/raid1/www/Hosts/bankrupt/TCR_Public/201111.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, November 11, 2020, Vol. 24, No. 315
Headlines
10827 STUDEBAKER: Court Denies Confirmation of Plan
28 BSJ: Unsecureds Will Recover 4.6% in Plan
A.D.A.P.T. BASKETBALL: U.S. Trustee Unable to Appoint Committee
ADAMIS PHARMACEUTICALS: Incurs $7.5 Million Net Loss in 3rd Quarter
ADVANCE CASE: Case Summary & 20 Largest Unsecured Creditors
AERKOMM INC: Incurs $2.37 Million Net Loss in Third Quarter
ALPHA ENTERTAINMENT: Court OKs Liquidation Deal by Vince McMahon
ANTERO MIDSTREAM: Moody's Assigns B3 Rating on $400MM Unsec. Notes
BGS WORKS: Has Until April 1 to File Plan and Disclosures
BORDEN DAIRY: Unsecured Creditors Will Get 1.9% to 3.8% in BDC Plan
BRIGGS & STRATTON: BSC Unsecureds to Recover 6% to 10% in Plan
BRIGGS & STRATTON: Court OKs Bankruptcy Plan for Creditor Voting
BRIGGS & STRATTON: US Trustee Objects Exculpation Clause in Plan
BRIGHTER CHOICE: Fitch Affirms BB IDR; Alters Outlook to Stable
CASCADES OF GROVELAND: Court Confirms 2nd Amended Plan
COMCAR INDUSTRIES: Abdiel's Buying Low Value Assets for $1.8K
COMCAR INDUSTRIES: Simpson Buying Tire Steer for $1K
COMCAR INDUSTRIES: Stream Buying Data Center Equipment for $4.3K
COMMUNITY HEALTH: Fitch Affirms CCC LT IDR; Alters Outlook to Pos.
CONTRACT TRANSPORT: Hires Hanna Commercial as Real Estate Agent
CRED INC: Blames Former Chief Capital Officer for Woes
DELTA SANDBLASTING: Gets OK to Hire Finestone Hayes as Counsel
DELTA SANDBLASTING: Hires Littler Mendelson as Special Counsel
DIAMOND 3H: Voluntary Chapter 11 Case Summary
DIGITALTOWN INC: Says Chapter 11 Preferred Alternative to Chapter 7
EXELA TECHNOLOGIES: Incurs $28.3 Million Net Loss in Third Quarter
EXTRACTION OIL: Paul, Young Updates List of Senior Notes Group
FM COAL: Committee Gets Approval to Hire Walding LLC as Counsel
GARRETT MOTION: Honeywell Fighting Debtor While Buying Shares
GARRETT MOTION: Honeywell, Shareholders Push Reorganization Plan
GARRETT MOTION: Oaktree & Centerbridge Propose Bankruptcy-Exit Plan
GRUPO AEROMEXICO: Preps Up Layoffs, To Pay Severance
GULFPORT ENERGY: Gas Transport Agreement Stays As Is, Says FERC
HIDDEN GLEN: Case Summary & 8 Unsecured Creditors
HIGHPOINT RESOURCES: Could End Up in Ch. 11 to Sell to Bonanza
iHEARTMEDIA: FCC Approves Cap in Foreign Ownership
J.C. PENNEY: Court OKs Asset Purchase Deal With Simon, Brooksfield
KENTUCKY BIOSCIENCE: Sale of Harvester & Rotary Head Approved
LILIS ENERGY: Unsecureds May Recover 1% to 3% from Sale Proceeds
LILLIS ENERGY: Ameredev Texas' $46.6M Offer Tops Auction
MALLINCKRODT PLC: $1B Pre-Bankruptcy Debt Swap Faces Scrutinity
MALLINCKRODT PLC: Appointment of Equity Committee Sought
MALLINCKRODT PLC: Seeks to Hire Latham & Watkins as Lead Counsel
MALLINCKRODT PLC: Seeks to Tap Richards Layton as Co-Counsel
MALLINCKRODT PLC: Seeks to Tap Wachtell Lipton as Co-Counsel
MARIZYME INC: Appoints Dr. Neil Campbell as CEO & President
MD AMERICA ENERGY: U.S. Trustee Unable to Appoint Committee
MEDIA LODGE: Case Summary & 20 Largest Unsecured Creditors
MODELL'S SPORTING: Unsecureds Owed $100M to Recover Less Than 1%
MODELL'S SPORTING: UST Says Disclosures Inadequate
NKS HOLDINGS: Unsecured Creditors to be Paid in Full in Plan
NORTHWEST HARDWOODS: Debt-Equity Swap Can Lead to Ch. 11 Filing
O'HARE FOUNDRY: Court Approves Disclosures and Plan
OBALON THERAPEUTICS: Incurs $1.6 Million Net Loss in Third Quarter
OLD TIME POTTERY: Many Stores Still Open Despite Chapter 11
OMNI SPECIALIZED: Trustee's $5K Sale of Remnant Assets to Oak OK'd
OMNIQ CORP: To Host Third Quarter Conference Call on Nov. 13
PEABODY ENERGY: May Return to Bankruptcy as Demand Dims
PETASOS RESTAURANT: Plan Confirmed Without Any Objection
REALTY ON FOX: Seeks Nov. 22 Extension of Plan Deadline
REEL TYME: Case Summary & 6 Unsecured Creditors
REVELANT HOLDINGS: Hires Brownstein Hyatt as Special Counsel
RIOT BLOCKCHAIN: Incurs $1.72 Million Net Loss in Third Quarter
SANAM CONYERS: Covington Lodging Wins Confirmation of Plan
SANAM CONYERS: Janam Taccoa's First Amended Plan Confirmed by Judge
SCULPT MEDICAL: Unsecureds to Get 3% of Gross Revenue for 5 Years
SCULPT MEDICAL: Working to Resolve Plan Disputes With SPH
SEHAR INC: Fetter Has Issues With Liquidation Analysis
SEHAR INC: Interra Credit Union Says Disclosures Deficient
SEHAR INC: To Amend Disclosures; Dismissal Sought by Interra
SEHAR INC: Unsecured Creditors to Get 15% Haircut in Plan
SEHAR INC: US Trustee Says Disclosures Insufficient
SERES THERAPEUTICS: Incurs $30.3 Million Net Loss in Third Quarter
SHOPPINGTOWN MALL: Nov. 20 Hearing on Disclosure Statement
SHOPPINGTOWN MALL: Taxing Entities Say Plan Remains Unconfirmable
SHOPPINGTOWN MALL: Unsecureds to Recover 100% in Dual Plan
SIZZLER USA: In Chapter 11 to Renegotiate Leases
SODAKCO LLC: To Seek Plan Confirmation on Nov. 13
STOP & GO: Gets Approval to Hire David P. Lloyd as Legal Counsel
SUPERIOR ENERGY: Incurs $157.3 Million Net Loss in Third Quarter
TEEWINOT LIFE: Seeks to Hire Thomas Hobson as Accountant
THOMAS R. MCCONNELL: $164K Sale of Muncie Property to Viswam Okayed
TOWN SPORTS: Gets Approval to Hire Epiq as Administrative Advisor
TOWN SPORTS: Gets Approval to Hire Young Conaway as Co-Counsel
TOWN SPORTS: Gets OK to Hire Houlihan Lokey as Investment Banker
TOWN SPORTS: Gets OK to Hire Kirkland & Ellis as Legal Counsel
TUESDAY MORNING: Plans to Exit Bankruptcy by December
TURTLE TIME: Green Turtle Pennsylvania Franchisee in Chapter 11
UNITED CANVAS: Hires Potter & Company as Tax Accountant
VALARIS PLC: Seeks to Hire Deloitte Tax to Provide Tax Services
VISITING NURSE: Unsecureds Owed $12.8M to Get $562K in Plan
WALKER INVESTMENT: Plan & Disclosures Filing Extended to Dec. 14
WILLCO XII: Comfort Inn johnstown Owner in Chapter 11
WOODBINE FAMILY: Gets Court Approval to Hire Analytic Financial
YOUFIT HEALTH: Files for Chapter 11 Bankruptcy
[*] Covid-19 Pandemic Spurs Mega Corporate Bankruptcy Wave
*********
10827 STUDEBAKER: Court Denies Confirmation of Plan
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Judge Erithe Smith at the end of September 2020 entered an order
denying confirmation of 10827 Studebaker, LLC's First Amended
Chapter 11 Plan of Reorganization.
Prior to the hearing, on Sept. 16, the Debtor filed a motion for a
60-day continuance of the hearing so that it can close on the sale
of its major asset. The Debtor explained that on Sept. 11, 2020,
the Debtor received an offer to purchase its major asset, being the
real property located at 30012 Ivy Glenn Drive, Laguna Niguel,
California 92677 (the "Property"), for $6.2 million. As a result of
these communications, the Debtor sent to the Buyer a counter to the
offer in the form of a letter of intent ("LOI") which sets forth
the salient terms under which the Debtor would agree to sell the
Property. Late in the day on September 16, 2020, the Buyer
accepted and signed the LOI. Upon the execution by the Debtor and
the Buyer of a Purchase and Sale Agreement, the Debtor said it will
file a motion to sell the Property and request a hearing on regular
(not shortened time) notice. The Debtor submitted that a sale of
the Property on the terms of the LOI will eliminate the challenges
to confirmation of the Plan and render the Plan unnecessary.
A hearing on the Plan was held on Sept. 17, 2020 and the judge
denied confirmation of the Plan.
"Many of the objections filed by objecting creditor Buchanan are
well-taken and establish several grounds for denial of confirmation
due to Debtor's failure to meet all confirmation requirements,"
Judge Smith said in her tentative ruling.
"The most glaring and dispositivie reason for denial of
confirmation is Debtor's inability to satisfy 1129(a)(10) which
requires that if a class of claims is impaired under the plan, at
least one class of claims that is impaired under the plan has
accepted the plan, not including insiders. In this case, Class 1a
(Buchanan) is impaired under the Plan. Amended Plan at p. 4:9.
Buchanan voted to reject the Plan. The only other non-insider
ballot that was cast was by Commercial Air & Refrigeration LLC
("CAR") who is designated in a Class 3-A under the Plan. The Court
notes parenthetically while that the ballot attached as part of
Exhibit 1 to the confirmation motion does not indicate a class # or
the actual name of the claimant, the Court will accept Debtor's
representation that the ballot was submitted on behalf of CAR.
However, under the Plan, Class 3-A is listed as Unimpaired.
Accordingly, this vote does not qualify to satisfy 1129(a)(10). On
this basis alone, the Plan is unconfirmable."
Judge Smith also noted that the Debtor has not shown that the Plan
is feasible.
"Debtor has provided no evidence of its ability to obtain a
refinance loan or loans. Further, Debtor has provided no evidence
that the sale of the property is feasible or in prospect,
particularly in light of the fact that the property has been
marketed previously and throughout this case with no viable buyers.
In addition, the Plan is silent a to how classes will be treated
if no auction of the property is achieved within the time set forth
in the Plan."
A copy of the Denial Order is available at:
https://www.pacermonitor.com/view/FW5B57Q/10827_Studebaker_LLC_a_California__cacbke-19-13242__0169.0.pdf?mcid=tGE4TAMA
About 10827 Studebaker
10827 Studebaker LLC, which is primarily engaged in renting and
leasing real estate properties, sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 19-13242) on Aug. 21, 2019. The
petition was signed by Robert Clippinger, authorized
representative. The Debtor was estimated to have assets and
liabilities of $1 million to $10 million as of the bankruptcy
filing. Judge Erithe A. Smith oversees the case. SulmeyerKupetz is
the Debtor's legal counsel.
28 BSJ: Unsecureds Will Recover 4.6% in Plan
--------------------------------------------
28 BSJ LLC submitted a Plan and a Disclosure Statement.
The Plan will be funded by a $100,000 new value contribution to be
made by Robert Kwak. After payment of administrative and priority
claims, the balance of the plan fund will be distributed to
unsecured creditors. General unsecured creditors are classified in
Class 1 and will receive a distribution of approximately 4.6% of
their allowed claims to be distributed as follows: lump sum payment
on the effective date of the Plan.
Class 1 General unsecured claims are impaired. These claims will be
paid a distribution from a plan fund of $100,000, after all
administrative and priority claims have been paid in full. The
Debtor estimates that approximately $48,674 will be available for
unsecured creditors and that unsecured creditors will receive a
distribution of 4.6% of their claim.
Class 2 Equity interest holders of the Debtor are impaired. Upon
the Effective Date, all Interests shall be cancelled, and
membership interests in the Reorganized Debtor shall be issued as
follows: Robert Kwak shall be issued 100% of the membership
interests in the Reorganized Debtor in consideration of a new value
contribution to the reorganization in the amount of $100,000.
Payments and distributions under the Plan will be funded by a
$100,000.00 contribution by Robert Kwak to be paid from his
personal funds.
A full-text copy of the Disclosure Statement dated September 16,
2020, is available at https://tinyurl.com/y4bss2jc from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
LAWRENCE F. MORRISON
BRIAN J. HUFNAGEL
MORRISON TENENBAUM PLLC
87 Walker Street, Floor 2
New York, New York 10013
Telephone: (212) 620-0938
Facsimile: (646)390-5095
About 28 BSJ LLC
28 BSJ LLC sought Chapter 11 protection (Bankr. E.D.N.Y. Case No.
20-40992) on Feb. 19, 2020, estimating under $1 million in assets
and liabilities. Lawrence F. Morrison, Esq., at MORRISON
TENENBAUM, PLLC, is the Debtor's counsel.
A.D.A.P.T. BASKETBALL: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of A.D.A.P.T. Basketball Enrichment, LLC.
About A.D.A.P.T. Basketball Enrichment
A.D.A.P.T. Basketball Enrichment, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 20-03745)
on Oct. 2, 2020. At the time of the filing, the Debtor disclosed
assets of between $100,001 and $500,000 and liabilities of the same
range. Judge Helen E. Burris oversees the case. The Cooper Law
Firm serves as the Debtor's legal counsel.
ADAMIS PHARMACEUTICALS: Incurs $7.5 Million Net Loss in 3rd Quarter
-------------------------------------------------------------------
Adamis Pharmaceuticals Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $7.48 million on $4.30 million of net revenue for the
three months ended Sept. 30, 2020, compared to a net loss of $7
million on $5.90 million of net revenue for the three months ended
Sept. 30, 2019.
Dr. Dennis J. Carlo, president and chief executive officer of
Adamis Pharmaceuticals, stated, "We are excited to have US
WorldMeds in full control of our SYMJEPI product now that the
transition from Sandoz has been completed. We expect to see the
full impact of this transition going forward and I expect 2021 to
be the breakout year for this product. We and our commercial
partner eagerly await the FDA's decision on our ZIMHI NDA which has
a target PDUFA date of November 15th. We remain very excited about
the remainder of this year and beyond."
For the nine months ended Sept. 30, 2020, the Company reported a
net loss of $29.02 million on $12.89 million of net revenue
compared to a net loss of $23.62 million on $16.57 million of net
revenue for the nine months ended Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $43.91 million in total
assets, $16.52 million in total liabilities, and $27.39 million in
total stockholders' equity.
The Company has significant operating cash flow deficiencies.
Additionally, the Company will need significant funding in 2021 for
future operations and the expenditures that it believes will be
required to support commercialization of its products and conduct
the clinical and regulatory activities relating to the Company's
product candidates, satisfy existing obligations and liabilities,
and otherwise support the Company's intended business activities
and working capital needs. The preceding conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/887247/000138713120009722/admp-10q_093020.htm
About Adamis Pharmaceuticals
Adamis Pharmaceuticals Corporation --
http://www.adamispharmaceuticals.com-- is a specialty
biopharmaceutical company primarily focused on developing and
commercializing products in various therapeutic areas, including
respiratory disease, allergy and opioid overdose. The company's
SYMJEPI (epinephrine) Injection 0.3mg and SYMJEPI (epinephrine)
Injection 0.15mg products were approved by the FDA for use in the
emergency treatment of acute allergic reactions, including
anaphylaxis.
Adamis reported a net loss of $29.31 million for the year ended
Dec. 31, 2019, compared to a net loss of $39 million for the year
ended Dec. 31, 2018. As of June 30, 2020, the Company had $39.70
million in total assets, $16.58 million in total liabilities, and
$23.12 million in total stockholders' equity.
Mayer Hoffman McCann P.C., in San Diego, California, the Company's
auditor since 2007, issued a "going concern" qualification in its
report dated March 30, 2020 citing that the Company has incurred
recurring losses from operations and is dependent on additional
financing to fund operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
ADVANCE CASE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Advance Case Parts, Inc.
DBA Advance Food Service Equipment, LLC
3285 SW 11 Ave
Fort Lauderdale, FL 33315
Business Description: Advance Case Parts, Inc. --
http://www.advancecaseparts.com--
specializes in products and services for the
supermarket and food industries. The Debtor
provides service and replacement parts for
refrigeration units, refrigeration case
units, and oven units in commercial
businesses.
Chapter 11 Petition Date: November 10, 2020
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 20-22320
Judge: Hon. Peter D. Russin
Debtor's Counsel: Eyal Berger, Esq.
AKERMAN LLP
350 East Las Olas Boulevard
Suite 1600
Fort Lauderdale, FL 33301
Tel: 954-463-2700
Email: eyal.berger@akerman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Paul Podhurst, CEO/President.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/D4AVM4Q/Advance_Case_Parts_Inc__flsbke-20-22320__0002.0.pdf?mcid=tGE4TAMA
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/WZXOKOY/Advance_Case_Parts_Inc__flsbke-20-22320__0001.0.pdf?mcid=tGE4TAMA
AERKOMM INC: Incurs $2.37 Million Net Loss in Third Quarter
-----------------------------------------------------------
Aerkomm Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $2.37
million on $0 of net sales for the three-month period ended Sept.
30, 2020, compared to a net loss of $2.81 million on $0 of net
sales for the three-month period ended Sept. 30, 2019.
For the nine-month period ended Sept. 30, 2020, the Company
reported a net loss of $6.86 million on $0 of net sales compared to
a net loss of $6.88 million on $1.60 million of net sales for the
nine-month period ended Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $48.87 million in total
assets, $9.04 million in total liabilities, and $39.82 million in
total stockholders' equity.
As of Sept. 30, 2020, the Company had cash and cash equivalents of
$115,534. To date, the Company has financed its operations
primarily through cash proceeds from financing activities,
including through its completed public offering, short-term
borrowings and equity contributions by its stockholders.
Net cash used for operating activities was $1,516,414 for the nine
months ended Sept. 30, 2020, as compared to $8,030,353 for the nine
months ended Sept. 30, 2019.
Net cash used for investing activities for the nine months ended
Sept. 30, 2020 was $213,074 as compared to $630,917 for the nine
months ended Sept. 30, 2019.
Net cash provided by financing activities for the nine months ended
Sept. 30, 2020 and 2019 was $1,463,290 and $10,856,453,
respectively.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1590496/000121390020035939/f10q0920_aerkomminc.htm
About Aerkomm
Headquartered in Nevada, USA, Aerkomm Inc. --
http://www.aerkomm.com/-- is a full-service development stage
provider of in-flight entertainment & connectivity (IFEC)
solutions, intended to provide airline passengers with a broadband
in-flight experience that encompasses a wide range of service
options. Those options include Wi-Fi, cellular, movies, gaming,
live TV, and music. The Company plans to offer these core
services, which it is currently still developing, through both
built-in in-flight entertainment systems, such as a seat-back
display, as well as on passengers' own personal devices.
Aerkomm recorded a net loss of $7.98 million for the year ended
Dec. 21, 2019, compared to a net loss of $8.15 million for the year
ended Dec. 31, 2018. As of June 30, 2020, the Company had $50.34
million in total assets, $7.94 million in total liabilities, and
$42.40 million in total stockholders' equity.
ALPHA ENTERTAINMENT: Court OKs Liquidation Deal by Vince McMahon
----------------------------------------------------------------
XFL News Hub reports that the bankruptcy court approves the
liquidation agreement of Alpha Entertainment set forth by Vince
McMahon.
On Wednesday, November 4, 2020, the Delaware court overseeing the
Alpha Entertainment Bankruptcy case approved the Liquidation
Agreement set forth by Vince McMahon.
The Agreement tells how the claims will be paid, who gets paid, and
when. Also included are the important dates for voting by the
unsecured creditors, and when an objection can be filed.
The unsecured creditors received a Liquidation Analysis that is
required in Chapter 11 bankruptcy cases to see what they could
stand to gain-or lose-by rejecting the agreement. Which would allow
for the case to be changed to a Chapter 7 liquidation.
This case only has 1 secured creditor, or also referred to as the
prepetition lender, which is the person or entity that funds the
case. That person is Vince McMahon.
McMahon put up a total of $9 million to fund the case. In October
he reduced the amount of his claim to $8.25 million. But according
to the document, he will get $2.6 million.
The claims for the unsecured creditors’ claims have been assessed
at $45 million. They will get 10% of that, along with a recent
payment of $1.5 million from the estate of the now-defunct Miami
Air.
A total of $74 million was claimed against Alpha, but only $54
million of that has been declared by the court. This happens when a
creditor files too late, or the claim has been deemed without
merit.
Alpha has also been added as a defendant to the Oliver Luck lawsuit
against McMahon. In response to this suit, Vince filed a
counterclaim, and if he wins, all allotted monies go to the
unsecured creditors, per a court order filed by McMahon.
The case is set to be completed in January, and we can finally move
past this blemish on the league, and get to what's important, The
XFL.
About Alpha Entertainment
Alpha Entertainment LLC, which does business as the "Xtreme
Football League" -- https://www.alphaentllc.com/ -- is a
professional American football league. The XFL kicked off with
games beginning in February 2020. The XFL offered fast-paced,
three-hour games with fewer play stoppages and simpler rules. The
XFL featured eight teams, 46-man active rosters, and a 10-week
regular season schedule, with a postseason consisting of two
semifinal playoff games and a championship game. The eight XFL
teams were the DC Defenders, the Dallas Renegades, the Houston
Roughnecks, the Los Angeles Wildcats, the New York Guardians, the
St. Louis BattleHawks, the Seattle Dragons, and the Tampa Bay
Vipers.
Alpha Entertainment, based in Stamford, CT, filed a Chapter 11
petition (Bankr. D. Del. Case No. 20-10940) on April 13, 2020. The
Hon. Laurie Selber Silverstein oversees the case. In its petition,
the Debtor was estimated to have $10 million to $50 million in both
assets and liabilities. The petition was signed by John Brecker,
independent manager.
The Debtor hired Young Conaway Stargatt & Taylor, LLP as counsel.
Donlin Recano & Company, Inc., is the claims agent and
administrative advisor.
ANTERO MIDSTREAM: Moody's Assigns B3 Rating on $400MM Unsec. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Antero Midstream
Partners LP's (AM) proposed $400 million senior unsecured notes due
2026. AM's other ratings and stable outlook were unchanged.
Net proceeds will be used to reduce borrowings on AM's secured
revolving credit facility.
"This is a leverage neutral and modestly liquidity enhancing
transaction that does not have any meaningful impact on credit
quality," commented Sajjad Alam, Moody's Vice President and Senior
Analyst.
Assignments:
Issuer: Antero Midstream Partners LP
Proposed senior unsecured notes due 2026, Assigned B3 (LGD5)
RATINGS RATIONALE
The proposed unsecured notes are rated B3, one notch below AM's B2
Corporate Family Rating (CFR), under Moody's Loss Given Default for
Speculative-Grade Companies Methodology. The notching reflects the
relatively large secured revolving credit facility in AM's capital
structure that has an all-asset pledge and a priority-claim to all
of AM's assets. The new notes will rank equally in right of payment
with all of AM's existing senior unsecured notes and have similar
upstream guarantee from AM's existing and future domestic
subsidiaries.
Antero Midstream's B2 CFR reflects its heavy reliance on Antero
Resources, concentrated geographic focus in the Appalachian Basin,
and indirect exposure to weak but improving natural gas and natural
gas liquids (NGLs) commodity prices. Antero Resources is contending
with high leverage and substantial serial debt maturities through
2023, which will continue to have an outsized effect on Antero
Midstream's credit risk profile. AM's CFR is supported by its
substantial scale and low financial leverage relative to other
B2-rated midstream companies, adequate distribution coverage,
predominantly fee-based revenue stream, and good organic growth
prospects. AM continues to pay very high distributions which will
exceed operating cash flow through 2021, but keep leverage metrics
relatively steady.
The SGL-3 rating reflects adequate liquidity. AM will have more
revolver borrowing capacity following the notes offering with
roughly $1.3 billion of availability under its $2.13 billion
revolving credit facility. The revolver expires on Oct. 26, 2022,
and Moody's expects AM to remain in compliance with the revolver
financial covenants. The partnership has limited alternate
liquidity given its assets are encumbered.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade of AM's ratings would depend on Antero Resources
Corporation ratings being upgraded. Moody's would also expect
debt/EBITDA to remain below 5x and distribution coverage to be
sustained above 1x. The CFR could be downgraded if Antero
Resources' CFR is downgraded, or if AM's leverage metric rises
above 6x.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
Antero Midstream Partners LP is a wholly-owned subsidiary of Antero
Midstream Corporation, a midstream energy company based in Denver,
Colorado. Antero Midstream Corporation owns and operates an
integrated system of natural gas gathering pipelines, compression
stations, processing and fractionation plants, and water handling
and treatment assets in northwest West Virginia and southern Ohio.
BGS WORKS: Has Until April 1 to File Plan and Disclosures
---------------------------------------------------------
Judge Victoria S. Kaufman has entered an order that the BGS Works,
Inc. must file a proposed Chapter 11 Plan and related Disclosure
Statement no later than April 1, 2021.
The Court will hold a continued chapter 11 status conference on
April 22, 2021 at 1:00 p.m.
The Debtor or any appointed chapter 11 trustee must file a status
report, to be served on the Debtor's 20 largest unsecured
creditors, all secured creditors, and the United States trustee, no
later than April 8, 2021.
About BGS Works
BGS Works, Inc., based in Woodland Hills, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 20-11237) on July 15, 2020. The
petition was signed by Joseph Sternlib, owner. In its petition,
the Debtor was estimated to have $1 million to $10 million in both
assets and liabilities. The Hon. Victoria S. Kaufman presides over
the case. RESNIK HAYES MORADI, LLP, serves as bankruptcy counsel to
the Debtor.
BORDEN DAIRY: Unsecured Creditors Will Get 1.9% to 3.8% in BDC Plan
-------------------------------------------------------------------
Borden Dairy Company, now operating in bankruptcy as BDC Inc., and
its Affiliated Debtors filed the First Amended Combined Disclosure
Statement and Plan for the liquidation of the Debtors' remaining
Assets and Distribution of the proceeds of the Assets to the
Holders of Allowed Claims against the Debtors.
Class 3 TLB Deficiency Claims will have a projected recovery of
1.5% to 3.0%. Each Holder of an Allowed TLB Deficiency Claim shall
receive in exchange for such Allowed TLB Deficiency Claim, such
Holder's Pro Rata share of the Distribution Proceeds as follows:
(A) following the Initial Distribution and prior to any subsequent
Distributions to Holders of Allowed General Unsecured Claims, the
portion of the Initial Distribution that the TLB Lenders would have
otherwise been entitled to on account of the TLB Deficiency Claim
if they were Holders of Allowed General Unsecured Claims, shall be
distributed to the TLB Lenders from the remaining Distribution
Proceeds after the Initial Distribution; and (B) any further
Distributions on account of Allowed TLB Deficiency Claims and
Allowed General Unsecured Claims shall be distributed Pro Rata to
all Holders of Allowed TLB Deficiency Claims and Allowed General
Unsecured Claims.
Class 4 General Unsecured Claims will have a projected recovery of
1.9% to 3.8%. Each Holder of an Allowed General Unsecured Claim
shall receive in exchange for such Allowed General Unsecured Claim,
such Holder's Pro Rata share of the Distribution Proceeds as
follows: (A) the first $1,000,000 in Distribution Proceeds shall be
distributed Pro Rata to all Holders of Allowed General Unsecured
Claims; (B) prior to any subsequent Distributions to Holders of
Allowed General Unsecured Claims, the portion of the Initial
Distribution that the TLB Lenders would have otherwise been
entitled to on account of the TLB Deficiency Claim, absent the
foregoing clause (A), shall be distributed to the TLB Lenders from
the remaining Distribution Proceeds after the Initial Distribution;
and (C) any further Distributions on account of Allowed TLB
Deficiency Claims and Allowed General Unsecured Claims shall be
distributed Pro Rata to all Holders of Allowed TLB Deficiency
Claims and Allowed General Unsecured Claims.
A full-text copy of the First Amended Combined Plan & Disclosure
dated October 20, 2020, is available at
https://tinyurl.com/y5q26h2e from PacerMonitor at no charge.
Co-Counsel to the Debtors:
ARNOLD & PORTER KAYE SCHOLER LLP
D. Tyler Nurnberg
Seth J. Kleinman
Sarah Gryll
70 West Madison Street, Suite 4200
Chicago, Illinois 60602
Telephone: (312) 583-2300
Facsimile: (312) 583-2360
E-mail: tyler.nurnberg@arnoldporter.com
seth.kleinman@arnoldporter.com
sarah.gryll@arnoldporter.com
- and -
YOUNG CONAWAY STARGATT & TAYLOR, LLP
M. Blake Cleary
Kenneth J. Enos
Betsy L. Feldman
1000 North King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
E-mail: mbcleary@ycst.com
kenos@ycst.com
bfeldman@ycst.com
About Borden Dairy
Borden Dairy Company -- http://www.bordendairy.com/-- is a
processor and direct-to-store distributor of fresh fluid milk,
dairy case products and other beverages. It produces and
distributes a wide variety of branded and private label
traditional, flavored and specialty milk, buttermilk, dips and sour
cream, juices, tea, and flavored drinks to mass merchandisers,
educational institutions, food service retailers, grocery stores,
drug stores, convenience stores, food and beverage wholesale
distributors, and retail warehouse club stores across the United
States.
Headquartered in Dallas, Borden Dairy operates 12 milk processing
plants and nearly 100 branches across the U.S. It was founded in
1857 by Gail Borden, Jr.
Borden Dairy and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 20-10010) on Jan. 5, 2020.
Judge Christopher S. Sontchi oversees the case.
Borden Dairy was estimated to have $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
The Debtors tapped Arnold & Porter Kaye Scholer LLP as general
bankruptcy counsel; Young Conaway Stargatt & Taylor LLP as special
counsel; and Donlin Recano as the claims agent.
BRIGGS & STRATTON: BSC Unsecureds to Recover 6% to 10% in Plan
--------------------------------------------------------------
Debtors Briggs & Stratton Corporation (BSC), Billy Goat Industries,
Inc. (BGI), Allmand Bros., Inc. (ABI), Briggs & Stratton
International, Inc. (BSI), and Briggs & Stratton Tech, LLC (BST)
filed with the U.S. Bankruptcy Court for the Eastern District of
Missouri, Southeastern Division, a Disclosure Statement for Joint
Chapter 11 Plan on October 9, 2020.
The Debtors announced that their goals in these Chapter 11 Cases
were to maximize unsecured creditor recoveries by implementing a
comprehensive restructuring swiftly through a sale of substantially
all of their assets and equity interests to the highest or best
bidder through a court-approved sale process and minimizing
administrative expenses by working cooperatively with creditors,
including the Creditors' Committee. The Debtors are pleased to have
accomplished these goals in a very short time frame, as they have
successfully sold their assets, reached a global settlement with
the Creditors' Committee on the major issues in these chapter 11
cases, and proposed this Plan, which provides a recovery to general
unsecured creditors. The final steps of this process are confirming
the Plan, consummating the Plan, and making distributions to
creditors.
The Plan provides for the orderly distribution of each Debtor's
available cash, including net cash proceeds received by the Debtors
from the Sale Transaction and cash realized from the Debtors'
business and their wind-down operations, including the sale of any
remaining assets that were not included in the Sale Transaction.
The Plan provides that the Sale Transaction Proceeds and Wind-Down
Proceeds shall be used to fund the ongoing wind-down costs of the
Chapter 11 Cases, and the Distributions to holders of Allowed
Claims under the Plan. The Plan further provides that the Sale
Transaction Proceeds and Wind-Down Proceeds shall be used, first,
to pay holders of Allowed Administrative Expense Claims, Fee
Claims, and DIP Claims, to fund the wind-down process and to
satisfy any Statutory Fees required to be paid in accordance with
the Bankruptcy Code, the Bankruptcy Rules or any order of the
Bankruptcy Court.
Class 4(a) consists of General Unsecured Claims against BSC with
estimated recovery of 6% to 10%. Each holder thereof shall receive
its Pro Rata share of the Net Cash Proceeds (BSC) after the
Priority Tax Claims against BSC, Priority Non-Tax Claims against
BSC and the Other Secured Claims against BSC are satisfied in full
in accordance with the Plan, until all Allowed General Unsecured
Claims against BSC are satisfied in full in Cash; provided,
however, for purposes of determining the Pro Rata share under the
Plan, the PBGC Subordination shall be enforced.
Class 4(b) consists of General Unsecured Claims against BGI with
estimated recovery of 1% to 2%. Each holder thereof shall receive
its Pro Rata share of the Net Cash Proceeds (BGI) after the
Priority Tax Claims against BGI, Priority Non-Tax Claims against
BGI and the Other Secured Claims against BGI are in full in
accordance with the Plan, until all Allowed General Unsecured
Claims against BGI are satisfied in full in Cash; provided,
however, for purposes of determining the Pro Rata share under the
Plan, the PBGC Subordination shall be enforced.
Class 4(c) consists of General Unsecured Claims against ABI with
estimated recovery of 1% to 2%. Each holder thereof shall receive
its Pro Rata share of the Net Cash Proceeds (ABI) after the
Priority Tax Claims against ABI, Priority Non-Tax Claims against
ABI and the Other Secured Claims against ABI are satisfied (or
reserved for) in full in accordance with the Plan, until all
Allowed General Unsecured Claims against ABI are satisfied in full
in Cash; provided, however, for purposes of determining the Pro
Rata share under the Plan, the PBGC Subordination shall be
enforced.
Class 4(d) consists of General Unsecured Claims against BSI. Each
holder thereof shall receive its Pro Rata share of the Net Cash
Proceeds (BSI) after the Priority Tax Claims against BSI, Priority
Non-Tax Claims against BSI and the Other Secured Claims against BSI
are satisfied in full in accordance with the Plan, until all
Allowed General Unsecured Claims against BSI are satisfied in full
in Cash; provided, however, for purposes of determining the Pro
Rata share under the Plan, the PBGC Subordination shall be
enforced.
Class 4(e) consists of General Unsecured Claims against BST with
estimated recovery of 0.1%. Each holder thereof shall receive its
Pro Rata share of the Net Cash Proceeds (BST) after the Priority
Tax Claims against BST, Priority Non-Tax Claims against BST and the
Other Secured Claims against BST are satisfied in full in
accordance with the Plan, until all Allowed General unsecured
Claims against BST are satisfied in full in Cash; provided,
however, for purposes of determining the Pro Rata share under the
Plan, the PBGC Subordination shall be enforced.
All Equity Interests in BSC shall be cancelled and one share of BSC
common stock shall be issued to the Plan Administrator to hold in
trust as custodian for the benefit of the former holders of Equity
Interests in BSC consistent with their former relative priority and
economic entitlements and the Single Share shall be recorded on the
books and records maintained by the Plan Administrator without any
necessity for any other or further actions to be taken by or on
behalf of BSC.
A full-text copy of the Disclosure Statement dated October 9, 2020,
is available at https://tinyurl.com/y4esz242 from PacerMonitor at
no charge.
Attorneys for Debtors:
WEIL, GOTSHAL & MANGES LLP
Ronit J. Berkovich (admitted pro hac vice)
Debora A. Hoehne (admitted pro hac vice)
Martha E. Martir (admitted pro hac vice)
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
- and -
CARMODY MACDONALD P.C.
Robert E. Eggmann, #37374MO
Christopher J. Lawhorn, #45713MO
Thomas H. Riske, #61838MO
120 S. Central Avenue, Suite 1800
St. Louis, Missouri 63105
Telephone: (314) 854-8600
Facsimile: (314) 854-8660
About Briggs & Stratton
Briggs & Stratton Corporation is a producer of gasoline engines for
outdoor power equipment and a designer, manufacturer and marketer
of power generation, pressure washer, lawn and garden, turf care,
and job site products. The Company's products are marketed and
serviced in more than 100 countries on six continents through
40,000 authorized dealers and service organizations. Visit
https://www.basco.com for more information.
Briggs & Stratton Corporation and four affiliates concurrently
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 20-43597) on July
20, 2020. The petitions were signed by Mark A. Schwertfeger, senior
vice president and chief financial officer. At the time of the
filing, Briggs & Stratton Corporation disclosed total assets of
$1,589,398,000 and total liabilities of $1,350,058,000 as of March
29, 2020.
Judge Barry S. Schermer oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel; Carmody MacDonald P.C. as local counsel; Foley & Lardner
LLP as corporate counsel; Houlihan Lokey Inc. as investment banker;
Ernst & Young, LLP as restructuring and tax advisor; Deloitte LLP
as auditor and tax consultant; and Kurtzman Carson Consultants,
LLC as claims and noticing agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases.
BRIGGS & STRATTON: Court OKs Bankruptcy Plan for Creditor Voting
----------------------------------------------------------------
Daniel Gill of Bloomberg Law reports that bankrupt Briggs &
Stratton Corp. received court permission to solicit votes for its
Chapter 11 plan to wind down the business following an approved
bankruptcy sale.
The plan proposed by the 112-year-old manufacturer of engines for
lawn-mowers and gardening tools details how much of the $550
million sale proceeds will be distributed to the affiliated
debtors. Each affiliate in turn would pay its individual
creditors.
Under the plan, unsecured creditors would receive anywhere from
0.1% to 8% of about $748 million in claims, depending on the
debtor, according to the disclosure statement approved at a hearing
Monday, November 9, 2020.
About Briggs & Stratton
Briggs & Stratton Corporation is a producer of gasoline engines for
outdoor power equipment and a designer, manufacturer and marketer
of power generation, pressure washer, lawn and garden, turf care,
and job site products. The Company's products are marketed and
serviced in more than 100 countries on six continents through
40,000 authorized dealers and service organizations. Visit
https://www.basco.com for more information.
Briggs & Stratton Corporation and four affiliates concurrently
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 20-43597) on July
20, 2020. The petitions were signed by Mark A. Schwertfeger, senior
vice president and chief financial officer. At the time of the
filing, Briggs & Stratton Corporation disclosed total assets of
$1,589,398,000 and total liabilities of $1,350,058,000 as of March
29, 2020.
Judge Barry S. Schermer oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel; Carmody MacDonald P.C. as local counsel; Foley & Lardner
LLP as corporate counsel; Houlihan Lokey Inc. as investment
banker;
Ernst & Young, LLP as restructuring and tax advisor; Deloitte LLP
as auditor and tax consultant; and Kurtzman Carson Consultants, LLC
as claims and noticing agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases.
BRIGGS & STRATTON: US Trustee Objects Exculpation Clause in Plan
----------------------------------------------------------------
Daniel J. Casamatta, the Acting United States Trustee for the
Eastern District of Missouri, objects to the Disclosure Statement
for the Joint Chapter 11 Plan of Reorganization of Briggs &
Stratton Corporation and its affiliated debtors.
The U.S. Trustee points out that:
* The Plan improperly deems that the Released Parties are
released by creditors that vote to reject the Plan or abstain from
voting on the Plan but do not opt-out of the releases on their
ballots.
* The debtors did not identify which third party claims would
directly impact their reorganization and given the scope of the
release, the Court determined that it is likely that many of the
claims would not impact the reorganization.
* The Debtors have failed to explain why it is appropriate to
extend the exculpation provisions to these non-estate fiduciaries.
The U.S. Trustee objects to the Exculpation Clause of the Plan
because it exculpates persons and entities that are not fiduciaries
of the estate.
About Briggs & Stratton Corp.
Briggs & Stratton Corporation is a producer of gasoline engines for
outdoor power equipment and a designer, manufacturer and marketer
of power generation, pressure washer, lawn and garden, turf care,
and job site products. The Company's products are marketed and
serviced in more than 100 countries on six continents through
40,000 authorized dealers and service organizations. On the Web:
https://www.basco.com/
Briggs & Stratton Corporation and four affiliates concurrently
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 20-43597) on July
20, 2020. The petitions were signed by Mark A. Schwertfeger,
senior vice president and chief financial officer. At the time of
the filing, Briggs & Stratton Corporation disclosed total assets of
$1,589,398,000 and total liabilities of $1,350,058,000 as of March
29, 2020.
Judge Barry S. Schermer oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel; Carmody MacDonald P.C. as local counsel; Foley & Lardner
LLP as corporate counsel; Houlihan Lokey Inc. as investment banker;
Ernst & Young, LLP as restructuring and tax advisor; Deloitte LLP
as auditor and tax consultant; and Kurtzman Carson Consultants, LLC
as claims and noticing agent.
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in Debtors' Chapter 11 cases.
BRIGHTER CHOICE: Fitch Affirms BB IDR; Alters Outlook to Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the following revenue bonds issued by
the Albany Industrial Development Agency (NY) on behalf of the
Brighter Choice Charter Schools (BCCS) at 'BB':
-- $14,140,000 civic facility revenue bonds (Brighter Choice
Charter Schools project) series 2007A.
In addition, Fitch has affirmed BCCS Issuer Default Rating (IDR) at
'BB'.
The Rating Outlook on the revenue bond and IDR has been revised to
Stable from Positive.
SECURITY
The bonds are a general obligation of BCCS and are payable from
gross revenues, primarily state-mandated school district per-pupil
aid payments of the two BCCS schools (boys and girls). In addition,
bonds are payable from a cash-funded reserve equal to maximum
annual debt service (MADS) and other reserve funds under the
indenture. Bondholders also benefit from a first mortgage lien on
the two school facilities.
ANALYTICAL CONCLUSION
The 'BB' IDR and revenue bond rating reflect BCCS's strong
financial profile given the midrange revenue defensibility and
operating risk assessments. The schools' budgeting and financial
practices continue to yield significant improvements in liquidity,
leverage, and cash flow. The current financial profile assessment
suggests a higher rating; however, the rating is constrained by the
asymmetric risk of the short-term charter renewal period.
The revision of the Rating Outlook to Stable from Positive reflects
the uncertainty surrounding the impact that the coronavirus
pandemic will have on future years' state aid and enrollment
levels, which have a direct effect on the schools' financial
profile and performance. The Stable Rating Outlook reflects Fitch's
expectation that the schools' financial position will remain solid
given the schools' prudent budget monitoring and ample resources to
manage short-term budgetary imbalances as a result of decreased
state aid and near-term enrollment pressures.
KEY RATING DRIVERS
Revenue Defensibility -- Midrange: The midrange assessment reflects
BCCS's history of stable enrollment and academic performance above
local public-school district averages.
Operating Risk -- Midrange: Fitch believes BCCS has midrange
flexibility to vary costs with enrollment shifts and expects fixed
carrying costs to remain low.
Financial Profile -- 'bbb': BCCS's leverage metrics have improved
over the past five fiscal years and are consistent with a 'bbb'
assessment in Fitch's forward-looking rating case.
Asymmetric Additional Risk Considerations: Charter renewal risk --
both the boys' and girls' schools are currently in the last year of
their second consecutive three-year charter term, which falls short
of the state's standard five-year renewal term. Fitch views the
short-term renewal as an asymmetric risk as it indicates a
deficiency in meeting performance and academic benchmark
targets/indicators set forth by the New York State Board of Regents
(Board of Regents) and potential heightened risk of school
closure.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- A five-year charter renewal at both the boys and girls' school
during the current renewal period.
-- Maintenance of positive financial trends and stable to
improving enrollment.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A decline in per-pupil funding that is more significant than
what Fitch currently anticipates in its stress case scenario,
without additional offsetting expenditure measures taken by the
schools;
-- A sustained decline in enrollment that reduce revenues and
weakens the financial condition of the schools.
-- Failure to renew charter for state's standard five-year term
might lead to downward rating pressure.
-- An increase in the schools' net debt to cash flow available
for debt service (CFADS) above 12.0x in Fitch's base or rating
case.
-- The loss of a school's charter.
CREDIT PROFILE
BCCS for girls and boys opened in 2002 with a mission to provide a
single-gender public school alternative for students from
economically disadvantaged families. The schools were launched with
the support of the Brighter Choice Foundation, which developed the
facilities. The 2007A bond proceeds funded the schools' purchase of
the facilities from the foundation and certain enhancements.
BCCS obtained authorizer permission in fiscal 2016 to expand into
fifth grade (previously K-4) and did so for the 2016-2017 school
year. The boys and girls school had enrollment of 305 and 328,
respectively, in the 2019-2020 academic year, with fifth grade
students accounted for 44 and 41 students, respectively. Management
reports that there has been some decline in enrollment at the start
of the school year, mainly in kindergarten and first grade, and is
likely driven by the transition to an only partial in-person
learning environment due to coronavirus mitigation efforts.
CURRENT DEVELOPMENTS
Sector-Wide Coronavirus Implications
The outbreak of coronavirus and related government containment
measures worldwide has created an uncertain global environment for
U.S. state and local governments and related entities. Fitch's
ratings are forward-looking in nature, and Fitch will monitor the
severity and duration of the budgetary impact on state and local
governments and incorporate revised expectations for future
performance and assessment of key risks.
While the initial phase of economic recovery has been faster than
expected, GDP in the U.S. is projected to remain below its 4Q19
level until at least 4Q21. In its baseline scenario, Fitch assumes
continued strong GDP growth in 3Q20 followed by a slower recovery
trajectory from 4Q20 onward amid persisting social distancing
behavior and restrictions, high unemployment and a further pullback
in private-sector investment. Additional details, including key
assumptions and implications of the baseline scenario and a
downside scenario, are described in the report titled.
Brighter Choice Charter Schools Coronavirus Update
Following the statewide school closure order in March, the schools'
transitioned to a fully remote learning environment through the end
of the 2019-2020 academic year. Both schools' have implemented a
blended learning environment for the 2020-2021 academic year, with
each grade level attending in-person instruction two days a week
and three days of remote learning. On a combined basis, the
schools' received $223,773 from the Elementary and Secondary School
Emergency Relief (ESSER) Education Stabilization Fund and roughly
$881,000 in Paycheck Protection Program loans.
On a combined basis, the schools' ended fiscal 2020 favorably, with
a surplus of approximately $1.4 million versus $283,000 budgeted.
The positive variance to budget was a result of higher enrollment
at the boy's school, lower expenses due to the physical closure of
the schools, and open positions not being filled. The schools began
fiscal 2021 with lower than anticipated enrollment, which
management attributes to the transition to a blended learning
environment. The schools subsequently amended their budgets in
September to account for the lower enrollment levels and on a
combined basis, anticipate a surplus of approximately $242,000 in
fiscal 2021. Each of the schools' budget also allocates roughly 2%
of total revenue to a COVID-19 contingency reserve, providing a
buffer for any unanticipated costs. Management reports that on a
combined basis, the schools had approximately $5.1 million in
unrestricted cash as of Sept. 30, 2020.
Revenue Defensibility
BCCS's midrange revenue defensibility is driven by a history of
enrollment at or close to capacity, satisfactory demand
flexibility, and academic performance above district averages.
Typical of the charter school sector, revenue defensibility is
limited by the inability to control pricing as the school's main
revenue source is derived from per pupil revenue from the state.
The school's academic results help support sound demand and
enrollment. In the 2019 school year, the percentage of students
scoring proficient or advanced in English Language Arts (ELA) and
math at both the boys and girls schools continued to exceed Albany
City School district averages. In addition, both schools exceeded
New York State averages in ELA for the second consecutive year, but
results were below the state in math. In March 2020, the U.S.
Department of Education granted waivers to all 50 states that allow
states to bypass all testing requirements included in Every Student
Succeeds Act for the 2019-2020 academic year. As a result, there
were no statewide assessments administered in New York.
The schools have a solid enrollment history, consistently at or
close to management's budgeted capacity. In fiscal 2019, enrollment
at the boys' and girls' schools was approximately 305 and 328
students, respectively. As of October 2020, enrollment at both the
boys' and girls' schools had fallen by about 14%. Management
attributes the decline in enrollment to the transition to a blended
learning environment, with the number of kindergarten and first
grade students enrolled falling by almost half compared to the
prior year. The schools multi-year financial projections assume a
return to pre-coronavirus enrollment levels beginning in the 2022
school year.
The ultimate impact of the coronavirus pandemic on school funding
is ongoing and is likely to be to be affected by coronavirus
mitigation efforts that continue to impact state revenues. Over the
longer term, Fitch expects per-pupil funding to grow at
approximately the rate of inflation.
Operating Risk
Fitch considers BCCS's operating risk profile to be midrange, based
on low fixed carrying costs and the flexibility to control other
expenditures. BCCS has well-identified cost drivers that have some
potential volatility.
Adequate expenditure flexibility is provided by management's strong
degree of control in managing its workforce costs, which are not
governed by collective bargaining agreements. However, practical
limitations include the limited ability to reduce teacher
headcount, since doing so could impair academic performance, which
could reduce student demand and increase costs. Fitch recognizes
that management can control salaries and reduce some other costs in
a recessionary period, supporting the midrange operating risk
assessment.
In fiscal 2015, BCCS ended its relationship with the Albany Charter
School Network, which had been providing financial management and
academic support to the schools. Since that time, BCCS has engaged
outside consultants to support finances and operations, and has
supported academic functions internally. Financial consultants
implemented improved budgeting and financial reporting practices,
which have resulted in a material improvement in BCCS's financial
results and position. Fitch expects the improved budgeting and
financial practices to continue to support positive operating
results.
BCCS's fixed carrying costs for maximum annual debt service (MADS)
are low at approximately 14% of fiscal 2020 total expenditures.
BCCS does not participate in a defined benefit pension plan.
Management reports that it does not have any significant projected
capex requirements.
Financial Profile
BCCS's leverage is consistent with a 'bbb' assessment given the
midrange revenue defensibility and operating risk assessments. The
'bbb' financial profile assessment incorporates BCCS's current
metrics and pro forma metrics during Fitch's rating case scenario.
Net debt to CFADS has declined materially over the past five fiscal
years from 15.9x in fiscal 2015 to 3.5x in fiscal 2020. The decline
reflects the schools' solid operating margins and cash flow
generation, effectively decreasing the schools' net debt and
leverage metrics.
While the impact of the coronavirus pandemic on school funding and
enrollment is not clear at this time, Fitch's base case assumes
state per-pupil revenues will decline from the current fiscal 2021
level, with limited growth over the near term. In addition, Fitch
assumes that the schools' enrollment levels remain at the current
level (decline of approximately 14%) in 2021, followed by a slow
enrollment recovery in year two and three. Fitch assumes that the
school will offset the decline in revenues with expenditure
adjustments, although Fitch assumes the expenditure cuts will not
be in an amount that is equal to the revenue decline due to the
practical limitations that are common among all charter schools. In
this scenario, BCCS's leverage, coverage, and liquidity metrics are
slightly pressured compared to more recent years, but remain solid
throughout the three-year period.
As described in Fitch's U.S. Public Finance Charter School Rating
Criteria, Fitch's stress case utilizes the Fitch Analytical Stress
Test Model - State & Local Governments (FAST) to determine the
impact of a typical recession on revenues assuming constant
enrollment. As referenced in the current developments section,
Fitch has revised the FAST GDP and CPI parameter inputs to align
with the most recent changes to Fitch's company-wide common
scenarios. While the output derived from FAST is not a forecast, it
does provide estimates of possible revenue behavior in a downturn,
based on historical performance. As such, Fitch has incorporated
FAST results, along with analytical judgement, to develop the
stress case. The stress case incorporates a higher revenue decline
in year one than the base case, reflecting a steeper decline in
per-pupil funding and additional, although manageable, enrollment
declines. Fitch assumes the school will take similar, although
slightly higher, expenditure measures to offset revenue declines.
In this scenario, net debt to CFADS increases in year one due to a
reduction in cash flow, followed by a steady decline as the school
adjusts spending and restores strong margins. Leverage and
liquidity metrics in years two and three of the stress scenario
follow a similar trajectory as the base case, but at a more
elevated level and remain consistent with a 'bbb' financial profile
assessment.
Fitch notes that Fitch did not include funds the schools' received
through the Paycheck Protection Program (PPP), which the school
intends to use in the upcoming 2021 school year for eligible
expenses. This amount totals $881,000. As of November, management
reports that it has been in compliance with the program
requirements and as a result, expect the loan to be forgiven and
will be recognized as grant revenue for 2021. Including this amount
in year one would result in a much lower base and rating case
overall revenue assumption and corresponding metrics -- providing
additional budgetary flexibility than what is currently assumed in
the base and rating case.
Asymmetric Additional Risk Considerations
Fitch views the short-term renewal as an asymmetric risk as it
indicates a deficiency in meeting performance and academic
benchmark targets/indicators set forth by the New York State Board
of Regents and potential higher than typical risk of school
closure.
The charter for both the boys and girls' schools were most recently
renewed in 2018 for a term ending June 30, 2021. During the most
recent renewal period, the Board of Regents cited that both the boy
and girls' schools were not yet meeting enrollment and retention
targets for students with disabilities (SWDs) or those who are
English Language Learners (ELLs) and compliance issues. The Board
of Regents noted in the renewal report (dated Feb. 6, 2018) that
BCCS is making some "good faith" efforts towards meeting its
enrollment targets and is working with the New York State Education
Department to rectify any legal compliance issues. In addition, the
renewal report cited that the boys' school financial position
appears to be weak, but improving, according to a composite score
that is calculated by the NYSED and based on fiscal 2017 audited
results. Fitch believes that this has been addressed, given the
positive financial results over the last two fiscal years, which
has increased the boy's school's balance sheet.
The schools have submitted their charter renewal application to the
New York State Education Department (NYSED), the state authorizer,
and will conduct remote/online site visits in mid-November. A
charter renewal for a term of five-years (the standard in NYS)
would remove this asymmetric risk.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity. Fitch has revised the ESG Relevance Score
for Group Structure to '3' from '4'.
CASCADES OF GROVELAND: Court Confirms 2nd Amended Plan
------------------------------------------------------
Judge Karen S. Jennemann has entered an order approving the Amended
Disclosure Statement of The Cascades of Groveland Homeowners'
Association, Inc., and confirming the Debtor's Plan pursuant to
Section 1129 of the Bankruptcy Code.
The judge in mid-September conditionally approved the Disclosure
Statement and sent an Oct. 16 hearing to consider confirmation of
the Second Amended Chapter 11 Plan.
All Classes have voted to accept the Amended Plan with the
exception of Classes 3 and 4.R. Classes 9, 10, and 11 were
impaired and voted to accept the Amended Plan. Accordingly, the
Amended Plan satisfies the requirements of Section 1129(a)(10) of
the Bankruptcy Code.
Based upon the Cash Availability for Reorganization and Balance
Sheet as attached to the Declaration of Brian Feeney, the Court
finds that the Amended Plan is not likely to be followed by a
liquidation or the need to further reorganize, and that the Amended
Plan has a reasonable likelihood of success, and therefore
satisfies the feasibility requirement of Section 1129(a)(11) of the
Bankruptcy Code.
The Amended Plan provides the same treatment for each Claim or
Interest in each Class unless the holder of such a Claim or
Interest agrees to less favorable treatment. Accordingly, the
Amended Plan satisfies section 1123(a)(4) of the Bankruptcy Code.
This Court has examined the totality of the circumstances
surrounding the formulation of the Amended Plan. The Amended Plan
has been proposed in good faith by the Plan Proponents and not by
any means forbidden by law, and therefore complies with Section
1129(a)(3) of the Bankruptcy Code.
Classes 9, 10, and 11 were impaired and voted to accept the Amended
Plan. Accordingly, the Amended Plan satisfies the requirements of
Section 1129(a)(10) of the Bankruptcy Code.
With respect to each class of claims or interests, Classes 3 and 4
did not vote to accept the Amended Plan. Consequently, the Debtor
has not satisfied section 1129(a)(8) of the Bankruptcy Code.
Under the Amended Plan, the Holder of the Class 3 Allowed Secured
Claim retains its lien rights and shall receive monthly payments
based on a 2-year amortization, fixed 5.25% interest rate, and a
maturity 2 years from the Effective Date. Consequently, the
Amended Plan is fair and equitable with respect to City Electric's
Class 3 Claim.
Under the Amended Plan, Ahern Rentals retains its lien rights and
shall receive monthly payments based on a 2-year amortization,
fixed 5.25% interest rate, and a maturity 2 years from the
Effective Date. Consequently, the Amended Plan is fair and
equitable with respect to Ahern Rentals' Class 4 Claim.
Under the Amended Plan, All Homeowners will retain their interest
in the Debtor, however such interest is defined, in the same
proportions as provided in the Declaration. Any claims that any
Homeowner (or anyone claiming derivatively therefrom) may have
against the Released Parties arising from or relating to the
termination of the PC Services Contract, the Lawsuit, the Judgments
and any resulting Special Assessment to satisfy the Judgments,
including, but not limited to, any claims that any of the Released
Parties failed to disclose the existence of the Lawsuit during the
course of their purchase of real property in the Cascades
community, are being released and relinquished
Under the Amended Plan, no claim or interest junior to the Allowed
Unsecured Claims will receive or retain under the Plan on account
of such junior claim or interest. Consequently, the Amended Plan is
fair and equitable with respect to Class 10 Claims.
The Court will conduct a post-confirmation status conference before
the Honorable Karen S. Jennemann, United States Bankruptcy Judge,
on Dec. 9, 2020, at 2:45 p.m. Eastern time in Courtroom 6C, 6th
Floor, at the United States Bankruptcy Court, George L. Young
Federal Building, 400 West Washington Street, Orlando, FL 32801.
A copy of the Plan Confirmation Order is available at:
https://cdn.pacermonitor.com/pdfserver/SB4T3BI/133237121/The_Cascades_of_Groveland_Homeowners__flmbke-19-04077__0235.0.pdf
About The Cascades of Groveland
Homeowners' Association
The Cascades of Groveland Homeowners' Association, Inc., is a
non-profit homeowner's association operating under Chapter 720,
Florida Statute's. The Association's homeowners constitute a
community known as "Trilogy Orlndo" located in Groveland, Fla.
The Cascades of Groveland Homeowners' Association sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
19-04077) on June 21, 2019. In the petition signed by Brian
Feeney, president, the Debtor was estimated to have assets of
between $1 million and $10 million and liabilities of the same
range. Judge Karen S. Jennemann oversees the case.
The Debtor tapped Nardella & Nardella, PLLC, as bankruptcy counsel,
and Weiss Serota Helfman Cole & Bierman, P.L. and Becker &
Poliakoff, P.A. as special counsel.
COMCAR INDUSTRIES: Abdiel's Buying Low Value Assets for $1.8K
-------------------------------------------------------------
Comcar Industries, Inc. and its affiliated debtors filed with the
U.S. Bankruptcy Court for the District of Delaware a notice of
their proposed sale of the low value assets described in the Bill
of Sale (Exhibit A) to Abdiel's Treasure Trove for $1,810, free and
clear of all Liens.
On Sept. 2, 2020, the Court entered the Order, which, among other
things, established the De Minimis Asset Sale Procedures.
Pursuant to the De Minimis Asset Sale Procedures, the Debtors
submit the De Minimis Sale Notice in connection with their sale of
the Assets to the Purchaser.
The total selling price for the Sale to the Purchaser is $1,810,
which is under the limit set forth in the De Minimis Asset Sale
Procedures. The Sale does not include payments to be made by the
Debtors on account of commission fees to agents, brokers or
auctioneers. The Debtors intend to use the proceeds from the Sale
to fund the administration of these chapter 11 cases and, if
applicable, to distribute funds in accordance with the priority
scheme set forth in orders of the Court, their financing documents
and/or the Bankruptcy Code. The Purchaser is not an insider of the
Debtors.
The Objection Deadline is Nov. 3, 2020 at 4:00 p.m. (ET). If no
objection to the De Minimis Sale Notice is timely filed and served
in accordance with it and the De Minimis Asset Sale procedures, the
Debtors may consummate the sale without further notice.
Copies of all filings in the Debtors' chapter 11 cases are
available for free on the website of the Court-appointed claims and
noticing agent in these chapter 11 cases, Donlin Recano & Co.,
Inc., at https://www.donlinrecano.com/Comcar.
A copy of the Exhibit A is available at
https://tinyurl.com/yxqlseb4 from PacerMonitor.com free of charge.
About Comcar Industries
Comcar Industries is a transportation and logistics company
headquartered in Auburndale, Fla., with over 40
strategically-located terminal and satellite locations across the
United States. For more information, visit https://comcar.com/
On May 17, 2020, Comcar Industries and related entities sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11120). In
the petitions signed by CRO Andrew Hinkelman, Comcar Industries was
estimated to have $50 million to $100 million in assets and
liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the presiding judge.
The Debtors tapped DLA Piper LLP (US) as counsel; FTI Consulting,
Inc. as financial advisor; and Bluejay Advisors, LLC as investment
banker. Donlin Recano & Company, Inc. is the claims agent.
COMCAR INDUSTRIES: Simpson Buying Tire Steer for $1K
----------------------------------------------------
Comcar Industries, Inc. and its affiliated debtors filed with the
U.S. Bankruptcy Court for the District of Delaware a notice of
their proposed sale of the Tire Steer 295/75R225 RY 617 14 Ply,
Model No. Y61701-17, described in the Bill of Sale (Exhibit A) to
William Simpson for $1,000, free and clear of all Liens.
On Sept. 2, 2020, the Court entered the Order, which, among other
things, established the De Minimis Asset Sale Procedures.
Pursuant to the De Minimis Asset Sale Procedures, the Debtors
submit the De Minimis Sale Notice in connection with their sale of
the Assets to the Purchaser.
The total selling price for the Sale to the Purchaser is $1,000,
which is under the limit set forth in the De Minimis Asset Sale
Procedures. The Sale does not include payments to be made by the
Debtors on account of commission fees to agents, brokers or
auctioneers. The Debtors intend to use the proceeds from the Sale
to fund the administration of these chapter 11 cases and, if
applicable, to distribute funds in accordance with the priority
scheme set forth in orders of the Court, their financing documents
and/or the Bankruptcy Code. The Purchaser is not an insider of the
Debtors.
The Objection Deadline is Nov. 3, 2020 at 4:00 p.m. (ET). If no
objection to the De Minimis Sale Notice is timely filed and served
in accordance with it and the De Minimis Asset Sale procedures, the
Debtors may consummate the sale without further notice.
Copies of all filings in the Debtors' chapter 11 cases are
available for free on the website of the Court-appointed claims and
noticing agent in these chapter 11 cases, Donlin Recano & Co.,
Inc., at https://www.donlinrecano.com/Comcar.
A copy of the Exhibit A is available at
https://tinyurl.com/y4oedu6d from PacerMonitor.com free of charge.
About Comcar Industries
Comcar Industries is a transportation and logistics company
headquartered in Auburndale, Fla., with over 40
strategically-located terminal and satellite locations across the
United States. For more information, visit https://comcar.com/
On May 17, 2020, Comcar Industries and related entities sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11120). In
the petitions signed by CRO Andrew Hinkelman, Comcar Industries was
estimated to have $50 million to $100 million in assets and
liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the presiding judge.
The Debtors tapped DLA Piper LLP (US) as counsel; FTI Consulting,
Inc., as financial advisor; and Bluejay Advisors, LLC as investment
banker. Donlin Recano & Company, Inc. is the claims agent.
COMCAR INDUSTRIES: Stream Buying Data Center Equipment for $4.3K
----------------------------------------------------------------
Comcar Industries, Inc. and its affiliated debtors filed with the
U.S. Bankruptcy Court for the District of Delaware a notice of
their proposed sale of the data center equipment located in
Auburndale, described in the Bill of Sale (Exhibit A), to Stream
Recycling for $4,300, free and clear of all Liens.
On Sept. 2, 2020, the Court entered the Order, which, among other
things, established the De Minimis Asset Sale Procedures.
Pursuant to the De Minimis Asset Sale Procedures, the Debtors
submit the De Minimis Sale Notice in connection with their sale of
the Assets to the Purchaser.
The total selling price for the Sale to the Purchaser is $4,300,
which is under the limit set forth in the De Minimis Asset Sale
Procedures. The Sale does not include payments to be made by the
Debtors on account of commission fees to agents, brokers or
auctioneers. The Debtors intend to use the proceeds from the Sale
to fund the administration of these chapter 11 cases and, if
applicable, to distribute funds in accordance with the priority
scheme set forth in orders of the Court, their financing documents
and/or the Bankruptcy Code. The Purchaser is not an insider of the
Debtors.
The Objection Deadline is Nov. 3, 2020 at 4:00 p.m. (ET). If no
objection to the De Minimis Sale Notice is timely filed and served
in accordance with it and the De Minimis Asset Sale procedures, the
Debtors may consummate the sale without further notice.
Copies of all filings in the Debtors' chapter 11 cases are
available for free on the website of the Court-appointed claims and
noticing agent in these chapter 11 cases, Donlin Recano & Co.,
Inc., at https://www.donlinrecano.com/Comcar.
A copy of the Exhibit A is available at
https://tinyurl.com/y4oedu6d from PacerMonitor.com free of charge.
About Comcar Industries
Comcar Industries is a transportation and logistics company
headquartered in Auburndale, Fla., with over 40
strategically-located terminal and satellite locations across the
United States. For more information, visit https://comcar.com/
On May 17, 2020, Comcar Industries and related entities sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11120). In
the petitions signed by CRO Andrew Hinkelman, Comcar Industries was
estimated to have $50 million to $100 million in assets and
liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the presiding judge.
The Debtors tapped DLA Piper LLP (US) as counsel; FTI Consulting,
Inc. as financial advisor; and Bluejay Advisors, LLC, as investment
banker. Donlin Recano & Company, Inc., is the claims agent.
COMMUNITY HEALTH: Fitch Affirms CCC LT IDR; Alters Outlook to Pos.
------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDR) of Community Health Systems, Inc. (CHS) and subsidiary
CHS/Community Health Systems, Inc. at 'CCC'. The ratings apply to
approximately $12.8 billion of debt at Sept. 30, 2020. The Rating
Outlook is Positive, reflecting the company's slowly improving
financial flexibility and operating profile. However, gross debt
leverage remains high, and Fitch expects the company's absolute
level of cash generation to be positive but thin.
KEY RATING DRIVERS
Coronavirus Business Disruption Manageable: Fitch believes that
healthcare services companies, including CHS, should experience
lesser long-term effects from the pandemic than other corporate
sectors because demand is not as economically sensitive and often
times is not discretionary. However, depressed volumes of elective
patient procedures are weighing meaningfully on healthcare
providers' revenue and operating margins in 2020. Elective
procedures in both inpatient and outpatient settings were canceled
to increase capacity for COVID-19 patients and in response to
government orders, but volumes have shown a strong pattern of
recovery as healthcare systems restart operations.
Fitch believes CHS has sufficient headroom in the 'CCC' rating to
absorb the effect of the pandemic on operations, which is
predicated on an assumption that the strong recovery in elective
patient volumes will be sustainable in late 2020 and into 2021.
There could be downward pressure on the rating if business
disruption accelerates and depresses cash flow more than Fitch
currently anticipates. This could be the result of patient
preference to defer care or because the healthcare services segment
proves more economically sensitive than during past U.S. economic
recessions, leading to a slower recovery in elective patient
volumes and pricing in 2021-2022.
Very High Debt Burden: CHS encountered the pandemic with a highly
leveraged balance sheet despite efforts to reduce debt since the
acquisition of rival hospital operator Health Management
Associates, LLC (HMA) in late 2014. Fitch-calculated leverage at
Sept. 30, 2020 was 12.0x (and 8.4x considering grants provided by
the Coronavirus Aid, Relief and Economic Security (CARES) Act,
which Fitch has elected to exclude from its EBITDA calculation),
versus 5.2x prior to the acquisition. CHS paid down more than $3
billion of debt since the beginning of 2016 primarily using
proceeds from the spinoff of Quorum Health Corp. and a series of
smaller divestitures. While Fitch believes CHS's hospital sales
have been for multiples of EBITDA that are slightly deleveraging,
leverage increased steadily until late 2019, when some recovery in
the base business slightly boosted EBITDA.
Incremental Progress Addressing Capital Structure: In addition to
the divestiture funded debt repayment, CHS has slowly been
addressing concerns in the liquidity profile through a series of
transactions including a debt tender offer announced last week. The
company plans to repurchase up to $400 million of notes at prices
below par using cash on hand. Unlike a June 2018 and a December
2019 transaction, Fitch does not consider the tender offer to be a
distressed debt exchange because the transaction takes advantage of
market pricing and excess liquidity, rather than being conducted to
avoid bankruptcy or similar insolvency.
Large debt maturities remain in each of 2023 and 2024 and
heightened confidence by Fitch that the company will be able to
address these without resorting to off-market options is important
to improvement in the credit profile. The time frame does give CHS
a window to execute an operational turn-around plan focused on
restoring organic growth and improving profitability of hospitals
in the markets remaining after the divestiture program is
completed.
Forecast Reflects Hospital Divestitures: Fitch's $1.5 billion
operating EBITDA forecast for CHS in 2021 reflects completed
hospital divestitures and hospitals under definitive agreement for
sale. The company sold about 60 hospitals with nearly $6 billion of
annualized revenues during 2017-2020, raising about $2.8 billion of
cash proceeds and leaving a footprint 93 hospitals at Sept. 30,
2020. The divestiture program is part of a longer-term plan to
improve same-hospital margins and sharpen focus on markets with
better organic operating prospects. Divestiture proceeds have been
a source of debt paydown but with $12.8 billion of debt
outstanding, long-term repair of the balance sheet will require the
company to expand EBITDA through a return to organic growth and
expansion of profitability in the group of remaining hospitals.
Fitch expects CHS to conclude the divestiture program by the end of
2020 and does not include any further divestiture proceeds in its
forecast.
Headwinds to Less-Acute Volumes: CHS's legacy hospital portfolio
faced secular headwinds to less-acute patient volumes, which are
highly susceptible to weak macroeconomic conditions, seasonal
influences on flu and respiratory cases, and health insurer
scrutiny of short-stay admissions and preventable hospital
readmissions. CHS's same-hospital operating trends were weak in
2017 and 2018, although quarterly results showed sequential
improvement in year-over-year performance on various patient volume
measures throughout 2019. The operating EBITDA margin also showed
signs of stabilization during 2018-2019 after five consecutive
quarters of year-over-year declines in this metric in 1Q17 to 1Q18.
The pandemic influenced operating results in 2020, with CHS's H1'20
volume declines and subsequent Q3'20 sequential recovery falling
broadly in line with acute care hospital industry peers.
DERIVATION SUMMARY
CHS's 'CCC' IDR reflects the company's weak financial flexibility
with high gross debt leverage and stressed FCF generation (CFO less
capex and dividends). High leverage partly reflects a legacy
operating profile focused on rural and small suburban hospital
markets that are facing secular headwinds to organic growth. A
pivot toward faster growing and more profitable markets at the
conclusion of the divestiture program should boost profitability to
more in-line with higher rated industry peers HCA Healthcare Inc.
(HCA; BB/Stable), Tenet Healthcare Corp. (THC; B/Stable) and
Universal Health Services Inc. (UHS; BB+/Stable).
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- Revenue declines by 10.6% in 2020 due to pandemic related
business disruption and divestitures, with a steady recovery in
patient volumes in late 2020 and into 2021 resulting in 6% topline
growth in 2021.
- EBITDA margin contracts 170 bps in 2020 caused by a decline in
patient volumes and rebounds strongly in 2021 to about 12%.
- Cash flow from operations (CFO) of $400-$500mm annually in
2021-2023.
- Capital intensity assumed at 3% in 2020-2023.
- Fitch's 2020 revenue and EBITDA forecast for CHS do not include
CARES Act or other fiscal stimulus grant funding, but these amounts
are included in free cash flow (FCF; CFO less cap ex).
- The forecast assumes no additional fiscal support and that the
CARES Act items that require repayment are repaid on the schedule
currently outlined by the Centers for Medicare and Medicaid
Services (CMS) in 2021 and 2022.
- The forecast assumes no additional hospital divestiture
proceeds beyond the amount already received in 2020.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
An upgrade to a 'CCC+' IDR could result from:
- The operational turn-around plan gains traction in the next
12-18 months, evidenced by stabilization in the operating EBITDA
margin and better growth in organic patient volumes;
- An expectation that ongoing CFO generation will be sufficient
to fund investment in the remaining hospital markets to support an
expectation of improved organic growth;
- An expectation that the company will be able to successfully
refinance debt maturities in 2023-2024 without resorting to
off-market options like debt exchanges.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
A downgrade to 'CCC-' or below or a revision of the Outlook to
Stable or Negative would reflect an expectation that the company
will struggle to refinance upcoming maturities. This would likely
be a result of deterioration in revenues and EBITDA, leading Fitch
to expect either another distressed debt exchange or a more
comprehensive restructuring.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity during Pandemic: CHS has maintained a
comfortable liquidity cushion during the pandemic related business
disruption. Sources of liquidity include $1.8 billion of cash on
hand at Sept. 30, 2020 and $654 million of availability under the
$1 billion asset-based lending (ABL) facility, with about $150
million of letters of credit outstanding. CHS paid down $273
million outstanding on the ABL earlier in 2020; availability is
subject to a borrowing base calculation.
Liquidity has also been supported by funding received through the
CARES Act. CHS received $719 million in grant funding and about
$1.2 billion in accelerated Medicare payments earlier in 2020.
Other sources of near-term liquidity enhancement include the
deferral of 2020 payroll tax payments. Some of these liquidity
enhancements are temporary measures that are required to be repaid
starting with the Medicare advances beginning in April 2021. Fitch
does not expect the unwinding of these temporary government-funded
liquidity bolsters to strain CHS's financial profile. The company's
debt agreements do not include financial maintenance covenants.
Debt Issue Notching: Fitch's recovery assumptions result in a
recovery rate for CHS's approximately $8.7 billion of first-lien
senior secured debt, which includes the ABL and senior secured
notes, within the 'RR1' range to generate a three-notch uplift to
the debt issue ratings from the IDR, to 'B'/'RR1'. The $3.1 billion
senior secured junior priority notes are notched down by two to
reflect estimated recoveries in the 'RR6' range, to 'CC'/'RR6', and
the $1.7 billion senior unsecured notes are notched down by three,
to 'C'/'RR6' to reflect estimated recoveries in the 'RR6' range and
structural subordination of these notes relative to the prior
ranking junior priority secured notes. Fitch assumes that CHS would
draw $700 million on the ABL prior to a bankruptcy scenario and
includes that amount in the claim's waterfall.
Fitch estimates an enterprise value (EV) on a going concern basis
of $8.8 billion for CHS, after a deduction of 10% for
administrative claims. The EV assumption is based on
post-reorganization EBITDA after payments to non-controlling
interests of $1.4 billion and a 7.0x multiple. Fitch's post
reorganization EBITDA estimate assuming ongoing deterioration in
the business is offset by corrective measures taken to arrest the
decline in EBITDA after the reorganization. Fitch does not believe
that the coronavirus pandemic has changed the longer-term valuation
prospects for the hospital industry and CHS's post-reorganization
EBITDA and multiple assumptions are unchanged from the last ratings
review. The post-reorganization EBITDA estimate is approximately
2.5% lower than Fitch's 2021 forecast EBITDA for CHS. Fitch's post
reorganization EBITDA estimate assuming ongoing deterioration in
the business is offset by corrective measures taken to arrest the
decline in EBITDA after the reorganization.
The 7.0x multiple employed for CHS reflects a history of
acquisition multiples for large acute care hospital companies with
similar business profiles as CHS in the range of 7.0x-10.0x since
2006 and the average public trading multiple (EV/EBITDA) of CHS's
peer group (HCA, UHS, and THC), which has fluctuated between
approximately 6.5x and 9.5x since 2011. CHS has recently sold
hospitals in certain markets for a blended multiple that Fitch
estimates is higher than the 7.0x assumed in the recovery analysis.
However, Fitch believes the higher multiple on recent transactions
is due to strong interest by strategic buyers in markets where they
have an existing footprint and so is not necessarily indicative of
the multiple that the larger CHS entity would command.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
ESG CONSIDERATIONS
CHS has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to societal and regulatory pressures to constrain
growth in healthcare spending in the U.S. This dynamic has a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
CONTRACT TRANSPORT: Hires Hanna Commercial as Real Estate Agent
---------------------------------------------------------------
Contract Transport Properties LLC seeks authority from the US
Bankruptcy Court for the Northern District of Ohio to hire Michael
Occhionero of Hanna Commercial Real Estate as its real estate
broker.
The Debtor needs a real estate broker to market for sale or lease
its real property located at 3223 Perkins Ave., Cleveland, Ohio.
The broker will receive a commission of 6 percent of the sale price
for the real estate.
Mr. Occhionero, a senior vice president of Hanna Commercial,
disclosed in court filings that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
Mr. Occhionero holds office at:
Michael J. Occhionero
Hanna Commercial Real Estate
1350 Euclid Ave. Ste 700
Cleveland OH 216-861-5291
Phone: 216-272-1510
Email: michaelocchionero@hannacre.com
About Contract Transport Services
Contract Transport Services, Inc. is a Cleveland-based passenger
transportation company that began in 1997. It regularly provides
transport for hotels all over NE Ohio as well as popular venues
throughout the region. Visit http://www.ctsoh.netfor more
information.
Contract Transport filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No.
20-14502) on Oct. 6, 2020. Contract Transport President William
Madachik signed the petition.
At the time of the filing, the Debtor disclosed $252,528 in total
assets and $3,907,364 in total liabilities.
Judge Price Smith oversees the case. Frederic P. Schwieg, Attorney
at Law serves as the Debtor's legal counsel.
CRED INC: Blames Former Chief Capital Officer for Woes
------------------------------------------------------
Law360 reports that cryptocurrency company Cred Inc. said the
"malfeasance" of a former company insider has pushed it to Chapter
11 with over $100 million in liabilities, including unsecured debt
and about $140 million in outstanding liabilities to customers.
Cred Inc. and four affiliates sought Chapter 11 protection in
Delaware bankruptcy court on Saturday. Cred's co-founder and CEO
Daniel Schatt told the court that the company's former chief
capital officer had misappropriated assets, damaging the company's
balance sheet and its reputation with potential investors.
About CRED Inc.
Cred Inc. is a cryptocurrency platform that accepts loans of
cryptocurrency from non-U.S. persons and pays interest on those
loans. Cred -- https://mycred.io -- is a global financial services
platform serving customers in over 100 countries. Cred is a
licensed lender and allows some borrowers to earn a yield on
cryptocurrency pledged as collateral.
Cred Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 20-12836) on Nov. 7, 2020.
Cred was estimated to have assets of $50 million to $100 million
and liabilities of $100 million to $500 million as of the
bankruptcy filing.
The Debtors tapped PAUL HASTINGS LLP as counsel; COUSINS LAW LLC as
local counsel; and MACCO RESTRUCTURING GROUP, LLC, as financial
advisor. DONLIN, RECANO & COMPANY, INC., is the claims agent.
DELTA SANDBLASTING: Gets OK to Hire Finestone Hayes as Counsel
--------------------------------------------------------------
Delta Sandblasting Company, Inc. received approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Finestone Hayes LLP as its legal counsel.
The firm will provide the following services:
a) advise and represent the Debtor to all matters and
proceedings within this Chapter 11 case, other than those
particular areas that may be assigned to special counsel;
b) assist, advise and represent the Debtor in any manner
relevant to a review of its debts, obligations, maximization of its
assets and where appropriate, disposition thereof;
c) assist, advise and represent the Debtor in the operation of
its business;
d) assist, advise and represent the Debtor in the performance
of all of its duties and powers under the Bankruptcy Code and
Bankruptcy Rules, and in the performance of such other services as
are in the interests of the estate; and,
e) assist, advise and represent the Debtor in dealing with its
creditors and other constituencies, analyzing the claims in this
case and formulating and seeking approval of a Plan of
Reorganization.
The firm's hourly rate for partners is $525 while the rates for
associates and contract attorneys range from $350 to $425 per
hour.
Finestone Hayes will also be reimbursed for out-of-pocket expenses
incurred.
Stephen Finestone, Esq., a partner at Finestone Hayes, disclosed in
court filings that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
Finestone Hayes can be reached at:
Stephen D. Finestone, Esq.
Ryan A. Witthans, Esq.
Finestone Hayes LLP
456 Montgomery Street, 20th Floor
San Francisco, CA 94104
Tel: (415) 421-2624
Fax: (415) 398-2820
About Delta Sandblasting
Delta Sandblasting Company, Inc. specializes in steel preparation
and coating, including but not limited to many types marine and
industrial projects. Visit http://www.deltasandblasting.comfor
more information.
Delta Sandblasting Company sought Chapter 11 protection (Bankr.
N.D. Cal. Case No. 20-10546) on Oct. 6, 2020. The Debtor disclosed
$1,457,180 in assets and $2,170,870 in liabilities at the time of
the filing. The Hon. Roger L. Efremsky is the case judge.
Finestone Hayes LLP, led by Stephen D. Finestone, Esq., is the
Debtor's legal counsel.
DELTA SANDBLASTING: Hires Littler Mendelson as Special Counsel
--------------------------------------------------------------
Delta Sandblasting Company, Inc. received approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Littler Mendelson, PC as its special counsel.
Littler Mendelson will represent the Debtor in labor matters,
including its appeal in the Ninth Circuit Court of Appeals related
to its dispute with local union, the Auto, Marine & Specialty
Painters.
Alan Levins, Esq., and Lawrence Levien, Esq., the firm's attorneys
who will be providing the services, will charge an hourly fee of
$810. The hourly rates for the other lawyers range from $390 to
$810.
The firm held a retainer of $1,000.
Mr. Levins disclosed in court filings that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Alan Levins, Esq.
Lawrence Levien, Esq.
Littler Mendelson P.C.
333 Bush Street, 34th Floor
San Francisco, CA 94104
Phone: (415) 433-1940
Fax: (415) 399-8490
About Delta Sandblasting
Delta Sandblasting Company, Inc. specializes in steel preparation
and coating, including but not limited to many types marine and
industrial projects. Visit http://www.deltasandblasting.comfor
more information.
Delta Sandblasting Company sought Chapter 11 protection (Bankr.
N.D. Cal. Case No. 20-10546) on Oct. 6, 2020. The Debtor disclosed
$1,457,180 in assets and $2,170,870 in liabilities at the time of
the filing. The Hon. Roger L. Efremsky is the case judge.
Finestone Hayes LLP, led by Stephen D. Finestone, Esq., is the
Debtor's legal counsel.
DIAMOND 3H: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Diamond 3H Enterprises LLC
2040 Dowdy Ferry Road
Dallas, TX 75217
Chapter 11 Petition Date: November 9, 2020
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 20-32823
Judge: Hon. Harlin Dewayne Hale
Debtor's Counsel: Joyce Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
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: $500,000 to $1 million
The petition was signed by Rena Huddleston, president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A copy of the petition is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/GASWEMY/Diamond_3H_Enterprises_LLC__txnbke-20-32823__0001.0.pdf?mcid=tGE4TAMA
DIGITALTOWN INC: Says Chapter 11 Preferred Alternative to Chapter 7
-------------------------------------------------------------------
DigitalTown, Inc. (OTC: DGTW) announces that the Company has filed
for relief under Chapter 11 of the U.S. Bankruptcy Code in the
United States Bankruptcy Court for the District of Minnesota, St.
Paul Division, paving the way for business continuity,
profitability and sustained growth in shareholder value.
Following the announcement of a new management team in May 2019,
DigitalTown began making substantial progress on their commitment
of cleaning up the Company's balance sheet and exploring
opportunities that would bring value to the Company's shareholders.
DigitalTown was successful in converting over $2 million of debt
into stock and structuring a go-forward plan with appropriate
financing measures. The plan's execution was conditional on
negotiating a satisfactory resolution with its former CEO who had
an active, previously disclosed lawsuit against the Company at that
time. DigitalTown's various negotiation efforts were unsuccessful,
leading to the granting of a summary judgment motion in favor of
the Company's former CEO due to the Company's inability to access
resources to formally defend itself.
Since that time, this same party has filed another lawsuit against
the Company and has made hostile threats of additional suits
against the Company as well as personal suits against directors and
officers, unless management resigned and turned over control of the
Company to him. DigitalTown's management has been working on a
detailed plan for moving the Company forward and realizing value
for shareholders and all stakeholders, and is prepared to execute
on this plan after a successful reorganization. In the absence of
an alternate, genuine plan for the business clearly articulated by
any other party, management would have considered it a breach of
its fiduciary duty to turn the Company over to anyone to simply
avoid the inconvenience of threatened, specious lawsuits.
"After careful consideration of all challenges and alternatives, we
firmly believe that our Chapter 11 process represents the best
long-term solution for DigitalTown to address its legal and
liquidity challenges and to strengthen its operations for future
growth and profitability," said Sam Ciacco, CEO and Chairman of the
Board of DigitalTown.
DigitalTown's approach to leveraging the benefits of Chapter 11
allows the Company to emerge with a healthy balance sheet and
reorganize its debt and fairly treating creditors, while ensuring
existing shareholders retain their equity stakes. Management
decided on this preferred alternative to a Chapter 7 Bankruptcy in
which the positions of DigitalTown's creditors and shareholders
positions would be entirely lost. This remains a possible outcome
should the Company's plan be obstructed in some way.
DigitalTown's board and management is appreciative of the support
and endorsements received to date from so many of its
stakeholders.
About DigitalTown Inc.
Burnsville, Minnesota-based DigitalTown, Inc., owns and operates a
nationwide social networking site of hyper-local on-line
communities built around their domain names and the schools and
communities they represent.
DigitalTown, Inc., sought Chapter 11 protection (Bankr. D. Minn.
Case No. 20-32155) on Sept. 8, 2020. In the petition signed by CEO
Sam Ciacco, the Debtor disclosed total assets of $2,501 and total
liabilities of $3,524,789 as of the bankruptcy filing. The Hon.
Katherine A. Constantine is the case judge. JOSEPH W. DICKER,
P.A., led by Joseph Dicker, is the Debtor's counsel.
EXELA TECHNOLOGIES: Incurs $28.3 Million Net Loss in Third Quarter
------------------------------------------------------------------
Exela Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $28.32 million on $305.28 million of revenue for the three
months ended Sept. 30, 2020, compared to a net loss of $131.29
million on $373.54 million of revenue for the three months ended
Sept. 30, 2019.
For the nine months ended Sept. 30, 2020, the Company reported a
net loss of $89.68 million on $978.45 million of revenue compared
to a net loss of $205.03 million on $1.68 billion of revenue for
the nine months ended Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $1.17 billion in total
assets, $1.99 billion in total liabilities, and a total
stockholders' deficit of $827.46 million.
The Company has had a history of negative trends in its financial
condition and operating results as well as recent noncompliance
with covenants with certain of its lenders. However, despite these
conditions, the Company believes management's plans will provide
sufficient liquidity to meet its financial obligations and further,
maintain levels of liquidity as specifically required under the
Credit Agreement and the A/R Facility. Therefore, management
concluded these plans alleviate the substantial doubt that was
raised about our ability to continue as a going concern for at
least twelve months from the date that the financial statements
were issued.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1620179/000155837020013362/tmb-20200930x10q.htm
About Exela
Exela Technologies, Inc. is a business process automation (BPA)
company, leveraging a global footprint and proprietary technology
to provide digital transformation solutions enhancing quality,
productivity, and end-user experience. With decades of expertise
operating mission-critical processes, Exela serves a growing roster
of more than 4,000 customers throughout 50 countries, including
over 60% of the Fortune 100. With foundational technologies
spanning information management, workflow automation, and
integrated communications, Exela's software and services include
multi-industry department solution suites addressing finance and
accounting, human capital management, and legal management, as well
as industry-specific solutions for banking, healthcare, insurance,
and public sectors. Through cloud-enabled platforms, built on a
configurable stack of automation modules, and over 22,000
employees
operating in 23 countries, Exela rapidly deploys integrated
technology and operations as an end-to-end digital journey
partner.
Exela Technologies reported a net loss of $509.12 million for the
year ended Dec. 31, 2019, compared to a net loss of $169.81 million
for the year ended Dec. 31, 2018.
* * *
As reported by the TCR on Nov. 29, 2019, S&P Global Ratings lowered
its issuer credit rating on Irving, Texas-based Exela Technologies
Inc. to 'CCC-' from 'CCC+' with negative outlook. "We could lower
our ratings on Exela if the company defaults, announces a
distressed exchange or restructuring, or misses its interest
payment," S&P said.
EXTRACTION OIL: Paul, Young Updates List of Senior Notes Group
--------------------------------------------------------------
In the Chapter 11 cases of Extraction Oil & Gas, Inc., et al., the
law firms of Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young
Conaway Stargatt & Taylor, LLP submitted a supplemental verified
statement under Rule 2019 of the Federal Rules of Bankruptcy
Procedure, to disclose an updated list of Ad Hoc Group of Senior
Noteholders that they are representing.
In or around February 2020, certain members of the Ad Hoc Group
engaged Paul Weiss to represent the Ad Hoc Group in connection with
the Members' holdings of the Senior Notes. In June 2020, the Ad Hoc
Group also engaged Young Conaway to represent it in connection with
the Members' holdings of the Senior Notes.
As of Nov. 3, 2020, members of the Ad Hoc Group and their
disclosable economic interests are:
KIMMERIDGE ENERGY MANAGEMENT COMPANY, LLC
412 West 15th Street, 11th Floor
New York, NY 10011
* $107,235,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $300,674,000.00 in aggregate principal amount of 5.625% Senior
Notes due 2026
PGIM FIXED INCOME
Prudential Tower
655 Broad Street, 8th Floor
Newark, NJ 07102
* $36,833,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $112,142,000.00 in aggregate principal amount of 5.625% Senior
Notes due 2026
BLACKROCK FINANCIAL MANAGEMENT
40 East 52nd Street
New York, NY 10022
* $51,315,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $47,920,000.00 in aggregate principal amount of 5.625% Senior
Notes due 2026
CAPITAL RESEARCH AND MANAGEMENT COMPANY
333 South Hope St.
Los Angeles, CA 90071
* $19,760,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $63,920,000.00 in aggregate principal amount of 5.625% Senior
Notes due 2026
BRIGADE CAPITAL MANAGEMENT, LP
399 Park Avenue, 16th Floor
New York, NY 10022
* $72,380,000 in aggregate principal amount of 5.625% Senior Notes
due 2026
EATON VANCE TRUST CORP
Two International Place
Boston, MA 02110
* $11,867,000 in aggregate principal amount of 7.375% Senior Notes
due 2024
* $27,719,000 in aggregate principal amount of 5.625% Senior Notes
due 2026
ARES MANAGEMENT LLC
2000 Avenue of the Stars 12th Floor
Los Angeles, CA 90067
* $40,003,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $367,000.00 in aggregate principal amount of 5.625% Senior Notes
due 2026
WHITEBOX ADVISORS LLC
3033 Excelsior Blvd. Suite 500
Minneapolis, MN 55416
* $28,369,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
BEACH POINT CAPITAL MANAGEMENT LP
1620 26th Street Suite 6000 N
Santa Monica, CA 90404
* $17,930,000.00 in aggregate principal amount of 7.375% Senior
Notes due 2024
* $52,812,000.00 in aggregate principal amount of 5.625% Senior
Notes due 2026
Co-Counsel to the Ad Hoc Group of Senior Noteholders can be
reached
at:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Pauline K. Morgan, Esq.
Sean T. Greecher, Esq.
Shane M. Reil, Esq.
Rodney Square
1000 North King Street
Wilmington, DE 19801
Email: pmorgan@ycst.com
sgreecher@ycst.com
sreil@ycst.com
- and -
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
Andrew N. Rosenberg, Esq.
Alice Belisle Eaton, Esq.
Christopher Hopkins, Esq.
Omid Rahnama, Esq.
1285 Avenue of the Americas
New York, NY 10019
Telephone: (212) 373-3000
Facsimile: (212) 757-3990
Email: arosenberg@paulweiss.com
aeaton@paulweiss.com
chopkins@paulweiss.com
orahnama@paulweiss.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3khZIBy
About Extraction Oil & Gas
Denver-based Extraction Oil & Gas, Inc. is an independent energy
exploration and development company focused on exploring,
developing and producing crude oil, natural gas and NGLs primarily
in the Wattenberg Field in the Denver-Julesburg Basin of Colorado.
On the web: http://www.extractionog.com/
Extraction Oil & Gas and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11548) on June 14, 2020. At the time of the filing, the Debtors
disclosed $1 billion to $10 billion in both assets and
liabilities.
Judge Christopher S. Sontchi oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP, Kirkland & Ellis
International, LLP and Whireford, Taylor & Preston, LLC as legal
counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; and Moelis & Company and Petrie Partners Securities, LLC
as investment banker and financial advisor. Kurtzman Carson
Consultants, LLC is the claims and balloting agent and
administrative advisor and PricewaterhouseCoopers LLP (PwC) is the
Debtors' independent audit services provider.
FM COAL: Committee Gets Approval to Hire Walding LLC as Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of FM Coal, LLC and
its affiliates received approval from the U.S. Bankruptcy Court for
the Northern District of Alabama to retain Walding, LLC as its
legal counsel.
The firm will provide the following services:
a. assist, advise and represent the committee in its
consultations with the Debtors regarding the administration of
their Chapter 11 cases;
b. assist, advise and represent the committee in analyzing the
Debtors' assets and liabilities, investigating the extent and
validity of liens and participating in and reviewing any proposed
asset sales, any asset dispositions, and financing arrangements,
cash collateral stipulations or proceedings;
c. assist, advise and represent the committee in investigating
the acts, conduct, assets, liabilities and financial condition of
the Debtors, the Debtors' operations and the desirability of the
continuance of any portion of those operations, and any other
matters relevant to the Chapter 11 cases or the formulation of a
plan;
d. assist, advise and represent the committee in its
participation of the negotiation, formulation and drafting of a
plan of liquidation or reorganization;
e. assist the committee on the issues concerning the
appointment of a trustee or examiner under Bankruptcy Code Sec.
1104;
f. assist, advise and represent the committee in understanding
its powers and duties under the Bankruptcy Code, the Bankruptcy
Rules and the Local Rules and in performing other services as are
in the interests of those represented by the committee;
g. assist, advise and represent the committee in the
evaluation of claims on any litigation matters, including
fraudulent transfer and avoidance actions; and
h. provide such other services to the committee that may be
necessary in the Chapter 11 cases.
Walding's hourly billing rates are:
Partners $350
Associates/Of Counsel $275
Paralegals $155-$195
Walding is disinterested as that term is defined in 11 U.S.C. Sec.
101(14), and represents or holds no interest adverse to the
interest of the Debtors’ estates with respect to the matters on
which it is to be employed, according to court filings.
The firm can be reached through:
Brian R. Walding, Esq.
Walding, LLC
2227 First Avenue South, Suite 100
Birmingham, AL 35233
Phone: 205-307-5050
Fax: 205-307-5051
Email: bwalding@waldinglaw.com
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). 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.
Judge Tamara O. Mitchell oversees the cases.
Debtors have 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.
On Sept. 11, 2020, the U.S. Bankruptcy Administrator for the
Northern District of Alabama appointed a committee of unsecured
creditors. Rumberger, Kirk & Caldwell, P.A. and Walding, LLC serve
as the committee's legal counsel.
GARRETT MOTION: Honeywell Fighting Debtor While Buying Shares
-------------------------------------------------------------
Bloomberg Law reports that in very rare circumstances, stock in a
bankrupt company turns out to be a good investment. Honeywell
International is betting that its former unit Garrett Motion
qualifies. I
According to the report, regulatory filings indicate that Honeywell
bought more than two million shares of Garrett after skirmishing
with the bankrupt auto-parts maker in federal court last month.
Garrett filed for bankruptcy in September with plans to shed about
$5 billion in potential debt owed to Honeywell. Over Honeywell's
objection, Garrett won court permission to auction itself off next
month with private equity firm KPS Capital Partners acting as lead
bidder.
About Garrett Motion
Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs,
manufactures and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
original equipment manufacturers ("OEMs") and the global vehicle
and independent aftermarket.
Garrett Motion and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-12212) on Sept. 20, 2020.
Garrett disclosed $2,066,000,000 in assets and $4,169,000,000 in
liabilities as of June 30, 2020.
The Debtors tapped Sullivan & Cromwell LLP as counsel, Quinn
Emanuel Urquhart & Sullivan LLP as co-counsel, Perella Weinberg
Partners and Morgan Stanley & Co. LLC as investment bankers, and
AlixpartnersLP as restructuring advisor. Kurtzman Carson
Consultants LLC is the claims agent.
The U.S. Trustee for Region Region 2 on Oct. 5, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 case.
GARRETT MOTION: Honeywell, Shareholders Push Reorganization Plan
----------------------------------------------------------------
Oaktree Capital Management, L.P., Centerbridge Partners, L.P.,
Honeywell International Inc. ("Honeywell"), and certain
shareholders (the "Plan Sponsors") are asking the Bankruptcy Court
to terminate Garrett Motion Inc.'s plan filing exclusivity in order
to preserve a reorganization option for the Debtors.
They assert that the Debtors' exclusive right to pursue a
liquidation in the first 120 days of these chapter 11 cases should
be modified to allow creditors and interest holders to consider a
chapter 11 plan of reorganization proposed by the Plan Sponsors.
The Plan Proponents claim that iff the Debtors are permitted to
maintain plan exclusivity, all assets may be sold and a liquidation
consummated before any plan is filed or any creditor or shareholder
vote is cast. Given the highly unique facts of these chapter 11
cases, it is necessary to modify exclusivity to give creditors and
shareholders the choice between liquidation and reorganization
before it is too late.
The plan proposed by the Plan Sponsors is supported by
approximately 87% of the Debtors' 5.125% senior notes (the "Senior
Notes") and approximately 54% of the Debtors' common equity.
Honeywell alone is by far the Debtors' largest unsecured creditor.
These parties' financial stake in the Debtors renders them uniquely
positioned and motivated to offer alternative to liquidation, which
robs shareholders of their rights to share in the upside of the
business and leaves their recoveries (if any) dependent upon
successful litigation against Honeywell.
An alternative is the Plan Sponsors' chapter 11 plan of
reorganization, which proposes to (a) pay every single creditor
(except Honeywell) -- secured and unsecured -- in full in cash or
otherwise leave their claims unimpaired, (b) reinstate the Debtors'
common equity and provide all holders with the opportunity to
participate in a rights offering for Convertible Series A Preferred
Stock, and (c) permanently resolve Honeywell's claims through
equitization to Series B Preferred Stock.
It is unusual for a debtor to propose to liquidate when it is
operating a successful, profitable business and is not in default
of any debt obligations. Confronted with the surprise of these
chapter 11 cases, key stakeholders in every part of the Debtors'
capital structure mobilized in opposition to the Debtors' decision
to sell their business and presented a reorganization alternative.
It is equally unusual that the Debtors are continuing to insist on
a liquidation over the significant stakeholder opposition.
Indeed, to do so contravenes the "central purpose of Chapter 11,"
which the Supreme Court described as "to facilitate reorganizations
rather than liquidations." Florida Dept. of Revenue v. Piccadilly
Cafeterias, Inc., 554 U.S. 33, 37 n.2 (2008). And the Debtors'
actions raise substantial questions about who the Debtors are
purporting to protect.
The Plan Sponsors assert that several facts and clear conclusions
underpin their requested relief:
* the Debtors decided months ago to sell their assets and
attempt to shed their contractual obligations to Honeywell through
a bankruptcy process that was not focused on meaningfully exploring
value-maximizing plan alternatives, and they have not seriously
re-examined that decision since the Petition Date;
* the Debtors' businesses were and are strong and, at the time
of the chapter 11 filing, the Debtors had significant liquidity
(over $280 million of cash on hand as of the Petition Date), no
covenant breaches, no pending maturities, and financial forecasts
that projected successive EBITDA increases over the upcoming
quarters;
* the Debtors propose to distribute value to stakeholders from
any sale through a two silo waterfall structure, which is
inconsistent with the Debtors' capitalization, the operation of
their global enterprise, and the structure of their financing
agreements including the intercreditor agreements, and designed to
transfer value away from ASASCO;
* the Debtors' proposed waterfall creates inevitable conflicts
of interest between the U.S. and the non-U.S. Debtor entities
regarding the allocation of value between them in a liquidation,
yet, allegedly "independent" directors (with independent counsel
and financial advisors paid for by these estates) have no authority
over whether their silo should even be sold;
* now, the Debtors have reserved to themselves the right to sell
their assets pursuant to a sale under section 363 of the Bankruptcy
Code, thereby potentially depriving stakeholders of the protections
and rights afforded by the chapter 11 plan process and this change
in tactics could allow the Debtors to complete their liquidation
even though it lacks the support of any impaired creditor class and
is actively opposed by majorities in all but one creditor class in
the Debtors' capital structure (and the one assenting class —
senior secured lenders — have agreed to a restructuring support
agreement that allows for a chapter 11 reorganization plan
alternative like the one proposed by the Plan Sponsors, effectively
rendering them a neutral party);
* the significant projected professional fee burn to administer
these chapter 11 cases (~$108.8 million based on the latest DIP
budget) and potential negative impacts to normal business
operations are significant — the longer these chapter 11 cases
are pending, the less value is available for distribution to
creditors and interest holders;
* the Plan Sponsors have proposed a chapter 11 plan of
reorganization that repays all secured creditors in full, all
unsecured creditors in full (or otherwise renders their claims
unimpaired), consensually converts Honeywell's claim into preferred
equity in the reorganized company (thus avoiding years of costly
litigation), reinstates existing common equity, and raises over
$1.15 billion of new equity capital;
* by reinstating the existing common equity — rather than
extinguishing it entirely and exposing recoveries to the delay and
vagaries of litigation — the Plan Sponsors' chapter 11 plan of
reorganization allows existing common equity holders to immediately
participate in the upside of a healthier company, along with the
opportunity to participate in a rights offering of new preferred
equity; and
* the Plan Sponsors' chapter 11 plan of reorganization has the
support of approximately 87% of the Senior Notes, Honeywell (the
Debtors' largest unsecured creditor), and approximately 54% of the
Debtors' common equity holders, all of whom are fully committed to
executing the plan to allow the Debtors to emerge from these
chapter 11 cases as a more competitive enterprise. 20-
The Plan Sponsors do not ask the Court to decide between
liquidation and reorganization at this point; rather, the Plan
Sponsors merely ask the Court to preserve the choice for
stakeholders. Modifying exclusivity will promote the competition
that the Court has emphasized in these cases.
The Plan Sponsors aver that it is necessary to allow their plan of
reorganization to be considered simultaneously with the liquidation
process that the Debtors contemplate. The Plan Sponsors are not
asking to be the only option or to even skip ahead of the Debtors'
process; the Plan Sponsors are merely asking to be one of the
options that is considered before all other options are permanently
foreclosed or materially limited. Rather than waiting months for
the opportunity to consider an alternative, stakeholders should be
given a choice and the opportunity to vote at the same time on
whether they want a liquidation or the opportunity to reorganize.
The "Shareholders" are Attestor Value Master Fund LP; The Baupost
Group, L.L.C., acting on behalf of certain managed funds; Cyrus
Capital Partners, L.P., solely in its capacity as investment
manager to and on behalf of certain managed funds and accounts; FIN
Capital Partners LP, acting on behalf of certain managed funds;
Hawk Ridge Capital Management LP acting on behalf of certain
managed funds; IngleSea Capital, acting on behalf of certain
managed funds or accounts; Keyframe Capital Partners, L.P., solely
in its capacity as investment manager to and on behalf of
certain managed funds; Newtyn Management, LLC on behalf of
its advisee funds; Sessa Capital (Master), L.P.; and Whitebox
Multi-Strategy Partners, L.P.
Counsel for Certain Shareholders:
JONES DAY
C. Lee Wilson, Esq.
Anna Kordas, Esq.
250 Vesey Street
New York, New York 10281
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
E-mail: clwilson@jonesday.com
akordas@jonesday.com
- and -
Bruce Bennett, Esq.
Joshua M. Mester, Esq.
James O. Johnston, Esq.
555 S. Flower St. 50th Floor
Los Angeles, CA 90071
Telephone: (213) 489-3939
Facsimile: (213) 243.2539
E-mail: bbennett@jonesday.com
jmester@jonesday.com
jjohnston@jonesday.com
Counsel to Honeywell International:
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
Nicole L. Greenblatt, P.C.
Anthony R. Grossi
William E. Arnault
Joseph M. Graham
601 Lexington Avenue
New York, New York 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
- and -
Craig S. Primis, P.C.
Ronald K. Anguas, Jr.
Devin S. Anderson
1301 Pennsylvania Avenue, NW
Washington, DC 20004
Telephone: (202) 389-5000
Facsimile: (202) 389-5200
- and -
Mark McKane, P.C.
555 California Street
San Francisco, California 94104
Telephone: (415) 439-1400
Facsimile: (415) 439-1500
About Garrett Motion
Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs,
manufactures and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
original equipment manufacturers ("OEMs") and the global vehicle
and independent aftermarket.
Garrett Motion and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-12212) on Sept. 20, 2020.
Garrett disclosed $2,066,000,000 in assets and $4,169,000,000 in
liabilities as of June 30, 2020.
The Debtors tapped Sullivan & Cromwell LLP as counsel, Quinn
Emanuel Urquhart & Sullivan LLP as co-counsel, Perella Weinberg
Partners and Morgan Stanley & Co. LLC as investment bankers, and
AlixpartnersLP as restructuring advisor. Kurtzman Carson
Consultants LLC is the claims agent.
The U.S. Trustee for Region Region 2 on Oct. 5, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 case.
GARRETT MOTION: Oaktree & Centerbridge Propose Bankruptcy-Exit Plan
-------------------------------------------------------------------
Steven Church of Bloomberg News reports that Centerbridge Partners
and Oaktree Capital Group asked a judge for permission to pursue a
plan to bring Garrett Motion Inc. out of bankruptcy without selling
the auto-parts maker.
The investors filed court papers late Saturday, November 6, 2020,
seeking an early end to Garrett's exclusive right to propose a
bankruptcy exit plan. Centerbridge and Oaktree, which would take
control of Garrett if their plan wins court approval, say Garrett
is trying to quickly liquidate through an auction in which private
equity firm KPS Capital Partners would be the lead bidder.
About Garrett Motion
Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs,
manufactures and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
original equipment manufacturers ("OEMs") and the global vehicle
and independent aftermarket.
Garrett Motion and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-12212) on Sept. 20, 2020.
Garrett disclosed $2,066,000,000 in assets and $4,169,000,000 in
liabilities as of June 30, 2020.
The Debtors tapped Sullivan & Cromwell LLP as counsel, Quinn
Emanuel Urquhart & Sullivan LLP as co-counsel, Perella Weinberg
Partners and Morgan Stanley & Co. LLC as investment bankers, and
AlixpartnersLP as restructuring advisor. Kurtzman Carson
Consultants LLC is the claims agent.
The U.S. Trustee for Region Region 2 on Oct. 5, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 case.
GRUPO AEROMEXICO: Preps Up Layoffs, To Pay Severance
----------------------------------------------------
Maria Chutchian of Reuters reports that Grupo Aeromexico is seeking
bankruptcy court approval to make $31.5 million in severance
payments to 1,830 employees it plans to lay off as part of its
restructuring process.
The Mexican airline, represented by Davis Polk & Wardwell, filed
papers Tuesday, November 3, 2020, night in the U.S. Bankruptcy
Court for the Southern District of New York seeking authority to
make the severance payments. The layoffs come four months into the
company's Chapter 11 proceeding, which was precipitated by the
dramatic downturn in travel demand caused by the COVID-19
pandemic.
About Grupo 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.
GULFPORT ENERGY: Gas Transport Agreement Stays As Is, Says FERC
---------------------------------------------------------------
Law360 reports that the Federal Energy Regulatory Commission said
Gulfport Energy Corp. can't end or change a natural gas transport
agreement worth $380 million with a Cheniere Energy Inc. unit for
the time being because alterations to the contract are not needed
to protect the public's interests.
FERC on Nov. 6, 2020, kept intact Gulfport Energy's contracts with
Midship Pipeline Company LLC to transport natural gas that has
traveled through Midship's 200-mile pipeline system from the
Anadarko Basin to southeast Oklahoma, where Gulfport Energy then
transports the gas to Gulf Coast and Southeast markets, according
to the order.
About Gulfport Energy Corp.
Gulfport Energy Corporation (NASDAQ: GPOR) --
http://www.gulfportenergy.com-- is an independent natural gas and
oil company focused on the exploration and development of natural
gas and oil properties in North America and a producer of natural
gas in the contiguous United States. Headquartered in Oklahoma
City, Gulfport holds significant acreage positions in the Utica
Shale of Eastern Ohio and the SCOOP Woodford and SCOOP Springer
plays in Oklahoma. In addition, Gulfport holds non-core assets that
include an approximately 22% equity interest in Mammoth Energy
Services, Inc. (NASDAQ: TUSK) and has a position in the Alberta Oil
Sands in Canada through its 25% interest in Grizzly Oil Sands ULC.
Gulfport Energy reported net loss of $2.0 billion for the year
ended Dec. 31, 2019 as compared to net income of $430.6 million for
the year ended Dec. 31, 2018. As of June 30, 2020, Gulfport had
$2.58 billion in total assets, $2.35 billion in total liabilities,
and $231.34 million in total stockholders' equity.
* * *
As reported by the TCR on Oct. 21, 2020, S&P Global Ratings lowered
its issuer credit rating on U.S.-based exploration and production
company Gulfport Energy Corp. to 'D' from 'CCC-'. The downgrade
reflects Gulfport's decision to not make the Oct. 15, 2020,
interest payment on its 6% senior unsecured notes due Oct. 15,
2024.
As reported by the TCR on March 4, 2020, Moody's Investors Service
downgraded Gulfport Energy Corporation's Corporate Family Rating to
Caa1 from B2. "The downgrade reflects rising financial risks amid
low natural gas prices and limited hedging protection in place for
Gulfport in 2020. This required the company to significantly
reduce investment and allow production to fall significantly in
2020 in order to avoid new borrowings," commented Elena Nadtotchi,
Moody's vice president - senior credit officer.
HIDDEN GLEN: Case Summary & 8 Unsecured Creditors
-------------------------------------------------
Debtor: Hidden Glen, LLC
4014 Royal Arch Court
Concord, CA 94519
Business Description: Hidden Glen, LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: November 9, 2020
Court: United States Bankruptcy Court
Northern District of California
Case No.: 20-41767
Judge: Hon. Charles Novack
Debtor's Counsel: Chris Kuhner, Esq.
KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE P.C.
1970 Broadway, Ste 600
Oakland, CA 94612
Tel: 510-763-1000
Fax: 510-273-8669
Email: c.kuhner@kornfieldlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kevin G. Hunter, member.
A copy of the petition containing, among other items, a list of the
Debtor's eight unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/DEQN7LI/Hidden_Glen_LLC__canbke-20-41767__0001.0.pdf?mcid=tGE4TAMA
HIGHPOINT RESOURCES: Could End Up in Ch. 11 to Sell to Bonanza
--------------------------------------------------------------
Allison McNeely of Bloomberg News reports that Bonanza Creek Energy
Inc. will acquire HighPoint Resources Corp. in a $376 million deal
that could see HighPoint end up filing for bankruptcy, the latest
in a string of distress-driven mergers in the energy sector.
The two companies intend to combine through a debt exchange and
consent solicitation, with a minimum participation of at least
97.5% of aggregate outstanding principal amount of HighPoint senior
unsecured notes, according to a Nov. 9, 2020 statement. But if the
threshold isn't met, HighPoint will file for Chapter 11 and Bonanza
will acquire the company as part of a prepackaged restructuring
agreement.
About Highpoint Resources
HighPoint Resources Corporation, together with its subsidiaries,
engages in the acquisition, exploration, and development of oil and
natural gas resources in the United States. It primarily holds
interests in the Northeast Wattenberg and Hereford fields of the
Denver Julesburg basin located in the eastern plains of Colorado
and parts of southeastern Wyoming. The company is headquartered in
Denver, Colorado.
iHEARTMEDIA: FCC Approves Cap in Foreign Ownership
--------------------------------------------------
Radio Online reports that the U.S. Federal Communications
Commission's Media Bureau ruled in favor of a petition for
declaratory ruling filed by iHeartMedia on July 25, 2020 to permit
iHM to exceed the 25% benchmark for foreign investment. In a SEC
filing, iHeartMedia said under reorganization and emergence from
proceedings of Chapter 11 Bankruptcy Code on May 1, 2020 that it
entered into a Special Warrant Agreement with Computershare Inc.
and Computershare Trust Company. The petition's approval by the FCC
permits up to 100% of the company's voting stock to be owned by
non-U.S. individuals and entities.
Under the Special Warrant Agreement, the iHeartMedia plans, within
two business days of November 5, to notify the holders of Special
Warrants of the Declaratory Ruling and the commencement of an
exchange process. The company has agreed to effect an exchange of
all or a portion of the outstanding Special Warrants into Class A
common stock or Class B common stock on a date to be determined.
In accordance with the Special Warrant Agreement, the date will be
40 business days after the date the Exchange Notice is sent to the
holders of Special Warrants. iHM has agreed to waive the exercise
price for exchanging the Special Warrants in the exchange following
the Declaratory Ruling and will not receive any proceeds from that
exchange.
As of November 5, 2020, Special Warrants to purchase 75,753,316
shares of the company's Class A common stock or Class B common
stock remained outstanding. Between the issuance of the Exchange
Notice and the Exchange Date, holders of the Special Warrants will
not be permitted to transfer or exchange their Special Warrants. On
the Exchange Date, the company will issue up to 75,753,316 shares
of the company's Class A common stock or Class B common stock, less
any Special Warrants that are exchanged prior to the issuance of
the Exchange Notice, any Special Warrants for which the holder
elects not to exchange into Class A common stock or Class B common
stock at this time, and any Special Warrants held by holders that
do not submit election and certification forms in connection with
the exchange.
Shares of the company's Class B common stock are not publicly
traded, but they are convertible on a one-for-one basis into Class
A common stock. The shares of Class A common stock and Class B
common stock to be issued under the Exchange Notice will be issued
in reliance upon exemptions from registration requirements of the
Bankruptcy Code.
About iHeartMedia, Inc. and
iHeartCommunications, Inc.
iHeartMedia and 38 of its subsidiaries, including
iHeartCommunications, Inc., filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March
14, 2018. Clear Channel Outdoor Holdings, Inc. and its
subsidiaries did not commence Chapter 11 proceedings.
The Debtors hired Kirkland & Ellis LLP as legal counsel; Jackson
Walker L.L.P. as local bankruptcy counsel; Munger, Tolles & Olson
LLP as conflicts counsel; Moelis & Company and Perella Weinberg
Partners L.P as financial advisors; Alvarez & Marsal as
restructuring advisor; and Prime Clerk LLC as notice & claims
agent.
The 2021 Noteholder Group was represented by Gibson Dunn & Crutcher
LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and
GLC Advisors & Co. as financial advisor. The ad hoc group of Term
Loan Lenders was represented by Arnold & Porter Kaye Scholer LLP
as
counsel; and Ducera Partners as financial advisor. The Legacy
Noteholder Group was represented by White & Case LLP as counsel.
The Debtors' equity sponsors were represented by Weil, Gotshal &
Manges LLP as counsel.
The official committee of unsecured creditors itapped Akin Gump
Strauss Hauer & Feld LLP as its legal counsel, FTI Consulting,
Inc., as its financial advisor, and Jefferies LLC as its investment
banker.
iHeartCommunications, Inc. with its headquarters in San Antonio,
Texas, is the leading terrestrial radio operator in the US. In
addition, iHeart operates its iHeartRadio digital platform, live
events, syndicated network, data analytic services, and podcasting
service. iHeart emerged from Chapter 11 bankruptcy protection and
separated from Clear Channel Outdoor Holdings, Inc. in the second
quarter of 2019.
J.C. PENNEY: Court OKs Asset Purchase Deal With Simon, Brooksfield
------------------------------------------------------------------
J. C. Penney Company, Inc. (OTCMKTS: JCPNQ) on Nov. 9, 2020,
announced that the U.S. Bankruptcy Court for the Southern District
of Texas has approved the previously announced asset purchase
agreement ("APA") with Brookfield Asset Management, Inc., Simon
Property Group and the Company's DIP and First Lien Lenders, which
is supported by the Unsecured Creditors Committee. Pursuant to the
APA, Brookfield and Simon will acquire substantially all of
JCPenney's retail and operating assets ("OpCo") through a
combination of cash and new term loan debt.
"Our goal from the beginning of this process has been to ensure
JCPenney will continue to serve customers for decades to come and
this Court approval accomplishes that objective," said Jill Soltau,
chief executive officer of JCPenney. "With the 2020 holiday season
in full swing, we are excited to operate under the new ownership of
Brookfield and Simon outside of Chapter 11 and under the JCPenney
banner. We appreciate the efforts of the Court and the support of
our creditors in this process and putting us in a strong position
to build on JCPenney's long track record of taking care of our
associates, customers, vendor partners and communities."
Ms. Soltau continued, "I also want to give tremendous credit to our
associates, whose hard work and persistent dedication to serving
our customers are important reasons JCPenney has reached this
significant milestone. As we work to close the OpCo transaction, we
remain focused on implementing our Plan for Renewal to Offer
Compelling Merchandise, Drive Traffic, Deliver an Engaging
Experience, Fuel Growth and Build a Results-Minded Culture."
The OpCo transaction remains subject to additional closing
conditions and is expected to close in late November 2020.
Additional Information
Additional information regarding JCPenney's financial restructuring
is available at jcprestructuring.com. Court filings and information
about the claims process are available at
cases.primeclerk.com/JCPenney, by calling the Company's claims
agent, Prime Clerk, toll-free at 877-720-6576, or by sending an
email to JCPenneyinfo@primeclerk.com.
About J.C. Penney Co. Inc.
J.C. Penney Company, Inc. -- http://www.jcpenney.com/-- is an
apparel and home retailer, offering merchandise from an extensive
portfolio of private, exclusive, and national brands at over 850
stores and online. It sells clothing for women, men, juniors, kids,
and babies.
On May 15, 2020, J.C. Penney announced that it has entered into a
restructuring support agreement with lenders holding 70% of its
first lien debt. The RSA contemplates agreed-upon terms for a
pre-arranged financial restructuring plan that is expected to
reduce several billion dollars of indebtedness.
To implement the plan, J.C. Penney and its affiliates on May 15,
2020, filed voluntary petitions for reorganization under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
20-20182). At the time of the filing, J.C. Penney disclosed assets
of between $1 billion and $10 billion and liabilities of the same
range.
Judge David R. Jones oversees the cases.
The Debtors have tapped Kirkland & Ellis and Jackson Walker, LLP as
legal counsel; Katten Muchin Rosenman, LLP as special counsel;
Lazard Freres & Co. LLC as investment banker; AlixPartners, LLP as
restructuring advisor; and KPMG, LLP as tax consultant. Prime Clerk
is the claims agent, maintaining the page
http://cases.primeclerk.com/JCPenney
A committee of unsecured creditors has been appointed in Debtors'
Chapter 11 cases. The committee is represented by Cole Schotz,
P.C., and Cooley, LLP.
Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal
counsel to Brookfield Asset Management, Inc. and Simon Property
Group, the landlords purchasing the assets of the Debtors.
KENTUCKY BIOSCIENCE: Sale of Harvester & Rotary Head Approved
-------------------------------------------------------------
Judge Alan C. Stout of the U.S. Bankruptcy Court for the Western
District of Kentucky authorized Kentucky Bioscience International,
LLC's sale of two items of equipment, consisting of a 2009 John
Deere 7450 Self-Propelled Forage Harvester, Serial No.
Z07450X510072, and a 2009 John Deere 688 Rotary Head, Serial No.
1KM0688GPBB116653, pursuant to an Equipment Consignment Agreement
with Wright Implements.
The sale is free and clear and liens and other interests.
Wright Implements will be entitled to deduct a commission of 5%
from the sale price of the equipment.
Scotty's Development Company, LLC's lien or other interests
encumbering the equipment will be paid by the net proceeds of the
sale at closing.
About Kentucky BioScience
Kentucky BioScience International, LLC is engaged in the business
of growing, harvesting and selling CBD biomass. Its principal
office is located in Murray, Ky.
On April 4, 2020, an involuntary petition for Chapter 7 (Bankr.
W.D. Ky. Case No. 20-50220) was filed against Kentucky BioScience
by its creditor, R Hilltop Farm, LLC, which is represented by Todd
A. Farmer, Esq. On June 17, 2020, the court issued an order
converting the case to a Sub-Chapter V of Chapter 11.
Judge Alan C. Stout oversees the case.
Kentucky BioScience has tapped David M. Cantor, Esq., at Seiller
Waterman, LLC, as its legal counsel.
LILIS ENERGY: Unsecureds May Recover 1% to 3% from Sale Proceeds
----------------------------------------------------------------
Lilis Energy, Inc. and its debtor affiliates filed a First Amended
Disclosure Statement for their First Amended Joint Liquidating Plan
on Oct. 13, 2020.
Class 4 consists of Unsecured Claims are projected to recover of 1%
to 3% unless Sale Proceeds exceed approximately $120.5 million to
$127.2 million. Each Holder of an Allowed Unsecured Claim shall
receive on the Effective Date or as soon as reasonably practicable
thereafter its pro rata share of the Series C Liquidation Trust
Interests, which includes the exclusive right to receive a recovery
from the Unsecured Claim.
The Global Settlement resolves various complex and contentious
actual and potential disputes between the Settlement Parties. This
includes the Motion to Clarify, certain potential claims and causes
of action against the RBL Secured Parties related to the validity
of the RBL Secured Parties' liens and claims, and certain potential
claims and causes of action against the Värde Parties.
The Settlement Parties believe that the resolution of these
disputes through the Global Settlement will significantly enhance
the Debtors' ability to complete a value-maximizing sale of
substantially all of the Debtors' Assets and provides a clear line
of sight towards emergence from chapter 11. Moreover, the Global
Settlement will result in meaningfully increased recoveries to
Holders of Unsecured Claims as compared to the recoveries provided
in the chapter 11 plan that was previously filed with the Court on
September 3, 2020, including the ability to share in some of the
upside value that might be obtained in the Sales Process.
The Special Committee oversaw and approved the Global Settlement.
Absent the Global Settlement, the Debtors and the other Settlement
Parties would be forced to engage in expensive and time-consuming
litigation with uncertain outcomes for all. Such uncertainty and
the related cost, expense, and disruption likely would directly
impact the Debtors' ability to achieve a value-maximizing sale
transaction.
A full-text copy of the First Amended Disclosure Statement dated
October 13, 2020, is available at https://tinyurl.com/y3d9ywa4 from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
VINSON & ELKINS LLP
Harry A. Perrin
Michael A. Garza
1001 Fannin Street, Suite 2500
Houston, TX 77002-6760
David S. Meyer
George R. Howard
Steven Zundell
1114 Avenue of the Americas, 32nd Floor
New York, NY 10036
About Lilis Energy
Lilis Energy, Inc. -- https://www.lilisenergy.com/ -- is a
publicly-traded, independent oil and natural gas company focused on
the exploration, development, production, and acquisition of crude
oil, natural gas, and natural gas liquids. Headquartered in Fort
Worth, Texas, Lilis is a pure play Permian Basin company with
focused operations in the Delaware Basin.
Lilis Energy and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-33274) on
June 28, 2020. As of Dec. 31, 2019, the Debtors had total assets
of $258.6 million and total liabilities of $251.2 million.
Judge David R. Jones oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as legal counsel; Barclays
Capital, Inc., as investment banker and financial advisor; BDO, USA
LLP as accountant and tax advisor; and Stretto as notice, claims
and solicitation agent.
LILLIS ENERGY: Ameredev Texas' $46.6M Offer Tops Auction
--------------------------------------------------------
Lilis Energy, Inc. (OTC: LLEXQ), an exploration and development
company operating in the Permian Basin of West Texas and
Southeastern New Mexico, on Nov. 8, 2020, announced that, following
a comprehensive sale process and a competitive auction as part of
its Chapter 11 process, Ameredev Texas LLC has been named as the
winning bidder to acquire substantially all of the Company's assets
for a $46.6 million cash payment at closing.
In accordance with the bidding procedures approved by the United
States Bankruptcy Court for the Southern District of Texas, Houston
Division, the definitive purchase and sale agreement and form of
sale order will be filed with the Bankruptcy Court as soon as
reasonably practicable, and no later than November 9, 2020 at 5:00
p.m. (prevailing Central Time). The sale will in turn be subject to
approval by the Bankruptcy Court and certain other closing
conditions. A hearing to seek required court approvals is scheduled
for November 9, 2020 at 11:00 a.m. (prevailing Central Time).
Subject to Bankruptcy Court approval, the transaction is expected
to close in December 2020.
Information regarding the Chapter 11 process is available for free
on the website maintained by Stretto, located at
https://cases.stretto.com/LilisEnergy or by calling (855) 364-4639
(Toll-Free) or (949) 266-6357 (Local).
Vinson & Elkins LLP is serving as legal advisor to the Company,
Barclays Capital is serving as investment banker for the Company,
and Opportune LLP is serving as restructuring advisor to the
Company.
About Lilis Energy
Lilis Energy, Inc. -- https://www.lilisenergy.com/ -- is a
publicly-traded, independent oil and natural gas company focused on
the exploration, development, production, and acquisition of crude
oil, natural gas, and natural gas liquids. Headquartered in Fort
Worth, Texas, Lilis is a pure play Permian Basin company with
focused operations in the Delaware Basin.
Lilis Energy and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-33274) on
June 28, 2020. As of Dec. 31, 2019, the Debtors had total assets
of $258.6 million and total liabilities of $251.2 million.
Judge David R. Jones oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as legal counsel; Barclays
Capital, Inc., as investment banker and financial advisor; BDO, USA
LLP as accountant and tax advisor; and Stretto as notice, claims
and solicitation agent.
MALLINCKRODT PLC: $1B Pre-Bankruptcy Debt Swap Faces Scrutinity
---------------------------------------------------------------
Daniel Gill of Bloomberg Law reports that Mallinckrodt PLC is
facing scrutiny over its $1 billion pre-bankruptcy debt-swap plan.
The company completed a billion dollar debt swap less than a year
prior to filing for Chapter 11 that unfairly improved certain
creditors' position in the opioid manufacturer's bankruptcy case,
according to more than 1,000 governmental entities.
Creditors should have more time to challenge the liens resulting
from the transaction, which swapped unsecured notes worth about
$1.2 billion for secured notes worth some $818 million, the
government group said in a court filing Tuesday.
Mallinckrodt's cash also should be made available to pay for the
challenge, the group of cities, counties, towns, tribal nations,
hospitals, and school districts said.
About Mallinckdrodt PLC
Mallinckrodt is a global business consisting of multiple wholly
owned subsidiaries that develop, manufacture, market and distribute
specialty pharmaceutical products and therapies. The company's
Specialty Brands reportable segment's areas of focus include
autoimmune and rare diseases in specialty areas like neurology,
rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products. Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.com/for
more information.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors have tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC is the claims agent.
MALLINCKRODT PLC: Appointment of Equity Committee Sought
--------------------------------------------------------
A shareholder of Mallinckrodt plc has expressed support for the
appointment of a committee that will represent equity holders in
the company's Chapter 11 case.
In a motion filed with the U.S. Bankruptcy Court for the District
of Delaware, Seyed Jamalian criticized the company's management,
saying it "isn't acting in good faith."
The shareholder also opposed the company's recovery plan, which
proposes to award the management and key employees 10 percent
ownership in the restructured company.
"It should be noted that the insider shareholders previously held
only 1.7 percent of the company's share capital so that they are in
fact doubling their holdings more than five times as part of the
bankruptcy plan," Jamalian said, adding that the executives have
already received $5 million in compensation from the company in
preparation for its Chapter 11 filing.
"Not only that. The management seems to have chosen the easy
solution without meeting the burden of proving that there is no
other way to recover the company such as by raising capital or
loans and without deleting the existing share capital," the
shareholder said in the court filing.
Jamalian asked the court to deny Mallinckrodt's recovery plan or
require the company to amend it, and to appoint an equity
committee that will represent shareholders who will be "unfairly
harmed" by the plan.
About Mallinckdrodt
Mallinckrodt is a global business consisting of multiple
wholly-owned subsidiaries that develop, manufacture, market and
distribute specialty pharmaceutical products and therapies. The
company's Specialty Brands reportable segment's areas of focus
include autoimmune and rare diseases in specialty areas like
neurology, rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products. Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.comfor
more information.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors have tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC is the claims agent.
MALLINCKRODT PLC: Seeks to Hire Latham & Watkins as Lead Counsel
----------------------------------------------------------------
Mallinckrodt plc and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Latham &
Watkins LLP as their lead bankruptcy counsel.
Latham & Watkins will render these legal services:
(a) advise the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and operation
of their businesses and properties;
(b) advise and consult on the conduct of the Chapter 11
cases;
(c) advise the Debtors and take all necessary action to
protect and preserve the Debtors' estates;
(d) analyze proofs of claim filed against the Debtors and
object to such claims as necessary;
(e) represent the Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
(f) attend meetings and negotiate with representatives of
creditors, interest holders, and other parties-in-interest;
(g) analyze executory contracts and unexpired leases and
potential assumptions, assignments, or rejections of such contracts
and leases;
(h) prepare pleadings in connection with the chapter 11
cases;
(i) advise the Debtors in connection with any potential sale
of assets;
(j) take necessary action on behalf of the Debtors to obtain
approval of a disclosure statement and confirmation of a chapter 11
plan;
(k) appear before this Court or any appellate courts to
protect the interests of the Debtors' estates before those courts;
(l) advise on litigation, environmental, finance, tax,
employee benefits, and other legal matters; and
(m) perform all other necessary legal services for the Debtors
in connection with the chapter 11 cases.
The firm's hourly rates for matters related to the cases range as
follows:
Partners $1,120 - $1,680
Counsel $1,085 - $1,560
Associates $590 - $1,075
Professional Staff $220 - $820
Paralegals $230 - $540
In addition, the firm will charge the Debtors for its out-of-pocket
expenses incurred.
As of the petition date, the Debtors did not owe Latham & Watkins
any amounts for legal services rendered before the petition date.
As of the petition date, the firm has a remaining credit balance in
favor of the Debtors in the amount of $1,573,219.78.
George Davis, Esq., a partner at Latham & Watkins, disclosed in
court filings that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
Latham & Watkins also made the following disclosures in response to
the request for additional information set forth in Paragraph D.1
of the Revised U.S. Trustee Guidelines:
Question: Did Latham & Watkins agree to any variations from, or
alternatives to, the firm's standard billing arrangements for this
engagement?
Answer: No. The rate structure provided by Latham & Watkins is
appropriate and comparable to (a) the rates that the firm charges
for non-bankruptcy representations and (b) the rates of other
comparably skilled professionals.
Question: Do any of the Latham & Watkins professionals in this
engagement vary their rate based on the geographic location of the
Debtors' chapter 11 cases?
Answer: No.
Question: If Latham & Watkins has represented the Debtors in the 12
months prepetition, disclose the firm's billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the 12 months prepetition. If the firm's billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Answer: Latham & Watkins' current hourly rates for services
rendered on behalf of the Debtors are set forth above. These rates
have been used since January 1 of this year. During the prior
calendar year, Latham & Watkins used the following rates for
services rendered on behalf of the Debtors: $1,070–$1,565 for
partners; $1,040–$1,455 for counsel; $565–$1,085 for
associates; $220–$790 for professional staff; and $220–$520 for
paralegals. Also, for certain non-restructuring matters involving
intellectual property, public company representation, M&A, and
healthcare and life sciences, and certain matters not specific to
Latham & Watkins' restructuring advice, the firm applied either a
5% or 7% discount, depending on the applicable matter, to such fees
incurred. All material financial terms have remained unchanged
since the prepetition period.
Question: Have the Debtors approved Latham & Watkins' budget and
staffing plan and, if so, for what budget period?
Answer: Latham & Watkins is developing a prospective budget and
staffing plan setting forth the types of timekeepers, numbers
thereof, and applicable hourly rates it expects during the chapter
11 cases, for review by the Debtors. The budget and staffing plan
will cover the period from the Petition Date to December 2020.
The firm can be reached through:
George A. Davis, Esq.
George Klidonas, Esq.
Andrew Sorkin, Esq.
Anupama Yerramalli, Esq.
Latham & Watkins LLP
885 Third Avenue
New York, NY 10022
Telephone: (212) 906-1200
Facsimile: (212) 751-4864
Email: george.davis@lw.com
george.klidonas@lw.com
andrew.sorkin@lw.com
anu.yerramalli@lw.com
About Mallinckdrodt
Mallinckrodt is a global business consisting of multiple
wholly-owned subsidiaries that develop, manufacture, market and
distribute specialty pharmaceutical products and therapies. The
company's Specialty Brands reportable segment's areas of focus
include autoimmune and rare diseases in specialty areas like
neurology, rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products. Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.comfor
more information.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors have tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC is the claims agent.
On Oct. 13, 2020, the Debtors filed a motion for entry of an order
appointing Roger Frankel as the future claimants' representative in
the Debtors' Chapter 11 cases. Mr. Frankel has tapped Frankel
Wyron LLP and Young Conaway Stargatt & Taylor, LLP as his
bankruptcy counsel; Greenberg Traurig, LLP as special counsel;
Ducera Partners LLC as investment banker; and NERA Economic
Consulting as consultant.
MALLINCKRODT PLC: Seeks to Tap Richards Layton as Co-Counsel
------------------------------------------------------------
Mallinckrodt plc and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Richards,
Layton & Finger, P.A.
Richards Layton will serve as co-counsel with Latham & Watkins LLP,
the firm hired by the Debtors as their lead counsel in connection
with their Chapter 11 cases.
The firm's hourly rates for matters related to the cases are
expected to be within the following ranges:
Directors $700 - $1,050
Counsel $650 - $700
Associates $400 - $665
Paraprofessionals $295
The principal professionals and paraprofessionals designated to
represent the Debtors and their standard hourly rates are as
follows:
Mark D. Collins $1,050
Robert J. Stearn, Jr. $975
Michael J. Merchant $875
Amanda R. Steele $750
Robert C. Maddox $665
Brendan J. Schlauch $595
Sarah E. Silveira $445
Garrett S. Eggen $400
M. Lynzy McGee $295
In addition, Richards Layton will charge the Debtors for
out-of-pocket expenses incurred.
Michael Merchant, Esq., a director at Richards Layton, disclosed in
court filings that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
Richards Layton made the following disclosures 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?
Answer: Richards Layton did not agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Answer: None of Richards Layton's professionals included in this
engagement have varied their rate based on the geographic location
for these chapter 11 cases.
Question: If you represented the client in the 12 months
pre-petition, disclose your billing rates and material financial
terms for the pre-petition engagement, including any adjustments
within the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Answer: Richards Layton has represented the Debtors since September
2020. Other than the periodic adjustments described above, the
billing rates and material financial terms of the firm's engagement
have not changed post-petition from the prepetition arrangement.
Question: Has your client approved your prospective budget and
staffing plan and, if so, for what budget period.
Answer: Richards Layton, in conjunction with the Debtors and
Latham, is developing a prospective budget and staffing plan for
these chapter 11 cases.
The firm can be reached through:
Mark D. Collins, Esq.
Michael J. Merchant, Esq.
Amanda R. Steele, Esq.
Brendan J. Schlauch, Esq.
Garrett S. Eggen, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
920 N. King Street
Wilmington, DE 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
Email: collins@rlf.com
merchant@rlf.com
steele@rlf.com
schlauch@rlf.com
eggen@rlf.com
About Mallinckdrodt
Mallinckrodt is a global business consisting of multiple
wholly-owned subsidiaries that develop, manufacture, market and
distribute specialty pharmaceutical products and therapies. The
company's Specialty Brands reportable segment's areas of focus
include autoimmune and rare diseases in specialty areas like
neurology, rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products. Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.comfor
more information.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors have tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC is the claims agent.
On Oct. 13, 2020, the Debtors filed a motion for entry of an order
appointing Roger Frankel as the future claimants' representative in
the Debtors' Chapter 11 cases. Mr. Frankel has tapped Frankel
Wyron LLP and Young Conaway Stargatt & Taylor, LLP as his
bankruptcy counsel; Greenberg Traurig, LLP as special counsel;
Ducera Partners LLC as investment banker; and NERA Economic
Consulting as consultant.
MALLINCKRODT PLC: Seeks to Tap Wachtell Lipton as Co-Counsel
------------------------------------------------------------
Mallinckrodt plc and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Wachtell,
Lipton, Rosen & Katz as co-counsel.
The firm will render these legal services:
(a) representing the Debtors in connection with existing or
new financing arrangements;
(b) advising the Debtors in connection with any potential
sales of assets, without duplicating of services of other counsel
to the Debtors;
(c) advising the Debtors with respect to certain pending
litigation claims as to which Wachtell Lipton provided counsel
pre-petition;
(d) advising the Debtors in connection with certain tax
matters on which Wachtell Lipton has particular expertise;
(e) appearing before this Court and any appellate courts to
represent the interests of the Debtors' estates on matters within
Wachtell Lipton's scope of responsibility;
(f) advising the Debtors and the Debtors' boards with respect
to their powers and duties;
(g) attending meetings and negotiating with representatives of
creditors and other parties-in-interest on matters within Wachtell
Lipton's scope of responsibility; and
(h) performing other necessary legal services for the Debtors
in connection with the prosecution of the chapter 11 cases, without
duplicating the services of other counsel to the Debtors.
The firm's services will not be duplicative of work performed by
the Debtors' lead restructuring counsel, Latham & Watkins LLP, or
any other advisor retained by the Debtors.
The firm's hourly rates are as follows:
Partners and Of Counsel $1,200 - $1,600
Associates $625 - $975
Paralegals $275
The following Wachtell Lipton professionals are currently expected
to be primarily responsible for providing professional services to
the Debtors:
Philip Mindlin, Of Counsel $1,500
Adam O. Emmerich, Partner $1,600
Rachelle Silverberg, Partner $1,500
Emil A. Kleinhaus, Partner $1,300
Victor Goldfeld, Partner $1,250
Tijana Dvornic, Partner $1,250
John R. Sobolewski, Partner $1,200
S. Christopher Szczerban, Counsel $1,100
Neil M. Snyder, Counsel $1,100
Swift S.O. Edgar, Associate $975
Corey J. Banks, Associate $975
Sahand Moarefy, Associate $875
Kisho Wantanabe, Associate $800
Michael H. Cassel, Associate $875
Jennifer G. Marshall, Paralegal $275
Olivia S. Zhao, Paralegal $275
In addition, the firm will charge the Debtors for out-of-pocket
expenses incurred.
The firm holds advance payment retainer balances of $299,726.42.
Philip Mindlin, Esq., at Wachtell Lipton, 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 made the following disclosures in response to the request
for additional information set forth in Paragraph D.1 of the
Revised U.S. Trustee Guidelines:
Question: Did the firm agree to any variations from, or
alternatives to, the firm's standard or customary billing
arrangements for this engagement?
Answer: No. Wachtell Lipton has agreed to use its standard and
customary billing arrangements for matters that are billed on an
hourly basis.
Question: Do any of the firm professionals included in this
engagement vary their rate based on the geographical location of
these chapter 11 cases?
Answer: No.
Question: If the firm has represented the Debtors in the 12 months
pre-petition, disclose the firm's billing rates and material
financial terms for the prepetition engagement, including any
adjustments within the 12 months prepetition. If the firm's billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Answer: During the 12 months prepetition, Wachtell Lipton has
billed on a transaction-based flat-fee basis in connection with
specific financial transactions and on a quarterly or monthly
flat-fee basis, through advance payment retainers, for the firm's
corporate, finance, tax and restructuring services. Certain
securities litigation matters were also billed on an
advance-payment retainer basis with the fees earned at Wachtell
Lipton's customary hourly rates. At the petition date, Wachtell
Lipton held two advance payment retainers with an unearned balance
as described in paragraph 18 above. Going forward, in the context
of these chapter 11 cases, Wachtell Lipton will bill at its
customary hourly rates for all services as described in the
Application. On information and belief, this change in billing
method is not expected to increase Wachtell Lipton's total bills to
the estate relative to pre-petition amounts.
Question: Have the Debtors approved the firm's prospective budget
and staffing plan and, if so, for what budget period?
Answer: The Debtors have approved a prospective staffing plan for
Wachtell Lipton's engagement for the postpetition period. The
staffing plan may be amended as necessary to reflect changed or
unanticipated circumstances.
The firm can be reached through:
Philip Mindlin, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, NY 10019
Telephone: (212) 403-1217
Facsimile: (212) 403-2217
Email: PMindlin@wlrk.com
About Mallinckdrodt
Mallinckrodt is a global business consisting of multiple
wholly-owned subsidiaries that develop, manufacture, market and
distribute specialty pharmaceutical products and therapies. The
company's Specialty Brands reportable segment's areas of focus
include autoimmune and rare diseases in specialty areas like
neurology, rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products. Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.comfor
more information.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors have tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC is the claims agent.
On Oct. 13, 2020, the Debtors filed a motion for entry of an order
appointing Roger Frankel as the future claimants' representative in
the Debtors' Chapter 11 cases. Mr. Frankel has tapped Frankel
Wyron LLP and Young Conaway Stargatt & Taylor, LLP as his
bankruptcy counsel; Greenberg Traurig, LLP as special counsel;
Ducera Partners LLC as investment banker; and NERA Economic
Consulting as consultant.
MARIZYME INC: Appoints Dr. Neil Campbell as CEO & President
-----------------------------------------------------------
Marizyme, Inc. has appointed veteran life sciences executive and
investor Dr. Neil J. Campbell, as CEO and president and a member of
its Board of Directors.
Dr. Campbell has more than 35 years of successful experience with
public and private companies in the life sciences, medical, health
tech, nanotechnology, artificial intelligence, and high-performance
computing technologies, including with IGEN International (now
Roche), Celera Genomics, and Abbott Laboratories. He also has
prior institutional investment experience as a partner in venture
capital and operating partner and industry advisor in private
equity.
James Sapirstein, Marizyme's executive chairman, who also served as
Interim CEO, commented, "Neil is a strong leader who will take
Marizyme to the next level by advancing the company's clinical
programs and develop strategies and execution to unlock shareholder
value. His extensive executive experience in the life sciences and
medical industries, as well as his investment background, will
guide Marizyme as the company grows its life science assets and
seeks to elevate its financial position."
"I am very excited to join the Marizyme team," said Dr. Campbell.
"Marizyme has great potential in the pipeline of products in
development and the early success of products like DuraGraft, which
has been shown to reduce graft failure in bypass surgery and
significantly reduce major adverse cardiac events such as repeat
revascularization and myocardial infarction."
Dr. Campbell currently serves as Chairman of Mosaigen, a commercial
development company, and RespaRx, a medical device company.
Previously, Dr. Campbell served as Chairman, CEO, and founder of
Celios, a respiratory device company that was acquired by a private
investment group. Prior to founding Celios, Dr. Campbell was
Co-founder, President and CEO of Helomics, a personalized
healthcare company focused on next-generation therapeutics and
diagnostics.
Dr. Campbell has held senior executive positions at SuperNova
Diagnostics, EntreMed Pharmaceuticals, Life Technologies, IGEN
International (now Roche), Celera Genomics, and Abbott
Laboratories. He has also held academic positions at Johns Hopkins
University and Medical Institutes, Hong Kong University of Science
and Tech, University of Liverpool (UK), University of Baltimore and
Duquesne University in Pittsburgh, PA.
Dr. Campbell earned his B.S. from Norwich University; his M.A. and
M.B.A. from Webster University; and his Doctorate from the
University of Liverpool in the UK.
About Marizyme
Headquartered in Fort Collins, Colorado, Marizyme, Inc. --
http://www.marizyme.com-- is a development-stage company dedicated
to the commercialization of therapies that address the urgent need
relating to higher mortality and costs in the acute care space.
Specifically, Marizyme will focus its efforts on developing
treatments for disease caused by thrombus (stroke, acute myocardial
infarctions, or AMIs, and deep vein thrombosis, or DVTs),
infections and pain/neurological conditions.
Marizyme reported a net loss and comprehensive loss of $1.06
million for the year ended Dec. 31, 2019, compared to a net loss
and comprehensive loss of $248,743 for the year ended Dec. 31,
2018. As of June 30, 2020, the Company had $28.63 million in total
assets, $441,639 in total liabilities, and $28.19 million in total
stockholders' equity.
K. R. Margetson Ltd., in Vancouver, Canada, the Company's auditor
since 2007, issued a "going concern" qualification in its report
dated April 14, 2020 citing that the Company has incurred operating
losses since inception, which raises substantial doubt about its
ability to continue as a going concern.
MD AMERICA ENERGY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of MD America Energy, LLC.
About MD America
MD America Energy, LLC is a Texas-based oil and gas operating
company engaged in the acquisition, development, exploitation and
production of crude oil and natural gas properties in East Texas.
Assets currently consist of approximately 71,000 net acres with
over 300 drilled and operated wells.
MD America Energy, which is the principal operating entity,
currently owns approximately 64,683 net acres with 256 operated
wells, focused in the Brazos Valley in East Texas and over 100
miles of low-pressure natural gas gathering lines owned and
operated by MD America's subsidiary, MD America Pipeline LLC. For
more information, visit https://www.mdae.com/
On Oct. 12, 2020, MD America Energy and its affiliates sought
Chapter 11 protection (Bankr. S.D. Texas Case No. 20-34966) to seek
confirmation of their prepackaged Chapter 11 plan. At the time of
the filing, MD America Energy had estimated assets of between $50
million and $100 million and liabilities of between $100 million
and $500 million.
The Debtors have tapped Porter Hedges LLP as their legal counsel,
Paladin Management Group LLC as restructuring advisor, and FTI
Consulting, Inc. as financial advisor. Prime Clerk LLC is the
claims agent.
MEDIA LODGE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Media Lodge, Inc.
11095 Viking Drive
Eden Prairie, MN 55344
Business Description: Media Lodge, Inc. --
http://www.medialodge.com-- is a content
creation studio, digital distribution
platform, and sales representation company
dedicated to outdoor enthusiasts. The Media
Lodge content studio creates exclusive
online articles, product reviews and
original video series such as The Good
Fight, Finding Fearless, The American New
Shooter Academy, American Nomads, New Gear
and Guns, In The Hunt, Range Drills, At the
Ranch – Whitetail, At the Range, 4Outdoors
featuring Dog2DogTags, The Shooting Sports
Industry Influencer Series and more.
Chapter 11 Petition Date: November 10, 2020
Court: United States Bankruptcy Court
District of Delaware
Case No.: 20-12969
Judge: Hon. John T. Dorsey
Debtor's Counsel: Michael Busenkell, Esq.
GELLERT SCALI BUSENKELL & BROWN, LLC
1201 N Market StE 300
Wilmington, DE 19801
Tel: 302-425-5812
Fax: 302-425-5814
Email: mbusenkell@gsbblaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Jeff Siegel, CEO, president of Media
Lodge, Inc.
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/CLNCHKY/Media_Lodge_Inc__debke-20-12969__0001.0.pdf?mcid=tGE4TAMA
MODELL'S SPORTING: Unsecureds Owed $100M to Recover Less Than 1%
----------------------------------------------------------------
Modell's Sporting Goods, Inc., et al., filed with the U.S.
Bankruptcy Court for the District of New Jersey a Disclosure
Statement for the Joint Plan of Liquidation dated September 18,
2020.
The primary objectives of the Plan are to maximize the value of
recoveries to all holders of Allowed Claims and Allowed Interests
and generally to distribute all property of the Estates that is or
becomes available for distribution in accordance with the
priorities established by the Bankruptcy Code.
The Plan contemplates the substantive consolidation of the Debtors'
estates. The entry of the Confirmation Order shall constitute
approval by the Bankruptcy Court of the substantive consolidation
of the Debtors and their respective Estates for all purposes
relating to the Plan, including for purposes of voting,
confirmation, and distributions. If this substantive consolidation
is approved, then for all purposes associated with the Confirmation
and Consummation of the Plan, all assets and liabilities of the
Debtors shall be treated as though they were merged into a single
economic unit.
Class 5 consists of General Unsecured Claims with $100,000,000
estimated allowed claims and less than 1% estimated recovery. Each
holder of such Allowed General Unsecured Claim will receive its pro
rata share of the Beneficial Trust Interests, which Beneficial
Trust Interests will entitle the holders to receive their pro rata
share of the Liquidation Trust Assets.
Holders of Interests in the Debtors will receive no distribution
under the Plan, and all Interests will be cancelled.
Distributions under the Plan on account of the Beneficial Trust
Interests will be funded by the Liquidation Trust Assets. All other
distributions under the Plan, other than distributions on account
of Beneficial Trust Interests, will be funded by the Liquidation
Trust Claims Reserve or the Professional Fee Claims Reserve. On the
Effective Date, the Debtors will fund the Liquidation Trust Claims
Reserve, the Liquidation Trust Expense Reserve and Professional Fee
Claims Reserve, in full in Cash.
A full-text copy of the Disclosure Statement dated September 18,
2020, is available at https://tinyurl.com/y4znudtj from
PacerMonitor.com at no charge.
Attorneys for Debtors:
COLE SCHOTZ P.C.
Court Plaza North
25 Main Street
P.O. Box 800
Hackensack, New Jersey 07602-0800
Tel: (201) 489-3000
Fax: (201) 489-1536
Michael D. Sirota, Esq.
Warren A. Usatine, Esq.
David M. Bass, Esq.
Felice R. Yudkin, Esq.
Rebecca Hollander, Esq.
About Modell's Sporting Goods
Modell's Sporting Goods -- https://www.modells.com/ -- is a
family-owned and operated retailer of sporting goods, athletic
footwear, active apparel, and fan gear. Modell's Sporting Goods
operates stores throughout New York, New Jersey, Pennsylvania,
Connecticut, Massachusetts, New Hampshire, Delaware, Maryland,
Virginia and the District of Columbia.
Modell's Sporting Goods, Inc., and its affiliates sought Chapter 11
protection (Bankr. D.N.J. Lead Case No. 20-14179) on March 11,
2020.
Modell's Sporting Goods was estimated to have $500,000 to $1
million in assets and $1 million to $10 million in liabilities.
The Hon. Vincent F. Papalia is the case judge.
The Debtors tapped Cole Schotz P.C. as counsel; Berkeley Research
Group, LLC, as restructuring advisor; and Prime Clerk LLC as claims
agent.
On March 23, 2020, the Office of the United States Trustee
appointed the Official Committee of Unsecured Creditors of Modell's
Sporting Goods. The Committee retained Lowenstein Sandler LLP, as
counsel.
MODELL'S SPORTING: UST Says Disclosures Inadequate
--------------------------------------------------
The United States Trustee opposes approval to Modell's Sporting
Goods, Inc.'s Disclosure Statement, alleging that:
* Any ballot that opts-out of third party releases must be
considered.
* Disputes regarding determination of voting amounts and/or
classifications must be reserved for the court's consideration
under a reasonable time period.
* Approval of solicitation procedures / documents must be limited
at this time.
* It is prudent to raise certain adequacy issues at this juncture,
particularly the Debtors' failure to present the proposed
Liquidation Trust Agreement, and the lack of disclosure with regard
to certain information about the proposed Liquidation Trust
Agreement.
* The Liquidation Trust Agreement must be included as an exhibit to
the Disclosure Statement.
* Certain matters must be addressed in the Liquidation Trust
Agreement, or incorporated into the Disclosure Statement or Plan,
in order for voting creditors to have adequate information about
the Liquidation Trust.
"The Plan Documents, taken together, demonstrate that the Debtors
propose to seek approval of certain third party releases contained
in the Plan at the Confirmation Hearing. The Debtors propose to
present such releases for approval through an opt-out approach,
such that the failure of a party to send back a Ballot indicating
an opt-out of such releases would establish that party’s consent
to such releases," the U.S. Trustee pointed out.
"If the Debtors are going to proceed to present such opt-out
ballots to creditors, then any ballot that gets returned with the
opt-out box checked must be considered for that purpose, regardless
of how such ballot is otherwise filled out or left blank. It is
understandable that if a Ballot is otherwise blank, or indicates
both acceptance and rejection of the Plan, that party's vote may
not be determined with respect to acceptance or rejection of Claim
treatment under the Plan. However, if such a Ballot has the
opt-out box checked, the UST respectfully asserts that such a
Ballot must be recorded for the proposed purpose(s) of the opt-out
box (subject, of course, to the approval or denial of the legal
effect of such opt-out approach, in connection with the Debtors'
proposed presentation of the Plan's releases for ultimate approval
or denial at the Confirmation Hearing)."
About Modell's Sporting Goods
Modell's Sporting Goods -- https://www.modells.com/ -- is a
family-owned and operated retailer of sporting goods, athletic
footwear, active apparel, and fan gear. Modell's Sporting Goods
operates stores throughout New York, New Jersey, Pennsylvania,
Connecticut, Massachusetts, New Hampshire, Delaware, Maryland,
Virginia and the District of Columbia.
Modell's Sporting Goods, Inc., and its affiliates sought Chapter 11
protection (Bankr. D.N.J. Lead Case No. 20-14179) on March 11,
2020.
Modell's Sporting Goods was estimated to have $500,000 to $1
million in assets and $1 million to $10 million in liabilities.
The Hon. Vincent F. Papalia is the case judge.
The Debtors tapped Cole Schotz P.C. as counsel; Berkeley Research
Group, LLC, as restructuring advisor; and Prime Clerk LLC as claims
agent.
On March 23, 2020, the Office of the United States Trustee
appointed the Official Committee of Unsecured Creditors of Modell's
Sporting Goods. The Committee retained Lowenstein Sandler LLP, as
counsel.
NKS HOLDINGS: Unsecured Creditors to be Paid in Full in Plan
------------------------------------------------------------
NKS Holdings, Inc., submitted a Joint, Consensual Second Amended
Plan of Reorganization.
The reason this case was filed was to stop a foreclosure by Great
Central Mortgage on the Wallisville real estate and the Baytown
home. NKS fell behind on their payments due to the non- collection
of rent from IBS and the Smiths when business slowed in January
2020 and then came to a halt in March due to the national pandemic
and the shutdown of business through early May 2020. Since the
"stay at home" order has been lifted, business for IBS has
gradually resumed and beginning June 1, 2020, was able to pay its
monthly rental payments.
The Plan classifies and treat claims as follows:
* Class 1 Allowed, Secured Claim of Great Central Mortgage
Acceptance Co., secured by 1st lien deed of trust against the Park
Shadow Drive Property. This class is impaired with amount of claim
$167,562. Creditor will be paid $1,106 monthly for 2 years. The
Debtor will make monthly principal and interest payments in an
amount amortized over 20 years at 5% interest with balloon payment
in month 24 of all unpaid principal and interest.
* Class 2 Allowed, Secured Claim of Great Central Mortgage,
secured by 1st lien deed of trust against the 24818 I-10 Property.
This class is impaired with amount of claim $209,990. Creditor will
be paid $1,386 monthly for 2 years. The Debtor will make monthly
principal and interest payments in an amount amortized over 20
years at 5% interest with balloon payment in month 24 of all unpaid
principal and interest.
* Class 3 Allowed, Secured Claim of Rhapsody Funding, LLC,
secured by 2nd lien deed of trust against the Park Shadow Property.
This class is impaired with amount of claim $10,731. Creditor will
be paid $70.82 monthly for 2 years. The Debtor shall make monthly
principal and interest payments in an amount amortized over 20
years at 5% interest with balloon payment in month 24 of all unpaid
principal and interest.
* Class 4 Allowed, secured claim of Rhapsody Funding, LLC,
secured by 2nd lien deed of trust against the 24818 I-10 Property.
This class is impaired with amount of claim $105,656.74. Creditor
will be paid $697.29 monthly for 2 years. The Debtor will make
monthly principal and interest payments in an amount amortized over
20 years at 5% interest with balloon payment in month 24 of all
unpaid principal and interest.
* Class 6 General Unsecured Creditors. This class is impaired
with amount of claim $4,351.25. The claims will be paid in full 30
days from the Effective Date.
NKS is prepared to employ a realtor to market all the real
properties for sale in an effort to pay its creditors. The Plan
filed proposes a two-year window in which to close one or more of
these transactions to pay its creditors in full.
A full-text copy of the Disclosure Statement dated September 14,
2020, is available at https://tinyurl.com/y5pfnvx5 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Frank J. Maida
MAIDA CLARK LAW FIRM, P.C.
4320 Calder Avenue
Beaumont, Texas 77706
Tel: (409) 898-8200
Fax: (409) 898-8400
Attorneys for Great Central Mortgage Acceptance Company, LT:
Matthew B. Probus
WAUSON PROBUS
One Sugar Creek Center Blvd., Ste. 880
Sugar Land, Texas 77478
Tel: (281) 242-0303
Fax: (281) 242-0306
About NKS Holdings
NKS Holdings, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Tex. Case No. 20-10244) on June 1, 2020, listing under $1
million in both assets and liabilities. Maida Clark Law Firm,
P.C., is the Debtor's counsel.
NORTHWEST HARDWOODS: Debt-Equity Swap Can Lead to Ch. 11 Filing
---------------------------------------------------------------
Northwest Hardwoods, Inc. and certain of its affiliates announced
Nov. 6, 2020, that the Company has entered into a restructuring
support agreement (the "RSA") with holders of more than 95% in
principal amount of the Company's secured notes and certain of its
existing equity holders to execute a transaction that will deliver
its balance sheet by approximately $270 million and position NWH
for future growth and success.
The RSA is the product of extensive, collaborative, good faith
negotiations among NWH and its key stakeholders. The financial
restructuring is specifically designed to ensure that NWH's
executive team can remain focused on go-forward operations, which
will continue in the ordinary course without interruption.
Specifically, this agreement accomplishes several key objectives:
(1) reduce the company's debt by $270 million (2) significantly
reduce debt service obligations, thereby increasing cash flow
available for re-investment in the business and (3) most
importantly, accomplishes this without impacting our employees,
vendors or customers.
Through the transaction, the secured noteholders will convert their
approximately $379 million of secured notes into $110 million of
new exit term loans and 99% of the equity in reorganized NWH
(subject to dilution by a management incentive plan). The
remainder of the reorganized equity will be reserved for the
Company's existing equity holders. In addition, NWH has received a
commitment from Bank of America and Wells Fargo to refinance the
existing ABL facility as part of the financial restructuring,
ensuring that the Company will continue to have ready access to a
working capital facility going forward.
The Company will effectuate the transaction either through an
out-of-court debt-for-equity exchange or through a prepackaged
chapter 11 plan of reorganization. The terms of the restructuring
under each approach are substantially the same, and both approaches
will ensure that the Company's operations continue without
interruption, with employees, suppliers, vendors, contract
counterparties and other trade creditors continuing to be paid in
full in the ordinary course. In a chapter 11 scenario, the Company
would fund the process with its existing cash collateral.
The Company expects to make a decision imminently on the specific
path it will take to consummate the restructuring transaction.
NWH is represented by Gibson, Dunn & Crutcher LLP and Young Conaway
Stargatt & Taylor, LLP as legal co-counsels and Huron Consulting
Group as financial advisor. The secured noteholders are represented
by Willkie Farr & Gallagher LLP as legal counsel and Guggenheim
Securities, LLC as financial advisor. This press release does not
constitute an offer to sell or a solicitation of an offer to buy
any securities.
About NWH
NWH is the largest United States manufacturer of North American
hardwood lumber based on sawmill capacity, with a current estimated
annual hardwood lumber capacity of approximately 320 million board
feet. Its North America operations include 20 facilities that
produce over 20 species of domestic hardwoods. The Company serves
more than 2,000 active customers across over 60 countries.
O'HARE FOUNDRY: Court Approves Disclosures and Plan
---------------------------------------------------
Judge Barry S. Schermer has entered a findings of fact, conclusions
of law, and an order confirming the Second Amended Combined Plan
and Disclosure Statement of O'Hare Foundry Corporation.
In September, the Court approved of adequacy of the disclosures in
the Plan and set a Nov. 4 hearing to consider confirmation of the
Plan.
Class 3 voted to accept the Plan.
Under the Plan, holders of allowed general unsecured claims in
Class 3 will be paid their pro rata share of available cash
quarterly. Based upon Debtor's projections, the Debtor
conservatively estimates that holders of General Unsecured Claims
will be paid at least 25% during the life of the Plan.
The Class 4 holder of interests in the Debtor will retain his
interests in the Debtor.
A copy of the Plan Confirmation Order entered Nov. 4 2020, is
available at:
https://www.pacermonitor.com/view/XKV4FMY/OHare_Foundry_Corporation__moebke-19-41834__0171.0.pdf
A copy of the Third Amended Plan is available at:
https://www.pacermonitor.com/view/PN4Y57Y/OHare_Foundry_Corporation__moebke-19-41834__0170.0.pdf
Attorney for the Debtors:
A. Thomas DeWoskin
Danna McKitrick, PC
7701 Forsyth Blvd., Suite 800
St. Louis, MO 63105
Tel: (314) 726-1000
Fax: (314) 725-6592
E-mail: tdewoskin@dmfirm.com
About O'Hare Foundry Corporation
Established in 1921, O'Hare Foundry Corporation
--http://www.oharefoundry.com/-- manufactures sand castings from
brass, brass and bronze alloys, and aluminum alloys.
O'Hare Foundry Corporation sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Mo. Case No. 19-41834) on March
27, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $1 million and $10 million and liabilities
of between $1 million and $10 million. The case is assigned to
Judge Charles E. Rendlen III.
The Debtor tapped Danna McKitrick, P.C. as legal counsel; Tueth,
Keeney, Cooper, Mohan, and Jackstadt, PC as special counsel; and
Stark & Company, P.C. as accountant.
OBALON THERAPEUTICS: Incurs $1.6 Million Net Loss in Third Quarter
------------------------------------------------------------------
Obalon Therapeutics, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and comprehensive loss of $1.56 million on $44,000 of revenue for
the three months ended Sept. 30, 2020, compared to a net loss and
comprehensive loss of $3.71 million on $333,000 of revenue for
three months ended Sept. 30, 2019.
For the nine months ended Sept. 30, 2020, the Company reported a
net loss and comprehensive loss of $11.01 million on $1.53 million
of revenue compared to a net loss and comprehensive loss of $18.76
million on $2.49 million of revenue for the nine months ended
Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $11.96 million in total
assets, $6.04 million in total liabilities, and $5.92 million in
total stockholders' equity.
As of Sept. 30, 2020, the Company had cash and cash equivalents of
$5.5 million and $0.4 million of debt related to its Payroll
Protection Program loan. The Company intends to continue exploring
the potential for third-party reimbursement for the Obalon Balloon
System, as well as exploring and evaluating financial alternatives
to help meet its capital needs and strategic alternatives that
might enhance stockholder value. There is no assurance that any
financial or strategic alternative will be identified. If the
Company is not able to raise additional capital to meet its needs
or to identify a suitable strategic alternative, it will have to
discontinue all operations and may be required to declare
bankruptcy or dissolve.
Going Concern Doubt
Obalon stated that, "[T]he Company has a limited operating history
and the sales and income potential of the Company's business are
unproven. The Company has not been profitable since inception, and
as of September 30, 2020, its accumulated deficit was $183.4
million. Since inception, the Company has financed its operations
primarily through private placements of its preferred stock, the
sale of common stock in its IPO and in subsequent public offerings
and private placements, and, to a lesser extent, debt financing
arrangements. As of September 30, 2020, the Company had cash and
cash equivalents of $5.5 million. The Company expects to continue
to incur net losses for the foreseeable future.
"The Company is subject to risks and uncertainties as a result of
the COVID-19 pandemic. In late 2019, a novel strain of
coronavirus, COVID-19, was reported to have surfaced in Wuhan,
China. Since then, COVID-19 has spread globally. To date,
COVID-19 has had, and will continue to have, an adverse impact on
the Company's operations and expenses as a result of the preventive
and precautionary measures that the Company, its customers, other
businesses, and governments are taking, including the deferral of
elective medical procedures and diversion of capital and other
resources. In March 2020, the Company suspended all new patient
treatments at its Obalon-branded retail centers due to the ongoing
COVID-19 pandemic. The Company has taken further steps to
significantly reduce expenses in an effort to extend its cash
runway while it evaluates potential business options, strategic
alternatives and the potential for third-party payor reimbursement
that may be available when and if the current COVID-19 crisis
stabilizes and the economy rebounds. The Company has significantly
reduced the organization to essential personnel only and, since
August 2020, has only had two full-time employees. All
Obalon-branded retail centers have been shutdown with no intention
to reopen, and the Company has halted plans for future retail
center expansion. The Company does not expect to restart shipments
to U.S. customers and has terminated the agreement with its
international distributor, Al Danah Medical Company W.L.L. The
decision to shift the Company's strategy to focus on pursuing
reimbursement, while also evaluating other strategic options,
occurred after the end of the first quarter of 2020. If the
Company is unsuccessful in those two endeavors over the next
several months, it may be forced to liquidate the business or
pursue bankruptcy protection. As a result of the above factors,
there is substantial doubt about the Company's ability to continue
as a going concern for the twelve months following the issuance
date of the unaudited interim condensed consolidated financial
statements for the three and nine months ended September 30,
2020."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1427570/000142757020000062/obln-93020x10q.htm
About Obalon
Obalon Therapeutics, Inc. (NASDAQ:OBLN) -- http://www.obalon.com--
is a San Diego-based company focused on developing and
commercializing novel technologies for weight loss.
Obalon recorded a net loss of $23.68 million for the year ended
Dec. 31, 2019, compared to a net loss of $37.38 million for the
year ended Dec. 31, 2018. As of June 30, 2020, the Company had
$13.87 million in total assets, $6.69 million in total liabilities,
and $7.18 million in total stockholders' equity.
KPMG LLP, in San Diego, California, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
Feb. 27, 2020, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.
OLD TIME POTTERY: Many Stores Still Open Despite Chapter 11
-----------------------------------------------------------
Nancy DeGennaro of Murfreesboro Daily News Journal reports that
despite repercussions from the COVID-19 pandemic pushed Old Time
Pottery toward bankruptcy, the home decor retailer is still going
to be around for the holidays - and beyond.
After a voluntary Chapter 11 bankruptcy restructuring was taken to
address the financial impact of the pandemic, Old Time Pottery is
back on track for success, a company spokesman said.
"We're going into 2021 with tremendous momentum to offer our
customers an even broader assortment with the best values in home
decor," said Jason Schmitt, chief executive officer of Old Time
Pottery.
As part of the restructuring process, Old Time Pottery closed four
of its stores.
But the retailer was still able to add more than 150 jobs across
stores, headquarters, and its distribution center. The company will
be adding even more jobs throughout the holiday season.
"I am incredibly grateful to our employees, long-term business
partners, and landlords who worked with us to make this possible
and I am extremely pleased that we are able to ensure all creditors
receive 100% of the money they are owed," Schmitt said.
And Schmitt said Old Time Pottery will be rolling out its largest
assortment of holiday items in company history.
"We have over 2 million ornaments, 50,000 Christmas trees, and
countless other holiday décor items to help our customers create
the perfect holiday home," Schmitt said. "We are looking forward to
a wonderful holiday season."
Old Time Pottery stores in Tennessee that will remain open include
locations in Knoxville, Madison, Murfreesboro and Pigeon Forge.
About Old Time Pottery Inc.
Based in Murfreesboro, Tennessee, MOld Time Pottery Inc. operates a
home decor retailer chain business. The company filed for Chapter
11 protection on Aug. 21, 2009 (Bankr. M.D. Ten. Case No.
09-09548). G. Rhea Bucy, Esq., Linda W. Knight, Esq., and Thomas
H. Forrester, Esq., Gullett Sanford Robinson & Martin, represent
the Debtor in its restructuring efforts. In its petition, the
Debtor listed assets between $50 million and $100 million, and
debts between $10 million and $50 million.
OMNI SPECIALIZED: Trustee's $5K Sale of Remnant Assets to Oak OK'd
------------------------------------------------------------------
Judge Thomas L. Perkins of the U.S. Bankruptcy Court for the
Central District of Illinois authorized Jeana K. Reinbold, the
Chapter 7 Trustee for the bankruptcy estate of Omni Specialized,
LLC, to sell remnant assets, consisting of known or unknown assets
or claims, which have not been previously sold, assigned, or
transferred, to Oak Point Partners, LLC for $5,000, on the terms of
their Purchase Agreement.
Any liens, claims, interests, or encumbrances will attach to the
proceeds of the sale of the Remnant Assets.
The Order is effective upon entry and the 14-day stay provided by
Federal Bankruptcy Rule 6004(h) is waived.
About Omni Specialized
Omni Specialized, LLC -- https://www.omnispecialized.com/ -- is an
over-dimensional and general commodity carrier serving 48 states.
The Company claims to have an outstanding reputation for safe,
reliable service along with a large selection of specialized
trailers. Omni's fleet of specialized and general commodity
equipment includes a 100% complement of 53 flatbed and low-profile
stepdecks with RGN Double-Drop trailers.
The Debtor sought Chapter 11 protection (Bankr. C.D. Ill. Case No.
17-80801) on May 29, 2017. Judge Thomas L. Perkins is assigned to
the case.
The Debtor estimated assets and liabilities in the range of $1
million to $10 million.
the Debtor tapped Gregory Otsuka, Esq., at Hellmuth & Johnson, PLLC
as counsel.
The petition was signed by Thomas Witt, manager.
On June 22, 2017, the Debtor's case was converted to a case under
chapter 7. Jeana K.
Reinbold was appointed as chapter 7 trustee on the same date.
OMNIQ CORP: To Host Third Quarter Conference Call on Nov. 13
------------------------------------------------------------
Omniq Corp. will host a conference call and webcast on Friday, Nov.
13, 2020 at 11:00 a.m. Eastern Time to discuss financial results
for the third quarter ended Sept. 30, 2020.
To access the live webcast, please click on this webcast link to
register, or go to the Company's Investor Relations page by
clicking on this OMNIQ IR link.
To participate in the call by phone, please dial (877) 407-9210
approximately five minutes prior to the scheduled start time.
International callers please dial (201) 689-8049.
A replay of the teleconference will be available until Dec. 13,
2020 and may be accessed by dialing (877) 481-4010. International
callers may dial (919) 882-2331. Callers should use conference ID:
38548.
About OMNIQ Corp.
Headquartered in Salt Lake City, Utah, OMNIQ Corp. (OTCQB: OMQS) --
http://www.omniq.com-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic & parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq reported a net loss attributable to common stockholders of
$5.31 million for the year ended Dec. 31, 2019, compared to a net
loss attributable to common stockholders of $5.41 million for the
year ended Dec. 31, 2018. As of June 30, 2020, the Company had
$41.33 million in total assets, $42.05 million in total
liabilities, and a total stockholders' deficit of $725,000.
Haynie & Company, in Salt Lake City, Utah, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 30, 2020, citing that the Company has a deficit in
stockholders' equity, and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
PEABODY ENERGY: May Return to Bankruptcy as Demand Dims
-------------------------------------------------------
Will Wade of Bloomberg News reports that Peabody Energy Corp., the
largest U.S. coal miner, warns it may seek bankruptcy protection
for the second time in less than five years as demand for the
fossil fuel evaporates.
The St. Louis-based company is unlikely to meet the terms of a
credit agreement this quarter and is in talks with lenders,
according to a statement Monday. If it can't improve its financial
position, Peabody "may need to voluntarily pursue an in-court
restructuring," according to a filing.
The mining giant's struggle underscores coal’s inexorable decline
in much of the world.
About Peabody Energy Corp.
Peabody Energy Corporation (NYSE:BTU) is involved in mining and
sale of thermal coal to electric utilities and metallurgical coal
for industrial customers. The company was founded in 1883 and is
headquartered in St. Louis, Missouri.
PETASOS RESTAURANT: Plan Confirmed Without Any Objection
--------------------------------------------------------
Judge Elizabeth S. Stong has entered an order approving the
Disclosure Statement of Petasos Restaurant Corp on a final basis,
and confirming the Debtor's Plan in accordance with Section 1129(a)
of the Bankruptcy Code, without any objection.
The Court held on Sept. 11, 2020, a hearing on the Debtor's Amended
Plan of Reorganization dated July 14, 2020,.
Upon the Effective Date, the Plan will be administered by Morrison
Tenenbaum PLLC, which is the disburing agent.
A copy of the Plan Confirmation Order is available at:
https://www.pacermonitor.com/view/WPIWLZA/PETASOS_RESTAURANT_CORP__nyebke-19-45410__0064.0.pdf?mcid=tGE4TAMA
About Petasos Restaurant
Petasos Restaurant Corp., operates a restaurant known as Emphasis
Restaurant located at 6820 Fourth Avenue, Brooklyn, New York. It
sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 19-45410) on
September 10, 2019, listing under $1 million in both assets and
liabilities.
The Hon. Elizabeth S. Stong is the case judge.
The Debtor tapped Morrison Tenenbaum PLLC as its counsel.
REALTY ON FOX: Seeks Nov. 22 Extension of Plan Deadline
-------------------------------------------------------
Realty on Fox Croft Corporation filed in September 2020 a motion to
extend its deadline to file a plan and disclosure statement for 60
days until Nov. 22, 2020.
In seeking an extension, the Debtor explained that when the Debtor
reaches an agreement on two mortgages, it will be in a position to
file a plan or maybe even seek a consensual dismissal of the case.
The Debtor said it has received written consent from Martin Lazor
to negotiate with the lenders who hold secured mortgages that are
secured by the Debtor's property 39-14 11th Street and in Mr.
Lazor's name. In addition, the Debtor has been negotiating with
the holders of a second mortgage on the property, for which a
resolution has not been rendered yet. The parties are still
working diligently to do so.
With respect to the Chase mortgage, an offer has been made, which
was rejected. The Debtor is formulating a new offer, but the
Debtor is waiting for additional information from Chase,
specifically a reinstatement letter before doing so.
Attorneys for Realty on Fox Croft Corporation:
Gary C. Fischoff, Esq.
6901 Jericho Turnpike, Suite 230
Syosset, New York 11791
About Realty On Fox Croft Corp.
Realty On Fox Croft Corporation sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-40847) on Feb.
12, 2019. At the time of the filing, the Debtor estimated assets of
between $1 million and $10 million and liabilities of the same
range. The case is assigned to Judge Nancy Hershey Lord. Berger,
Fischoff, Shumer, Wexler & Goodman, LLP, is the Debtor's counsel.
REEL TYME: Case Summary & 6 Unsecured Creditors
-----------------------------------------------
Debtor: Reel Tyme Marketing Services, Inc.
1043 Upsala Road
Sanford, FL 32771
Business Description: Reel Tyme Marketing Services, Inc. is a
Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: November 10, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 20-06280
Debtor's Counsel: Aldo G. Bartolone, Esq.
BARTOLONE LAW, PLLC
1030 N. Orange Avenue
Suite 300
Orlando, FL 32801
Tel: (407) 294-4440
Fax: (407) 287-5544
Email: aldo@bartolonelaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Andrew Dorko, Jr., president.
A copy of the petition containing, among other items, a list of the
Debtor's six unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/Q27JNOA/Reel_Tyme_Marketing_Services_Inc__flmbke-20-06280__0001.0.pdf?mcid=tGE4TAMA
REVELANT HOLDINGS: Hires Brownstein Hyatt as Special Counsel
------------------------------------------------------------
Revelant Holdings, LLC received approval from the U.S. Bankruptcy
Court for the District of Colorado to employ Brownstein Hyatt
Farber Schreck LLP as its special counsel.
The firm will represent the Debtor in litigation regarding its
intellectual property and will provide ongoing consulting regarding
its trademark and patent portfolio.
The firm received a pre-bankruptcy retainer of $25,000 from the
Debtor.
Brownstein Hyatt neither represents nor holds any interest adverse
to the Debtor and its estate, according to court filings.
The counsel can be reached through:
Steven E. Abelman, Esq.
Brownstein Hyatt Farber Schreck LLP
410 17th Street, Suite 2200
Denver, CO 80202
Tel: (303) 223-1102
Fax: (303) 223-1111
Email: sabelman@bhfs.com
About Revelant Holdings
Revelant Holdings, LLC -- https://revelant.com -- is a technology
company bringing the Enercat tool to the oil and gas industry as an
entirely new and innovative way to improve the properties of fluids
downhole and at the surface. With its corporate office now in
Houston and four regional USA offices serving the oil & gas
industry, Revelant is currently focusing on the Permian Basin,
Eagle Ford, Mid-Continent and San Juan Basin.
Revelant Holdings filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No.
20-16717) on October 12, 2020. The petition was signed by W. Tracy
Fotiades, president. At the time of the filing, the Debtor
estimated to have $1 million to $10 million in both assets and
liabilities. Judge Michael E. Romero oversees the case. Weinman &
Associates, P.C. serves as the Debtor's legal counsel.
RIOT BLOCKCHAIN: Incurs $1.72 Million Net Loss in Third Quarter
---------------------------------------------------------------
Riot Blockchain, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.72 million on $2.46 million of total revenue for the three
months ended Sept. 30, 2020, compared to a net loss of $1.83
million on $1.74 million of total revenue for the three months
ended Sept. 30, 2019.
For the nine months ended Sept. 30, 2020, the Company reported a
net loss of $16.58 million on $6.79 million of total revenue
compared to a net loss of $16.86 million on $5.64 million of total
revenue for the three months ended Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $62.63 million in total
assets, $1.96 million in total liabilities, and $60.67 million in
total stockholders' equity.
At Sept. 30, 2020, the Company had approximate balances of cash and
cash equivalents of $30.1 million, cryptocurrencies of $9.0
million, working capital of $39.3 million, total stockholders'
equity of $60.7 million and an accumulated deficit of $233.8
million. To date, the Company has, in large part, relied on equity
and debt financing to fund its operations.
As of Sept. 30, 2020, the Company has executed purchase agreements
for the purchase of Miners from Bitmain for a total of 16,600 new
S19 Pro miners. The purchase commitment totals $37.2 million, with
$12.8 million in deposits paid and the remaining $24.4 million due
to be paid over the delivery schedule through the second quarter of
2021.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1167419/000107997320000948/riot10qq3-0920.htm
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com-- specializes in cryptocurrency
mining with a focus on bitcoin. Riot also holds non-controlling
investments in blockchain technology companies. Riot is
headquartered in Castle Rock, Colorado, and the Company's mining
facility is located in Oklahoma City.
Riot incurred a net loss of $20.30 million in 2019 compared to a
net loss of $60.21 million in 2018. As of June 30, 2020, the
Company had $29.87 million in total assets, $2.06 million in total
liabilities, and $27.81 million in total stockholders' equity.
SANAM CONYERS: Covington Lodging Wins Confirmation of Plan
----------------------------------------------------------
Judge Wendy L. Hagenau ordered that the Disclosure Statement filed
by Covington Lodging, Inc., is finally approved, the the First
Amended Plan of Reorganization filed by Covington Lodging, is
confirmed.
Any party claiming the right to payment of an administrative
expense under Section 503 of the Bankruptcy Code, 11 U.S.C. Sec.
503, must file an application with the Court not less than 60 days
from the date of service of the Order.
This Plan, as amended, provides for the payment of administrative
claims incurred in the Case, priority tax claims, and general
unsecured claims. Allowed administrative claims will be paid on
the later of the Effective Date1 or within 30 days from the date
that an administrative claim is allowed. Priority Tax Claims will
be paid in full, in equal monthly installments, with interest at
the statutory rate, over a period of time not to exceed five years
from the Petition Date. Allowed general unsecured claims will be
paid the full amount of their allowed claim, with monthly payments
commencing immediately after the payment of priority claims from
future earnings of the reorganized Debtor.
A copy of the Plan Confirmation Order is available at:
https://www.pacermonitor.com/view/TD3DXGA/Sanam_Conyers_Lodging_LLC_and__ganbke-19-54798__0689.0.pdf?mcid=tGE4TAMA
A copy of the Amended Plan is available at:
https://www.pacermonitor.com/view/6WJ4QII/Sanam_Conyers_Lodging_LLC_and__ganbke-19-54798__0674.0.pdf
The Debtors' counsel:
Edward F. Danowitz
Danowitz Legal, PC
300 Galleria Parkway
Suite 960
Atlanta, Georgia 30339
770-933-0960
Edanowitz@danowitzlegal.com
About Covington Lodging
Covington Lodging, Inc., owns a hotel property formerly doing
business as America's Best Value Inn, and now doing business as OYO
Hotel Covington in Covington, Georgia.
Covington Lodging, LLC, along with related debtor entities, filed a
Chapter 11 petition on March 26, 2019 in the U.S. Bankruptcy Court
for the Northern District of Georgia. Their cases are jointly
administered under In re Sanam Conyers Lodging, LLC (Bankr. Lead
Case No. 19-54798). Judge Wendy L. Hagenau oversees the cases.
Danowitz Legal, PC, is the Debtors' counsel.
SANAM CONYERS: Janam Taccoa's First Amended Plan Confirmed by Judge
-------------------------------------------------------------------
Judge Wendy L. Hagenau has entered an order approving the Amended
Disclosure Statement and confirming First Amended Plan of
Reorganization of Janam Taccoa Lodging, LLC, a debtor affiliate of
Sanam Conyers Lodging, LLC.
The Court, having reviewed the record and considered argument and
representations of counsel, finds that the requirements for final
approval of the disclosure statement have been satisfied, and it
has been determined after a hearing on notice that the requirements
of confirmation of the plan under 11 U.S.C. §1129 have been
satisfied.
A full-text copy of the order dated September 29, 2020, is
available at:
https://www.pacermonitor.com/view/LN5UYEA/Sanam_Conyers_Lodging_LLC_and__ganbke-19-54798__0714.0.pdf?mcid=tGE4TAMA
A copy of the Amended Chapter 11 Plan filed Sept. 24, 2020 is
available at:
https://www.pacermonitor.com/view/53XDUNI/Sanam_Conyers_Lodging_LLC_and__ganbke-19-54798__0707.0.pdf?mcid=tGE4TAMA
Counsel for Janam Taccoa Lodging:
Edward F. Danowitz
Danowitz Legal, PC
300 Galleria Parkway, Suite 960
Atlanta, Georgia 30339
Tel: 770-933-0960
E-mail: Edanowitz@danowitzlegal.com
About Janam Taccoa
Janam Taccoa Lodging LLC, owns and operates a single hotel located
at 106 Stephens Circle, Taccoa, Stephens County, Georgia 30577. The
hotel offers 60 guest rooms and meeting rooms. The Hotel was
purchased in August of 2016 at a cost of $1,290,000, and was
appraised by CBRE in May of 2020 as having a going concern value of
$1,625,000 and a liquidation value of $1,150,000. The hotel
operates as a Quality Inn pursuant to a franchise agreement with
Choice Hotels International. The franchise agreement was executed
on July 26, 2016, and is for a term of 20 years.
Janam Taccoa Lodging LLC, along with related debtor entities, filed
a Chapter 11 petition on March 26, 2019 in the U.S. Bankruptcy
Court for the Northern District of Georgia. Their cases are
jointly administered In re Sanam Conyers Lodging, LLC (Bankr. Lead
Case No. 19-54798). Judge Wendy L. Hagenau oversees the cases.
Danowitz Legal, PC, is the Debtors' counsel.
SCULPT MEDICAL: Unsecureds to Get 3% of Gross Revenue for 5 Years
-----------------------------------------------------------------
Sculpt Medical, LLC, has already filed several iterations of the
the disclosure statement explaining its proposed Chapter 11 plan,
the latest of which was the Second Amended Disclosure Statement
filed Oct. 26, 2020.
The Second Amended Disclosure Statement, accompanying the Second
Amended Plan of Reorganization dated Aug. 31, 2020, says the Plan
will provide the Debtor with an opportunity to pay secured
creditors the value of their collateral securing their claims
through ongoing operations. The Plan will provide the Debtor with
an opportunity to pay general unsecured creditors a portion of
their claim through ongoing operations.
The total value of Debtor's assets is $164,205.
The Plan proposes to treat claims as follows:
* Class 2 Ascentium Capital. This class is impaired. The
allowed secured claim paid according to a Settlement Agreement and
Mutual Release dated January 2020.
* Class 3 Balboa Capital. This class is impaired. The allowed
secured claim of $25,000 amortized and paid over five years in
equal monthly installments.
* Class 4 Bank of the West (Impact Cryotherapy). This class is
impaired. The allowed secured claim of $8,000 amortized and paid
over five years in equal monthly installments.
* Class 5 Bank of the West (Sculpt assets). This class is
impaired. The allowed secured claim of $35,000 amortized and paid
over five years in equal monthly installments.
* Class 6 Arapahoe County Treasurer. This class is impaired.
The allowed secured claim of $1,127 amortized and paid over five
years in equal monthly installments.
* Class 7 Unsecured Claims. This class is impaired. The
allowed claims receive a pro rata distribution of 3% of gross
revenue over a 5-year period; funds shall be deposited into
segregated account and disbursed every year on a pro-rata basis.
Alternatively, if Class 7 votes to reject the Plan, then each
claimant may choose to accept membership interests in the Debtor in
lieu of its entire claim. The total amount of general unsecured
claims in Class 7, including the anticipated deficiency claims of
secured creditors and disputed claims, is approximately
$1,471,330.
* Class 8 Interests in Sculpt Medical, LLC. This class is
impaired. All Interests shall be cancelled on the Effective Date.
The Plan will be funded through revenues derived from the continued
operations of Sculpt.
A full-text copy of the Second Amended Disclosure Statement dated
October 26, 2020, is available at:
https://www.pacermonitor.com/view/B6LFRDI/Sculpt_Medical_LLC__cobke-19-19577__0221.0.pdf?mcid=tGE4TAMA
Counsel to the Debto:
Jenny M.F. Fujii
KUTNER BRINEN, P.C.
1660 Lincoln Street, Suite 1850
Denver, CO 80264
Telephone: (303) 832-2400
Telecopier: (303) 832-1510
Email: jmf@kutnerlaw.com
About Sculpt Medical
Sculpt Medical, LLC, a company that provides laser treatments,
cosmetic care and body contouring services, sought Chapter 11
protection (Bankr. D. Colo. Case No. 19-19577) on Nov. 5, 2019. In
the petition signed by Robert Kilpatrick, member, the Debtor
disclosed total assets of $145,233 and total liabilities of
$1,821,114. Judge Kimberley H. Tyson oversees the case. Kutner
Brinen, P.C., led by Jenny M.F. Fujii, Esq., is the Debtor's legal
counsel.
SCULPT MEDICAL: Working to Resolve Plan Disputes With SPH
---------------------------------------------------------
Debtor Sculpt Medical, LLC and party-in-interest SouthGlenn
Property Holdings, LLC, asked the Bankruptcy Court to continue the
Nov. 3 disclosure statement hearing for two weeks to allow parties
to complete their talks.
The deadline to confirm the Debtor's plan is Dec. 29, 2020. The
U.S. Bankruptcy Court for the District of Colorado held a
non-evidentiary hearing on the Debtor's Second Amended Disclosure
Statement on Oct. 27, 2020. At the Hearing, the Court provided the
Debtor and SPH with an additional week to work out ongoing disputes
regarding adequacy of the disclosure statement pursuant to 11
U.S.C. Sec. 1125, and required the parties to file a joint status
report by Nov. 2, 2020. The Court also set a second hearing on
November 3, 2020 on the adequacy of the Debtor’s disclosures.
According to a status report signed by the Debtor and SPH, the
parties have conferred and are working toward resolving the
objections to the Debtor's disclosure statement, and potentially
working out any confirmation issues. The Debtor intends to file a
third amended disclosure statement to address SPH's concerns, as
well as changes regarding Julian Orenstein's personal obligations
to Bank of the West. The Debtor believes a short amount of
additional time may assist the parties in resolving any remaining
issues. However, given the deadline of Dec. 29, 2020 to confirm
the Debtor's small business plan, the confirmation deadline would
need to be extended by approximately two weeks, or to Jan. 15,
2021, to allow the parties to work out pending issues.
As such, the parties request that the Court continue the Nov. 3,
2020 hearing for two weeks, and set another deadline to file a
status report to update the Court regarding any remaining
disclosure statement issues. The Debtor will be filing another
motion to extend the deadline to confirm its plan through and
including Jan. 15, 2021.
The Debtor's counsel:
Jenny M.F. Fujii
KUTNER BRINEN, P.C.
1660 Lincoln St., Suite 1850
Denver, CO 80264
Tel: (303) 832-2400
Fax: (303) 832-1510
E-mail: jmf@kutnerlaw.com
SPH's counsel:
Joshua M. Hantman
Brownstein Hyatt Farber Schreck, LLP
410 Seventeenth Street, Suite 2200
Denver, CO 80202
Tel: 303.223.1216
E-mail: JHantman@BHFS.com
About Sculpt Medical LLC
Sculpt Medical, LLC, a company that provides laser treatments,
cosmetic care and body contouring services, sought Chapter 11
protection (Bankr. D. Colo. Case No. 19-19577) on Nov. 5, 2019. In
the petition signed by Robert Kilpatrick, member, the Debtor
disclosed total assets of $145,233 and total liabilities of
$1,821,114. Judge Kimberley H. Tyson oversees the case. Kutner
Brinen, P.C., led by Jenny M.F. Fujii, Esq., is the Debtor's legal
counsel.
SEHAR INC: Fetter Has Issues With Liquidation Analysis
------------------------------------------------------
Fetter's Construction, Inc., filed its objection to Sehar Inc.'s
Disclosure Statement.
Fetter's Construction objects to the Disclosure Statement under 11
U.S.C. Sec. 1125 on the following basis:
1. The Liquidation Analysis improperly states amount of claim of
Fetter's Construction, Inc.
2. The Liquidation Analysis does not account for approximately $1
million in Mechanic's Liens.
3. The Liquidation Analysis does not include all Debtor's
property.
4. There is no mention of the transfer of approximately $1
million to the daughter of the Debtor's principal.
5. The Plan proposed by the Debtor is not confirmable because it
violates the absolute priority rule.
Attorney for Fetters Construction:
R. William Jonas, Jr.
Hammerschmidt, Amaral & Jonas
137 N. Michigan St.
South Bend, IN 46601
Telephone: 574-282-1231
Fax: 574-282-1234
Email: rwj@hajlaw.com
About Sehar Inc.
Based in Middlebury, Indiana, Sehar, Inc., is a real estate
development corporation that develops travel centers. The travel
centers, currently located in Goshen and Kenallville, Indiana,
consist of a convenience store, restaurant, shower facilities,
truck parking as well as other amenities.
On May 11, 2020, Sehar sought Chapter 11 protection (Bankr. N.D.
Ind. Case No. 20-30785). The petition was signed by Sehar
President Harpreet Singh. At the time of the filing, Debtor
disclosed total assets of $56,351,600 and total liabilities of
$27,960,931. Fred Wehrwein, P.C. is Debtor's legal counsel.
SEHAR INC: Interra Credit Union Says Disclosures Deficient
----------------------------------------------------------
Secured Creditor Interra Credit Union objects to the Disclosure
Statement related to the Plan of Reorganization filed by debtor
Sehar, Inc.
Interra points out that the Disclosure Statement fails to identify
any of guarantors much less discuss the financial and operational
impact of the guaranties upon either the Debtor's current or future
business operations or the proposed terms of the Plan.
Interra claims that the Debtor hardly mentions American Petroleum
in the Disclosure Statement and fails to address the fuel supply
contract, the current and projected future operations of the
credits under the fuel supply contract, or the treatment of
American Petroleum's $9.4 million dollar claim. Further, the
Disclosure Statement fails to reveal why American Petroleum, a fuel
supplier, extended a loan to the Debtor.
Interra states that the Debtor hardly mentions Singh Petroleum in
the Disclosure Statement and fails to address the treatment of
Singh Petroleum's $1 million dollar claim. The Disclosure
Statement fails to reveal why Singh Petroleum, whose principal
business is the operation of travel centers, extended a loan to the
Debtor.
Interra says that the Debtor's omission of the Transferred Real
Estate transaction alone renders the Disclosure Statement deficient
on its face and, coupled with the accompanied omission from its
amended Bankruptcy Schedules, calls into question the Debtor's good
faith in proceeding in this bankruptcy case.
Interra asserts that the Disclosure Statement fails to report on
current status of construction at the Kendallville Travel Center,
although the Debtor admits these construction costs have been and
(if the Debtor's Plan is confirmed) will continue to be the
Debtor's single largest expense.
Interra further asserts that the Disclosure Statement does not
identify any of the counterparties nor the cure amounts for any of
the contracts designated to be assumed. This is critical omission,
as the Debtor has approximately 16 executory contracts,
approximately nine (9) of which are related to contractors that
performed work at the Kendallville Travel Center.
A full-text copy of Interra's objection dated Oct. 13, 2020, is
available at https://tinyurl.com/y5anj4ml from PacerMonitor.com at
no charge.
Counsel for Interra Credit Union:
Mark J. Adey
BARNES & THORNBURG LLP
700 1st Source Bank Center
100 North Michigan
South Bend, IN 46601
Tel: (574) 233-1171
Fax: (574) 237-1125
E-mail: mark.adey@btlaw.com
- and -
Annette England
BARNES & THORNBURG LLP
11 South Meridian Street
Indianapolis, IN 46204-3535
Tel: (317) 236-1313
Fax: (317) 231-7433
E-mail: annette.englad@btlaw.com
About Sehar Inc.
Based in Middlebury, Indiana, Sehar, Inc., is a real estate
development corporation that develops travel centers. The travel
centers, currently located in Goshen and Kenallville, Indiana,
consist of a convenience store, restaurant, shower facilities,
truck parking as well as other amenities.
On May 11, 2020, Sehar sought Chapter 11 protection (Bankr. N.D.
Ind. Case No. 20-30785). The petition was signed by Sehar
President Harpreet Singh. At the time of the filing, Debtor
disclosed total assets of $56,351,600 and total liabilities of
$27,960,931. Fred Wehrwein, P.C. is Debtor's legal counsel.
SEHAR INC: To Amend Disclosures; Dismissal Sought by Interra
------------------------------------------------------------
On Sept. 14, 2020, Sehar, Inc., filed its Plan of Reorganization
and accompanying Disclosure Statement.
Judge Harry C. Dees, Jr., scheduled a hearing on Oct. 20 to
consider approval of the Disclosure Statement explaining the Plan.
Objections to the Disclosure Statements were filed by Fetter’s
Construction, Inc., the Office of the United States Trustee and
Interra Credit Union.
Interra said in its motion to dismiss the case that on Oct. 20,
2020, the Court conducted a hearing on the Disclosure
Statement, at which time the Debtor acknowledged the deficiencies
with the Disclosure Statement and requested leave to amend the
disclosure statement to seek to address such deficiencies. To
date, no such amended disclosure statement has been filed.
Interra is now asking the Court to dismiss the case for "cause".
It claims that actions undertaken by the Debtor in the filing and
subsequently as part of this bankruptcy case, when viewed as a
whole reflect a lack of good faith, together with the lack of a
reasonable likelihood that a proposed plan of reorganization will
be confirmed within a reasonable periodof time, all as more
particularly detailed below. The multiple and glaring deficiencies
with the Debtor's Disclosure Statement and Plan confirm that the
Debtor cannot formulate a confirmable plan, Interra tells the
Court.
About Sehar Inc.
Based in Middlebury, Indiana, Sehar, Inc., is a real estate
development corporation that develops travel centers. The travel
centers, currently located in Goshen and Kenallville, Indiana,
consist of a convenience store, restaurant, shower facilities,
truck parking as well as other amenities.
On May 11, 2020, Sehar sought Chapter 11 protection (Bankr. N.D.
Ind. Case No. 20-30785). The petition was signed by Sehar
President Harpreet Singh. At the time of the filing, Debtor
disclosed total assets of $56,351,600 and total liabilities of
$27,960,931. Fred Wehrwein, P.C. is Debtor's legal counsel.
SEHAR INC: Unsecured Creditors to Get 15% Haircut in Plan
---------------------------------------------------------
Sehar, Inc., submitted a Plan and a Disclosure Statement.
Sehar Inc., has been paying Interra Credit Union the monthly amount
of $81,400.50 since the filing of the chapter 11. In addition to
these monthly payments, Sehar Inc. has been paying all operating
expenses, as well as, the US Trustee fees. Sehar believes this
demonstrates it has the financial capacity to make the proposed
monthly payments to Interra Credit Union as well as continuing to
fund the daily operations of the corporation.
The Plan classifies claims as follows:
* Class One: Administrative Expenses. Class One is composed of a
whole use of Claims for cost and expenses of administration include
Court cost, professional fees of counsel for the Debtor and
accounting professionals as approved by the Court and US Trustee
fees on and after the filing date or otherwise incurred in
connection with the preparation in filing of the debtors petition
herein to the extent allowed in order paid by the Court personally
to 11 USC Section 503 (b2) as well as such cost and fees incurred
after confirmation of the Plan.
* Class Two: Class Two consist of the secured Claim of Interra
Credit Union secured by the Debtors real estate personal property
and accounts.
* Class Three: Class Three will consist of secured Claims held
in the form of mechanics liens on real property of the Debtor in
the Kendallville location.
* Class Four: Class Four will consist of unsecured Claims. This
Class shall include any Claims not specifically listed above. These
Claims total approximately $405,566.
Under the Plan, Interra will retain its full lien and will continue
to receive payments when the Plan is confirmed. Interra will be
paid within 15 years and would gain additional interest in the
amount of $5,445,703. At a monthly payment of $81,704, would
provide Interra with $25,423,720 in payments. The remaining
balance would be paid as a balloon payment at the end of 15 years
would be $10,798,654.
Class 3 will be paid in full less 15% of the total amount, and the
payment will be made by the disbursement agent upon completion,
inspecition and the delivery of a warranty.
Class 4 will be paid in full minus 15% of the total amount and will
be paid by the disbursing agent upon completion, inspection and the
delivery of a warranty.
Interrra Credit Union claims a security interest in all assets of
the Debtor including real, personal and intangible property. It is
estimated that at a sale in a chapter 7 liquidation of the Debtor's
assets the gross sales would be in the amount of approximately
$12,000,000. Interra Credit Union is owed $16,500,000 therefore no
distribution to unsecured creditors would be available.
A full-text copy of the Disclosure Statement dated Sept. 14, 2020,
is available at https://tinyurl.com/y2plncvm from PacerMonitor.com
at no charge.
Attorney for Debtor:
Fred Wehrwein
1910 St. Joe Center Rd, #52
Fort Wayne, IN 46825
Tel: 260-480-5700
About Sehar Inc.
Based in Middlebury, Indiana, Sehar, Inc., is a real estate
development corporation that develops travel centers. The travel
centers, currently located in Goshen and Kenallville, Indiana,
consist of a convenience store, restaurant, shower facilities,
truck parking as well as other amenities.
On May 11, 2020, Sehar sought Chapter 11 protection (Bankr. N.D.
Ind. Case No. 20-30785). The petition was signed by Sehar
President Harpreet Singh. At the time of the filing, Debtor
disclosed total assets of $56,351,600 and total liabilities of
$27,960,931. Fred Wehrwein, P.C. is Debtor's legal counsel.
SEHAR INC: US Trustee Says Disclosures Insufficient
---------------------------------------------------
Nancy J. Gargula, United States Trustee, by Susan Jaffe Roberts,
Assistant United States Trustee, objects to the Disclosure
Statement filed by debtor Sehar
The U.S. Trustee says that:
* The Disclosure Statement fails to provide adequate information
regarding the Debtor's Liquidation Analysis. The Liquidation
consists of bare allegations that the value of the sale of Debtor's
assets would be approximately $12 million as opposed to the current
amount of the Debtor's secured debt of $16,500,000. owed to Interra
Credit Union.
* The Debtor's projected cash flow and income statement is
inadequate because it fails to include projected amounts of regular
chapter 11 plan payments. Without this information, there is
insufficient information for creditors and parties in interest to
evaluation whether the proposed Plan is feasible.
* The Disclosure Statement fails to provide adequate information
in connection with its discussion of the refinancing of its
obligations to Interra Credit Union. The Debtor has provided no
information as to whether Interra Credit Union has consented to the
terms in the Disclosure Statement.
* The Disclosure Statements does not provide adequate
information as to whether the mechanics' lien creditors have
consented to such treatment or whether the Debtor disputes such
claims or intends to attempt to avoid such liens.
* The Disclosure Statement does not provide adequate information
regarding the treatment of the Debtor's Scheduled obligations to
insider affiliates, American Petroleum, Inc. and Singh Petroleum,
Inc., which are owed $9,450,186.00 and $1,099,283.00 respectively.
* The Disclosure Statement does not provide adequate information
or justification regarding the improperly broad scope of the
releases provided to the Debtor and others in the Exculpation
provision of the Plan.
A full-text copy of the United States Trustee's objection dated
October 13, 2020, is available at https://tinyurl.com/yyh2zmeu from
PacerMonitor.com at no charge.
About Sehar Inc.
Based in Middlebury, Indiana, Sehar, Inc., is a real estate
development corporation that develops travel centers. The travel
centers, currently located in Goshen and Kenallville, Indiana,
consist of a convenience store, restaurant, shower facilities,
truck parking as well as other amenities.
On May 11, 2020, Sehar sought Chapter 11 protection (Bankr. N.D.
Ind. Case No. 20-30785). The petition was signed by Sehar
President Harpreet Singh. At the time of the filing, Debtor
disclosed total assets of $56,351,600 and total liabilities of
$27,960,931. Fred Wehrwein, P.C. is Debtor's legal counsel.
SERES THERAPEUTICS: Incurs $30.3 Million Net Loss in Third Quarter
------------------------------------------------------------------
Seres Therapeutics, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $30.28 million on $1.42 million of total revenue for the three
months ended Sept. 30, 2020, compared to a net loss of $16.41
million on $7.03 million of total revenue for the three months
ended Sept. 30, 2019.
For the nine months ended Sept. 30, 2020, the Company reported a
net loss of $70.87 million on $15.65 million of total revenue
compared to a net loss of $51.50 million on $26.88 million of total
revenue for the nine months ended Sept. 30, 2019.
As of Sept. 30, 2020, the Company had $356.20 million in total
assets, $168.15 million in total liabilities, and $188.05 million
in total stockholders' equity.
As of Sept. 30, 2020, the Company had an accumulated deficit of
$530,524,000 and cash, cash equivalents and investments of
$320,312,000. For the nine months ended Sept. 30, 2020, the
Company incurred a loss of $70,875,000 and used $75,683,000 of cash
in operations. The Company expects that its operating losses and
negative cash flows will continue for the foreseeable future. The
Company expects that its cash, cash equivalents and short and
long-term investments at Sept. 30, 2020 of $320,312,000 will be
sufficient to fund its operating expenses and capital expenditure
requirements for at least the next 12-months from issuance of the
financial statements. The future viability of the Company beyond
that point is dependent on its ability to raise additional capital
to finance its operations.
The Company is eligible to receive contingent milestone payments
under its license and collaboration agreement with Nestec Ltd., an
affiliate of Nestle Health Science US Holdings, Inc. and Nestle,
both significant stockholders of the Company, if certain
development milestones are achieved. However, these milestones are
uncertain and there is no assurance that the Company will receive
any of them. Until such time, if ever, as the Company can generate
substantial product revenue, the Company will finance its cash
needs through a combination of public or private equity offerings,
debt financings, governmental funding, collaborations, strategic
partnerships, or marketing, distribution or licensing arrangements
with third parties. The Company may not be able to obtain funding
on acceptable terms, or at all. The Company said that if it is
unable to raise additional funds as and when needed, it would have
a negative impact on the Company's financial condition, which may
require the Company to delay, reduce or eliminate certain research
and development activities and reduce or eliminate discretionary
operating expenses, which could constrain the Company's ability to
pursue its business strategies.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1609809/000156459020052273
/mcrb-10q_20200930.htm
About Seres Therapeutics
Seres Therapeutics, Inc. (Nasdaq: MCRB) --
http://www.serestherapeutics.com/-- is a microbiome therapeutics
platform company developing a novel class of biological drugs that
are designed to treat disease by restoring the function of a
dysbiotic microbiome, where the state of bacterial diversity and
function is imbalanced. Seres' SER-287 program has obtained Fast
Track and Orphan Drug designation from the U.S. Food and Drug
Administration and is being evaluated in a Phase 2b study in
patients with active mild-to-moderate ulcerative colitis. Seres'
SER-109 program has obtained Breakthrough Therapy and Orphan Drug
designations from the FDA and is in Phase 3 development for
recurrent C. difficile infection. Seres is also developing SER-401
in a Phase 1b study in patients with metastatic melanoma.
Seres Therapeutics reported a net loss of $70.28 million for the
year ended Dec. 31, 2019, compared to a net loss of $98.94 million
for the year ended Dec. 31, 2018. As of March 31, 2020, the
Company had $110.62 million in total assets, $172.27 million in
total liabilities, and a total stockholders' deficit of $61.65
million.
PricewaterhouseCoopers LLP, in Boston, Massachusetts, the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated March 2, 2020, citing that the Company has incurred
losses and negative cash flows from operations since its inception
that raise substantial doubt about its ability to continue as a
going concern.
SHOPPINGTOWN MALL: Nov. 20 Hearing on Disclosure Statement
----------------------------------------------------------
Judge Carlota M. Böhm has entered an order that the hearing to
consider the approval of the Third Amended Disclosure Statement of
Shoppingtown Mall NY LLC is rescheduled to November 20, 2020, at
10:00 A.M. via the Zoom Video Conference Application ("Zoom").
The Court has reserved the entire day on November 20, 2020, for the
Disclosure Statement Hearing, and parties may present evidence at
that time.
About Shoppingtown Mall NY
Shoppingtown Mall NY LLC owns and operates the shopping center
known as "ShoppingTown Mall" located at 3649 Erie Boulevard East,
Dewitt, NY 13214
Shoppingtown Mall NY sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million, and liabilities of
between $10 million and $50 million. The case is assigned to Judge
Carlota M. Bohm. Bernstein-Burkley, P.C., is the Debtor's counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
SHOPPINGTOWN MALL: Taxing Entities Say Plan Remains Unconfirmable
-----------------------------------------------------------------
Jamesville-DeWitt Central School District and the Town of Dewitt
(collectively, the Taxing Entities), object ("Second Objection") to
approval of the Third Amended Disclosure Statement to Accompany
Amended Chapter 11 Plan Of Reorganization of Debtor Shoppingtown
Mall NY LLC.
In support of this Second Objection, the Taxing Entities claim:
* The Debtor's Third Amended Disclosure Statement fails to
address the issues raised by the Taxing Entities in response to the
Debtor's prior disclosure statement, despite the Taxing Entities'
participation in the process set forth by this Court.
* The information set forth in the Third Amended Disclosure
Statement with respect to such transfers is incomplete and
misleading although the Debtor incorporated conclusory references
to affiliate transfers in an attempt to satisfy the Taxing Entities
concerns.
* The Debtor completely fails to mention over $12 million in
affiliate transfers, and in any event does not provide any
information for a creditor to determine whether the return of these
transfers could result in payment of all or part of the claims.
* Other crucial issues raised by the Taxing Entities in their
prior objection, such as failure to set forth any information on
funding contributions for redevelopment of the Mall Property, and
the Debto's failure to disclose the details of the 363 sale and bid
process on which the plan is predicated, have not been addressed.
* The Amended Plan, which has not been modified, remains
patently unconfirmable. As confirmed by the testimony of Edward
Skylaroff, the Amended Plan was filed to avoid taxes so it cannot
be confirmed pursuant to 11 U.S.C. § 1129(d).
A full-text copy of the Taxing Entities' second objection to
disclosure statement dated October 30, 2020, is available at
https://tinyurl.com/y4vdchpz from PacerMonitor at no charge.
Counsel for the Taxing Entities:
BOND, SCHOENECK & KING, PLLC
Stephen A. Donato, Esq.
Brian J. Butler, Esq.
Sara C. Temes, Esq.
Andrew S. Rivera, Esq.
One Lincoln Center
Syracuse, New York 13202
Tel: (315) 218-8000
Fax: (315) 218-8100
E-mail: sdonato@bsk.com
butlerb@bsk.com
temess@bsk.com
arivera@bsk.com
- and -
WHITEFORD, TAYLOR & PRESTON LLP
Michael J. Roeschenthaler, Esq.
Daniel R. Schimizzi, Esq.
200 First Avenue Floor 3
Pittsburgh, PA 15222
Tel: (412) 618-5601
Fax: (412) 618-5596
E-mail: mroeschenthaler@wtplaw.com
dschimizzi@wtplaw.com
About Shoppingtown Mall NY
Shoppingtown Mall NY LLC owns and operates the shopping center
known as "ShoppingTown Mall" located at 3649 Erie Boulevard East,
Dewitt, NY 13214
Shoppingtown Mall NY sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million, and liabilities of
between $10 million and $50 million. The case is assigned to Judge
Carlota M. Bohm. Bernstein-Burkley, P.C., is the Debtor's counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
SHOPPINGTOWN MALL: Unsecureds to Recover 100% in Dual Plan
----------------------------------------------------------
Shoppingtown Mall NY LLC, submitted a Third Amended Plan of
Reorganization and a corresponding Disclosure Statement on Oct. 23,
2020.
The Debtor owns and operates the shopping center known as
"ShoppingTown Mall" located at 3649 Erie Boulevard East, Dewitt,
NY 13214. As a result of the COVID-19 pandemic and the emergency
order of the Governor of New York, the ShoppingTown Mall was
required to close for a number of months.
Pursuant to a subsequent order entered by the Governor of New York,
the Debtor would have been required to make costly and excessive
upgrades to the mall's HVAC system in order to reopen the mall.
After reviewing the financial revenue for the Debtor's
month-to-month leases inside the mall and the costs to be in
compliance with the governmental order, the Debtor determined that
it was in the best interest of the estate to terminate the
month-to-month leases and sent notices to its month-to-month
tenants on Sept. 17, 2020. Because the Plan pursues either a sale
of the Property or a redevelopment of the Property, the cost of
upgrading the HVAC would have been a waste of the estate's funds
and the revenue received by the Debtor from those tenants would not
be sufficient to justify such costs. Outparcels on the Real
Property, including those structures occupied by KeyBank National
Association, Chili's Grill & Bar, and Scotch 'N Sirloin, continue
to be occupied by tenants. According to the appraisal the Debtor
commissioned, as of the Petition Date the fair market value of the
Real Property is $4,300,000. According to the appraisal that the
County commissioned, as of May 26, 2020, the fair market value of
the Debtor's Real Property is $22,000,000. The Court has not yet
determined what the value of the Real Property is for purposes of
this Plan.
While the Debtor believes that the best means of maximizing the
value of the estate for the benefit of creditors is to redevelop
its Real Property as necessary to attract mixed-use tenants, this
is based upon the Debtor's belief that the Real Property has a
current value of approximately $4,300,000. The Debtor recognizes
that the value of the Real Property is in dispute. Pursuant to
the adversary proceeding in this Case against Onondaga County, New
York (the "County"), Jamesville-Dewitt Central School District (the
"School District"), the Town of Dewitt (the "Town," and
collectively with the County and School District, the "Taxing
Bodies"), and Onondaga County Department of Water Environment
Protection (the "WEP," and together with the Taxing Bodies, the
"Defendants") filed at A.P. No. 19-02116-CMB (the "Adversary
Proceeding"), the Taxing Bodies and the Debtor each commissioned
appraisals of the Real Property. In order to conduct a marketing
process for all the Debtor's Real Property, the Debtor, if it has
not already, will be filing a motion to sell the Debtor's Real
Property and a bidding procedures motion. As set forth in the
aforementioned motions and the Plan, Debtor proposes to either:
(a) sell the Real Property to any bidder who makes the highest
and best Qualified Bid from which the estate would realize net
sale proceeds of not less than $15,000,000, and that has been
approved by the Bankruptcy Court in a Final Order, following which
creditors will receive their pro rata distribution of the net sale
proceeds as set forth in section 5.2 of the Plan; or,
(b) if no such bid is forthcoming or if any such bid is
forthcoming but is not a Qualified Bid or is not approved by the
Bankruptcy Court, then that holders of allowed Claims and Equity
Interests shall be treated as set forth in section 5.1 of the
Plan.
If the Real Property is not sold, then holders of Equity Interests
shall continue to own the "reorganized" Debtor following
confirmation of the Plan. Under the Debtor's proposed Plan, the
Debtor is paying the value of the Secured Creditors' Allowed
Secured Claims, all administrative expenses and all Allowed
Unsecured Claims in full. In order to achieve that same result
under a sale of the Real Property, the Debtor requires a minimum
$15,000,000 bid for the Real Property since, unlike the Plan, the
sale would not cap the Taxing Bodies' claims at the value of the
Real Property. As such, if the Debtor accepted a bid for less than
$15,000,000, only the Taxing Bodies would receive a benefit and the
other creditors would receive less than they would under the
proposed Plan.
The Debtor intends to seek the retention of Elliot Bogod of
Broadway Realty as a broker for the sale of the Real Property, but
it will employ whoever the Court authorizes to perform such
services. Any Creditor with an Allowed Secured Claim will have the
right to credit bid on the sale of the Real Property in an amount
equal to the determined value of its Secured Claim. During the
sale process, the Taxing Bodies will have access to the consult the
broker and the broker will provide the Taxing Bodies with
information regarding any expressions of interest from other
parties, including whether such offers constitute qualified bids.
The Debtor will have sole discretion to determine whether a bid is
a qualified bid and what bid is the highest and best bid.
Treatment of Claims
Class 1 shall consist of the Secured Claim of the WEP to the extent
that (i) the WEP holds or asserts liens on the Real Property and
(ii) the Allowed amount of the Class 1 Claim does not exceed the
value of the Real Property, as determined by the Adversary
Proceeding, less any Claims secured by liens held by other
Creditors that have priority over all or part of WEP's liens. Any
dollar amount by which the Class 1 Claim exceeds the amount thereof
that is Allowed as a Secured Claim (the "WEP Deficiency Claim")
shall be classified as a Class 6 Unsecured Claim unless the Holder
thereof elects treatment of its Allowed Class 1 Claim under 11
U.S.C. Sec. 1111(b). Allowed Class 1 Secured Claims shall be paid
in full on the Effective Date of the Plan.
Classes 2, 3, and 4 are made up of the Allowed Secured Claims of
the County, the Town, and the School District, respectively. If
the County, Town, and/or School District reject the Plan, then the
Debtor shall pay the rejecting Taxing Bodies' Class 2, 3, and/or 4
Claim(s) in equal quarterly installments, (consisting of principal
plus interest thereon from and after the Effective Date at the rate
of 4 percent per annum, amortized over a period of 25 years),
commencing on the last calendar day of the third full calendar
month after the Effective Date, and continuing on the last calendar
day every third month thereafter until the Allowed Class 2, 3,
and/or 4 Secured Claim(s) is paid in full.
If the County, Town and/or School District accept the Plan, the
Debtor will instead pay the accepting Taxing Bodies' Class 2, 3,
and 4 Claims(s) in equal quarterly installments (consisting of
principal plus interest thereon from and after the Effective Date
at the rate of four percent (4%) per annum, amortized over a period
of 25 years), commencing on the last calendar day of the third full
calendar month after the Effective Date, and continuing on the last
calendar day of every third month thereafter, until the last day of
the 120th month after the Effective Date, when all unpaid principal
of the Allowed Class 2 Secured Claim(s) and accrued interest
thereon shall be due and payable in full.
Claims of the DIP Lender will be Class 5 Claims. For a period of
five years after the Effective Date, the Debtor will pay to the DIP
Lender monthly, interest-only payments in an amount equal to 3
percent per annum on the aggregate unpaid principal amount of (a)
the Outstanding DIP Loan plus (b) any additional amounts the Debtor
borrows under the Exit Facility ((a) and (b) together, the
"Aggregate DIP Loan Amount"). Commencing on the date that is five
years after the Effective Date (that date is the "DIP Loan
Repayment Commencement Date"), and continuing on the last day of
each month thereafter for sixty (60) months, the Debtor shall pay
the unpaid balance of the Aggregate DIP Loan Amount to the DIP
Lender in equal monthly installments of principal plus interest
(such interest accruing from and after the DIP Loan Repayment
Commencement Date) at the rate of 3 percent per annum, unless the
Debtor and the DIP Lender agree otherwise.
Each Holder of a Class 6 Claim shall be paid 100 percent of its
Allowed Class 6 Claim on the effective date of the Plan.
Class 7 General Unsecured Creditors will be paid 100 percent of
their claims in quarterly installments, commencing on last calendar
day of the third full calendar month after the Effective Date, and
continuing on the last calendar day of every third month
thereafter, over a period of five years, without interest. If,
however, the Holder of a Class 7 Claim selects alternative
treatment, then the Holder of such a Class 7 Claim shall be paid 50
percent of its Allowed Claim in a single distribution in full
satisfaction of its Claim on the Effective Date of its Claim.
Class 8 shall consist of the Claims of Insider unsecured creditors.
Each Holder of a Class 8 Claim shall be paid 100 percent of its
Claim in quarterly installments, commencing 30 days after the final
Distributions are made to Holders of Allowed Class 7 Claims who
have not selected Alternative Treatment, and continuing on the last
calendar day of every third month thereafter, over a period of five
years, without interest.
Class 9 will consist of the equity holders, Beacon Commercial
Limited and AT Realty Holdings, LLC. Beacon and AT will make an
equity contribution to the Debtor on the Effective Date in an
amount necessary to fund any unpaid Allowed professional fees and
expenses. In exchange for such equity contribution, Beacon and AT
shall retain their Equity Interests and all rights pertaining to
their Equity Interests in the Debtor. Holders of Class 9 Claims are
to receive no Distributions.
A full-text copy of the Third Amended Disclosure Statement dated
Oct. 23, 2020, is available at
https://www.pacermonitor.com/view/TDTDL7Y/Shoppingtown_Mall_NY_LLC__pawbke-19-23178__0407.0.pdf?mcid=tGE4TAMA
Attorneys for the Debtor:
Kirk B. Burkley, Esquire
Sarah E. Wenrich, Esquire
BERNSTEIN-BURKLEY, P.C.
707 Grant Street, Gulf Tower
Suite 2200
Pittsburgh, PA 15219
Telephone: (412) 456-8108
Facsimile: (412) 456-8135
kburkley@bernsteinlaw.com
swenrich@bernsteinlaw.com
About Shoppingtown Mall NY
Shoppingtown Mall NY LLC owns and operates the shopping center
known as "ShoppingTown Mall" located at 3649 Erie Boulevard East,
Dewitt, NY 13214
Shoppingtown Mall NY sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13,
2019. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million, and liabilities of
between $10 million and $50 million. The case is assigned to Judge
Carlota M. Bohm. Bernstein-Burkley, P.C., is the Debtor's counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
SIZZLER USA: In Chapter 11 to Renegotiate Leases
------------------------------------------------
Vince Sullivan of Law360 reports that family-themed steakhouse
chain Sizzler filed for Chapter 11 protection, saying it needed to
renegotiate the terms of its leases as it deals with the economic
fallout of the COVID-19 outbreak.
In initial filings made in San Jose bankruptcy court, Sizzler USA
said it needed to change the terms of the leases governing its 14
corporate-owned restaurants to allow it to continue operating the
business after restrictions enacted in light of the coronavirus
pandemic impacted its revenue this year.
"Many restaurant brands across the country have suffered because of
COVID-19 and Sizzler USA is no exception," President and Chief
Services Officer Chris Perkins said in a statement. "Our current
financial state is a direct consequence of the pandemic's economic
impact due to long-term indoor dining closures and landlords'
refusal to provide necessary rent abatements."
"But today's decisive action to build a stronger future for Sizzler
will allow us not only to do everything we can to support our
employees and franchisees during this time, but also to be
better-positioned for growth as we emerge to become a more vibrant
company," Perkins continued.
In total, the chain has 107 locations in 10 states and Puerto Rico
and has been in operation for 62 years. Sizzler said it intends to
continue operating all of its restaurants during its Chapter 11
case, which it anticipates wrapping up in less than six months as
it seeks rent concessions from its landlords.
Sizzler and its subsidiaries are taking advantage of Subchapter V
of the bankruptcy code for small business debtors with less than
$7.5 million of debt as their petitions list both assets and
liabilities below $10 million.
The Mission Viejo-based company previously filed for bankruptcy
almost 25 years ago, closing more than 100 restaurants as consumer
tastes shifted away from the family casual steakhouse's offerings.
Sizzler is represented by Ori Katz, Jeannie Kim and Gianna Segretti
of Sheppard Mullin Richter & Hampton LLP.
About Sizzler
Sizzler -- https://www.sizzler.com/ -- is a United States-based
restaurant chain with headquarters in Mission Viejo, California
with locations mainly in California plus some in the adjacent
states of Washington, Arizona, New Mexico, Idaho, Utah, and Oregon.
It is known for steak, seafood, and salad bar items. Since 2011,
Sizzler restaurants outside of the United States are currently
owned by Australia-based Collins Foods, doing business as Sizzler
International, and are not related to the American firm.
Sizzler USA Real Property, Inc., and 7 related entities sought
Chapter 11 protection (Bankr. N.D. Cal. Lead
Case No. 20-30746) on Sept. 21, 2020. The Debtor was estimated to
have $1 million to $10 million in assets and liabilities as of the
filing.
SHEPPARD, MULLIN, RICHTER & HAMPTON, LLP, led by Ori Katz and
Jeannie Kim, is the Debtor's counsel.
SODAKCO LLC: To Seek Plan Confirmation on Nov. 13
-------------------------------------------------
Sodakco, LLC, filed a Plan and a Disclosure Statement on Aug. 6,
2020.
The U.S. Bankruptcy Court for the District of Arkansas approved the
Disclosure Statement on Sept. 14, 2020.
On Nov. 13, 2020 at 9:00 a.m. CST, the Court will conduct a hearing
on the confirmation of the Plan at the United States Bankruptcy
Court, 300 West Second Street, Little Rock, Arkansas 72201, before
the Honorable Richard D. Taylor.
Nov. 9, 2020 is fixed as the last day for filing and serving
written objections to confirmation of the Plan.
Nov. 9, 2020 is fixed as the last day for filing written
acceptances or rejections of the Plan.
Attorneys for Sodakco LLC:
Kevin P. Keech
KEECH LAW FIRM, P.A.
2011 S. Broadway
Little Rock, AR 72206
Tel: 501.221.3200
Fax: 501.221.3200
E-mail: kkeech@keechlawfirm.com
About Sodakco LLC
Sodakco, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D.
Ark. Case No. 19-13682) on July 17, 2019, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Kevin P. Keech, Esq., at Keech Law Firm, PA.
STOP & GO: Gets Approval to Hire David P. Lloyd as Legal Counsel
----------------------------------------------------------------
Stop & Go Airport Shuttle Service, Inc. received approval from the
U.S. Bankruptcy Court for the Northern District of Illinois to hire
David P. Lloyd, Ltd. as its legal counsel.
The firm's services will include the preparation of a Chapter 11
plan and disclosure statement, negotiation with creditors,
examination and resolution of claims filed against the estate, and
the prosecution of adversary matters.
David P. Lloyd will charge $400 per hour for its services.
The firm can be reached through:
David P. Lloyd, Esq.
David P. Lloyd, Ltd.
615B S. LaGrange Rd.
LaGrange IL 60525
Phone: 708-937-1264
Fax: 708-937-1265
About Stop & Go Airport Shuttle Service
Stop & Go Airport Shuttle Service, Inc. sought protection for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill.
Case No. 20-17814) on Sept. 29, 2020, listing under $1 million in
both assets and liabilities. Judge Donald R. Cassling oversees the
case. David P. Lloyd, Ltd. is the Debtor's legal counsel.
SUPERIOR ENERGY: Incurs $157.3 Million Net Loss in Third Quarter
----------------------------------------------------------------
Superior Energy Services, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $157.3 million on $166.9 million of total revenues for
the three months ended Sept. 30, 2020, compared to a net loss of
$38.44 million on $356.58 million of total revenues for the three
months ended Sept. 30, 2019.
For the nine months ended Sept. 30, 2020, the Company reported a
net loss of $301.87 million on $672.28 million of total revenues
compared to a net loss of $157.20 million on $1.08 billion of total
revenues for the same period during the prior year.
As of Sept. 30, 2020, the Company had $1.57 billion in total
assets, $228.93 million in total current liabilities, $1.28 billion
in long-term debt, $137.31 million in decomissioning liabilities,
$38.65 million in operating lease liabilities, $3.60 million in
deferred income taxes, $126.20 million in other long-term
liabilities, and a total stockholders' deficit of $249.74 million.
Expects to File for Bankruptcy
Superior Energy stated that, "Recent developments ... have
negatively impacted the Company's financial condition and the
Company's current forecast gives doubt to the Company's available
liquidity to repay its outstanding debt or meet its obligations.
The Company's bond and share price declines, as well as the
Company's credit rating, have over time increased the level of
uncertainty in the Company's business and impacted various key
stakeholders, including the Company's employees, customers,
suppliers and key lenders. These conditions and events indicate
that there is substantial doubt about the Company's ability to
continue as a going concern.
"... [I]n response to these developments, the Debtors expect to
make the Bankruptcy Filing. Although the Company anticipates that
the Chapter 11 Cases, if commenced, will help address its liquidity
concerns, there are a number of risks and uncertainties surrounding
the Chapter 11 Cases, including the uncertainty remaining over the
Bankruptcy Court's approval of the Plan, which are not within the
Company's control. Therefore, management has concluded that
management's current actions and plans do not alleviate substantial
doubt about the Company's ability to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/886835/000088683520000015/spnx-20200930x10q.htm
About Superior Energy Services
Headquartered in Houston, Texas, Superior Energy Services (NYSE:
SPN) -- htttp://www.superiorenergy.com -- serves the drilling,
completion and production-related needs of oil and gas companies
worldwide through a diversified portfolio of specialized oilfield
services and equipment that are used throughout the economic life
cycle of oil and gas wells.
Superior Energy incurred net losses of $255.7 million in 2019,
$858.1 million in 2018, and $205.92 million in 2017. As of June
30, 2020, the Company had $1.73 billion in total assets, $222.9
million in total current liabilities, $1.28 billion in long-term
debt, $135.7 million in decommissioning liabilities, $54.09 million
in operating lease liabilities, $2.53 million in deferred income
taxes, $125.74 million in other long-term liabilities, and a total
stockholders' deficit of $95.13 million.
The New York Stock Exchange notified the Securities and Exchange
Commission of its intention to remove the entire class of common
stock of Superior Energy Services, Inc. from listing and
registration on the Exchange on Oct. 13, 2020, pursuant to the
provisions of Rule 12d2-2(b) because, in the opinion of the
Exchange, the Common Stock is no longer suitable for continued
listing and trading on the NYSE.
TEEWINOT LIFE: Seeks to Hire Thomas Hobson as Accountant
--------------------------------------------------------
Teewinot Life Sciences Corporation seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Thomas Hobson & Company, PLLC as its certified public accountant to
prepare its 2019 tax returns.
Thomas Hobson estimates the fee for preparing the Returns to be
between $5,000 and $9,000.
Thomas Hobson does not represent or hold any interest adverse to
the Debtor or to the estate with respect to the matters upon which
he is to be engaged, according to court filings.
The firm can be reached through:
Thomas A. Hobson, II
Thomas Hobson & Company, PLLC
3403 W Fletcher Ave
Tampa, FL 33618
Phone: +1 813-269-2727
About Teewinot Life Sciences Corp.
Teewinot Life Sciences Corp. operates as a Tampa, Fla.-based
biotechnology pharmaceutical company focused on the biosynthetic
production of pure pharmaceutical grade cannabinoids.
Teewinot Life Sciences sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-06489) on Aug. 27,
2020. Scott Foss-Kilburn, chief restructuring officer, signed the
petition. At the time of the filing, Debtor had estimated assets
of $25,993,546 and liabilities of $13,671,110.
Stichter, Riedel, Blain & Postler, P.A. is Debtor's legal counsel.
THOMAS R. MCCONNELL: $164K Sale of Muncie Property to Viswam Okayed
-------------------------------------------------------------------
Judge Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana authorized the private sale by Thomas
R. McConnell and Susan K. McConnell of the parcel of real property
located at 2113 W. Washington Street, Muncie, Indiana to Vishal
Viswam for $164,000.
The sale is free and clear of all liens.
The closing must occur on Nov. 9, 2020 or within the next 30 days.
Thomas R. McConnell and Susan K. McConnell sought Chapter 11
protection (Bankr. S.D. Ind. Case No. 19-07217) on Sept. 26, 2019.
The Debtors tapped John Woodrow Nelson, Esq., at Law Offices of
John Nelson as counsel.
TOWN SPORTS: Gets Approval to Hire Epiq as Administrative Advisor
-----------------------------------------------------------------
Town Sports International, LLC and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Epiq Corporate Restructuring, LLC as their administrative advisor.
Epiq will provide the following services:
(a) assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(d) provide a confidential data room, if requested; and
(e) manage and coordinate any distributions pursuant to a
Chapter 11 plan.
Brian Hunt, consulting director at Epiq, disclosed in court filings
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Brian Hunt
Epiq Corporate Restructuring, LLC
777 Third Avenue
11th and 12th Floors
New York, NY 10017
Phone: +1 212 225 9200
About Town Sports International
Town Sports International, LLC and its subsidiaries are owners and
operators of fitness clubs in the United States, particularly in
the Northeast and Mid-Atlantic regions. As of Dec. 31, 2019, Town
Sports operated 186 fitness clubs under various brand names,
collectively serving approximately 605,000 members. Town Sports
owns and operates brands such as New York Sports Clubs, Boston
Sports Clubs, Philadelphia Sports Clubs, Washington Sports Clubs,
Lucille Roberts and Total Woman.
Town Sports and several of its affiliates filed for bankruptcy
protection (Bankr. D. Del. Lead Case No. 20-12168) on Sept. 14,
2020. The petitions were signed by Patrick Walsh, chief executive
officer.
The Debtors were estimated to have $500 million to $1 billion in
consolidated assets and consolidated liabilities.
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors have tapped Kirkland & Ellis and Young Conaway Stargatt
& Taylor, LLP as their bankruptcy counsel, and Houlihan Lokey, Inc.
as their financial advisor and investment banker. Epiq Corporate
Restructuring, LLC serves as claims and noticing agent and
administrative advisor.
TOWN SPORTS: Gets Approval to Hire Young Conaway as Co-Counsel
--------------------------------------------------------------
Town Sports International, LLC and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Young Conaway Stargatt & Taylor, LLP.
Young Conaway will serve as co-counsel with Kirkland & Ellis LLP
and Kirkland & Ellis International LLP, the other firms hired by
the Debtors to handle their Chapter 11 cases.
The principal attorneys and paralegal presently designated to
represent the Debtors, and their current standard hourly rates,
are:
Robert S. Brady $1,025
Sean T. Greecher $715
Allison S. Mielke $490
Michael V. Girello (paralegal) $305
Robert Brady, Esq., a partner at Young Conaway, disclosed in court
filings that the firm is a "disinterested person" as that term is
defined in section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Brady made the following disclosures:
a. Young Conaway has not agreed to a variation of its standard
or customary billing arrangements for this engagement;
b. None of the firm's professionals included in this
engagement have varied their rate based on the geographic location
of the Chapter 11 cases;
c. Young Conaway was retained by the Debtors pursuant to an
engagement agreement dated as of June 24, 2020. The billing rates
and material terms of the pre-petition engagement are the same as
the rates and terms proposed by the firm.
d. The Debtors will be approving a prospective budget and
staffing plan for Young Conaway's engagement for the post-petition
period as appropriate. In accordance with the U.S. Trustee
Guidelines, the budget may be amended as necessary to reflect
changed or unanticipated developments.
The firm can be reached through:
Robert S. Brady, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Phone: 302-571-6600
Fax: 302-571-1253
About Town Sports International
Town Sports International, LLC and its subsidiaries are owners and
operators of fitness clubs in the United States, particularly in
the Northeast and Mid-Atlantic regions. As of Dec. 31, 2019, Town
Sports operated 186 fitness clubs under various brand names,
collectively serving approximately 605,000 members. Town Sports
owns and operates brands such as New York Sports Clubs, Boston
Sports Clubs, Philadelphia Sports Clubs, Washington Sports Clubs,
Lucille Roberts and Total Woman.
Town Sports and several of its affiliates filed for bankruptcy
protection (Bankr. D. Del. Lead Case No. 20-12168) on Sept. 14,
2020. The petitions were signed by Patrick Walsh, chief executive
officer.
The Debtors were estimated to have $500 million to $1 billion in
consolidated assets and consolidated liabilities.
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors have tapped Kirkland & Ellis and Young Conaway Stargatt
& Taylor, LLP as their bankruptcy counsel, and Houlihan Lokey, Inc.
as their financial advisor and investment banker. Epiq Corporate
Restructuring, LLC serves as claims and noticing agent and
administrative advisor.
TOWN SPORTS: Gets OK to Hire Houlihan Lokey as Investment Banker
----------------------------------------------------------------
Town Sports International, LLC and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Houlihan Lokey Capital, Inc. as their investment banker.
The firm's services will include:
(a) assisting the Debtors in the development and distribution
of selected information, documents and other materials, including,
if appropriate, advising the Debtors in the preparation of an
offering memorandum;
(b) assisting the Debtors in evaluating indications of
interest and proposals regarding any transaction from current or
potential lenders, equity investors, acquirers or strategic
partners;
(c) assisting the Debtors in the negotiation of any
transaction, including participating in negotiations with creditors
and other parties involved in any transaction;
(d) providing expert advice and testimony regarding financial
matters related to any transaction, if necessary;
(e) attending meetings of the Debtors' Board of Directors,
creditor groups, official constituencies and other interested
parties, as the Debtors and Houlihan Lokey mutually agree; and
(f) providing such other investment banking services as may be
agreed upon by Houlihan Lokey and the Debtors.
Houlihan Lokey will be paid as follows:
(a) Monthly Fees: In addition to the other fees provided for,
upon the first monthly anniversary of the Effective Date, and on
every monthly anniversary of the Effective Date during the term of
this Agreement, the
Debtors shall pay Houlihan Lokey in advance, without notice or
invoice, a nonrefundable cash fee of $150,000. Each Monthly Fee
shall be earned upon Houlihan Lokey's receipt thereof in
consideration of Houlihan Lokey accepting the engagement and
performing services.
Following the third payment of a Monthly Fee, 50 percent of future
Monthly Fees previously paid on a timely basis to Houlihan Lokey
shall be credited against the next Transaction Fee to which
Houlihan Lokey becomes entitled under the Engagement Agreement (it
being understood and agreed that no Monthly Fee shall be credited
more than once), except that, in no event, shall such Transaction
Fee be reduced below zero.
(b) Transaction Fee: In addition to the other fees provided
for, the Debtors shall pay Houlihan Lokey the following transaction
fee:
i. Restructuring Transaction Fee. Upon the earlier to
occur of: (i) in the case of an out-of-court Restructuring
Transaction, the effectiveness of all necessary waivers, consents,
amendments or restructuring agreements between any entity
comprising the Debtors and the Debtors' creditors or the closing of
such Restructuring Transaction; and (ii) in the case of an in-court
Restructuring Transaction, the date of confirmation of a plan of
reorganization or liquidation under Chapter 11 or Chapter 7 of the
Bankruptcy Code pursuant to an order of the applicable bankruptcy
court or the effective date of a confirmed plan of reorganization
or liquidation under Chapter 11 or Chapter 7 of the Bankruptcy Code
or upon the sale of substantially all of the Debtors's assets under
section 363 of the Bankruptcy Code, Houlihan Lokey shall earn, and
the Debtors shall promptly pay to Houlihan Lokey, a cash fee of
$2,000,000. The Restructuring Transaction Fee shall only be paid to
Houlihan Lokey in connection with a Restructuring Transaction that
has received requisite board approval from the applicable Debtor.
ii. Financing Transaction Fee. Upon the first closing of
a Financing Transaction (and upon each subsequent closing and
receipt of proceeds thereof, if any), the Debtors shall pay
Houlihan Lokey a cash fee equal to the sum of (i) $250,000 for the
aggregate principal amount of all debt or equity capital raised
from, placed with or committed by Invesco Ltd., ABRY Partners, LLC
or CIFC LLC and (ii) 1.0 percent of the aggregate principal amount
of all debt or equity capital raised from, placed with or committed
by parties other than Invesco Ltd., ABRY Partners, LLC and CIFC
LLC; provided, however, that the Financing Transaction Fee related
to the proposed postpetition financing provided by Tacit Capital,
LLCshall be $250,000. Additionally, 50 percent of the Financing
Transaction Fee earned on account of the Tacit DIP shall be
credited against the next Transaction Fee to which Houlihan Lokey
becomes entitled under the Engagement Agreement (it being
understood and agreed that no Financing Transaction Fee shall be
credited more than once), except that, in no event, shall any
Transaction Fee be reduced below zero).
If the Debtors receive debt capital from the Federal Reserve's Main
Street Lending Program, the Debtors shall pay Houlihan Lokey the
Financing Transaction Fee in accordance with the calculation in the
preceding sentence; however, the amount of such portion of the
Financing Transaction Fee shall be credited against the next
Restructuring Transaction Fee to which Houlihan Lokey becomes
entitled hereunder (it being understood and agreed that such
portion shall not be credited more than once), except that, in no
event, shall such Restructuring Transaction Fee be reduced below
zero. Any warrants issued in connection with the raising of debt or
equity capital shall, upon the exercise thereof, be considered
equity for the purpose of calculating the Financing Transaction
Fee, and such portion of the Financing Transaction Fee shall be
paid upon such exercise and from the gross proceeds thereof,
regardless of any prior termination or expiration of the Engagement
Agreement. If the proceeds of any such Financing Transaction are to
be funded in more than one stage, Houlihan Lokey shall be entitled
to its applicable compensation hereunder upon the closing date of
each stage. The Financing Transaction Fee shall be payable in
respect of any sale of securities whether such sale has been
arranged by Houlihan Lokey, by another agent or directly by the
Debtors or any of its affiliates. Any non-cash consideration
provided to or received in connection with the Financing
Transaction (including but not limited to intellectual or
intangible property) shall be valued for purposes of calculating
the Financing Transaction Fee as equaling the number of Securities
issued in exchange for such consideration multiplied by (in the
case of debt securities) the face value of each such Security or
(in the case of equity securities) the price per Security paid in
the then current round of financing. The fees set forth herein
shall be in addition to any other fees that the Debtors may be
required to pay to any investor or other purchaser of Securities to
secure its financing commitment.
Jason Feintuch, a managing director at Houlihan Lokey, disclosed in
court filings that the firm is a "disinterested person" within the
meaning of Bankruptcy Code Section 101(14).
The firm can be reached through:
Jason Feintuch
Houlihan Lokey Capital, Inc.
245 Park Avenue, 20th Fl.
New York, NY 10167
Tel: 212-497-7876
Fax: 212-661-3070
About Town Sports International
Town Sports International, LLC and its subsidiaries are owners and
operators of fitness clubs in the United States, particularly in
the Northeast and Mid-Atlantic regions. As of Dec. 31, 2019, Town
Sports operated 186 fitness clubs under various brand names,
collectively serving approximately 605,000 members. Town Sports
owns and operates brands such as New York Sports Clubs, Boston
Sports Clubs, Philadelphia Sports Clubs, Washington Sports Clubs,
Lucille Roberts and Total Woman.
Town Sports and several of its affiliates filed for bankruptcy
protection (Bankr. D. Del. Lead Case No. 20-12168) on Sept. 14,
2020. The petitions were signed by Patrick Walsh, chief executive
officer.
The Debtors were estimated to have $500 million to $1 billion in
consolidated assets and consolidated liabilities.
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors have tapped Kirkland & Ellis and Young Conaway Stargatt
& Taylor, LLP as their bankruptcy counsel, and Houlihan Lokey, Inc.
as their financial advisor and investment banker. Epiq Corporate
Restructuring, LLC serves as claims and noticing agent and
administrative advisor.
TOWN SPORTS: Gets OK to Hire Kirkland & Ellis as Legal Counsel
--------------------------------------------------------------
Town Sports International, LLC and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Kirkland & Ellis LLP and Kirkland & Ellis International LLP as
their legal counsel.
Kirkland & Ellis will render these legal services:
(a) advise Debtors with respect to their powers and duties in
the continued management and operation of their businesses and
properties;
(b) advise and consult on the conduct of Debtors' 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
Debtors' estates;
(e) prepare pleadings;
(f) represent Debtors in connection with obtaining authority
to continue using cash collateral and post-petition financing;
(g) advise Debtors in connection with any potential sale of
assets;
(h) appear before the court and any appellate courts;
(i) advise Debtors regarding tax matters;
(j) take any necessary action 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 Debtors in
connection with the prosecution of the cases.
Kirkland's hourly rates are as follows:
Partners $1,075 - $1,845
Of Counsel $625 - $1,845
Associates $610 - $1,165
Paraprofessionals $245 - $460
Kirkland made the following disclosures in response to the request
for additional information set forth in Paragraph D.1. of the
Revised U.S. Trustee Guidelines:
-- Kirkland and the Debtors have not agreed to any variations
from, or alternatives to, Kirkland's standard billing arrangements
for this engagement.
-- The hourly rates used by Kirkland in representing the Debtors
are consistent with the rates that Kirkland charges other
comparable Chapter 11 clients regardless of the location of the
case.
-- Kirkland's current hourly rates for services rendered on
behalf of the Debtors are as follows:
Billing Category U.S. Range
Partners $1,075 - $1,845
Of Counsel $625 - $1,845
Associates $610 - $1,165
Paraprofessionals $245 - $460
-- The Debtors approved Kirkland's budget and staffing plan for
the period from Sept. 14 to Dec. 31, 2020.
Nicole L. Greenblatt, president of Nicole L. Greenblatt, P.C., a
partner of Kirkland, disclosed in court filings that the firms are
"disinterested persons" as defined in Section 101(14) of the
Bankruptcy Code.
Kirkland can be reached through:
Nicole L. Greenblatt, , Esq.
Nicole L. Greenblatt, P.C.
Kirkland & Ellis LLP
Kirkland & Ellis International LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
About Town Sports International
Town Sports International, LLC and its subsidiaries are owners and
operators of fitness clubs in the United States, particularly in
the Northeast and Mid-Atlantic regions. As of Dec. 31, 2019, Town
Sports operated 186 fitness clubs under various brand names,
collectively serving approximately 605,000 members. Town Sports
owns and operates brands such as New York Sports Clubs, Boston
Sports Clubs, Philadelphia Sports Clubs, Washington Sports Clubs,
Lucille Roberts and Total Woman.
Town Sports and several of its affiliates filed for bankruptcy
protection (Bankr. D. Del. Lead Case No. 20-12168) on Sept. 14,
2020. The petitions were signed by Patrick Walsh, chief executive
officer.
The Debtors were estimated to have $500 million to $1 billion in
consolidated assets and consolidated liabilities.
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors have tapped Kirkland & Ellis and Young Conaway Stargatt
& Taylor, LLP as their bankruptcy counsel, and Houlihan Lokey, Inc.
as their financial advisor and investment banker. Epiq Corporate
Restructuring, LLC serves as claims and noticing agent and
administrative advisor.
TUESDAY MORNING: Plans to Exit Bankruptcy by December
-----------------------------------------------------
Talk Business & Politics reports that off-price discounter Tuesday
Morning said it plans to exit bankruptcy by early December behind a
plan to permanently close 230 of its 687 stores, including two in
central Arkansas (Conway and Little Rock) that were shuttered in
July 2020.
Tuesday Morning still operates 10 Arkansas locations including
stores in Fayetteville, Fort Smith, Jonesboro, North Little Rock
and Rogers. The company said it would run about 440 stores
post-bankruptcy and it will emerge stronger.
"The prolonged and unexpected closures of our stores in response to
COVID-19 has had severe consequences on our business," Steve
Becker, CEO, said in May 2020. "Prior to the pandemic, we were
gaining momentum in our merchant organization, growing our vendor
base and improving brands, assortment and value for our customers,
while investing in our technology and corporate leadership team.
However, the complete halt of store operations for two months put
the company in a financial position that can only be effectively
addressed only through a reorganization in Chapter 11."
The Dallas-based retailer filed its reorganization plan with the
bankruptcy court in the first week of November 2020 that includes
the sale of its north Dallas headquarters and two warehouse
facilities in the Dallas-area for $60 million. This should allow
the retailer to pay its vendors.
Tuesday Morning execs said the company plans to lease back the
space it sold and remain headquartered in Dallas. A credit facility
with lenders also provides $110 million in liquidity for exiting
bankruptcy. The company also expects to raise $40 million by the
insurance of rights to purchase shares that have continued to trade
during the bankruptcy proceedings.
The company reported quarterly sales ending Sept. 30, 2020 of
$161.54 million, down from $224.43 million in the prior-year
period. The company also doubled its operating loss in the period
to a deficit of $16.488 million, according to regulatory filings.
About Tuesday Morning Corp.
Tuesday Morning Corporation, together with its subsidiaries, is a
closeout retailer of upscale home furnishings, housewares, gifts,
and related items. It operates under the trade name "Tuesday
Morning" and is one of the original "off-price" retailers
specializing in providing unique home and lifestyle goods at
bargain values. Based in Dallas, Tuesday Morning operated 705
stores in 40 states as of Jan. 1, 2020. For more information,
visit http://www.tuesdaymorning.com/
On May 27, 2020, Tuesday Morning and six affiliates sought Chapter
11 protection (Bankr. N.D. Tex. Lead Case No. 20-31476). Tuesday
Morning disclosed total assets of $92 million and total liabilities
of $88.35 million as of April 30, 2020.
The Hon. Harlin Dewayne Hale is the case judge. The Debtors tapped
Haynes and Boone, LLP as general bankruptcy counsel; Alixpartners
LLP as financial advisor; Stifel, Nicolaus & Co., Inc. as
investment banker; A&G Realty Partners, LLC as real estate
consultant; and Great American Group, LLC as liquidation
consultant. Epiq Corporate Restructuring, LLC, is the claims and
noticing agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on June 9, 2020. The committee is represented by Munsch
Hardt Kopf & Harr, P.C.
TURTLE TIME: Green Turtle Pennsylvania Franchisee in Chapter 11
---------------------------------------------------------------
The Philadelphia Business Journal reports that Turtle Time JRP 2,
LLC, which owns the Montgomery County franchise location of
Maryland-based chain The Greene Turtle Sports Bar & Grille, has
filed for Chapter 11 bankruptcy protection.
The Company has assets of $50,000 or less and debt valued between
$1,000,001 and $10 million, according to filings in the United
States Bankruptcy Court for the Eastern District of Pennsylvania.
The East Norriton restaurant was one of two franchise locations the
Maryland-based chain opened in Pennsylvania. The North Wales
location is still open for business, but the East Norriton
restaurant is no longer included on the Green Turtle chain's list
of locations.
Jiger Patel is indicated as the managing member of the Company.
Patel opened the Green Turtle location at 1100 Bethlehem Pike in
North Wales alongside partners Pranav Desai and Rajan Mahadevia
under the name The Integritty Group in 2017. The original plan was
to open 15 in a handful of Pennsylvania counties.
Of the 20 listed on court documents, the largest creditor is
Berkshire Bank for a claim of more than $2.1 million. Greene
Turtle Royalty AC is listed as a creditor for a claim of $61,444
and Green Turtle NA Co. is a creditor for a $14,418 debt. The
address for both creditors is denoted as 6990 Columbia Gateway Dr.
in Columbia, Maryland, which is the corporate office for the Greene
Turtle chain.
About Turtle Time
Turtle Time JRP 2, LLC, which owns and operates the Montgomery
County franchise location of Maryland-based chain The Greene Turtle
Sports Bar & Grille. The 6,800-square-foot, 200-seat restaurant at
2800 Dekalb Pike in East Norriton opened in August 2018. Jiger
Patel is indicated as the managing member of the company.
The Greene Turtle chain launched in Ocean City, Maryland, in 1976
and operates 38 locations across Maryland, Virginia, Delaware, New
Jersey, New York, Pennsylvania and West Virginia.
Turtle Time JRP 2, LLC, sought Chapter 11 protection (Bankr. E.D.
Pa. Case No. 20-13749) on Sept. 16, 2020. In the petition signed
by Jiger Patel, managing member, the Debtor was estimated to have
assets of up to $50,000 and liabilities of $1 million to $10
million as of the bankruptcy filing. The Hon. Eric L. Frank is the
case judge. CIARDI CIARDI & ASTIN, led by Albert A. Ciardi III,
Esq., is the Debtor's counsel.
UNITED CANVAS: Hires Potter & Company as Tax Accountant
-------------------------------------------------------
United Canvas & Sling, Inc. and its affiliates received approval
from the U.S. Bankruptcy Court for the Western District of North
Carolina to hire Potter & Company, P.A. as their tax accountant.
Potter will provide accounting services to the Debtors including,
without limitation, preparing federal and state tax returns,
accounting and bookkeeping, and consulting and tax planning.
The firm's hourly rates are as follows:
John W. Kapelar $350
Michael W. Waddell $225
Rama H. Henegar $250
Staff Personnel $130 - $170
Administrative Personnel $125
Potter is a "disinterested person" as that phrase is defined in
Sections 101(14) and 1195 of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
John W. Kapelar, CPA
Potter & Company, P.A.
114 N. Church Street
Monroe, NC 28112
Phone: (704) 283-8189
Fax: (704) 289-3439
About United Canvas & Sling Inc.
United Canvas & Sling, Inc. manufactures sporting and athletic
goods, including sports and fitness equipment.
United Canvas & Sling and two affiliates filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C.
Lead Case No. 20-30781) on Aug. 25, 2020. The petitions were signed
by John Fioretti, representative for receiver.
At the time of filing, Debtor estimated $1 million to $10 million
in both assets and liabilities.
Judge Laura T. Beyer oversees the case. Andrew T. Houston, Esq.,
at Moon Wright & Houston, PLLC, is Debtor's legal counsel.
VALARIS PLC: Seeks to Hire Deloitte Tax to Provide Tax Services
---------------------------------------------------------------
Valaris plc and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Deloitte Tax LLP to provide them with tax services.
The firm's services will include:
(i) Engagement Letter
a. Provide tax advisory services for the Debtors on federal,
foreign, state and local tax matters during the period through
December 31, 2020.
(ii) Tax Return Review Work Order
a. Provide tax advisory services for the Debtors on federal,
foreign, state and local tax matters during the period through
December 31, 2020.
(iii) Tax Restructuring Work Order
a. Advise the Debtors as they consult with their legal and
financial advisors on the cash tax effects of restructuring,
bankruptcy and the post-restructuring tax profile;
b. Advise the Debtors regarding the restructuring and
bankruptcy emergence process from a tax perspective;
c. Advise the Debtors on the cancellation of debt income for
tax purposes under Internal Revenue Code (IRC) section 108;
d. Advise the Debtors on post-restructuring tax attributes and
post-bankruptcy tax attributes (tax basis in assets, tax basis in
subsidiary stock and net operating loss carryovers) available under
the applicable tax regulations and the reduction of such attributes
based on the Debtors' operating projections;
e. Advise the Debtors on the effects of tax rules under IRC
sections 382(1)(5) and (1)(6) pertaining to the post-bankruptcy net
operating loss carryovers and limitations on their utilization and
the Debtors' ability to qualify for IRC section 382(1)(5);
f. Advise the Debtors on net built-in gain or net built-in
loss position at the time of ownership change (as defined under IRC
section 382);
g. Advise the Debtors as to the treatment of post-petition
interest for federal and state income tax purposes;
h. Advise the Debtors as to the state and federal income tax
treatment of pre-petition and post-petition reorganization costs;
i. Advise the Debtors with their evaluation and modeling of
the tax effects of liquidating, disposing of assets, merging or
converting entities as part of the restructuring;
j. Advise the Debtors on state income tax treatment and
planning for restructuring or bankruptcy provisions in various
jurisdictions;
k. Advise the Debtors on responding to tax notices and audits
from taxing authorities;
l. Assist the Debtors with identifying potential tax refunds
and advise the Debtors on procedures for tax refunds from tax
authorities;
m. Advise the Debtors on income tax return reporting of
restructuring or bankruptcy issues and related matters;
n. Assist the Debtors with documenting as appropriate, the tax
analysis, development of the Debtors' opinions, recommendation,
observations, and correspondence for any proposed restructuring
alternative tax issue or other tax matter described above (but does
not include the preparation, review or rendering advice with
respect to the Debtors' tax provision or financial reporting
purposes);
o. Advise the Debtors with non-U.S. tax implications and
structuring alternatives;
p. Advise the Debtors with their efforts to calculate tax
basis in the stock in each of Debtors' subsidiaries or other entity
interests and tax basis in assets by legal entity; and
q. As requested by the Debtors and as may be agreed to by
Deloitte Tax, advise the Debtors regarding other state or federal
income tax, and non-U.S. income tax related questions that may
arise in the course of the engagement.
Deloitte Tax will bill the Debtors at hourly rates as follows:
Professional Level Hourly Rates
Partner / Principal / Managing Director $680
Senior Manager $610
Manager $510
Senior $430
Staff $345
The hourly rates of Washington National Tax and Tax Specialists are
as follows:
Partner / Principal / Managing Director $920
Senior Manager $780
Manager $665
Senior $520
Staff $350
The Debtors paid Deloitte Tax approximately $100,000 in retainer
amounts in the 90 days prior to the Petition Date. As of the
petition date, no amounts were outstanding with respect to invoices
issued by Deloitte Tax to the Debtors prior to the petition date,
and $100,000 of the retainer amounts remained as of such date. The
firm will apply such remaining retainer amounts to fees incurred
for post-petition services performed for the Debtors.
In addition, Deloitte Tax will seek reimbursement for work-related
expenses that it incurred.
Elias Tzavelis, a partner at Deloitte Tax, 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:
Elias Tzavelis
Deloitte Tax LLP
1111 Bagby Street, Suite 4500
Houston, TX 77002-2591
Telephone: (713) 982-2000
Facsimile: (713) 982-2001
About Valaris plc
Valaris plc (NYSE: VAL) provides offshore drilling services. It is
an English limited company with its corporate headquarters located
at 110 Cannon St., London. Visit http://www.valaris.com/for more
information.
On Aug. 19, 2020, Valaris and its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 20-34114). The Debtors
had total assets of $13,038,900,000 and total liabilities of
$7,853,500,000 as of June 30, 2020.
The Debtors have tapped Kirkland & Ellis LLP and Slaughter and May
as their bankruptcy counsel, Lazard as investment banker, Alvarez &
Marsal North America LLC as restructuring advisor, and Deloitte Tax
LLP as their tax services provider. Stretto is the claims agent,
maintaining the page http://cases.stretto.com/Valaris
Kramer Levin Naftalis & Frankel LLP and Akin Gump Strauss Hauer &
Feld LLP serve as legal advisors to the consenting noteholders
while Houlihan Lokey Inc. serves as their financial advisor.
VISITING NURSE: Unsecureds Owed $12.8M to Get $562K in Plan
-----------------------------------------------------------
Visiting Nurse Association of the Inland Counties submitted a First
Amended Disclosure Statement explaining its Chapter 11 plan.
Effective August 1, 2020, CMS shall exercise its recoupment rights
and shall recoup 100% of all of the Debtor's Medicare claims until
all such claims have been submitted by the Debtor and processed by
CMS. HMS or its permitted designee, successors and assigns shall
assume the obligation to pay the deficiency, if any, of the
deficiency owed by the Debtor under the Medicare Provider Agreement
in the cumulative amount of $1,257,921 ("Cure Amount") in an amount
up to $350,000 ("Deficiency Amount"). HMS will pay the Deficiency
Amount in monthly installments of $50,000, commencing on the first
business day of this first full month starting 60 days after the
Closing Date.
On August 21, 2020, the Debtor filed its Motion for Order Approving
Compromise of Controversy Pursuant to Federal Rule of Bankruptcy
Procedure 9019 ("Travelers Compromise Motion"). The settlement
resolves all of the disputes concerning the Debtor's deductible
plan workers compensation insurance policy issues by The Travelers
Companies, Inc. The agreement provides, among other things, for
(1) Travelers to return to the Debtor $1,575,000 in cash deposits
serving as collateral for outstanding and potential obligations
owed to the Debtor's former employees and Travelers will retain the
balance of the cash deposits, (2) the insurance policy will remain
in effect to address any additional claims, (3) Travelers' secured
claim is withdrawn, and (4) the mutual release of claims. The
deadline to oppose the Travelers Compromise Motion was September 8,
2020, and no oppositions were received.
On August 26, 2020, the Debtor filed its Motion for Order: (1)
Authorizing the Debtor to Enter into Transaction Outside the
Ordinary Course of Business Pursuant to 11 U.S.C. Sec. 363(b); and
(2) Approving the Agreement Between the Debtor and American
Healthcare Capital ("AHC Motion") to approved the preparation of a
valuation analysis by American Healthcare Capital in connection
with the D&O Litigation and the E&O Litigation as a key piece of
evidence in proving compensatory damages will be a valuation of the
Debtor's business during the period of injury. The deadline to
oppose the AHC Motion is September 14, 2020.
On August 31, 2020, the Debtor filed its Motion for Order Approving
Compromise of Controversy Pursuant to Federal Rule of Bankruptcy
Procedure 9019 ("Berger Compromise Motion"), to approve a
settlement agreement between the Debtor and Berger whereby (i)
Berger's secured claim for attorneys' fees incurred prior to, and
after the commencement of the case, through February 29, 2020 shall
be $212,750; (ii) the remaining portion of Berger's claim for
attorneys' fees incurred during the case through February 29, 2020,
shall be a general unsecured claim; and (iii) the balance of
Berger's claim is not disputed and the Debtor consents to the claim
without further modifications or reductions. The deadline to oppose
the Berger Compromise Motion is September 17, 2020.
On Sept. 3, 2020, Berger filed its Motion for Release of Funds from
Sale Proceeds and Payment to Secured Creditor on Account of Secured
Claim ("Berger Payment Motion") seeking an order releasing funds in
the amount of $4,730,202 (with daily interest from August 1, 2020
in the amount of $990.86) on account of Berger's first priority
lien. The Berger Payment Motion is set for hearing on Sept. 29,
2020.
On Sept. 8, 2020, the Debtor filed its Motion for Order (1)
Approving Compromise of Controversy Pursuant to Federal Rule of
Bankruptcy Procedure 9019; and (2) Authorizing Distribution of Sale
Proceeds and Recovered Cash Collateral ("Simione Compromise
Motion"). The agreement with Simione provides that (i) Simione has
an allowed secured claim in the amount of $2,437,550 ("Simione
Allowed Secured Claim"); (ii) Simione shall retain $1,050,000 of
the Simione Allowed Secured Claim ("Retained Secured Claim"); and
(iii) the balance of the Simione Allowed Secured Claim shall be
assigned to the Debtor and it shall continue to be secured by
Simione's lien. The Retained Allowed Secured Claim shall be paid in
full from the Sale Proceeds Account within three (3) business days
of the entry of an order approving the Agreement. If the funds in
the Sale Proceeds Account are not sufficient to pay the Retained
Allowed Secured Claim then it shall be paid from any other cash on
hand in the Estate, or from the proceeds of any collateral subject
to Simione's. The Debtor shall not use any of the proceeds of the
Assigned Allowed Secured Claim unless the Retained Allowed Secured
Claim is paid in full. After the payment of the Retained Allowed
Secured Claim, Simione's lien shall be avoided pursuant to 11
U.S.C. §§ 548 and 550, and preserved for the benefit of the
Estate pursuant to 11 U.S.C. § 551, in its existing priority and
scope, as a valid duly recorded lien pursuant to and as more fully
set forth in the Security Agreement and the UCC-1. The Simione
Compromise Motion also seeks authorization to distribute all sales
proceeds received from the Sales and a portion of cash collateral
from Travelers to Berger, Simione, and the Debtor's professionals,
to extent their fees and costs are allowed by the Court.
The Plan proposes to treat claims as follows:
* Class 1 Secured Claim of the IRS - $2,405,495. The Debtor
projects payment to the IRS on account of its allowed secured claim
as follows: payment of $1,467,156 in October November 2020.
* Class 2 Secured Claim of Berger - $4,514,002 (plus daily
interest of $990.86). The Debtor projects payment in full to Berger
on its secured claim on or before the Effective Date.
* Class 3 Secured Claim of EDD - $820,842. The Debtor projects
to pay the EDD 25% of its allowed secured claim in November 2020,
and the balance will be paid in November, December, January, and
February subject to collections of past due A/R and potential
recoveries from the D&O Litigation and avoidance actions.
* Class 4 Simione - $2,437,550. Simione is granted an allowed
secured claim against the Debtor in the amount of $2,437,550
("Simione Allowed Secured Claim"). Simione shall retain $1,050,000
of the SHC Allowed Secured Claim ("Retained Allowed Secured
Claim"). The balance of the Simione Allowed Secured Claim shall be
assigned to the Debtor and it shall continue to be secured by
Simione's lien ("Assigned Allowed Secured Claim"). The Retained
Allowed Secured Claim shall be paid in full from the Sale Proceeds
Account within three business days of the entry of an order
approving the Agreement. If the funds in the Sale Proceeds Account
are not sufficient to pay the Retained Allowed Secured Claim then
it shall be paid from any other cash on hand in the Estate, or from
the proceeds of any collateral subject to Simione's. The Debtor
shall not use any of the proceeds of the Assigned Allowed Secured
Claim unless the Retained Allowed Secured Claim is paid in full.
After the payment of the Retained Allowed Secured Claim, Simione's
lien shall be avoided pursuant to 11 U.S.C. Sec. 548 and 550, and
preserved for the benefit of the Estate pursuant to 11 U.S.C. Sec.
551, in its existing priority and scope, as a valid duly recorded
lien pursuant to and as more fully set forth in the Security
Agreement and the UCC-1.
* Class 5 Travelers - $2,196,695. Pursuant to the Insurance
Policy Repurchase Agreement and Settlement of Certain Related
Claims, (1) Travelers will return to the Debtor $1,575,000 in cash
deposits serving as collateral for outstanding and potential
obligations owed to the Debtor's former employees and Travelers
will retain the balance of the cash deposits, (2) the insurance
policy will remain in effect to address any additional claims, (3)
Travelers' secured claim is withdrawn.
* Class 6 Centers for Medicare and Medicaid ("CMS"). Effective
August 1, 2020, CMS shall exercise its recoupment rights and shall
recoup 100% of all of the Debtor's Medicare claims until all such
claims have been submitted by the Debtor and processed by CMS. HMS
or its permitted designee, successors and assigns ("Buyer") shall
assume the obligation to pay the deficiency, if any, of the
deficiency owed by the Debtor under the Medicare Provider Agreement
in the cumulative amount of $1,257,920.97 ("Cure Amount") in an
amount up to $350,000 ("Deficiency Amount"). Buyer shall pay the
Deficiency Amount in monthly installments of $50,000, commencing on
the first business day of this first full month starting 60 days
after the Closing Date.
* Class 14 General Unsecured Claims estimated total amount of
claims is $12,790,000.
The Debtor projects that there may be approximately $561,821
available to pay General Unsecured Claims.
A full-text copy of the First Amended Disclosure Statement dated
September 14, 2020, is available at https://tinyurl.com/y46bm87e
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
David M. Goodrich
Beth E. Gaschen
Ryan W. Beall
WEILAND GOLDEN GOODRICH LLP
650 Town Center Drive, Suite 600
Costa Mesa, California 92626
Telephone 714-966-1000
Facsimile 714-966-1002
E-mail: dgoodrich@wgllp.com
bgaschen@wgllp.com
rbeall@wgllp.com
About Visiting Nurse Association
of the Inland Counties
Visiting Nurse Association of the Inland Counties --
http://www.vnacalifornia.org/-- is a not-for-profit organization
that provides health, palliative and hospice services when in-home
care is needed or preferred. It offers a full continuum of care
for patients, including home health, hospice and bereavement
services. The company is headquartered in Riverside, California,
with patient care centers in Palm Desert and Murrieta.
Visiting Nurse Association of the Inland Counties sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
18-16908) on Aug. 15, 2018. In the petition signed by Bruce
Gordon, corporate controller, the Debtor was estimated to have
assets of $1 million to $10 million and liabilities of $10 million
to $50 million.
Judge Mark D. Houle oversees the case.
Weiland Golden Goodrich LLP is the Debtor's legal counsel.
On Sept. 13, 2018, the U.S. trustee appointed Jerry Seelig as
patient care ombudsman in the Debtor's case. The PCO tapped
Perkins Coie LLP as his legal counsel.
On Sept. 19, 2018, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. The committee retained Marshack
Hays LLP as counsel.
WALKER INVESTMENT: Plan & Disclosures Filing Extended to Dec. 14
----------------------------------------------------------------
Judge Neil P. Olack has ordered that the deadline for filing a
Disclosure Statement and Proposed Plan of Reorganization of Walker
Investment Properties, LLC is extended from Sept. 14, 2020, to Dec.
14, 2020.
Attorneys for Debtor:
R. MICHAEL BOLEN, ESQ.
HOOD & BOLEN, PLLC
E-mail: rmb@hoodbolen.com
About Walker Investment Properties
Walker Investment Properties, LLC, is a privately held real estate
investment company in Madison, Mississippi. The company sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Miss. Case No. 19-04313) on Dec. 4, 2019. The petition was signed
by Andrew C. Walker, manager/member. At the time of filing, the
company was estimated to have assets under $50,000 and liabilities
under $10 million. The case is assigned to Judge Neil P. Olack. The
company tapped R. Michael Bolen, Esq. at HOOD & BOLEN, PLLC as
counsel.
WILLCO XII: Comfort Inn johnstown Owner in Chapter 11
-----------------------------------------------------
Dan Mika of Greeley Tribune reports that the Comfort Inn and Suites
in Johnstown has filed for Chapter 11 bankruptcy, a month after its
creditors issued a $6.4 million foreclosure demand.
The hotel is a subsidiary of Fort Collins-based hotel developer and
operator Spirit Hospitality LLC. Spirit claims the hotel had gross
revenues of just less than $1.2 million so far in 2020, compared to
just more than $2.76 million in 2018 and 2019 each.
Businesses in Chapter 11 bankruptcy are attempting to reorganize
debts while continuing to operate, with the goal of emerging as a
healthier company. That's in contrast to a Chapter 7 bankruptcy,
where the business is liquidated and the proceeds are split between
creditors.
The hotel was given a foreclosure notice from its creditor
FirstBank exactly a month ago for being behind on a $6.72 million
loan with 5.1% interest in 2016. Wells Fargo & Co. (NYSE: WFC) is
listed as a second mortgage holder within the bankruptcy filing,
valued at $3.46 million.
Spirit Hospitality itself made multiple unsecured claims worth just
more than $325,000, claiming the hotel owes it back pay on a loan,
liability insurance and management fees.
About WILLCO XII
Willco XII Development, LLLP, owns the hotel property at 4851
Thompson Parkway, in Johnstown Colorado, currently identified as
the Comfort Inn & Suites in Johnstown. The company is a unit of
William G. Albrecht's Spirit Hospitality, LLC.
Willco XII Development sought Chapter 11 protection (Bankr. D.
Colo. Case No. 20-16307) on Sept. 23, 2020, to stop its lender from
foreclosing on the property.
The Debtor disclosed $14.2 million in assets and $10.274 million in
liabilities as of the bankruptcy filing. The Debtor's property is
valued at $13 million and secures a $6.4 million first mortgage to
the 1st Bank of Colorado and a $3.46 million second mortgage to
Wells Fargo.
The Debtor's counsel:
Lance J. Goff
Tel: 303-415-9688
E-mail: lance@goff-law.com
WOODBINE FAMILY: Gets Court Approval to Hire Analytic Financial
---------------------------------------------------------------
Woodbine Family Worship Center and Christian School, Inc. received
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to hire Analytic Financial Group, LLC.
The professional services which Analytic Financial is expected to
render are:
a) assist the Debtor in managing its financial operations
including implementing financial controls, monitoring and
projecting cash flow, and analyzing financial and bank statement;
b) perform ongoing bookkeeping and financial reporting
activities;
c) assess profitability and cash flow including development of
projections for the Debtor;
d) seek and negotiate potential asset purchase agreements with
outside parties;
e) ensure that the Debtor follows acceptable accounting
practices in the conduct of its post-petition business and meets
its post-petition payment and reporting obligations;
f) perform any other financial management, consulting,
forensic accounting and accounting function or task.
Analytic Financial will receive a post-petition retainer in the
amount of $5,000.
Scott Miller, a principal at Analytic Financial, disclosed in court
filings that the firm does not have any interest adverse to the
Debtor or its estate in the matter upon which it is to be engaged.
The firm can be reached through:
Scott W. Miller
Analytic Financial Group, LLC
816 Hillsboro Dr #13
Silver Spring, MD 20902
Phone: +1 301-602-9258
About Woodbine Family Worship Center
Based in Manassas, Va., Woodbine Family Worship Center and
Christian School, Inc. is a tax-exempt entity (as described in 26
U.S.C. Section 501).
Woodbine Family Worship Center and Christian School sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case No. 20-12102) on Sept. 14, 2020. The petition was signed by
Eugene R. Wells, president and sole director.
At the time of the filing, Debtor had estimated assets of less than
$50,000 and liabilities of between $1 million and $10 million.
Judge Brian F. Kenney oversees the case. The Law Offices OF
Christopher S. Moffitt serves as the Debtor's legal counsel.
YOUFIT HEALTH: Files for Chapter 11 Bankruptcy
----------------------------------------------
Gym chain YouFit Health Clubs LLC filed for bankruptcy on Nov. 9,
2020, joining a growing list of fitness companies forced to seek
court protection from creditors amid the pandemic.
The Chapter 11 filing allows YouFit to continue operating while it
works out a plan to repay creditors, which could include seeking a
buyer.
According to The Detroit News, consumers were forced to stay away
from communal gyms as the Covid-19 pandemic spread across the globe
this year, leaving chains like 24 Hour Fitness Worldwide Inc. and
Gold's Gym International Inc. without customers. Many U.S. states
have now allowed gyms to reopen, but with restrictions on
capacity.
The company hired Greenberg Traurig as bankruptcy counsel,
FocalPoint Securities LLC as investment banker and Hilco Real
Estate LLC as real estate adviser, according to its bankruptcy
petition. YouFit agreed to let its advisers try to sell the
company, court papers show.
According to the National Law Review, the company has had
difficulties with the resignation in June of its founder, Rick
Berks as well as a class action lawsuit, along with navigating the
gym industry in the wake of Covid-19.
About YouFit Health Clubs
YouFit Health Clubs, LLC, and its affiliates own and operate 85
fitness clubs in the states of Alabama, Arizona, Florida, Georgia,
Louisiana, Maryland, Pennsylvania, Rhode Island, Texas, and
Virginia. On the Web: https://www.youfit.com/
On Nov. 9, 2020, YouFit Health Clubs and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12841).
YouFit was estimated to have $50 million to $100 million in assets
and $100 million to $500 million in liabilities as of the filing.
The Hon. Mary F. Walrath is the case judge.
The Debtors tapped GREENBERG TRAURIG, LLP, as general bankruptcy
counsel; and FOCALPOINT SECURITIES, LLC as investment banker. RED
BANYAN GROUP, LLC, is the communications consultant. DONLIN RECANO
& COMPANY, INC., is the claims agent. HILCO REAL ESTATE, LLC, is
the real estate advisor.
[*] Covid-19 Pandemic Spurs Mega Corporate Bankruptcy Wave
----------------------------------------------------------
The National Law Review reports that the COVID-19 pandemic has
disrupted the global economy and triggered a wave of large
corporate bankruptcies. In particular, the number of mega
bankruptcies (over $1 billion in reported assets) increased
dramatically in the second and third quarters of 2020.
This report examines trends in Chapter 7 and Chapter 11 bankruptcy
filings between January 2005 and September 2020 by companies with
over $100 million in assets.[i]
In the first three quarters of 2020, 34, 55, and 49 companies with
over $100 million in assets filed for bankruptcy, respectively,
compared to the quarterly average of 19 for the 2005–2019 period.
The 55 bankruptcy filings in Q2 2020 was the second-highest total
for any quarter since 2005, only behind the 65 bankruptcies in Q1
2009.
A total of 138 companies with over $100 million in assets filed for
bankruptcy in the first three quarters of 2020. This number is 84
percent higher than the number of bankruptcies (75) filed during
the same period last year.
There was a substantial increase in the number of “mega
bankruptcies” (i.e., those filed by companies with over $1
billion in reported assets) in Q2 2020. In Q2 and Q3 2020, there
were 31 and 15 mega bankruptcies or roughly six and three times the
quarterly average (five) during the 2005–2019 period,
respectively.
Mega bankruptcies were concentrated in two industries: Mining, Oil,
and Gas; and Retail Trade. These two industries accounted for 58
percent of the mega bankruptcies in Q1–Q3 2020.
The largest bankruptcy in the first three quarters of 2020 was
filed by The Hertz Corporation, which had an estimated $25.84
billion in assets at the time of filing.
Figure 1: Key Trends in Bankruptcy Filings
2005–2019
Quarterly Average Q1 2020
Q2 2020 Q3 2020
Chapter 11 Bankruptcy Filings 18 33
54 49
Chapter 11 Mega Bankruptcies 5 6
31 15
Chapter 11 Filings by Public Companies 11 8
34 26
Chapter 11 Filings by Private Companies 7 25
20 23
Chapter 7 Bankruptcy Filings 1 1
1 0
Average Asset Value at Filing (Billions) $2.21 $0.66
$3.01 $1.52
Read the report, Trends in Large Corporate Bankruptcy and Financial
Distress: 2005–Q3 2020.
[i] This report relies on data obtained from BankruptcyData. It
focuses on asset values at the time of bankruptcy filings due to
the higher prevalence of missing information on liabilities in
BankruptcyData. Some other publications have focused on liabilities
due to potential concerns over whether book values of assets
overstate valuations for bankrupt firms (see, e.g., Edward Altman,
"COVID-19 and the Credit Cycle," Journal of Credit Risk 16, no. 2
(2020): 1–28 at 13–14). Using available data on liabilities in
this report would not meaningfully change any of the findings.
*********
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