- provides well rounded medical
services to all of its patients. From less complicated services
such as dentistry to highly sophisticated surgery, the Hospital
provides services throughout the 24 hours of the day. Its
hospitals boast modern facilities and cutting-edge equipment, as
well as highly skilled and experienced personnel ready to attend to
patient medical and healthcare needs.
Centurion ZD CPA & Co., in Hong Kong, China, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated June 16, 2020, citing that the Company has a significant
accumulated deficits and negative working capital. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
JUST ENERGY: Gets Final Court OK to Proceed with Recapitalization
-----------------------------------------------------------------
Just Energy Group Inc. has received the final court approval
required to close the Company's recapitalization plan and
subscriptions totaling approximately C$52 million through the
equity subscription option included in its Recapitalization, with
the remaining approximately C$48 million to be provided by the
backstop parties.
The Recapitalization is being implemented by way of a plan of
arrangement and on Sept. 3, 2020, Just Energy obtained the final
order from the Ontario Superior Court of Justice enabling the Plan
of Arrangement to proceed. The Company expects the Plan of
Arrangement to close on or about Sept. 16, 2020, pending receipt of
regulatory approvals.
The Recapitalization is part of a comprehensive plan to strengthen
and de-risk the business and position Just Energy for sustainable
growth as an independent industry leader. The Recapitalization
significantly improves Just Energy's financial flexibility with a
cash injection from its equity raise and reduces net debt and
preferred shares by approximately C$520 million.
"The implementation of our recapitalization plan is quickly moving
ahead following today's ruling," said Scott Gahn, Just Energy's
president and chief executive officer. "With our court approvals
now received, we are focused on running our business, maintaining
our improved financial position and ensuring Just Energy's future
success."
Equity Subscription Option
As part of the Recapitalization Plan, holders of Just Energy's
existing Term Loan, Eurobond, Subordinated Convertible Debentures,
Preferred Shares and common shares as of July 23, 2020 were
entitled to subscribe for common shares at a price per share of
C$3.412.
The equity subscription option received interest from all security
classes, with subscriptions totaling 15,174,950 common shares which
will result in cash proceeds for Just Energy of approximately C$52
million. Pursuant to the previously announced backstop
commitments, the backstop parties have agreed to acquire the
remaining common shares not subscribed for by eligible holders
under the equity subscription option, totalling 14,137,580 common
shares, on a post-consolidation basis. The aggregate proceeds from
the equity subscription option are C$100 million and will be used
to reduce debt and for general corporate purposes.
Following completion of the Recapitalization, the principal
shareholder of the Company will be a group of related investment
entities comprised of OCII LVS XIV LP, LVS III SPE XV LP, HVS XVI
LLC and TOCU XVII LLC that will collectively beneficially own
13,872,207 common shares of Just Energy, representing approximately
29% of the issued and outstanding common shares. Of this amount,
OCII LVS XIV LP will hold 8,323,327 common shares, representing
approximately 17% of the issued and outstanding common shares. The
foregoing common shares will be acquired pursuant to the
Recapitalization, including as a result of the backstop commitments
provided by such investment entities. Such investment entities are
also lenders to the Company pursuant to an amended and restated
term loan debt agreement that was entered into in conjunction with
the Recapitalization.
Common share consolidation
The Company confirms that the previously announced consolidation of
its common shares on a 33 to 1 basis is anticipated to be effective
on or about Sept. 16, 2020. The common shares will begin trading
on the New York Stock Exchange and the Toronto Stock Exchange on a
post-Consolidation basis at the opening of trading on Sept. 17,
2020.
Preferred shares exchange and delisting
Just Energy further confirms that its previously announced exchange
of all outstanding 8.50% series A fixed-to-floating rate cumulative
redeemable perpetual preferred shares (TSX: JE.PR.U) (NYSE:
JE.PR.A) into new common shares, on the basis of one Preferred
Share for 0.33387132 new common shares (on a post-Consolidation
basis), is anticipated to be effective on or about Sept. 16, 2020.
Upon completion of the Preferred Share Exchange, the Preferred
Shares will be delisted from the NYSE and the TSX and the delisting
will be effective before or at the opening of trading on Sept. 17,
2020.
Subordinated Convertible Debentures exchange and delisting
Just Energy further confirms that its previously announced exchange
of all outstanding $100 million 6.75% convertible unsecured senior
subordinated debentures due March 31, 2023 (TSX: JE.DB.D) and $160
million 6.75% convertible unsecured senior subordinated debentures
due Dec. 31, 2021 (TSX: JE.DB.C) into new common shares, on the
basis of 35.920689 new common shares (on a post-Consolidation
basis) for every $1,000 principal amount of Subordinated
Convertible Debentures, is anticipated to be effective on or about
Sept. 16, 2020. Upon completion of the Convertible Debenture
Exchange, the Subordinated Convertible Debentures will be delisted
from the TSX and the delisting will be effective before or at the
opening of trading on Sept. 17, 2020.
No fractional common shares will be issued in connection with the
Consolidation, the Preferred Share Exchange or the Convertible
Debenture Exchange and any fraction will be rounded down to the
nearest whole number of common shares.
Litigation settlement
Just Energy has reached an agreement in principle to settle
litigation related to the 2018 acquisition of Filter Group Inc.,
with the resulting release of any claims. Under the terms of the
proposed settlement, shareholders of the Filter Group will receive
an aggregate of $1.8 million in cash and 429,958 shares, issued
upon implementation of the Recapitalization.
An amended version of the Plan of Arrangement, reflecting the
settlement, will be filed on SEDAR at www.sedar.com.
About Just Energy Group Inc.
Just Energy is a consumer company focused on essential needs,
including electricity and natural gas health and well-being, such
as water quality and filtration devices; and utility conservation,
bringing energy efficient solutions and renewable energy options to
consumers. Currently operating in the United States and Canada,
Just Energy serves residential and commercial customers. Just
Energy is the parent company of Amigo Energy, EdgePower Inc.,
Filter Group Inc., Hudson Energy, Interactive Energy Group, Tara
Energy, and TerraPass. Visit https://investors.justenergy.com/ to
learn more.
Just Energy reported a net loss of C$309.66 million for the year
ended March 31, 2020, compared to a net loss of C$266.53 million
for the year ended March 31, 2019.
Ernst & Young LLP, in Toronto, Canada, the Company's auditor since
2011, issued a "going concern" qualification in its report dated
July 8, 2020, citing that Just Energy Group Inc.'s credit facility
with syndicate lenders matures within the next 12 months and has
been classified in the consolidated financial statements as a
current liability and contributes to the net current liability
position at March 31, 2020. Just Energy Group Inc. has stated that
these conditions, along with other matters, indicate the existence
of material uncertainties that raise substantial doubt about Just
Energy Group Inc.'s ability to continue as a going concern.
K'CAFE CORP: Unsecureds to Receive 100% via Quarterly Payments
--------------------------------------------------------------
K'Cafe Corp., d/b/a Yukka Latin Bistro filed a Third Amended
Disclosure Statement describing its Second Amended Plan dated July
24, 2020.
All claimants in Classes 1 and 2 will receive a distribution of
100% of their allowed claims with 6% non-compounding interest,
pursuant to quarterly annual payments over a six year period with
the exception of Class 1 post petition tax payment which will be
paid upon the effective date of the plan. All claimants in class 3
will receive a distribution of 100% of their allowed claims with no
interest.
Class 1 - Administrative expense claims are unimpaired by the Plan.
Each holder of a class 1 claim will be paid 100% in equal quarterly
installments by debtor including 6% non-compounding interest with
appropriate annual reductions.
Class 2 - Prepetition tax claims are unimpaired by the Plan. Each
holder of a class 2 claim will be paid 100% in equal quarterly
installments by debtor including 6% non-compounding interest with
appropriate annual reductions.
Class 3 - Unsecured non-tax claims are impaired by this Plan. Each
holder of a class 3 claim will be paid 100% without interest in
equal quarterly installments by debtor.
Equity interest holder Emmanuel Espinal is unimpaired.
Payments and distributions under the Plan will be funded by the
operations of business.
A full-text copy of the Amended Disclosure Statement dated July 24,
2020, is available at https://tinyurl.com/yy99csxl from
PacerMonitor at no charge.
The Debtor is represented by:
Michael S. Kopelman, Esq.
KOPELMAN & KOPELMAN LLP
90 Main Street, Suite 205
Hackensack, NJ 07601
Tel: (201) 489-5500
Fax: (201) 489-7755
About K'Cafe Corp.
K' Cafe Corp., d/b/a Yukka Latin Bistro, filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-12597) on Aug. 11,
2019, disclosing under $1 million in both assets and liabilities.
The Debtor is represented by Michael S. Kopelman, Esq., at Kopelman
& Kopelman LLP.
KAIROS HOMES: IRS Says Second Amended Plan Patently Unconfirmable
-----------------------------------------------------------------
The United States of America, Internal Revenue Service (IRS), a
creditor and governmental unit, objects to Kairos Homes, LLC's
Disclosure Statement, Supplement to Disclosure Statement, and
Second Amended Plan of Reorganization.
The United States objects to Kairos' Disclosure Statement and
Supplement to Disclosure Statement because it solicits votes for
Kairos' Plan which is patently unconfirmable. When a plan is
facially un-confirmable, the bankruptcy court can deny approval of
the Debtor's disclosure statement.
The United States claims that the Debtor's Plan fails to provide
interest on the IRS's unsecured claim. For the Debtor's Plan to be
confirmable, the IRS' general unsecured claim must be paid in full
with interest in order for the Plan to not violate the absolute
priority rule.
The United States points out that both the Debtor's Disclosure
Statement, Supplement to Disclosure Statement, and Plan are devoid
of any proposed injunction, release (including third-party
release), or exculpatory provisions that the creditors can
evaluate. The Debtor also must clarify that any Plan releases,
injunctions, and exculpations that it seeks do not violate Section
524(e) of the Bankruptcy Code.
The United States asserts that the Debtor's Plan, Disclosure
Statement, and Supplement to Disclosure Statement fails to state
whether any of the Debtor's professionals will be prospectively
released from liability.
The United States further asserts that the IRS's records reflect
that the funds from the sale of the homes only partially paid the
lien of the IRS. Certain funds paid by Brian Frazier individually
paid a portion of the lien of the IRS. Further, the IRS's records
do not reflect that proceeds from the sale of the homes applied to
the priority claim of the IRS.
A full-text copy of the United States' objection to Plan and
Disclosure Statement dated July 24, 2020, is available at
https://tinyurl.com/y29uwmkt from PacerMonitor at no charge.
About Kairos Homes
Kairos Homes, L.L.C. -- http://www.kairoshomesllc.com/-- is a home
builder in Fort Worth, Texas. Kairos Homes filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 18-43969) on Oct. 3, 2018. In
the petition signed by Brian Frazier, president, the Debtor
disclosed $3,006,914 in assets and $1,116,717 in liabilities. The
Hon. Mark X. Mullin oversees the case. John Park Davis, Esq., at
Davis Law Firm, serves as bankruptcy counsel to the Debtor.
KANAWHA COUNTY: Moody's Reviews Ba3 Bonds Rating for Downgrade
--------------------------------------------------------------
Moody's Investors Service has placed the Ba3 rating of the Kanawha
County Commission, West Virginia Student Housing Revenue Bonds (The
West Virginia State University Foundation Project), Series 2013
under review for possible downgrade due to lack of sufficient
information.
RATINGS RATIONALE
The rating action is based on several unsuccessful attempts to
obtain information required for review from the borrower. As a
result, we currently do not possess sufficient information to
maintain the existing ratings on the bonds. Over the next 30 days
we will continue to attempt collection of information from the
appropriate parties; however, if sufficient information is not
received, the ratings may be downgraded or withdrawn.
We evaluate management and governance as a factor in assigning our
ratings under our ESG framework. This includes their ability to
provide appropriate levels of operational and financial disclosures
upon request.
In addition, the rapid and widening spread of the coronavirus
outbreak, deteriorating global economic outlook, falling oil
prices, and financial market declines are creating a severe and
extensive credit shock across many sectors, regions and markets.
The combined credit effects of these developments are
unprecedented. We regard the coronavirus outbreak as a social risk
under our ESG framework, given the substantial implications for
public health and safety.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
- Upgrade of the University rating
- A sustained increase in operating revenues at the Project
coupled with solid demand growth
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
- Declining net revenue stemming from lower than projected
occupancy and rent growth
- Failure of the University to fund occupancy shortfalls or
subordinated expenses
- Lack of timely and detailed information on occupancy, summer
revenue, rental rates and expenses
- Further downgrade of the University
LEGAL SECURITY
The bonds are limited obligations of the Issuer, The Kanawha County
Commission, payable from the pledged revenues of a 291-bed student
housing facility on the campus of the WVSU and further secured by a
lien on underlying assets and contracts, as specified in the
security agreements between the West Virginia State University
Foundation, Inc. (the "Borrower" or "WVSU Foundation") and The
Huntington National Bank (the "Bond Trustee").
KEN GARFF: Moody's Alters Outlook on Ba2 CFR to Stable
------------------------------------------------------
Moody's Investors Service, Inc. affirmed all ratings of Ken Garff
Automotive, LLC including the Ba2 corporate family rating, and
changed the outlook to stable from negative.
"The change in outlook to stable recognizes the continuing
improvement in Garff's quantitative credit profile as it has thus
far successfully navigated the COVID-19 related volatility in the
auto retail segment," stated Moody's Lead Garff Analyst Charlie
O'Shea. "Q2 2020 performance actually improved over Q2 2019 driven
by higher gross profit per vehicle, which has outweighed drops in
unit volumes, and parts and service has stabilized following
several difficult weeks this past spring," continued O'Shea.
"Debt/EBITDA has continued to progress towards 4 times, and
EBIT/interest is steadily progressing towards 3 times, both of
which are increasing the potential 'distance to downgrade', and
Moody's believes that the company has demonstrated the operating
flexibility of its business model on the cost side will preserve
profitability even in the event of a recurrence of negative demand
drivers."
Affirmations:
Issuer: Ken Garff Automotive, LLC
Probability of Default Rating, Affirmed Ba2-PD
Corporate Family Rating, Affirmed Ba2
Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD5)
Outlook Actions:
Issuer: Ken Garff Automotive, LLC
Outlook, Changed to Stable from Negative
RATINGS RATIONALE
Garff's Ba2 rating considers its favorable position in its chosen
markets, predominantly in its home state of Utah, its brand mix
with heavy domestic weighting, its good liquidity, its flexible
business model, with shifting emphasis towards used vehicles as
this segment lags the rated universe, and its stable ownership and
management befitting a third-generation company. The stable outlook
reflects Moody's view that Garff will continue to manage its costs
to 'flex' with potential negative demand drivers such that current
credit metrics are largely preserved.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if operating performance and financial
policy decisions result in debt/EBITDA sustained below 4 times, and
EBIT/interest sustained above 3.5 times with liquidity remaining at
least good. Ratings could be downgraded should operating
performance or financial policy decisions result in debt/EBITDA
climbing above 5 times or EBIT/interest persistently below 2.5
times.
Ken Garff Automotive, LLC, headquartered in Salt Lake City, Utah,
is a top-ten US auto retailer.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
LAMPKINS PATTERSON: First Bank Objects to Plan & Disclosure
-----------------------------------------------------------
Creditor First Bank Financial Centre objects to the Amended
Disclosure Statement and to confirmation of the proposed First
Amended Chapter 11 Plan of Debtor Lampkins Patterson Inc., and
states as follows:
* The Amended Plan violates 11 U.S.C. Sec. 1129(a)(3) as it was
not filed in good faith and it lacks the requisite specificity with
respect to treatment of First Bank’s claim to be confirmed.
* The Amended Plan violates 11 U.S.C. Sec. 1129(a)(7)(A)(ii)
because it does not provide for First Bank to receive an amount
greater than or equal to the amount that First Bank would receive
in a case under Chapter 7.
* The Amended Plan violates 11 U.S.C. Sec. 1129(a)(11), and
1129(b)(1) and (2) as the Amended Plan is not feasible, and the
Debtor is likely to require further financial reorganization.
* First Bank also objects to the Amended Plan to the extent that
Section 7.02 seeks to impose obligations on First Bank regarding
its accounting or other systems.
A full-text copy of First Bank's objection to Amended Plan and
Disclosure dated July 24, 2020, is available at
https://tinyurl.com/y3pekk7n from PacerMonitor.com at no charge.
First Bank is represented by:
CARLTON FIELDS, P.A.
David L. Gay
100 S.E. Second Street, Suite 4200
Miami, FL 33131-2113
Tel: (305) 530-0050
Fax: (305) 530-0011
E-mail: dgay@carltonfields.com
About Lampkins Patterson
Lampkins Patterson Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03776) on Oct. 4,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $500,001 and $1 million and liabilities of the
same range. The case is assigned to Judge Jerry A. Funk. The
Debtor tapped Rehan N. Khawaja, Esq., at the Law Offices of Rehan
N. Khawaja, as its legal counsel.
LAS VEGAS MONORAIL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Las Vegas Monorail Company
3770 Howard Hughes Parkway
Suite 295
Las Vegas, NV 89104
Business Description: Las Vegas Monorail Company --
https://www.lvmonorail.com -- is a nonprofit
and privately owned public transportation
company that operates the Las Vegas
Monorail System. The Monorail provides a
quick and convenient connection along the
Las Vegas Strip, linking riders to world-
class restaurants, shows, shops,
day/nightclubs, spas, hotels, and casinos.
The Company discontinued operation of the
Monorail System on March 18, 2020,
as a result of the Covid-19 pandemic.
Chapter 11 Petition Date: September 7, 2020
Court: United States Bankruptcy Court
District of Nevada
Case No.: 20-14451
Debtor's Counsel: Gerald M. Gordon, Esq.
GARMAN TURNER GORDON LLP
7251 Amigo Street, Sute 210
Las Vegas, NV 89119
Tel: 725-777-3000
Email: ggordon@gtg.legal
Debtor's
Financial
Advisor: ALVAREZ & MARSAL
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Curtis L. Myles, III, president and CEO
of Las Vegas Monorail Company.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/IRD63EI/LAS_VEGAS_MONORAIL_COMPANY__nvbke-20-14451__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. American Express Trade $364,572
Box 0001
Los Angeles, CA 90096-8000
Tel: 1-800-528-2122
2. Inossman North America Corp. Trade $211,664
(Canada Alloy) 529 Manitou Drive
Kitchener Ontario, N2C 1S2
Canada
Tel: (519) 895 1161 Ext. 237
Email: teresachau@cac.ca
3. Gensler, 3883 Howard Hughes Professional $150,697
Parkway, Suite 650 Services
Las Vegas, NV 89169
Tel: 310-449-5600
4. Security Life of Employment $140,000
Denver Insurance Benefits
8408 Innovation Way
Chicago, IL 60682
Tel: (877) 253-5050
5. NV Energy Trade -
PO Box 30086
Reno, NV 89520
Tel: 702-367-5335
6. BP Graphics, Inc. Professional $89,900
3940 W. Services
Montecito Avenue
Phoenix, AZ 85019
Tel: 602-272-7907
7. Mersen Trade $74,338
225 Harwood Boulevard
Vaudreuil-Dorion
Quebec, Canada
Tel: 450-455-5728
8. Kone Inc. Trade $60,490
PO Box 894156
Los Angeles, CA
Tel: 702-269-0919
9. Powertech Converts Corp. Trade $59,539
300 International Drive North
Suite #2
Mount Olive, NJ 07828
Tel: 973-598-0806
10. Knorr Brake Company Trade $59,143
1 Arthur Peck Drive
Westminster, MD 21157
Tel: 410-875-0900
11. Thales Transport & Trade $54,600
Security Inc.
5500 Corporate Dr. #500
Pittsburgh, PA 15237
Tel: 412-366-8814
12. Armstrong Teasdale Professional $47,623
3770 Howard Hughes Parkway Services
Suite 200
Las Vegas, NV 89169
Tel: 702-415-2952
Email: kstolworthy@armstrongteasdale.com
13. Projetech, Inc. Trade $44,490
3815 Harrison Avenue
Cincinnati, OH 45211
Tel: 513-661-8500
Email: support@projetech.com
14. Sullivan Commercial Trade $42,874
Painting, Inc.
1089 Commonwealth Avenue
Suite 196
Boston, MA 02215
Tel: 855-724-6805
Email: derek@sullivanpaintininc.com
15. Cashman Equipment Trade $30,668
PO Box 843397
Los Angeles, CA 90084-3397
Tel: 800-937-2326
16. Clark County Dept. of Government $30,309
Business (Business)
500 S. Grand Central Pkwy License
PO Box 551810
Las Vegas, NV 89155
Tel: 702-455-2258
17. Accordia Life and Employment $30,000
Annuity Company Benefits
PO Box 71223
Charlotte, NC 28272
Tel: 1-877-462-8992
18. DLP Services, LLC Professional $27,687
5113 Alpine Place Services
Las Vegas, NV 89107
Tel: 702-878-8020
19. AFCO Trade $25,462
PO Box 360572
Pittsburgh, PA 15250
Tel: 800-288-6901
20. Pharris Media Inc. Professional $24,000
200 S. Wilcox Street Services
Suite 201
Castle Rock, CO 80104
Tel: 702-491-7464
Email: patrick@pharrismedia.com
LICK INDUSTRIES: Combined Plan & Disclosure Confirmed by Judge
--------------------------------------------------------------
Judge Thomas J. Tucker has entered an order confirming the Fourth
Amended Combined Plan and Disclosure Statement of Lick Industries,
LLC.
In the event any property subject to Oakland County Treasurer's
("OCT") lien is sold, that portion of OCT's claim attributable to
such property must be paid in full at closing, with interest.
Payment of DAC Retail, LLC/Chondrite Asset Trust/DAC MAG, LLC
("DAC") allowed secured claim will be considered full satisfaction
of any and all claims it may have against the Debtor and/or its
principal.
A full-text copy of the order dated July 24, 2020, is available at
https://tinyurl.com/y6r9qbxy from PacerMonitor.com at no charge.
About Lick Industries
Lick Industries, LLC, is a Michigan Limited Liability Company in
the business of purchasing residential real estate in need of
repairs, completing such repairs, and subsequently selling the
rehabilitated real estate for a profit.
Lick Industries filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-51017) on July 30,
2019, estimating under $1 million in both assets and liabilities.
Yuliy Osipov, Esq., at Osipov Bigelman, P.C., represents the
Debtor.
LLADRO GALLERIES: Hires Nelson Mullins as Bankruptcy Counsel
------------------------------------------------------------
Lladro Galleries, Inc. received approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Nelson Mullins
Riley & Scarborough, LLP as its bankruptcy counsel.
The firm will provide the following services:
a) advise Debtor of its rights, powers and duties under
Chapter 11 of the Bankruptcy Code;
b) prepare legal papers;
c) take legal actions to protect and preserve Debtor's
estate;
d) assist Debtor in the sale of any of its assets pursuant to
Section 363 of the Bankruptcy Code;
e) seek confirmation of Debtor's plan of reorganization;
f) prosecute Debtor's Chapter 11 plan and seek approval of all
transactions contemplated under the plan; and
h) perform all other necessary legal services in connection
with Debtor's Chapter 11 case.
Nelson Mullins will be paid at its standard hourly rates.
Nelson Mullins received a payment of $50,000 from Debtor, which was
applied to pre-bankruptcy services it provided, leaving a retainer
balance of $4,489.
Peter Haley, Esq., a partner at Nelson Mullins, assured the court
that the firm is a "disinterested person" as that phrase is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Peter J. Haley,, Esq.
Nelson Mullins Riley & Scarborough, LLP
One Post Office Square, 30th Floor
Boston, MA 02109
Tel. (617) 217-4714
Fax. (617) 217-4750
Email: peter.haley@nelsonmullins.com
About Lladro Galleries
Lladro Galleries, Inc., a dealer of art galleries and supplies,
sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-11618) on
July 14, 2020. At the time of the filing, Debtor was estimated to
have assets of $50,000 to $100,000 and liabilities of $1 million to
$10 million. Judge Shelley C. Chapman oversees the case. Nelson
Mullins Riley & Scarborough, LLP is Debtor's legal counsel.
LORENZ CORPORATION: Hires Walter Reynolds as Counsel
----------------------------------------------------
The Lorenz Corporation, seeks authority from the U.S. Bankruptcy
Court for the Southern District of Ohio to employ Porter Wright
Morris & Arthur LLP, counsel to the Debtor.
Lorenz Corporation requires Porter Wright to:
a. advise the Debtor with respect to its powers and duties as
the debtor-in-possession in the continued management and
operations of its business;
b. attend meetings and negotiate with representatives of
creditors and other parties in interest;
c. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on
the Debtor's behalf, the defense of any action commenced
against the debtor, negotiations concerning all litigation
in which the Debtor is involved, and objections to claims
filed against the estate;
d. prepare on behalf of the Debtor certain motions,
applications, answers, orders, reports, and papers
necessary to the administration of the estate;
e. promote the plan of reorganization, disclosure statement,
and all related agreements and/or documents filed
contemporaneously herewith or hereafter, and take any
necessary action on behalf of the Debtor to obtain
confirmation of such plan, as necessary;
f. advise the Debtor in connection with any potential sale of
assets;
g. appear before this Court, any appellate courts, and the
U.S. Trustee and protect the interests of the Debtor's
estate before such Courts and the U.S. Trustee;
h. consult with the Debtor regarding tax matters; and
i. perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection
with this chapter 11 case.
Porter Wright will be paid at these hourly rates:
Paralegals $420
Associates $245 to $265
Paralegals $190 to $225
From August 19, 2019 to August 19, 2020, Porter Wright received
payments from the Debtor totaling $22,406.33 for its prepetition
services and expenses rendered on behalf of the Debtor in
connection with general corporate representation unrelated to this
bankruptcy. Within 90 days of the bankruptcy filing, Porter Wright
received $5,372.50, in the ordinary course of its representation.
For preparation and commencement of this chapter 11 proceeding,
Porter Wright received a $50,000 retainer from the Debtor that was
deposited into the Firm's trust account on July 1, 2020. For
preparation and commencement of this Chapter 11 proceeding, Porter
Wright has been paid $19,286.10. After remitting funds to pay for
the pre-petition amounts owed to Porter Wright in the sum of
$19,286.10, Porter Wright has retained $30,713.90 as a retainer for
this bankruptcy proceeding.
Porter Wright will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Walter Reynolds, a partner of Porter Wright Morris & Arthur LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Porter Wright can be reached at:
Walter Reynolds, Esq.
Tami Hart Kirby, Esq.
PORTER WRIGHT MORRIS & ARTHUR LLP
One South Main Street, Suite 1600
Dayton, OH 45402
Telephone: (937) 449-6721
Facsimile: (937) 449-6820
E-mail: tkirby@porterwright.com
E-mail: wreynolds@porterwight.com
About The Lorenz Corporation
The Lorenz Corporation -- https://www.lorenz.com/ -- previously
known as Lorenz Publishing Company, is a music publisher located in
Dayton, Ohio. It is best known for its publication of church music
for smaller congregations served by amateur musicians. Founded by
the Lorenz family in 1890, the Company publishes choral, keyboard,
handbell, and instrumental music in support of many worship
traditions and choral music and general music teaching resources.
The Lorenz Corporation, based in Dayton, OH, filed a Chapter 11
petition (Bankr. S.D. Ohio Case No. 20-31952) on Aug. 19, 2020.
In the petition signed by CEO Reiff Lorenz, the Debtor disclosed
$1,397,950 in assets and $7,078,205 in liabilities.
PORTER WRIGHT MORRIS & ARTHUR LLP serves as bankruptcy counsel to
the Debtor.
LOUISIANA COMMUNITY DEVELOPMENT: S&P Cuts Bond Rating to 'BB (sf)'
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S&P Global Ratings lowered its rating on Louisiana Local Government
Environmental Facilities and Community Development Authority's
(Cove at Nola Apartments) series 2017A bonds to 'BB (sf)' from
'BB+(sf)' and its rating on the subordinate series 2017B
multifamily housing revenue bonds to 'B (sf)' from 'B+(sf)'. The
outlook is stable.
The series 2017A and 2017B were issued in the par amount of $16.99
million and $2.4 million, for a total issuance of $19.39 million.
The bonds were issued pursuant to and secured by a trust indenture
dated April 1, 2017. Proceeds of the bonds were loaned to the
borrower to finance the acquisition and renovation of a 300-unit
multifamily residential housing facility known as The Cove at Nola
Apartments in New Orleans. Proceeds were also used to fund a debt
service reserve fund (DSRF) accounts for the bonds, sized at
six-months maximum annual debt service (MADS) for the 2017A bonds
and less than six-months MADS for the 2017B bonds, and to pay
certain costs of issuance of the bonds. Interest payments on the
bonds commenced on June 1, 2017, and are payable semiannually on
each June 1 and Dec. 1.
"The downgrade is due to falling financial performance at the
property," said S&P Global Ratings credit analyst Jessica Pabst.
LUCAS CONSTRUCTION: Hires Patrick A. Gros, CPA as Accountant
------------------------------------------------------------
Lucas Construction Group, Inc. seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
Patrick A. Gros, CPA, A Professional Accounting Corporation to
prepare its monthly operating reports.
The firm's hourly rates are as follows:
Partners $225
Managers $175
Seniors $140
Staff $95
The firm received a retainer in the amount of $2,000 from Debtor.
Patrick A. Gros and its personnel neither represent nor hold any
interest adverse to Debtor and its estate, according to court
filings.
The firm can be reached through:
Patrick A. Gros, CPA
Patrick A. Gros, CPA, APAC
651 River Highlands Blvd.
Covington, LA 70433
Phone: 985-898-3512
Email: info@PJGrosCPA.com
About Lucas Construction Group
Lucas Construction Group, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. La. Case No. 20-10282) on Feb. 5, 2020,
disclosing under $1 million in both assets and liabilities. Judge
Meredith S. Grabill oversees the case. Debtor is represented by
Evan Park Howell III, Esq.
MAINES PAPER: Receives Court OK to Hold Liquidation Plan Vote
-------------------------------------------------------------
Daniel Gill, writing for Bloomberg Law, reports that Maines Paper &
Food Service Inc. won court approval of its plan disclosures,
allowing creditors to vote on the bankrupt food-service
distribution company's liquidation plan.
Unsecured creditors would share a $2 million pot if the plan is
ultimately confirmed, according to the disclosure statement
approved July 24, 2020 by Judge Karen B. Owens of the U.S.
Bankruptcy Court for the District of Delaware.
Under the plan, Maines' unsecured creditors, holding claims between
$129 million and $170 million, would recover 1.2% to 1.5% of their
claims, the debtor said. Maines’ equity owners wouldn’t receive
anything under the plan and the winding...
About Maines Paper & Food
About Maines Paper & Food Service, Inc. -- http://www.maines.net/
-- is an independent foodservice distributor. The Company
distributes meat, fruits, vegetables, dairies, beverages, and
seafood. The company's customers include restaurants, convenience
stores, delis, bars, pizzerias, educational institutions,
healthcare facilities, cruise lines, concessionaires, and camps.
Maines Paper & Food Service, Inc., based in Conklin, NY, and its
debtor-affiliates sought Chapter 11 protection (Bankr. D. Del. Lead
Case No. 20-11502) on June 10, 2020.
In the petition signed by CRO John C. DiDonato, Maines Paper was
estimated to have $1 million to $10 million in assets and $100
million to $500 million in liabilities.
The Debtors tapped PACHULSKI STANG ZIEHL & JONES LLP, KLEHR
HARRISON HARVEY BRANZBURG LLP, as attorneys; HURON CONSULTING
SERVICES LLC, as restructuring advisor; and ETZLER HENRICH &
ASSOCIATES LLC, as the financial advisor. STRETTO is the claims
and noticing agent.
MARTIN CONSTRUCTION: Seeks to Hire Fritz Law Firm as Legal Counsel
------------------------------------------------------------------
Martin Construction, Inc. seeks authority from the U.S. Bankruptcy
Court for the United States Bankruptcy Court for the Southern
District of Alabama to employ Fritz Law Firm, LLC, as its legal
counsel.
The firm's services are as follows:
a. advise Debtor of its powers and duties in the continued
operation of its business and management of its property;
b. prepare legal papers;
c. represent Debtor in all bankruptcy hearings;
d. assist in preparation of a disclosure statement and Chapter
11 plan;
e. perform all other necessary legal services in connection
with Debtor's Chapter 11 case.
The firm will charge an hourly rate of $240 plus expenses for the
services rendered by Michael A. Fritz, Sr., Esq.
On March 25, 2020, the Debtor paid Fritz Law a retainer in the
amount of $7,000 to be held in its trust account until an
application for professional fees has been filed and approved by
this Court. Fritz Law will pay the filing fee. The firm has $5,283
held in its trust account.
Mr. Fritz assures the court that he and his firm do not hold or
represent an interest adverse to the estate, and are disinterested
persons as that term is defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Michael A. Fritz, Sr., Esq.
Fritz Law Firm, LLC
25 S Court St #200
Montgomery, AL 36104
Phone: +1 334-230-9790
About Martin Construction
Martin Construction, Inc., a construction company in Atmore, Ala.,
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 20-11020) on April 1,
2020. Phillip Martin, authorized representative, signed the
petition. At the time of filing, Debtor disclosed $372,937 in
assets and $1,018,996 in liabilities. Judge Jerry C. Oldshue
oversees the case. Michael A. Fritz, Sr., Esq., at Fritz Law Firm,
LLC, represents Debtor as legal counsel.
MCCLATCHY CO: PBGC to Pay Pension Benefits for Workers, Retirees
----------------------------------------------------------------
The Pension Benefit Guaranty Corporation has assumed responsibility
for The McClatchy Company Retirement Plan, which covers over 24,000
current and future retirees. The California-based newspaper
publisher operates 30 media companies in 14 states.
"PBGC's mission is to help protect the retirement security of
millions of the nation's workers, retirees, and their families; and
that's exactly what we have spent months doing in the McClatchy
bankruptcy," PBGC Director Gordon Hartogensis said. "By assuming
responsibility for the plan, we are securing the benefits of the
McClatchy plan's participants."
On Feb. 13, 2020, The McClatchy Company and 53 subsidiaries filed
for Chapter 11 protection in the U.S. Bankruptcy Court in
Manhattan. On Aug. 4, 2020, the bankruptcy court approved the sale
of substantially all assets of McClatchy and its subsidiaries,
leaving no entity to support the pension plan. PBGC has stepped in
to terminate the pension plan and become statutory trustee to
protect the interests of the participants. The termination of the
pension plan was effective as of Aug. 31, 2020.
The agency estimates that McClatchy's plan is 57% funded with
approximately $1.3 billion in assets and $2.3 billion in benefit
liabilities. The plan is underfunded by $1 billion.
Retirees will continue to receive benefits without interruption,
and future retirees can apply for benefits as soon as they are
eligible. Until PBGC assumes responsibility for the pension plans,
plan participants with questions about their benefits should
contact the McClatchy Retirement team at 1-866-334-2337 or email
pensions@mcclatchy.com.
PBGC will pay pension benefits earned by McClatchy's current and
future retirees up to the legal limits. For additional information,
see Questions and Answers for Participants for the McClatchy
Company Retirement Plan.
The anticipated claim resulting from termination of the McClatchy
pension plan was not included in the agency's FY 2019 year-end
financial statements, in accordance with generally accepted
accounting principles, and will be reflected in PBGC's FY 2020
year-end financial statements.
PBGC protects the retirement security of over 35 million American
workers, retirees, and beneficiaries in both single-employer and
multiemployer private-sector pension plans. The agency's two
insurance programs are legally separate and operationally and
financially independent. PBGC is currently responsible for the
benefits of about 1.5 million people in failed pension plans and
receives no taxpayer dollars. The Single-Employer Insurance Program
is financed by insurance premiums, investment income, and assets
and recoveries from failed single-employer plans. The Multiemployer
Insurance Program is financed by insurance premiums and investment
income.
MERCURITY FINTECH: Lowers First Half of 2020 Net Loss to $305K
--------------------------------------------------------------
Mercurity Fintech Holding Inc. reports its unaudited financial
results for the six months ended June 30, 2020.
First Half of 2020 Financial and Operating Highlights
All comparisons are made on a year-over-year basis.
* Total revenues increased to $1,392,000 from $30,000
* Gross profit increased to $1,313,000 from negative $8,000
* Net loss decreased to $305,000 from $1,505,000
Ms. Hua Zhou, chairperson of the Board and chief executive officer,
commented, "We are pleased with the operating results of our first
half year. We have increased our revenues to $1.4 million, with a
non-GAAP operating income of $0.53 million. Due to the uncertainty
as a result of global pandemic and new product development, the
Company will not provide a financial forecast for the second half
of 2020. The digital assets industry has tremendous opportunity,
and we are looking forward to capturing the opportunity of the
market growth."
FINANCIAL RESULTS
For the Six Months Ended June 30, 2020:
Revenues were $1,392,000 in the first half of 2020, an increase
from $30,000 in the first half of 2019. The revenues for the first
half of 2020 were generated mainly from software update and
maintenance services provided to a customer of its blockchain-based
digital asset infrastructure solutions business. The software
update project was completed in the first half of 2020.
On May 21, 2019, the Company acquired Mercurity Limited (formerly
known as Unicorn Investment Limited) and its subsidiaries to engage
in the blockchain-based digital asset infrastructure solutions
business and on July 22, 2019 divested the B2B food supply chain
business. The $30,000 revenues generated in the first half of 2019
consisted mainly of the software maintenance fees earned for the
period from May 21 to June 30, 2019.
Cost of revenues were $79,000 for the first half of 2020 associated
with the new blockchain-based digital asset infrastructure
solutions business, compared to $38,000 in the same period of last
year primarily associated with the new business for the period from
May 21 to June 30, 2019.
Gross profit for the first half of 2020 was $1,313,000, compared to
negative $8,000 in the same period of last year.
General and administrative expenses increased to $756,000 for the
first half of 2020, compared to $76,000 in the same period of last
year. The general and administrative expenses consist primarily of
the staff costs, office expenses and professional fees. The
increase in general and administrative expenses primarily reflected
(i) the increases in staff costs and office expenses as a result of
the Company's aquisition of NBpay Investment Limited in March 2020,
and (ii) the staff costs and office expenses incurred associated
with business of Mercurity Limited during the six-month period in
2020 compared to those incurred for the period from May 21 to June
30, 2019 after the Company acquired Mercurity Limited.
Impairment loss for the first half of 2020 was $835,000 due to a
decrease in fair value of digital assets the Company held. The
Company did not incur such loss in the same period of last year.
Loss from operations in the first half of 2020 was $278,000
generated compared to a loss from operations of $84,000 in the same
period of last year. Without the intangible asset impairment, the
Company had a net operating income of $530,000.
Loss before provision for income taxes in the first half of 2020
was $305,000 compared to a loss before provision for income taxes
of $84,000 in the same period of last year.
Cash and cash equivalents were $388,000 as of June 30, 2020,
compared to $435,000 as of Dec. 31, 2019. Total shareholders'
equity as of June 30, 2020 was $11.3 million, compared to total
shareholders' equity of $8.0 million as of Dec. 31, 2019.
As of June 30, 2020, the Company had $11.72 million in total
assets, $462,000 in total liabilities, and $11.26 million in total
shareholders' equity.
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc.'s
current principal business is to design and develop digital asset
transaction platforms based on blockchain technologies for
customers to facilitate asset trading, asset digitalization and
cross-border payments and provide supplemental services for such
platforms, such as customized software development services,
maintenance services and compliance support services. The Company
started this new business since its acquisition of Mercurity
Limited (previously known as Unicorn Investment Limited) in May
2019.
Mercurity reported a net loss of $1.22 million for the year ended
Dec. 31, 2019, a net loss of $123.24 million for the year ended
Dec. 31, 2018, and a net loss of $161.90 million for the year ended
Dec. 31, 2017.
MESCO INC: Unsecured Creditors to be Paid in Full Over 5 Years
--------------------------------------------------------------
Mesco, Inc., filed with the U.S. Bankruptcy Court for the Central
District of California, Santa Ana Division, a Combined Plan of
Reorganization and Disclosure Statement dated July 24, 2020.
The Plan is a partial liquidation and partial reorganization plan.
In other words, the Debtor seeks to accomplish payments under the
Plan by restructuring its financial affairs and paying its
creditors with postpetition earnings derived from revenues earned
by the Debtor as well as the New Value Fund.
To attempt to fix the problems that led to the bankruptcy filing,
the Debtor has implemented the following procedures: The Debtor has
substantially stepped up its efforts in collection of its accounts
receivable resulting a meaningful increase in cash flow. As a
result, the Debtor was able to fund certain improvements to the
Hazel Bell Property and the Silverado Property thereby positioning
them to be sold in the near future.
The proceeds from the sale of the Hazel Bell Property and the
Silverado Residence as well as the Reorganized Debtor’s income
will be sufficient to fund the obligations under the Plan.
Class 5 General Unsecured Claims total $134,743, assuming the
unsecured claim of the Service is allowed in full. Allowed Class 5
General Unsecured Creditors shall be paid in full over 60 months
commencing on the first full day of the fourth full month following
the Effective Date. Allowed Class 5 General Unsecured Claims will
also be paid interest at the Federal Judgment Rate commencing on
the Petition Date.
Class 6 Allowed General Unsecured Claims of Insiders total
$100,000. Claims of Allowed Class 6 general unsecured claims wull
be subordinated to all other claims and holders of Allowed Class 6
Claims shall not receive any payments under the Plan until
obligations to all other classes of claims have been satisfied per
the terms of the Plan.
Interest holders are the parties who hold an ownership interest
(i.e., equity interest) in the Debtor. The Debtor is California
corporation and Michael Silbermann holds 100% of the Debtor’s
stock. The Interest Holder shall retain his interest.
The Reorganized Debtor shall remain in possession of his assets and
shall perform the functions necessary to consummate the Plan.
A full-text copy of the Combined Plan and Disclosure Statement
dated July 24, 2020, is available at https://tinyurl.com/y6y6hs7f
from PacerMonitor at no charge.
Attorneys for Mesco:
Michael G. Spector
Vicki L. Schennum (Of Counsel)
LAW OFFICES OF MICHAEL G. SPECTOR
2122 N. Broadway
Santa Ana, California 92706
Telephone: 714.835.3130 - Michael G. Spector
Telephone: 949.502.6255 - Vicki L. Schennum
Facsimile: 714.558.7435
E-mail: mgspector@aol.com
schennumlaw@icloud.com
About MESCO, Inc.
MESCO, Inc., is the fee simple owner of three real properties in
Silverado, Calif., consisting of a single-family residence and a
parcel of land. The properties have a total current value of $1.45
million.
MESCO filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal.
Case No. 20-10262) on Jan. 27, 2020, disclosing $2,087,458 in
assets and $1,897,255 in liabilities. The petition was signed by
Michael E. Silbermann, president. Judge Catherine E. Bauer
oversees the case. Michael G. Spector, Esq., at the Law Offices of
Michael G. Spector, serves as the Debtor's legal counsel.
METAL PARTNERS: Committee Seeks Approval to Hire Financial Advisor
------------------------------------------------------------------
The official committee of unsecured creditors of Metal Partners
Rebar, LLC and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to retain Goldin
Associates, LLC as its financial advisor.
The firm will provide the following services:
a. manage the financial aspects of Debtor's Chapter 11 case,
including assisting the committee in evaluating and implementing
strategic and tactical options throughout the proceedings;
b. review Debtors' cash management strategies and processes;
c. review Debtors' budgets, financial forecasts and business
plans;
d. review the financial aspects of motions and negotiations
with other stakeholders involved in the cases;
e. review post-petition debtor-in-possession financing
arrangements and related budgets;
f. review Debtors' statements of financial affairs, schedules
of assets and liabilities, monthly operating reports and other
bankruptcy reporting;
g. review Debtors' claims processes;
h. review the process and financial terms of any asset sale by
Debtors, if relevant;
i. review financial aspects of claims that could be asserted
on behalf of the estate;
j. analyze potential recoveries to the various creditor
classes and interests under a proposed plan of reorganization;
k. review, evaluate and formulate proposals with respect to a
plan of reorganization, plan of liquidation or any other plan of
distribution, if warranted;
l. provide financial advisory litigation support in connection
with contested matters; and
m. provide declarations, reports and testimony.
Goldin's hourly rates are as follows:
Senior Managing Directors/Senior Advisors $1,100 - $1,250
Managing Directors $850 - $1,100
Senior Directors/Senior Consultants $700 - $850
Directors $600 - $700
Vice Presidents/Consultants $500 - $600
Analysts/Associates $300 - $500
Goldin is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The advisor can be reached through:
Gary Polkowitz
Goldin Associates, LLC
350 Fifth Avenue
New York, NY 10118
Phone: (212) 593-2255
Fax: (212) 888-2841
About Metal Partners Rebar
Metal Partners Rebar, LLC and four affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Lead Case No. 20-12878) on June 16, 2020. The
petitions were signed by Joseph Tedesco, chief financial officer.
At the time of the filing, Metal Partners Rebar, LLC disclosed
estimated assets of $10 million to $50 million and estimated
liabilities of $50 million to $100 million; BGD LV Holding, LLC
disclosed estimated assets of $0 to $50,000 and estimated
liabilities of the same range; BRG Holding, LLC disclosed estimated
assets of $1 million to $10 million and estimated liabilities of
$10 million to $50 million; and BCG Ownco, LLC disclosed estimated
assets of $1 million to $10 million and estimated liabilities of
$10 million to $50 million.
The Hon. Mike K. Nakagawa oversees the cases.
Debtors have tapped Saul Ewing Arnstein & Lehr LLP as their
bankruptcy counsel, Larson & Zirzow, LLC as co-counsel with Saul
Ewing, High Ridge Partners, LLC as financial advisor, and SSG
Advisors, LLC as investment banker.
On July 14, 2020 the U.S. trustee formed an unsecured creditors'
committee. The committee has tapped Brown Rudnick, LLP as its
bankruptcy counsel, McDonald Carano LLP as local counsel and Goldin
Associates, LLC as financial advisor.
MHI HOLDINGS: S&P Raises ICR to 'B+' on Stronger Credit Metrics
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
ship repair services and marine and non-marine fabrication provider
MHI Holdings LLC to 'B+' from 'B'. The outlook is stable.
At the same time, S&P is raising the issue-level rating on the
company's first-lien credit facility to 'B+' from 'B'. The '3'
recovery rating is unchanged.
"The upgrade reflects our expectation that debt to EBITDA will
remain comfortably below 5x throughout our forecast. Strong demand
for ship repair combined with recent cost-reduction efforts have
helped revenue and earnings grow beyond our expectations following
the 2019 merger. We expect modest organic growth to continue in the
future, resulting in leverage below 5x even with potentially
significant acquisitions or dividends," S&P said.
"The stable outlook reflects our expectation that leverage will be
comfortably below 5x throughout our forecast period, even with
likely acquisitions and possible dividends. We expect debt to
EBITDA to be 3.5x-3.9x in 2020. However, given the company's
financial sponsor ownership, if leverage remains at this level for
an extended period, the company may take on a more aggressive
financial policy in the form of large debt-financed acquisitions or
dividends," the rating agency said.
S&P could lower its rating on MHI Holdings if debt to EBITDA
increases above 5x for a sustained period. This could be caused
by:
-- Operating problems such as cost overruns or program delays;
-- A decline in earnings due to decreases demand for military or
commercial ship repair; or
-- A large debt-financed acquisition, capital improvement, or
dividend.
Although very unlikely due to financial sponsor ownership, S&P
could raise its rating on MHI Holdings if:
-- It commits to maintaining leverage well below 4x even with
potential acquisitions or dividends; or
-- It expands both in terms of scale and diversification into more
geographic regions and service offerings, likely through
acquisitions while maintaining leverage below 4.5x.
MIA & ASSOCIATES: Seeks Approval to Hire Real Estate Broker
-----------------------------------------------------------
Mia & Associates Realty Group, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Su-Fen Lu, a real estate broker in Kingwood, Texas.
Debtor needs the services of a real estate broker to market the
following properties:
a. 5303 Derbyshire, Katy, Texas;
b. 23710 Welch House Lane, Katy, Texas; and
c. 103 F Lake View Terrace, Montgomery, Texas.
Ms. Lu will be paid a commission of 4.5 percent of the gross sales
proceeds of each property.
Ms. Lu disclosed in court filings that she is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The broker can be reached at:
Su-Fen Lu
526 Kingwood Drive #200
Kingwood, TX 77339
About Mia & Associates Realty Group
MIA & Associates Realty Group, LLC is the fee simple owner of four
real properties located in Texas, having a total current value of
$1.4 million.
On May 20, 2020, MIA & Associates Realty Group filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 20-32708). At the time of the
filing, Debtor disclosed $1,406,088 in total assets and $880,823 in
total liabilities. Judge Jeffrey P. Norman oversees the case.
Debtor has tapped Fuqua & Associates, P.C. as its legal counsel.
MICK PROPERTIES: Hires Gorski & Knowlton as Attorney
----------------------------------------------------
Mick Properties LLC, seeks authority from the U.S. Bankruptcy Court
for the District of New Jersey to employ Gorski & Knowlton PC, as
attorney to the Debtor.
Mick Properties requires Gorski & Knowlton to represent and provide
legal services to the Debtor in the Chapter 11 bankruptcy
proceeding.
Gorski & Knowlton will be paid at the hourly rate of $400.
Gorski & Knowlton will be paid a retainer in the amount of $10,000,
plus $1,717 filing fee.
Gorski & Knowlton will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Allen I. Gorski, a partner of Gorski & Knowlton, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Gorski & Knowlton can be reached at:
Allen I. Gorski, Esq.
GORSKI & KNOWLTON PC
311 Whitehorse Avenue; Suite A
Hamilton, NJ 08610
Tel: (609) 964-4000
E-mail: agorski@gorskiknowlton.com
About Mick Properties
Mick Properties, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 20-19678) on Aug. 18, 2020, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by GORSKI & KNOWLTON PC.
MONTEVERDE RANCH: Seeks to Hire Sklar Kirsh as Counsel
------------------------------------------------------
Monteverde Ranch, LLC, seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ Sklar Kirsh,
LLP, as counsel to the Debtor.
Monteverde Ranch requires Sklar Kirsh to:
a. advise the Debtor with regard to the requirements of the
Court, Bankruptcy Code, Bankruptcy Rules and the Office of
the U.S. Trustee as they pertain to Debtor;
b. advise the Debtor with regard to certain rights and
remedies of its bankruptcy estate and the rights, claims
and interests of creditors;
c. represent the Debtor in any proceeding or hearing in the
Court involving its estate unless the Debtor is represented
in such proceeding or hearing by other special counsel;
d. conduct examinations of witnesses, claimants or adverse
parties and represent the Debtor in any adversary
proceeding except to the extent that any such adversary
proceeding is in an area outside of Firm's expertise;
e. prepare and assist the Debtor in the preparation of
reports, applications, pleadings and orders including, but
not limited to, applications to employ professionals,
interim statements and operating reports, initial filing
requirements, schedules and statement of financial affairs,
contract pleadings, cash collateral pleadings, financing
pleadings, and pleadings with respect to the Debtor's use,
sale or lease of property outside the ordinary course of
business;
f. assist the Debtor in the negotiation, formulation,
preparation and confirmation of a plan of reorganization;
and
g. perform any other services which may be appropriate in the
Firm's representation of the Debtor during its Chapter 11
Case.
Sklar Kirsh will be paid at these hourly rates:
Partners $595 to $695
Associates $495 to $575
Paraprofessionals $195
Sklar Kirsh received a prepetition retainer from Debtor in the
aggregate amount of $25,000. Prior to the Petition Date, Sklar
Kirsh incurred $3,322.50 in services rendered, including in
preparation for the commencement of the Chapter 11 Case, leaving
the balance of $21,677.50.
Sklar Kirsh will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ian S. Landsberg, a partner of Sklar Kirsh, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Sklar Kirsh can be reached at:
Ian S. Landsberg, Esq.
SKLAR KIRSH, LLP
1880 Century Park East, Ste. 300
Los Angeles, CA 90067
Tel: (310) 845-6416
Fax: (310) 929-4469
E-mail: ilandsberg@sklarkirsh.com
About Monteverde Ranch
MonteVerde Ranch, LLC, based in Sylmar, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 20-11277) on July 21, 2020. In
the petition signed by CFO Kymberly Chase, the Debtor disclosed
$4,716,969 in assets and $3,626,808 in liabilities. SKLAR KIRSCH,
LLP, serves as bankruptcy counsel to the Debtor.
MOUNTAIN STATES: Greeley, Colo. Plant Closed, Sold to JBS USA
-------------------------------------------------------------
Anne Delaney, writing for Greeley Tribune, reports that Mountain
States Rosen, a Wyoming-based cooperative of lamb producers in the
U.S., was slated to close its Greeley, Colorado plant by the end of
July 2020.
The company's facilities and certain assets were acquired by JBS
USA, whose Greeley beef processing plant is the largest employer in
Weld County and sits just across north 6th Avenue from the Mountain
States plant.
Mountain States Rosen Vice President Human Resources Cindy
Hasbrouck confirmed the closure.
"The only information I can share at this time is the plant was
purchased by JBS," Hasbrouck wrote. "All 212 employees will be laid
off and all operations will cease by the end of July 2020."
Mountain States Rosen is a Wyoming-based cooperative and its local
operations are located at 920 7th Ave. in Greeley. The building was
assessed at $806,580 for tax year 2020. The company reportedly
controls a fifth of the U.S. lamb market.
Hasbrouck and Mountain States Rosen in June sent a letter to the
Colorado Department of Labor and Employment alerting the agency of
the closure affecting all 222 employees as required by the Colorado
Worker Adjustment and Retraining Notification Act and the Worker
Adjustment and Retraining Notification Act.
The letter explains the sale is the result of Chapter 11 bankruptcy
and the expected sale of the building. The employees affected by
the closure have jobs ranging from executive-level such as the
company president to those in sales, packers, baggers, livestock
handler and customer service.
A JBS spokesman said the company successfully bid for the Mountain
States Rosen facility during a bankruptcy auction on July 16.
Bruett added JBS had no part in the decision to layoff the Mountain
States Rosen employees, and that those employees have been given
the opportunity to apply for jobs at the JBS Greeley plant.
"We intend to further invest in the facility and reopen as a
value-added beef operation which will create new jobs in our
hometown of Greeley," Bruett said in an emailed statement. "The
acquisition presents an exciting opportunity to provide value-added
and premium, retail ready beef products to consumers in Colorado
and across the United States."
Mountain States Rosen purchased JBS’s Greeley lamb plant in 2015.
At the time, the Greeley plant processed lambs for 140 producers in
15 states.
About Mountain States Rosen
Mountain States Rosen LLC is a privately held company in the animal
slaughtering and processing business with its principal place of
business at 920 7th Ave., Greeley, Colo. For more information,visit
http://mountainstatesrosen.com/
Mountain States Rosen sought bankruptcy protection (Bankr. D. Wyo.
Case No. 20-20111) on March 19, 2020. The petition was signed by
Mountain States Rosen President Brad Graham. At the time of the
filing, Debtor was estimated to have assets between $10 million and
$50 million and liabilities of the same range.
Judge Cathleen D. Parker oversees the case.
Debtor tapped Markus Williams Young & Hunsicker, LLC as its legal
counsel, and r2 Advisors, LLC as its financial advisor.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in Debtor's bankruptcy case. Tucker Ellis, LLP
and Patton & Davison, LLC serve as the committee's lead bankruptcy
counsel and local counsel, respectively.
NH HIGHWAY: Unsecured Creditors to Have 24.4% Recovery in Plan
--------------------------------------------------------------
NH Highway Hotel Group, LLC, filed with the U.S. Bankruptcy Court
for the District of New Hampshire a Plan of Reorganization and a
Disclosure Statement on July 26, 2020.
The term "unsecured creditors" means essentially all creditors
other than Mr. Jeffrey Larrabee. The Plan anticipates an initial
distribution of approximately $45,875 to unsecured creditors. The
total unpaid claims are $188,316. If the unsecured class votes in
favor of the Plan then the initial distribution to unsecured
creditors will be approximately 24.4%. There may be subsequent
distributions that might bring the total to 100% but there can be
no assurance that the additional distributions will occur.
The prepetition equity interests shall retain their equity
interests but will receive no payment with respect to the same
until all other classes are paid in full.
The Plan is based on four payment streams: (a) first, at
confirmation the Debtor will have available $122,500.00 in Exit
Financing. That financing will be paid: (i) $73,000 to
administrative expenses; (ii) United States Trustee Fees in the
amount of $1,625; (iii) to accountant fees in the approximate
amount of $2,000; and (iv) to unsecured creditors, $45,875; (b)
Second after confirmation, if the Reorganized Debtor or its agents
assist in obtaining a gravel permit for the purchaser, then the
Reorganized Debtor will be paid $100,00 which will be repaid to the
Exit Financing; (c) Third, after confirmation, when water is
extracted from the Premises then the Reorganized Debtor will be
paid a quarter of a cent per gallon and a portion of that payment
will be paid to creditors until they are paid in full (but without
interest).
And (d) fourth, after confirmation, the Reorganized Debtor will
retain and may pursue litigation claims. The unsecured creditors
will share in each stream of funds pro rata with the remaining
balances due for attorney's fees. There will likely be about
$177,000 in unpaid attorney fees which will share with $142,441 in
unpaid prepetition unsecured creditors.
NHHG expects to be able to make the initial payments contemplated
under the Plan before the close of the fourth quarter of 2020.
NHHG cannot predict when the final cash payments under the plan
will occur. The Plan provides that the Debtor will issue new debt
instruments representing the obligation to pay and upon the
issuance of those instruments cause the case to close.
A full-text copy of the Disclosure Statement dated July 26, 2020,
is available at https://tinyurl.com/yyklo3cv from PacerMonitor.com
at no charge.
The Debtor is represented by:
FORD, MCDONALD, MCPARTLIN & BORDEN, P.A.
Edmond J. Ford, Esq.
10 Peasant Street, Suite 400
Portsmouth, NH 03801-4551
Tel: (603) 373-1600
Fax: (603) 242-1381
E-mail: eford@fordlaw.com
About NH Highway Hotel Group
NH Highway Hotel Group, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D.N.H. Case No. 19-11303) on Sept. 19, 2019, disclosing
under $1 million in both assets and liabilities. Judge Bruce A.
Harwood oversees the case. The Debtor has tapped Ford McDonald
McPartlin & Borden, P.A., as its legal counsel and Duane A.
D'Agnese & Company, P.A., as its accountant.
NORTHWEST BIOTHERAPEUTICS: Acquires Flaskworks for $4.3 Million
---------------------------------------------------------------
Northwest Biotherapeutics has acquired Flaskworks, a company that
has developed a breakthrough system to close and automate the
manufacturing of cell therapy products such as DCVax.
Flaskworks was previously owned by its technical founders and
Corning Incorporated. The technical team from Flaskworks has
joined NW Bio as part of the acquisition.
It is anticipated that the Flaskworks system will enable
substantial scale-up of production volumes of DCVax products and
substantial reduction of production costs.
The Flaskworks system is designed to fundamentally change the
manufacturing process from artisan hand work to assembly line-like
automation. As such, the Flaskworks system is designed to enable
the scale-up to far greater production volumes. Technicians will
oversee the automated systems (potentially multiple systems per
technician) rather than making the products themselves.
The Flaskworks system is also expected to significantly reduce
production costs: turning "open" steps in the manufacturing process
into "closed" steps, in which the product is not open to the air in
the manufacturing suite, removing the need to build and operate the
extremely costly clean room suites for those processes, and
removing the need for personnel to work in sterile lab suits. This
will greatly reduce the DCVax-L production costs.
The buildout of the Sawston, UK facility has purposely been
designed to proceed in phases, as modules, both for efficiency in
the timing of capital costs and to allow flexibility in operations
and usage. Implementation of the Flaskworks system will enable
certain phases of the buildout to be simplified and streamlined.
The existing manufacturing process for DCVax-L products already
takes a practical and economical approach by using a batch
manufacturing process combined with special cryopreservation
technology. The full set of doses for a patient, for as much as 3
years of treatments, are all produced in a single 8-day
manufacturing batch, and then are stored frozen in single doses.
The freezing technology has been validated and was used throughout
the Company's Phase 3 trial. This makes DCVax-L an off-the-shelf
product for the whole treatment period after the one-time
manufacturing batch, while also being a fully personalized
product.
The Flaskworks system will follow the same batch-manufacturing
process – doing so in a "closed" and automated manner.
Certain optimization work will be required so that the Flaskworks
system will produce DCVax-L products with characteristics
equivalent to the products made by the current DCVax-L
manufacturing processes. This will then need to be confirmed by
comparability studies. The Flaskworks technical team will work
with NW Bio's contract manufacturers to accomplish this. In the
meantime, the Company's DCVax products will continue to be made
through the existing processes.
The acquisition of Flaskworks was executed and closed on Aug. 28,
2020. The total purchase price was approximately $4.33 million, of
which $1.65 million was paid in cash at closing, up to $2.01
million will be paid in stock subject to milestone-based vesting,
and $0.67 million will be paid in either cash or stock, or a
combination thereof, within 120 days after the closing.
The acquisition includes both intellectual property owned by
Flaskworks and a license of additional intellectual property from
Northeastern University.
Although a number of companies have developed and are continuing to
develop automated machines for certain cell therapy production
processes, those machines have certain drawbacks. For example,
they typically try to handle a variety of cell types and have not
been optimized for a particular cell type, such as dendritic cells.
In contrast, the Flaskworks system has been developed and tailored
specifically for immune cells such as dendritic cells.
Linda Powers, NW Bio's CEO commented, "We believe that our DCVax
platform technologies are potentially applicable to all types of
solid tumor cancers, which comprise the vast majority of all
cancers. We are working to build the infrastructure and systems
that can enable the scale-up of production to such volumes – and
can do so at a price level that will be affordable for widespread
use of DCVax treatments."
"The phased buildout of our Sawston, UK facility and now our
acquisition of Flaskworks are major building blocks towards
achieving these goals. These steps, along with others in process,
have been years in the making to reach fruition at the same time as
we are reaching the results of our Phase 3 clinical trial of
DCVax-L for Glioblastoma."
About Northwest Biotherapeutics
Northwest Biotherapeutics is a biotechnology company focused on
developing personalized immunotherapy products designed to treat
cancers more effectively than current treatments, without
toxicities of the kind associated with chemotherapies, and on a
cost-effective basis, in both North America and Europe. The
Company has a broad platform technology for DCVax dendritic cell-
based vaccines. The Company's lead program is a 331-patient Phase
III trial of DCVax-L for newly diagnosed Glioblastoma multiforme
(GBM). GBM is the most aggressive and lethal form of brain cancer,
and is an "orphan disease." The Company is also pursuing
development of DCVax- Direct for inoperable solid tumor cancers.
It has completed a 40-patient Phase I trial, and is preparing for
Phase II trials. The Company previously conducted a Phase I/II
trial with DCVax-L for advanced ovarian cancer together with the
University of Pennsylvania.
Northwest Biotherapeutics reported a net loss of $20.30 million for
the year ended Dec. 31, 2019, compared to a net loss of $35.79
million for the year ended Dec. 31, 2018.
Marcum LLP, in New York, NY, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated March
16, 2020, citing that the Company has incurred recurring operating
losses and net operating cash flow deficits, 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.
NUSTAR ENERGY: Fitch Affirms BB- Longterm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating for
NuStar Energy, L.P. and NuStar Logistics, L.P.'s (Logistics) at
'BB-'. The senior unsecured ratings for Logistics have been
affirmed at 'BB-'/'RR4' and the junior subordinated notes at
'B'/'RR6'. The preferred equity ratings at NuStar have also been
affirmed at 'B'/'RR6'. The recovery rating of 'RR4' reflects
Fitch's expectation of an average recovery in the event of default
and 'RR6' reflects expectations of poor recovery in the event of
default.
The ratings have been removed from Rating Watch Negative (RWN) and
the IDR of NuStar and Logistics have been given a Stable Rating
Outlook.
Logistics is an operating subsidiary of NuStar. Senior unsecured
debt is issued by Logistics and is guaranteed by NuStar and an
operating subsidiary, NuStar Pipeline Operating Partnership L.P.
(NPOP). There is no debt outstanding at NPOP.
The removal of RWN and assignment of Stable Outlook reflects
NuStar's improved liquidity position post the $750 million term
loan executed in April 2020, which has increased the ability of the
partnership to manage its near-term maturities. Crude oil prices
have also risen from the troughs in April in line with improving
fundamentals as the impact of industry capex cuts, has led to some
price retracement despite the coronavirus-linked demand declines.
The Stable Outlook also reflects Fitch's expectation for leverage
to remain elevated but lower than forecast in April 2020. Fitch now
sees leverage in the range of 5.5x-5.9x at YE20 and between
5.6x-6.1x at YE21, absent any asset sales and or steps towards
further distribution cuts, before returning back to lower leverage
in 2022.
Credit concerns for NuStar include the potential for setbacks in
2H20 with a risk of severe second wave of coronavirus pandemic;
especially in the context of material downward WTI pricing and
product demand.
KEY RATING DRIVERS
Leverage Remains Elevated: At the end of 2019, leverage (total debt
with equity credit to adjusted EBITDA) was 5.5x, which was in line
with Fitch's estimate of 5.6x. NuStar had a slate of growth
projects, some of which were completed in 3Q19, and were expected
to boost EBITDA further in 2020, but the macro headwinds have
tempered Fitch's original EBITDA estimates. Fitch recognizes
NuStar's recently announced constructive measures such as capex,
distribution and cost reductions to help conserve cash. These
measures together with the $750 million term loan provides some
financial flexibility and addresses the near-term debt maturities.
Fitch, however, expects leverage to remain elevated in 2020 and
2021 as the gathering and processing (G&P) and refined products
business will be directly affected by reduced producer drilling
activities and demand destruction. Fitch expects leverage in the
range of 5.5x-5.9x at YE20 and between 5.6-6.1x at YE21 before
improving to a range of 5.3x-5.6x in 2022.
Improved Liquidity Position: In April 2020, NuStar entered into a
three-year $750 million unsecured term loan facility to help
enhance its near-term liquidity. This facility provides for a
single draw initial loan of $500 million (drawn in April 2020),
with a provision for delayed drawdown for the remaining aggregate
amount of $250 million on or prior April 19, 2021. Net proceeds of
the initial loan were used to repay outstanding borrowings under
the revolver. The term loan contains covenants that are generally
based upon and comparable with those contained in the revolver
credit agreement. This term loan is a short -term bridge loan to
repay upcoming bond maturities until markets open up for issuance
and has helped address some of the partnership's near-term
liquidity concerns.
Volume and EBITDA Risks: Reduced utilization and volume exposure
are concerns for NuStar. Its fee-based business with minimum volume
commitments provide some cash flow stability in the near term,
however, shifting exploration and production (E&P) budgets and
production focus, and flattening basis differentials have the
potential to drive delays or pullback in volumes, weighing on
EBITDA growth. The partnership remains focused on growth
predominantly in the Permian where crude pipeline throughput is
expected to decline in the current environment. This may be
partially offset by incremental storage demand. NuStar also expects
EBITDA growth from its Trafigura project, Northern Mexico supply
project and West Coast projects going forward.
Significant Use of Hybrids: NuStar has a large part of its capital
structure derived from the Series A, B, C and D perpetual
preferreds. The partnership has leaned on these securities when
equity and debt markets were less attractive. In addition, the bank
agreement excludes them from the definition of debt for purposes of
its leverage calculation. Fitch assigns 50% equity credit to these
four securities. This enhances the available liquidity on the
revolver. The face value of these securities was nearly $1.4
billion as of June 30,2020 compared with the face value of debt
which was $3.4 billion. The securities have high coupons with the
$227 million Series A at 8.5%; the $385 million Series B at 7.625%;
and the $173 million Series C at 9.0%.
There is also the $590 million of Series D perpetual preferreds
privately placed with EIG Nova Equity Aggregator, L.P. and FS
Energy and Power Fund in June and July 2018, not rated by Fitch,
with a coupon of 10.75%. NuStar has $402.5 million of junior
subordinated debt that receives 50% equity credit per Fitch's
criteria. These were fixed-to-floating notes fixed at 7.625% until
April 2018, when they became floating rate notes. The interest on
these notes was 8.0% as of June 30, 2020.
DERIVATION SUMMARY
The 'BB-' rating reflects NuStar's size and scale, and leverage.
Fitch forecasts NuStar's leverage defined as (total debt to
adjusted EBITDA with debt adjusted for equity credit) to be between
5.5x-5.9x by year-end 2020. NuStar is smaller and less diverse than
higher rated Plains All American LP (PAA; BBB-/ Stable), which has
the advantage of size and scale that provides operational and
geographic diversification as well as an advantage in accessing the
capital markets.
NuStar's leverage is higher than some of the 'BB' midstream energy
issuers like Sunoco, LP (SUN; BB/Negative) and AmeriGas Partners,
LP (APU; BB/ Stable). Fitch notes that they are not direct peers
since NuStar is focused on crude and refined products and Sunoco is
an independent fuel distributor. AmeriGas is a propane distributor.
Fitch expects that SUN will have leverage higher than 5.0x at the
end of 2020, as it faces the near-term demand destruction from the
coronavirus pandemic and AmeriGas Partners, LP's leverage to be
above 6.0x at the end of its fiscal year end (Sept. 30, 2020).
KEY ASSUMPTIONS
- Fitch utilized its WTI oil price deck of $32/bbl in 2020, $42/
bbl in 2021 and $50/ bbl in 2022 and $52/bbl thereafter;
- Markets continue to remain subdued in 2021 before making a
modest turnaround in 2022;
- Growth capex and maintenance capex consistent with management
guidance;
- Distributions remain flat;
- No asset sales or equity issuance assumed.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Fitch may take a positive rating action if expected leverage
(total debt adjusted for equity credit/adjusted EBITDA) falls below
5.5x for a sustained period of time provided NuStar has an adequate
cushion in its financial covenants.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Expected Leverage (total debt adjusted for equity credit/
adjusted EBITDA) at or above 6.5x on a sustained basis and FFO
interest coverage below 2.0x on a sustained basis;
-- Inability to meet funding needs which could come from lack of
access to capital markets, inability to complete assets sales, or
restricted liquidity;
-- Failure to reduce growth capex and distribution if external
funding is restricted;
-- Significant increases in capital spending beyond its
expectations with negative consequences for the credit profile.
LIQUIDITY AND DEBT STRUCTURE
Shifting Liquidity: As of June 30, 2020, NuStar had total liquidity
of $902.8 million, which includes $885.1 million undrawn on its
revolver, after accounting for $4.0 million in letters of credit.
Cash on the balance sheet was $17.7 million. In March 2020, the
revolving credit facility was reduced to $1.0 billion from $1.2
billion and the maturity extended to October 2023.
NuStar's ability to draw on the revolver is restricted by a
leverage covenant as defined by the bank agreement which does not
allow leverage to be greater than 5.0x for covenant compliance or
5.5x for two consecutive quarters following a qualifying
acquisition. Bank defined leverage was 3.94x, as of June 30, 2020,
higher than the 3.88x at YE 2019. Fitch expects NuStar to remain
covenant compliant. Fitch notes that the covenant calculation
allows for exclusion of the junior subordinated notes of $402.5
million and preferred equity Series A, B, C and D, totaling nearly
$1.4 billion. The covenant calculation allows for inclusion of pro
forma EBITDA for material projects and acquisitions, providing some
cushion in calculations.
Nustar also has various notes outstanding aggregating $2,452
million. There is an upcoming maturity wall of $750 million notes
in 2020 and 2021. The 4.80% notes for $450 million are due
September 2020 (since repaid when due) and $300 million notes are
due February 2021.
In April 2020, Nustar raised a 3-year $750 million unsecured term
loan which includes an aggregate $250 million delayed draw term
loan. The latter can be drawn in one or more borrowings until April
19, 2021. This term loan is a short-term bridge loan to repay the
upcoming bond maturities until markets open up for issuance and has
helped address some of the partnership's near-term liquidity
concerns.
NuStar calculates consolidated debt at $3.4 billion as of June 30,
2020 and $2.9 billion of this amount is fixed rate. The remaining
$0.5 billion is floating rate, largely based on LIBOR. The
partnership's $402.5 million floating rate notes changed from a
fixed rate of 7.625% to a floating rate effective January 2018. The
interest rate on these notes was 8.0% as of June 30, 2020.
The partnership also has a $100 million receivable financing
agreement that can be upsized to $200 million. The borrowers are
NuStar and NuStar Finance LLC (NuStar Finance), a special purpose
vehicle (SPV) and wholly-owned subsidiary of NuStar. There was
$48.6 million of borrowings outstanding under the agreement as of
June 30, 2020. The securitization program extends until Sept. 20,
2023, with the option to renew for additional 364-day periods
thereafter.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch gives 50% equity credit to NuStar's junior subordinated notes
due 2043 ($402.5 million face value) and 50% debt credit to
NuStar's four series of perpetual preferred equity securities
($1,374 million).
ESG CONSIDERATIONS
The highest level of ESG credit relevance, if present, is a score
of 3. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).
O'HARE FOUNDRY: Unsecured Creditors to Recover 25% Over 3 Years
---------------------------------------------------------------
O'Hare Foundry Corporation filed with the U.S. Bankruptcy Court for
the Eastern District of Missouri, Eastern Division, a Combined Plan
of Reorganization and Disclosure Statement dated July 24, 2020.
Class 3 General Unsecured Claims will begin receiving quarterly
distributions after Allowed Class 1 Secured Claims are paid if
there is available cash remaining. Payments will continue for 12
quarters, for a total of three years. The Debtor estimates that
the aggregate amount of General Unsecured Claims against it is
$5,700,000.
The sole stockholder in Class 4 will retain his interests in the
Debtor.
Except as otherwise provided in the Plan, the Debtor will continue
to exist after the Effective Date as a separate legal entity, the
Reorganized Debtor, with all the powers of a Missouri corporation
under applicable law.
The Debtor expects to have excess cash flow from operations of
$300,000 annually, or $900,000 over the life of the Plan. During
the first year, Debtor will accumulate the $150,000 annual reserve
required for unexpected expenses over a slow month or two, and
expend $162,000 for capital improvements, of which about $150,000
to purchase "jackets" for the molds utilized in its casting
business.
These jackets will allow the Debtor to become significantly more
productive, which will drop another $200,000 to the bottom line in
each of years two and three. Finally, payroll and occupancy costs
have been reduced due to the consolidation into one location, which
is estimated to produce at least another $100,000 for distribution
to Unsecured Creditors. This will allow for the estimated 25%
distribution to unsecured creditors over the life of the Plan.
The Debtor shall make quarterly payments under this plan for a term
of 12 quarters (36 months) from the Effective Date. During that
period, payments shall be made on a quarterly basis, approximately
25 days after the end of the quarter. If any Priority or Secured
Tax Claims have not been paid upon the expiration of five years
from the Petition Date, Debtor’s principal will obtain the
necessary financing to pay any remaining amount due under these
claims within 25 days after the close of the final quarter.
A full-text copy of the Combined Plan and Disclosure Statement
dated July 24, 2020, is available at https://tinyurl.com/y5g47u4e
from PacerMonitor at no charge.
The Debtor is represented by:
DANNA MCKITRICK, PC
A. Thomas DeWoskin, #25320MO
7701 Forsyth Blvd., Suite 800
St. Louis, MO 63105
Tel: (314) 726-1000
Fax: (314) 725-6592
E-mail: tdewoskin@dmfirm.com
About O'Hare Foundry Corporation
Established in 1921, O'Hare Foundry Corporation
--http://www.oharefoundry.com/-- manufactures sand castings from
brass, brass and bronze alloys, and aluminum alloys.
O'Hare Foundry Corporation sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Mo. Case No. 19-41834) on March
27, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $1 million and $10 million and liabilities
of between $1 million and $10 million. The case is assigned to
Judge Charles E. Rendlen III.
The Debtor tapped Danna McKitrick, P.C. as legal counsel; Tueth,
Keeney, Cooper, Mohan, and Jackstadt, PC as special counsel; and
Stark & Company, P.C. as accountant.
OCEAN SUPPLY: Unsecured Creditors to Recover 5% Over 5 Years
------------------------------------------------------------
Ocean Supply, LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a Combined Plan of Reorganization and
Disclosure Statement dated July 24, 2020.
The Debtor will pay any administrative claims upon confirmation.
Payment of professional fees may be deferred upon agreement of the
professionals. IRS secured claim of $40,700 be paid over five years
with interest. The IRS priority claim of $172,155 and the New
Jersey, Division of Taxation priority claim of $123,365 and NJ
Labor claim of $107.02 will be paid over five years with 7.75%
statutory interest. Unsecured claims will receive a 5%
distribution at 1% per year for five years. All current and
existing stock will be canceled and Grzegorz Wojtera will issue 99%
of the new stock and Jodi Wojtera 1%.
The Plan will be funded by a capital contribution of $10,000 from
Grzegorz and Jodi Wojtera and continued profitable operations of
the Debtor's business.
On confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all claims
and equitable interests except as provided in the Plan, to the
Debtor. The Debtor expects to have sufficient cash on hand to make
the payments required on the Effective Date.
A full-text copy of the Combined Plan and Disclosure Statement
dated July 24, 2020, is available at https://tinyurl.com/y2y4s4mj
from PacerMonitor at no charge.
About Ocean Supply
Ocean Supply, LLC sells stucco and stucco supplies to residential
home improvement contractors in central New Jersey and Eastern
Pennsylvania.
Ocean Supply, LLC, sought Chapter 11 protection (Bankr. D.N.J. Case
No. 20-12721) on Feb. 18, 2020, estimating less than $1 million in
assets and liabilities. Allen I. Gorski, Esq., GORSKI & KNOWLTON
PC, is the Debtor's counsel.
OMNIQ CORP: Adopts Equity Incentive Plan
----------------------------------------
OMNIQ Corp. adopted an Equity Incentive Plan as an incentive to
retain in the employ of and attract new employees, directors,
officers, consultants, advisors and employees to the Company.
Pursuant to the Plan, 1,000,000 shares of the Company's common
stock, par value $0.001, were set aside and reserved for issuance.
The Plan will be put up for approval of the Company's stockholders
at its upcoming stockholder's meeting. The Company has not made
any grants under the Plan.
About OMNIQ Corp.
Headquartered in Salt Lake City, Utah, OMNIQ Corp. (OTCQB: OMQS) --
http://www.omniq.com/-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic & parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq reported a net loss attributable to common stockholders of
$5.31 million for the year ended Dec. 31, 2019, compared to a net
loss attributable to common stockholders of $5.41 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$42.60 million in total assets, $42.76 million in total
liabilities, and a total stockholders' deficit of $156,000.
Haynie & Company, in Salt Lake City, Utah, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 30, 2020, citing that the Company has a deficit in
stockholders' equity, and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
ONE AVIATION: Sale of All Assets to SEF OA Approved
---------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized the bidding procedures proposed by
ONE Aviation Corp. and its affiliates in connection with the sale
of substantially all assets to SEF OA, LLC, subject to higher and
better offers
The aggregate consideration for the Purchased Assets will be equal
to the sum of:
(a) a cash payment to the Sellers of (i) $7 million, plus (ii)
the senior most priority debtor-in-possession financing approved
under the DIP Order in an amount not to exceed $2.75 million to the
extent that such amounts were borrowed by the Sellers after the
date of the Agreement and in accordance with the DIP Budget;
(b) a cash payment to the Sellers of $75,000, which will be
deposited into a segregated Wind-Down Account for distribution
therefrom;
(c) a cash payment in the amount of $825,000, which will be
deposited into a segregated interest-bearing escrow account
maintained by the counsel for the official committee of unsecured
creditors in the Bankruptcy Case, which will be used to make a pro
rata distribution to the holders of ONE Aviation General Unsecured
Claims;
(d) a cash payment to the Sellers of $225,500 for purposes of
paying holders of Allowed Kestrel Secured Claims;
(e) a cash payment to the Sellers of $50,000 for purposes of
funding the Claims Reconciliation Expense Fund;
(f) a cash payment to the Sellers of $700,000 for purposes of
paying holders of Allowed Senior Subordinated Secured Note Claims;
(g) a cash payment to the Sellers in an amount not to exceed
$1.5 million, equal to all (i) accrued and unpaid and (ii) expected
Professional Fee Claims of Professionals to the Sellers in
connection with the chapter 11 cases;
(h) to the extent that Sellers have inadequate cash on hand at
Closing sufficient to pay same, a cash payment equal to such
Administrative Expense Claims and priority claims (i) set forth on
Schedule 2.3(g), and (ii) without duplication, set forth in the DIP
Budget (and limited by the amount therein), in each case, to the
extent that such claims are liquidated, due and payable as of the
Closing Date, with such Closing Date Administrative and Priority
Claim Payment to be used by the Sellers solely for the purpose of
satisfy the Administrative Expense Claims and priority claim set
forth; and
(i) the assumption and, without duplication, payment of the
Assumed Liabilities. On the Closing Date, any payment required to
be made pursuant to any provision hereof in cash will be made by
the Purchaser by wire transfer of immediately available funds to
such bank account as will be designated in writing by the Sellers
not later than two (2) Business Days prior to the Closing Date.
The Sale Hearing is set for Sept. 29, 2020 at 1:00 p.m. (ET). The
Sale Objection Deadline is Sept. 22, 2020 at 4:00 p.m. (ET).
In connection with the bidding and sale process authorized, the
Buyer will have the right to credit bid all or a portion of the
value of the Buyer's claims.
The Bid Protections are approved in their entirety. The Break-Up
Fee and the Expense Reimbursement will constitute allowed
superpriority administrative expense Claims and subject and
subordinate in all respects to, the Carve Out and the DIP
Obligations.
On Sept. 8, 2020, or as soon as reasonably practicable thereafter,
the Debtors will serve on all Contract Parties an Assumption and
Assignment Notice. The Contract or Lease Designation Deadline is
Oct. 15, 2020.
The Publication Notice and Sale Notice are approved. Within three
business days following the entry of the Order, the Debtors will
cause the Sale Notice to be served on the the Sale Notice Parties.
The Debtors will submit to the Court the proposed Sale Order
approving the Sale no less than two business days prior to the Sale
Hearing.
Any stay of the Order, whether arising from Bankruptcy Rules 6004
and/or 6006 or otherwise, is expressly waived and the terms and
conditions of the Order will be effective and enforceable
immediately upon its entry.
A copy of the Agreement is available at
https://tinyurl.com/y2864p8r from PacerMonitor.com free of charge.
About ONE Aviation
Headquartered in Albuquerque, New Mexico, ONE Aviation Corporation
-- http://www.oneaviation.aero/-- and its subsidiaries are
original equipment manufacturers of twin-engine light jet aircraft.
Primarily serving the owner/operator, corporate, and aircraft
charter markets, the Debtors are on the forefront of private
aviation technology. The Debtors provide maintenance and upgrade
services for their existing fleet of aircraft through two
Company-owned Platinum Service Centers in Albuquerque, New Mexico
and Aurora, Illinois, five licensed, global Gold Service Centers in
locations including San Diego, California, Boca Raton, Florida,
Friedrichshafen, Germany, Eelde, Netherlands, and Istanbul, Turkey,
as well as a research and development center located in Superior,
Wisconsin. The Debtors currently employ 64 individuals.
ONE Aviation and its affiliates filed for chapter 11 bankruptcy
protection (Bankr. D. Del. Case. Nos. 18-12309 - 18-12320) on Oct.
9, 2018, listing its estimated assets at $10 million to $50 million
and estimated liabilities at $100 million to $500 million. The
petition was signed by Alan Klapmeier, CEO.
ONEWEB GLOBAL: UK Parliament to Review Purchase of OneWeb
---------------------------------------------------------
Caleb Henry, writing for Space News, reports that the U.K.
parliamentary committee said it will review the steps that led to
the government's bid for struggling megaconstellation startup
OneWeb, arguing that the $500-million investment decision was
rushed and jeopardizes British taxpayer dollars.
Darren Jones, chair of the Business, Energy and Industrial Strategy
Committee in Parliament, said Wednesday that the decision to take a
45% stake in OneWeb appears to have been hurried through before the
government could fully evaluate whether it was a smart move.
"This whole decision-making process seems unusual and doesn't have
the transparency that it requires," he said in a video posted to
Twitter. "Therefore, my committee will be holding an inquiry to
understand the decision making behind this purchase."
Jones' committee oversees the British government's Department for
Business, Energy and Industrial Strategy, which announced July 3
that it and partner Bharti Global, an Indian telecommunications
company, were acquiring OneWeb. Bharti Global is also investing
$500 million into OneWeb, which raised $3.4 billion before filing
for Chapter 11 bankruptcy protection in March 2020.
Jones on July 22 released a series of letters between Samantha
Beckett, the acting permanent secretary at the Department for
Business, Energy and Industrial Strategy, and Alok Sharma, that
department's Secretary of State. In a letter dated July 8 -- five
days after the U.K. announced its intent to co-purchase OneWeb --
Beckett wrote that she had "insufficient time to make a full
assessment of the proposed investment."
Beckett said while there were "good reasons to proceed" with
investing in OneWeb, "it was not possible for me to assure
Parliament that the investment represents value for money to the
standards expected."
One week prior to the OneWeb investment, Sharma informed Beckett
that he had received approval from Rishi Sunak, Chancellor of the
Exchequer (the government's chief financial minister) to proceed
with buying the megaconstellation startup out of bankruptcy.
Sharma said he consulted with the U.K.'s treasury, space agency,
members of his department and cabinet officials before pledging to
invest in OneWeb, and concluded the government would have a
positive return.
Sharma said OneWeb could connect millions of people globally to the
internet, and has the added upside of "potentially bringing future
manufacturing to the UK."
OneWeb currently builds its satellites at a purpose-built $85
million factory in Florida with Airbus through the joint venture
OneWeb Satellites. Before filing for bankruptcy, OneWeb launched 74
of a planned 648 satellites.
Jones, in announcing the inquiry, took issue with the lack of
clarity on if, when and how much of OneWeb's constellation would be
produced in the U.K.
"Using nearly half a billion pounds of tax-payers money to gamble
on a 'commercial opportunity' whilst still failing to support
manufacturing jobs with a sector deal is both troubling and
concerning," Jones said in a July 22 statement.
OneWeb's bankruptcy court approved its acquisition by the U.K.
government and Bharti Global on July 10. The purchase is expected
to close late this year.
About OneWeb Global Ltd.
Founded in 2012, OneWeb Global Limited is a global communications
company developing a low-Earth orbit satellite constellation system
and associated ground infrastructure, including terrestrial
gateways and end-user terminals, capable of delivering
communication services for use by consumers, businesses,
governmental entities, and institutions, including schools,
hospitals, and other end-users whether on the ground, in the air,
or at sea.
OneWeb's business consists of the development of the OneWeb System,
which has
included the development of small-next generation satellites that
have been mass-produced through a joint venture and the development
of specialized connections between the satellite system and the
internet and other communications networks through the SNPs. For
more information, visit https://www.oneweb.world.
OneWeb Global Limited and its affiliates ought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-22437) on March 27, 2020. At the time of the filing, Debtors
disclosed assets of between $1 billion and $10 billion and
liabilities of the same range.
Judge Robert D. Drain oversees the cases.
The Debtors tapped Milbank, LLP as legal counsel; Guggenheim
Securities, LLC as investment banker; FTI Consulting, Inc. as
financial advisor; and Omni Agent Solutions as claims, noticing and
solicitation agent.
OSAKA HOLDINGS: Gets Approval to Hire Congeni Law Firm as Counsel
-----------------------------------------------------------------
Osaka Holdings, LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of Louisiana to employ Congeni Law
Firm, LLC as its legal counsel.
The firm will provide the following services:
a. advise Debtor concerning the administration of its
bankruptcy estate;
b. represent Debtor's interests in suits arising in or related
to its Chapter 11 case;
c. investigate and prosecute preference and other actions
arising under Debtor's avoiding powers;
d. assist in the preparation of legal papers; and
e. advise Debtor concerning the operation of its business.
The firm's attorneys and paralegals will be paid at hourly rates as
follows:
Leo Congeni, Esq. $285
Attorneys $285
Associate $175
Paralegals $85
Congeni Law Firm received a retainer in the amount of $15,000, of
$5,188.1 was used to pay the firm's pre-bankruptcy fees and
expenses.
Congeni Law Firm will be reimbursed for out-of-pocket expenses
incurred.
Leo Congeni, Esq., a partner at Congeni Law Firm, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
Congeni Law can be reached at:
Leo D. Congeni, Esq.
Congeni Law Firm, LLC
424 Gravier Street
New Orleans, LA 70130
Tel: (504) 522-4848
Fax: (504) 581-4962
Email: leo@congenilawfirm.com
About Osaka Holdings
Osaka Holdings, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
20-11247) on July 14, 2020, listing under $1 million in both assets
and liabilities. Judge Meredith S. Grabill oversees the case.
Debtor has tapped Congeni Law Firm, LLC as its legal counsel and
Patrick J. Gros, CPA, as its accountant.
PUBLIC FINANCE AUTHORITY, WI: S&P Cuts Bond Rating to 'BB (sf)'
---------------------------------------------------------------
S&P Global Ratings lowered its rating on the Public Finance
Authority, Wis.' (The Rubix Apartments Project) series 2017A and
taxable series 2017B bonds to 'BB (sf)' from 'BB+(sf)'. S&P also
affirmed its 'B+(sf)' rating on the authority's subordinate 2017C
multifamily housing revenue bonds. The outlook is stable.
The series 2017A, 2017B and 2017C were issued in the par amount of
$11.82 million, $215,000, and $1.795 million, respectively, for a
total issuance of $13.83 million. The bonds were issued pursuant to
and secured by a trust indenture dated Sept. 1, 2017. Proceeds of
the bonds were loaned to the borrower to finance the acquisition
and renovation of a 236-unit multifamily residential housing known
as The Rubix Apartments in Las Vegas. Proceeds were also used to
fund a debt service reserve fund (DSRF) accounts for the bonds and
to pay certain costs of issuance of the bonds. Interest payments on
the bonds commenced on Dec. 1, 2017, and are payable semiannually
on each June 1 and Dec. 1.
"The downgrade on the 2017AB bonds reflects our view of the
authority's credit characteristics based on the implementation of
our new criteria Methodology for Rating U.S. Public Finance Rental
Housing Bonds," said S&P Global Ratings credit analyst Jessica
Pabst.
PURDUE PHARMA: Routt County Files Claim in Bankruptcy Case
----------------------------------------------------------
Derek Maiolo, writing for Steam Boat Pilot, reports that the Routt
County Board of Commissioners voted to file a claim in a bankruptcy
proceeding against Purdue Pharma for its role in the opioid
epidemic.
Purdue Pharma, the maker of OxyContin, the drug at the center of
the crisis, has been working with states, cities and counties
across the country in a proposed settlement worth an estimated $10
billion, according to a report from Reuters. The company filed for
Chapter 11 bankruptcy in September with more than 2,600 lawsuits
alleging it bears responsibility for a public health crisis that
has claimed hundreds of thousands of lives.
As Routt County Attorney Erick Knaus explained, Purdue is one of
many defendants in nationwide litigation efforts to hold companies
accountable for their role in fueling the opioid epidemic. Purdue
filed its bankruptcy claim as a way of limiting its financial
liability, Knaus said.
Colorado is one of about two dozens states that have opposed the
settlement claim, arguing it will not provide as much money as
promised and that it allows the Sackler family, who owns the
pharmaceutical giant, to get off easy.
According to Knaus, he received an estimate for how much Routt
County could receive in the bankruptcy claim — a whopping $16
million. He cautioned the commissioners not to expect such a large
check.
As he explained, this is not the typical process for resolving
claims or for handling debtor-creditor proceedings. In this case,
the debtor, Purdue Pharma, owes an unknown amount of money to the
various entities that file claims.
"We are likely to see much closer to $0 than $16 million," Knaus
said.
It also is unclear when the county might see any of the money. With
that in mind, Commissioner Tim Corrigan asked if there are any
risks to filing a claim.
"I don't see any harm in it," Knaus replied. "I wouldn't change my
anticipated budget revenue based on it, though."
For more than a year, Knaus also has been involved with a broader
litigation process, called a negotiation class. It targets numerous
drug companies and opioid providers, from the Rite-Aid Corporation
to Walmart Inc. The purpose of the litigation is to get money from
these companies to fight the opioid epidemic, provide prevention
and treatment services and change business practices.
Between 1999 and 2018, nearly 400,000 people died from overdoses
involving opioids, according to data from the Centers for Disease
Control and Prevention. Much of the crisis stems from
pharmaceutical companies’ aggressive marketing tactics starting
in the 1990s, during which they claimed patients would not get
addicted to opioids.
This led doctors to prescribe them widely, flooding the country
with the drugs. In 2012, when prescriptions reached their peak,
doctors were prescribing opioids at a rate of 81.3 prescriptions
per 100 patients, according to the CDC.
On Friday, Melton is scheduled to meet with Colorado Counties,
Inc., a nonprofit group of various county commissioners in the
state, to discuss the opioid litigation. She said the main goal of
the group is to push the Colorado Attorney General’s Office to
distribute any money the state receives as part of any settlements
to local communities.
Mountain Medical Road to Recovery in Routt County has received
state funding for addiction treatment programs in the past, though
not as a result of these lawsuits. The recovery center provides a
variety of treatment options for substance abuse disorders, from
group therapy to medication-assisted treatments.
About Purdue Pharma LP
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.
PYXUS INT'L: Equity Committee Gets OK to Hire Financial Advisor
---------------------------------------------------------------
The official committee of equity security holders appointed in the
Chapter 11 cases of Pyxus International, Inc. and its affiliates
received approval from the U.S. Bankruptcy Court for the District
of Delaware to retain Lincoln Partners Advisors, LLC as its
financial advisor and investment banker.
The firm will provide the following services:
a. prepare an expert valuation analysis, opinion and report
(including rebuttal analyses) of Debtors and its affiliates;
b. review and analyze Debtors' operations, business and
financial projections;
c. advise the committee on any potential or actual
transactions, including Debtors' plan of reorganization and sale of
their assets;
d. assist the committee in evaluating, structuring and
negotiating the terms and conditions of any transaction;
e. assist the committee in filing responses or objections to
court pleadings;
f. attend hearings and meetings and assist in discussions with
Debtors, creditors, U.S. trustee and other parties;
g. assist the committee in negotiations;
h. provide documentary or oral testimony if requested; and
i. provide other general investment banking or financial
advisory services related to Debtors' Chapter 11 cases.
Lincoln will be compensated as follows:
-- Expert Valuation Report Fee: A fee of $850,000 payable upon the
request to initiate, develop or deliver an expert valuation report
to the committee.
-- Rebuttal Valuation Report Fee: $350,000 payable upon the
request to initiate, develop or deliver a rebuttal valuation report
to the committee.
-- Deposition and In-Court Testimony Fee: $175,000 payable if
Lincoln is asked to prepare for deposition, be deposed or testify
regarding valuation disputes or any other matters relevant to the
cases.
-- Hourly Fee: Lincoln will be paid at hourly rates for other
services as follows:
Managing Director $1,195
Director $895
Vice President $795
Associate $695
Analyst $395
-- Expense Reimbursement: Lincoln shall be reimbursed for
out-of-pocket expenses.
Brendan Murphy, managing director at Lincoln, disclosed in court
filings that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
Lincoln can be reached through:
Brendan J. Murphy
Lincoln Partners Advisors LLC
500 W Madison St
Chicago, IL 60661
Phone: (312) 676-9100
About Pyxus International
Pyxus International Inc. is a global agricultural company with 145
years of experience delivering value-added products and services to
businesses, customers and consumers. Visit http://www.pyxus.com
for more information.
Pyxus reported a net loss of $71.17 million for the year ended
March 31, 2019, compared to net income of $51.91 million for the
year ended March 31, 2018. As of March 31, 2019, Pyxus had $1.86
billion in total assets, $1.67 billion in total liabilities, and
$192.02 million in total stockholders' equity.
On June 15, 2020, Pyxus and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11570). Judge Laurie Selber Silverstein oversees the cases.
Debtors have tapped Simpson Thacher & Bartlett, LLP as general
bankruptcy counsel, Young Conaway Stargatt & Taylor, LLP as
Delaware bankruptcy counsel, and Lazard Freres & Co. LLC and RPA
Advisors, LLC as restructuring advisors. Prime Clerk, LLC is the
claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 3 appointed a committee of equity
security holders on July 28, 2020. The equity committee has tapped
Montgomery McCracken Walker & Rhoads, LLP and The Law Offices of
Richard J. Corbi PLLC as its legal counsel, and Lincoln Partners
Advisors LLC as its financial advisor and investment banker.
PYXUS INT'L: Equity Committee Hires Montgomery McCracken as Counsel
-------------------------------------------------------------------
The official committee of equity security holders appointed in the
Chapter 11 cases of Pyxus International, Inc. and its affiliates
received approval from the U.S. Bankruptcy Court for the District
of Delaware to retain Montgomery McCracken Walker & Rhoads, LLP as
its legal counsel.
The firm's services will include:
(a) advising the equity committee with respect to its rights,
duties and powers in Debtors' Chapter 11 cases;
(b) assisting the committee in its consultations and
communications with Debtors;
(c) assisting the committee in analyzing Debtors' capital
structure and valuation and in negotiating with holders of claims
and equity interests;
(d) assisting the committee in its analysis of, and
negotiations with, Debtors or any third party concerning matters
related to, among other things, financing of transactions and the
terms of a plan of reorganization;
(e) representing the committee at hearings and other
proceedings;
(f) reviewing and analyzing applications, orders, statements
of operations and schedules filed with the court;
(g) assisting the committee in preparing pleadings and other
legal papers;
(h) performing other legal services related to the cases.
Montgomery McCracken's hourly rates are:
Partners $375 - $915
Senior Counsel $335 - $880
Associates $330 - $495
Paralegals $250 - $335
Edward Schnitzer, Esq., a partner at Montgomery McCracken,
disclosed in court filings that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing applications
for compensation and reimbursement of expenses filed under 11
U.S.C. Sec. 330 for attorneys in large Chapter 11 cases, Mr.
Schnitzer disclosed that:
-- Montgomery McCracken has not agreed to any variations from,
or alternatives to, its standard or customary billing arrangements
for this engagement;
-- none of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
cases;
-- the firm has not represented the committee in the 12 months
prior to Debtors' bankruptcy filing; and
-- the committee will be approving a budget or staffing plan
for the post-petition period, as appropriate.
Montgomery McCracken can be reached at:
Edward L. Schnitzer, Esq.
Montgomery McCracken Walker & Rhoads LLP
437 Madison Ave., 24th Floor
New York, NY 10022
Telephone: (212) 867-9500
Facsimile: (212) 599-5085
Email: eschnitzer@mmwr.com
About Pyxus International
Pyxus International Inc. is a global agricultural company with 145
years of experience delivering value-added products and services to
businesses, customers and consumers. Visit http://www.pyxus.com
for more information.
Pyxus reported a net loss of $71.17 million for the year ended
March 31, 2019, compared to net income of $51.91 million for the
year ended March 31, 2018. As of March 31, 2019, Pyxus had $1.86
billion in total assets, $1.67 billion in total liabilities, and
$192.02 million in total stockholders' equity.
On June 15, 2020, Pyxus and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11570). Judge Laurie Selber Silverstein oversees the cases.
Debtors have tapped Simpson Thacher & Bartlett, LLP as general
bankruptcy counsel, Young Conaway Stargatt & Taylor, LLP as
Delaware bankruptcy counsel, and Lazard Freres & Co. LLC and RPA
Advisors, LLC as restructuring advisors. Prime Clerk, LLC is the
claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 3 appointed a committee of equity
security holders on July 28, 2020. The equity committee has tapped
Montgomery McCracken Walker & Rhoads, LLP and The Law Offices of
Richard J. Corbi PLLC as its legal counsel, and Lincoln Partners
Advisors LLC as its financial advisor and investment banker.
PYXUS INT'L: Equity Committee Taps Richard J. Corbi as Co-Counsel
-----------------------------------------------------------------
The official committee of equity security holders appointed in the
Chapter 11 cases of Pyxus International, Inc. and its affiliates
received approval from the U.S. Bankruptcy Court for the District
of Delaware to retain The Law Offices of Richard J. Corbi PLLC.
The Law Offices of Richard J. Corbi will serve as co-counsel with
Montgomery McCracken Walker & Rhoads, LLP, the other firm
representing the equity committee in Debtors' bankruptcy cases.
The firm charges an hourly fee of $600 for its services.
Richard Corbi, Esq., disclosed in court filings that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing applications
for compensation and reimbursement of expenses filed under 11
U.S.C. Sec. 330 for attorneys in large Chapter 11 cases, Mr. Corbi
disclosed that:
-- The Law Offices of Richard J. Corbi has not agreed to any
variations from, or alternatives to, its standard or customary
billing arrangements for this engagement;
-- none of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
cases;
-- the firm has not represented the committee in the 12 months
prior to Debtors' bankruptcy filing; and
-- the committee will be approving a budget or staffing plan
for the post-petition period, as appropriate.
The firm can be reached through:
Richard J. Corbi, Esq.
The Law Offices of Richard J. Corbi PLLC
1501 Broadway, 12th Floor,
New York, NY 10036
Office: (646) 571-2033
Mobile: (516) 582-0649
Email: rcorbi@corbilaw.com
About Pyxus International
Pyxus International Inc. is a global agricultural company with 145
years of experience delivering value-added products and services to
businesses, customers and consumers. Visit http://www.pyxus.com
for more information.
Pyxus reported a net loss of $71.17 million for the year ended
March 31, 2019, compared to net income of $51.91 million for the
year ended March 31, 2018. As of March 31, 2019, Pyxus had $1.86
billion in total assets, $1.67 billion in total liabilities, and
$192.02 million in total stockholders' equity.
On June 15, 2020, Pyxus and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11570). Judge Laurie Selber Silverstein oversees the cases.
Debtors have tapped Simpson Thacher & Bartlett, LLP as general
bankruptcy counsel, Young Conaway Stargatt & Taylor, LLP as
Delaware bankruptcy counsel, and Lazard Freres & Co. LLC and RPA
Advisors, LLC as restructuring advisors. Prime Clerk, LLC is the
claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 3 appointed a committee of equity
security holders on July 28, 2020. The equity committee has tapped
Montgomery McCracken Walker & Rhoads, LLP and The Law Offices of
Richard J. Corbi PLLC as its legal counsel, and Lincoln Partners
Advisors LLC as its financial advisor and investment banker.
R3D HOLDINGS: Disclosure Statement Okayed; Plan Hearing on Oct. 28
------------------------------------------------------------------
R3D Holdings, Inc. obtained conditional approval of the disclosure
statement explaining its Chapter 11 plan in an order dated Sept.
3.
Judge Michael G Williamson of the U.S. Bankruptcy Court for the
Middle District of Florida has scheduled a plan confirmation
hearing for Oct. 28 at 10:00 a.m. in Tampa.
R3D Holdings delivered to the Court the latest iteration of its
Plan and Disclosure Statement on Sept. 1. Prior to this, the
Debtor sought a short extension -- until Sept. 1 -- of its deadline
to file its Disclosure Statement and Plan of Reorganization.
In seeking an extension of the Plan deadline, the Debtor said it
was deciding whether to keep or return the funds it received from a
post-petition Economic Injury Disaster Loan it received from the
Small Business Administration and, until the Debtor makes its
decision, the Debtor cannot propose its Disclosure Statement. The
extension request was filed Aug. 20. According to the case docket,
the Court has not entered an order on the extension request. The
Debtor proceeded to file its Plan on Sept. 1.
"The requested extensions are reasonable given the circumstances of
this case and the COVID-19 pandemic and will be in the best
interest of judicial economy, the Debtor, its creditors, the
Estate; and all parties in interest and will ensure greater
accuracy and feasibility in the initial plan filed by the Debtor,"
R3D said.
The Debtor's proposed Plan provides for the continued ownership of
the Debtor's business and the continued operation of the Debtor.
The Plan will be funded by revenue generated from the Debtor's
post-confirmation operations.
Pursuant to the Plan, each Holder of an Allowed Unsecured Claim
will receive, on account of such Allowed Claim, a Pro Rata
Distribution of Cash from the Plan Trust. To the extent the Holder
of an Allowed General Unsecured Claim receives less than full
payment on account of such Claim, the Holder of such Claim may be
entitled to assert a bad debt deduction or worthless security
deduction with respect to such Allowed Unsecured Claim.
A copy of the Disclosure Statement is available at
https://bit.ly/33jIr4T from PacerMonitor.com.
About R3D Holdings
R3D Holdings, Inc. d/b/a Fitness for $10 --
https://www.fit410brandon.com/ -- is a family-owned company in the
health club business. Fitness for $10 features 24/7 access,
state-of-the-art cardio equipment, strength training equipment,
functional training equipment, and small group training classes.
R3D Holdings, Inc., based in Brandon, Fla., filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 19-11676) on Dec. 11, 2019. In
the petition signed by Ronald J. Knish, president, the Debtor
disclosed $188,472 in assets and $1,466,273 in liabilities. Buddy
D. Ford, Esq., at Buddy D. Ford, P.A., serves as bankruptcy counsel
to the Debtor. The Debtor tapped J.W. Hughes Company as its
accountant.
RAINBOW LAND: Plan Payments to be Funded by Property Sale/Refinance
-------------------------------------------------------------------
Rainbow Land & Cattle Company, LLC, a Nevada limited liability
company, filed with the U.S. Bankruptcy Court for the District of
Nevada a Plan of Reorganization and a Disclosure Statement on July
23, 2020.
Rainbow Land & Cattle Company, LLC, is the owner of approximately
491.36 acres of undeveloped real property located in Caliente,
Nevada. Additionally, Rainbow owns approximately 497.60 acre feet
of water rights appurtenant to the property (collectively the
"Property").
The Allowed Unsecured Claims shall be paid on or before the
conclusion of the Deferral Period from either the sale or refinance
of the Property or new financing for construction of the RV
Resort.
Class 4 (Membership Interests) will retain their membership
interest in the Reorganized Debtor, but shall receive no
distribution until Classes 1 through 3 are paid in full.
The Debtor intends to develop an RV Resort consisting of 200
recreational vehicle sites, convenience store with off-road
accessories offerings and limited food service, and off-road
vehicle parts, service and repair facility, including wash rack and
fuel station, to be constructed on a 25 acre portion of a 244 acre
site.
The Debtor will continue to market at a discount the remaining
246.42 acres of land and water rights for sale. The 246.42 acres
of land not included in the development of the RV Resort are valued
at $3,324,861, and the water rights are valued at $4,780,283 for a
total remaining land and water right value of $8,105,144 to sell or
refinance. The Debtor will seek to refinance or sell the remaining
real property and water rights prior to the expiration of the
Deferral Period. The Debtor will aggressively market the real
property and water rights for sale, and discount the property and
water rights sale price as needed to assure the plan is
successful.
The equity owners of the Debtor shall contribute such funds as are
necessary during the Deferral Period to fund the obligations.
A full-text copy of the Disclosure Statement dated July 23, 2020,
is available at https://tinyurl.com/y3gumeqy from PacerMonitor.com
at no charge.
Counsel for the Debtor:
HOLLY E. ESTES, ESQ.
Estes Law, P.C.
605 Forest Street
Reno, Nevada 89509
Telephone (775) 321-1333
Facsimile (775) 321-1314
E-mail: hestes@esteslawpc.com
About Rainbow Land & Cattle Company
Rainbow Land & Cattle Company, LLC, a privately held company
engaged in activities related to real estate, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
19-50627) on May 30, 2019. At the time of the filing, the Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range. The case has been assigned to Judge
Bruce T. Beesley. The Debtor is represented by Holly E. Estes,
Esq., at Estes Law, P.C.
ROBERT'S SEAFOOD: Seeks to Hire Mickler & Mickler as Legal Counsel
------------------------------------------------------------------
Robert's Seafood and Hot to Go Kitchen Inc. seeks authority from
the U.S. Bankruptcy Court for the Middle District of Florida to
hire the Law Offices of Mickler & Mickler to handle its Chapter 11
case.
The firm will be paid at hourly rates ranging from $250 to $350 per
hour.
Brian Mickler, Esq., the firm's attorney who will be handling the
case, disclosed in court filings that he does not have interests
adverse to Debtor and its bankruptcy estate in matters upon which
he is to be employed.
The firm can be reached through:
Brian K. Mickler, Esq.
Law Offices of Mickler & Mickler
5452 Arlington Expressway
Jacksonville, FL 32211
Office: 904-725-0822
Cell: 904-725-0822
Fax: 904-725-0855
Email: bkmickler@planlaw.com
About Robert's Seafood and
Hot to Go Kitchen Inc.
Robert's Seafood and Hot to Go Kitchen Inc., a company based in
Jacksonville, Fla., filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
20-02369) on Aug. 9, 2020. At the time of filing, Debtor had
estimated assets of between $100,000 and $500,000 and liabilities
of between $500,000 and $1 million. Bryan K. Mickler, Esq., at
Mickler & Mickler is Debtor's legal counsel.
ROSEHILL RESOURCES: Unsecureds to be Paid in Full or be Reinstated
------------------------------------------------------------------
Rosehill Resources Inc. ("RRI") and Rosehill Operating Company, LLC
("ROC") filed with the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, a Joint Prepackaged Chapter 11
Plan of Reorganization and a Disclosure Statement on July 26,
2020.
The Plan incorporates the terms of a comprehensive restructuring of
the Debtors' balance sheet entered into with each of (a) 100% of
the lenders under the ROC Revolving Credit Agreement, (b) 100% of
the noteholders under the second lien Note Purchase Agreement and
Holders of 100% of the Series B Preferred Stock and (c) Tema Oil
and Gas Company as the Holder of Claims (the "TRA Claims"), and the
Holder of approximately 66.8% of the voting equity interests in RRI
and 35.2% of the equity interests in ROC.
The terms of the transaction developed in connection with the
Restructuring Support Agreement contemplate (i) a junior
convertible debtor-in-possession financing facility in the
principal amount of $17.5 million, $15 million of which will be
backstopped by the Secured Noteholders and $2.5 million of which
will be backstopped by Tema and (ii) restructuring and/or
eliminating Rosehill's funded debt and equity interests in order to
right-size Rosehill’s balance sheet pursuant to the Plan.
Specifically, the key terms of the Plan, which implement the terms
of the Restructuring Support Agreement, include the following:
* Revolving Credit Facility. As of the date hereof, the principal
balance of the ROC Revolving Credit Agreement is approximately
$226.4 million. This reflects a reduction in principal between the
date of the Restructuring Support Agreement and the date hereof
resulting from the monetization of the Debtors’ prepetition
commodity hedging and derivative instruments, with the proceeds of
such monetization used to pay a portion of the outstanding
principal and interest under the ROC Revolving Credit Facility.
* Reorganized ROC, Reorganized RRI and New Rosehill
IntermediateCo. Upon the Effective Date, all property of the
Debtors' Estates, except RRI's equity interests in ROC, shall vest,
subject to the Restructuring Transactions, in ROC as reorganized
pursuant to and under the Plan.
* Secured Noteholders. On the Effective Date, each Secured
Noteholder will receive its pro rata share of 68.60% of the
Reorganized ROC Units, subject to dilution from the MIP Equity, in
exchange for all of the ROC Secured Note Claims.
* RRI Series A Preferred Stock and RRI Series B Preferred Stock.
The RRI Preferred Equity Interests—the RRI Series A Preferred
Stock and the RRI Series B Preferred Stock—are classified under
the Plan as Class 6A. On the Effective Date, if (a) the class of
RRI Preferred Equity Interests votes to accept the Plan and no
Holder of RRI Preferred Equity Interests objects to the Plan,
including the allowance or priority of the TRA Claims, as described
in more detail in the Plan, then (b) Holders of the RRI Preferred
Equity Interests will receive their pro rata shares of 1.48% of the
Reorganized ROC Units.
* General Unsecured Claims Against the Debtors. On the Effective
Date, each Holder of a General Unsecured Claim against the Debtors
will, in the Debtors’ discretion, receive payment in full in cash
or will be reinstated, but for the avoidance of doubt, no General
Unsecured Claim against the Debtors will receive payment prior to
the applicable amount becoming due and payable against the Debtors.
* Other RRI and ROC Equity Interests. Holders of Interests in ROC
and Holders of the RRI Common Equity Interests will not receive any
distribution on account of such Interests and such Interests will
be cancelled, released and extinguished on the Effective Date and
will be of no further force and effect.
The Debtors will have access to $17.5 million of new cash under
their DIP Facility while in chapter 11, which is a new-money
delayed draw term loan facility. The DIP Facility shall be junior
to the ROC Revolving Credit Agreement Claims and the ROC Secured
Note Claims but senior to all other Claims and Interests.
The Restructuring Support Agreement, Plan, and DIP Facility are a
significant achievement for the Debtors in the face of historic
commodity price declines, a depressed operating environment, and
the effects of the COVID-19 pandemic on the world economy and the
oil and gas industry. In the absence of the Restructuring
Transactions implemented through the Plan, the Debtors believe they
would likely face a potentially significant borrowing base
redetermination under the ROC Revolving Credit Agreement, which
would likely create a deficiency that could not be timely repaid in
full in light of the Debtors' diminished revenue resulting from
depressed commodity prices and other market turmoil.
A full-text copy of the Disclosure Statement dated July 26, 2020,
is available at https://tinyurl.com/yy976fqg from PacerMonitor.com
at no charge.
Proposed Co-Counsel to the Debtors:
GIBSON, DUNN & CRUTCHER LLP
David M. Feldman
Matthew K. Kelsey
200 Park Avenue
New York, New York 10166-0193
Tel: (212) 351-4000
Fax: (212) 351-4035
- and -
Hillary H. Holmes
Shalla Prichard
811 Main Street, Suite 3000
Houston, Texas 77002
Tel: (346) 718-6600
Fax: (346) 718-6620
- and -
HAYNES AND BOONE, LLP
Kelli S. Norfleet
Arsalan Muhammad
1221 McKinney Street, Suite 4000
Houston, Texas 77010
Tel: (713) 547-2000
Fax: (713) 547-2600
About Rosehill Resources
Rosehill Resources Inc., is an independent oil and natural gas
company, focuses on the acquisition, exploration, development, and
production of unconventional oil and associated liquids-rich
natural gas reserves in the Permian Basin. The company was founded
in 2015 and is headquartered in Houston, Texas. Rosehill Resources
Inc. is a subsidiary of Tema Oil & Gas Company.
Rosehill Resources Inc. and its affiliate Rosehill Operating
Company, LLC, sought Chapter 11 protection (Bankr. S.D. Tex. Lead
Case No. 20-33695 and 20-33696) on July 26, 2020.
As of Dec. 31, 2019, the Debtors disclosed $872,512,000 in assets
and $496,370,000 in liabilities.
The Hon. David R. Jones is the case judge.
The Debtors tapped tapped GIBSON, DUNN & CRUTCHER LLP as bankruptcy
counsel; HAYNES AND BOONE, LLP, as co-bankruptcy counsel; OPPORTUNE
LLP as financial advisor; and JEFFERIES LLC as investment banker.
EPIQ CORPORATE RESTRUCTURING, LLC, is the claims agent.
RPS VENTURES: Gets Court Approval to Hire Accountant
----------------------------------------------------
RPS Ventures, Inc. received approval from the U.S. Bankruptcy Court
for the Eastern District of Arkansas to hire Bob Johnson, a
certified public accountant in Jacksonville, Ark., to prepare its
income tax returns.
The accountant customarily charges between $250 and $500 for the
preparation of annual income tax returns.
Mr. Johnson disclosed in court filings that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Johnson can be reached at:
Bob Johnson, CPA
511 N 1st St Ste 8
Jacksonville, AR 72076
Phone: +1 501-982-1975
About RPS Ventures Inc.
RPS Ventures, Inc. filed its voluntary petition for relief under
Chapter 11 of the Banrktuptcy Code (Bankr. E.D. Ark. Case No.
20-13136) on July 31, 2020. RPS Ventures President Joseph Matt
Robinson signed the petition. At the time of the filing, Debtor
had estimated assets of less than $50,000 and liabilities of
between $1 million and $10 million.
Judge Ben T. Barry oversees the case.
Debtor has tapped Rice & Associates, P.A. as its legal counsel and
Bob Johnson, CPA, as its accountant.
RPS VENTURES: Taps Rice & Associates as Legal Counsel
-----------------------------------------------------
RPS Ventures, Inc. received approval from the U.S. Bankruptcy Court
for the Eastern District of Arkansas to hire Rice & Associates,
P.A. as its legal counsel.
The firm will provide the following services:
a. prepare pleadings and applications;
b. conduct examination;
c. advise Debtor of its rights, duties and obligations;
d. consult and represent Debtor with respect to a Chapter 11
plan;
e. perform legal services necessary to the day-today operation
of Debtor's business; and
f. take all other actions incident to the proper preservation
and administration of Debtor's business;
The firm's hourly rates are as follows:
M. Randy Rice, Attorney $355
Donna Poullos, Paralegal $130
Mr. Rice, Esq., disclosed in court filings that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
M. Randy Rice, Esq.
Rice & Associates, P.A.
523 S. Louisiana, #300
Little Rock, AR 72201
Tel: (501) 374-1019
Email: randyrice2@comcast.net
About RPS Ventures Inc.
RPS Ventures, Inc. filed its voluntary petition for relief under
Chapter 11 of the Banrktuptcy Code (Bankr. E.D. Ark. Case No.
20-13136) on July 31, 2020. RPS Ventures President Joseph Matt
Robinson signed the petition. At the time of the filing, Debtor
had estimated assets of less than $50,000 and liabilities of
between $1 million and $10 million.
Judge Ben T. Barry oversees the case.
Debtor has tapped Rice & Associates, P.A. as its legal counsel and
Bob Johnson, CPA, as its accountant.
SANDRA W. RUTHERFORD: CNB Objects to Combined Disclosure & Plan
---------------------------------------------------------------
City National Bank of West Virginia ("CNB") filed a protective
objection to the Combined Disclosure Statement and Plan of
Reorganization of debtor The Sandra W. Rutherford Revocable Trust
Agreement.
CNB objects to the Debtor's Plan to the extent that it does not
specify the amount of the Debtor's original obligation to CNB and
CNB's secured claim amount.
CNB further objects to the Debtor's Plan to the extent that it does
not adequately describe CNB's collateral.
The Debtor's original obligation to CNB, pursuant to the terms of
the Loan, was $2,651,104. And, as of July 16, 2020, CNB is
currently owed $673,881 by the Debtor.
CNB has a valid priority purchase money security interest in the
Southridge Equipment.
A full-text copy of CNB's objection to dated July 28, 2020, is
available at https://tinyurl.com/y6oodct4 from PacerMonitor.com at
no charge.
CNB is represented by:
Sarah C. Ellis
Colton C. Parsons
Steptoe & Johnson PLLC
P.O. Box 1588
Charleston, WV 25326-1588
Tel: (304) 353-8000
Fax: (304) 353-8180
About The Sandra W. Rutherford
Revocable Trust Agreement
Sandra W. Rutherford Revocable Trust Agreement Dated May 2, 2005,
As A Business Trust is a business trust in Lexington, Kentucky.
Sandra W. Rutherford sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 18-30475) on Nov. 14,
2018. At the time of the filing, the Debtor was estimated to have
assets of $1 million to $10 million and liabilities of $1 million
to $10 million. Judge Frank W. Volk oversees the case. The Debtor
tapped Caldwell & Riffee as its legal counsel.
SEAWALK INVESTMENTS: Sky Enterprises to Get Assets in Plan
----------------------------------------------------------
Sky Enterprises LLC, a Delaware Limited Liability Company, in its
capacity as creditor, has proposed a Chapter 11 Plan of
Reorganization to resolve outstanding claims against Debtor Seawalk
Investments, LLC, dated July 24, 2020.
Class 3 consists of the Secured Claim currently held by Sky
Enterprises LLC, Proof of Claim No. 5, plus accrued but unpaid
postpetition interest and certain legal fees and costs. Under its
Plan, Sky will receive all assets of the Debtor in exchange for
full satisfaction of its Class 3 Claims, the Plan Proponent will
pay nothing towards the satisfaction of this Claim.
In full satisfaction of the Class 6 General Unsecured Claims, the
Plan Proponent, from the Escrow Payment Account will pay the full
claim amounts, with interest where applicable, within three days of
the Confirmation Order becoming final and non-appealable.
All existing membership interests in the Debtor in Class 7 shall be
retained in the possession of its present interest holders; the
Plan Proponent shall take only the assets of the Debtor following
confirmation of the Plan.
The Plan Proponent shall fund an Escrow Payment Account in the full
amount necessary to fund the Plan. This should be the entire means
for consummating the Plan given that all potential amounts due will
be accounted for and funded pre-confirmation. Plan distributions
shall be paid from the Escrow Payment Account. Following
confirmation, all of the Debtor’s Assets shall be immediately
transferred to Sky Enterprises LLC or its designee.
Upon entry of the Confirmation Order, all Assets of the Estate of
the Debtor shall vest transfer free and clear to Sky Enterprises or
its assigned designee. In no event shall the current
management/equity maintain possession, custody, or control of the
assets of the Estate after entry of the Confirmation Order. Any
damage caused by the delay in turnover of Estate assets will lead
to potential damage claims against the equity holders and officers.
The ownership interests in the Debtor shall remain with the current
holder(s) of those interest, but no assets shall remain in the
Debtor.
A full-text copy of Sky Enterprises' Disclosure Statement dated
July 24, 2020, is available at https://tinyurl.com/y4ggxz7j from
PacerMonitor.com at no charge.
Counsel for Creditor Sky Enterprises:
FERRELLE BURNS, P.A.
David D. Burns
Ashley A. Dodd
241 Atlantic Boulevard, Suite 203
Neptune Beach, FL 32266
Tel: (904) 372-4177
Fax: (904) 853-6984
E-mail: dburns@ferrelleburnslaw.com
adodd@ferrelleburnslaw.com
About Seawalk Investments
Seawalk Investments, LLC, a privately held company in Jacksonville,
Fla., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. At the
time of the filing, the Debtor had estimated assets of between $1
million and $10 million and liabilities of between $1 million and
$10 million. Judge Jerry A. Funk oversees the case. The Debtor
hired Wilcox Law Firm as its bankruptcy counsel.
SHOPPINGTOWN MALL: Plan Exclusivity Period Extended Until Nov. 27
-----------------------------------------------------------------
Chief Judge Carlota M. Bohm granted ShoppingTown Mall NY LLC's
motion for extension of its exclusive period to file a plan of
reorganization and to obtain acceptance of the plan by 90 days
through and including November 27, 2020.
The U.S. Bankruptcy Court for the Western District of Pennsylvania
previously extended the exclusivity periods through August 29,
2020.
The extension will give the Debtors a reasonable time to obtain
confirmation of a plan without the threat of a competing plan, and
will allow the Court to properly determine the value of its
property at the evidentiary hearing currently scheduled for October
8, 2020. The Court's valuation of the Debtor's real property will
allow the Debtor to maximize the value of the estate for the
benefit of the creditors as will be set forth in an Amended Plan.
The extension also allows the Debtor to continue working in good
faith with the taxing bodies to attempt to resolve their disputes
and to remain focused on facilitating a successful reorganization.
As reported by the Troubled Company Reporter, ShoppingTown Mall's
Plan of Reorganization and Disclosure Statement filed earlier this
year provides that Class 7 General Unsecured Creditors will be paid
100% of their Allowed Claim in quarterly distributions over a
period of five years without interest. If, however, the Holder of
a Class 7 Claim selects alternative treatment, then the Holder of
such a Class 7 Claim shall be paid 50% of its Allowed Claim in a
single distribution in full satisfaction of its Claim on the
Effective Date of its Claim.
A hearing to consider approval of the Disclosure Statement
explaining the Debtor's Plan is currently scheduled for October 6,
2020.
About Shoppingtown Mall NY
ShoppingTown Mall NY LLC classifies its business as single asset
real estate (as defined in 11 U.S.C. Section 101(51B)).
ShoppingTown Mall NY sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million, and liabilities of
between $10 million and $50 million.
The case is assigned to Chief Judge Carlota M. Bohm.
Bernstein-Burkley, P.C., is the Debtor's counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
SKILLSOFT CORP: Completes Quick Chapter 11 Reorganization
---------------------------------------------------------
Skillsoft Corporatio, a global leader in learning and talent
management solutions, announced Aug. 27, 2020, that it has
successfully emerged from Chapter 11, following an expedited
court-supervised process, with a right-sized capital structure,
stronger balance sheet and significant additional liquidity to
drive long-term growth and success.
Skillsoft is moving forward as a leading global provider of
next-generation digital and online learning and talent solutions
that help organizations unleash their edge. Through immersive,
engaging content and a world-class learning platform, Skillsoft
enables organizations to unlock the potential in their people and
build teams with the skills they need for success. Building on its
strong foundation and global customer base, the Company will invest
in new products, solutions and content to drive additional value
for customers as they continue adapting at an unprecedented pace in
response to the COVID-19 pandemic, a growing skills gap and
evolving workplace needs.
"With our stronger balance sheet and significantly enhanced
financial resources, we will continue our focus on investing in
best-in-class solutions and innovation," said John Frederick, Chief
Administrative Officer of Skillsoft and Chief Executive Officer of
SumTotal. “We remain focused on supporting our customers –
particularly through this unusual time as they adapt at an
unprecedented pace to changing workplace and employment needs in
response to the growing skills gap and in the face of a global
pandemic. The digital learning industry has reached a turning
point, and we are well-positioned to provide enhanced and expanded
offerings when virtual learning is more relevant than ever in
driving the success of an organization."
Mr. Frederick continued, "We appreciate the strong support of our
customers and business partners throughout our financial
restructuring process. I also want to thank our financial
stakeholders, whose confidence in the Skillsoft brand enabled us to
complete this process efficiently and on an expedited basis.
Finally, I am grateful to the entire Skillsoft team for their
unwavering commitment to serving and supporting our customers."
Through its financial restructuring process, Skillsoft reduced its
total debt by approximately $1.5 billion and eliminated
approximately $100 million in annual interest payments. The
Company now has more than $50 million in cash and a leverage ratio
of approximately 3.5x net debt-to-LTM EBITDA.
Weil, Gotshal & Manges LLP served as legal counsel to Skillsoft,
Houlihan Lokey Capital, Inc. served as investment banker, and
AlixPartners LLP served as financial advisor.
About Skillsoft Corp.
Skillsoft -- http://www.skillsoft.com/-- delivers online learning,
training, and talent solutions to help organizations unleash their
edge. Leveraging immersive, engaging content, Skillsoft enables
organizations to unlock the potential in their best assets -- their
people -- and build teams with the skills they need for success.
Empowering millions of learners and counting, Skillsoft
democratizes learning through an intelligent learning experience
and a customized, learner-centric approach to skills development
with resources for Leadership Development, Business Skills,
Technology & Development, Digital Transformation, and Compliance.
SumTotal provides a unified, comprehensive Learning and Talent
Development suite that delivers measurable impact across the entire
employee lifecycle. With SumTotal, organizations can build a
culture of learning that is critical to growth, success, and
business sustainability. SumTotal's award-winning technology
provides talent acquisition, onboarding, learning management, and
talent management solutions across some of the most innovative,
complex and highly regulated industries, including technology,
airlines, financial services, healthcare, manufacturing, and
pharmaceuticals.
Skillsoft and SumTotal are partners to thousands of leading global
organizations, including many Fortune 500 companies. The company
features three award-winning systems that support learning,
performance and success: Skillsoft learning content, the Percipio
intelligent learning experience platform, and the SumTotal suite
for Talent Development, which offers measurable impact across the
entire employee lifecycle.
On June 14, 2020, Skillsoft Corp. and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 20-11532).
The Debtors tapped Weil Gotshal & Manges LLP, as counsel; Richards
Layton & Finger, as co-counsel; Stikeman Elliott LLP, as special
Canadian counsel; William Fry, as Irish law advisor; FTI
Consulting, Inc., as financial advisor; Houlihan Lokey Capital,
Inc., as investment banker; AlixPartners, LLP, as financial
advisor; and Kurtzman Carson Consultants LLC, as administrative
advisor.
STRUCTURED CABLING: U.S. Trustee Objects to Plan & Disclosures
--------------------------------------------------------------
The United States Trustee for Region 21 objects to the Disclosure
Statement and Plan filed by Debtor Structured Cabling Solutions,
Inc.
The U.S. Trustee claims that the projections attached to the
Disclosure Statement starting at page 33 appear to be based on
performance during the chapter 11 case for the partial month of
February and the months of March and April. The Debtor should
provide greater detail regarding the financial data used in the
creation of the projections.
The U.S. Trustee points out that the Debtor's representative
testified at the 341 Meeting that the Debtor had applied for what
is commonly referred to as a "PPP Loan" in the amount of $437,000.
The Disclosure Statement is silent as to the status of the loan
application.
The U.S. Trustee states that rather than proposing a Plan with a
more meaningful distribution, the Debtor is proposing a plan of
2.0%. Based on the Debtors' own financials, this Plan does not
appear to be proposed in good faith.
The U.S. Trustee asserts that the Disclosure Statement lacks
sufficient information to support the proposed Plan. The proposal
before the Court fails to provide information needed for creditors
and voting parties to assess the fairness of the proposed
distribution. In addition, the Plan is not confirmable because it
does not satisfy the requirements of requirements of 11 USC §1129.
A full-text copy of the United States Trustee's objection to plan
and disclosure dated July 24, 2020, is available at
https://tinyurl.com/yykr2p5x from PacerMonitor.com at no charge.
About Structured Cabling Solutions
Structured Cabling Solutions, Inc., is a telecommunication
contractor in Miami Gardens, Florida.
Structured Cabling Solutions, Inc., filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
20-12551) on Feb. 26, 2020. In the petition signed by Syed A.
Shah, its president, the Debtor disclosed $944,176 in assets and
$3,273,790 in liabilities.
The case is assigned to Judge Robert A. Mark.
The Debtor tapped Chad Van Horn, Esq., at Van Horn Law Group Inc.
as its counsel and Carlos de la Osa, C.P.A., P.A. as its
accountant.
TAILORED BRANDS: Plans to Close 500 Stores, to Cut 20% Workforce
----------------------------------------------------------------
As previously reported, on August 2, 2020, Tailored Brands, Inc.
(the “Company”) and certain of its subsidiaries (together with
the Company, the “Debtors”) commenced voluntary cases (the
“Chapter 11 Cases”) under chapter 11 of title 11 of the United
States Code in the United States Bankruptcy Court for the Southern
District of Texas (the “Bankruptcy Court”). The Chapter 11
Cases are being jointly administered under the caption In re:
Tailored Brands, Inc., et al., Case No. 20-33900 (MI).
On August 27, 2020, the Company received approval from the
Bankruptcy Court to provide notice to applicable landlords that the
Company is rejecting certain operating leases primarily related to
the Company’s stores and vacating such stores.
Subject to the foregoing approval, the Company has committed to a
plan to close up to 500 stores to be completed over the next
several weeks. In connection with these store closures and the
corresponding store organization and supply chain infrastructure
and organization realignment, the Company expects to incur total
cash charges of $25 million to $40 million, primarily consisting of
$20 million to $30 million for severance and employee-related costs
and $5 million to $10 million for other store closing costs
including labor and supplies and transportation costs to move
inventory from closed stores to the Company’s distribution
centers. The estimate of total charges to be incurred may vary
based on various factors including timing of the closures, outcome
of negotiations with third parties and changes in management
assumptions.
About Tailored Brands
Tailored Brands, Inc., (NYSE: TLRD) is an omni-channel specialty
retailer of menswear, including suits, formalwear and a broad
selection of polished and business casual offerings. It delivers
personalized products and services through its convenient network
of over 1,400 stores in the United States and Canada as well as its
branded e-commerce websites at http://www.menswearhouse.com/and
http://www.josbank.com. Its brands include Men's Wearhouse, Jos.
A. Bank, Moores Clothing for Men and K&G.
Tailored Brands reported a net loss of $82.28 million for the year
ended Feb. 1, 2020, compared to net earnings of $83.24 million for
the year ended Feb. 2, 2019. As of Feb. 1, 2020, the Company had
$2.42 billion in total assets, $2.52 billion in total liabilities,
and a total shareholders' deficit of $98.31 million.
On Aug. 2, 2020, Tailored Brands and its subsidiaries sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-33900) on
Aug. 2, 2020. As of July 4, 2020, Tailored Brands disclosed
$2,482,124,043 in total assets and $2,839,642,691 in total
liabilities.
The Hon. Marvin Isgur is the case judge.
The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Jackson Walker L.L.P., Stikeman Elliot LLP and Mourant
Ozannes as co-bankruptcy counsel; PJT Partners LP as financial
advisor; Alixpartners, LLP as restructuring advisor; and A&G Realty
Partners, LLC as the real estate consultant and advisor. Prime
Clerk LLC is the claims agent.
TEMPUR SEALY: Moody's Alters Outlook on Ba3 CFR to Stable
---------------------------------------------------------
Moody's Investors Service changed the rating outlook for Tempur
Sealy International Inc. to stable from negative. At the same time,
Moody's affirmed Tempur Sealy's Ba3 Corporate Family Rating, Ba3-PD
Probability of Default Rating, and B1 senior unsecured notes
rating. Tempur Sealy's Speculative Grade Liquidity Rating was
upgraded to SGL-2 from SGL-3.
Moody's affirmed the Ba3 CFR as Tempur Sealy's operating
performance will be stronger than previously anticipated over the
next 12-18 months despite the impact of the coronavirus outbreak,
with the company benefiting from the rekindled relationship with
Mattress Firm and increasing market share. Mattress sales are also
improving meaningfully following a sharp pullback in March and
April related to store closures and cautious consumer behavior at
the beginning of the outbreak. Consumer focus more on home comfort
and less on travel and leisure, as well as a pick-up in housing
demand driven in part by low mortgage rates have contributed to a
rebound in mattress demand. The negative economic impact caused by
the spread of the coronavirus, though material in the 2Q 2020, was
not as egregious as Moody's initially expected. During this period,
the company offset some of its lost sales from store closures with
increase in its e-commerce channel. Additionally, the company
continues to benefit from stimulus spending, and an increase in
consumers relocating as a result of the coronavirus outbreak -such
as moving out of metropolitan areas- that trigger higher demand in
mattresses. The rating also takes into account improved financial
policy as management has reduced its target leverage range to 2.0x
to 3.0x from 2.5x to 3.5x (company calculated; leverage on this
basis was 2.8x as of June 30, 2020).
The change to a stable outlook reflects Moody's expectation that
the company's better than anticipated operating performance coupled
with management's commitment to a lower leverage target will
sustain leverage within Moody's expectations for the rating.
Moody's also expects Tempur Sealy to generate free cash flow of
approximately $275-$300 million in 2020 and $300+ million in 2021,
which provides flexibility to repay debt to sustain debt-to-EBITDA
leverage below 4.0x if operating performance were to weaken. This
flexibility is important based on continued weak macroeconomic
conditions expected in the second half of 2020, and unemployment
that will decline but remain above pre-coronavirus levels in 2021.
Moody's believes some of the recent pick-up in mattress sales could
be temporary if unemployment remains elevated and that earnings
will be volatile over the next year.
The upgrade of the speculative grade liquidity rating to SGL-2 from
SGL-3 reflects Moody's view that Tempur Sealy will maintain good
liquidity in the year ahead from an undrawn $425 million revolver
that expires in 2024, $147 million of cash as of June 2020, and
roughly $300 million of free cash flow generation while sustaining
good reinvestment. The cash sources provide good coverage of the
$200 million 364-day term loan maturing if May 2021 (if not
refinanced) and $21.3 million of required annual term loan
amortization. Moody's expects the company to continue to
proactively take steps to reduce expenses and preserve cash, and
that the company will maintain good cushion within the net
debt-to-EBITDA and EBITDA-to-interest covenants over the next 12
months.
The following ratings/assessments are affected by today's action:
Ratings Upgraded:
Issuer: Tempur Sealy International Inc.
Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3
Ratings Affirmed:
Issuer: Tempur Sealy International Inc.
Corporate Family Rating, Affirmed Ba3
Probability of Default Rating, Affirmed Ba3-PD
Senior Unsecured Global Notes, Affirmed B1 (LGD5)
GTD Senior Unsecured Global Notes, Affirmed B1 (LGD5)
Outlook Actions:
Issuer: Tempur Sealy International Inc.
Outlook, Changed to Stable from Negative
RATINGS RATIONALE
Tempur Sealy's Ba3 CFR reflects its balanced financial policies,
discretionary nature of products, and sensitivity to the housing
market, macroeconomic conditions, and consumer discretionary
spending. Tempur Sealy's credit profile is constrained by the
declines in profitability and cash flows experienced during
economic downturns. The rating also incorporates the Company's
strong market position, brand strength, product innovation, breadth
of products in varying pricing points, and diverse omnichannel
approach.
Moody's expects operating performance to be volatile over the next
year. Low mortgage rates are helping to support resilient home
sales, and consumers are reallocating spending to homes from
travel. Renewed distribution at Mattress Firm is also boosting
sales. But intense industry competition and the risk to
discretionary consumer spending from elevated unemployment could
create renewed declines in mattress sales or trade-downs to
lower-priced products that weaken earnings. Moody's nevertheless
expects strong free cash flow at $275 to $300 million per year will
provide flexibility to repay debt and sustain debt-to-EBITDA (3.9x
LTM June 2020) below 4.0x should earnings decline over the next
12-18 months Moody's anticipates that after 2020 free cash flow
will be used primarily for share repurchases or acquisitions so
long as the company remains within its stated leverage target.
Tempur Sealy is moderately exposed to environmental, social and
governance (ESG) risks. The company uses, transports, and stores
chemicals in its foam manufacturing process. A failure to adhere to
environmental regulations and safe practices could result in
financial penalties and remediation costs. From a governance
standpoint, Tempur Sealy has a balanced financial policy. Share
repurchases are at times aggressive including high levels in 2019
and Q1 2020, but the company does not pay a dividend and there is
flexibility to pull back on share buybacks when operating pressures
increase. Moody's also views corporate governance as improving and
a key driver to the ratings given a more conservative leverage
target by management. Moody's further expects that Temper Sealy
will not engage in share buybacks in 2020 as the company focuses on
debt reduction. The majority of Tempur Sealy's board members are
independent directors and have extensive consumer product
experience. But the Chairman of the Board is also the CEO. Tempur
Sealy is a widely held public company.
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 our ESG framework, given the substantial
implications for public health and safety. The consumer durables
industry is one of the sectors most meaningfully affected by the
coronavirus because of exposure to discretionary spending.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be downgraded if liquidity deteriorates, operating
performance weakens, or if leverage increases. A significant drop
in consumer confidence or any material disruption in the housing
market could also lead to a downgrade. Debt to EBITDA sustained
above 4.0x could also lead to a downgrade.
Ratings could be upgraded if Tempur Sealy's operating performance
improves and leverage materially decreases for a sustained period.
Specifically, ratings could be upgraded if debt to EBITDA
approaches 3.0x and the company generates consistently strong free
cash flow.
The principal methodology used in these ratings was Consumer
Durables Industry published in April 2017.
Tempur Sealy International Inc.'s develops, manufactures, markets
and sells bedding products, including mattresses, foundations and
adjustable bases, and other products such as pillows and
accessories. Revenue for the publicly-traded company approximates
$3.2 billion for the last-twelve-month period ended June 30, 2020.
TNT CRANE: Sept. 9 Deadline Set for Committee Questionnaires
------------------------------------------------------------
TNT Crane & Rigging, Inc. authorizes the United States Trustee to
appoint an Official Committee of Unsecured Creditors in its
bankruptcy case.
If a party wishes to be considered for membership on the Committee,
it must complete a required Questionnaire available at
https://is.gd/p2XTLH and return it via email to
ane.M.Leamy@usdoj.gov at the Office of the United States Trustee so
that it is received no later than Wednesday, Sept. 9, 2020 at 4:00
p.m.
Under the Bankruptcy Code, the Committee has the right to demand
that the debtor consult with the Committee before making major
decisions or changes, to request the appointment of a trustee or
examiner, to participate in the formation of a plan of
reorganization, and in some cases, to propose its own plan of
reorganization.
About TNT Crane & Rigging
TNT Crane & Rigging, Inc. and its affiliates provide operated and
maintained (O&M) crane services and comprehensive lifting services.
As a provider of O&M services, the Company offers their customers
with highly-skilled operators, technical expertise and project
engineering and design in connection with their equipment rentals.
On Aug. 23, 2020, TNT Crane & Rigging and five of its affiliates
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
Del., Case No. 20-11982). The petitions were signed by Michael
Appling, Jr., chief executive officer.
The Debtors estimated their consolidated assets to be $500 million
to $1 billion and their consolidated liabilities to be $500 million
to $1 billion.
The Debtors have tapped Elisha D. Graff, Esq., Kathrine A.
McLendon, Esq., David R. Zylberberg, Esq., and Cristina W. Liebolt,
Esq. of Simpson Thacher & Bartlett LLP to serve as their general
bankruptcy counsel. Edmon L. Morton, Esq., Sean M. Beach, Esq.,
and Allison S. Mielke, Esq. of Young Conaway Stargatt Taylor LLP
serve as Delaware counsel. Miller Buckfire & Co. acts as
restructuring advisor to the Debtors, and Prime Clerk LLC acts as
claims and noticing agent.
TNT QUADRANGLE: Hires DeMarco Mitchell as Counsel
-------------------------------------------------
TNT Quadrangle Partners, LP, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
DeMarco*Mitchell, PLLC, as counsel to the Debtor.
TNT Quadrangle requires DeMarco*Mitchell to:
a. take all necessary action to protect and preserve the
Estate, including the prosecution of actions on its behalf,
the defense of any actions commenced against it,
negotiations concerning all litigation in which it is
involved, and objecting to claims;
b. prepare on behalf of the Debtor all necessary motions,
applications, answers, orders, reports, and papers in
connection with the administration of the estate
herein;
c. formulate, negotiate, and propose a plan of reorganization;
and
d. perform all other necessary legal services in connection
with these proceedings.
DeMarco*Mitchell will be paid at these hourly rates:
Attorneys $300 to $350
Paralegals $125
The Debtor paid DeMarco*Mitchell a retainer of $11,717.
DeMarco*Mitchell has incurred fees of $2,493.75, costs and expenses
of $0, and filing fees of $1,717 prior to the Petition Date. The
remaining balance held in trust by DeMarco•Mitchell is
$7,506.25.
DeMarco•Mitchell will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Robert T. DeMarco, a partner of DeMarco*Mitchell, PLLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
DeMarco*Mitchell can be reached at:
Robert T. DeMarco, Esq.
Michael S. Mitchell, Esq.
DeMARCO•MITCHELL, PLLC
1255 W. 15 th Street, 805
Plano, TX 75075
Tel: (972) 578-1400
Fax: 972-346-6791
E-mail: robert@demarcomitchell.com
mike@demarcomitchell.com
About TNT Quadrangle Partners
TNT Quadrangle Partners, LP, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Case No. 20-32006) on July 27, 2020. The Debtor
hires DeMarco*Mitchell, PLLC, as counsel.
TRIVASCULAR SALES: Committee Hires Ankura as Financial Advisor
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trivascular Sales
LLC, and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to retain
Ankura Consulting Group, LLC, as financial advisor to the
Committee.
Trivascular Sales requires Ankura to:
(a) perform financial and operational due diligence on the
Debtor in order to gain an understanding of the Debtor
and its overall situation;
(b) review the Debtors' financial condition, business plans,
and financial forecasts;
(c) review the Debtors' cash management and intercompany
accounting systems, practices and procedures;
(d) if requested by legal counsel for the Committee, review
and investigate: (i) related party transactions, including
those between the Debtors and non-Debtor subsidiaries and
affiliates and (ii) selected other pre-petition
transactions;
(e) if requested by legal counsel for the Committee, identify
and analyze potential preference payments, fraudulent
conveyances and other causes of action that the various
Debtors' estates may hold against third parties, including
each other;
(f) analyze the Debtors' assets and claims and assess
potential recoveries to the various creditor
constituencies under different scenarios;
(g) assist in the review of the Debtors' Plan of
Reorganization and Disclosure Statement;
(h) review and analyze the Debtors' pre-petition marketing
efforts and valuation analysis/conclusions used in the
Plan of Reorganization and Disclosure Statement;
(i) review and evaluate court motions filed or to be filed by
the Debtors or any other parties-in-interest, as
appropriate;
(j) render expert testimony and litigation support services,
as requested, regarding any of the matters to which Ankura
is providing services;
(k) attend Committee meetings and court hearings as may be
required in the role of advisors to the Committee;
(l) provide services related to or in furtherance of the
foregoing; and
(m) perform such other professional services as may be
requested by the Committee and agreed to by Ankura in
writing.
Ankura will be paid at these hourly rates:
Senior Managing Directors $1,015 to $1,100
Other Professionals $410 to $990
Paraprofessionals $150 to $250
Ankura will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Louis E. Robichaux IV, senior managing director of Ankura
Consulting Group, LLC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and (a) is not creditors, equity security
holders or insiders of the Debtors; (b) has not been, within two
years before the date of the filing of the Debtors' chapter 11
petition, directors, officers or employees of the Debtors; and (c)
does not have an interest materially adverse to the interest of the
estate or of any class of creditors or equity security holders, by
reason of any direct or indirect relationship to, connection with,
or interest in, the Debtors, or for any other reason.
Ankura can be reached at:
Louis E. Robichaux IV
ANKURA CONSULTING GROUP, LLC
15950 Dallas Parkway, Suite 750
Dallas, TX 75248
Tel: (214) 924-1575
About Trivascular Sales
TriVascular Sales, LLC and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No.
20-31840) on July 5, 2020. At the time of the filing, TriVascular
Sales had estimated assets of less than $50,000 and liabilities of
between $100 million to $500 million.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped DLA Piper LLP (US) as their legal counsel; FTI
Consulting, Inc., as their financial advisor; and Jefferies LLC as
their investment banker. Omni Agent Solutions is the claims,
noticing and administrative agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in the Chapter 11 cases of TriVascular Sales,
LLC and its affiliates. The Committee retained Kasowitz Benson
Torres LLP, as counsel, Norton Rose Fulbright US LLP, as
co-counsel, and Ankura Consulting Group, LLC, as financial advisor.
TRIVASCULAR SALES: Committee Hires Kasowitz Benson as Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trivascular Sales
LLC, and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to retain
Kasowitz Benson Torres LLP, as counsel to the Committee.
Trivascular Sales requires Kasowitz Benson to:
(a) advise the Committee with respect to its rights, duties
and powers in these Chapter 11 Cases;
(b) assist the Committee in its consultations with the Debtors
in connection with the administration of these Cases;
(c) prepare on behalf of the Committee necessary applications,
motions, objections, memoranda, orders, reports, and other
legal papers;
(d) advise the Committee on the negotiation, analysis, and
confirmation of a Chapter 11 plan of reorganization and
matters related thereto;
(e) appear in Court and at statutory meetings of creditors to
represent the interests of the Committee and representing
the Committee in litigation;
(f) assist the Committee in analyzing the claims of the
Debtors' creditors;
(g) advise the Committee with respect to the Debtors' proposed
postpetition financing and/or restructuring transactions;
(h) evaluate any key employee retention or incentive plan
motions;
(i) evaluate the Debtors' advisors' proposed fee structures;
(j) investigate, as directed by the Committee, among other
things, valuation, assets, liabilities, and financial
condition of the Debtors, prior transactions, and
operational issues concerning the Debtors that may be
relevant to these Chapter 11 Cases;
(k) exercise oversight with respect to the Debtors' affairs,
including all issues in connection with the Debtors, the
Committee, and/or these Chapter 11 Cases;
(l) communicate with the Committee's constituents in
furtherance of its responsibilities, including, but not
limited to, communications required under section 1102 of
the Bankruptcy Code; and
(m) perform all of the Committee's duties and powers under the
Bankruptcy Code and the Bankruptcy Rules and performing
such other services as are in the interests of those
represented by the Committee.
Kasowitz Benson will be paid at these hourly rates:
Partners $900 to $1,950
Counsel $825 to $1,750
Associates $475 to $1,000
Staff Attorneys $375 to $665
Paralegals $275 to $375
Kasowitz Benson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Kasowitz Benson is in the process of developing and
sharing with the Committee a budget and staffing
plan for all the professionals sought to be
retained by the Committee to comply with the U.S.
Trustee's requests for information and additional
disclosures, and any orders of this Court. Should
this Chapter 11 Case continue beyond the initial
budgeted period, Kasowitz Benson intends to work
with the Committee to develop a prospective budget
and staffing plan to comply with the Office of the
U.S. Trustee's requests for information and
additional disclosures through the conclusion of
this Chapter 11 Case.
David S. Rosner, a partner of Kasowitz Benson, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and (a) is not creditors,
equity security holders or insiders of the Debtors; (b) has not
been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.
Kasowitz Benson can be reached at:
David S. Rosner, Esq.
Adam L. Shiff, Esq.
Matthew B. Stein
KASOWITZ BENSON TORRES LLP
1633 Broadway
New York, NY 10019
Telephone: (212) 506-1700
Facsimile: (212) 506-1800
E-mail: drosner@kasowitz.com
ashiff@kasowitz.com
mstein@kasowitz.com
About Trivascular Sales
TriVascular Sales, LLC, and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No.
20-31840) on July 5, 2020. At the time of the filing, TriVascular
Sales had estimated assets of less than $50,000 and liabilities of
between $100 million to $500 million. The Debtors are represented
by DLA Piper LLP (US).
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in the Chapter 11 cases of TriVascular Sales,
LLC and its affiliates. The Committee hires Kasowitz Benson Torres
LLP, as counsel. Norton Rose Fulbright US LLP, as co-counsel Ankura
Consulting Group, LLC, as financial advisor.
TRIVASCULAR SALES: Committee Hires Norton Rose as Co-Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Trivascular Sales
LLC, and its debtor-affiliates seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to retain
Norton Rose Fulbright US LLP, as co-counsel to the Committee.
Trivascular Sales requires Norton Rose to:
a. advise the Committee with respect to its rights, duties and
powers in the Chapter 11 Cases;
b. assist and advise the Committee in its consultations and
negotiations with the Debtors relative to the
administration of the Chapter 11 Cases;
c. assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and
in negotiating with holders of claims and equity interests;
d. assist the Committee in its investigation of the acts,
conduct, assets, liabilities and financial condition of the
Debtors and their insiders and of the operation of the
Debtors' businesses;
e. assist the Committee in its analysis of, and negotiations
with, the Debtors or any third party concerning matters
related to, among other things, the assumption or rejection
of certain leases of non-residential real property and
executor contracts, asset dispositions, financing of other
transactions and the terms of one or more plans of
reorganization for the Debtors and accompanying disclosure
statements and related plan documents;
f. assist and advise the Committee as to its communications to
the general creditor body regarding significant matters in
the Chapter 11 Cases;
g. represent the Committee at all hearings and other
proceedings before this Court;
h. review and analyze applications, orders, statements of
operations and schedules filed with the Court and advise
the Committee as to their propriety and, to the extent
deemed appropriate by the Committee, support, join or
object thereto;
i. advise and assist the Committee with respect to any
legislative, regulatory or governmental activities;
j. assist the Committee in preparing pleadings and
applications as may be necessary in furtherance of the
Committee's interests and objectives;
k. assist the Committee in its review and analysis of all of
the Debtors' various agreements;
l. prepare, on behalf of the Committee, any pleadings,
including, without limitation, motions, memoranda,
complaints, adversary complaints, objections or
comments in connection with any matter related to the
Debtors or the Chapter 11 Cases;
m. investigate and analyze any claims against the Debtors'
non-debtor affiliates; and
n. perform such other legal services as may be required or are
otherwise deemed to be in the interests of the Committee in
accordance with the Committee's powers and duties as set
forth in the Bankruptcy Code, Bankruptcy Rules or other
applicable law.
Norton Rose will be paid at these hourly rates:
Partners $700 to $1,350
Of Counsel $670 to $1,225
Senior Counsel $520 to $1,175
Senior Associates $595 to $855
Associates $355 to $855
Paraprofessionals $230 to $480
Norton Rose will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
a. Norton Rose did not agree to any variations from, or
alternatives to, its standard or customary billing
arrangements for this engagement;
b. No rate for any of the professionals included in this
engagement varies based on the geographic location of the
bankruptcy case;
c. Norton Rose did not represent any member of the Committee
prior to its retention by the Committee;
d. Norton Rose expects to develop a prospective budget and
staffing plan to reasonably comply with the U.S. Trustee's
request for information and additional disclosures, as to
which Norton Rose reserves all rights; and
e. The Committee has approved Norton Rose's proposed hourly
billing rates. The Norton Rose attorneys and
paraprofessionals staffed on the Chapter 11 Cases,
subject to modification depending upon further development.
Ryan E. Manns, a partner of Norton Rose Fulbright US LLP, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.
Norton Rose can be reached at:
Louis R. Strubeck, Jr., Esq.
Ryan E. Manns, Esq.
Laura L. Smith, Esq.
NORTON ROSE FULBRIGHT US LLP
2200 Ross Avenue, Suite 3600
Dallas, TX 75201-7932
Telephone: (214) 855-8000
Facsimile: (214) 855-8200
About Trivascular Sales
TriVascular Sales, LLC and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No.
20-31840) on July 5, 2020. At the time of the filing, TriVascular
Sales had estimated assets of less than $50,000 and liabilities of
between $100 million to $500 million.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped DLA Piper LLP (US) as their legal counsel; FTI
Consulting, Inc., as their financial advisor; and Jefferies LLC as
their investment banker. Omni Agent Solutions is the claims,
noticing and administrative agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in the Chapter 11 cases of TriVascular Sales,
LLC and its affiliates. The Committee retained Kasowitz Benson
Torres LLP, as counsel, Norton Rose Fulbright US LLP, as
co-counsel, and Ankura Consulting Group, LLC, as financial advisor.
UNIQUE TOOL: Trustee's Oct. 6 Thornton Web Auction of Personalty
----------------------------------------------------------------
Judge Mary Ann Whipple of the U.S. Bankruptcy Court for the
Northern District of Ohio authorized the web auction sale proposed
by Richardo I. Kilpatrick, the Chapter 11 Trustee of the of the
bankruptcy estate of Unique Tool & Manufacturing Co., Inc., of the
Debtor's remaining Machinery and Equipment, as well as
miscellaneous property, including inventory, previously utilized
but no longer required in its operations, described on Exhibit A.
The Auctioneer, Chip Thornton of Presses for Industry, in
conjuncture with Hilco Industrial, is authorized to conduct a sale
of the Personalty, located at the facility, pursuant to the terms,
conditions and procedures set forth in the Agreement, on Oct. 6,
2020.
The Trustee to pay the Auctioneer, following approval by the Court,
those fees and commissions set forth in the Agreement, including
the Buyer's Premium of 16% on any sales.
An expense budget of $35,000 to cover the costs for the Auction,
including but not limited to advertising and direct marketing,
travel and lodging, preparing the Personalty for sale, and
necessary labor subject to approval by the Court, is approved.
The Trustee and/or the Auctioneer is authorized to execute any
documentation necessary to effectuate the sale of the Personalty.
The sale of the Personalty will be "as is, where is" without
warranties of merchantability and fitness for a particular purpose
or use.
The sale of the Personalty by the Auctioneer to any purchaser of
the Personalty will free and clear pursuant to 11 U.S.C. Section
363(f), including the interests claimed by Waterford, Chemical Bank
and Grand Mill, with the interests of any party in the Machinery
and Equipment attaching to the net sale proceeds.
The Auctioneer is authorized and directed to turn over the sale
proceeds from the sale of the Personalty to the Chapter 11 Trustee.
Waterford Bank will retain its lien on the proceeds and the
Chapter 11 Trustee will escrow the net proceeds after payment of
the Auctioneer's fees, commissions and expenses, for the benefit of
Waterford Bank/
The Auctioneer is authorized and directed, unless the items are of
de minimis value, to provide an itemized statement of the Property
sold, the name of each purchaser, and the price received for each
item or lot, and that such statement be filed and serviced
on those entities provided by Bankruptcy Rule 6004(f)(1).
The stay of Bankruptcy Rule 6004(h) be held inapplicable and
waived.
The limited objections of the Debtor and Waterford Bank, with
respect to the imposition of certain auction reserves is overruled
pursuant to the Court's Aug. 28, 2020 Order. Notwithstanding the
foregoing, nothing herein will in any way impede, limit or forbid
the Chapter 11 Trustee from exercising his independent business
judgment with respect to rejecting any offer made at the auction
sale.
A copy of Exhibit A is available at https://tinyurl.com/yxamxex2
from PacerMonitor.com free of charge.
About Unique Tool
Unique Tool & Manufacturing Co., Inc. -- http://www.uniquetool.com/
-- is a custom metal stamping company formed in 1963, which
supplies stampings to the satellite, communications, electrical,
appliance, refrigeration and automotive industries throughout the
United States, Canada and Mexico. It specializes in tool and die
manufacturing, brazing, welding, plating and more.
Unique Tool & Manufacturing sought Chapter 11 protection (Bankr.
N.D. Ohio Case No. 19-32356) on July 26, 2019. At the time of the
filing, the Debtor estimated up to $50,000 in assets and $1 million
to $10 million in liabilities.
The Hon. Mary Ann Whipple is the case judge. Diller and Rice, LLC
is the Debtor's legal counsel.
The U.S. Trustee for Region 9 appointed a committee of unsecured
creditors on Sept. 5, 2019. The committee is represented by
Wernette Heilman PLLC as its legal counsel.
VIZITECH USA: Seeks October 23 Extension of Plan Exclusivity
------------------------------------------------------------
ViziTech USA, LLC requests the U.S. Bankruptcy Court for the Middle
District of Georgia, Macon Division, to extend the Debtor's
exclusive periods to file a plan and obtain acceptances of the plan
by 60 days, through and including October 23, 2020, and December
21, 2020, respectively.
ViziTech relates that, even if its progress has been slowed by the
COVID-19 pandemic, the Debtor has worked diligently to advance this
case. From the preparation and filing schedules, the Debtor
continued to make adequate protection payments as required by Court
Order, obtained Court authorization to incur unsecured debt, and
evaluated concepts for its plan of reorganization. The Debtor has
continued to produce post-petition contracts and work in order to
produce a steady stream of income.
Also, the Debtor has been in discussion with potential buyers for
the sale of the Debtor's assets which would result in a substantial
lump payment to its creditors. However, these discussions have
slowed due to the ongoing COVID-19 pandemic.
The extension of the Exclusive Periods, ViziTech says, is essential
to permit the Debtor to propose a plan of reorganization. Opening
this case to competing plans at this early and critical juncture
would distract the Debtor from its efforts and is contrary to the
best interest of its estate.
The Debtor's plan exclusivity period was slated to end August 24,
absent an extension.
About ViziTech USA
ViziTech USA, LLC -- https://www.vizitechusa.com/ -- is an
education and training company specializing in 3D technology,
augmented reality (AR), and virtual reality (VR) learning programs.
Headquartered in Eatonton, Georgia, ViziTech has utilized its 3D
and virtual training technologies to federal, state, and local
government entities and familiar private companies such as
Gulfstream, Lockheed Martin, Verizon, and Mercedes-Benz.
The Company takes complex concepts and processes, such as frog
dissection in the classroom or safety training in the workplace,
and recreates them virtually for an interactive, safe learning
experience. The company serves school districts across the
southeast, commercial clients, and government clients.
On December 26, 2019, the company sought Chapter 11 protection
(Bankr. M.D. Ga. Case No. 19-52416) in Macon, Georgia. On the
Petition Date, the Debtor was estimated to have between $100,000
and $500,000 in assets, and between $1 million and $10 million in
liabilities. The petition was signed by Charles Stewart
Rodeheaver, sole member, and manager. Judge James P. Smith
oversees the case. Stone & Baxter, LLP, is serving as the Debtor's
counsel. The Debtor tapped David Giddens, CPA as its accountant.
No committee has been appointed.
WOODS ELECTRIC: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Woods Electric & Consulting, LLC
FDBA Woods Engineering & Consulting, LLC
6854 Old Springville Rd
Pinson, AL 35126
Business Description: Woods Electric & Consulting, LLC
manufactures electric motors, power
generators, and motor generator sets.
Chapter 11 Petition Date: September 5, 2020
Court: United States Bankruptcy Court
Northern District of Alabama
Case No.: 20-02843
Judge: Hon. Tamara O. Mitchell
Debtor's Counsel: Steven D. Altmann, Esq.
ALTMANN LAW FIRM, LLC
NOMBERG LAW FIRM
3940 Montclair Rd., Ste 401
Birmingham,AL 35213
Tel: (205) 930-6900
Email: steve@nomberglaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David Woods, general manager.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/67HZKLY/Woods_Electric__Consulting_LLC__alnbke-20-02843__0001.0.pdf?mcid=tGE4TAMA
[*] COVID-19 Pandemic Spurs More Corporate Bankruptcies
-------------------------------------------------------
Newsus reports that the COVID-19 pandemic is sending various U.S.
companies and other businesses into bankruptcy.
In the first half of 2020, there were 3,604 new commercial
bankruptcy filings... a 26% increase compared to 2019.
"We are seeing an acceleration in bankruptcies that is
unprecedented," James Hammond, CEO of New Generation Research, told
Fortune.
Hammond adds, the amount of assets involved in the bankruptcies
this year have already surpassed the amount from the 2008
recession.
Fortune reports the top 10 industries with the most bankruptcy
filings in 2020 are restaurants, construction and supplies, real
estate, healthcare and medical, oil and gas, retail,
transportation, agriculture, forestry and fishing, bank and
finance, and telecommunications, according to BankruptcyData, a
database of business bankruptcy information.
Since March 2020, at least 133 companies have filed for bankruptcy,
citing COVID-19 as the underlying cause.
Bloomberg is keeping track of all businesses filing for bankruptcy.
Based off the companies assets, the top three largest companies to
file for Chapter 11 are Hertz, Latam Airlines and Frontier
Communications.
Filing a Chapter 11 means a company is struggling but not
necessarily that it will stop operating.
Chapter 11 is meant to give companies an opportunity to restructure
and decrease their debt.
But as the pandemic makes an alarming resurgence in the U.S. and
many businesses are having to re-close, more might file for
bankruptcy in the future.
Other companies that have recently filed for bankruptcy during the
pandemic include:
GNC: The decades old vitamin store filed in late June. About 20% of
their stores will close.
24 Hour Fitness: The 24 hour gym chain filed in mid-June. All
locations will be closing.
CEC Entertainment: Chuck E. Cheese's parent company filed in late
June. The company plans to continue operating.
Lucky Brand: After filing in July, the denim company will close 13
of their 200 stores. The company also announced plans to sell to
another conglomerate.
Brooks Brothers: The clothing company was already struggling before
the pandemic. After filing in July 2020, the company will close its
three U.S. factories in mid-August 2020 and plans to search for a
new buyer.
Sur La Table: This upscale kitchen shop is closing 56 of its 121
stores. The CEO plans to restructure and hopes the company will
return "revitalized."
Ascena Retail Group- The parent company of Ann Taylor, Loft, Lane
Bryant and other clothing brands is one of the latest to file. The
company plans to close more than half of its stores.
[*] Growing Corporate Bankruptcies Hit Houston
----------------------------------------------
Mark Curriden, writing for The Texas Lawbook, reports that Houston,
Texas is impacted by growing number of corporate bankruptcies.
More Texas corporations filed for bankruptcy during the first half
of 2020 than in any six-month period in the state's history, and
Houston has been hit hardest.
The number of businesses that filed to restructure between Jan. 1
and June 30 in the Southern District of Texas, which includes
Houston, more than tripled from a year earlier, according to data
from Androvett Legal Media research.
The data show that two bankruptcy judges in the Southern District
of Texas have handled more complex commercial restructurings of
large companies than any other federal district in the country.
The predicted wave of business bankruptcies is now hitting Texas
full force, and legal experts suggested that just as many companies
are likely to declare bankruptcy during the second half of this
year because of the COVID-19 pandemic and the historically low oil
and gas prices.
"We are still in the early onslaught of this wave," said Munsch
Hardt shareholder Kevin Lippman.
"The uniqueness about this bankruptcy wave is the breadth of it,"
he said. "It is hitting every business sector - energy, retail,
hospitality, real estate, airlines. And it is hitting everywhere -
it is not isolated to one or two regions of the country."
The data
There were 815 companies that filed for bankruptcy protection in
the federal courts of Texas during the first half of this year,
which is 236 -- or 40 percent -- more than in the first six months
of 2009, the heart of the Great Recession, according to the
Androvett data.
While all parts of Texas are experiencing economic pain for
businesses, no region is being hit harder than Houston.
The Androvett data shows that 602 companies filed for protection
under Chapter 11 of the U.S. Bankruptcy Code in the Southern
District of Texas in the first six months of the year - a 234
percent increase from the 180 filings during the second half of
2019.
By contrast, business bankruptcies in the Western District of
Texas, which includes Austin, San Antonio and El Paso, jumped 33
percent in the period compared to the year earlier. Corporate
restructurings in the Northern District, which includes Dallas/Fort
Worth, witnessed a 19 percent increase in corporate Chapter 11
filings during the first half of this year versus the final six
months of 2019.
"There are still a lot of bankruptcies to be filed," said Hunton
Andrews Kurth bankruptcy partner Tad Davidson of Houston.
"On oil and gas upstream, I think we are in the middle of the
bankruptcy wave. There are more restructurings in the pipeline,"
said Davidson, who is advising Sable Permian Resources in its
multibillion-dollar restructuring.
Second blitz coming
Southern District Chief Judge David Jones of Houston said SDTX, as
it is known in legal circles, has more complex corporate
restructurings of $300 million or more than any other federal
district in the nation.
"The goal was never to be busier than other districts," the judge
said. "The goal was to develop a bankruptcy court that I always
wanted when I practiced law. It is about the case and not about
the judge. And to have a bankruptcy court that is accessible and
predictable."
Alfredo Perez, a bankruptcy and restructuring partner at Weil,
Gotshal & Manges in Houston, said the hard work of Jones and fellow
bankruptcy Judge Marvin Isgur is the reason the Southern District
is now one of the favored courts in the U.S. for large corporate
restructurings.
"Both judges have strong business and energy industry backgrounds,
and they understand how businesses operate," Perez said.
The bankruptcy judges in the Southern District, led by Chief Judge
Jones, issued new rules and procedures in 2015 for complex
corporate restructurings that nearly all experts believe are more
accessible and predictable for debtors.
It worked.
The 602 corporate bankruptcy filings in the Southern District is
nearly three times as much as filed in the three other Texas
districts combined. Even so, SDTX actually ranks second in total
business bankruptcies filed in the U.S. so far in 2020, according
to the Androvett data.
Delaware, which is where so many businesses across the U.S. are
officially incorporated, ranks No. 1 with 787 Chapter 11 filings so
far this year. The Southern District of New York is third with 456
corporate restructurings during the first half of 2020.
"These two judges are incredible, but they are handling such a
large number of cases," Winikka said. "If the rate of increase
continues at this pace, there is going to be a backlog. It is going
to be an issue."
Jones said there is no reason for concern at this point.
"I don't know how close we are to capacity," he said. "We have not
pushed our limits at all so far. Whether it takes 10 or 20 more
cases each for us to reach our limit, I just don't know."
[*] Unemployment Increasing as Bankruptcy Threats Rise
------------------------------------------------------
Medical Device Network reports that the unemployment in the U.S.
rose as corporate bankruptcies increased.
The US government is yet to decide on the whether to continue the
federal Paycheck Protection Program.
Lack of aid from the government may push companies into bankruptcy
and increase unemployment rates, macroeconomic influencers share
their views on the Covid -19 impact.
Prof. Steve Hanke, economist at Johns Hopkins University, shared an
article on an expected surge in bankruptcy cases in the US due to
the Covid-19 pandemic.
Decline in consumer demand, social distancing rules and lack of
government support is hurting the operations of small and medium
businesses.
More than 3,400 companies filed for Chapter 11 bankruptcy
protection during the first half of the year, with economists
warning of more to come once the federal Paycheck Protection
Program aid ends.
A Goldman Sachs survey among more than 1,100 businesses has found
that 84% of them will not have sufficient cash flow to keep
operations going.
Meanwhile, Heather Long, economics correspondent at Washington
Post, tweeted about unemployment statistics in the US.
She added that 1.4 million new unemployment aid applications were
filed during the last week of July, which is an increase of 109,000
from the previous week.
Long noted the surge in the number of unemployment applications
filed is an indication that layoffs are on the rise.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ALSWF US 130.2 (43.1) (16.9)
ABSOLUTE SOFTWRE ABT CN 130.2 (43.1) (16.9)
ABSOLUTE SOFTWRE OU1 GR 130.2 (43.1) (16.9)
ABSOLUTE SOFTWRE ABT2EUR EU 130.2 (43.1) (16.9)
ACCELERATE DIAGN AXDX US 114.8 (37.0) 92.4
ACCELERATE DIAGN 1A8 GR 114.8 (37.0) 92.4
ACCELERATE DIAGN AXDX* MM 114.8 (37.0) 92.4
ACCOLADE INC ACCD US 120.5 (33.5) 21.4
ADAMAS PHARMACEU ADMS US 133.1 (24.4) 102.5
ADAPTHEALTH CORP AHCO US 739.3 (6.8) 6.5
AGENUS INC AGEN US 185.8 (199.0) (37.5)
AGENUS INC AJ81 GR 185.8 (199.0) (37.5)
AGENUS INC AJ81 GZ 185.8 (199.0) (37.5)
AGENUS INC AJ81 SW 185.8 (199.0) (37.5)
AGENUS INC AJ81 QT 185.8 (199.0) (37.5)
AGENUS INC AJ81 TH 185.8 (199.0) (37.5)
AGENUS INC AGENEUR EU 185.8 (199.0) (37.5)
AMC ENTERTAINMEN AMC US 11,271.6 (1,575.4) (1,031.5)
AMC ENTERTAINMEN AMC* MM 11,271.6 (1,575.4) (1,031.5)
AMC ENTERTAINMEN AH9 TH 11,271.6 (1,575.4) (1,031.5)
AMC ENTERTAINMEN AH9 QT 11,271.6 (1,575.4) (1,031.5)
AMC ENTERTAINMEN AH9 GR 11,271.6 (1,575.4) (1,031.5)
AMC ENTERTAINMEN AMC4EUR EU 11,271.6 (1,575.4) (1,031.5)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICAN AIR-BDR AALL34 BZ 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE A1G GZ 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE A1G QT 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE AAL US 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE AAL* MM 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE A1G GR 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE A1G TH 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE AAL11EUR EU 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE AAL AV 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE AAL TE 64,544.0 (3,169.0) (4,211.0)
AMERICAN AIRLINE A1G SW 64,544.0 (3,169.0) (4,211.0)
AMYRIS INC AMRS US 267.7 (59.6) 61.7
APACHE CORP APA GR 12,999.0 (44.0) (52.0)
APACHE CORP APA* MM 12,999.0 (44.0) (52.0)
APACHE CORP APA TH 12,999.0 (44.0) (52.0)
APACHE CORP APA US 12,999.0 (44.0) (52.0)
APACHE CORP APA GZ 12,999.0 (44.0) (52.0)
APACHE CORP APA1 SW 12,999.0 (44.0) (52.0)
APACHE CORP APAEUR EU 12,999.0 (44.0) (52.0)
APACHE CORP APA QT 12,999.0 (44.0) (52.0)
APACHE CORP- BDR A1PA34 BZ 12,999.0 (44.0) (52.0)
AQUESTIVE THERAP AQST US 63.5 (21.4) 29.0
ARYA SCIENCES AC ARYBU US - - -
ARYA SCIENCES-A ARYB US - - -
AUDIOEYE INC AEYE US 10.0 (0.5) (1.9)
AURANIA RESOURCE ARU CN 4.4 (0.5) (0.6)
AUTOZONE INC AZO US 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZ5 GR 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZ5 TH 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZOEUR EU 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZ5 QT 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZ5 GZ 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZO AV 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZ5 TE 12,902.1 (1,632.7) (371.1)
AUTOZONE INC AZO* MM 12,902.1 (1,632.7) (371.1)
AUTOZONE INC-BDR AZOI34 BZ 12,902.1 (1,632.7) (371.1)
AVID TECHNOLOGY AVID US 265.4 (156.5) 24.4
AVID TECHNOLOGY AVD GR 265.4 (156.5) 24.4
AVIS BUD-CEDEAR CAR AR 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CUCA GR 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CAR US 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CUCA SW 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CAR* MM 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CUCA QT 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CAR2EUR EU 21,690.0 (153.0) 137.0
AVIS BUDGET GROU CUCA TH 21,690.0 (153.0) 137.0
B RILEY PRINCIPA BMRG/U US 177.5 177.4 0.7
B. RILEY PRINC-A BMRG US 177.5 177.4 0.7
BIGCOMMERCE-1 BIGC US 82.0 (36.2) 25.5
BIGCOMMERCE-1 BI1 GR 82.0 (36.2) 25.5
BIGCOMMERCE-1 BI1 GZ 82.0 (36.2) 25.5
BIGCOMMERCE-1 BI1 TH 82.0 (36.2) 25.5
BIGCOMMERCE-1 BIGCEUR EU 82.0 (36.2) 25.5
BIGCOMMERCE-1 BI1 QT 82.0 (36.2) 25.5
BIOHAVEN PHARMAC BHVN US 424.3 (35.5) 196.1
BIOHAVEN PHARMAC 2VN GR 424.3 (35.5) 196.1
BIOHAVEN PHARMAC BHVNEUR EU 424.3 (35.5) 196.1
BIOHAVEN PHARMAC 2VN TH 424.3 (35.5) 196.1
BLOOM ENERGY C-A 1ZB GZ 1,277.5 (250.5) 137.1
BLOOM ENERGY C-A BE US 1,277.5 (250.5) 137.1
BLOOM ENERGY C-A 1ZB GR 1,277.5 (250.5) 137.1
BLOOM ENERGY C-A BE1EUR EU 1,277.5 (250.5) 137.1
BLOOM ENERGY C-A 1ZB QT 1,277.5 (250.5) 137.1
BLOOM ENERGY C-A 1ZB TH 1,277.5 (250.5) 137.1
BLUE BIRD CORP 4RB GR 390.1 (61.9) 39.3
BLUE BIRD CORP 4RB GZ 390.1 (61.9) 39.3
BLUE BIRD CORP BLBDEUR EU 390.1 (61.9) 39.3
BLUE BIRD CORP BLBD US 390.1 (61.9) 39.3
BLUELINX HOLDING FZG1 GR 999.1 (18.2) 416.8
BLUELINX HOLDING BXC US 999.1 (18.2) 416.8
BLUELINX HOLDING BXCEUR EU 999.1 (18.2) 416.8
BOEING CO-BDR BOEI34 BZ 162,872.0 (11,382.0) 37,795.0
BOEING CO-CED BA AR 162,872.0 (11,382.0) 37,795.0
BOEING CO-CED BAD AR 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BCO GR 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BAEUR EU 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA EU 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA PE 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BOE LN 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA US 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BCO TH 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BOEI BB 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA SW 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA* MM 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA TE 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BAUSD SW 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BCO GZ 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BCO QT 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA AV 162,872.0 (11,382.0) 37,795.0
BOEING CO/THE BA CI 162,872.0 (11,382.0) 37,795.0
BOMBARDIER INC-B BBDBN MM 23,478.0 (6,526.0) (1,944.0)
BOOMER HOLDINGS BOMH US 2.6 (2.8) (1.9)
BRINKER INTL BKJ GR 2,356.0 (479.1) (273.5)
BRINKER INTL EAT US 2,356.0 (479.1) (273.5)
BRINKER INTL BKJ TH 2,356.0 (479.1) (273.5)
BRINKER INTL BKJ QT 2,356.0 (479.1) (273.5)
BRINKER INTL EAT2EUR EU 2,356.0 (479.1) (273.5)
BRP INC/CA-SUB V DOOEUR EU 4,240.0 (666.0) 759.8
BRP INC/CA-SUB V B15A GZ 4,240.0 (666.0) 759.8
BRP INC/CA-SUB V DOO CN 4,240.0 (666.0) 759.8
BRP INC/CA-SUB V B15A GR 4,240.0 (666.0) 759.8
BRP INC/CA-SUB V DOOO US 4,240.0 (666.0) 759.8
CADIZ INC CDZI US 70.9 (24.2) 2.1
CADIZ INC CDZIEUR EU 70.9 (24.2) 2.1
CADIZ INC 2ZC GR 70.9 (24.2) 2.1
CAMPING WORLD-A CWH US 3,264.6 (69.9) 474.7
CAMPING WORLD-A C83 GR 3,264.6 (69.9) 474.7
CAMPING WORLD-A CWHEUR EU 3,264.6 (69.9) 474.7
CAMPING WORLD-A C83 TH 3,264.6 (69.9) 474.7
CAMPING WORLD-A C83 QT 3,264.6 (69.9) 474.7
CARERX CORP CHHHF US 151.8 (1.6) (6.7)
CARERX CORP CRRX CN 151.8 (1.6) (6.7)
CDK GLOBAL INC C2G QT 2,854.1 (580.7) 158.8
CDK GLOBAL INC C2G TH 2,854.1 (580.7) 158.8
CDK GLOBAL INC CDKEUR EU 2,854.1 (580.7) 158.8
CDK GLOBAL INC C2G GR 2,854.1 (580.7) 158.8
CDK GLOBAL INC CDK US 2,854.1 (580.7) 158.8
CDK GLOBAL INC CDK* MM 2,854.1 (580.7) 158.8
CEDAR FAIR LP FUN US 2,657.5 (411.9) 183.8
CENGAGE LEARNING CNGO US 2,645.9 (180.3) 94.7
CHEWY INC- CL A CHWY US 1,123.4 (396.5) (482.0)
CHOICE HOTELS CZH GR 1,686.0 (42.8) 305.7
CHOICE HOTELS CHH US 1,686.0 (42.8) 305.7
CINCINNATI BELL CBB US 2,594.2 (204.6) (97.3)
CINCINNATI BELL CIB1 GR 2,594.2 (204.6) (97.3)
CINCINNATI BELL CBBEUR EU 2,594.2 (204.6) (97.3)
CITRIX SYS BDR C1TX34 BZ 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTXS US 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTX GR 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTX TH 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTX GZ 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTXSEUR EU 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTX QT 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTXS AV 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTXS TE 4,548.1 (93.6) (306.6)
CITRIX SYSTEMS CTXS* MM 4,548.1 (93.6) (306.6)
CLOVIS ONCOLOGY C6O GR 628.2 (97.4) 210.3
CLOVIS ONCOLOGY CLVS US 628.2 (97.4) 210.3
CLOVIS ONCOLOGY C6O QT 628.2 (97.4) 210.3
CLOVIS ONCOLOGY C6O TH 628.2 (97.4) 210.3
CLOVIS ONCOLOGY CLVSEUR EU 628.2 (97.4) 210.3
COGENT COMMUNICA CCOI US 1,005.4 (235.6) 397.1
COGENT COMMUNICA OGM1 GR 1,005.4 (235.6) 397.1
COGENT COMMUNICA CCOI* MM 1,005.4 (235.6) 397.1
COGENT COMMUNICA CCOIEUR EU 1,005.4 (235.6) 397.1
COMMUNITY HEALTH CYH US 16,415.0 (1,563.0) 991.0
COMMUNITY HEALTH CG5 GR 16,415.0 (1,563.0) 991.0
COMMUNITY HEALTH CG5 QT 16,415.0 (1,563.0) 991.0
COMMUNITY HEALTH CYH1EUR EU 16,415.0 (1,563.0) 991.0
COMMUNITY HEALTH CG5 TH 16,415.0 (1,563.0) 991.0
CYTODYN INC CYDY US 50.5 (2.5) (7.7)
CYTODYN INC 296 GR 50.5 (2.5) (7.7)
CYTODYN INC 296 GZ 50.5 (2.5) (7.7)
CYTODYN INC CYDYEUR EU 50.5 (2.5) (7.7)
CYTOKINETICS INC CYTK US 232.5 (78.1) 196.3
CYTOKINETICS INC KK3A GR 232.5 (78.1) 196.3
CYTOKINETICS INC KK3A QT 232.5 (78.1) 196.3
CYTOKINETICS INC CYTKEUR EU 232.5 (78.1) 196.3
CYTOKINETICS INC KK3A TH 232.5 (78.1) 196.3
DELEK LOGISTICS DKL US 973.7 (78.3) 25.5
DENNY'S CORP DENN US 468.7 (217.5) (13.7)
DENNY'S CORP DE8 TH 468.7 (217.5) (13.7)
DENNY'S CORP DE8 GR 468.7 (217.5) (13.7)
DENNY'S CORP DENNEUR EU 468.7 (217.5) (13.7)
DIEBOLD NIXDORF DBD US 3,721.1 (708.5) 367.5
DIEBOLD NIXDORF DBD GR 3,721.1 (708.5) 367.5
DIEBOLD NIXDORF DBD SW 3,721.1 (708.5) 367.5
DIEBOLD NIXDORF DBDEUR EU 3,721.1 (708.5) 367.5
DIEBOLD NIXDORF DBD TH 3,721.1 (708.5) 367.5
DIEBOLD NIXDORF DBD QT 3,721.1 (708.5) 367.5
DINE BRANDS GLOB DIN US 2,043.3 (368.6) 185.3
DINE BRANDS GLOB IHP GR 2,043.3 (368.6) 185.3
DINE BRANDS GLOB IHP TH 2,043.3 (368.6) 185.3
DOMINO'S PIZZA DPZ US 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA EZV GR 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA EZV TH 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA EZV QT 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA EZV GZ 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA DPZ AV 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA DPZ* MM 1,581.7 (3,282.9) 467.2
DOMINO'S PIZZA DPZEUR EU 1,581.7 (3,282.9) 467.2
DOMO INC- CL B 1ON GR 195.1 (72.9) (8.0)
DOMO INC- CL B DOMOEUR EU 195.1 (72.9) (8.0)
DOMO INC- CL B 1ON GZ 195.1 (72.9) (8.0)
DOMO INC- CL B 1ON TH 195.1 (72.9) (8.0)
DOMO INC- CL B DOMO US 195.1 (72.9) (8.0)
DRAFTKINGS INC-A 8DEA TH 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A 8DEA QT 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A 8DEA GZ 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A DKNG US 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A 8DEA GR 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A DKNG1EUR EU 2,516.1 2,191.3 1,181.1
DRAFTKINGS INC-A DKNG* MM 2,516.1 2,191.3 1,181.1
DUNKIN' BRANDS G 2DB GR 3,829.3 (587.7) 319.4
DUNKIN' BRANDS G 2DB TH 3,829.3 (587.7) 319.4
DUNKIN' BRANDS G DNKN US 3,829.3 (587.7) 319.4
DUNKIN' BRANDS G DNKNEUR EU 3,829.3 (587.7) 319.4
DUNKIN' BRANDS G 2DB QT 3,829.3 (587.7) 319.4
DUNKIN' BRANDS G 2DB GZ 3,829.3 (587.7) 319.4
DYE & DURHAM LTD DND CN - - -
EMISPHERE TECH EMIS US 5.2 (155.3) (1.4)
EVERI HOLDINGS I EVRI US 1,484.1 (18.8) 108.3
EVERI HOLDINGS I G2C GR 1,484.1 (18.8) 108.3
EVERI HOLDINGS I G2C TH 1,484.1 (18.8) 108.3
EVERI HOLDINGS I EVRIEUR EU 1,484.1 (18.8) 108.3
FATHOM HOLDINGS FTHM US - - -
FRONTDOOR IN 3I5 GR 1,361.0 (125.0) 161.0
FRONTDOOR IN FTDREUR EU 1,361.0 (125.0) 161.0
FRONTDOOR IN FTDR US 1,361.0 (125.0) 161.0
GLOBALSCAPE INC GSB US 40.6 (28.7) (3.0)
GLORIOUS CREATIO GCIT CN 0.0 (0.4) (0.4)
GODADDY INC-A 38D GR 6,092.1 (254.5) (1,667.8)
GODADDY INC-A 38D QT 6,092.1 (254.5) (1,667.8)
GODADDY INC-A 38D TH 6,092.1 (254.5) (1,667.8)
GODADDY INC-A GDDY US 6,092.1 (254.5) (1,667.8)
GODADDY INC-A GDDY* MM 6,092.1 (254.5) (1,667.8)
GOGO INC GOGO US 1,064.8 (569.0) 98.9
GOGO INC G0G SW 1,064.8 (569.0) 98.9
GOGO INC G0G TH 1,064.8 (569.0) 98.9
GOGO INC G0G QT 1,064.8 (569.0) 98.9
GOGO INC GOGOEUR EU 1,064.8 (569.0) 98.9
GOGO INC G0G GR 1,064.8 (569.0) 98.9
GOLDEN STAR RES GS51 GR 381.3 (21.9) (31.0)
GOLDEN STAR RES GSC CN 381.3 (21.9) (31.0)
GOLDEN STAR RES GSS US 381.3 (21.9) (31.0)
GOLDEN STAR RES GS51 GZ 381.3 (21.9) (31.0)
GOLDEN STAR RES GS51 QT 381.3 (21.9) (31.0)
GOLDEN STAR RES GSC1EUR EU 381.3 (21.9) (31.0)
GOOSEHEAD INSU-A 2OX GR 142.6 (17.2) 60.0
GOOSEHEAD INSU-A GSHDEUR EU 142.6 (17.2) 60.0
GOOSEHEAD INSU-A GSHD US 142.6 (17.2) 60.0
GORES HOLDINGS I GHIVU US 426.9 411.8 0.6
GORES HOLDINGS-A GHIV US 426.9 411.8 0.6
GRAFTECH INTERNA G6G GZ 1,533.4 (574.7) 482.8
GRAFTECH INTERNA EAF US 1,533.4 (574.7) 482.8
GRAFTECH INTERNA G6G GR 1,533.4 (574.7) 482.8
GRAFTECH INTERNA G6G TH 1,533.4 (574.7) 482.8
GRAFTECH INTERNA EAFEUR EU 1,533.4 (574.7) 482.8
GRAFTECH INTERNA G6G QT 1,533.4 (574.7) 482.8
GREEN PLAINS PAR GPP US 105.3 (69.2) (36.9)
GREENPOWER MOTOR GPV CN 19.7 (3.3) (1.0)
GREENPOWER MOTOR GP US 19.7 (3.3) (1.0)
GREENPOWER MOTOR GRT1 GR 19.7 (3.3) (1.0)
GREENPOWER MOTOR GPVEUR EU 19.7 (3.3) (1.0)
GREENPOWER MOTOR GRT1 GZ 19.7 (3.3) (1.0)
GREENSKY INC-A GSKY US 1,326.8 (196.9) 645.3
HARMONY BIOSCIE HRMY US 163.1 (49.7) 74.0
HERBALIFE NUTRIT HOO GR 3,567.4 (264.8) 1,304.9
HERBALIFE NUTRIT HLF US 3,567.4 (264.8) 1,304.9
HERBALIFE NUTRIT HOO GZ 3,567.4 (264.8) 1,304.9
HERBALIFE NUTRIT HOO TH 3,567.4 (264.8) 1,304.9
HERBALIFE NUTRIT HLFEUR EU 3,567.4 (264.8) 1,304.9
HERBALIFE NUTRIT HOO QT 3,567.4 (264.8) 1,304.9
HEWLETT-CEDEAR HPQ AR 34,244.0 (1,986.0) (4,757.0)
HEWLETT-CEDEAR HPQD AR 34,244.0 (1,986.0) (4,757.0)
HEWLETT-CEDEAR HPQC AR 34,244.0 (1,986.0) (4,757.0)
HILTON WORLD-BDR H1LT34 BZ 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HLTEUR EU 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HLTW AV 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HI91 GR 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HI91 TH 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HI91 TE 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HLT* MM 17,126.0 (1,291.0) 2,129.0
HILTON WORLDWIDE HLT US 17,126.0 (1,291.0) 2,129.0
HOME DEPOT - BDR HOME34 BZ 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD TE 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD US 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDI TH 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDI GR 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD* MM 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDUSD SW 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDI GZ 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD SW 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDEUR EU 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HDI QT 63,349.0 (414.0) 7,162.0
HOME DEPOT INC 0R1G LN 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD AV 63,349.0 (414.0) 7,162.0
HOME DEPOT INC HD CI 63,349.0 (414.0) 7,162.0
HOME DEPOT-CED HDD AR 63,349.0 (414.0) 7,162.0
HOME DEPOT-CED HDC AR 63,349.0 (414.0) 7,162.0
HOME DEPOT-CED HD AR 63,349.0 (414.0) 7,162.0
HOVNANIAN ENT-A HOV US 1,805.7 (479.5) 773.7
HOVNANIAN ENT-A HO3A GR 1,805.7 (479.5) 773.7
HOVNANIAN ENT-A HOVEUR EU 1,805.7 (479.5) 773.7
HP COMPANY-BDR HPQB34 BZ 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ TE 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ US 34,244.0 (1,986.0) (4,757.0)
HP INC 7HP TH 34,244.0 (1,986.0) (4,757.0)
HP INC 7HP GR 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ* MM 34,244.0 (1,986.0) (4,757.0)
HP INC HPQUSD SW 34,244.0 (1,986.0) (4,757.0)
HP INC HPQEUR EU 34,244.0 (1,986.0) (4,757.0)
HP INC 7HP GZ 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ SW 34,244.0 (1,986.0) (4,757.0)
HP INC 7HP QT 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ AV 34,244.0 (1,986.0) (4,757.0)
HP INC HPQ CI 34,244.0 (1,986.0) (4,757.0)
IAA INC 3NI GR 2,273.5 (67.4) 292.9
IAA INC IAA-WEUR EU 2,273.5 (67.4) 292.9
IAA INC IAA US 2,273.5 (67.4) 292.9
IMMUNOGEN INC IMGN US 269.7 (24.5) 150.5
IMMUNOGEN INC IMU QT 269.7 (24.5) 150.5
IMMUNOGEN INC IMGN* MM 269.7 (24.5) 150.5
INHIBRX INC INBX US 21.3 (67.0) (21.0)
INHIBRX INC 1RK GR 21.3 (67.0) (21.0)
INHIBRX INC 1RK TH 21.3 (67.0) (21.0)
INHIBRX INC INBXEUR EU 21.3 (67.0) (21.0)
INHIBRX INC 1RK QT 21.3 (67.0) (21.0)
INSEEGO CORP INO TH 211.9 (41.9) 46.8
INSEEGO CORP INO QT 211.9 (41.9) 46.8
INSEEGO CORP INSG US 211.9 (41.9) 46.8
INSEEGO CORP INSGEUR EU 211.9 (41.9) 46.8
INSEEGO CORP INO GR 211.9 (41.9) 46.8
INSEEGO CORP INO GZ 211.9 (41.9) 46.8
INSU ACQUISITION INAQU US 0.0 (0.0) (0.0)
INTERCEPT PHARMA I4P QT 637.5 (78.8) 443.1
INTERCEPT PHARMA I4P TH 637.5 (78.8) 443.1
INTERCEPT PHARMA ICPT* MM 637.5 (78.8) 443.1
INTERCEPT PHARMA ICPT US 637.5 (78.8) 443.1
INTERCEPT PHARMA I4P GR 637.5 (78.8) 443.1
IRONWOOD PHARMAC I76 GR 443.5 (36.9) 347.6
IRONWOOD PHARMAC I76 TH 443.5 (36.9) 347.6
IRONWOOD PHARMAC IRWD US 443.5 (36.9) 347.6
IRONWOOD PHARMAC I76 QT 443.5 (36.9) 347.6
IRONWOOD PHARMAC IRWDEUR EU 443.5 (36.9) 347.6
J.C. PENNEY CO JCP* MM 8,467.0 (59.0) 669.0
JACK IN THE BOX JBX GR 1,886.7 (827.0) (42.7)
JACK IN THE BOX JACK US 1,886.7 (827.0) (42.7)
JACK IN THE BOX JBX GZ 1,886.7 (827.0) (42.7)
JACK IN THE BOX JBX QT 1,886.7 (827.0) (42.7)
JACK IN THE BOX JACK1EUR EU 1,886.7 (827.0) (42.7)
JOSEMARIA RESOUR JOSES I2 15.7 (38.0) (49.1)
JOSEMARIA RESOUR JOSE SS 15.7 (38.0) (49.1)
JOSEMARIA RESOUR NGQSEK EU 15.7 (38.0) (49.1)
JOSEMARIA RESOUR JOSES EB 15.7 (38.0) (49.1)
JOSEMARIA RESOUR JOSES IX 15.7 (38.0) (49.1)
KONTOOR BRAND KTB US 1,572.8 (44.9) 589.1
KONTOOR BRAND 3KO TH 1,572.8 (44.9) 589.1
KONTOOR BRAND 3KO GR 1,572.8 (44.9) 589.1
KONTOOR BRAND KTBEUR EU 1,572.8 (44.9) 589.1
KONTOOR BRAND 3KO QT 1,572.8 (44.9) 589.1
KONTOOR BRAND 3KO GZ 1,572.8 (44.9) 589.1
L BRANDS INC LTD GR 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LB US 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LTD TH 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LTD SW 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LTD QT 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LBEUR EU 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LB* MM 10,880.0 (1,904.0) 1,072.0
L BRANDS INC LBRA AV 10,880.0 (1,904.0) 1,072.0
L BRANDS INC-BDR LBRN34 BZ 10,880.0 (1,904.0) 1,072.0
LENNOX INTL INC LXI GR 2,124.3 (228.9) 280.7
LENNOX INTL INC LII US 2,124.3 (228.9) 280.7
LENNOX INTL INC LII* MM 2,124.3 (228.9) 280.7
LENNOX INTL INC LII1EUR EU 2,124.3 (228.9) 280.7
LENNOX INTL INC LXI TH 2,124.3 (228.9) 280.7
MADISON SQUARE G MS8 GR 1,233.8 (203.4) (162.0)
MADISON SQUARE G MSGS US 1,233.8 (203.4) (162.0)
MADISON SQUARE G MSG1EUR EU 1,233.8 (203.4) (162.0)
MARRIOTT - BDR M1TT34 BZ 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAQ GR 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAR US 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAQ TH 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAQ SW 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAREUR EU 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAQ GZ 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAQ QT 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAR AV 25,680.0 (79.0) (2,005.0)
MARRIOTT INTL-A MAR TE 25,680.0 (79.0) (2,005.0)
MCDONALD'S CORP TCXMCD AU 49,938.9 (9,463.1) (636.7)
MCDONALDS - BDR MCDC34 BZ 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MDO TH 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD US 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD SW 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MDO GR 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD* MM 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD TE 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCDUSD SW 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCDEUR EU 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MDO GZ 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MDO QT 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP 0R16 LN 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD AV 49,938.9 (9,463.1) (636.7)
MCDONALDS CORP MCD CI 49,938.9 (9,463.1) (636.7)
MCDONALDS-CEDEAR MCD AR 49,938.9 (9,463.1) (636.7)
MCDONALDS-CEDEAR MCDC AR 49,938.9 (9,463.1) (636.7)
MCDONALDS-CEDEAR MCDD AR 49,938.9 (9,463.1) (636.7)
MERCER PARK BR-A MRCQF US 411.4 (9.5) 2.9
MERCER PARK BR-A BRND/A/U CN 411.4 (9.5) 2.9
MICHAELS COS INC MIKEUR EU 3,923.3 (1,509.9) 385.4
MICHAELS COS INC MIK US 3,923.3 (1,509.9) 385.4
MICHAELS COS INC MIM GR 3,923.3 (1,509.9) 385.4
MIGOM GLOBAL COR MGOM US 0.0 (0.0) (0.0)
MILESTONE MEDICA MMD PW 0.7 (15.4) (15.5)
MILESTONE MEDICA MMDPLN EU 0.7 (15.4) (15.5)
MOTOROLA SOL-BDR M1SI34 BZ 10,374.0 (815.0) 606.0
MOTOROLA SOL-CED MSI AR 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MTLA GR 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MOT TE 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MSI US 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MTLA TH 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MSI1EUR EU 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MTLA GZ 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MTLA QT 10,374.0 (815.0) 606.0
MOTOROLA SOLUTIO MOSI AV 10,374.0 (815.0) 606.0
MSCI INC 3HM GR 4,187.4 (310.9) 1,064.9
MSCI INC MSCI US 4,187.4 (310.9) 1,064.9
MSCI INC 3HM SW 4,187.4 (310.9) 1,064.9
MSCI INC 3HM QT 4,187.4 (310.9) 1,064.9
MSCI INC 3HM GZ 4,187.4 (310.9) 1,064.9
MSCI INC MSCI* MM 4,187.4 (310.9) 1,064.9
MSCI INC-BDR M1SC34 BZ 4,187.4 (310.9) 1,064.9
MSG NETWORKS- A MSGN US 850.8 (552.8) 258.6
MSG NETWORKS- A 1M4 QT 850.8 (552.8) 258.6
MSG NETWORKS- A MSGNEUR EU 850.8 (552.8) 258.6
MSG NETWORKS- A 1M4 TH 850.8 (552.8) 258.6
MSG NETWORKS- A 1M4 GR 850.8 (552.8) 258.6
NATHANS FAMOUS NATH US 102.2 (65.3) 76.4
NATHANS FAMOUS NFA GR 102.2 (65.3) 76.4
NATHANS FAMOUS NATHEUR EU 102.2 (65.3) 76.4
NATIONAL CINEMED NCMI US 1,147.9 (175.0) 214.5
NATIONAL CINEMED XWM GR 1,147.9 (175.0) 214.5
NATIONAL CINEMED NCMIEUR EU 1,147.9 (175.0) 214.5
NAVISTAR INTL IHR TH 6,440.0 (3,856.0) 1,842.0
NAVISTAR INTL IHR GR 6,440.0 (3,856.0) 1,842.0
NAVISTAR INTL NAV US 6,440.0 (3,856.0) 1,842.0
NAVISTAR INTL IHR QT 6,440.0 (3,856.0) 1,842.0
NAVISTAR INTL IHR GZ 6,440.0 (3,856.0) 1,842.0
NAVISTAR INTL NAVEUR EU 6,440.0 (3,856.0) 1,842.0
NESCO HOLDINGS I NSCO US 783.2 (40.2) 47.6
NEW ENG RLTY-LP NEN US 294.8 (37.7) -
NKARTA INC NKTX US 43.6 (24.1) (37.4)
NORTONLIFEL- BDR S1YM34 BZ 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I NLOK US 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYM GR 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYMC TE 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I NLOK* MM 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYMCEUR EU 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYM GZ 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYM QT 6,405.0 (503.0) (598.0)
NORTONLIFELOCK I SYMC AV 6,405.0 (503.0) (598.0)
NUNZIA PHARMACEU NUNZ US 0.1 (3.2) (2.5)
NUTANIX INC - A 0NU GR 1,768.5 (275.0) 333.8
NUTANIX INC - A NTNXEUR EU 1,768.5 (275.0) 333.8
NUTANIX INC - A 0NU TH 1,768.5 (275.0) 333.8
NUTANIX INC - A 0NU QT 1,768.5 (275.0) 333.8
NUTANIX INC - A NTNX US 1,768.5 (275.0) 333.8
NUTANIX INC - A 0NU GZ 1,768.5 (275.0) 333.8
OMEROS CORP OMER US 70.7 (161.3) 0.9
OMEROS CORP 3O8 GR 70.7 (161.3) 0.9
OMEROS CORP 3O8 TH 70.7 (161.3) 0.9
OMEROS CORP OMEREUR EU 70.7 (161.3) 0.9
OMEROS CORP 3O8 QT 70.7 (161.3) 0.9
ONTRAK INC OTRK US 25.0 (30.0) 2.6
ONTRAK INC HY1N GZ 25.0 (30.0) 2.6
ONTRAK INC HY1N GR 25.0 (30.0) 2.6
ONTRAK INC CATSEUR EU 25.0 (30.0) 2.6
OPEN LENDING C-A LPRO US 186.5 (464.3) -
OPTIVA INC RE6 GR 91.1 (49.6) 4.5
OPTIVA INC OPT CN 91.1 (49.6) 4.5
OPTIVA INC RKNEF US 91.1 (49.6) 4.5
OPTIVA INC RKNEUR EU 91.1 (49.6) 4.5
OPTIVA INC 3230510Q EU 91.1 (49.6) 4.5
OTIS WORLDWI OTIS US 10,441.0 (3,576.0) 630.0
OTIS WORLDWI 4PG GR 10,441.0 (3,576.0) 630.0
OTIS WORLDWI 4PG GZ 10,441.0 (3,576.0) 630.0
OTIS WORLDWI OTISEUR EU 10,441.0 (3,576.0) 630.0
OTIS WORLDWI OTIS* MM 10,441.0 (3,576.0) 630.0
OTIS WORLDWI 4PG TH 10,441.0 (3,576.0) 630.0
OTIS WORLDWI 4PG QT 10,441.0 (3,576.0) 630.0
PAPA JOHN'S INTL PZZA US 757.7 (33.4) (3.4)
PAPA JOHN'S INTL PP1 GR 757.7 (33.4) (3.4)
PAPA JOHN'S INTL PP1 GZ 757.7 (33.4) (3.4)
PAPA JOHN'S INTL PZZAEUR EU 757.7 (33.4) (3.4)
PAR PACIFIC HOLD 61P GR - (171.2) -
PAR PACIFIC HOLD PARR US - (171.2) -
PARATEK PHARMACE PRTK US 227.1 (63.5) 188.3
PARATEK PHARMACE N4CN GR 227.1 (63.5) 188.3
PARATEK PHARMACE N4CN TH 227.1 (63.5) 188.3
PHILIP MORRI-BDR PHMO34 BZ 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN 4I1 GR 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PM US 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PM1CHF EU 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN 4I1 TH 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PM1 TE 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PMI SW 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PM1EUR EU 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN 4I1 GZ 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN 4I1 QT 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PM* MM 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN 0M8V LN 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PMOR AV 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PMIZ IX 39,162.0 (10,120.0) 1,984.0
PHILIP MORRIS IN PMIZ EB 39,162.0 (10,120.0) 1,984.0
PLANET FITNESS-A 3PL QT 1,800.0 (721.7) 446.9
PLANET FITNESS-A PLNT1EUR EU 1,800.0 (721.7) 446.9
PLANET FITNESS-A PLNT US 1,800.0 (721.7) 446.9
PLANET FITNESS-A 3PL TH 1,800.0 (721.7) 446.9
PLANET FITNESS-A 3PL GR 1,800.0 (721.7) 446.9
PLANTRONICS INC PLT US 2,228.9 (149.7) 183.5
PLANTRONICS INC PTM GR 2,228.9 (149.7) 183.5
PLANTRONICS INC PLTEUR EU 2,228.9 (149.7) 183.5
PLANTRONICS INC PTM GZ 2,228.9 (149.7) 183.5
PLATINUM GROUP M PTM CN 36.3 (4.3) (1.8)
PPD INC PPD US 5,906.5 (1,034.5) 136.9
PRIORITY TECHNOL PRTHU US 449.7 (133.5) (4.8)
PROGENITY INC 4ZU GR 111.0 (84.8) 9.5
PROGENITY INC 4ZU TH 111.0 (84.8) 9.5
PROGENITY INC 4ZU QT 111.0 (84.8) 9.5
PROGENITY INC PROGEUR EU 111.0 (84.8) 9.5
PROGENITY INC 4ZU GZ 111.0 (84.8) 9.5
PROGENITY INC PROG US 111.0 (84.8) 9.5
PSOMAGEN INC-KDR 950200 KS - - -
QUANTUM CORP QNT2 GR 164.9 (195.5) (0.9)
QUANTUM CORP QMCO US 164.9 (195.5) (0.9)
QUANTUM CORP QTM1EUR EU 164.9 (195.5) (0.9)
RADIUS HEALTH IN RDUS US 175.1 (109.4) 94.2
RADIUS HEALTH IN 1R8 TH 175.1 (109.4) 94.2
RADIUS HEALTH IN RDUSEUR EU 175.1 (109.4) 94.2
RADIUS HEALTH IN 1R8 QT 175.1 (109.4) 94.2
RADIUS HEALTH IN 1R8 GR 175.1 (109.4) 94.2
REC SILICON ASA RECO IX 268.9 (49.9) 4.4
REC SILICON ASA REC SS 268.9 (49.9) 4.4
REC SILICON ASA RECO S1 268.9 (49.9) 4.4
REC SILICON ASA RECO TQ 268.9 (49.9) 4.4
REC SILICON ASA REC EU 268.9 (49.9) 4.4
REC SILICON ASA RECO EB 268.9 (49.9) 4.4
REC SILICON ASA RECO PO 268.9 (49.9) 4.4
REC SILICON ASA REC NO 268.9 (49.9) 4.4
REC SILICON ASA RECO S2 268.9 (49.9) 4.4
REC SILICON ASA RECO B3 268.9 (49.9) 4.4
REC SILICON ASA RECO I2 268.9 (49.9) 4.4
REC SILICON ASA RECO QX 268.9 (49.9) 4.4
REKOR SYSTEMS IN REKREUR EU 22.6 (4.6) (0.2)
REKOR SYSTEMS IN REKR US 22.6 (4.6) (0.2)
REVLON INC-A RVL1 GR 2,999.3 (1,548.5) 28.9
REVLON INC-A REV US 2,999.3 (1,548.5) 28.9
REVLON INC-A REV* MM 2,999.3 (1,548.5) 28.9
REVLON INC-A RVL1 TH 2,999.3 (1,548.5) 28.9
REVLON INC-A REVEUR EU 2,999.3 (1,548.5) 28.9
RIMINI STREET IN RMNI US 201.8 (89.8) (91.5)
ROSETTA STONE IN RS8 TH 191.0 (20.2) (65.3)
ROSETTA STONE IN RS8 GR 191.0 (20.2) (65.3)
ROSETTA STONE IN RST US 191.0 (20.2) (65.3)
ROSETTA STONE IN RST1EUR EU 191.0 (20.2) (65.3)
SALLY BEAUTY HOL S7V GR 3,198.1 (69.1) 825.6
SALLY BEAUTY HOL SBH US 3,198.1 (69.1) 825.6
SALLY BEAUTY HOL SBHEUR EU 3,198.1 (69.1) 825.6
SBA COMM CORP 4SB GZ 9,390.5 (4,290.6) 71.4
SBA COMM CORP SBAC US 9,390.5 (4,290.6) 71.4
SBA COMM CORP SBACEUR EU 9,390.5 (4,290.6) 71.4
SBA COMM CORP 4SB QT 9,390.5 (4,290.6) 71.4
SBA COMM CORP 4SB GR 9,390.5 (4,290.6) 71.4
SBA COMM CORP SBAC* MM 9,390.5 (4,290.6) 71.4
SBA COMM CORP 4SB TH 9,390.5 (4,290.6) 71.4
SCIENTIFIC GAMES TJW GZ 7,844.0 (2,479.0) 847.0
SCIENTIFIC GAMES SGMS US 7,844.0 (2,479.0) 847.0
SCIENTIFIC GAMES TJW GR 7,844.0 (2,479.0) 847.0
SCIENTIFIC GAMES TJW TH 7,844.0 (2,479.0) 847.0
SEALED AIR C-BDR S1EA34 BZ 5,756.3 (70.1) 277.4
SEALED AIR CORP SDA GR 5,756.3 (70.1) 277.4
SEALED AIR CORP SEE US 5,756.3 (70.1) 277.4
SEALED AIR CORP SDA TH 5,756.3 (70.1) 277.4
SEALED AIR CORP SDA QT 5,756.3 (70.1) 277.4
SEALED AIR CORP SEE1EUR EU 5,756.3 (70.1) 277.4
SERES THERAPEUTI MCRB US 100.7 (65.6) 28.5
SERES THERAPEUTI 1S9 GR 100.7 (65.6) 28.5
SERES THERAPEUTI MCRB1EUR EU 100.7 (65.6) 28.5
SERES THERAPEUTI 1S9 TH 100.7 (65.6) 28.5
SHELL MIDSTREAM SHLX US 2,416.0 (379.0) 317.0
SIRIUS XM HO-BDR SRXM34 BZ 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN SIRI US 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN RDO GR 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN RDO TH 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN SIRIEUR EU 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN RDO GZ 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN RDO QT 12,465.0 (668.0) (2,057.0)
SIRIUS XM HOLDIN SIRI AV 12,465.0 (668.0) (2,057.0)
SIX FLAGS ENTERT 6FE GR 2,968.9 (426.8) 82.8
SIX FLAGS ENTERT 6FE QT 2,968.9 (426.8) 82.8
SIX FLAGS ENTERT SIX US 2,968.9 (426.8) 82.8
SIX FLAGS ENTERT 6FE TH 2,968.9 (426.8) 82.8
SIX FLAGS ENTERT SIXEUR EU 2,968.9 (426.8) 82.8
SLEEP NUMBER COR SNBR US 768.8 (163.0) (420.8)
SLEEP NUMBER COR SL2 GR 768.8 (163.0) (420.8)
SLEEP NUMBER COR SNBREUR EU 768.8 (163.0) (420.8)
SOCIAL CAPITAL IPOB/U US 415.4 400.7 1.2
SOCIAL CAPITAL IPOC/U US 829.2 800.2 1.1
SOCIAL CAPITAL-A IPOC US 829.2 800.2 1.1
SOCIAL CAPITAL-A IPOB US 415.4 400.7 1.2
SONA NANOTECH IN SNANF US 1.8 (1.4) (1.6)
SONA NANOTECH IN SONA CN 1.8 (1.4) (1.6)
STARBUCKS CORP SBUX* MM 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SRB GR 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SRB TH 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUXUSD SW 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SRB GZ 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX PE 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP TCXSBU AU 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP USSBUX KZ 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX SW 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SRB QT 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP 0QZH LI 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX US 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX AV 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX TE 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUXEUR EU 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX IM 29,140.6 (8,624.3) (421.0)
STARBUCKS CORP SBUX CI 29,140.6 (8,624.3) (421.0)
STARBUCKS-BDR SBUB34 BZ 29,140.6 (8,624.3) (421.0)
STARBUCKS-CEDEAR SBUXD AR 29,140.6 (8,624.3) (421.0)
STARBUCKS-CEDEAR SBUX AR 29,140.6 (8,624.3) (421.0)
TAILORED BRANDS TLRDQ* MM 2,500.4 (378.3) (966.9)
TAUBMAN CENTERS TU8 GR 4,591.4 (274.8) -
TAUBMAN CENTERS TCO US 4,591.4 (274.8) -
TAUBMAN CENTERS TCO2EUR EU 4,591.4 (274.8) -
TRANSDIGM - BDR T1DG34 BZ 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP TDG US 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP T7D GR 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP TDG* MM 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP TDGEUR EU 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP T7D QT 18,179.0 (4,179.0) 5,120.0
TRANSDIGM GROUP T7D TH 18,179.0 (4,179.0) 5,120.0
TRIUMPH GROUP TG7 GR 2,266.3 (1,047.4) 383.3
TRIUMPH GROUP TGI US 2,266.3 (1,047.4) 383.3
TRIUMPH GROUP TG7 TH 2,266.3 (1,047.4) 383.3
TRIUMPH GROUP TGIEUR EU 2,266.3 (1,047.4) 383.3
TUPPERWARE BRAND TUP GR 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP US 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP SW 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP GZ 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP QT 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP TH 1,194.3 (282.3) (730.8)
TUPPERWARE BRAND TUP1EUR EU 1,194.3 (282.3) (730.8)
UBIQUITI INC UI US 737.5 (295.5) 322.4
UBIQUITI INC 3UB GR 737.5 (295.5) 322.4
UBIQUITI INC UBNTEUR EU 737.5 (295.5) 322.4
UBIQUITI INC 3UB GZ 737.5 (295.5) 322.4
UNISYS CORP UISCHF EU 2,399.3 (238.7) 527.3
UNISYS CORP USY1 GR 2,399.3 (238.7) 527.3
UNISYS CORP USY1 TH 2,399.3 (238.7) 527.3
UNISYS CORP UIS US 2,399.3 (238.7) 527.3
UNISYS CORP UIS1 SW 2,399.3 (238.7) 527.3
UNISYS CORP UISEUR EU 2,399.3 (238.7) 527.3
UNISYS CORP USY1 GZ 2,399.3 (238.7) 527.3
UNISYS CORP USY1 QT 2,399.3 (238.7) 527.3
UNITI GROUP INC 8XC GR 4,816.2 (2,217.1) -
UNITI GROUP INC UNIT US 4,816.2 (2,217.1) -
UNITI GROUP INC 8XC TH 4,816.2 (2,217.1) -
VALVOLINE INC 0V4 GR 2,963.0 (188.0) 947.0
VALVOLINE INC 0V4 TH 2,963.0 (188.0) 947.0
VALVOLINE INC VVVEUR EU 2,963.0 (188.0) 947.0
VALVOLINE INC 0V4 QT 2,963.0 (188.0) 947.0
VALVOLINE INC VVV US 2,963.0 (188.0) 947.0
VECTOR GROUP LTD VGR US 1,531.7 (669.2) 300.6
VECTOR GROUP LTD VGR GR 1,531.7 (669.2) 300.6
VECTOR GROUP LTD VGR QT 1,531.7 (669.2) 300.6
VECTOR GROUP LTD VGR TH 1,531.7 (669.2) 300.6
VECTOR GROUP LTD VGREUR EU 1,531.7 (669.2) 300.6
VECTOR GROUP LTD VGR GZ 1,531.7 (669.2) 300.6
VERISIGN INC VRS TH 1,820.1 (1,400.3) 231.3
VERISIGN INC VRSN US 1,820.1 (1,400.3) 231.3
VERISIGN INC VRS GR 1,820.1 (1,400.3) 231.3
VERISIGN INC VRSNEUR EU 1,820.1 (1,400.3) 231.3
VERISIGN INC VRS GZ 1,820.1 (1,400.3) 231.3
VERISIGN INC VRS QT 1,820.1 (1,400.3) 231.3
VERISIGN INC VRSN* MM 1,820.1 (1,400.3) 231.3
VERISIGN INC-BDR VRSN34 BZ 1,820.1 (1,400.3) 231.3
VERISIGN-CEDEAR VRSN AR 1,820.1 (1,400.3) 231.3
VIVINT SMART HOM VVNT US 2,829.9 (1,404.9) (218.0)
WARNER MUSIC-A WMG US 6,148.0 (21.0) (943.0)
WARNER MUSIC-A WMGEUR EU 6,148.0 (21.0) (943.0)
WARNER MUSIC-A WA4 GR 6,148.0 (21.0) (943.0)
WARNER MUSIC-A WA4 GZ 6,148.0 (21.0) (943.0)
WARNER MUSIC-A WMG AV 6,148.0 (21.0) (943.0)
WARNER MUSIC-A WA4 TH 6,148.0 (21.0) (943.0)
WATERS CORP WAZ TH 2,648.3 (191.7) 572.1
WATERS CORP WAT US 2,648.3 (191.7) 572.1
WATERS CORP WAZ GR 2,648.3 (191.7) 572.1
WATERS CORP WAZ QT 2,648.3 (191.7) 572.1
WATERS CORP WATEUR EU 2,648.3 (191.7) 572.1
WATERS CORP WAT* MM 2,648.3 (191.7) 572.1
WATERS CORP-BDR WATC34 BZ 2,648.3 (191.7) 572.1
WAYFAIR INC- A W US 4,379.5 (787.4) 595.6
WAYFAIR INC- A W* MM 4,379.5 (787.4) 595.6
WAYFAIR INC- A 1WF QT 4,379.5 (787.4) 595.6
WAYFAIR INC- A 1WF GR 4,379.5 (787.4) 595.6
WAYFAIR INC- A 1WF TH 4,379.5 (787.4) 595.6
WAYFAIR INC- A WEUR EU 4,379.5 (787.4) 595.6
WAYFAIR INC- A 1WF GZ 4,379.5 (787.4) 595.6
WESTERN UNIO-BDR WUNI34 BZ 8,707.0 (73.4) (290.8)
WESTERN UNION W3U GR 8,707.0 (73.4) (290.8)
WESTERN UNION WU US 8,707.0 (73.4) (290.8)
WESTERN UNION W3U TH 8,707.0 (73.4) (290.8)
WESTERN UNION WU* MM 8,707.0 (73.4) (290.8)
WESTERN UNION W3U SW 8,707.0 (73.4) (290.8)
WESTERN UNION WUEUR EU 8,707.0 (73.4) (290.8)
WESTERN UNION W3U GZ 8,707.0 (73.4) (290.8)
WESTERN UNION W3U QT 8,707.0 (73.4) (290.8)
WHITING PETROLEU 9998865D US 3,732.2 (178.3) (478.8)
WHITING PETROLEU WLL1* MM 3,732.2 (178.3) (478.8)
WHITING PETROLEU WLL US 3,732.2 (178.3) (478.8)
WIDEOPENWEST INC WOW US 2,494.4 (238.6) (95.8)
WIDEOPENWEST INC WU5 QT 2,494.4 (238.6) (95.8)
WIDEOPENWEST INC WOW1EUR EU 2,494.4 (238.6) (95.8)
WIDEOPENWEST INC WU5 TH 2,494.4 (238.6) (95.8)
WIDEOPENWEST INC WU5 GR 2,494.4 (238.6) (95.8)
WINGSTOP INC WING US 201.1 (192.7) 19.9
WINGSTOP INC EWG GR 201.1 (192.7) 19.9
WINGSTOP INC WING1EUR EU 201.1 (192.7) 19.9
WINGSTOP INC EWG GZ 201.1 (192.7) 19.9
WINMARK CORP GBZ GR 31.6 (18.6) 0.5
WINMARK CORP WINA US 31.6 (18.6) 0.5
WORKHORSE GROUP 1WO GR 55.5 (70.5) (70.0)
WORKHORSE GROUP WKHS US 55.5 (70.5) (70.0)
WORKHORSE GROUP 1WO TH 55.5 (70.5) (70.0)
WORKHORSE GROUP 1WO GZ 55.5 (70.5) (70.0)
WORKHORSE GROUP WKHSEUR EU 55.5 (70.5) (70.0)
WORKHORSE GROUP 1WO QT 55.5 (70.5) (70.0)
WW INTERNATIONAL WW US 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WW6 GR 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WW6 GZ 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WTWEUR EU 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WW6 QT 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WW6 TH 1,469.5 (645.5) (93.7)
WW INTERNATIONAL WTW AV 1,469.5 (645.5) (93.7)
WYNDHAM DESTINAT WYND US 7,597.0 (1,050.0) 1,308.0
WYNDHAM DESTINAT WD5 GR 7,597.0 (1,050.0) 1,308.0
WYNDHAM DESTINAT WD5 TH 7,597.0 (1,050.0) 1,308.0
WYNDHAM DESTINAT WD5 QT 7,597.0 (1,050.0) 1,308.0
WYNDHAM DESTINAT WYNEUR EU 7,597.0 (1,050.0) 1,308.0
YRC WORLDWIDE IN YEL1 GR 1,936.6 (466.9) 57.0
YRC WORLDWIDE IN YRCW US 1,936.6 (466.9) 57.0
YRC WORLDWIDE IN YEL1 QT 1,936.6 (466.9) 57.0
YRC WORLDWIDE IN YRCWEUR EU 1,936.6 (466.9) 57.0
YRC WORLDWIDE IN YEL1 TH 1,936.6 (466.9) 57.0
YUM! BRANDS -BDR YUMR34 BZ 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC TGR TH 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC TGR GR 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUM* MM 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUMUSD SW 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC TGR GZ 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUMEUR EU 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC TGR QT 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUM SW 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUM US 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC YUM AV 6,421.0 (8,108.0) 923.0
YUM! BRANDS INC TGR TE 6,421.0 (8,108.0) 923.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2020. All rights reserved. ISSN: 1520-9474.
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