/raid1/www/Hosts/bankrupt/TCR_Public/200923.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, September 23, 2020, Vol. 24, No. 266
Headlines
232 SEIGEL: Hires Backenroth Frankel as Counsel
26088 DUVAL: Case Summary & 12 Unsecured Creditors
AAC HOLDINGS: Seeks Court Approval to Hire Inspector
AIRNET TECHNOLOGY: Receives Deficiency Letter from Nasdaq
AMINE LLC: Seeks Court Approval to Hire Accountant
AV LOYALTY: Voluntary Chapter 11 Case Summary
BLUBELLE LLC: Seeks Approval to Tap Appraiser, Valuation Expert
BOYCE HYDRO: Hires Stretto as Claims and Noticing Agent
BRIDGEWATER HOSPITALITY: $4.25M Sale of Houston Property Approved
CAMPBELL SCOTT: Hires Riemer & Braunstein as Counsel
CECILIA B. KEMPTON: Shkuro Buying Westhampton Property for $2.5M
CELADON GROUP: Hires Investment Recovery as Tax Consultant
CHESAPEAKE ENERGY: Sets Bidding Procedures for Mid-Con Assets
CHURCH OF THE DISCIPLES: Seeks to Tap Gary S. Poretsky as Counsel
DBL CHECK: Seeks Approval to Hire Bankruptcy Attorney
DEFOOR CENTRE: Seeks Approval to Hire Jennis Law Firm as Counsel
DESOTO HOLDING: Voluntary Chapter 11 Case Summary
DESOTO OWNERS: Voluntary Chapter 11 Case Summary
EDWARD DAWSON: Gomez Buying 2 Warden Properties for $3K Each Cash
ELMORE REALTY: Amended Request to Sell Holland Property Mooted
FM COAL: Selling Inoperable, Obsolete & Inefficient Equipment
GENNADY MOSHKOVICH: Sept. 30 Hearing on Trustee Appointment
GNC HOLDINGS: $760M Sale of All Assets to Harbin Pharma Approved
GNC HOLDINGS: Committee Hires Borden Ladner as Canadian Counsel
GROM SOCIAL: Stockholders Approve Reverse Stock Split
GRUPO AEROMEXICO: Will Boost International Flights 30% in October
H2 BEVERAGES: Seeks Approval to Tap Eric A. Liepins as Counsel
HVI CAT: Approved Bid Procedures for All Assets Modified
IMH FINANCIAL: Hires Holland & Knight as Special Counsel
IT'SUGAR FL: Case Summary & 20 Largest Unsecured Creditors
JAGUAR DISTRIBUTION: Proposes Sale of Assets to Ricochet
KB US HOLDINGS: Seeks Approval to Tap Proskauer Rose as Counsel
KB US HOLDINGS: Seeks to Hire Ankura as Restructuring Advisor
KB US HOLDINGS: Seeks to Hire PJ Solomon as Investment Banker
LAREDO INVESTMENTS: Muckleroy Buying Las Vegas Property for $545K
LE TOTE: Committee Seeks to Tap BDO Consulting as Financial Advisor
LE TOTE: Committee Seeks to Tap Cooley LLP as Legal Counsel
LUCKY TEETH: Seeks Approval to Hire Joyce W. Lindauer as Counsel
MERITAGE COMPANIES: Seeks to Hire David H. Bundy as Special Counsel
MIDTOWN CAMPUS: Seeks to Tap Garcia Espinosa as Accountant
MONARCH GROUP: Seeks to Hire Hayward & Associates as Counsel
MOREAUX TRANSPORTATION: Voluntary Chapter 11 Case Summary
MOUNTAIN EQUIPMENT: To Restructure Under CCAA Proceeding
ON MARINE SERVICES: Committee Hires Bederson as Financial Advisor
PENNYMAC FINANCIAL: Moody's Assigns Ba3 CFR
PRIMO FOOD: Case Summary & 11 Unsecured Creditors
PULMATRIX INC: Reports Progress on Product Pipeline
RELIANCE MANUFACTURING: Selling San Juan Property for $570K
RGN-SAN FRANCISCO: Case Summary & Unsecured Creditor
RUBEN DARYL BAERGA: Andrews Buying Long Beach Property for $1.95M
SINO-GLOBAL SHIPPING: Management Says Going Concern Doubt Exists
SIZZLER USA: Case Summary & 20 Largest Unsecured Creditors
SPANISH BROADCASTING: Discloses Substantial Going Concern Doubt
SSA RETAIL: Seeks to Hire Hayward & Associates as Counsel
STEVEN W. DEPASQUALE: Has $294K Offer for West Warwick Property
TAILORED BRANDS: Discloses Substantial Doubt on Going Concern
TPC GROUP: Moody's Lowers CFR to Caa1, Outlook Negative
TRANSATLANTIC PETROLEUM: Has $24.0M Net Loss for March 31 Quarter
TRIUMPH ENERGY: Unsecureds Will Get 10% of Their Claims
TUPPERWARE BRANDS: $501.3M Senior Notes Cast Going Concern Doubt
TWINLAB CONSOLIDATED: Reports $2.3M Net Loss for March 31 Quarter
URBAN-GRO INC: Posts $1.7-Mil. Net Loss for Quarter Ended March 31
URSA PICEANCE: Hires Prime Clerk as Claims and Noticing Agent
URTHECAST CORP: Gets Initial Stay Order Under CCAA
VECTOR SINCE 1989: Case Summary & 20 Largest Unsecured Creditors
VENTURE VANADIUM: Reports $185,000 Net Loss for April 30 Quarter
VERUS INTERNATIONAL: Has $7.3M Net Loss for the April 30 Quarter
VIAD CORP: Discloses Substantial Doubt on Staying as Going Concern
WADSWORTH ESTATES: Unsecureds Will get 100% of Their Claims
WEST COAST VENTURES: Posts $1.1M Net Income for March 31 Quarter
WINDOM RIDGE: Benscoter Buying Wayne Property for $19K
XUEHAI LI: Trustee Selling Interest in 901 West to Zou for $220K
*********
232 SEIGEL: Hires Backenroth Frankel as Counsel
-----------------------------------------------
232 Seigel Acquisition, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Backenroth Frankel & Krinsky, LLP, as counsel to the
Debtors.
232 Seigel Acquisition requires Backenroth Frankel to:
a. provide each Debtor with legal counsel regarding its powers
and duties as a debtor-in possession in the continued
operation of its business and management of its property
during the Chapter 11 case;
b. prepare on behalf of each Debtor all necessary
applications, answers, orders, reports, and other legal
documents which may be required with the Chapter 11 case;
c. provide each Debtor with legal services regarding
formulating and negotiating a plan of reorganization with
creditors; and
d. perform such other legal services for each Debtor as
required during the Chapter 11 case, including but not
limited to, the institution of actions against third
parties, objections to claims, and the defense of actions
which may be brought by third parties against each Debtor.
Backenroth Frankel will be paid at these hourly rates:
Attorneys $585 to $655
Paralegals $125
Prior to the petition date, the Debtors paid Backenroth Frankel a
retainer in the amount of $34,218.
Backenroth Frankel will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mark A. Frankel, partner of Backenroth Frankel & Krinsky, 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.
Backenroth Frankel can be reached at:
Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
800 Third Avenue
New York, NY 10022
Tel: (212) 593-1100
About 232 232 Seigel Acquisition
232 Seigel Acquisition classifies its business as Single Asset Real
Estate (as defined in 11 U.S.C. Section 101(51B)). 232 Seigel
Acquisition is the owner of fee simple title to certain real
property in Brooklyn, New York, having a comparable sale value of
$18 million.
232 Seigel Development LLC and 232 Seigel Acquisition LLC sought
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-22844 to
20-22845) on July 14, 2020.
232 Seigel Acquisition disclosed total assets of $18,000,000 and
total liabilities of $7,112,316.
The Hon. Robert D. Drain is the case judge.
The Debtors tapped Mark Frankel, Esq., at BACKENROTH FRANKEL &
KRINSKY, LLP, as counsel.
26088 DUVAL: Case Summary & 12 Unsecured Creditors
--------------------------------------------------
Debtor: 26088 Duval LLC
5150 El Camino Real, Suite E-20
Los Altos, CA 94022
Business Description: 26088 Duval LLC is enaged in activities
related to real estate.
Chapter 11 Petition Date: September 22, 2020
Court: United States Bankruptcy Court
Northern District of California
Case No.: 20-51410
Judge: Hon. Elaine M. Hammond
Debtor's Counsel: E. Vincent Wood, Esq.
THE LAW OFFICES OF E. VINCENT WOOD
1501 N. Broadway, Suite 261
Walnut Creek, CA 94596
Tel: (925) 278-6680
Fax: (925) 955-1655
E-mail: vince@woodbk.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Vahe Tashjian, managing member.
A copy of the petition containing, among other items, a list of the
Debtor's 12 unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ENKELAI/26088_Duval_LLC__canbke-20-51410__0001.0.pdf?mcid=tGE4TAMA
AAC HOLDINGS: Seeks Court Approval to Hire Inspector
----------------------------------------------------
David N. Crapo, the appointed patient care ombudsman of AAC
Holdings, Inc. and its debtor affiliates, seeks approval from the
U.S. Bankruptcy Court for the District of Delaware to employ Nancy
O'Brien Albus as inspector.
Mr. Crapo requires Nancy Albus to inspect substance abuse treatment
centers operated by the Debtors at Grand Prairie, Texas and Etta
and Oxford, Mississippi.
Nancy Albus will be paid at her current hourly rate of $200. She
will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Nancy O'Brien Albus disclosed in court filings that she is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
She can be reached at:
Nancy O'Brien Albus
HEART TO HEART THERAPY
325 North Kirkwood Road, Suite G-4
Kirkwood, MO 63122
Telephone: (314) 526-2550
About AAC Holdings
AAC Holdings, Inc. and its affiliates provide inpatient and
outpatient substance use treatment services for individuals with
drug addiction, alcohol addiction and co-occurring mental or
behavioral health issues. They also provide clinical diagnostic
laboratory services and provide physician services to clients.
AAC Holdings and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-11648) on
June 20, 2020. The Debtors disclosed $449.35 million in assets and
$517.40 million in liabilities as of Feb. 29, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Greenberg Traurig, LLP as bankruptcy counsel;
Chipman Brown Cicero & Cole, LLP as conflicts counsel; and Cantor
Fitzgerald as investment banker. Donlin, Recano & Company, Inc., is
the Debtors' notice, claims and balloting agent and administrative
advisor.
David N. Crapo was appointed as patient care ombudsman of AAC
Holdings, Inc. and its debtor affiliates.
AIRNET TECHNOLOGY: Receives Deficiency Letter from Nasdaq
---------------------------------------------------------
AirNet Technology Inc., formerly known as AirMedia Group Inc.,
received a notification letter dated Sept. 16, 2020 from the
Listing Qualifications Department of The Nasdaq Stock Market Inc.
notifying that the Company is no longer in compliance with the
Nasdaq Listing Rule 5550(b)(1) for continued listing due to its
failure to maintain a minimum of $2.5 million in stockholders'
equity. In the Company's Form 20-F for the fiscal year ended Dec.
31, 2019, the Company reported a negative stockholders' equity of
approximately $19 million. Nasdaq also determined that the Company
does not meet the alternatives of market value of listed securities
or net income from continuing operations for continued listing.
The Deficiency Letter does not result in the immediate delisting of
the Company's ordinary shares represented by American depositary
shares on the Nasdaq Capital Market. The Company has 45 calendar
days from the date of the Deficiency Letter, or until Nov. 2, 2020,
to submit a plan to Nasdaq to regain compliance with the minimum
stockholders' equity standard. If the Compliance Plan is accepted
by Nasdaq, the Company may be granted a compliance period of up to
180 calendar days from the date of the Deficiency Letter to
evidence compliance. However, since Nasdaq previously notified the
Company that its bid price compliance period expires on Dec. 10,
2020, the Compliance Plan shall also set forth a plan to address
the minimum bid price requirement by such date.
The Company's management is looking into various options available
to regain compliance and maintain its continued listing on the
Nasdaq Capital Market. The Company intends to submit the
Compliance Plan as soon as practicable.
This announcement is made in compliance with the Nasdaq Listing
Rule 5810(b), which requires prompt disclosure of receipt of a
notification of deficiency.
About AirNet Technology
Incorporated in 2007 and headquartered in Beijing, China, AirNet
Technology Inc., formerly known as AirMedia Group Inc., provides
in-flight solutions to connectivity, entertainment and digital
multimedia in China. AirNet -- http://ir.ihangmei.com-- empowers
Chinese airlines with Internet connections through a network of
satellites and land-based beacons, provides airline travelers with
interactive entertainment and a coverage of breaking news, and
furnishes corporate clients with advertisements tailored to the
perceptions of the travelers.
Marcum Bernstein & Pinchuk LLP, in Beijing, China, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated Sept. 14, 2020, citing that the Company has a
significant working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
AirNet reported a net loss of $33.90 million for the year ended
Dec. 31, 2019, compared to a net loss of $93.42 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had
$97.71 million in total assets, $116.7 million in total
liabilities, and a total deficit of $18.96 million.
AMINE LLC: Seeks Court Approval to Hire Accountant
--------------------------------------------------
Amine, LLC, dba Super Stop, seeks approval from the U.S. Bankruptcy
Court for the Southern District of Alabama to employ James A. Keck
as its accountant.
The firm will render these professional services to the Debtor:
(a) Prepare all various Federal and State Income Tax returns.
(b) Keep and prepare financial records of the business.
(c) Prepare profit and loss worksheets.
(d) Balance the books.
(e) Other.
Mr. Keck will be paid at his hourly rate of $150.
James A. Keck disclosed in court filings that he is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Mr. Keck can be reached at:
James A. Keck, P.C.
5920 Grelot Road, Suite D-1
Mobile, AL 36609
Telephone: (251) 380-0709
Facsimile: (251) 380-2047
E-mail: jkeck@jkeckpc.com
About Amine LLC
Amine, LLC is a Mobile, Ala.-based convenience store, which
conducts business under the name Super Stop.
Amine sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Ala. Case No. 20-11953) on Aug. 6, 2020. At the time
of the filing, the Debtor had estimated assets of less than $50,000
and liabilities of between $100,001 and $500,000.
Barry A. Friedman & Associates, PC is the Debtor's legal counsel.
AV LOYALTY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
AV Loyalty Bermuda Ltd. 20-12255
Kim Armstrong Park Place
55 Par-la-ville Road
Hamilton, Bermuda HM11
Aviacorp Enterprises S.A. 20-12256
c/o Alfaro, Ferrer & Ramirez;
AFRA Building
Samuel Lewis Avenue and 54th Street
Panama
Business Description: The Debtors operate in the scheduled air
transportation industry. The Debtors are
affiliates of Avianca Holdings S.A., which
sought bankruptcy protection on May 10, 2020
(Bankr. S.D.N.Y. Case No. 20-11133).
Chapter 11 Petition Date: September 21, 2020
Court: United States Bankruptcy Court
Southern District of New York
Debtors' Counsel: Evan R. Fleck, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Tel: (212) 530-5000
Email: efleck@milbank.com
Estimated Assets
(on a consolidated basis): $1 billion to $10 billion
Estimated Liabilities
(on a consolidated basis): $1 billion to $10 billion
The petitions were signed by Adrian Neuhauser, authorized
signatory.
AV Loyalty stated it has no known unsecured creditors.
Aviacorp Enterprises listed Grupo Taca Holdings Limited as its sole
unsecured creditor holding a claim of $900,000.
Copies of the petitions are available for free at
PacerMonitor.com:
https://www.pacermonitor.com/view/GNFZAQY/AV_Loyalty_Bermuda_Ltd__nysbke-20-12255__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/GLTOLQA/Aviacorp_Enterprises_SA__nysbke-20-12256__0001.0.pdf?mcid=tGE4TAMA
BLUBELLE LLC: Seeks Approval to Tap Appraiser, Valuation Expert
---------------------------------------------------------------
Blubelle LLC seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to employ Bullock Appraisal & Consulting as
appraiser and valuation expert.
The Debtor desires to employ Bullock Consulting to prepare
appraisal reports for the Debtor's real property assets located at
821 Peachy Canyon Circle #204, Las Vegas, Nevada 89144; 2071
Hussium Hills Street #201, Las Vegas, Nevada 89108; 100 Pulsipher
Lane #4209, Mesquite, Nevada 89027; and 2532 Willow Wren Drive,
North Las Vegas, Nevada 89084.
Bullock Consulting will charge a flat fee of $2,800.00 to prepare
appraisal reports for all four properties. For additional services,
the firm will charge $450.00 per hour for testimony and $400.00 per
hour for consultation and other services.
Tori Bullock of Bullock Appraisal & Consulting disclosed in court
filings that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Tori Bullock
BULLOCK APPRAISAL & CONSULTING
5841 East Charleston Boulevard, Suite 230 #192
Las Vegas, NV 89142
Telephone: (702) 360-2168
Facsimile: (702) 360-2169
About Blubelle LLC
Blubelle LLC filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. Case No. D. Nev. Case No. 20-11225) on
March 3, 2020, listing $500,001 to $1 million in assets and
$100,001 to $500,000 in liabilities. Ryan A. Andersen, Esq. at
Andersen Law Firm serves the Debtor as counsel.
BOYCE HYDRO: Hires Stretto as Claims and Noticing Agent
-------------------------------------------------------
Boyce Hydro, LLC, and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the Eastern District of Michigan to
employ Stretto, as claims and noticing agent to the Debtors.
Boyce Hydro requires Stretto to:
(a) assist the Debtor with the preparation and distribution of
all required notices and documents in accordance with the
Bankruptcy Code and the Bankruptcy Rules in the form and
manner directed by the Debtor and/or the Court, including:
(i) notice of any claims bar date, (ii) notice of any
proposed sale of the Debtor's assets, (iii) notices of
objections to claims and objections to transfers of
claims, (iv) notices of any hearings on a disclosure
statement and confirmation of any plan of reorganization,
including under Bankruptcy Rule 3017(d), (v) notice of the
effective date of any plan, and (vi) all other notices,
orders, pleadings, publications and other documents as the
Debtor, Court, or Clerk may deem necessary or appropriate
for an orderly administration of this chapter 11 case;
(b) maintain an official copy of the Debtor's schedules of
assets and liabilities and statements of financial affairs
(collectively, the "Schedules"), listing the Debtor's
known creditors and the amounts owed thereto;
(c) maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002(i), (j) and (k) and those parties
that have filed a notice of appearance pursuant to
Bankruptcy Rule 9010; update and make said lists available
upon request by a party-in-interest or the Clerk;
(d) furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a
proof of claim, after such notice and form are approved by
the Court, and notify said potential creditors of the
existence, amount and classification of their respective
claims as set forth in the Schedules, which may be
effected by inclusion of such information (or the lack
thereof, in cases where the Schedules indicate no debt due
to the subject party) on a customized proof of claim form
provided to potential creditors;
(e) maintain a post office box or address for receiving claims
and returned mail, and process all mail received;
(f) for all notices, motions, orders or other pleadings or
documents served, prepare and file or cause to be filed
with the Clerk an affidavit or certificate of service
within seven days of service which includes (i) either
a copy of the notice served or the docket number(s) and
title(s) of the pleading(s) served, (ii) a list of persons
to whom it was mailed (in alphabetical order) with their
addresses, (iii) the manner of service, and (iv) the date
served;
(g) process all proofs of claim received, including those
received by the Clerk, check said processing for accuracy,
and maintain the original proofs of claim in a secure
area;
(h) maintain the official claims register (the "Claims
Register") on behalf of the Clerk; upon the Clerk's
request, provide the Clerk with a certified, duplicate
unofficial Claims Register; and specify in the Claims
Register the following information for each claim
docketed: (i) the claim number assigned, (ii) the date
received, (iii) the name and address of the claimant and
agent, if applicable, who filed the claim, (iv) the
address for payment, if different from the notice address;
(v) the amount asserted, (vi) the asserted
classification(s) of the claim (e.g., secured, unsecured,
priority, etc.), and (vii) any disposition of the claim;
(i) implement necessary security measures to ensure the
completeness and integrity of the Claims Register and the
safekeeping of the original claims;
(j) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
(k) relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Stretto,
not less than weekly;
(l) upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk
copies of the Claims Registers for the Clerk's review
(upon the Clerk's request);
(m) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and/or changes to
the claims register and any service or mailing lists,
including to identify and eliminate duplicative names and
addresses from such lists;
(n) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding this chapter 11 case as directed by the
Debtor or the Court, including through the use of a case
website and/or call center;
(o) provide consulting services regarding crisis
communications, claims analysis and reconciliation,
contract review and analysis, case research, public
securities, preparation of the Debtors' Schedules and
gather data in conjunction therewith, depository
management, treasury services, confidential online
workspaces or data rooms;
(p) if this chapter 11 case is converted to a case under
chapter 7 of the Bankruptcy Code, contact the Clerk's
office within three (3) days of notice to Stretto of
entry of the order converting the case;
(q) within 14 days of entry of an order dismissing these
chapter 11 cases, or within 28 days of entry of a Final
Decree, forward to the Clerk an electronic version of all
imaged claims, upload the creditor mailing list into
CM/ECF, and docket a final Claims Register; and
(r) provide such other claims, noticing, processing,
solicitation, balloting, and other administrative services
described in the Services Agreement, that may be requested
from time to time by the Debtors, the Court, or the Clerk.
Stretto will be paid at these hourly rates:
Director of Solicitation $230
Solicitation Associate $209
COO and Executive VP No charge
Director $192-$230
Associate/Senior Associate $65-$182
Analyst $30-$60
Stretto will be paid a retainer in the amount of $10,000.
Stretto will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sheryl Betance, managing director of corporate restructuring of
Stretto, 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.
Stretto can be reached at:
Sheryl Betance
STRETTO
410 Exchange, Ste. 100
Irvine, CA 92602
Tel: (714) 716-1872
E-mail: sheryl.betance@stretto.com
About Boyce Hydro
Boyce Hydro LLC is an Edenville dam that was privately owned and
operated by Boyce Hydro Power, a company based in Edenville, which
also owned three other hydroelectric facilities.
On July 31, 2020, Boyce Hydro, LLC, and Boyce Hydro Power, LLC,
sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 20-21214
and 20-21215). Boyce Hydro, LLC, and Boyce Hydro Power were each
estimated to have $10 million to $50 million in assets and $1
million to $10 million in liabilities as of the bankruptcy filing.
GOLDSTEIN & MCCLINTOCK LLP, led by Matthew E. McClintock, Esq., is
the Debtors' counsel.
BRIDGEWATER HOSPITALITY: $4.25M Sale of Houston Property Approved
-----------------------------------------------------------------
Judge Jeffrey P. Nurman of the U.S. Bankruptcy Court for the
Southern District of Texas authorized Bridgewater Hospitality,
LLC's sale of the real property located at 220 Greens Landing
Drive, Houston, Texas and the adjacent unimproved land to Adcon
Petroleum, LLC for $4.25 million.
The sale is free and clear of all liens, claims and encumbrances.
Such liens, claims and encumbrances to attach to the proceeds of
sale. The reasonable and necessary closing costs will be paid at
closing along with the real estate broker's commission and the US
Trustee's fees. The balance will be retained pending further order
of the Court regarding distribution of such sale proceeds.
The 2019 ad valorem taxes will be paid at closing.
The liens securing payment of the 2020 ad valorem taxes will remain
attached to the property to secure payment of all ad valorem
property taxes assessed on the property for the 2020 tax year and
any penalties and interest that may accrue thereon.
The Buyer will be responsible for the transfer of the Franchise
Agreement. It must pay all amounts owed to Best Western under the
Best Western Franchise Agreement before Debtor will be allowed to
transfer the Best Western Franchise Agreement.
The Debtor must obtain approval from Best Western in accordance
with the terms of the Best Western Franchise Agreement before
Debtor may assign the Best Western Franchise Agreement.
There will be no 14-day delay in the effectiveness of the Order of
Sale.
About Bridgewater Hospitality
Bridgewater Hospitality, LLC, is a privately held company in the
traveller accommodation industry.
Bridgewater Hospitality, LLC, filed its voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
20-31546) on March 2, 2020. The petition was signed by Prashant
Patel, manager and general partner. At the time of filing, the
Debtor was estimated to have $1 million to $10 million in both
assets and liabilities. Joyce Lindauer, Esq. at JOYCE W. LINDAUER
ATTORNEY, PLLC, is the Debtor's counsel.
CAMPBELL SCOTT: Hires Riemer & Braunstein as Counsel
----------------------------------------------------
Campbell Scott LLC, seeks authority from the U.S. Bankruptcy Court
for the District of Massachusetts to employ Riemer & Braunstein
LLP, as counsel to the Debtor.
Campbell Scott requires Riemer & Braunstein to:
(a) advise the Debtor with respect to its powers and duties as
debtor-in-possession and the continued management and
operation of its business and assets;
(b) attend meetings and negotiating with representatives of
creditors and other parties-in-interest and responding to
creditor inquiries;
(c) advise the Debtor regarding its ability to initiate
actions to collect and recover property for the benefit of
its estate;
(d) advise and assist the Debtor in connection with any
potential property disposition;
(e) assist the Debtor in reviewing, estimating and resolving
claims asserted against the Debtor's estate;
(f) negotiate and prepare on behalf of the Debtor a feasible
plan of reorganization and all related documents;
(g) prepare necessary motions, applications, responses,
orders, reports, and documents necessary for the
administration of the estate; and
(h) perform all other bankruptcy-related legal services for
and provide all other legal advice to the Debtor that may
be necessary and proper in this proceeding.
Riemer & Braunstein will be paid based upon its normal and usual
hourly billing rates. Riemer & Braunstein will be paid a retainer
in the amount of $12,500. It will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alan L. Braunstein, partner of Riemer & Braunstein 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.
Riemer & Braunstein can be reached at:
Alan L. Braunstein, Esq.
RIEMER & BRAUNSTEIN LLP
100 Cambridge Street
Boston, MA 02114
Tel: (617) 523-9000
Fax: (617) 880-3456
E-mail: abraunstein@riemerlaw.com
About Campbell Scott LLC
Campbell Scott LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D. Mass. Case No. 20-40883) on Aug. 30, 2020, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by RIEMER & BRAUNSTEIN LLP.
CECILIA B. KEMPTON: Shkuro Buying Westhampton Property for $2.5M
----------------------------------------------------------------
Cecilia B. Kempton asks the U.S. Bankruptcy Court for the Eastern
District of New York to authorize the sale of the real property
located at 28 Jagger Lane, Westhampton, New York to Yuri Shkuro for
$2,495,000.
Shortly after being retained, the ability of Co-Brokers Brown
Harris Stevens Westhampton, LLC and Scala Properties to show the
Property to prospective purchasers was severely limited due to
restrictions put in place on account of the Coronavirus pandemic.
Immediately upon the easing of these restrictions, the Co-Brokers
continued to aggressively market the Property for sale.
The result of Co-Brokers' rigorous sale process an offer to
purchase the Property at a purchase price of $2,495,000, as
memorialized in the Residential Contract of Sale between the Debtor
and the Purchase. Upon execution of the Residential Contract of
Sale, the Purchaser provided the Debtor with the required $249,500
down payment.
As set forth therein, the Residential Contract of Sale provides,
among other things, for a closing on Oct. 15, 2020. The
Residential Contract of Sale also provides for a mortgage
commitment contingency which conditions Purchaser’s obligations
under the Residential Contract of Sale upon Purchaser procuring a
30-year mortgage in the amount of $1,996,000. The sale will be
free and clear of all Liens.
The Debtor submits that the sale of the Property to the Purchaser
pursuant to the Residential Contract of Sale will provide the
estate with the means to confirm the Debtor's proposed Chapter 11
Plan of Reorganization. Specifically, she submits that the
proceeds of sale will be sufficient to pay, in full on the
Effective Date of the plan, all allowed claims secured by the
Property, all administrative expense claims and all unsecured
claims, as well as to fund any disputed claims reserve.
As set forth in the proposed plan, the only remaining creditors are
the two mortgagees secured by real property located at 256 St.
James Ave., St. Simons Island, Georgia in which the Debtor's owns a
50% tenancy in the entirety interest, which mortgagees will
continue to paid over time in accordance with the terms of their
respective mortgages. In short, consummation of the proposed sale
would allow for a 100% distribution to all creditors and,
therefore, should be approved.
To preserve the value of the Debtor's estate and limit the costs of
administering the estate, it is critical that the Debtor close on
the sale as soon as possible after all closing conditions have been
met or waived. Accordingly, the Debtor asks that the Court waives
the 10-day stay period under Bankruptcy Rules 6004(h), or in the
alternative, if an objection to the sale of the Property is filed,
reduce the stay period to the minimum amount of time reasonably
required by the objecting party to file its appeal.
A hearing on the Motion is set for Oct. 7, 2020 at 11:30 a.m. The
Objection Deadline is Sept. 30, 2020 at 5:00 p.m.
A copy of the Agreement is available at
https://tinyurl.com/yy98xzgk from PacerMonitor.com free of charge.
About Cecilia B. Kempton
Cecilia B. Kempton sought Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 19-78292) on Dec. 6, 2019.
On March 2, 2020, the Court appointed Brown Harris Stevens
Westhampton, LLC and Scala Properties as Co-Brokers.
CELADON GROUP: Hires Investment Recovery as Tax Consultant
----------------------------------------------------------
Celadon Group, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
Investment Recovery Group, LLC, as tax recovery consultant to the
Debtors.
Celadon Group requires Investment Recovery to:
(a) gather information related to, identify, recover and
collect any tax refunds, tax rebates, overpayments, tax
attributes or any other payment that are due, or will
become due, to the Debtors (collectively, the "Tax
Assets") from various US taxing authorities, including but
not limited to, the Internal Revenue Service, Department
of Treasury, Social Security Administration and/or
Department of Commerce (collectively, the "Taxing
Authorities"); and
(b) if the Debtors seek to obtain or recover a Tax Asset from
a Taxing Authorities, the Firm will prepare necessary
documents and filings such as amended tax returns or other
necessary filings for the Debtors.
Investment Recovery will be paid a contingency fee of 50% of the
Tax Assets collected by Investment Recovery that constitute
previously unrealized assets of the Debtor' estates.
Daniel Grotenhuis, partner of Investment Recovery 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 does
not represent any interest adverse to the Debtors and their
estates.
Investment Recovery can be reached at:
Daniel Grotenhuis
Investment Recovery Group, LLC
836 Anacapa Street, Suite 51
Santa Barbara, CA 93101
E-mail: dgrotenhuis@investment-recovery.com
About Celadon Group
Celadon Group, Inc. -- https://celadontrucking.com/ -- is a North
American truckload freight transportation company, primarily
providing point-to-point shipping, warehousing, supply chain
logistics, tractor leasing and other transportation and logistics
services for major customers throughout North America.
Celadon Group and 25 affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-12606) on
Dec. 8, 2019. As of Dec. 2, 2019, the Debtors disclosed $427
million in assets and $391 million in liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Scudder Law Firm, P.C., L.L.O. as special counsel; Alixpartners,
LLP as financial advisor; and Kurtzman Carson Consultants, LLC, as
notice, claims and balloting agent and administrative advisor.
CHESAPEAKE ENERGY: Sets Bidding Procedures for Mid-Con Assets
-------------------------------------------------------------
Chesapeake Energy Corp. and affiliates ask the U.S. Bankruptcy
Court for the Southern District of Texas to authorize the bidding
procedures in connection with the auction sale of their remaining
oil and gas properties and related infrastructure in Oklahoma and
Hemphill County, Texas ("Mid-Con Assets").
In the years prior to commencing these chapter 11 cases, the
Debtors entered into a series of transactions to maximize
operational efficiencies and divest certain non-core assets,
including in Mid-Con. In 2018, the Debtors sold certain acreage,
producing properties, and other related property and equipment in
the Mid-Con, including all of the Debtors' Mississippian Lime
assets. In September 2019, the Debtors began a marketing process
for a final divestiture of Mid-Con assets, however that process was
put on hold in May 2020.
Following the Petition Date, the Debtors, in consultation with the
Consenting Stakeholders, continued to evaluate the potential sale
of the Mid-Con Assets. On Aug. 3, 2020, the Debtors, with the
assistance of Intrepid Partners, LLC, relaunched the Mid-Con
marketing process. To date the Debtors have contacted
approximately 85 parties and executed confidentiality agreements
with approximately 58 potential purchasers, each of which has been
granted access to a data room that contains, among other things, a
form purchase and sale agreement and procedures for submitting
proposals to be considered as a stalking horse bidder. As of the
date of the Motion, the marketing process remains ongoing.
The marketing process and the Bidding Procedures proposed provide
sufficient time for the Debtors to finish marketing the Mid-Con
Assets, receive and evaluate bids, execute a stalking horse
agreement if doing so will maximize the value received for the
Mid-Con Assets, and hold an Auction (if necessary) to determine the
highest or otherwise best bid. The Debtors intend to use the
proceeds of any Mid-Con Asset sale to fund their working capital
needs and distributions under their plan of reorganization. The
marketing process and the Bidding Procedures will result in the
highest or otherwise best available offer for the Mid-Con Assets.
To the extent they move forward with a sale transaction for the
Mid-Con Assets, the Debtors submit that such transaction will be in
the best interest of their estates and their stakeholders.
Accordingly, they ask that the Court grants the relief sought.
The Debtors ask entry of the Bidding Procedures Order: (a)
authorizing and approving the Bidding Procedures; (b) establishing
the following dates and deadlines in connection with the Bidding
Procedures; (c) authorizing them to (i) select one or more bidders
to act as stalking horse bidders and enter into a purchase
agreement with such Stalking Horse Bidder and (ii) in connection
with any Stalking Horse Agreement, (A) provide a break-up fee of up
to 2% of the purchase price contemplated by the Stalking Horse
Agreement, (B) agree to reimburse reasonable and documented
out-of-pocket fees and expenses of the Stalking Horse Bidder up to
1% of the purchase price contemplated by the Stalking Horse
Agreement, and/or (C) provide other appropriate and customary
protections approved by the Court; (d) approving the form and
manner of Sale Notice with respect to the sale of the Mid-Con
Assets free and clear of liens, claims, encumbrances, and other
interests; (e) approving the Assumption and Assignment Procedures;
and (f) granting related relief.
They also ask entry of the Sale Order approving their entry into a
definitive purchase agreement. The Debtors will file a proposed
form of Sale Order and Definitive Purchase Agreement in advance of
the hearing to consider the Sale Order.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Oct. 15, 2020 at 12:00 p.m. (CT)
b. Initial Bid: Each Bid must clearly set forth the purchase
price to be paid, including cash and non-cash components, if any,
including any assumption of liabilities.
c. Deposit: 10% of the cash consideration of bid
d. Auction: The Auction, if any, will take place at 10:00 a.m.
(CT) on Oct. 27, 2020, via remote video, or such later date and
time as selected by the Debtors.
e. Bid Increments: $1 million
f. Sale Hearing: Oct. 30, 2020 at 9:30 a.m. (CT)
g. Sale Objection Deadline: Oct. 23, 2020 at 4:00 p.m. (CT)
h. A Secured Creditor will have the right to credit bid all or
a portion of the value of such Secured Creditor's claims.
As soon as practicable after entry of the Bidding Procedures Order,
the Debtors will cause the Sale Notice on the Notice Parties. In
addition, they will publish the Sale Notice, with any modifications
necessary for ease of publication, on one occasion in the New York
Times, the Oklahoman, and the Houston Chronicle, the Billings
Gazette, the Philadelphia Inquirer, the Casper Star-Tribune, the
Canton Repository, and The Advocate to provide notice to any other
potential interested parties.
To facilitate and effectuate the Sale, the Debtors are asking
authority to assign or transfer the Assigned Contracts to the
Successful Bidder. As soon as practicable after entry of the
Bidding Procedures Order, the Debtors will file with the Court and
serve the Cure Notice on Contract Counterparties, and post the Cure
Notice to the case website (https://dm.epiq11.com/chesapeake). The
Cure Objection Deadline is Oct. 23, 2020 at 4:00 p.m. (CT).
The sale will be free and clear of all Encumbrances, including
liens, claims, rights, interests, charges, and encumbrances, with
any such liens, claims, rights, interests, charges, and
encumbrances to attach to the proceeds of the Sale.
To implement the foregoing successfully, the Debtors ask that the
Court enters an order providing that notice of the relief requested
satisfies Bankruptcy Rule 6004(a) and that the Debtors have
established cause to exclude such relief from the 14-day stay
period under
Bankruptcy Rule 6004(h).
A hearing on the Motion is set for Oct. 6, 2020 at 10:30 a.m. (CT).
Objections, if any, must be filed within 21 days from the date the
Motion was filed.
A copy of the Agreement and the Bidding Procedures is availablea at
https://tinyurl.com/y4tgdvnk from PacerMonitor.com free of charge.
About Chesapeake Energy
Headquartered in Oklahoma City, Chesapeake Energy Corporation's
(NYSE: CHK) operations are focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.
Chesapeake Energy reported a net loss of $308 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2019, the company had $16.19
billion in total assets, $2.39 billion in total current
liabilities, $9.40 billion in total long-term liabilities, and
$4.40 billion in total equity.
Chesapeake Energy and its affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 20-33233) on June 28, 2020, after
reaching terms of a Chapter 11 plan of reorganization to eliminate
approximately $7 billion of debt.
The Debtors tapped Kirkland & Ellis LLP as legal counsel, Jackson
Walker LLP as co-counsel and conflicts counsel, Alvarez & Marsal as
restructuring advisor, Rothschild & Co and Intrepid Financial
Partners as financial advisors, and Reevemark as communications
advisor. Epiq Global is the claims agent, maintaining the page
http://www.chk.com/restructuring-information.
Wachtell, Lipton, Rosen & Katz serves as legal counsel to
Chesapeake Energy's Board of Directors.
MUFG Union Bank, N.A., the DIP facility agent and exit facilities
agent, has tapped Sidley Austin LLP as legal counsel, RPA Advisors
LLC as financial advisor, and Houlihan Lokey Capital Inc. as
investment banker.
Davis Polk & Wardell LLP and Vinson & Elkins L.L.P. serve as legal
counsel to an ad hoc group of first lien last out term loan lenders
while Perella Weinberg Partners and Tudor, Pickering, Holt & Co.
serve as the group's investment bankers.
Franklin Advisers, Inc., has tapped Akin Gump Strauss Hauer & Feld
LLP as legal counsel, FTI Consulting, Inc. as financial advisor,
and Moelis & Company LLC as investment banker.
On July 9, 2020, the Office of the U.S. Trustee appointed a
committee to represent unsecured creditors in Debtors' Chapter 11
cases. The unsecured creditors' committee has tapped Brown
Rudnick, LLP and Norton Rose Fulbright US, LLP as its legal
counsel, and AlixPartners, LLP as its financial advisor.
On July 24, 2020, the bankruptcy watchdog appointed a committee of
royalty owners. The royalty owners' committee is represented by
Forshey & Prostok, LLP.
CHURCH OF THE DISCIPLES: Seeks to Tap Gary S. Poretsky as Counsel
-----------------------------------------------------------------
Church of the Disciples seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to employ The Law Offices of
Gary S. Poretsky, LLC as its bankruptcy counsel.
The firm will render these services to the Debtor:
(a) advise the Debtor of his rights, powers and duties as
debtor-in-possession;
(b) advise the Debtor regarding matters of bankruptcy law;
(c) represent the Debtor in proceedings and hearings in this
Court;
(d) review the nature and validity of liens asserted against
the property of the Debtor and advise the Debtor of enforceability
of such liens;
(e) prepare on behalf of the Debtor all necessary and
appropriate applications, motions, pleadings, drafter orders,
notices, and other documents, and review all financial and other
reports to be filed in the Debtor's chapter 11 case;
(f) advise the Debtor concerning, and prepare responses to,
applications, motions, pleadings, notices and other papers that may
be filed and served in the Debtor's chapter 11 case; and
(g) perform all other legal services for an on behalf of the
Debtor that may be necessary or appropriate in the administration
of the Debtor's chapter 11 case.
The hourly rates for the firm's attorney time are as follows:
Attorney office time $375
Attorney Court time $450
In addition, the firm will seek reimbursement of actual, necessary
expenses incurred by the firm in connection with the Debtor's
chapter 11 case.
Gary S. Poretsky of The Law Offices of Gary S. Poretsky, LLC
disclosed in court filings that the firm is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Gary S. Poretsky, Esq.
THE LAW OFFICES OF GARY S. PORETSKY, LLC
7 Church Lane Suite 8
Pikesville, MD 21208
Telephone: (410) 404-1725
E-mail: gary@plgmd.com
About Church of the Disciples
Church of the Disciples, a nonprofit corporation, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
20-18368) on September 11, 2020. Judge Michelle M. Harner oversees
the case. The Law Offices of Gary S. Poretsky, LLC is the Debtor's
bankruptcy counsel.
DBL CHECK: Seeks Approval to Hire Bankruptcy Attorney
-----------------------------------------------------
DBL Check, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Texas to employ Frank B. Lyon as attorney.
Mr. Lyon will render these professional services to the Debtor:
(a) give the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the continued operation of
its business and management of its property;
(b) advise the Debtor of its responsibilities under the
Bankruptcy Code and assist with such;
(c) amendment of the voluntary petition and other paperwork
necessary to complete this proceeding;
(d) assist the Debtor in preparing and filing the required
Schedules, Statement of Affairs, Monthly Financial Reports, the
Initial Debtor Report and other documents required by the
Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the
Local Rules of this Court and the administrative procedures of the
Office of the United States Trustee;
(e) represent the Debtor in connection with adversary
proceedings and other contested and uncontested matters, both in
this Court and in other courts of competent jurisdiction,
concerning any and all matters related to these bankruptcy
proceedings and the financial affairs of the Debtor;
(f) represent the Debtor in the negotiation and documentation
of any sales or refinancing of property of the estate, and in
obtaining the necessary approvals of such sales or refinancing by
this Court; and
(g) assist the Debtor in the formulation of a plan of
reorganization and disclosure statement, and in taking the
necessary steps in this Court to obtain approval of such disclosure
statement and confirmation of such plan of reorganization.
Frank B. Lyon's hourly rate is $425 and his legal assistants'
hourly rate is $150.
In addition, Mr. Lyon will be reimbursed for out-of-pocket expenses
incurred in connection with this representation.
Mr. Lyon received a retainer of $3,500 from the Debtor.
Frank B. Lyon disclosed in court filings that he is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
Frank B. Lyon, Esq.
LAW OFFICES OF FRANK B. LYON
3508 Far West Boulevard
Two Far West Plaza, Suite 170
Austin, TX 78731
Telephone: (512) 345-8964
Facsimile: (512) 697-0047
E-mail: frank@franklyon.com
About DBL Check
DBL Check, LLC filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-11029) on
September 13, 2020. Judge Tony M. Davis oversees the case. Frank B.
Lyon, Esq., is the Debtor's counsel.
DEFOOR CENTRE: Seeks Approval to Hire Jennis Law Firm as Counsel
----------------------------------------------------------------
Defoor Centre, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to employ David Jennis, P.A.
d/b/a Jennis Law Firm as counsel.
The firm will render these professional services to the Debtor:
(a) take all necessary action to protect and preserve the
estate of the Debtor;
(b) prepare, on behalf of the Debtor, any applications,
answers, orders, reports, and/or papers in connection with the
administration of the estate;
(c) counsel the Debtor with regard to its rights and
obligations as a debtor-in-possession;
(d) prepare and file schedules of assets and liabilities;
(e) prepare and file a chapter 11 plan and corresponding
disclosure statement; and
(f) perform all other necessary legal services in connection
with this chapter 11 case.
The firm's current hourly rates range as follows:
Paralegals and law clerks $120 - $200
Attorneys $275 - $500
To the best of the Debtor's knowledge, the firm and its attorneys
are "disinterested persons" as that term is defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
David S. Jennis, Esq.
JENNIS LAW FIRM
606 East Madison Street
Tampa, FL 33602
Telephone: (813) 229-2800
Facsimile: (813) 405-4046
E-mail: djennis@jennislaw.com
ecf@jennislaw.com
About Defoor Centre
Defoor Centre, LLC owns a real property located at 1710 Defoor Ave.
NW, Atlanta, known as The Defoor Center (www.defoorcentre.com). The
property is an events venue ideal for private weddings, mitzvahs,
corporate meetings and parties.
Defoor Centre sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 20-04273) on June 1, 2020. The
petition was signed by Deborah Eason, its member. At the time of
the filing, the Debtor disclosed total assets of $3,588,000 and
total liabilities of $3,349,560. Judge Michael G. Williamson
oversees the case. The Debtor is represented by Jennis Law Firm.
DESOTO HOLDING: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Desoto Holding LLC
1156 58th Street
Brooklyn, NY 11219
Chapter 11 Petition Date: September 22, 2020
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 20-43388
Debtor's Counsel: Isaac Nutovic, Esq.
NUTOVIC & ASSOCIATES
261 Madison Avenue, 26th Floor
New York, NY 10016
Tel: 212-421-9100
Email: inutovic@nutovic.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Moshe Fridman, chief executive officer.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/4JUJGQA/Desoto_Holding_LLC__nyebke-20-43388__0001.0.pdf?mcid=tGE4TAMA
DESOTO OWNERS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Desoto Owners LLC
1156 58th Street
Brooklyn, NY 11219
Case No.: 20-43387
Business Description: Desoto Owners LLC is a Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 22, 2020
Court: United States Bankruptcy Court
Eastern District of New York
Debtor's Counsel: Isaac Nutovic, Esq.
NUTOVIC & ASSOCIATES
261 Madison Avenue, 26th Floor
New York, NY 10016
Tel: 212-421-9100
E-mail: unutovic@nutovic.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Moshe Fridman, chief executive officer.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/4CMCSFY/Desoto_Owners_LLC__nyebke-20-43387__0002.0.pdf?mcid=tGE4TAMA
EDWARD DAWSON: Gomez Buying 2 Warden Properties for $3K Each Cash
-----------------------------------------------------------------
Edward A. Dawson and Marcia A. Meade ask the U.S. Bankruptcy Court
for the Eastern District of Washington to authorize the sale of the
following real properties to Amy Gomez for $3,000 each, cash:
a. Property No. 1: Commonly known as S. Madison Street,
Warden, Washington, legally described as Lots 4 through 7,
inclusive, Block 43, Grand Coulee Addition to Warden, according to
the plat thereof recorded in Volume 2 of Plats, Page(s) 101 and
102, records of Grant County, Washington, Parcel NO. 060990000
("Madison Lots"); and
b. Property No. 2: Commonly known as 8th Avenue W, Warden,
Washington, legally described as Lots 1 through 5, Block 69, Second
Addition to Warden, according to the plat thereof recorded in
Volume 2 of Plat, page 104, records of Grant County, Washington,
Parcel No. 060585000 ("8th Ave Lots").
The sale will be free and clear of liens and interests, including,
but not limited to, the following: Liens, Judgments and Warrants
identified as numbers 6 through 11 on both Exhibit 1 and Exhibit 2.
The Liens will attach to the proceeds of sale.
The Debtors further ask the Court for an Order that at closing, the
following disbursements will be made to the extent net sales
proceeds are available:
1. A 10% real estate commission will be paid to realtors Joyce
DeLeon of Gary Mann Real Estate and Susan Wade of Unlock Moses Lake
Real Estate; and
2. General real estate taxes shown as number 2 on Exhibit 1
and Exhibit 2.
The Debtors further ask the Court for an Order shortening the time
period to object to their proposal to a period equal to 12 days
from mailing the Notice.
A copy of the Exhibits is available at https://tinyurl.com/y6clnhbe
from PacerMonitor.com free of charge.
Edward A. Dawson and Marcia A. Meade sought Chapter 11 protection
(Bankr. E.D. Wash. Case No. 18-01857) on June 29, 2018. The
Debtors tapped Dan O'Rourke, Esq., at Southwell & O'Rourke, as
counsel.
ELMORE REALTY: Amended Request to Sell Holland Property Mooted
--------------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts deemed moot Elmore Realty Services, LLC's
amended request to sell the real property located at 33 Lee Avenue,
Holland, Massachusetts to Lee Ave Peninsula Trust for $350,000.
The Debtor proposed to sell the Property free and clear of all
liens, encumbrances, charges and claims of every kind and
description.
A Second Amended Motion to Sell has been filed.
About Elmore Realty Services
Elmore Realty Services, LLC, sought Chapter 11 protection (Bankr.
D. Mass. Case No. 19-30151) on Feb. 27, 2019. In the petition
signed by manager Jennifer Elmore, the Debtor was estimated to have
assets and liabilities in the range of $500,001 to $1 million. The
Debtor tapped Louis S. Robin, Esq., at Law Offices of Louis S.
Robin, as counsel.
FM COAL: Selling Inoperable, Obsolete & Inefficient Equipment
-------------------------------------------------------------
FM Coal, LLC, and its affiliates, ask the U.S. Bankruptcy
Administrator for the Northern District of Alabama to authorize
them to sell inoperable, obsolete and/or inefficient equipment in
the ordinary course of business to third-party purchasers free and
clear of liens, claims, or encumbrances.
The Debtors ask authority to sell various pieces of inoperable
equipment that are secured by liens held by KeyBank National
Association as collateral agent for itself Sumitomo Mitsui Banking
Corp., and Caterpillar Financial Services Corp. pursuant to that
certain Credit Agreement dated as of Sept. 1, 2017. They ask
authority to enter into various sales of their inoperable, obsolete
and/or inefficient equipment in the ordinary course of business and
without further order of the Court and to use the sale proceeds to
either purchase replacement equipment or refurbish existing
equipment.
The single greatest challenge faced by the Debtors is the state of
their equipment fleet, which is essential to their day-to-day
mining operations. It is of paramount importance that the Debtors
be able to have reliable, efficient and operable equipment.
However, in order to efficiently generate the necessary capital to
purchase replacement equipment or refurbish existing equipment, the
Debtors seek, out of an abundance of caution, authority to enter
into future sales of their Equipment without further Court order so
that they may use the sale proceeds to purchase replacement and/or
upgrade equipment.
In light of the Lenders' consent and because the Prepetition
Secured Parties could be compelled to accept a money satisfaction
of the Equipment in exchange for their lien, section 365(f)(5) of
the Bankruptcy Code permits the Debtors to sell the Equipment free
and clear without approval of any of the Prepetition Secured
Parties.
The Debtors will serve notice of the Motion on all creditors of the
Debtors, including the Prepetition Secured Parties. Therefore,
they ask that they be authorized to sell any Equipment free and
clear of all encumbrances and interests, with the proceeds of any
such sale being authorized: (a) with respect to the first $2
million of aggregate gross sale proceeds, solely for reinvestment
into new or existing equipment that will be subject to the
Prepetition Secured Parties' existing first priority liens and,
thereafter, to be paid over to the Prepetition Secured Parties and
applied in accordance with the Credit Agreement unless the parties
agree otherwise or the Court otherwise orders.
Furthermore, prior to the Debtors' sale of any Equipment or use of
any sale proceeds from the Equipment, the Debtors will provide each
of the Prepetition Secured Parties with five days written notice of
their proposed sale and specifically intended use of such proceeds
in order to allow KeyBank the opportunity to confirm that the
proposed sale price is acceptable and that the sale proceeds are
being used in compliance with an Order granting the Motion.
In the event that a Prepetition Secured Party asserts that the
proposed sale price is not acceptable or that the sale proceeds are
not being used as authorized by an Order granting the Motion, the
Debtors propose that such Prepetition Secured Party be entitled to
seek relief from the Court, on an expedited basis, regarding their
use of the sale proceeds. While such objection or related pleading
is pending before the Court, the Debtors will be prohibited from
selling the property at issue or using the sale proceeds until such
time as the objection is overruled by the Court or such Prepetition
Secured Party otherwise consents.
Further, to the extent that Equipment sale proceeds are received by
the Debtors, the Debtors will maintain such proceeds in a
segregated bank account subject to the Prepetition Secured Parties'
lien until such proceeds are spent in accordance with the Motion.
A copy of the Credit Agreement is available at
https://tinyurl.com/y3jbdjsb from PacerMonitor.com free of charge.
About FM Coal LLC
FM Coal, LLC and its affiliates are engaged in the business of
extracting, processing and marketing metallurgical coal and thermal
coal from surface mines. Their customers include steel and coke
producers, industrial customers and electric utilities.
On Sept. 1, 2020, FM Coal and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Lead Case
No. 20-02783). Judge Tamara O. Mitchell oversees the cases.
At the time of the filing, Debtors had estimated assets of between
$10 million and $50 million and liabilities of between $50 million
and $100 million.
The Debtors tapped Waller Lansden Dortch & Davis, LLP as their
bankruptcy counsel, Aurora Management Partners as financial
Advisor, and Donlin Recano & Company, Inc. as claims, solicitation
and balloting agent.
GENNADY MOSHKOVICH: Sept. 30 Hearing on Trustee Appointment
-----------------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California denied Gennady Moshkovich's request to
extend deadline to file a motion to sell real property.
A hearing on the Motion was held on Sept. 16, 2020 at 11:00 a.m.
A hearing in the case will be held via Zoom on Sept. 30, 2020 at
11:00 a.m. to show cause why a chapter 11 trustee should not be
appointed or case converted to chapter 7 based on the Debtor's
failure to sufficiently market the property for sale.
The responses, if any, to the Order to Show Cause will be filed
with the Court not later than Sept. 28, 2020, with any replies due
at the time of hearing. Any objections not filed may be deemed
waived.
Gennady Moshkovich sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 20-11547) on Feb. 12, 2020. The Debtor tapped David
Golubchik, Esq., as counsel.
GNC HOLDINGS: $760M Sale of All Assets to Harbin Pharma Approved
----------------------------------------------------------------
Judge Karen B. Owens of the U.S. Bankruptcy Court for the District
of Delaware authorized GNC Holdings, Inc. and its debtor-affiliates
to sell substantially all their assets to Harbin Pharmaceutical
Group Holding Co., Ltd. or its designee for $760 million.
The sale is free and clear of all Interests of any kind or nature
whatsoever. All such Interests will attach solely to the proceeds
of the Sale.
Timely filed objections to the Sale are adjourned solely with
respect to the issue of the proper amount of Cure Costs and not any
other issue to Sept. 29, 2020 and the rights of the parties with
respect to such issue are expressly preserved.
The Stalking Horse Agreement and the Transaction Documents,
including, in each case, any amendments, supplements and
modifications thereto, and all of the terms and conditions thereof,
are approved.
The transfer of the Assets to the Buyer pursuant to the Stalking
Horse Agreement and Transaction Documents does not require any
consents other than specifically provided for in the Stalking Horse
Agreement or as provided for in the Order. Notwithstanding
anything to the contrary contained in the Sale Order, the cash
proceeds from the Sale, once consummated, will be used in
accordance with the Restructuring Support Agreement to indefeasibly
pay in full the outstanding DIP Facilities Claims at Closing and
the remaining proceeds will be distributed in accordance with the
Amended Plan.
The Debtors' assumption, assignment and transfer to the Buyer of
the Selected Assigned Contracts is hereby authorized and approved
in full.
The Sale Order will not be stayed after the entry, but will be
effective and enforceable immediately upon entry, and the stays
provided in Bankruptcy Rules 6004(h) and 6006(d) are waived and
will not apply. Accordingly, the Debtors are authorized and
empowered to close the Sale and Transaction immediately upon entry
of the Sale Order.
All time periods set forth in the Sale Order will be calculated in
accordance with Bankruptcy Rule 9006(a).
Notwithstanding Bankruptcy Rules 6004(h) and 6006(d), the Sale
Order will be effective and enforceable immediately upon entry and
its provisions will be self-executing.
The Debtors are authorized to change their legal names, and file
any necessary documents to effectuate such name changes, without
further order of the Court. Within three business days of changing
their names, the Debtors will file a motion to change the case
caption pursuant to Local Rule 9004-1(c).
To the extent the Debtors receive, hold, or otherwise come into
possession of any payment or asset that constitutes Purchased
Assets after the Closing, the Debtors will promptly deliver or
otherwise turn over such payment or asset to the Buyer.
A copy of the Agreement is available at
https://tinyurl.com/y59xpxlc from PacerMonitor.com free of charge.
About GNC Holdings
GNC Holdings Inc. -- http://www.gnc.com/-- is a global health and
wellness brand with a diversified omni-channel business. In its
stores and online, GNC Holdings sells an assortment of performance
and nutritional supplements, vitamins, herbs and greens, health and
beauty, food and drink, and other general merchandise, featuring
innovative private-label products as well as nationally recognized
third-party brands, many of which are exclusive to GNC Holdings.
GNC Holdings and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-11662) on
June 23, 2020. Debtors disclosed $1,415,957,000 in assets and
$895,022,000 in liabilities as of March 31, 2020.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Latham
& Watkins, LLP as legal counsel; Evercore Group, LLC as investment
banker and financial advisor; FTI Consulting, Inc. as financial
advisor; and Prime Clerk as claims and noticing agent. Torys LLP
is the legal counsel in the Companies' Creditors Arrangement Act
case.
GNC HOLDINGS: Committee Hires Borden Ladner as Canadian Counsel
---------------------------------------------------------------
GNC Holdings, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
Borden Ladner Gervais LLP, as special Canadian counsel to the
Committee.
GNC Holdings requires Borden Ladner to:
(a) provide advice to the Committee with respect to their
rights and duties under Canadian law;
(b) monitor the Canadian Proceedings under the Companies'
Creditors Arrangement Act and preparing on the Committee's
behalf any necessary applications, motions, answers,
replies, discovery requests, forms of orders, reports and
other pleadings and legal documents;
(c) advise the Committee with respect to issues of Canadian
law arising during the course of the operation of their
business; and
(d) perform all other legal services for the Committee that
may be necessary herein.
Borden Ladner will be paid at these hourly rates:
Partners $580 to $990
Associates $435 to $595
Clerks/Paralegals $220
Borden Ladner 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: Borden Ladner Gervais expects to develop a budget
and staffing plan to reasonably comply with the
U.S. Trustee's request for information and
additional disclosures, as to which Borden Ladner
Gervais reserves all rights. The Committee has
approved Borden Ladner Gervais's proposed hourly
billing rates.
Alex MacFarlane, partner of Borden Ladner Gervais 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.
Borden Ladner can be reached at:
Alex MacFarlane
Borden Ladner Gervais LLP
Bay Adelaide Centre, East Tower,
22 Adelaide Street West, Suite 3400
Toronto, Ontario, M5H 4E3
Tel: (416) 367-6000
About GNC Holdings
GNC Holdings Inc. -- http://www.gnc.com/-- is a global health and
wellness brand with a diversified omni-channel business. In its
stores and online, GNC Holdings sells an assortment of performance
and nutritional supplements, vitamins, herbs and greens, health and
beauty, food and drink, and other general merchandise, featuring
innovative private-label products as well as nationally recognized
third-party brands, many of which are exclusive to GNC Holdings.
GNC Holdings and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-11662) on
June 23, 2020. The Debtors disclosed $1,415,957,000 in assets and
$895,022,000 in liabilities as of March 31, 2020.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Latham
& Watkins, LLP as legal counsel; Evercore Group, LLC as investment
banker and financial advisor; FTI Consulting, Inc., as financial
advisor; and Prime Clerk as claims and noticing agent. Torys LLP is
the legal counsel in the Companies' Creditors Arrangement Act
case.
The U.S. Trustee for Region 3 appointed a committee to represent
unsecured creditors in the Chapter 11 cases of GNC Holdings Inc.
and its affiliates. The Committee retained Bayard, P.A., as
co-counsel. Miller Buckfire & Co., LLC and its affiliate Stifel,
Nicolaus & Co., Inc., as investment banker. Berkeley Research
Group, LLC, as financial advisor.
GROM SOCIAL: Stockholders Approve Reverse Stock Split
-----------------------------------------------------
Grom Social Enterprises, Inc. received written consents in lieu of
a meeting of shareholders from the holders of approximately 71.7%
of the Company's voting stock which (i) approved the granting of
authority to the Board to amend the Company's articles of
incorporation to effect a reverse stock split of the issued and
outstanding shares of common stock of the Company, by a ratio of no
less than 1-for-2 and no more than 1-for-25, with the exact ratio
to be determined by the Company's board of directors in its sole
discretion, and with such Reverse Split to be effective at such
time and date, if at all, as determined by the Board in its sole
discretion; and (ii) approved the adoption of the Company's 2020
Equity Incentive Plan.
About Grom Social
Grom -- http://www.gromsocial.com-- is a media, technology and
entertainment company that focuses on delivering content to
children under the age of 13 years in a safe secure Children's
Online Privacy Protection Act compliant platform that can be
monitored by parents or guardians. The Company operates its
business through the following four wholly-owned subsidiaries:
(1) Grom Social, Inc. was incorporated in the State of Florida on
March 5, 2012 and operates its social media network designed for
children under the age of 13 years; (2) TD Holdings Limited
operates through its two subsidiary companies: (i) Top Draw
Animation Hong Kong Limited, a Hong Kong corporation and (ii) Top
Draw Animation, Inc., a Philippines corporation. The group's
principal activities are the production of animated films and
televisions series; (3) Grom Educational Services, Inc. operates
its web filtering services provided to schools and government
agencies; and (4) Grom Nutritional Services, Inc. intends to market
and distribute nutritional supplements to children. GNS has not
generated any revenue since its inception.
Grom Social reported a net loss of $4.59 million for the year ended
Dec. 31, 2019, compared to a net loss of $4.88 million for the year
ended Dec. 31, 2018. As of June 30, 2020, the Company had $17.95
million in total assets, $10.49 million in total liabilities, and
$7.47 million in total stockholders' equity.
BF Borgers CPA PC, in Lakewood, CO, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
June 30, 2019, citing that the Company has incurred significant
operating losses since inception and has a working capital deficit
which raises substantial doubt about its ability to continue as a
going concern.
GRUPO AEROMEXICO: Will Boost International Flights 30% in October
-----------------------------------------------------------------
Daina Beth Solomon and Miguel Angel Gutierrez at Reuters report
that Aeromexico will increase international flights by 30% in
October compared with September, the Mexican airline said in a
statement.
The additional routes will give the carrier, which is undergoing
Chapter 11 bankruptcy proceedings, a presence in 28 countries,
according to report.
About Aeromexico
Grupo Aeromexico, S.A.B. de C.V. -- https://www.aeromexico.com/ --
is a holding company whose subsidiaries are engaged in commercial
aviation in Mexico and the promotion of passenger loyalty
programs.
Aeromexico, Mexico's global airline, has its main hub at Terminal 2
at the Mexico City International Airport. Its destinations network
features the United States, Canada, Central America, South America,
Asia and Europe.
Grupo Aeromexico and three of its subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30,
2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker,
the Debtors reported consolidated assets and liabilities of $1
billion to $10 billion. Timothy Graulich, Esq., of Davis Polk and
Wardell LLP, serves as counsel to the Debtors.
H2 BEVERAGES: Seeks Approval to Tap Eric A. Liepins as Counsel
--------------------------------------------------------------
H2 Beverages, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Texas to employ Eric A. Liepins and the
law firm of Eric A. Liepins, P.C. as counsel.
The Debtor needs legal assistance with regards to the assets and
liabilities of the estate.
The firm's hourly rates are as follows:
Eric A. Liepins $275
Paralegals and Legal Assistants $30 - $50
In addition, the Debtor will reimburse the firm for all reasonable
out-of-pocket expenses incurred in connection with this
representation.
The firm has received a retainer of $5,000 plus the filing fee.
Eric A. Liepins, the sole shareholder with the law firm of Eric A.
Liepins, P.C., disclosed in court filings that the firm is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
About H2 Beverages
H2 Beverages, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
20-41948) on September 14, 2020. Eric A. Liepins, Esq., of the law
firm of Eric A. Liepins, P.C. serves as the Debtor's counsel.
HVI CAT: Approved Bid Procedures for All Assets Modified
--------------------------------------------------------
Judge Martin R. Barash of the U.S. Bankruptcy Court for the
Southern District of New York authorized Michael A. McConnell, the
Chapter 11 Trustee for the estate of HVI Cat Canyon, Inc., to
modify the approved bidding procedures, with the consent of the
Consulting Parties, in connection with the auction sale of
substantially all assets.
Paragraph 26 of the Court's Bidding Procedures Order is modified to
permit service of the Post-Auction Notice by regular mail instead
of by overnight mail on parties to executory contracts and
unexpired leases likely to be assumed and on all parties who have
requested notice pursuant to Local Rule 2002-1.
The modified Paragraph 26 of the Bidding Procedures Order will
read: "26. The form of Post-Auction Notice, substantially in the
form attached as Exhibit 4 to the Motion, is approved. No later
than noon the calendar day after the conclusion of the Auction, if
any, the Trustee will file the Post-Auction Notice identifying any
Successful Bidder(s) on the Court’s docket and, 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
this Case, serve the Post-Auction Notice by regular mail on such
parties and on all parties who have requested notice pursuant to
Local Rule 2002-1."
A copy of the Bidding Procedures is available at
https://tinyurl.com/y59zfdc8 from PacerMonitor.com free of charge.
About HVI Cat Canyon Inc.
HVI Cat Canyon, Inc., is a privately held oil and gas extraction
company based in New York.
HVI Cat Canyon sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 19-12417) on July 25, 2019. In the
petition signed by Alex G. Dimitrijevic, president and COO, the
Debtor was estimated to have assets of between $100 million and
$500 million and liabilities of the same range.
On Aug. 28, 2019, the New York Court entered an order transferring
the venue to U.S. Bankruptcy Court for the Northern District of
Texas, and assigned Case No. 19-32857.
Weltman & Moskowitz, LLP, is the Debtor's bankruptcy counsel.
The Office of the U.S. Trustee on Aug. 9, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Debtor's case.
IMH FINANCIAL: Hires Holland & Knight as Special Counsel
--------------------------------------------------------
IMH Financial Corporation seeks authority from the U.S. Bankruptcy
Court for the District of Delaware to employ Holland & Knight LLP,
as special counsel to the Special Committee to the Debtor's Board
of Directors.
IMH Financial requires Holland & Knight to:
a) advise and assist the Special Committee in confirming the
currently proposed plan of reorganization, in the event the
currently proposed plan of reorganization is not confirmed,
advise regarding any potential plan of reorganization for
the sale of the Debtor as a going concern, pursuant to
Bankruptcy Code Section 363, or any other strategy for
assisting the Debtor to resolve this Chapter 11 Case;\
b) facilitate any communications between the Special
Committee, the Court, and any parties-in-interest relating
to the Chapter 11 Case;
c) prepare any applications, motions, memoranda, proposed
orders, and other pleadings as may be required in support
of positions taken by the Special Committee; and
d) perform such other legal services that are desirable and
necessary.
Holland & Knight will be paid at these hourly rates:
Attorneys $325 to $935
Paraprofessional $250 to $295
Holland & Knight received payment from the Debtor in the total
amount of $212,650.75 for prepetition services rendered on behalf
of the Special Committee from November 2019 through June 2020. As
of the Petition Date, Holland & Knight had a past due and unpaid
balance of $19,164.50.
Holland & Knight will also be reimbursed for reasonable
out-of-pocket expenses incurred.
W. Keith Fendrick, partner of Holland & Knight 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.
Holland & Knight can be reached at:
W. Keith Fendrick, Esq.
Holland & Knight LLP
100 North Tampa Street, Suite 4100
Tampa, FL 33602
Tel: (813) 227-8500
About IMH Financial Corporation
IMH Financial Corporation -- https://www.imhfc.com/ -- is a real
estate investment holding company. The Company's most significant
real estate assets include: (a) a luxury hotel located in Sonoma,
California, and (b) thousands of acres of undeveloped real property
and related water rights located outside of Albuquerque, New
Mexico. The Company's real estate investments are located primarily
in the southwestern part of the United States, and are held by
wholly-owned or indirectly wholly-owned subsidiaries, none of which
are in bankruptcy.
IMH Financial Corporation filed for bankruptcy protection (Bankr.
D. Del. Case No. 20-11858) on July 23, 2020. The petition was
signed by Chadwick S. Parson, chairman and CEO.
The Debtor was estimated to have $100 million to $500 million in
assets and liabilities.
The Hon. Brendan Linehan Shannon presides over the case.
Ashby & Geddes PA and Snell & Wilmer LLP have been tapped as
bankruptcy counsel to the Debtor. Donlin, Recano & Co., Inc., is
the Debtor's claim and noticing agent.
IT'SUGAR FL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Lead Debtor: It'Sugar FL I LLC
DBA It'Sugar
19575 Biscayne Blvd
Suite 115
Aventura, FL 33180
Business Description: IT'SUGAR -- https://itsugar.com/ --
is a specialty candy retailer with 100
locations across the United States and
abroad.
Chapter 11 Petition Date: September 22, 2020
Court: United States Bankruptcy Court
Southern District of Florida
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
It'Sugar FL I LLC (Lead Case) 20-20259
DBA It'Sugar
19575 Biscayne Blvd
Ste 115
Aventura, FL 33180
It'Sugar LLC 20-20261
4960 Conference Way N
Ste 100
Boca Raton, FL 33431
It'Sugar Atlantic City LLC 20-20263
4960 Conference Way N
Ste 100
Boca Raton, FL 33431
ItSugar FLGC LLC 20-20264
4960 Conference Way N
Ste 100
Boca Raton, FL 33431
Judge: Hon. Robert A. Mark
Debtors' Counsel: Michael S. Budwick, Esq.
MELAND BUDWICK, P.A.
200 South Biscayne Boulevard
Suite 3200
Miami, FL 33131
Tel: (305) 358-6363
Email: mbudwick@melandbudwick.com
It'Sugar FL's
Estimated Assets: $0 to $50,000
It'Sugar FL's
Estimated Liabilities: $0 to $50,000
It'Sugar LLC's
Estimated Assets: $1 million to $10 million
It'Sugar LLC's
Estimated Liabilities: $1 million to $10 million
It'Sugar Atlantic's
Estimated Assets: $0 to $50,000
It'Sugar Atlantic's
Estimated Liabilities: $1 million to $10 million
It'Sugar FLGC's
Estimated Assets: $0 to $50,000
It'Sugar FLGC's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Anton Gladnikov, CFO.
A copy of It'Sugar FL's petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/HXRP5WY/ItSugar_FL_I_LLC__flsbke-20-20259__0001.0.pdf?mcid=tGE4TAMA
A copy of It'Sugar LLC's petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XR2WODI/ItSugar_LLC__flsbke-20-20261__0001.0.pdf?mcid=tGE4TAMA
A copy of It'Sugar Atlantic's petition containing, among other
items, a list of the Debtor's five unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KA6JQSI/ItSugar_Atlantic_City_LLC__flsbke-20-20263__0001.0.pdf?mcid=tGE4TAMA
A copy of It'Sugar FLGC's petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/KVVSYCI/ItSugar_FLGC_LLC__flsbke-20-20264__0001.0.pdf?mcid=tGE4TAMA
JAGUAR DISTRIBUTION: Proposes Sale of Assets to Ricochet
--------------------------------------------------------
Jaguar Distribution Corp. asks the U.S. Bankruptcy Court for the
Central District of California to authorize the sale of
substantially all its intellectual property and film distribution
assets to Ricochet Digital Media, LLC for an amount equal to 80% of
the accounts receivable assigned to and actually collected by
Ricochet, subject to overbid.
The Debtor distributes theatrical and nontheatrical motion picture
films to airlines and cruise ship companies. It obtained the right
to distribute the films by entering into "Distribution Agreements"
under which, for a specified term, it was given an exclusive
license to distribute the films world-wide to airlines and
watercraft. As of July 31, 2020, when the Debtor filed for
bankruptcy, the Debtor had approximately 173 active film titles.
The Debtor commenced the chapter 11 case to run a competitive sale
process for its intellectual property and film distribution assets.
Before the case was filed, the Debtor entered into an asset
purchase agreement with Ricochet. Subject to Court approval,
Ricochet agreed to purchase all of the Acquired Assets for an
amount equal to80% of the accounts receivable assigned to and
actually collected by Ricochet. The Debtor's total accounts
receivable currently is approximately $988,000, net of known
uncollectable accounts). Ricochet will retain the remaining 20% as
a commission.
The sale will be on an "as is and where is" basis, with no
representations or warranties whatsoever, express or implied, with
respect to any matter relating to the Acquired Assets. At the time
of execution, Ricochet provided a deposit of $45,000. The Deposit
will be applied to the Purchase Price. The sale transaction must
close within 30 days after entry of the Court's order approving the
sale.
Ricochet will be responsible for any obligations incurred under the
Acquired Assets from and after the Closing Date. If any Acquired
Asset is determined to be an executory contract, Ricochet
isresponsible for payment of any cure amount required to be paid.
Payment obligations to licensors that have been and will be
incurred under the Distribution Agreements may be placed into one
of three categories. This how licensors will be paid the amounts
owed to them:
a. Category #1: Amounts incurred prior to the Petition Date:
If a traveler viewed a film prior to the Petition Date (e.g., on
July 30, 2020), any amount owed to the licensor was incurred prior
to the Petition Date and is part of its prepetition claim. The
accounting cycle (i.e., the amount of time between the date on
which the movie begins play and receipt of payment) is typically 4
to 6 months. Since the payment will be made after the Closing
Date, the airline likely will send its payment to Ricochet. The
funds will be distributed as follows: (i) Ricochet will retain 20%
as a commission; (ii) The balance (if any) will be paid to the
Debtor, including any MGs and unrecouped expenses; and (iii)
Amounts owed to the licensor (if any) will be part of the
licensor's prepetition claim.
b. Category #2: Amounts incurred on and after the Petition
Date but before the Closing Date: If a traveler viewed a film on or
after the Petition Date, but before the Closing Date (e.g., on Aug.
1, 2020), there is an argument that any claim by the licensor was a
contingent claim on the Petition Date and should be included in its
prepetition claim. To eliminate the need to litigate that issue,
the Debtor is not taking that position. Instead, the Debtor will
view such amounts as if they are administrative claims. Because of
the accounting cycle, the airline likely will send its payment to
Ricochet. The funds will be distributed as follows: (i) Ricochet
will retain 20% as a commission; (ii) Ricochet will calculate the
amount to which the licensor is owed under the Distribution
Agreement, and pay that amount to the licensor; and (iii) The
balance (if any) will be paid to the Debtor, including any MGs and
unrecouped expenses.
c. Category #3: Amounts incurred on and after the Closing
Date: If a traveler views a film on or after the Closing Date, the
funds will be distributed as follows: (i) Ricochet will retain 20%
as a commission; (ii) Ricochet will calculate the amount to which
the licensor is owed under the Distribution Agreement, and pay that
amount to the licensor; and (iii) The balance (if any) will be
retained by Ricochet.
The Debtor believes that the proposed sale is in the best interests
of the estate and its creditors because, among other things, (a)
Ricochet may be more successful than the Debtor in collecting the
accounts receivable, and (b) the sale allows for
creditor-licensors' films to continue to be distributed to airlines
and cruise ships with the least amount of disruption.
In August 2020, the Court established procedures for the Debtor's
proposed sale of the Acquired Assets, including overbid procedures.
In accordance with the Court's order, the Debtor asks that the
Court approves its proposed sale to Ricochet on the terms set forth
in the APA, or to a successful overbidder on substantially the same
terms set forth in the APA. With one exception, the Distribution
Agreements are not executory contracts. As a result, the Debtor may
sell and assign its right, title and interest under those
Distribution Agreements to Ricochet (or a successful overbidder).
Accordingly, the Debtor is asking that the Court authorizes it to
sell those agreements to the Buyer.
For the Distribution Agreement that is an executory contract, the
Debtor may assume and assign the agreement. The Debtor is current
on its payment obligations under that contract. Therefore, it is
not required to pay any cure amount to assume and assign the
agreement. Accordingly, the Debtor is asking that the Court
authorizes it to assume and assign this Distribution Agreement to
the Buyer and finds that no cure payment must be made by the Debtor
in order to do so.
As part of the sale, the Debtor will assign to the Buyer all of the
Debtor's right, title and interest in its Distribution Agreements
with licensors. As to all but one of the Distribution Agreements,
the licensors already have done everything they are required to do
under the agreements; in particular, they already delivered the
films to the Debtor. Thus, these contracts are not "executory" as
that term is used in the Code.
There is one Distribution Agreement which is executory. In early
2019, the Debtor entered into a Distribution Agreement with Celsius
Entertainment, Ltd. regarding a film called The Last Bus. The
Distribution Agreement provides for payment of an MG in three
installments. The Debtor paid the first installment when it
entered into the Distribution Agreement. The second will be due
when Celsius sends a Notice of Delivery. The third will be due
within a certain time after the film is released in theaters in the
United States or United Kingdom. Because the Debtor is not yet
obligated to pay the second and third installments, the "cure"
amount is zero.
For informational purposes only, the Debtor has prepared a report
showing amounts currently owed to licensors with respect to 89
active titles for which Distribution Agreements will not have not
yet expired by the date of the hearing on the Motion. The
aggregate amount owed with respect to these titles is approximately
$2.5 million. If the Court holds that the Distribution Agreements
are executory contracts and therefore defaults must be cured, the
amounts in Exhibit 4 constitute the proposed cure amounts. If the
Court finds that these Distribution Agreements are "executory"
contracts, and if the agreement for a particular film listed in
Exhibit 4 is "assumed and assigned," the Buyer will be required to
pay the cure amount. If the Buyer does not wish to pay the cure
amount, it may designate the agreement as an Excluded Asset.
With respect to any potential overbidder, the Debtor is advising
overbidders that they need to present written overbids to the
Debtor no later than Oct. 5, 2020. The Debtor will then work with
bidders to obtain information sufficient to provide adequate
assurance of future performance at or before the hearing.
Finally, the Debtor asks the Court to waive the 14-day stays
imposed by Federal Rules of Bankruptcy Procedure 6004(h) and
6006(d).
A hearing on the Motion is set for Oct. 9, 2020 at 9:00 a.m.
A copy of the Agreement and the Exhibits is available at
https://tinyurl.com/y3bahx3s from PacerMonitor.com free of charge.
About Jaguar Distribution Corp.
Established in 1982, Jaguar Distribution Corp. --
http://www.jaguardc.com/--
is a distributor of independent films to the worldwide in-flight
marketplace.
Jaguar Distribution sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-11358) on July 31,
2020. James Wong, chief restructuring officer, signed the
petition. At the time of the filing, Debtor disclosed total assets
of $1,768,195 and total liabilities of $9,018,419. Judge Martin R.
Barash oversees the case. The Debtor is represented by Danning,
Gill,
Israel & Krasnoff, LLP.
KB US HOLDINGS: Seeks Approval to Tap Proskauer Rose as Counsel
---------------------------------------------------------------
KB US Holdings, Inc. and its debtor affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Proskauer Rose LLP as their attorneys.
The firm will render these legal services to the Debtors:
(a) advise the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and operation
of their businesses and properties;
(b) advise and consult on the conduct of these chapter 11
cases;
(c) attend meetings and negotiate with representatives of
creditors and other parties-in-interest;
(d) take all necessary actions to protect and preserve the
Debtors' estates;
(e) prepare pleadings in connection with these chapter 11
cases;
(f) represent the Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
(g) advise the Debtors in connection with any potential sale
of assets;
(h) appear before the Court and any appellate courts to
represent the interests of the Debtors' estates;
(i) advise the Debtors regarding tax matters;
(j) take any necessary action on behalf of the Debtors to
negotiate, prepare, and obtain approval of a disclosure statement
and confirmation of a chapter 11 plan and all documents related
thereto; and
(k) perform all other necessary legal services for the Debtors
in connection with the prosecution of these chapter 11 cases.
The billing rates of the firm's attorneys principally expected to
work on this matter range as follows:
Partners $1,245 - $1,595
Of Counsel $1,100
Associates $695 - $1,075
Paraprofessionals $465 - $540
In addition, the firm will be reimbursed for all actual and
necessary identifiable, non-overhead expenses incurred in
connection with this representation.
As of the Commencement Date, the Debtors did not owe Proskauer Rose
LLP any amounts for legal services rendered before the Commencement
Date.
Proskauer Rose LLP provided the following in response to the
request for additional information set forth in Paragraph D.1. of
the Revised U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives to,
your standard or customary billing arrangements for this
engagement?
Response: No. Proskauer and the Debtors have not agreed to any
variations from, or alternatives to, Proskauer's standard billing
arrangements for this engagement. The rate structure provided by
Proskauer is appropriate and is not significantly different from
(a) the rates that Proskauer charges for other non-bankruptcy
representations or (b) the rates of other comparably skilled
professionals.
Question: Do any of the professionals included in the engagement
vary their rate based on the geographic location of the bankruptcy
case?
Response: No. The hourly rates used by Proskauer in representing
the Debtors are consistent with the rates that Proskauer charges
other comparable chapter 11 clients, regardless of the location of
the chapter 11 case.
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: Proskauer's current hourly rates for services rendered on
behalf of the Debtors range as follows:
Billing Category U.S. Range
Partners $1,245 - $1,595
Of Counsel $1,100
Associates $695 - $1,075
Paraprofessionals $465 - $540
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: Proskauer and the Debtors are developing a prospective
budget and staffing plan for these chapter 11 cases, based on the
Initial Approved Budget filed with the debtor in possession
financing motion. As these chapter 11 cases progress, Proskauer
will formulate a budget and staffing plan for this proposed
retention, which it will review with the Debtors as contemplated by
Part E of the Appendix B Guidelines (and which may be amended as
necessary to reflect changed circumstances or unanticipated
developments). Any disclosure of such budget and staffing plan will
be retrospective only in conjunction with the filing of fee
applications by Proskauer. Proskauer represented the Debtors during
the twelve-month period before the Commencement Date, using the
hourly rates listed above.
Vincent Indelicato, a partner of Proskauer Rose LLP, disclosed in
court filings that the firm is a "disinterested person" as that
term is defined in section 101(14) of the Bankruptcy Code, as
required by section 327(a) of the Bankruptcy Code, and does not
hold or represent an interest adverse to the Debtors' estate.
The firm can be reached through:
Vincent Indelicato, Esq.
Timothy Q. Karcher, Esq.
PROSKAUER ROSE LLP
Eleven Times Square
New York, NY 10036
Telephone: (212) 969-3000
Facsimile: (212) 969-2900
- and –
Steve Y. Ma, Esq.
PROSKAUER ROSE LLP
2029 Century Park East, Suite 2400
Los Angeles, CA 90067-3010
Telephone: (310) 557-2900
Facsimile: (310) 557-2193
- and –
Charles A. Dale, Esq.
PROSKAUER ROSE LLP
One International Place
Boston, MA 02110
Telephone: (617) 519-9600
Facsimile: (617) 519-9899
About KB US Holdings
KB US Holdings, Inc. is the parent company of King Food Markets and
Balducci's Food Lover's Market.
Headquartered in Parsippany, N.J., Kings Food Markets has been a
specialty and gourmet food market across the East Coast. In 2009,
Kings Food Markets acquired specialty gourmet retail grocer,
Balducci's Food Lover's Market. As of the petition date, the
Debtors operate 35 supermarkets across New York, New Jersey,
Connecticut, Virginia, and Maryland.
KB US Holdings and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 20-22962)
on Aug. 23, 2020. The petitions were signed by Judith Spires, chief
executive officer. At the time of the filing, Debtors disclosed
assets of between $100 million and $500 million and liabilities of
the same range.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Proskauer Rose LLP as their legal counsel; PJ
Solomon, L.P. and PJ Solomon Securities, LLC as investment banker;
Ankura Consulting Group LLC as financial advisor; and Prime Clerk
LLC as claims, noticing and solicitation agent.
KB US HOLDINGS: Seeks to Hire Ankura as Restructuring Advisor
-------------------------------------------------------------
KB US Holdings, Inc. and its debtor affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Ankura Consulting Group, LLC to provide chief restructuring
officer, restructuring officer, and certain additional personnel.
The firm will render these professional services to the Debtors:
(a) Make M. Benjamin Jones available to serve as Chief
Restructuring Officer of the Company and make Kasey Rosado
available to serve as Restructuring Officer of the Debtors both
upon approval by the Company's Board of Directors;
(b) Oversee cash and liquidity management activities;
(c) Assist Management in the development and implementation of
a communications plans for vendors, landlords, employees and other
parties-in-interest, and where appropriate, assist in
communications and negotiations with constituents involved in the
chapter 11 proceedings;
(d) Oversee the administration and management of Debtors'
chapter 11 cases and provide services to assist the Debtors in the
administration and management of chapter 11 cases;
(e) Assist Management and counsel in the developing and
obtaining court approval for various motions, as necessary during
the pendency of the case;
(f) If requested, testify on behalf of the Debtors to the
extent requested by the Debtors' counsel in connection with any
bankruptcy or other court proceeding;
(g) Oversee the preparation of reporting required by the
United States Bankruptcy Code;
(h) Participate in the formulation, development, negotiation
and implementation of a reorganization plan;
(i) Assist Management with the Debtors' asset sale and
liquidation processes;
(j) In conjunction with Management, interface with the
Debtors' constituencies in the case and assist in the preparation
of due diligence information, reports to and negotiations with such
constituencies; and
(k) Oversee any required pre-consummation case wind-down
activities.
(l) Assist Management with respect to various ad hoc financial
analyses and financial modeling activities;
(m) Assist Management regarding responding to the information
requests from the Debtors' stakeholders and potential buyers;
(n) Assist Management in securing financing necessary to
administer the case;
(o) Assist Management in obtaining court approval of any DIP
financing facility and/or cash collateral order, as necessary; and
(p) Assist Management with respect to bankruptcy-related
claims estimation, management and reconciliation processes.
Ankura's services are intended to complement, and not duplicate,
the services to be rendered by any other professionals retained by
the Debtors in these chapter 11 cases.
Ankura Consulting will be paid the following non-refundable fees:
(a) Restructuring Officer Fee: A monthly fee, paid in advance
each month, for the CRO and RO in the amount of $165,000.
(b) Additional Personnel Fee: For the Additional Personnel,
fees based on the actual hours expended at hourly rates that are in
effect when the services are rendered. Ankura's hourly rates as of
the effective date of the Engagement Letter are as follows:
Senior Managing Directors & Managing Directors $900 - $1,100
Senior Directors & Directors $610 - $870
Senior Associates & Associates $410 - $575
Paraprofessionals $275 - $330
In addition, Ankura will be reimbursed for the reasonable
out-of-pocket expenses of its professionals incurred in connection
with this assignment.
In the 90 days prior to the Commencement Date, Ankura received
retainers and payments totaling $1,030,803.00 in the aggregate for
services performed for the Debtors. Ankura has applied these funds
to amounts due for services rendered and expenses incurred prior to
the Commencement Date. The aggregate retainer as of the
Commencement Date is estimated to total approximately $268,189.85.
M. Benjamin Jones, a senior managing director of Ankura Consulting
Group, LLC, disclosed in court filings that the firm is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.
The firms can be reached through:
M. Benjamin Jones
ANKURA CONSULTING GROUP, LLC
485 Lexington Avenue, 10th Floor
New York, NY 10017
Telephone: (212) 818-1555
Facsimile: (212) 818-1117
E-mail: ben.jones@ankura.com
About KB US Holdings
KB US Holdings, Inc. is the parent company of King Food Markets and
Balducci's Food Lover's Market.
Headquartered in Parsippany, N.J., Kings Food Markets has been a
specialty and gourmet food market across the East Coast. In 2009,
Kings Food Markets acquired specialty gourmet retail grocer,
Balducci's Food Lover's Market. As of the petition date, the
Debtors operate 35 supermarkets across New York, New Jersey,
Connecticut, Virginia, and Maryland.
KB US Holdings and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 20-22962)
on Aug. 23, 2020. The petitions were signed by Judith Spires, chief
executive officer. At the time of the filing, Debtors disclosed
assets of between $100 million and $500 million and liabilities of
the same range.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Proskauer Rose LLP as their legal counsel; PJ
Solomon, L.P. and PJ Solomon Securities, LLC as investment banker;
Ankura Consulting Group LLC as financial advisor; and Prime Clerk
LLC as claims, noticing and solicitation agent.
KB US HOLDINGS: Seeks to Hire PJ Solomon as Investment Banker
-------------------------------------------------------------
KB US Holdings, Inc. and its debtor affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
employ PJ Solomon, L.P. and PJ Solomon Securities, LLC as their
investment banker.
The firms will render these professional services to the Debtors:
(a) Solomon will familiarize itself to the extent it deems
appropriate and feasible with the business, operations, properties,
financial condition and prospects of the Debtors and, to the extent
relevant, any prospective Counterparty, it being understood that
Solomon shall, in the course of such familiarization, rely entirely
upon publicly available information and such other information as
may be supplied by the Debtors or such Counterparty, without
assuming any responsibility for independent investigation or
verification thereof;
(b) Solomon will advise and assist the Debtors in considering
the desirability of effecting a Transaction, and, if the Debtors
believe any such Transaction to be desirable, in developing a
general strategy for accomplishing such Transaction;
(c) Solomon will advise and assist the Debtors in identifying
potential Counterparties and will, on behalf of the Debtors,
contact such potential Counterparties as the Debtors may
designate;
(d) At the Debtors' request, Solomon will advise and assist
the Debtors in the preparation of descriptive data concerning the
Debtors, in responding to due diligence requests from prospective
Counterparties, and in establishing and maintaining an electronic
or physical data room for use by prospective Counterparties, in
each case, based upon information provided by the Debtors, the
reasonableness, accuracy and completeness of which information
Solomon will not be required to investigate and about which Solomon
will express no opinion;
(e) Solomon will consult with and advise the Company
concerning opportunities for any Transaction and periodically
advise the Debtors as to the status of dealings with any potential
Counterparty;
(f) Solomon will advise and assist the Debtors in
communications and negotiations with the Debtors' lenders and the
Sponsor and facilitate negotiations between the Debtors' lenders
and potential Counterparties as directed by the Debtors;
(g) Solomon will advise and assist management of the Debtors
in making presentations to the Debtors' Board of Directors
concerning general strategy and any proposed Transaction;
(h) Solomon will advise and assist the Debtors in the course
of its negotiations of any Transaction with any potential
Counterparty;
(i) Solomon will advise and assist the Debtors in the
execution of and closing under a definitive agreement relating to a
Transaction; and
(j) Solomon will, if requested by the Debtors, participate in
hearings before the Bankruptcy Court with respect to the matters
upon which Solomon has provided advice; and
(k) Solomon will render such other financial advisory and
investment banking services as may from time to time be agreed upon
by Solomon and the Debtors.
The firms and the Debtors have agreed to the following terms of
compensation and expense reimbursement:
(a) Monthly Fee. A monthly financial advisory fee of $150,000
per month for three (3) months, thereafter $100,000 per month for
two (2) months, and no Monthly Fee thereafter.
(b) Sale Fee. At the closing of a Sale Transaction, a
transaction fee equal to (x) the Applicable Minimum Amount plus (y)
five percent (5%) of that portion of Aggregate Consideration
greater than $75.0 million and up to $95.0 million paid or payable
in connection with such Sale Transaction.
(c) Financing Fee. If any Financing Transaction is
consummated, the Debtors will pay to Solomon a financing fee equal
to the applicable percentage below of the gross proceeds of, or if
greater, maximum lending or funding commitment under, such
Financing Transaction.
(d) Expense Reimbursement. Whether or not any Transaction is
proposed or consummated, the Debtors shall reimburse Solomon on a
monthly basis for its reasonable out-of-pocket expenses incurred in
connection with the provision of services under the Engagement
Letter.
In the 90-day period prior to the Commencement Date, the Debtors
paid to Solomon certain fees and expenses due in the ordinary
course under the Engagement Letter. Specifically, on June 5, 2020,
Solomon received $50,000 on account of the June 2020 Monthly Fee;
on July 2, 2020, Solomon received $52,922.98 on account of the July
2020 Monthly Fee and expenses; on August 3, 2020, Solomon received
$50,000 on account of the August 2020 Monthly Fee; and on August
14, 2020, Solomon received $19,864.28 on account of expenses,
including a $15,000 expense advance.
Scott Moses, a managing director with PJ Solomon, L.P. together
with PJ Solomon Securities, LLC, disclosed in court filings that
the firms are "disinterested persons" as that term is defined in
section 101(14) of the Bankruptcy Code.
The firms can be reached through:
Scott Moses
PJ SOLOMON, L.P.
PJ SOLOMON SECURITIES, LLC
1345 Avenue of the Americas 31st Floor
New York, NY 10105
Telephone: (212) 508-1675
E-mail: smoses@pjsolomon.com
About KB US Holdings
KB US Holdings, Inc. is the parent company of King Food Markets and
Balducci's Food Lover's Market.
Headquartered in Parsippany, N.J., Kings Food Markets has been a
specialty and gourmet food market across the East Coast. In 2009,
Kings Food Markets acquired specialty gourmet retail grocer,
Balducci's Food Lover's Market. As of the petition date, the
Debtors operate 35 supermarkets across New York, New Jersey,
Connecticut, Virginia, and Maryland.
KB US Holdings and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 20-22962)
on Aug. 23, 2020. The petitions were signed by Judith Spires, chief
executive officer. At the time of the filing, Debtors disclosed
assets of between $100 million and $500 million and liabilities of
the same range.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Proskauer Rose LLP as their legal counsel; PJ
Solomon, L.P. and PJ Solomon Securities, LLC as investment banker;
Ankura Consulting Group LLC as financial advisor; and Prime Clerk
LLC as claims, noticing and solicitation agent.
LAREDO INVESTMENTS: Muckleroy Buying Las Vegas Property for $545K
-----------------------------------------------------------------
Laredo Investments, LLC, asks the U.S. Bankruptcy Court for the
District of Nevada to authorize the sale of the real property
located at 82 Ocean Harbor Lane, Las Vegas, Nevada to Martin Allen
Muckleroy for $545,000.
The sole asset of the Debtor is the property. There is an
encumbrance on the property by First Security National which holds
the first Deed of Trust on the property. The proof of claim places
the encumbrance currently at about $538,000.
Under the Sale Contract, the purchase of the property $545,000.
The Debtor is in negotiations with the First Security to reduce the
alleged proof of claim and is requesting that they accept $505,000.
The sale will be free and clear of all liens and encumbrances.
Notwithstanding, the Debtor is asking that the Court allows the
sale to go forward. It believes it will be a sufficient amount of
money to pay off the first Deed of trust holder in full as the sole
encumbrance on the property.
A copy of the Contract is available at https://tinyurl.com/y4jgn7s7
from PacerMonitor.com free of charge.
About Laredo Investments
Laredo Investments, LLC, sought Chapter 11 protection (Bankr. D.
Nev. Case No. 20-12312) on May 13, 2020. The Debtor tapped Michael
J. Harker, Esq., at Law Offices of Michael J. Harker, as counsel.
LE TOTE: Committee Seeks to Tap BDO Consulting as Financial Advisor
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
chapter 11 cases of Le Tote, Inc. and its debtor affiliates seek
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to employ BDO Consulting Group, LLC as its financial
advisor.
The firm will render these professional services to the committee:
(a) Advise and assist the committee in its analysis and
monitoring of the Debtors' historical, current and projected
financial affairs;
(b) Advise and assist the committee with respect to the use of
cash collateral and evaluation of the Debtors' covenant review
protocol and monitoring thereof;
(c) Review the Debtors' cash flow forecasts and underlying
support and scrutinize cash receipts and disbursements on an
on-going basis;
(d) Advise and assist the committee and counsel in their
review of the prepetition lending facilities;
(e) Review the proposed payments of pre-petition expenses by
the Debtors and perform procedures to ensure that the payments are
appropriate;
(f) Advise and assist the committee and counsel in reviewing
and evaluating any court motions, applications, or other forms of
relief filed or to be filed by the Debtors, or any other
parties-in-interest;
(g) Review and evaluate cash flows and/or other projections of
the Debtors and, as needed, prepare alternative business
projections relating to the valuation of the Debtors' business
enterprise;
(h) Prepare valuation analyses of the Debtors' businesses and
assets using various professionally accepted methodologies;
(i) Evaluate financing proposals and alternatives proposed by
the Debtors for use of cash collateral, exit financing and capital
raising supporting any plan of reorganization;
(j) Work to develop strategies to maximize recoveries from the
Debtors' assets and advise and assist the committee with respect to
such strategies;
(k) Monitor the GOB sale process;
(l) Monitor the Debtors' sales process and their investment
banker, assist the committee in evaluating sales proposals and
alternatives and attend any auctions of the Debtors' assets;
(m) Analyze the financial ramifications of any proposed
transactions for which the Debtors seek Bankruptcy Court approval;
(n) Monitor the Debtors' claims management process, analyze
claims;
(o) Advise and assist the committee in identifying and/or
reviewing any asset sales or other pre-petition transactions,
preference payments, fraudulent conveyances, and other potential
causes of action that the Debtors' estates may hold against
insiders and/or third parties;
(p) Analyze the Debtors' assets and analyze potential
recoveries to creditor constituencies under various scenarios and
prepare the associated recovery waterfall;
(q) Review and provide analysis of any plan and disclosure
statement relating to the Debtors;
(r) Advise and assist the committee in its assessment of the
Debtors' employee needs and related costs;
(s) Analyze intercompany and/or related party transactions of
the Debtors and any non-Debtor affiliate;
(t) Advise and assist the committee in the evaluation of the
Debtors' contractual arrangements;
(u) Attend committee meetings, court hearings, and auctions as
may be required;
(v) Assist the committee in the evaluation of the tax impact
of any proposed transaction;
(w) Assist committee counsel in preparing for any depositions
and testimony, as well as prepare for and provide expert testimony
at depositions and court hearings, as requested;
(x) Assist in restructuring negotiations/strategic
restructuring analysis; and
(y) Other items as requested by the committee.
BDO's customary hourly rates of professionals range as follows:
Partners / Managing Directors $595 - $850
Directors / Sr. Managers $495 - $595
Managers $350 - $495
Senior Associates $225 - $395
Staff $150 - $250
The professionals who are anticipated to be primarily staffed on
this matter, and their respective billing rates, are set forth
below:
David Berliner, Partner $795
Michele Michaelis, Managing Director $685
Ryan Zenga, Director $550
John Gervais, Senior Associate $350
The committee has also agreed to the reimbursement of BDO for all
out-of-pocket expenses incurred by the firm.
David E. Berliner, a partner in the firm of BDO USA, LLP, the
parent entity of BDO Consulting Group, LLC, 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:
David E. Berliner
BDO CONSULTING GROUP, LLC
100 Park Avenue
New York, NY 10017
Telephone: (212) 885-8000
Facsimile: (212) 697-1299
About Le Tote Inc.
Le Tote, Inc. and its affiliates operate both an online,
subscription-based clothing rental service and a full-service
fashion retailer with 38 brick-and-mortar locations and a robust
e-commerce platform. In response to the COVID-19 pandemic, Le Tote
temporarily closed all retail locations in March 2020, although
they continue to operate the Le Tote and Lord & Taylor websites.
Le Tote and its affiliates filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case
No. 20-33332) on Aug. 2, 2020. The petitions were signed by Ed
Kremer, chief restructuring officer. At the time of the filing,
Debtors disclosed between $100 million and $500 million in both
assets and liabilities. Judge Keith L. Phillips oversees the
cases.
Debtors have tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as their legal counsel; Kutak Rock LLP and
Crenshaw, Ware & Martin, PLC as local counsel; Katten Muchin
Rosenman LLP as special counsel; Berkeley Research LLC as financial
advisor; and Nfluence Partners as investment banker. Stretto is the
notice, claims and balloting agent, and administrative advisor.
On August 12, 2020, the U.S. Trustee appointed the official
committee of unsecured creditors in the chapter 11 cases. The
committee tapped Cooley LLP as its counsel and BDO Consulting
Group, LLC as financial advisor.
LE TOTE: Committee Seeks to Tap Cooley LLP as Legal Counsel
-----------------------------------------------------------
The official committee of unsecured creditors appointed in the
chapter 11 cases of Le Tote, Inc. and its debtor affiliates seek
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to employ Cooley LLP as its counsel.
Cooley LLP will render these professional services to the
committee:
(a) Attend the meetings of the Committee;
(b) Review financial and operational information furnished by
the Debtors to the Committee;
(c) Analyze and negotiate the budget and the terms and use of
the Debtors' cash collateral;
(d) Assist in the Debtors' efforts to market and sell their
assets in a manner that maximizes value for creditors;
(e) Assist the Committee in negotiations with the Debtors and
other parties-in-interest on the Debtors' proposed chapter 11 plan
and/or exit strategy for these cases;
(f) Confer with the Debtors' management, counsel, and
financial advisor and any other retained professionals;
(g) Confer with the principals, counsel, and advisors of the
Debtors' lenders and equityholders;
(h) Review the Debtors' schedules, statements of financial
affairs, and business plan;
(i) Advise the Committee as to the ramifications regarding all
of the Debtors' activities and motions before this Court;
(j) Review and analyze the Debtors' financial advisors' work
product and report to the Committee;
(k) Investigate and analyze certain of the Debtors'
prepetition conduct, transactions, and transfers;
(l) Provide the Committee with legal advice in relation to the
chapter 11 cases;
(m) Prepare various pleadings to be submitted to the Court for
consideration; and
(n) Perform such other legal services for the Committee as may
be necessary or proper in these proceedings.
The current hourly rates of the Cooley professionals anticipated to
be primarily staffed on this matter, along with their discounted
hourly rates, are as follows:
Attorney/Paraprofessional Standard Hourly Rate Discounted
Hourly Rate
Jay R. Indyke, Partner $1,400
$1,260
Ian Shapiro, Partner $1,130
$1,017
Cullen D. Speckhart, Partner $1,060
$954
Dana Moss, Partner $1,030
$927
Michael Klein, Special Counsel $1,015
$913.50
Evan Lazerowitz, Associate $875
$787.50
Paul Springer, Associate $800
$720
Mollie Canby, Paralegal $300
$270
Cooley will charge the Committee for all charges and disbursements
incurred in rendering services to the Committee.
Cooley LLP provided the following in response to the request for
additional information set forth in Paragraph D.1. of the U.S.
Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives to,
your standard or customary billing arrangements for this
engagement?
Response: Yes, Cooley agreed to a 10% reduction in its standard
hourly rates in connection with this engagement.
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: Cooley has not represented the Committee in the 12 months
preceding the Petition Date.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Yes. For the period from August 13, 2020 through October
31, 2020.
Cooley did not receive a retainer with respect to this
representation.
Cullen D. Speckhart, a partner of the law firm of Cooley LLP,
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:
Cullen D. Speckhart, Esq.
COOLEY LLP
1299 Pennsylvania Avenue, NW, Suite 700
Washington, DC 20004-2400
Telephone: (202) 842-7800
Facsimile: (202) 842-7899
- and –
Jay R. Indyke, Esq.
Ian Shapiro, Esq.
Evan Lazerowitz, Esq.
Paul Springer, Esq.
COOLEY LLP
55 Hudson Yards
New York, NY 10001
Telephone: (212) 479-6000
Facsimile: (212) 479-6275
About Le Tote Inc.
Le Tote, Inc. and its affiliates operate both an online,
subscription-based clothing rental service and a full-service
fashion retailer with 38 brick-and-mortar locations and a robust
e-commerce platform. In response to the COVID-19 pandemic, Le Tote
temporarily closed all retail locations in March 2020, although
they continue to operate the Le Tote and Lord & Taylor websites.
Le Tote and its affiliates filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case
No. 20-33332) on Aug. 2, 2020. The petitions were signed by Ed
Kremer, chief restructuring officer. At the time of the filing,
Debtors disclosed between $100 million and $500 million in both
assets and liabilities. Judge Keith L. Phillips oversees the
cases.
Debtors have tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as their legal counsel; Kutak Rock LLP and
Crenshaw, Ware & Martin, PLC as local counsel; Katten Muchin
Rosenman LLP as special counsel; Berkeley Research LLC as financial
advisor; and Nfluence Partners as investment banker. Stretto is the
notice, claims and balloting agent, and administrative advisor.
On August 12, 2020, the U.S. Trustee appointed the official
committee of unsecured creditors in the chapter 11 cases. The
committee tapped Cooley LLP as its counsel and BDO Consulting
Group, LLC as financial advisor.
LUCKY TEETH: Seeks Approval to Hire Joyce W. Lindauer as Counsel
----------------------------------------------------------------
Lucky Teeth Pediatric Dentistry PLLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Texas to employ Joyce
W. Lindauer Attorney, PLLC as its counsel.
The Debtor desires to hire the law firm in order to effectuate a
reorganization, propose a Plan of Reorganization and effectively
move forward in its bankruptcy proceeding.
The hourly billing rates of the firm's attorneys and
paraprofessionals are as follows:
Joyce W. Lindauer $395
Kerry S. Alleyne $250
Guy H. Holman $205
Dian Gwinnup $125
Paralegals and legal assistants $65 - $125
The Debtor has agreed to reimburse the firm for all reasonable
out-of-pocket expenses incurred on the Debtor's behalf.
Prior to the petition date, the firm has been paid a retainer of
$4,217.00, which included the filing fee of $1,717.00 in connection
with this proceeding.
Joyce W. Lindauer, the owner of the law practice Joyce W. Lindauer
Attorney, PLLC, and contract attorneys Kerry S. Alleyne, and Guy H.
Holman disclosed in court filings that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joyce W. Lindauer, Esq.
Kerry S. Alleyne, Esq.
Guy H. Holman, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
E-mail: joyce@joycelindauer.com
About Lucky Teeth Pediatric Dentistry
Lucky Teeth Pediatric Dentistry PLLC filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex.
Case No. 20-41794) on August 20, 2020, listing under $1 million in
both assets and liabilities. Joyce W. Lindauer Attorney, PLLC
serves as the Debtor's counsel.
MERITAGE COMPANIES: Seeks to Hire David H. Bundy as Special Counsel
-------------------------------------------------------------------
Meritage Companies, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to employ David H. Bundy and the
firm of the Law Office of David H. Bundy, PC as its special
counsel.
The Debtors (Barrett and Meritage) have each agreed to pay one half
of the charges by special counsel. The fees and costs are for both
of the Debtors and are equally owed by both of the Debtors, and
each will pay one half of the charges as approved by the Court
accordingly. The fee deposit of $1500 provided to Bundy came from
Dawn Barrett and she obtained these funds by borrowing them from
Ray Hinkel.
The source of compensation for the hourly rate for future payments
is the Debtors.
The firm can be reached through:
David H. Bundy, Esq.
LAW OFFICE OF DAVID H. BUNDY, PC
3201 C Street, Suite 301
Anchorage, AK 99503
Telephone: (907) 248-8431
About Meritage Companies
Meritage Companies, LLC, a land developer in Wasilla, Alaska,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Ariz. Case No. 20-07718) on June 30, 2020. The petition was
signed by Jack A. Barrett, manager. At the time of the filing, the
Debtor had estimated assets of less than $50,000 and liabilities of
between $10 million and $50 million. Judge Brenda K. Martin
oversees the case. Lamar D. Hawkins, Esq., at Guidant Law, PLC, is
the Debtor's legal counsel. David H. Bundy, Esq., of the Law Office
of David H. Bundy, PC is tapped as special counsel.
MIDTOWN CAMPUS: Seeks to Tap Garcia Espinosa as Accountant
----------------------------------------------------------
Midtown Campus Properties, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Rafael A. Espinosa and the accounting firm of Garcia, Espinosa,
Miyares, Rodriguez, Trueba & Company, LLP (GEMRTC) as financial
accountants.
Mr. Espinosa and GEMRTC will render these professional services to
the Debtor:
(a) Analysis of accounting issues and advice to the Debtor's
management regarding the proper accounting treatment of events;
(b) Assistance in the preparation of internal financial
information;
(c) Assistance to the Debtor in the preparation of its Monthly
Operating Reports;
(d) Preparing or reviewing the financial budgets, projections,
project cost, and cash flow in connection with construction of the
Project;
(e) Attendance at meetings and court hearings as may be
required as accountants to the Debtor;
(f) Review of and assistance in the preparation and filing of
local, state and federal tax returns; and
(g) Assist and render such other general accounting advice and
assistance as the Debtor's management or counsel may deem necessary
related to the Project that are consistent with the role of
accountants and not duplicative of services provided by other
professionals in these proceedings.
In addition, GEMRTC will charge the Debtor for all charges and
disbursements incurred in rendering services to the Debtor.
GEMRTC's financial accountants who work on hourly rates in
accordance with its normal and customary business practices range
between $85 and $350.
Prior to the Petition Date, GEMRTC was not owed any pre-petition
fees and expenses. The Debtor has not paid GEMRTC any general
retainers.
Rafael A. Espinosa, a partner of Garcia, Espinosa, Miyares,
Rodrigues, Trueba & Company, LLP, disclosed in court filings that
the firm is a "disinterested person" as defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Rafael A. Espinosa
GARCIA, ESPINOSA, MIYARES, RODRIGUES, TRUEBA & COMPANY, LLP
2600 Douglas Road, Suite 800
Coral Gables, FL 33134
Telephone: (305) 529-5440
Facsimile: (305) 529-5441
E-mail: Info@GEMRTCPA.com
About Midtown Campus Properties
Midtown Campus Properties, LLC, is a single asset real estate that
owns the Midtown Apartments. The Midtown Apartments is a 310-unit
student housing apartment complex currently under construction at
104 NW 17th St. in Gainesville Florida, just across the University
of Florida. It consists of a six-story main building, parking
garage for resident and public use, and commercial retail space.
Each unit includes a full-size kitchen, carpet, tile and hardwood
floors and be fully furnished. It is located near several Midtown
bars and restaurants frequented by students, and just a couple
minutes' walk from Ben Hill Griffin Stadium.
On May 8, 2020, Midtown Campus Properties sought Chapter 11
protection (Bankr. S.D. Fla. Case No. 20-15173). The Debtor was
estimated to have $50 million to $100 million in assets and
liabilities as of the bankruptcy filing. The Hon. Robert A. Mark is
the presiding judge. The Debtor tapped Genovese Joblove & Battista,
P.A., as bankruptcy counsel and Garcia, Espinosa, Miyares,
Rodriguez, Trueba & Company, LLP, led by Rafael A. Espinosa as
financial accountants.
MONARCH GROUP: Seeks to Hire Hayward & Associates as Counsel
------------------------------------------------------------
Monarch Group LLC, seeks authority from the U.S. Bankruptcy Court
for the Eastern District of Texas to employ Hayward & Associates
PLLC as bankruptcy counsel to the Debtor.
Monarch Group requires Hayward & Associates to assist and provide
legal services to the Debtor in the Chapter 11 bankruptcy case.
Hayward & Associates will be paid at these hourly rates:
Melissa Hayward $400
Associates $215 to $275
Paralegal $175
will be paid a retainer in the amount of $15,000.
Safari Towing Inc. and Collin County VSF, affiliates of the Debtor,
paid Hayward & Associates the amount of $25,250 as a retainer, for
the forthcoming bankruptcy cases. Hayward & Associates withdrew
$15,864.50 from the retainer pre-petition to pay for its
prepetition services rendered.
Hayward & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Melissa Hayward, a partner of Hayward & Associates, 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.
Hayward & Associates can be reached at:
Melissa S. Hayward, Esq.
Jamie Kirk, Esq.
HAYWARD & ASSOCIATES PLLC
10501 North Central Expy., Suite 106
Dallas, TX 75231
Tel: (972) 755-7100
Fax: (972) 755-7110
E-mail: MHayward@HaywardFirm.com
JKirk@HaywardFirm.com
About Monarch Group LLC
Monarch Group LLC, filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Tex. Case No. 20-41708) on Aug. 3, 2020, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by HAYWARD & ASSOCIATES PLLC.
MOREAUX TRANSPORTATION: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Moreaux Transportation Services, Inc.
4687 Hwy 14
Iowa, LA 70647
Business Description: Moreaux Transportation Services, Inc. is a
trucking company in Texas.
Chapter 11 Petition Date: September 21, 2020
Court: United States Bankruptcy Court
Western District of Louisiana
Case No.: 20-20384
Judge: Hon. Robert Xsummerhays
Debtor's Counsel: Bradley L. Drell, Esq.
GOLD, WEEMS, BRUSER, SUES & RUNDELL
POB 6118
Alexandria, LA 71307-6118
Tel: (318) 445-6471
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daniel Moreaux, president.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/AEZVCZY/Moreaux_Transportation_Services__lawbke-20-20384__0001.0.pdf?mcid=tGE4TAMA
MOUNTAIN EQUIPMENT: To Restructure Under CCAA Proceeding
--------------------------------------------------------
Mountain Equipment Co-operative and 1314625 Ontario Limited were
granted an initial order to commence proceedings under the
Companies' Creditors Arrangement Act, as amended. Pursuant to the
Initial Order, Alvarez & Marsal Canada Inc. was appointed as
monitor in the CCAA Proceedings.
The Initial Order grants a stay of proceedings until and including
Sept. 24, 2020. During the Stay Period no action, suit or
proceedings in any court or tribunal against or in respect of
Companies or the Monitor, or affecting the business or property of
Companies, will be commenced or continued.
A copy of the initial order as well as the other materials filed in
these CCAA proceeding may be obtained at
https://www.alvarezandmarsal.com/mec.
https://www.alvarezandmarsal.com/MEC
Monitor can be reached at:
Alvarez & Marsal Canada Inc.
1680 - 400 Burrard Street
Vancouver, BC V6C 3A6
Tel: 1-844-768-8244
Todd Martin
Email: tmartin@alvarezandmarsal.com
Vicki Chan
Email: vchan@alvarezandmarsal.com
Marianna Lee
Email: marianna.lee@alvarezandmarsal.com
Counsel for the Monitor:
Cassels Brock & Blackwell LLP
2200 - 885 West Georgia Street
Vancouver, BC V6C 3E8
Tel: 604-691-6100
Mary I.A. Buttery
Email: mbuttery@cassels.com
H. Lance Williams
Email: lwilliams@cassels.com
Counsel for the Companies:
Norton Rose Fulbright Canada LLP
1800 - 510 West Georgia Street
Vancouver, BC V6B 0M3
Tel: 604-687-6575
Howard A. Gorman
Email: howard.gorman@nortonrosefulbright.com
Scott M. Boucher
Email: scott.boucher@nortonrosefulbright.com
Krystal Shayler
Email: rystal.shayler@nortonrosefulbright.com
Mountain Equipment Co-op -- https://www.mec.ca/en/ -- is a Canadian
consumers' cooperative that sells outdoor recreation gear and
clothing. MEC was formed as a Canadian consumers' co-operative to
sell outdoor recreation gear and clothing exclusively to its
members.
ON MARINE SERVICES: Committee Hires Bederson as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants of On
Marine Services Company LLC, and its debtor-affiliates, seeks
authorization from the U.S. Bankruptcy Court for the Western
District of Pennsylvania to retain Bederson, LLP, as financial
advisor to the Committee.
On Marine Services requires Bederson to:
a. review the Debtor's financial affairs and those of the
Debtor's affiliates in order to assist and advise the
Committee in the discharge of its duties;
b. valuate any pre-petition transactions of interest to the
Committee;
c. interpret and analyze financial materials, including
accounting, tax, statistical, financial, and economic data,
regarding the Debtor, the Debtor's affiliates, and other
relevant entities;
d. provide analysis and advice regarding accounting,
financial, valuation and related issues that may arise in
the course of this Chapter 11 Case;
e. analyze and provide advice regarding settlement
negotiations and any potential plan of reorganization;
f. provide expert testimony on financial matters, if
requested; and
g. such other services as the Committee may request.
Bederson will be paid at these hourly rates:
Partners $415 to $515
Senior Accountants $260 to $275
Staff Accountants $185
Paraprofessionals $170
Bederson will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Matthew Schwartz, partner of Bederson, 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 Debtor; (b) has not
been, within two years before the date of the filing of the
Debtor's chapter 11 petition, directors, officers or employees of
the Debtor; 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 Debtor, or for any other
reason.
Bederson can be reached at:
Matthew Schwartz
BEDERSON, LLP
347 Mount Pleasant Avenue, Suite 200
West Orange, NJ 07052
Tel: (973) 530-9140
About On Marine Services
ON Marine Services Company is the continuation of the entity
formerly known as Oglebay Norton Company, as part of which the
Ferro Division operated as an unincorporated division. In 1999,
Oglebay Norton Company changed its name to ON Marine Services
Company and became a wholly owned subsidiary of a newly formed
company known as Oglebay Norton Company, an Ohio corporation. The
Ferro Division and/or ON Marine manufactured and sold refractory
products for use exclusively in steelmaking. ON Marine Services
Company ceased all active business operations in 2010.
ON Marine Services Company filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 20-20007) on Jan. 2, 2020.
Judge Carlota M. Bohm oversees the case.
In its petition, Debtor estimated $1 million to $10 million in
assets and $100,000 to $500,000 in liabilities. The petition was
signed by Kevin J. Whyte, senior vice president.
The Debtor is represented by Paul M. Singer, Esq., at Reed Smith
LLP.
A committee of asbestos personal injury claimants has been
appointed in Debtor's case. The committee is represented by Caplin
& Drysdale, Chartered.
PENNYMAC FINANCIAL: Moody's Assigns Ba3 CFR
-------------------------------------------
Moody's Investors Service affirmed the B2 issuer rating for Private
National Mortgage Acceptance Co, LLC. and assigned a Ba3 corporate
family rating and a B2 rating to PennyMac Financial Services Inc.
(PFSI), Private National's corporate parent, and its planned $400
million backed senior unsecured notes maturing 2025. The notes will
be guaranteed on an unsecured senior basis by each of PFSI's
existing and future domestic subsidiaries, including Private
National and PennyMac Loan Services, LLC, subject to certain
exclusions. The company intends to use net proceeds from the
offering to pay down its mortgage loan repurchase facilities. The
outlooks for both Private National and PennyMac are stable. At the
same time, Moody's withdrew the Ba3 corporate family rating for
Private National as per its practice to have the corporate family
rating assigned to the most senior entity issuing debt in a
corporate family.
Assignments:
Issuer: PennyMac Financial Services Inc.
Corporate Family Rating, Assigned Ba3
Senior Unsecured Regular Bond/Debenture, Assigned B2
Affirmations:
Issuer: Private National Mortgage Acceptance Co, LLC
Issuer Rating, Affirmed B2
Withdrawals:
Issuer: Private National Mortgage Acceptance Co, LLC
Corporate Family Rating, Withdrawn, previously rated Ba3
Outlook Actions:
Issuer: PennyMac Financial Services Inc.
Outlook, Assigned Stable
Issuer: Private National Mortgage Acceptance Co, LLC
Outlook, Remains Stable
RATINGS RATIONALE
PFSI's Ba3 corporate family rating reflects the company's solid
track record of operational performance and a strengthening
franchise position supporting its solid profitability, strong
capital levels and the benefits to creditors from its experienced
management team. Furthermore, the company's operations are modestly
more diversified than other rated US non-bank mortgage companies, a
credit positive.
The standalone assessment also takes into consideration PFSI's
refinancing risks resulting from the company's reliance on
confidence-sensitive short-term secured funding. In addition, the
standalone assessment and ratings reflect the risks associated with
the company's reliance on PennyMac Mortgage Investment Trust (Ba3
negative) as an important funding vehicle and revenue source for
its loan production and loan servicing business.
PFSI had a decline in capitalization, as measured by tangible
common equity to tangible managed assets (TCE/TMA) to 10.7% at the
end of the second quarter from 20.2% as of year-end 2019. The
decline was due to the more than twofold increase in the company's
assets during the second quarter, which stemmed from the addition
of nearly $13.8 billion in loans eligible for repurchase to the
company's balance sheet. The increase in loans eligible for
repurchase reflects the increase in Ginnie Mae delinquent loans
that PFSI services, primarily as a result of the pandemic and CARES
Act forbearance requirements. Since PennyMac has an option (and not
an obligation) to buy out these loans from the Ginnie Mae MBS
pools, and likely will only do so when it is profitable, Moody's
also considers the company's capitalization as measured by
TCE/adjusted TMA, which excludes these loans from the capital
ratio. The company's capital levels are strong as measured by
TCE/adjusted TMA, with the ratio increasing from 22.5% as of
year-end 2019 to 23.6% as of Q2 2020.
Elevated origination volumes and strong gain-on-sale margins should
support solid profitability for PFSI over the next 12-18 months.
The stable rating outlooks reflect its expectation that PFSI and
Private National will be able to maintain their solid financial
performance, minimize operational risk from past rapid growth, and
maintain solid capital levels over the next 12-18 months.
Moody's has decided to withdraw the rating for its own business
reasons.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if PFSI further strengthens its
franchise position. In addition, positive ratings pressure could
occur if the PFSI further diversifies its production channels and
reduces its reliance on secured debt while maintaining solid
capital levels such as if tangible common equity to adjusted
tangible assets remains consistently above 20.0% and profitability,
as measured by net income to average assets, remains consistently
above 4.0%.
The ratings could be downgraded if financial performance
deteriorates - for example, if net income to managed assets falls
consistently below and is expected to remain below 2.5% or if
leverage increases such that PFSI's tangible common equity to
adjusted assets falls below and is expected to remain below 20.0%.
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
PRIMO FOOD: Case Summary & 11 Unsecured Creditors
-------------------------------------------------
Debtor: Primo Food and Beverage, LLC
dba Da Vinci's Diamond
3700 Timmier Road Apt 15108
Killeen, TX 76542
Business Description: Primo Food and Beverage, LLC doing business
as Da Vinci's Diamond --
http://davincisclub.com-- operates a
night club in Bradenton, Florida.
Chapter 11 Petition Date: September 21, 2020
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 20-60627
Judge: Hon. Ronald B. King
Debtor's Counsel: Joyce Lindauer, Esq.
ATTORNEY AT LAW & MEDIATOR
1412 Main Street, Suite 500
Dallas, TX 75202
Tel: (972) 503-4033
Email: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven T Stratos, member/minority
partner.
A copy of the petition containing, among other items, a list of the
Debtor's 11 unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VUXCAOI/Primo_Food_and_Beverage_LLC__txwbke-20-60627__0001.0.pdf?mcid=tGE4TAMA
PULMATRIX INC: Reports Progress on Product Pipeline
---------------------------------------------------
Pulmatrix, Inc., provides an update on product pipeline.
"COVID-19 has presented us with some challenges, but we are
positioned to make progress across our product pipeline," said Ted
Raad, chief executive officer of Pulmatrix. "During 2020,
Pulmatrix has raised over $30M through partnerships and public
financing, allowing us to advance three programs towards potential
proof of concept data."
Pipeline Update:
* PUR1800: Patient dosing for the PUR1800 Ph1b is planned to
start in Q1 2021 and the Company expects both the Ph1b and
6-month toxicology data in Q3 2021. Delivery of the Ph1b
study clinical study report will trigger a $2M milestone
payment from Johnson & Johnson under the option to license
agreement with Johnson & Johnson. Delivery of the Ph1b and
6-month toxicology data are the triggers for the three-month
Johnson & Johnson option period. Should Johnson & Johnson
exercise its option to license PUR1800, Pulmatrix will
receive a $14M option exercise payment.
* PUR3100: The Company is advancing a program in migraine, a
disorder with over 30M patients and significant unmet need.
The Company anticipates having a lead formulation for a non-
clinical PK study in Q4 2020. Based on clinical and
regulatory precedents, after completing a 14-day GLP
toxicology study in 2021, the Company believes a Ph1/1b
study can be initiated in Q1 2022 and that should enable a
Ph3 study in mid-2023.
* Pulmazole: Together with its partner Cipla Technologies LLC,
the Company decided to end its Phase 2 clinical study of
Pulmazole for the treatment of asthma patients with ABPA.
COVID-19 had a significant impact on enrollment in the first
half of this year and the study was initially put on hold as
the pandemic spread in 2Q 2020. After significant
discussions with the investigators, the Company decided to
stop the study and intend to start a new larger Phase 2b
study designed with a longer treatment duration and key
phase 3 enabling efficacy endpoints. Also being considered
are clinical studies in India, South Africa and other
regional markets where Cipla has strong clinical development
and business capabilities and the potential assignment to
Cipla of exclusive rights to develop and commercialize
Pulmazole in these territories is currently under
consideration. The Company plans to have a Type-C meeting
with the FDA in Q1 2021 to inform our final clinical design
and timelines. The Company plans to commence the new Phase
2b study when the risk of insufficient patient enrollment
presented by the ongoing COVID-19 pandemic is reduced to an
acceptable level.
About Pulmatrix
Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage
biopharmaceutical company developing innovative inhaled therapies
to address serious pulmonary and non-pulmonary disease using its
patented iSPERSE technology. The Company's proprietary product
pipeline is initially focused on advancing treatments for serious
lung diseases, including Pulmazole, an inhaled anti-fungal for
patients with ABPA, and PUR1800, a narrow spectrum kinase inhibitor
in lung cancer. Pulmatrix's product candidates are based on
iSPERSE, its proprietary engineered dry powder delivery platform,
which seeks to improve therapeutic delivery to the lungs by
achieving optimal local drug concentrations and reducing systemic
side effects to improve patient outcomes.
Pulmatrix reported a net loss of $20.59 million for the year ended
Dec. 31, 2019, compared to a net loss of $20.56 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$30.82 million in total assets, $23.88 million in total
liabilities, and $6.94 million in total stockholders' equity.
RELIANCE MANUFACTURING: Selling San Juan Property for $570K
-----------------------------------------------------------
Reliance Manufacturing, Inc., asks the U.S. Bankruptcy Court for
the District of Puerto Rico to authorize the Purchase and Sale
Agreement and Sale with Hector Javier Sepulveda Garcia and Cristina
Alexandra Abreu Jimenez in connection with the sale of the
residential property located at Barrio Cupey Alto de Rio Piedras,
Urbanizacion Paseo de las Vistas (II), San Juan, Puerto Rico for
$570,000, free and clear of all claims, liens, and interests.
The real property is a residential property consisting of a 2-story
house. It is leased by the Debtor as a real estate company.
The Realty is unencumbered. Rushmore Loan Management Services, LLC
/ Roosevelt Cayman Asset Co. is the holder in due course of a
Mortgage Note with principal amount of $438,350, bearing interest
at 6.25% per annum, due on Nov. 1, 2025, and a Mortgage in the same
amount, which serves as collateral to Rushmore. On Jan. 22, 2019,
Rushmore filed proof of claim number 6, for its secured interest
claim in the amount of $365,009.
Thereafter, on Dec. 12, 2019, the Debtor and Rushmore entered into
a Stipulation whereby they agreed that the principal to be paid by
the Debtor to Rushmore, as secured, would be $388,782, which is
Rushmore's payoff balance to date.
The Realty has no debt to CRIM.
The Debtor submits that the immediate sale of the Realty will
prevent the deterioration of the same and maximization of assets
for the benefit of the Estate. It will also protect the secured
interest claim of creditor, and will result in additional funds to
defray the Debtor's Plan of Reorganization.
Pursuant to the terms of the sale, the Debtor will sell and
transfer the Realty to Purchasers, through closing and execution of
the notarial documents with the Notary Public engaged by the Debtor
and approved by Court, for an aggregate purchase price of $570,000.
A deposit of $28,500 was provided subject to the terms of the
Purchase Option. The remaining $541,500 will be paid on the
closing date. The intended closing date is Sept. 30, 2020.
The Purchase Price will be used to pay: a) first, Rushmore's
secured claim encumbering the Realty, which is estimated at
$388,782; b) second, the commission of the Notary Public and the
Relator, pursuant to their respective Applications for Employment
approved by the
Court; and c) the remaining funds to be used to fuel the Plan.
The sale will provide the most benefit to the Estate.
A copy of the Agreement is available at
https://tinyurl.com/y23y3wvx from PacerMonitor.com free of charge.
About Reliance Manufacturing
Reliance Manufacturing, Inc., is a privately-held home builder in
San Juan, Puerto Rico.
Reliance Manufacturing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-05778) on Oct. 1, 2018.
In the petition signed by Gilberto Media Safon, president, the
Debtor disclosed $441,201 in assets and $2,788,977 in liabilities.
Judge Hon. Brian K. Tester presides over the case. The Debtor
tapped MRO Attorneys at Law, LLC, as its legal counsel.
RGN-SAN FRANCISCO: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: RGN-San Francisco XIX, LLC
3000 Kellway Drive
Suite 140
Carrollton, TX 75006
Business Description: RGN-San Francisco XIX, LLC is primarily
engaged in renting and leasing real estate
properties.
Chapter 11 Petition Date: September 22, 2020
Court: United States Bankruptcy Court
District of Delaware
Case No.: 20-12385
Judge: Hon. Brendan Linehan Shannon
Debtor's Counsel: Ian J. Bambrick, Esq.
FAEGRE DRINKER BIDDLE & REATH LLP
222 Delaware Avenue, Suite 1410
Wilmington, Delaware 19801
Tel: (302) 467-4200
Email: Ian.Bambrick@faegredrinker.com
Debtor's
Financial
Advisor: ALIXPARTNERS
Debtor's
Restructuring
Advisor: DUFF & PHELPS, LLC
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by James S. Feltman, responsible officer.
The Debtor listed Essex Property Trust Inc as its sole unsecured
creditor holding a claim of $269,754.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/YF6P7AY/RGN-San_Francisco_XIX_LLC__debke-20-12385__0001.0.pdf?mcid=tGE4TAMA
The Debtor will move for joint administration of its case for
procedural purposes only pursuant to Rule 1015(b) of the Federal
Rules of Bankruptcy Procedure under the case captioned In re
RGN-Group Holdings, LLC, et al. (Bank. D. Del. Case No. 20-11961).
RUBEN DARYL BAERGA: Andrews Buying Long Beach Property for $1.95M
-----------------------------------------------------------------
Ruben Daryl Baerga asks the U.S. Bankruptcy Court for the Central
District of California to authorize the sale of the residential
real estate located at 380 Panama Avenue, Long Beach, California,
APN 7246-013-018, to Ryan Andrews and Johanna Andrews for
$1,948,000, under the terms of their California Residential
Purchase Agreement and Escrow Instructions, subject to overbid.
Among the real property scheduled on the Debtor's Schedule A is the
Property. The Debtor owns an undivided half interest in the
Property; the other undivided half interest is owned by his former
spouse, Regina Baerga, to whom he is now separated.
The proposed sale is to the Buyers for $1,948,000. The Property
has a fair market value between $1,895,000 to $2.16 million. The
Debtor believes that the proposed sale to the Buyers is in the best
interests of the Estate, and the Debtor is proposing that the offer
be subject to overbid.
At no time has any offer for the sale of the Property been made in
excess of the $1,948,000. The Debtor agrees that the property
would not likely sell on the open market for more than the
$1,948,000. He bases his valuation upon his knowledge of the
property, its condition, the rental market, the area where the
property is located, and the actual sales price of similar
properties in the immediate area.
The Debtor is informed that the Property is encumbered by the
following:
a) A deed of trust in favor of Faye Servicing in the
approximate amount of $1,689,420 (actual amount may vary depending
on payoff quote provided).
b) An IRS tax lien on the Debtor's interest in the Property
in the approximate amount of $275,000.
c) A FTB Tax lien on the Debtor's interest in the Property in
an amount to be determined.
The Debtor wishes to sell the Property to pay as much of the liens
as he can. Any remaining balance due on tax obligations will be
addressed and treated under the Chapter 11 Plan.
The Debtor has negotiated the transaction to provide a benefit for
the Estate, and asks approval of the following transaction:
a) The Buyers are not related to anyone connected with thee
Debtor, the Estate, the Office of the US Trustee or the Court.
They are not "insider" of any of those stated parties.
b) Sale of the Property for the price of $1,948,000.
c) Commission charges in the estimated amount of $97,400.
d) Escrow, title and miscellaneous costs, as described in the
attached estimated closing statement.
Under the foregoing terms, the sale of the Property is projected to
yield approximately $154,154 in net proceeds, half of which will
belong to the Bankruptcy Estate ($77,077) and be used to pay the
tax liens that have attached to the Debtor's interests in the
property as set forth; the other half of the net proceeds ($77,077)
belong to the other co-owner outside of the Bankruptcy Estate and
are unencumbered by the tax liens.
The Debtor believes that the proposed sale to the Buyers is in the
best interests of the Estate, and the Debtor is proposing that the
offer be subject to overbid.
The Overbid procedures are:
a. The Buyers are expected to remove all contingencies from
its offer by the date of the hearing on this motion. All
prospective overbids must be non-contingent (including no
appraisal/inspection or financing qualification contingencies).
The Debtor and his agents will work with all prospective bidders to
allow access for the purpose of removing contingencies.
b. Interested parties may submit non-contingent overbids by
Sept. 28, 2020, in an amount no less than $10,000 more than the
Buyers' base bid. All bidders must submit their signed offers with
an earnest money deposit of $50,000, and proof of funds or
financing qualification.
c. On Sept. 28, 2020, the Debtor or his agents will
communicate to all Qualified Bidders the amount of the highest bid,
and will schedule within five business days a telephonic or
electronic conference among bidders, for the purpose of continued
bidding.
d. At the conference, the Debtor or his agent, personally or
through the counsel, will continue the bidding among the Qualified
Bidders with minimum bidding increments of $5,000 until a single
high bid is reached. The Debtor or his agents are authorized to
close the sale of the Property to the highest bidder identified
through the process, without further Court Order.
e. The high bidder must close escrow within 21 calendar days
following confirmation by the Debtor or his agents of its
successful bid.
f. If the high bidder fails to close timely, the Debtor or his
agents are authorized to close the sale of the Property to the
next-highest qualified bidder at the next-highest bid price,
without further Court Order.
g. The Debtor or his agents/attorney will file an appropriate
Report of Sale with the Court following the closing of the sale,
reflecting the buyer, ultimate price and other information as
required under applicable Bankruptcy Rules and/or Local Rules.
The Debtor and Regina Baerga were married in 1993. While married,
they acquired the Property as community property. In September
2010, they separated, ending the marital estate and marital
community. From that point forward, they held an undivided half
interest in the Property. Several years after the separation from
Regina Baerga, the Debtor incurred tax obligations that were his
sole responsibility and obligation.
In 2019, the IRS filed a tax lien for the tax obligations owed
solely by the Debtor. Regina Baerga is not in any way obligated on
the tax obligations of the Debtor owed to the IRS. Also in 2019,
the FTB filed a tax lien for the tax obligations owed solely by the
Debtor. Regina Baerga is not in any way obligated on the tax
obligations of the Debtor owed to the FTB.
Because the marital estate had already terminated when the tax
obligations arose and the tax liens were filed, and Regina Baerga
is not obligated on the tax debt, the tax liens attached only to
the Debtor’s undivided half interest in the Property. Once the
Property is sold, the proceeds from the Debtor's undivided
half-interest in the property will be used to pay as much as the
tax liens as possible. Any balance remaining due on the tax
obligations will be paid as either priority debt or general
unsecured debt within the Debtor's Chapter 11 Plan.
The Debtor asks the Court to authorize him to pay from the sales
proceeds the following costs of sale: (i) for normal closing costs,
including escrow and title costs; (ii) for the payment of real
estate taxes owing on the Property, if any; (iii) for the payment
of all liens on the property; (iv) for payment of real estate
commissions; and (v) for such other unanticipated incidental or
nominal items as may be necessary to close escrow on the Property,
pursuant to a demand in escrow and subject to the Debtor's review
and approval prior to distribution.
The Debtor asks that it he be authorized to hold the remaining
funds from the liquidation of the Property in their DIP account,
and to distribute said funds only in accordance with a confirmed
Chapter 11 Plan or further order of the Court.
A hearing on the Motion is set for Oct. 6, 2020 at 10:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/y3hqunen from PacerMonitor.com free of charge.
Ruben Daryl Baerga sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 20-11379) on Feb. 7, 2020. The Debtor tapped Michael
Jones, Esq., as counsel.
SINO-GLOBAL SHIPPING: Management Says Going Concern Doubt Exists
----------------------------------------------------------------
Sino-Global Shipping America, Ltd., filed its quarterly report on
Form 10-Q, disclosing a net loss of $4,202,993 on $1,353,979 of
total revenues for the three months ended March 31, 2020, compared
to a net loss of $1,475,554 on $22,773,139 of total revenues for
the same period in 2019.
At March 31, 2020, the Company had total assets of $16,638,084,
total liabilities of $5,814,716, and $10,823,368 in total equity.
Sino-Global Shipping said, "The Company's management has considered
whether there is substantial doubt about its ability to continue as
a going concern due to 1) the Company's recurring losses from
operations, including approximately $5.9 million net loss
attributable to the Company's stockholders for the nine months
ended March 31, 2020, 2) accumulated deficit of approximately $12.8
million as of March 31, 2020 and 3) has negative operating cash
flows of approximately $3.6 million for the nine months ended March
31, 2020. All of these factors raised substantial doubt about the
ability of the Company to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/lWm2mi
Sino-Global Shipping America, Ltd. provides shipping and freight
logistics integrated solutions in the United States, China, and
Hong Kong. Its services include shipping agency, inland
transportation management, freight logistics, and container
trucking services. The company was founded in 2001 and is
headquartered in Roslyn, New York.
SIZZLER USA: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Eight affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Sizzler USA Real Property, Inc. 20-30746
23352 Madero Road
Suite B
Mission Viejo, CA 92691
Sizzler USA, Inc. 20-30748
Sizzler USA Restaurants, Inc. 20-51400
Sizzler USA Franchise, Inc. 20-51401
Sizzler USA Finance, Inc. 20-51402
Sizzler USA Acquisition, Inc. 20-51403
Sizzler USA Holdings, Inc. 20-51404
Worldwide Restaurant Concepts, Inc. 20-51405
Business Description: Sizzler -- https://www.sizzler.com --
is a United States-based restaurant
chain with headquarters in Mission
Viejo, California. It offers steak,
seafood, chicken, and burgers.
Chapter 11 Petition Date: September 21, 2020
Court: United States Bankruptcy Court
Northern District of California
Debtors' Counsel: Ori Katz, Esq.
Jeannie Kim, Esq.
SHEPPARD, MULLIN, RICHTER & HAMPTON, LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111
Tel: (415) 774-9100
(415) 434-9100
Email: okatz@sheppardmullin.com
jekim@sheppardmullin.com
Each Debtor's Estimated Assets: $1 million to $10 million
Each Debtor's Estimated Liabilities: $1 million to $10 million
The petitions were signed by Christopher Perkins, chief services
officer.
Copies of the petitions containing, among other items, lists of the
Debtors' 20 largest unsecured creditors are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MGOUEJI/Sizzler_USA_Real_Property_Inc__canbke-20-30746__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/FT6L6HI/Sizzler_USA_Inc__canbke-20-30748__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/ZREFKZA/Sizzler_USA_Restaurants_Inc__canbke-20-51400__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/FKIKCBQ/Sizzler_USA_Franchise_Inc__canbke-20-51401__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/YVKE2QA/Sizzler_USA_Finance_Inc__canbke-20-51402__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7KFK4TA/Sizzler_USA_Acquisition_Inc__canbke-20-51403__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7QYGTNI/Sizzler_USA_Holdings_Inc__canbke-20-51404__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/FEV4ILA/Worldwide_Restaurant_Concepts__canbke-20-51405__0001.0.pdf?mcid=tGE4TAMA
SPANISH BROADCASTING: Discloses Substantial Going Concern Doubt
---------------------------------------------------------------
Spanish Broadcasting System, Inc. filed its quarterly report on
Form 10-Q, disclosing a net loss of $14,330,000 on $36,275,000 of
net revenue for the three months ended March 31, 2020, compared to
a net loss of $3,932,000 on $37,355,000 of net revenue for the same
period in 2019.
At March 31, 2020, the Company had total assets of $453,361,000,
total liabilities of $547,986,000, and $94,625,000 in total
stockholders' deficit.
Spanish Broadcasting said: "Our inability to repay the Notes at
maturity and the temporary disruption to our core source of revenue
due to the recent outbreak of the COVID-19 coronavirus has caused
us to conclude there is a substantial doubt about our ability to
continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/sTqgOV
Based in Miami, Florida, Spanish Broadcasting System, Inc. is a
Spanish-language media and entertainment company with radio and/or
television stations in the top U.S. Hispanic markets, including
Puerto Rico. The Company's owned and operated radio stations serve
markets representing approximately 35% of the U.S. Hispanic
population, and its television operations serve markets
representing over 3.5 million Hispanic households. The Company
produces and distributes Spanish-language content, including radio
programs, television shows, music and live entertainment through
its radio stations and its television group, MegaTV, which produces
over 70 hours of original programming per week. MegaTV broadcasts
via its owned and operated stations in South Florida, Houston, and
Puerto Rico and through programming and/or distribution agreements
with other stations, as well as various cable and satellite
providers.
SSA RETAIL: Seeks to Hire Hayward & Associates as Counsel
---------------------------------------------------------
SSA Retail Management LLC d/b/a Ale Taco, and its
debtor-affiliates, has filed an amended application with the U.S.
Bankruptcy Court for the Northern District of Texas seeking
approval to hire Hayward & Associates PLLC, as bankruptcy counsel
to the Debtor.
SSA Retail requires Hayward & Associates to assist and provide
legal services to the Debtor in the Chapter 11 bankruptcy case.
Hayward & Associates will be paid at these hourly rates:
Melissa Hayward $400
Associates $215 to $275
Paralegal $175
Prepetition, the Debtors paid Hayward & Associates the amount of
$5,000. In addition to the retainer, the Debtors paid Hayward &
Associates $15,000. Hayward & Associates withdrew $15,957 from the
retainer prepetition, which included the $5,000 to pay for its
prepetition services rendered to the Debtors.
Melissa S. Hayward, a partner of Hayward & Associates, 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.
Hayward & Associates can be reached at:
Melissa S. Hayward, Esq.
Jamie Kirk, Esq.
HAYWARD & ASSOCIATES PLLC
10501 North Central Expy., Suite 106
Dallas, TX 75231
Tel: (972) 755-7100
Fax: (972) 755-7110
E-mail: MHayward@HaywardFirm.com
JKirk@HaywardFirm.com
About SSA Retail Management
SSA Retail Management LLC, d/b/a Ale Taco, filed a Chapter 11
bankruptcy petition (Bankr. N.D. Tex. Case No. 20-32025) on July
29, 2020, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by HAYWARD & ASSOCIATES
PLLC.
STEVEN W. DEPASQUALE: Has $294K Offer for West Warwick Property
---------------------------------------------------------------
Steven W. DePasquale filed with the U.S. Bankruptcy Court for the
District of Rhode Island a notice of his proposed sale of the real
property located at 57 Wendy Way, Plat 11, Lot 217, West Warwick,
Rhode Island to Andrew Kowalski or nominee for $294,000.
The sale will be free and clear of all liens. All mortgages, liens
and other encumbrances will attach to the proceeds of the sale.
At said closing, customary costs of closing will be paid in order
to pass good and marketable title to the Purchaser. In addition,
any statutory trustee's fees will be withheld from the proceeds of
said sale.
The amount to be paid for said real estate may not be enough to pay
all liens in full and said liens will be paid in the order of their
recordation or priority.
The Debtor will entertain any higher bids for the purchase of the
asset of which he proposes to sell. Such bids must be in writing
and accompanied by a deposit of 5% of the proposed higher purchase
price. Any higher bid must be received by the Debtor no later than
4:30 p.m. at least 20 days from the filing of the Notice. The
private sale will be consummated as proposed in the Notice no later
than 4:30 p.m. at least 20 days from the filing of the Notice if no
objections and/or higher bids are received.
Objections, if any, must be filed no later than 4:30 p.m. at least
20 days from the filing of the Notice.
A copy of the Contract is available at https://tinyurl.com/y27e2dyy
from PacerMonitor.com free of charge.
The case is In re Steven W. DePasquale, (Bankr. D.R.I. Case No.
19-10189).
TAILORED BRANDS: Discloses Substantial Doubt on Going Concern
-------------------------------------------------------------
Tailored Brands, Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $269,888,000 on $286,703,000 of total net
sales for the three months ended May 2, 2020, compared to a net
earnings of $7,142,000 on $724,662,000 of total net sales for the
three months ended May 4, 2019.
At May 2, 2020, the Company had total assets of $2,500,415,000,
total liabilities of $2,878,740,000, and $378,325,000 in total
shareholders' deficit.
The Company said, "The impact of the outbreak of the novel
coronavirus ("COVID-19"), reductions in our liquidity reflecting
the implementation of a discretionary reserve on our $550 million
asset-based credit facility (the "ABL Facility") and our election
to not make the interest payment due on July 1, 2020 with respect
to our 7.00% Senior Notes due 2022 (the "Senior Notes"), have
raised substantial doubt about our ability to continue as a going
concern within one year of the date that our condensed consolidated
financial statements are issued.
"Absent obtaining a waiver from our lenders or negotiating an
agreement to avoid acceleration of our indebtedness, we will be in
default on all of our indebtedness and we do not have sufficient
liquidity to repay the amounts due under our indebtedness,
consisting of our term loan, Senior Notes and ABL Facility.
Furthermore, our current forecast for our financial condition and
liquidity sources also raises doubt as to our ability to meet other
obligations, including interest payments related to our
indebtedness and operating lease obligations over the next twelve
months. These conditions raise substantial doubt about our ability
to continue as a going concern within one year after these
condensed consolidated financial statements are issued.
"As a result of the conditions described above, we have engaged
advisors to assist with management's plans to evaluate several
alternatives, including seeking a restructuring, amendment or
refinancing of our debt through a private restructuring or
reorganization under applicable bankruptcy laws. Management is
also evaluating various alternatives to improve our liquidity,
including but not limited to, lease concessions and deferrals,
further reductions of operating and capital expenditures, and
raising additional capital. However, there can be no assurances
that we will be able to successfully restructure our indebtedness
or improve our financial position and liquidity. Management's
plans are not yet finalized and are subject to numerous
uncertainties including negotiations with our lenders and
conditions in the credit and capital markets. As a result of the
foregoing factors, we have concluded that management's plans do not
alleviate substantial doubt about our ability to continue as a
going concern."
"Furthermore, although management's projections indicate
non-compliance with the fixed charge coverage ratio beginning in
the fourth quarter of fiscal 2020, it is likely that we will pursue
a reorganization under applicable bankruptcy laws prior to the
occurrence of such non-compliance or well in advance of such date,
possibly as soon as during the third quarter of fiscal 2020.
Should we reorganize under applicable bankruptcy laws, there will
likely not be any value distributed to our shareholders and our
shares could be cancelled for no consideration. "
A copy of the Form 10-Q is available at:
https://is.gd/6i5S6Y
Tailored Brands, Inc. operates as a specialty apparel retailer the
United States and Canada. It operates through two segments, Retail
and Corporate Apparel. The company was formerly known as The Men's
Wearhouse, Inc. and changed its name to Tailored Brands, Inc. in
February 2016. Tailored Brands, Inc. was founded in 1973 and is
based in Houston, Texas.
TPC GROUP: Moody's Lowers CFR to Caa1, Outlook Negative
-------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
TPC Group Inc. to Caa1 from B2. Moody's also downgraded the rating
on the company's senior secured notes to Caa1. These actions
conclude the review for downgrade that began on December 10, 2019
following the explosion and fire that destroyed the company's Port
Neches facility. The outlook is negative.
"While TPC is on track to replace its lost capacity with a tolling
agreement at other facility, low C4 prices along with uncertainty
over the timing of insurance payments are challenging the company's
ability to fully recover after the explosion and fire that
destroyed its Port Neches facility last year," stated John Rogers
Senior Vice President at Moody's and lead analyst on TPC.
Downgrades:
Issuer: TPC Group Inc.
Corporate Family Rating, Downgraded to Caa1 from B2
Senior Secured Regular Bond/Debenture, Downgraded to Caa1 (LGD4)
from B2 (LGD4)
Probability of Default Rating, Downgraded to Caa1-PD from B2-PD
Outlook Actions:
Issuer: TPC Group Inc.
Outlook, Changed To Negative from Rating Under Review
RATINGS RATIONALE
The downgrade of TPC's ratings reflects its poor financial
performance in 2020 as a result of the coronavirus pandemic,
roughly $118 million of Port Neches' related costs that will not be
covered by insurance, including third party claims that will exceed
available insurance coverage, the slow return of storage and
terminalling operations at Port Neches site after the fire, and
potential delays in receiving insurance payments. Given the
coronavirus and the slow recovery of the US and global economies,
many commodity prices are expected to remain relatively weak
through 2021, limiting upside in volumes and profitability in
several of TPC's main products -- butadiene, isobutene, MTBE and
HR-PIB. This is also expected to limit free cash flow through 2021
as well.
Moody's noted that the working capital benefit from lower product
prices has been used to fund cash outlays related to Port Neches.
In the first half of 2020, cash outflows related to working capital
increased by $28 million, despite a $66 million drop in accounts
receivable and inventory.
The reduced profitability in 2020 has caused net leverage to
increase dramatically from 3.6x at the end of 2019 to 6.2x at the
end of the second quarter of 2020. Net leverage is expected to
increase to well over 10x by the end of 2020. The aforementioned
metrics include Moody's standard adjustments to financial
statements, which add roughly $229 million to debt and $68 million
to EBITDA. Due to the high level of annual rent expense ($59
million) Moody's adjusted leverage is actually weaker than credit
metrics based on the reported numbers adjusted only for
extraordinary items. Leverage excluding Moody's adjustments was
8.0x on June 30, 2020. Moody's does not adjust EBITDA for the
changes in commodity prices.
While many chemical companies are expected to experience unusually
weak metrics in 2020 due to the pandemic, most are generating good
free cash flow due to working capital benefits. TPC is experiencing
both very weak metrics and negative free cash flow. Moody's noted
that TPC's working capital benefit from lower product prices has
been used to fund cash outlays related to Port Neches. In the first
half of 2020, cash outflows related to working capital were $28
million, despite a $66 million drop in accounts receivable and
inventory.
In the first quarter of 2020, TPC negotiated a $70 million term
loan to provide additional liquidity to bridge the gap between the
payment of expenses and the receipt of insurance proceeds. However,
this facility will mature in August 2021 and greatly reduce the
company's liquidity, as free cash flow is expected to be challenged
in 2021 as well.
TPC liquidity is weak due to the lack of meaningful free cash flow
generation, the differential between cash outflows stemming from
the Port Neches incident and the timing and size of insurance
payments, and the maturity of the $70 million term loan in August
of 2021. While the company had a cash balance of over $112 million
as of June 30, 2020, its $200 million ABL facility has very limited
availability. TPC is maintaining availability at just over $12.5
million to avoid triggering the springing financial covenant, which
it is not in compliance with. The outstanding balance of ABL is at
$34.5 million and any collateral benefit from increases in selling
prices or volumes would be offset by corresponding increases in
working capital and not provide the company with additional
liquidity. TPC negotiated the $70 million term loan in the first
quarter of 2020 to provide additional liquidity and bridge the gap
between the payment of expenses and the receipt of insurance
proceeds. This facility is pari passu with the existing notes but
will mature in August 2021 and greatly reduce the company's
liquidity, as free cash flow is expected to be negative through
mid-2021.
Moody's noted that TPC may be able to replace much of the C4
processing capacity at Port Neches with additional capacity at
TPC's Houston site and a long-term tolling agreement with another
company. TPC expects to be able to meet all of its contractual
commitments for processing C4s in the first half of 2021. This
should replace more than half of the lost profitability from the
Port Neches operations. In addition, if TPC can negotiate a
long-term tolling agreement, it could potentially eliminate the
need to rebuild the Port Neches' capacity, which would allow the
company to negotiate a settlement with insurers and potentially
de-lever the balance sheet. However, the timing of such an event is
extremely difficult to predict.
The negative outlook reflects the potential for a further increase
in liabilities that are not covered by insurance over the next six
to nine months along with the significant drop in liquidity once
the term loan matures in August 2021.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade is unlikely to be considered until profitability and
liquidity meaningfully improve. An upgrade would be considered once
the company has no debt maturities over the next two years,
liabilities and expected future cash outflows related to the Port
Neches incident decline below $30 million, leverage declines below
6.0x and free cash flow is expected to be maintained above $20
million per year. A downgrade would be considered if TPC has not
refinanced or extended the maturity of its term loan by the end of
the first quarter of 2021 and free cash flow in 2021 is expected to
be negative.
ESG CONSIDERATIONS
Environmental, social and governance (ESG) factors are important
considerations in TPC's credit quality, especially since the
explosion and fire at its Port Neches facility in November 2019. In
addition, the company is exposed to elevated environmental and
social risks typical of commodity petrochemical companies. TPC has
above average environmental risk as most products they produce are
highly flammable, significant exposure to humans is hazardous and
one of its largest products, butadiene, is a carcinogen. The
explosion and fire at TPC's Port Neches facility in November 2019
resulted in unauthorized emissions from the fire and a discharge of
butadiene into the area surrounding the plant after the fire was
extinguished. Per TPC, monitoring results after the event did not
show emissions at concentrations expected to implicate human health
concerns. The Texas state attorney general's office has filed a
lawsuit against the company due to the Port Neches incident and
prior discharges in 2018 and 2019. The November 2019 incident
resulted in damage to several thousand buildings, and people in the
area near the plant were evacuated on two separate occasions. In
addition, the company is a defendant in 26 lawsuits and 5 class
action lawsuits. The ultimate cost of these third-party claims is
likely to be well in excess of the company's $100 million insurance
policy; as of 6/30/20, the company had received $85 million under
this policy. TPC's governance risks are also above average as the
board is controlled by insiders, reduced financial disclosure
requirements as a private company and higher leverage compared to
most public companies.
TPC Group Inc., headquartered in Houston, Texas, is a processor of
crude C4 hydrocarbons (primarily butadiene, butene-1, isobutylene)
and differentiated isobutylene derivatives. The company operates
through two business segments: C4 Processing and Performance
Products (PP). Revenues can range from less than $1.0 to $1.6
billion depending on commodity prices and production volumes. TPC
is owned by private equity funds managed by First Reserve
Management, L.P. and SK Capital Partners.
The principal methodology used in these ratings was Chemical
Industry published in March 2019.
TRANSATLANTIC PETROLEUM: Has $24.0M Net Loss for March 31 Quarter
-----------------------------------------------------------------
TransAtlantic Petroleum Ltd. filed its quarterly report on Form
10-Q, disclosing a net loss of $23,965,000 on $8,360,000 of total
revenues for the three months ended March 31, 2020, compared to a
net loss of $3,902,000 on $19,041,000 of total revenues for the
same period in 2019.
At March 31, 2020, the Company had total assets of $103,213,000,
total liabilities of $65,548,000, and $8,385,000 in total
shareholders' deficit.
The Company said, "As of the date hereof, based on cash on hand and
projected future cash flow from operations, our current liquidity
position is severely constrained and is forecast to worsen during
2020 as revenues are insufficient to meet our ordinary course
expenditures and debt obligations. Based on our current cash flow
forecasts, we may be unable to pay the scheduled monthly
installments on the 2019 Term Loan in the fourth quarter of 2020
unless we can increase revenues, obtain additional financing, or
restructure our current obligations. To date, we have been unable
to restructure our current obligations or obtain additional
financing to alleviate these liquidity issues. As a result,
substantial doubt exists regarding our ability to continue as a
going concern. Our management is actively pursuing improving our
working capital position in order to remain a going concern for the
foreseeable future."
A copy of the Form 10-Q is available at:
https://is.gd/fqPjWH
TransAtlantic Petroleum Ltd., an oil and natural gas company,
engages in the acquisition, exploration, development, and
production of oil and natural gas. The Company was founded in 1985
and is based in Addison, Texas.
TRIUMPH ENERGY: Unsecureds Will Get 10% of Their Claims
-------------------------------------------------------
Triumph Energy I, LLC, filed a Supplemental Disclosure Statement.
Class 2: Unsecured Claims totaling $832,376 are impaired. The
Debtor proposes to pay this class of creditors 10% of their allowed
claims in a lump sum at closing of the New Term Loan.
Class 4: Secured Claim of Southern Oil & Gas, LLC, owed $1,969,408,
which is secured by a UCC-I Financing Statement on all Debtor's
assets, is impaired. As required under the terms of the New Term
Loan, Southern Oil will receive a distribution equal to 25% of its
prepetition claim at the time the New Term Loan closes. The
payment to Southern Oil will be $492,352. The payment to Southern
Oil will be paid by the Post-Petition Lender directly to Southern
Oil at the time of closing on the New Term Loan.
Class 5: Secured Claim of SADS, Inc., filed in the amount of
$233,837 claiming a security interest in Debtor's assets through
"various lien rights." The Debtor disputes the validity of SADS
security interest and will be objecting to its claim as a secured
creditor. For the purposes of this Plan, SADS will receive a
distribution under Class 2 as an unsecured creditor and shall not
be entitled to vote under Class 5.
Class 6: Secured Claim of Archrock Partners Operating LLC is
impaired. Archrock Partners Operating LLC holds a lien on Debtor's
assets because of an amount owed to Archrock from Poydras.
Archrock filed a secured claim, Claim 5, in the amount of $844,214.
As required under the terms of the New Term Loan, Archrock will
receive a distribution equal to 25% of its pre-petition claim at
the time the New Term Loan closes. The payment to Archrock shall
be $211,054. The payment to Archrock will be paid by the
Post-Petition Lender directly to Archrock at the time of closing on
the New Term Loan.
Class 7: Secured Claim of Tidal Diving LLC is impaired. Tidal
Diving LLC holds a lien on Debtor's assets because of an amount
owed to Tidal Diving by Poydras and Triumph Offshore Construction.
Tidal Diving filed an amended claim, Claim 4-2, in the amount of
$78,984, with a secured claim of $46,526. As required under the
terms of the New Term Loan, Tidal Diving will receive a
distribution equal to 25% of its prepetition secured claim at the
time the New Tern Loan closes. The payment to Tidal Diving under
Class 7 shall be $11,632. The payment to Tidal Diving under Class
7 shall be paid by the Post-Petition Lender directly to Tidal
Diving at the time of closing on the New Term Loan.
Class 8: Secured Claim of Ira D. Westerfield is impaired. Ira D.
Westerfield holds a lien on Debtor's assets because of an amount
owed to Westerfield by Poydras. Westerfield filed a secured claim,
Claim 8, in the amount of $333,715. As required under the terms of
the New Term Loan, Westerfield will receive a distribution equal to
25% of its prepetition claim at the time the New Term Loan closes.
The payment to Westerfield shall be $83,428.80. The payment to
Westerfield will be paid by the Post-Petition Lender directly to
Westerfield at the time of closing on the New Term Loan.
Class 9: Secured Claim of Double-H Marine LLC is impaired.
Double-H Marine LLC holds a lien on Debtor's assets because of an
amount owed to Double-H by Poydras. Double-H filed a secured claim,
Claim 7, in the amount of $92,579. As required under the terms of
the New Term Loan, Double-H will receive a distribution equal to
25% of its prepetition claim at the time the New Term Loan closes.
The payment to Double-H will be $23,145. The payment to Double-H
will be paid by the Post-Petition Lender directly to Double-H at
the time of closing on the New Term Loan.
Class 10: Secured Claim of GRRRRRRRRR Collection Services, LLC, in
the amount of $168,443.75. Debtor disputes the validity of GR9's
purported security interest and will be filing a motion to
determine the secured status of its claim. For the purposes of this
Plan, GR9 will receive a distribution under Class 2 as an unsecured
creditor and shall not be entitled to vote under Class 10.
Class 11: Affiliated Unsecured Claim of Poydras Energy Partners,
LLC. This class is impaired. Poydras Energy Partners, LLC is an
affliated entity to Debtor and operates the oil fields which Debtor
leases. Poydras is owed a pre-petition claim of approximately
$1,747,725.95. Pursuant to the terms of the New Term Loan, the
pre-petition claim of Poydras shall receive no distribution under
this Plan.
Class 12: Equity Interest. This class is impaired. All equity
interests of the equity holders in the Debtor shall be retained,
and all rights and privileges of members shall remain unaltered,
except as expressly modified, reduced or otherwise altered by the
terms of the New Term Loan.
As more fully outlined in the Debtor's Schedules, the Debtor has
approximately $512,000 in assets, exclusive of the value of its
interest in the Oil Leases. Given the nature of the assets, it is
likely the result of liquidating Debtor's assets through a Chapter
7 liquidation will generate far less than the actual value,
including the value of Debtor's interest in the Oil Leases.
A full-text copy of the Disclosure Statement dated August 10, 2020,
is available at https://tinyurl.com/y53a2fsh from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Kevin B. Paysinger, Esquire
William B. McDaniel, Esquire
LANSING ROY, P.A.
1710 Shadowood Lane, Suite 210
Jacksonville, FL 32207
Tel: (904) 391-0030
About Triumph Energy I
Triumph Energy I, LLC, offers exploration and production of oil and
gas. It was incorporated in 2010 and is based in Jacksonville,
Florida.
Triumph Energy I sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04388) on Dec. 18,
2018. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of $1,000,001 to $10 million.
The case has been assigned to Judge Jerry A. Funk. The Debtor
tapped Lansing Roy, PA, as its legal counsel. No official
committee of unsecured creditors has been appointed in the Debtor's
Chapter 11 case.
TUPPERWARE BRANDS: $501.3M Senior Notes Cast Going Concern Doubt
----------------------------------------------------------------
Tupperware Brands Corporation filed its quarterly report on Form
10-Q, disclosing a net loss of $64 million on $397 million of net
sales for the 13 weeks ended June 27, 2020, compared to a net loss
of $39 million on $475 million of net sales for the 13 weeks ended
June 29, 2019.
At June 27, 2020, the Company had total assets of $1,194 million,
total liabilities of $1,477 million, and $282 million in total
shareholders' deficit.
The Company said, "Pursuant to ASC 205, Presentation of Financial
Statements, the Company is required to and does evaluate at each
annual and interim period whether there are conditions or events,
considered in the aggregate, that raise substantial doubt about its
ability to continue as a going concern within one year after the
date that the consolidated financial statements are issued. As of
June 27, 2020 the Company has $501.3 million of Senior Notes that
will mature on June 1, 2021, which is within one year of the date
that the consolidated financial statements are issued for the
second quarter ended June 27, 2020. Based on the definitions in
the relevant accounting standards, management has determined that
this condition raises substantial doubt about the Company's ability
to continue as a going concern. This evaluation does not consider
the potential mitigating effect of management's plans that have not
been fully implemented. Management may evaluate the mitigating
effect of its plans to determine if it is probable that (1) the
plans will be effectively implemented within one year after the
date the financial statements are issued, and (2) when implemented,
the plans will mitigate the relevant conditions or events that
raise substantial doubt about the entity's ability to continue as a
going concern. As such, the Company's consolidated financial
statements as of June 27, 2020 have been prepared on a going
concern basis. Although the Company has taken, and plans to
continue to take, proactive measures to enhance its liquidity
position and provide additional financial flexibility, there can be
no assurance that these measures will be sufficient. The
substantial doubt about the Company's ability to continue as a
going concern may affect the price of the Company's common stock
and the grade of its credit rating, may negatively impact
relationships with third parties with whom the Company does
business, including customers, vendors and lenders, may impact the
Company's ability to raise additional capital or implement its
business plan and may impact its ability to comply going forward
with covenants in the Company's Credit Agreement."
A copy of the Form 10-Q is available at:
https://is.gd/TFlsLW
Tupperware Brands Corporation manufactures and distributes a line
of products, primarily through independent sales consultants. The
Orlando-based Company's portfolio of brands includes Tupperware,
BeautiControl, Avroy Shlain, Nuvo, Nutrimetics, Fuller Cosmetics,
and NaturCare brands.
TWINLAB CONSOLIDATED: Reports $2.3M Net Loss for March 31 Quarter
-----------------------------------------------------------------
Twinlab Consolidated Holdings, Inc. filed its quarterly report on
Form 10-Q, disclosing a net loss of $2,334,000 on $16,429,000 of
net sales for the three months ended March 31, 2020, compared to a
net loss of $8,784,000 on $19,971,000 of net sales for the same
period in 2019.
At March 31, 2020, the Company had total assets of $38,268,000,
total liabilities of $128,362,000, and $90,094,000 in total
stockholders' deficit.
The Company said, "Because of our history of operating losses,
significant interest expense on our debt, and the recording of
significant derivative liabilities, we have a working capital
deficiency of $104,090 thousand as of March 31, 2020. We also have
$94,575 thousand of debt, net of discount, presented in current
liabilities. These continuing conditions, among others, raise
substantial doubt about our ability to continue as a going
concern."
A copy of the Form 10-Q is available at:
https://is.gd/npoI86
Twinlab Consolidated Holdings, Inc., together with its
subsidiaries, manufactures, markets, distributes, and retails
nutritional supplements and other natural products worldwide. It
is based in Boca Raton, Florida.
URBAN-GRO INC: Posts $1.7-Mil. Net Loss for Quarter Ended March 31
------------------------------------------------------------------
urban-gro, Inc. filed its quarterly report on Form 10-Q, disclosing
a net loss of $1,695,631 on $4,261,003 of total revenue for the
three months ended March 31, 2020, compared to a net loss of
$1,481,471 on $5,834,016 of total revenue for the same period in
2019.
At March 31, 2020, the Company had total assets of $8,456,085,
total liabilities of $14,050,583, and $5,594,498 in total
shareholders' deficit.
The Company said, "Since inception, the Company has incurred
significant operating losses and has funded its operations
primarily through issuance of equity securities, debt, and
operating revenue. As of March 31, 2020, the Company had an
accumulated deficit of $18,586,257, a working capital deficit of
$8,639,227, and negative stockholders' equity of $5,594,498. These
facts and conditions raise substantial doubt about the Company's
ability to continue as a going concern, within one year after the
date that these financial statements are issued. The Company
continually evaluates opportunities to raise equity and debt
financing and has also sought to implement cost reduction and
revenue enhancing measures to help achieve profitability and
continue operations. There can, however, be no assurances that the
Company will be able to raise equity or debt financing in
sufficient amounts, when and if needed, on acceptable terms or at
all, nor can there be any assurances that the Company will be able
to implement cost reduction and revenue enhancing measures that
will enable the Company to achieve profitable operations going
forward."
A copy of the Form 10-Q is available at:
https://is.gd/Y8rdLN
urban-gro, Inc. provides end-to-end agricultural solutions for
cannabis and traditional agriculture produce growers in the United
States, Canada, and internationally. It engages in the design,
engineering, sale, and commissioning of various integrated
cultivation systems, including environmental controls, and
fertigation and irrigation distribution products; commercial grade
light systems; water treatment and reclamation systems; rolling and
automated bench systems; fans; and odor mitigation systems. The
company also offers integrated post management plan design and
product solutions; and Soleil 360, an agriculture technology
platform. urban-gro, Inc. was founded in 2014 and is based in
Lafayette, Colorado.
URSA PICEANCE: Hires Prime Clerk as Claims and Noticing Agent
-------------------------------------------------------------
Ursa Piceance Holdings LLC, and its debtor-affiliates, seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Prime Clerk LLC, as claims and noticing agent to
the Debtors.
Ursa Piceance requires Prime Clerk to:
a. prepare and serve required notices and documents in the
bankruptcy case in accordance with the Bankruptcy Code and
the Federal Rules of Bankruptcy Procedure in the form and
manner directed by the Debtor and the Court, including (i)
notice of the commencement of the case and the initial
meeting of creditors under the Bankruptcy Code, (ii) notice
of any claims bar date, (iii) notice of transfer of claims,
(iv) notices of objections to claims and objections to
transfers of claims, (v) notices of any hearings on a
disclosure statement and confirmation of the Debtor's plan
or plans of reorganization, including under Bankruptcy Rule
3017(d), (vi) notice of the effective date of any plan and
(vii) all other notices, orders, pleadings, publications
and other documents as the Debtor or Court may deem
necessary or appropriate for an orderly administration of
the case;
b. maintain an official copy of the Debtor's schedules of
assets and liabilities and statement of financial affairs,
listing the Debtor's known creditors and the amounts owed
thereto;
c. maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a core
mailing list consisting of all parties described in
sections 2002(i), (j) and (k) and those parties that have
filed a notice of appearance pursuant to Bankruptcy Rule
9010; updated said lists and make said lists available upon
request by a party-in-interest or the Clerk;
d. furnish a notice to all potential creditors of the last
date for the filing of proofs of claim and a form for the
filing of a proof of claim, after such notice and form are
approved by the bankruptcy Court, and notify said potential
creditors of the existence, amount and classification of
their respective claims as set forth in the Schedules,
which may be effected by inclusion of such information on a
customized proof of claim form provided to potential
creditors;
e. maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail
received;
f. for all notices, motions, orders or other pleadings or
documents served, prepare and file or caused to be filed
with the Clerk an affidavit or certificate of service
within seven (7) business days of service which includes
(i) either a copy of the notice served or the docket number
and title of the pleading served, (ii) a list of persons to
whom it was mailed, in alphabetical order, with their
addresses, (iii) the manner of service ,and (iv) the date
served;
g. process all proofs of claim received, including those
received by the Clerk's Office, and check said processing
for accuracy, and maintain the original proofs of claim in
a secure area;
h. maintain the official claims register for the Debtor on
behalf of the Clerk; upon the Clerk's request, provide the
Clerk with certified, duplicate unofficial Claims Register;
and specify in the Claims Registers the following
information for each claim docketed (i) the claim number
assigned, (ii) the date received, (iii) the name and
address of the claimant and agent, if applicable, who filed
the claim, (iv) the amount asserted, (v) the asserted
classifications of the claim, (vi) the applicable Debtor,
and (vii) any disposition of the claim;
i. provide public access to the Claims Register, including
complete proofs of claim with attachments, if any, without
charge;
j. implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
k. record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
l. relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Prime Clerk,
not less than weekly;
m. upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk
copies of the claims register for the Clerk's review;
n. monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and changes to the
claims register;
o. assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the case as directed by the Debtor or the Court,
including through the use of a case website and call
center;
p. identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
q. assist in the dissemination of information to the public
and respond to requests for administrative information
regarding these chapter 11 cases as directed by the Debtors
or the Court, including through the use of a case website
and/or call center;
r. Monitor the Court's docket in these chapter 11 cases and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them to
correct any such error;
s. thirty (30) days prior to the close of the bankruptcy case,
request the Debtor submits to the Court a proposed Order
dismissing Prime Clerk and terminating the services of such
agent upon completion of its duties and responsibilities
and upon the closing of the bankruptcy case;
t. within seven (7) days of notice to Prime Clerk of entry of
an order closing the Chapter 11 case, provide to the
bankruptcy Court the final version of the claims register
as of the date immediately before the close of the case;
and
u. at the close of these chapter 11 cases, (i) box and
transport all original documents, in proper format, as
provided by the Clerk's office, to (A) the Philadelphia
Federal Records Center, 14700 Townsend Road,
Philadelphia, PA 19154-1096 or (B) any other location
requested by the Clerk's office; and (ii) docket a
completed SF-135 Form indicating the accession and location
numbers of the archived claims.
v. provide such other claims and noticing services described
in the Engagement Agreement that may be requested from time
to time by the Debtors, the Court, or the Clerk's office.
Prime Clerk will be paid at these hourly rates:
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 $35-$55
Prime Clerk will be paid a retainer in the amount of $40,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, partner of 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 and does not represent any
interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
E-mail: bsteele@primeclerk.com
About Ursa Piceance Holdings
Ursa Piceance Holdings LLC -- http://www.ursaresources.com/-- is
engaged in the development and production of oil and gas in the
Piceance Basin, principally in rural areas of Western Colorado. The
Company's operations are focused on natural gas and natural gas
liquids.
Ursa Piceance Holdings LLC and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case
No. 20-12065) on Sept. 2, 2020. The petitions were signed by Jamie
Chronister, chief restructuring officer. Hon. Karen B. Owens
oversees the cases.
The Debtor posted estimated Assets of $100 million to $500 million
and estimated Liabilities: $100 million to $500 million.
Sidley Austin LLP has been tapped as general bankruptcy counsel to
the Debtors while Young Conaway Stargatt & Taylor LLP has been
tapped as Delaware counsel. Conway MacKenzie Management Services
LLC serves as interim management services provider to the Debtors.
Lazard Freres & Co. LLC is the Debtors' investment banker and Prime
Clerk LLC is the Debtors' claims and noticing agent.
URTHECAST CORP: Gets Initial Stay Order Under CCAA
--------------------------------------------------
Urthecast Corp., Urthecast International Corp., Urthecast USA Inc,
1185729 B.C. Ltd. and other petitioners obtained an Order under the
Companies' Creditors Arrangement Act in Canada on Sept. 4, 2020.
Pursuant to the CCAA Order granted by Justice Sharma of the Supreme
Court of British Columbia, Ernst & Young Inc. was appointed Monitor
of the Companies.
Further information with respect to this matter, including a copy
of the Initial Order and a list of creditors and the amounts owing
per the Companies' records can be found available on the Monitor's
website at https://www.ey.com/ca/urthecast.
Monitor:
Ernst & Young Inc.
Pacific Centre
700 West Georgia Street
Vancouver, BC V7Y 1C7
Fax: 604-643-5422
Philippe Mendelson
Tel: Philippe.Mendelson@ca.ey.com
Mike Bell
Email: mike.bell@ca.ey.com
Counsel to the Monitor
DLA Piper (Canada) LLP
Suite 2800 Park Place
666 Burrard Street
Vancouver, BC V6C 2Z7
Colin Brousson
Email: colin.brousson@dlapiper.com
Jeffrey Bradshaw
Email: jeffrey.bradshaw@dlapiper.com
Counsel to the Companies:
Bennett Jones LLP
2500-666 Burrard Street
Vancouver, BC V6C 2X8
Tel: 604-891-5154
Fax : 604-891-5100
David E. Gruber
Email: GruberD@bennettjones.com
Alexandra Andrisoi
Email: AndrisoiA@bennettjones.com
Urthecast Corp. -- https://www.urthecast.com/ -- operates a
satellite imaging company developing technologies in data services,
geoanalytics, machine learning and AI.
VECTOR SINCE 1989: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Vector Since 1989, Inc.
DBA Vector Tool & Manufacturing, Inc
206 Dundas Road
Monticello, MN 55362
Business Description: Vector Since 1989, Inc. --
https://www.vectortoolmfg.com -- owns and
operates a machine shop in Monticello,
Minnesota. It offers the latest in
precision Multi-Spindle technologies and
Swiss machining techniques.
Chapter 11 Petition Date: September 21, 2020
Court: United States Bankruptcy Court
Western District of Minnesota
Case No.: 20-42239
Judge: Hon. Kathleen H. Sanberg
Debtor's Counsel: Steven B. Nosek, Esq.
STEVEN B. NOSEK, P.A.
ATTORNEY AT LAW
2855 Anthony Lane S, #201
St. Anthony, MN 55418
Tel: 612-335-9171
Email: snosek@noseklawfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael A. Ryan, president & CEO.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZVLEMEA/Vector_Since_1989_Inc__mnbke-20-42239__0001.0.pdf?mcid=tGE4TAMA
VENTURE VANADIUM: Reports $185,000 Net Loss for April 30 Quarter
----------------------------------------------------------------
Venture Vanadium Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $185,131 on $0 of revenue for the three
months ended April 30, 2020, compared to a net loss of $12,393 on
$0 of revenue for the same period in 2019.
At April 30, 2020, the Company had total assets of $1,073,807,
total liabilities of $166,020, and $907,787 in total shareholders'
equity.
The Company said, "We had no revenues for the six months ended
April 30, 2020. We currently have losses and have not completed
our efforts to establish a stabilized source of revenues sufficient
to cover operating costs over an extended period of time.
Therefore, there is substantial doubt about our ability to continue
as a going concern. Management anticipates that we will depend,
for the near future, on additional investment capital to fund
operating expenses. We intend to raise additional funds through
the capital markets. In light of management's efforts, there are
no assurances that we will be successful in this or any of our
endeavors or become financially viable and continue as a going
concern."
A copy of the Form 10-Q is available at:
https://is.gd/qBLArP
Venture Vanadium Inc. focuses on the evaluation and development of
vanadium and rare earth metal exploration properties. Its primary
project is the Desgrosbois vanadium-titanium property that consists
of 30 mineral claims covering an area of 1,789.80 hectares located
in Quebec, Canada. The company was formerly known as Aura Energy
Inc. and changed its name to Venture Vanadium Inc. in February
2019. Venture Vanadium Inc. was founded in 2016 and is based in
Pittsburgh, Pennsylvania.
VERUS INTERNATIONAL: Has $7.3M Net Loss for the April 30 Quarter
----------------------------------------------------------------
Verus International, Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $7,313,120 on $4,647,886 of revenue for
the three months ended April 30, 2020, compared to a net income of
$2,164,614 on $2,942,435 of revenue for the same period in 2019.
At April 30, 2020, the Company had total assets of $7,796,816,
total liabilities of $7,226,782, and $570,034 in total
stockholders' equity.
Verus International said, "The Company has incurred a net loss of
$9,816,408 and negative cash flows from operations of $1,296,364
for the six months ended April 30, 2020. At April 30, 2020, the
Company had a working capital deficit of $174,754, and an
accumulated deficit of $38,310,998. It is management's opinion
that these facts raise substantial doubt about the Company's
ability to continue as a going concern for a period of twelve
months from the date of this report, without additional debt or
equity financing. The unaudited consolidated financial statements
do not include any adjustments relating to the recoverability and
classification of recorded asset amounts nor to the amounts and
classification of liabilities that might be necessary should the
Company be unable to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/ydYnyR
Verus International, Inc. engages in the supply of consumer food
products in the Middle East, North Africa, sub-Saharan Africa, the
United Arab Emirates, the Sultanate of Oman, Bahrain, Qatar, the
Kingdom of Saudi Arabia, and Kuwait. The Company was formerly
known as RealBiz Media Group, Inc. and changed its name to Verus
International, Inc. in October 2018. Verus International, Inc. was
founded in 2007 and is based in Gaithersburg, Maryland.
VIAD CORP: Discloses Substantial Doubt on Staying as Going Concern
------------------------------------------------------------------
Viad Corp filed its quarterly report on Form 10-Q, disclosing a net
loss of $88,435,000 on $306,008,000 of total revenue for the three
months ended March 31, 2020, compared to a net loss of $18,221,000
on $285,594,000 of total revenue for the same period in 2019.
At March 31, 2020, the Company had total assets of $1,247,461,000,
total liabilities of $822,105,000, and $420,448,000 in total
stockholders' equity.
The Company disclosed conditions that raise substantial doubt about
its ability to continue as a going concern for a period through one
year from the issuance of the financial statements.
The Company said, "Although we were in compliance with the
financial covenants of our Second Amended and Restated Credit
Agreement (the "2018 Credit Agreement") as of March 31, 2020,
disruptions caused by the COVID-19 pandemic have had and are likely
to continue to have a significant and negative impact on our
operations and financial performance. In May 2020, we entered into
an amendment to our 2018 Credit Agreement, which waived our
financial covenants for the quarter ending June 30, 2020 and added
a new minimum liquidity requirement. However, we expect to be
unable to meet our financial covenants beginning with the quarter
ending September 30, 2020, and as a result, the entire $412.6
million balance outstanding under the 2018 Credit Facility as of
March 31, 2020 has been classified as a current liability. We are
actively negotiating with our lenders to further amend our 2018
Credit Agreement, and we are pursuing options to raise capital and
enhance our liquidity position. We cannot provide any assurance
regarding the likelihood, certainty, or exact timing of our ability
to raise capital or our ability to obtain further amendments to the
2018 Credit Agreement in a timely manner, or on acceptable terms,
if at all. If we are unable to raise capital or obtain a waiver to
our financial covenants, our lenders may exercise remedies against
us, including the acceleration of our outstanding indebtedness. We
also expect to be unable to meet our financial covenants under our
FlyOver Iceland Credit Facility beginning with the quarter ending
September 30, 2020, and as a result, the $5.3 million balance
outstanding as of March 31, 2020 has been classified as a current
liability. We have concluded that the shut-down of live event and
tourism activities resulting in substantial net losses and
operating cash outflows and the expected inability to maintain
compliance with debt covenants raise substantial doubt about our
ability to continue as a going concern for a period through one
year from the issuance of the financial statements. We have
prepared the financial statements on a going concern basis, which
do not include any adjustments that might result from the outcome
of this uncertainty."
A copy of the Form 10-Q is available at:
https://is.gd/VkXhZy
Viad Corp operates as an experiential services company in the
United States, Canada, the United Kingdom, continental Europe, and
the United Arab Emirates. The Company operates through GES and
Pursuit segment. It was founded in 1914 and is headquartered in
Phoenix, Arizona.
WADSWORTH ESTATES: Unsecureds Will get 100% of Their Claims
-----------------------------------------------------------
Wadsworth Estates, LLC, submitted a Plan and a Disclosure
Statement.
Wadsworth Estates is a Limited Liability Company incorporated under
the
Laws of the State of Louisiana on April 25, 2005 that owns 92.5034
acres more or less of a tract of land located in St. Tammany
Parish, described as Wadsworth Estates, a certain parcel of land
situated in Section 33, Township 7 South, Range 12 East, St.
Tammany Parish, State of Louisiana
Class 1 First American Bank & Trust, first mortgage lien, is
impaired. Class 1 will be paid in full upon the sale of the
WADSWORTH TRACT. Class 1 includes the amount of principal plus
non-default interest of 5% and reasonable attorneys fees and
collection costs, as approved by the bankruptcy court.
Class 3 Beverly Construction Company, LLC, is impaired. Class 3
will be paid the amount of its judgment lien on the WADSWORTH
TRACT, plus interest at the rate of 1% above Wall Street prime as
provided in said judgment, and all court costs incurred in the St.
Tammany Parish court proceeding, plus reasonable attorneys fees as
determined by the bankruptcy court. The full amount of Beverly's
Secured Claim will be paid in full upon the sale of the WADSWORTH
TRACT.
Class 4 Joe Young, Jr., is impaired. Class 4 is fourth mortgage
lien on the WADSWORTH TRACT for a debt that was incurred by its
manager, Ashton J. Ryan, Jr. All or some of the proceeds of the
funds advanced by Joseph Young Jr. were used for the benefit of
debtor. Debtor recognizes a valid debt in the amount of $4,443,040
plus 5% interest from May 10, 2016 as a compromise and settlement
of the disputed amount due, and if accepted by Joseph Young Jr.
will pay this amount in full upon sale of the WADSWORTH TRACT.
Class 5 First National Bankers Bank is impaired. Class 5 is fifth
mortgage lien on the WADSWORTH TRACT for debt that was incurred by
its manager, Ashton J. Ryan, Jr. All or some of the proceeds of the
funds lent to Mr. Ryan by First National Bankers Bank were used for
the benefit of debtor.
Class 5 Unsecured Creditors are impaired. Holders of Class 5
claims will receive 100% of their allowed secured claim with no
interest from any the net proceeds of the sale of the WADSWORTH
TRACT. Such distribution shall be made 180 days after the closing
of the act of sale of the property.
Class 6 Equity Interests (Subclasses 6a and 6) are impaired. The
Equity Interests in the Debtor will not receive any distribution on
account of their equity nterests, and the Equity Interests will be
cancelled and discharged, and will be of no further force or
effect, whether or not surrendered for cancellation or otherwise.
A full-text copy of the Disclosure Statement dated August 10, 2020,
is available at https://tinyurl.com/y6bwe2c3 from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
William G. Cherbonnier, Jr.
2550 Belle Chasse Highway, Ste 215
Gretna, LA 70053
Telephone 504-309-3304
Telecopier 504-309-3306
Direct Email: wgc@billcherbonnier.com
About Wadsworth Estates
Wadsworth Estates is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Wadsworth Estates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. La. 20-10540) on March 10, 2020. In
the petition signed Ashton J. Ryan, Jr., managing member, the
Debtor was estimated to have between $10 million to $50 million in
both assets and liabilities. William G. Cherbonnier, Jr., Esq. at
the CALUDA GROUP, LLC, represents the Debtor.
WEST COAST VENTURES: Posts $1.1M Net Income for March 31 Quarter
----------------------------------------------------------------
West Coast Ventures Group Corp. filed its quarterly report on Form
10-Q, disclosing a net income of $1,101,432 on $789,444 of revenues
for the three months ended March 31, 2020, compared to a net loss
of $1,122,481 on $839,615 of revenues for the same period in 2019.
At March 31, 2020, the Company had total assets of $2,196,578,
total liabilities of $6,634,917, and $4,438,339 in total
stockholders' deficit.
The Company said, "We have an accumulated deficit of approximately
$7.8 million and a negative working capital of approximately $5.3
million at March 31, 2020, inclusive of current indebtedness. We
also are in default on certain outstanding indebtedness. These
conditions raise substantial doubt about our ability to continue as
a going concern.
"Failure to successfully continue to grow restaurant operation
revenues could harm our profitability and materially adversely
affect our financial condition and results of operations. We face
all of the risks inherent in a new business, including the need for
significant additional capital, management's potential
underestimation of initial and ongoing costs, and potential delays
and other problems in connection with establishing and opening
restaurant operations.
"We are continuing our plan to further grow and expand restaurant
operations and seek sources of capital to pay our contractual
obligations as they come due. Management believes that its current
operating strategy will provide the opportunity for us to continue
as a going concern as long as we are able to obtain additional
financing; however, there is no assurance this will occur. The
accompanying condensed consolidated financial statements do not
include any adjustments that might be necessary if we are unable to
continue as a going concern.
"The independent auditors' report on our consolidated financial
statements for the years ended December 31, 2019 contained an
explanatory paragraph expressing substantial doubt as to our
ability to continue as a going concern."
A copy of the Form 10-Q is available at:
https://is.gd/thpxF8
West Coast Ventures Group Corp. owns and operates casual
restaurants. It operates five restaurants in the Denver, Colorado
metro area. The company is based in Arvada, Colorado.
WINDOM RIDGE: Benscoter Buying Wayne Property for $19K
------------------------------------------------------
Windom Ridge, Inc., asks the U.S. Bankruptcy Court for the Northern
District of Iowa to authorize the sale of the real property
commonly known as Lot 12, Benscoter Addition, PUD Replat 3, Wayne,
Wayne County, Nebraska to Benscoter Construction, LLC for $19,000,
per the Purchase Agreement.
Among the assets that belong to the estate of the Debtor is the
real property.
The Debtor believes that the sale of the real property is in the
best interest of the bankruptcy estate.
It asks the Court to enter an Order giving the Debtor express
authority to sell said real estate free and clear of all liens and
encumbrances thereon, with the liens attaching to the proceeds.
Further, it asks to be given express authority to complete said
sale of real estate, pay the real estate sales commission, the
prorated real estate taxes, and closing costs, with the balance
being paid to the Citizens State Bank.
The liens will attach to the proceeds of record and as the Court
will determine with the following parties: Citizens State Bank, 201
Hwy. 20, Laurel, NE. 68745
Objections, if any, must be filed within 21 days from the date of
notice.
A copy of the Agreement is available at
https://tinyurl.com/yykvhwcn from PacerMonitor.com free of charge.
About Windom Ridge
Windom Ridge, Inc., is a real estate developer in Wayne, Nebraska.
Windom Ridge sought Chapter 11 protection (Bankr. N.D. Iowa Case
No. 19-01098) on Aug. 13, 2019. Judge Thad J. Collins is assigned
to the case. In the petition signed by Louis E. Benscoter, Sr.,
owner, the Debtor was estimated to have assets in the range of up
to $50,000 and $1 million to $10 million in debt. The Debtor
tapped Wilford L. Forker, Esq., at Wilford L. Forker, as counsel.
XUEHAI LI: Trustee Selling Interest in 901 West to Zou for $220K
----------------------------------------------------------------
Andrea Dobin, Chapter 11 Trustee of Xuehai Li, asks the U.S.
Bankruptcy Court for the District of New Jersey to authorize the
auction sale of the Debtor's interest in 901 West Olympic Blvd.,
LP. to Qiurong Lijuan Rachel Zou for $220,000, subject to higher
and better offers.
A hearing on the Motion is set for Oct. 8, 2020 at 10:00 a.m.
Unless an objection is timely filed and served, the Motion will be
deemed, and the relief may be granted, without a hearing. Oral
argument is waived unless timely objection is received.
The Trustee certifies that on March 8, 2012, the Debtor made an
investment of $500,000 to obtain a .301205% interest in 901 West
Olympic Blvd., LP. There are approximately 233 entities with a
limited partnership interest in the Limited Partnership, holding a
total of 70% of the interests in Limited Partnership. There are
four general partners holding the remaining 30% interest in the
Limited Partnership.
The Interest is solely in the name of the Debtor and is not subject
to any liens or encumbrances. It was acquired by the Debtor as
part of his effort to obtain valid immigration status to the United
States. The Interest has generally been referred to before the
Court as the "EB5" investment, referring to the type of immigration
visa that becomes possible as a result of the investment.
Based upon a review of the Limited Partnership documents, the
Interest is subject to a right of first refusal of American Life,
Inc., the General Manager. The Interest is not publicly traded.
Between Aug. 17 and 19, 2020, the Trustee sent emails to every
owner asking if they would be interested in increasing their
ownership interest in the Limited Partnership. She received an
unsolicited offer of $160,000 which informed her decisions going
forward. A notice of auction with bidding instructions was sent to
all entities with an interest in the Limited Partnership setting
the minimum bid at $150,000.
On Sept. 1, 2020, the Trustee conducted a virtual auction of the
Interest. Following several rounds of bidding, the highest bidder
was the Buyer at $225,000. Unfortunately, on that same date, Mr.
Lu informed me that he did not intend to proceed with the purchase
of the Interest.
Pursuant to the bidding instructions, the Trustee contacted the
representative of the second highest bidder, who agreed to purchase
the Interest at their high bid price of $220,000. She was
thereafter advised that the interest is being purchased by the
bidder in the name of Qiurong Lijuan Rachel Zou. In good faith and
in furtherance of the sale of the Interest, she has received a 10%
deposit ($22,000) from the Buyer.
Since the conclusion of the auction, some of the parties that had
previously expressed an interest were advised of the $220,000 high
bid price and have declined to submit a higher offer. The Trustee
will continue to consider higher and better offers until, and at,
the hearing on the Motion. There is no broker fee due or cost of
associated with the transfer charged by American Life.
The sale of the Interest is in the best interest of creditors and
will generate a substantial return for distribution to creditors.
Accordingly, there is a strong business justification for the sale
of the Interest.
The Trustee is contemporaneously filing a Notice of Proposed
Private Sale.
Counsel for Trustee:
Joseph R. Zapata, Jr., Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
427 Riverview Plaza
Trenton, NJ 08611
Telephone: (973) 681-7979
E-mail: jzapata@msbnj.com
The bankruptcy case is In re Xuehai Li (Bankr. D.N.J. Case No.
20-14367(MBK)).
*********
Monday's edition of the TCR delivers a list of indicative prices
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Copyright 2020. All rights reserved. ISSN: 1520-9474.
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