/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/201217.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, December 17, 2020, Vol. 24, No. 351 Headlines 4402 MAMMOTH: Has Until Jan. 15 to File Motion to Sell Property ADOMANI INC: Posts $957K Net Loss for Quarter Ended Sept. 30 AKCEL CONSTRUCTION: $25.5K Sale of Alpha's Lift Equipment Approved AKCEL CONSTRUCTION: Robles Buying Alpha's Lift Equipment for $120K ALPHA INVESTMENT: Has $109,000 Net Loss for Quarter Ended Sept. 30 AMERICAN LOCKWORKS: Files for Voluntary Chapter 7 Bankruptcy ASSOCIATED ASPHALT: S&P Lowers ICR to 'B-' on Elevated Leverage ATLANTIC CITY, NJ: S&P Alters Outlook on GO Debt to Positive AVALIGN HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR AVID BIOSERVICES: Closes Public Offering of Common Stock AVID BIOSERVICES: Prices $30M Public Offering of Common Stock AWESOME FLIGHT: COVID-19 Disrupts Chopper Demand, Hits Chapter 11 BENNINGTON CORP: Trustee Taps Hire Marcus & Millichap as Realtor BORDEN DAIRY: ARI Objects to First Amended Plan & Disclosure BORDEN DAIRY: Court Okays Chapter 11 Plan After $340M Sale BORDEN DAIRY: Myrtle Says Plan Risky, May Not Be Feasible BOYCE HYDRO: Dam Condemnation Moves Forward CHICK LUMBER: Proposed Private Sale of 3 Toyota Tacomas Approved CHICK LUMBER: Proposed Private Sale of 3 Toyota Tundras Approved CHUCK E. CHEESE: Court Approves $864M Debt-Equity Swap COMMUNITY HEALTH: S&P Rates New $1.05BB Senior Secured Notes 'B-' COROTOMAN INC: Court Orders Appointment of Trustee COVIA HOLDINGS: Court Okays Ch. 11 Plan With $135 Million Exit Loan COVIA HOLDINGS: Kaplan Fox Probes Possible Securities Fraud CRACKED EGG: Anti-Mask Diner's Bankruptcy Bid Challenged CREME DE LA CREME: Final Cash Collateral Hearing Set for Dec. 21 DESTINATION HOPE: $4.8MM Sale to Regard Recovery Okayed DOLPHIN ENTERTAINMENT: Regains Compliance with NASDAQ Listing Rule ELECTRO RENT: S&P Alters Outlook to Stable, Affirms 'B-' ICR ERESEARCH TECHNOLOGY: S&P Lowers ICR to B- on Weak Credit Measures EUROPCAR MOBILITY: To File for Chapter 15 Bankruptcy EVO PAYMENTS: S&P Alters Outlook to Stable & Affirms 'B' ICR FERRELLGAS PARTNERS: Posts $46.1 Million Net Loss in First Quarter FIREBALL REALTY: Hearing on Disclosures Continued to Jan. 26 FLOOR & DECOR: S&P Alters Outlook to Positive & Affirms 'BB-' ICR FLY LEASING: S&P Lowers ICR to 'BB-' on Slower Demand FRANCESCA'S HOLDINGS: Jan. 4 Hearing on Bid Procedures for Assets FRANCESCA'S HOLDINGS: To Close Headquarters as Auction Nears GATEWAY RADIOLOGY: SBA Asks 11th Circuit to Reject $500K PPP Loan GENERAL MOLY: Jan. 6 Hearing on Disclosure Statement GLOBAL ACQUISITIONS: Jan. 6 Deadline to File Plan & Disclosures Set GLOSTATION USA: Sandbox VR Unit Out of Chapter 11 Bankruptcy GOLDEN GROUP: Seeks to Hire Robinson Brog as Counsel GOLDSTAR TRUST: Puts Colonial Manor Resort for Sale for $2.99 Mil. GREATER BLESSED: Third World Says Amended Plan Still Not Feasible GREATER BLESSED: US Trustee Says Plan Not Feasible GRUPO AEROMEXICO: Committee Taps Santamarina y Steta as Counsel HENRY FORD VILLAGE: Taps RBC Capital as Investment Banker HERTZ GLOBAL: Bondholders Say Donlen Sale Plan Chills Other Buyers HERTZ GLOBAL: Defends $825 Million Donlen Sale Process HGIM CORP: S&P Lowers ICR to 'CC' on Distressed Term Loan IBH MANAGEMENT: Seeks to Hire Michael Jay Berger as Counsel JDUB'S BREWING: Brew Theory Buying Mango FFE for $400K LIVE PRIMARY: Seeks Court Approval to Hire Bookkeeper LOS ANGELES SCHOOL: Seeks to Hire Drew Petersen as Special Counsel MACOM TECHNOLOGY: S&P Upgrades ICR to 'B' on Leverage Reduction MALLINCKRODT PLC: Court Judge Rejects Proposed Ch. 11 Fee Payout MARTI'S PLUMBING: Seeks to Hire Fuller Law Firm as Legal Counsel MEDICAL DEPOT: S&P Affirms 'CCC+' ICR on Tight Liquidity MOORE TRUCKING: Court Orders Appointment of Trustee NUANCE COMMUNICATIONS: S&P Affirms 'BB-' ICR on Low Leverage OHIO NATIONAL: S&P Lowers ICR to 'BB+', Outlook Stable OPTION CARE: Closes Sale of 10 Million Common Shares PACIFIC DRILLING: Tries to Duck Arbitral Award, Says Units' Trustee PERMIAN TANK: Closes Sale of Business to New Permian PERMIAN TANK: Jan. 25, 2021 Plan & Disclosure Hearing Set PERMIAN TANK: Unsecureds to Get Up to 21.34% in Liquidating Plan PG&E CORP: Expects At Least $275M Charge for Deadly Zogg Fire QUANTUM CORP: Acquires Square Box Systems Ltd RTI HOLDING: Massey Properties Buying Maryville Assets for $2.6M RUBY TUESDAY: Dec. 18 Disclosure Statement Hearing Set RUBY TUESDAY: U.S. Trustee Questions Chapter 11 Plans, Disclosures TASEKO MINES: S&P Alters Outlook to Positive on Improved Liquidity TAYLOR BUILDING: M and B Buying 2017 Kenworth W900B for $110K TGP HOLDINGS III: S&P Raises ICR to 'B' on Improving Performance TOWN SPORTS: Opt-Out Landlord Opposes Exculpation Provisions TOWN SPORTS: PI Claimant Objects to Third-Party Releases TOWN SPORTS: Plan Approval Delayed by Attorneys' Objections U & F LLC: Seeks to Hire Roussos & Barnhart as Legal Counsel URBAN UTOPIA: Files for Chapter 7 Liquidation WHITE STALLION: Receives New Contract From Largest Customer ZOOMPASS HOLDINGS: Posts $989K Net Income for Sept. 30 Quarter [*] Leading U.S. Shale Gas Basin Continues to Shed Cash [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 4402 MAMMOTH: Has Until Jan. 15 to File Motion to Sell Property --------------------------------------------------------------- Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central District of California extended 4402 Mammoth Investors, LLC's time to file its motion to sell the real property subject to the lien of Stonehaven, LLC a motion to refinance that property, or propose a Plan and Disclosure Statement to Jan. 15, 2021. A hearing on the Motion for Extension of Time to File Motion to Sell, Motion to Refinance, or Plan and Disclosure Statement was held on Dec. 10, 2020 at 10:00 a.m. About 4402 Mammoth Investors Real estate lessor 4402 Mammoth Investors, LLC, holds a single asset, a residential single family residence located at 120 Stonehaven Way, Los Angeles, California. The Company previously sought bankruptcy protection on Sept. 26, 2016 (Bankr. C.D. Cal. Case No. 16-22700). 4402 Mammoth Investors, LLC, based in Glendale, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12055) on Feb. 26, 2018. The Hon. Julia W. Brand presides over the case. In the petition signed by Arthur R. Aslanian, manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. Mark T. Young, Esq., at Donahoe & Young LLP, serves as bankruptcy counsel. Greenberg Glusker Fields Claman & Machtinger LLP; Hennelly & Grossfeld LLP, as special litigation counsel. ADOMANI INC: Posts $957K Net Loss for Quarter Ended Sept. 30 ------------------------------------------------------------ ADOMANI, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $957,000 on $164,000 of sales for the three months ended Sept. 30, 2020, compared to a net loss of $1,218,000 on $5,743,000 of sales for the same period in 2019. At Sept. 30, 2020, the Company had total assets of $2,522,000, total liabilities of $2,202,000, and $320,000 in total stockholders' equity. The Company said, "As of September 30, 2020, we had cash and cash equivalents of US$223,712. We do not believe that our existing cash and cash equivalents and short-term investments will be sufficient to fund our operations during the next eighteen months unless we are able to resolve the California Air Resources Board's Hybrid and Zero-Emission Truck and Bus Voucher Incentive Project ("HVIP") funding issues created by the HVIP staff in the near-term or we are able to mitigate the impact of certain anti-dilution and other rights contained in our outstanding warrants that have, to date, restricted our ability to raise additional debt or equity capital on terms that are acceptable to us. Such determination that our present capital resources will likely not be sufficient to fund our planned operations for the eighteen months following the date of this Quarterly Report raises substantial doubt about our ability to continue as a going concern. "In the event we are unable to resolve the HVIP funding issues in the near-term and successfully execute our business plan, we will likely need additional capital to continue our operations and support the increased working capital requirements associated with the fulfillment of purchase orders. "The sale of additional equity securities in the future could result in additional dilution to our stockholders and those securities may have rights senior to those of our common stock. In particular, the warrants issued and sold in our January 2018 public offering include anti-dilution rights, which provide that if, at any time the warrants are outstanding, we issue or are deemed to have issued any shares of common stock or securities that are convertible into or exchangeable for shares of common stock (except for certain exempt issuances, including the issuance of certain stock options, shares of common stock upon the exercise of securities outstanding prior to January 2018 and securities issued in connection with certain acquisitions or strategic transactions) for consideration less than the then current exercise price of the warrants, which is currently US$4.50 per share and subject to adjustment pursuant to the terms thereof, the exercise price of such warrants is automatically reduced to the price per share of such new issuance. Further, simultaneously with any adjustment to the exercise price of such warrants, the number of shares of common stock that may be purchased upon exercise of such warrants will be increased or decreased proportionately, such that after such adjustment the aggregate exercise price payable thereunder for the adjusted number of shares of common stock underlying such warrants will be the same as the aggregate exercise price in effect immediately prior to such adjustment. To the extent that we issue or are or deemed to have issued securities for consideration that is substantially less than the exercise price of the warrants issued in our January 2018 public offering, holders of our common stock will experience dilution, which may be substantial and which could lower the market price of our securities. Further, the potential application of such anti-dilution rights has, to date, restricted our ability to obtain additional financing on terms that are acceptable to us. In the event that we are unable to mitigate the impact of such anti-dilution rights and raise additional capital to finance our operations and continue to support our growth initiatives, we may not be able to continue as a going concern and may be forced to curtail all of our activities and, ultimately, cease our operations." A copy of the Form 10-Q is available at: https://bit.ly/2W71xb3 ADOMANI Inc. (OTCMKTS: ADOM) designs zero-emission electric and hybrid drivetrain systems for integration in new school buses and medium to heavy-duty commercial fleet vehicles. The company also designs patented re-power conversion kits to replace conventional drivetrain systems for combustion powered vehicles with zero-emission electric or hybrid drivetrain systems. AKCEL CONSTRUCTION: $25.5K Sale of Alpha's Lift Equipment Approved ------------------------------------------------------------------ Judge Lori V. Vaughan of the U.S. Bankruptcy Court for the Middle District of Florida authorized Alpha Building Group, Inc., an affiliate of Akcel Construction, LLC, to sell the following construction equipment free and clear of all liens and interests to Galen Thomas: (i) Komatsu Model FG40ZT-7, Serial No. 103774A (needs repair), for $2,500; (ii) Yale, Model B875B08360D, Serial No. F430725, for $5,000; (iii) LG, Model CLG2025H for $5,000; (iv) 2006 Moffet M55, Serial No. F440008, for $6,500; and (v) 2006 Moffet M55, Serial No. F420118, for $6,500. The sale of the Property is on an "as is" and "where is" basis with no representations or warranties of any nature whatsoever from the Debtor. Notwithstanding the provisions of Bankruptcy Rules 6004(h) and 6006(d), the Order will be effective and enforceable immediately upon entry and its provisions will be self-executing. Attorney Justin M. Luna is directed to serve a copy of the Order on interested parties and file a proof of service within three days of its entry. A copy of the Exhibit A is available at https://tinyurl.com/ycbyewms from PacerMonitor.com free of charge. About Akcel Construction Akcel Construction, LLC is a privately held company that specializes in providing shell construction services to builders across Florida and the Southeastern region. Akcel Construction, LLC and its debtor affiliate, Alpha Building Group, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 20-03210) on June 8, 2020. The petitions were signed by Rubi Akooka, managing member. At the time of the filing, each Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of the same range. The Debtors are represented by Latham, Luna, Eden & Beaudine, LLP. AKCEL CONSTRUCTION: Robles Buying Alpha's Lift Equipment for $120K ------------------------------------------------------------------ Alpha Building Group, Inc., an affiliate of Akcel Construction, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the private sale of construction materials and equipment it no longer needs for its scaled down business operations, listed on Exhibit A, consisting of building materials, hardware, forklifts and trucks and hauling trailers, to Pablo Robles for $120,000, cash. The Debtor is selling the Property for what it considers to be fair market value, and believes the Property has a fair market value of no more than $120,000. The Sale Price will be $120,000 cash, payable in one lump sum payment upon sale. The Property is being sold "as is" with no warranties of any kind. The Debtor asks authority to sell the Property to the Buyer, free and clear of all liens and interests. It previously obtained approval to sell five of the forklifts listed in the attached Property list to Galen Thomas for $25,500; however, Alpha received a higher and better offer for the same five forklifts from Mr. Robles who values such forklifts at $50,000 pursuant to the offer letter. As such, Alpha believes the sale proposed is in the best interests of its creditors and estate. Hancock Whitney Bank may assert a secured lien on the Property. Upon completion of the sale, Hancock's lien, to the extent one exists at the time of the sale, will be stripped from the Property and will attach to the proceeds of the sale in the same order of priority and with the same validity, force and effect that Hancock or party in interest had prior to such sale, subject to any claims and defenses that the Debtor's bankruptcy estate may possess with respect thereto. The Debtor believes the proposed sale provides the highest available return for the Property and, thus, believes the sale is in the best interests of its creditors and estate. A copy of the Exhibit A is available at https://tinyurl.com/y874tlvk from PacerMonitor.com free of charge. About Akcel Construction Akcel Construction, LLC is a privately held company that specializes in providing shell construction services to builders across Florida and the Southeastern region. Akcel Construction, LLC and its debtor affiliate, Alpha Building Group, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 20-03210) on June 8, 2020. The petitions were signed by Rubi Akooka, managing member. At the time of the filing, each Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of the same range. The Debtors are represented by Latham, Luna, Eden & Beaudine, LLP. ALPHA INVESTMENT: Has $109,000 Net Loss for Quarter Ended Sept. 30 ------------------------------------------------------------------ Alpha Investment Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $109,079 on $9,529 of total income for the three months ended Sept. 30, 2020, compared to a net loss of $375,892 on $11,246 of total income for the same period in 2019. At Sept. 30, 2020, the Company had total assets of $34,827,359, total liabilities of $360,672, and $34,085,887 in total stockholders' equity. Alpha Investment said, "Future issuances of the Company's equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company's present revenues are insufficient to meet operating expenses. The Company has an accumulated deficit of US$4,635,125 as of September 30, 2020 and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. Securing additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://bit.ly/2IIKCZf Alpha Investment Inc. focuses on real estate and other commercial lending activities. The company was formerly known as GoGo Baby, Inc., and changed its name to Alpha Investment Inc. in April 2017 to reflect its new business plan. Alpha Investment Inc. was incorporated in 2013 and is based in Columbus, Ohio. As of March 17, 2017, Alpha Investment Inc. operates as a subsidiary of Omega Commercial Finance Corp. AMERICAN LOCKWORKS: Files for Voluntary Chapter 7 Bankruptcy ------------------------------------------------------------ American Lockworks Inc. filed for voluntary Chapter 7 bankruptcy protection on Nov. 25, 2020 (Bankr. D. Md. Case No. 20-20358). The Debtor listed an address of 8970 Rte 108 #C, Columbia, and is represented in court by attorney Stephen A. Metz. American Lockworks listed assets ranging from $50,001 to $100,000 and debts ranging from $500,001 to $1,000,000. The filing did not identify a largest creditor. American Lockworks, Inc., is located in Columbia, MD and is a supplier of electromagnetic locks. The Debtor's counsel: Stephen A. Metz Offit Kurman, PA Tel: 240-507-1723 E-mail: smetz@offitkurman.com The Chapter 7 Trustee: Marc H. Baer 455 Main Street Reisterstown, MD 21136 ASSOCIATED ASPHALT: S&P Lowers ICR to 'B-' on Elevated Leverage --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Associated Asphalt Partners LLC to 'B-' from 'B'. The outlook is negative. At the same time, S&P is lowering its issue-level rating on the company's senior secured debt to 'B-' from 'B'. S&P '3' recovery rating on the debt is unchanged, indicating its expectation of meaningful (50%-70%; rounded estimate: 65%) recovery. Associated Asphalt faced a challenging market through its peak season (second quarter to third quarter) as a result of the COVID-19 pandemic. The company's inventory position became backwardated, making it difficult for the partnership to realize substantial cash flow and reduce leverage. Now, as the partnership enters the late fourth quarter and the first quarter, which are typically less favorable quarters for the company due to the cyclical nature of the business, S&P expects it to sustain elevated leverage for a prolonged period of time. In addition, the partnership continues to lag with its cash flow sweeps against the term loan balance entering 2021 compared with our previous forecast. Associated Asphalt also faces a refinancing hurdle with the ABL, which has now gone current. As of Sept. 30, 2020, there was $88.85 million outstanding on the ABL that matures in October 2021. The partnership expects to extend the maturity by the end of the first half of 2021. While S&P expects the company to follow historical trends and sell down inventory through year end 2020, which will improve liquidity, until the company extends the maturity of the ABL, S&P will view its liquidity as weak. That said, the company has historically been successful in addressing its ABL maturities, and S&P expects it to do so early next year. S&P said, "We forecast the company will exit 2020 with a margin of $65-$70/ton, with expectations of returning to mid-cycle margins in 2021 ($70-$80/ton). We forecast improved volumes in 2021, as asphalt markets stabilize. This leads to an expectation of adjusted EBITDA in the $85 million-$100 million range in 2021 and adjusted leverage in the 6.25x-6.5x range in 2021. Our adjusted leverage metric incorporates adjustments for operating leases, including an approximately $50 million addition to its EBITDA and an approximately $140 million addition to its debt. We forecast the company will continue to have limited excess cash on hand at year-end 2021 to sweep against the term loan balance. Furthermore, the overhang of the COVID-19 pandemic and the potential for additional local shutdowns brings added uncertainty into the company's near-term deleveraging, but we do expect a rebound from 2020. AA's ownership by an affiliate of ArcLight Capital Partners LLC, which we assess to be a financial sponsor, does not further impact our view of its financial risk. "The negative outlook reflects the partnership's sustained elevated leverage and the refinancing risk associated with the ABL maturing in October 2021. We forecast the partnership will achieve an adjusted debt to EBITDA ratio in the 6.25x-6.5x range over the next 24 months. "We could lower our ratings if the partnership failed to extend the ABL maturity in the first half of 2021. "We could revise the outlook back to stable when the partnership extends the maturity of the ABL while sustaining adjusted debt to EBITDA below 6.5x." ATLANTIC CITY, NJ: S&P Alters Outlook on GO Debt to Positive ------------------------------------------------------------ S&P Global Ratings revised its outlook to positive from stable on its underlying rating on Atlantic City, N.J.'s general obligation (GO) debt and service contract-backed obligations with the Atlantic City Municipal Utilities Authority. At the same time, S&P Global Ratings affirmed its 'BB-' underlying rating on the city's bonds outstanding. "The outlook revision reflects the city's improved operating environment and structural financial improvement, along with its ongoing state oversight, which has enabled it to produce balanced operating results and maintain its financial and liquidity positions heading into 2021, despite even its significant economic exposure and vulnerability to casino gaming and, more broadly, hotel and hospitality activity," said S&P Global Ratings credit analyst Victor Medeiros. The full faith, credit and taxing power of the city secures its GO bonds payable from ad valorem taxes levied on all real property within its borders without limitation as to rate or amount. Net revenues of the authority's water system secure the Municipal Utility Authority bonds. The bonds are additionally secured by a service agreement between Atlantic City and the authority, whereby the city agrees to pay annual charges to make up the authority's revenue deficiencies so that the authority will have sufficient revenues to pay operations and maintenance, as well as debt service, among other items. The payment of the annual charges stipulated under the service agreement constitute valid, binding, direct, and GOs of the city, and if necessary, the city is empowered and obligated to levy ad valorem taxes without limitation as to rate to pay such annual charges. "The positive outlook reflects our view that Atlantic City is likely to realize stable financial performance and may continue to improve its financial position over our two-year outlook period, despite its acute economic and challenges," added Mr. Medeiros. Atlantic City has been under state oversight since 2016 and the state--through its Department of Community Affairs--has provided important financial and technical support to the city, which has in turn led to stronger budgetary flexibility and management allowing it to navigate an extremely adverse economic environment without much financial deterioration. Mr. Medeiros added, "In our view, a positive rating action is contingent on the pace of economic recovery in 2021 and into 2022, and how that affects the city's financial progress, given that we believe a prolonged local recession could have negative budgetary consequences in the outyears. "We consider Atlantic City's social risks elevated due to its high poverty rates and weak income levels that point to demographics that could constrain future economic growth. Additionally, health and safety measures stemming from COVID-19 and related stay-at-home orders have significantly affected the city more so than other governments in the sector, given the high concentration of casino properties and heavy reliance on hotel and hospitality for employment. We also note that significant political discord among city and state officials has led to elevated governance risks in the past. However, an improved relationship and stronger financial and debt management controls are boosting governance factors relative to prior years. We also consider environmental risks as elevated given coastal exposure and proximity to its core economic assets that, if affected by a severe weather event, could lead to significant revenue disruption." AVALIGN HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR ---------------------------------------------------------------- S&P Global Ratings affirmed the 'B-' issuer credit rating and revised its outlook to stable from negative for the U.S. based medical device contract manufacturing organization Avalign Holdings Inc. S&P is also affirming the issue-level ratings of 'B-' on the secured debt. The recovery rating on this debt remains '3'. S&P said, "Our outlook revision to stable follows the company's improved performance through the first three quarters of 2020, and our expectation for modest positive discretionary cash flow in 2020 and 2021. The company's operating performance in 2020 has exceeded our expectations, benefitting from lower one-time expenses leading to moderately positive discretionary free cash flow. After generating cash flow deficits of about $15 million in 2019 due to various one-time expenses related to acquisitions and integration spending, the company's cash generation capabilities have strengthened this year. This has also enabled the company to improve its liquidity position, with over $30 million of revolver availability at the end of the third quarter. We believe capex will be modestly higher in 2021 compared to historical levels as the company pursues post-pandemic growth opportunities. Despite this, we expect positive discretionary cash flow in 2020 and 2021. "An aggressive financial policy leads to elevated leverage and restrains our rating at 'B-'. While we expect continued recovery from the pandemic to result in improved operating performance and positive cash flow generation, we expect funded leverage to remain over 7x (over 13x including preferred equity) over the next several years. The company appears to prioritize shareholder-friendly policies, such as significant debt-funded acquisitions. Avalign completed an acquisition in mid-2019, and we expect additional transactions over the next 12 to 24 months. "We expect demand to remain resilient, benefitting from long-term projects and new products, despite COVID-19 headwinds. Through the first three quarters of 2020 year-to-date, revenues for Avalign have been almost flat, despite the impact from the COVID-19 pandemic. This compares favorably to other companies and other segments of the health care space that are more directly exposed to elective procedure volumes and fluctuations in demand. Avalign's sales have been supported by longer-term projects, which tend to be more resilient than short-term projects. We expect Avalign's revenues to be roughly flat in 2020, then returning to upper-single-digit growth in 2021, benefitting from new products and less disruption from the COVID-19 pandemic as vaccines begin to take hold. Over the long term we expect continued healthy growth in the medical device industry driving increased outsourcing to contract manufacturing organizations. "At the same time, we believe Avalign's limited size and narrow business focus in the highly fragmented and competitive contract manufacturing industry, which we generally view as a commodity-like business, prevents it from exerting pricing power. Most of Avalign's clients are large medical device companies with better bargaining power. As a result, we expect that any meaningful margin expansion would have to come from improved efficiency and increased operating leverage. "The stable outlook reflects our expectation that Avalign will generate positive but minimal discretionary cash flow over the next 12 months. We expect results in 2021 to benefit from a rebound in elective procedures relative to COVID-19-affected levels in 2020, and lower nonrecurring costs. We expect Avalign's funded leverage to remain over 7x (over 13x including preferred equity) in 2020 and 2021." S&P could lower the rating over the next 12 months if: -- Cash flow deficits return and S&P sees limited prospects for improvement. -- Revenue growth fails to materialize in 2021, potentially due to a resurgence in COVID-19-related disruption to elective procedures. -- Margins decline due to operational challenges or aggressive spending on acquisitions and related integration work. -- Such deterioration in operating performance results in increased leverage and risks to liquidity, which could lead S&P to believe the company's capital structure is unsustainable. Although unlikely over the next 12 months, S&P could consider a higher rating if: -- The company generates improved discretionary cash flow, with the key ratio of discretionary cash flow to debt of over 2.5%. -- For this to occur, S&P would expect margins to improve materially along with working capital improvements. Avalign could also see margin and cash flow improvement if it successfully integrates acquisitions that increase revenue, scale, and efficiency. -- S&P would also need to believe that the improved cash generation levels are sustainable. AVID BIOSERVICES: Closes Public Offering of Common Stock -------------------------------------------------------- Avid Bioservices, Inc. has closed its previously announced underwritten public offering of 3,833,335 shares of its common stock, including 500,000 shares sold pursuant to the underwriters' exercise of their option to purchase additional shares. The offering price was $9.00 per share, and the gross proceeds from the offering were approximately $34.5 million, before deducting underwriting discounts and commissions and estimated offering expenses. Avid Bioservices, Inc. intends to use the net proceeds from the offering primarily for the expansion of its manufacturing capabilities and any remainder for general corporate purposes. RBC Capital Markets acted as sole book-running manager for the offering. Craig-Hallum Capital Group and Stephens Inc. acted as co-managers for the offering. About Avid Bioservices Avid Bioservices -- http://www.avidbio.com/-- is a dedicated contract development and manufacturing organization (CDMO) focused on development and CGMP manufacturing of biopharmaceutical drug substances derived from mammalian cell culture. The company provides a comprehensive range of process development, CGMP clinical and commercial manufacturing services for the biotechnology and biopharmaceutical industries. With over 27 years of experience producing monoclonal antibodies and recombinant proteins, Avid's services include CGMP clinical and commercial drug substance manufacturing, bulk packaging, release and stability testing and regulatory submissions support. For early-stage programs, the company provides a variety of process development activities, including upstream and downstream development and optimization, analytical methods development, testing and characterization. The scope of its services ranges from standalone process development projects to full development and manufacturing programs through commercialization. Avid Bioservires reported a net loss of $10.47 million for the year ended April 30, 2020, a net losses of $4.21 million for the year ended April 30, 2019, and a net loss of $21.81 million for the year ended April 30, 2018. As of Oct. 31, 2020, the Company had $113.59 million in total assets, $64.21 million in total liabilities, and $49.38 million in total stockholders' equity. "We currently anticipate that our cash and cash equivalents as of April 30, 2020, excluding the aforementioned $4.4 million in loan proceeds that were returned to the lender thereof in May 2020, combined with our projected cash receipts from services to be rendered under our existing customer contracts, will be sufficient to fund our operations for at least the next 12 months from the date of this Annual Report. "In the event we are unable to generate sufficient cash flow to support our current operations, we may need to raise additional capital in the equity markets in order to fund our future operations. We may raise funds through the issuance of debt or through the public offering of securities. There can be no assurance that these financings will be available on acceptable terms, or at all. Our ability to raise additional capital in the equity and debt markets is dependent on a number of factors including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties including, but not limited to, our financial results and economic and market conditions. Further, global financial crises and economic downturns, including those caused by widespread public health crises such as the COVID-19 pandemic, may cause extreme volatility and disruptions in capital and credit markets, and may impact our ability to raise additional capital when needed on acceptable terms, if at all. If we are unable to fund our continuing operations through these sources, we may need to restructure, or cease, our operations. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. Any of these actions could materially harm our business, financial condition, results of operations, and future prospects." AVID BIOSERVICES: Prices $30M Public Offering of Common Stock ------------------------------------------------------------- Avid Bioservices, Inc. announced the pricing of an underwritten public offering of 3,333,335 shares of its common stock at a price to the public of $9.00 per share. The gross proceeds from this offering are expected to be approximately $30 million, before deducting underwriting discounts and commissions and estimated offering expenses payable by Avid Bioservices, Inc. The offering is expected to close on or about Dec. 14, 2020, subject to customary closing conditions. Avid Bioservices, Inc. has also granted the underwriters a 30-day option to purchase from it up to an additional 500,000 shares of common stock at the public offering price, less underwriting discounts and commissions. Avid Bioservices, Inc. intends to use the net proceeds from the offering primarily for the expansion of its manufacturing capabilities and any remainder for general corporate purposes. RBC Capital Markets is acting as sole book-running manager for the offering. Craig-Hallum Capital Group and Stephens Inc. are acting as co-managers for the offering. The shares are being offered by Avid Bioservices, Inc. pursuant to a shelf registration statement on Form S-3 previously filed with and subsequently declared effective by the Securities and Exchange Commission. A preliminary prospectus supplement relating to the offering has also been filed with the SEC and is available on the SEC's website at http://www.sec.gov. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to this offering may be obtained from RBC Capital Markets, LLC, Attn: Equity Capital Markets, 200 Vesey Street, New York, NY 10281, by telephone at 877-822-4089 or by email at equityprospectus@rbccm.com, Craig-Hallum Capital Group LLC, Attn: Equity Capital Markets, 222 South Ninth Street, Suite 350, Minneapolis, MN 55402, by telephone at (612) 334-6300 or by e-mail at prospectus@chlm.com or from Stephens Inc., Attn: Equity Syndicate, 111 Center Street, Little Rock, AR 72201, by telephone at (501) 377-2000 or by email at prospectus@stephens.com. About Avid Bioservices Avid Bioservices -- http://www.avidbio.com/-- is a dedicated contract development and manufacturing organization (CDMO) focused on development and CGMP manufacturing of biopharmaceutical drug substances derived from mammalian cell culture. The company provides a comprehensive range of process development, CGMP clinical and commercial manufacturing services for the biotechnology and biopharmaceutical industries. With over 27 years of experience producing monoclonal antibodies and recombinant proteins, Avid's services include CGMP clinical and commercial drug substance manufacturing, bulk packaging, release and stability testing and regulatory submissions support. For early-stage programs, the company provides a variety of process development activities, including upstream and downstream development and optimization, analytical methods development, testing and characterization. The scope of its services ranges from standalone process development projects to full development and manufacturing programs through commercialization. Avid Bioservires reported a net loss of $10.47 million for the year ended April 30, 2020, a net losses of $4.21 million for the year ended April 30, 2019, and a net loss of $21.81 million for the year ended April 30, 2018. As of Oct. 31, 2020, the Company had $113.59 million in total assets, $64.21 million in total liabilities, and $49.38 million in total stockholders' equity. "We currently anticipate that our cash and cash equivalents as of April 30, 2020, excluding the aforementioned $4.4 million in loan proceeds that were returned to the lender thereof in May 2020, combined with our projected cash receipts from services to be rendered under our existing customer contracts, will be sufficient to fund our operations for at least the next 12 months from the date of this Annual Report. "In the event we are unable to generate sufficient cash flow to support our current operations, we may need to raise additional capital in the equity markets in order to fund our future operations. We may raise funds through the issuance of debt or through the public offering of securities. There can be no assurance that these financings will be available on acceptable terms, or at all. Our ability to raise additional capital in the equity and debt markets is dependent on a number of factors including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties including, but not limited to, our financial results and economic and market conditions. Further, global financial crises and economic downturns, including those caused by widespread public health crises such as the COVID-19 pandemic, may cause extreme volatility and disruptions in capital and credit markets, and may impact our ability to raise additional capital when needed on acceptable terms, if at all. If we are unable to fund our continuing operations through these sources, we may need to restructure, or cease, our operations. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. Any of these actions could materially harm our business, financial condition, results of operations, and future prospects." AWESOME FLIGHT: COVID-19 Disrupts Chopper Demand, Hits Chapter 11 ----------------------------------------------------------------- Bill Heltzel of Westchester and Fairfield County Business Journal reports that the coronavirus has disrupted Awesome Flight's charter helicopter service at Westchester County Airport in White Plains, New York. Awesome Flight LLC and its owner-pilot Keith Vitolo of Mamaroneck filed Chapter 11 petitions Dec. 2, 2020 in U.S. Bankruptcy Court, White Plains. Awesome Flights declared $270,000 in assets – the estimated value of its 2013 Robinson R66 helicopter – and $1,015,440 in liabilities. Vitolo declared nearly $110,000 in assets and $686,185 in liabilities. Vitolo has been unable to conduct traditional operations since March 16, 2020 he states in an affidavit, "when demand for NY Metro area helicopter charter was temporarily reduced as a result of the Covid-19 pandemic." Vitolo got into the charter business after years of working in aircraft financing, according to a 2008 New York Times article, when he saw an opportunity to serve fliers annoyed by stressful commercial airline flights. Awesome Flight has been operating since 2003, offering 130 mph, beeline flights to customers for whom speed and avoidance of on-the-ground traffic jams are worth more than the cost of the service. Business executives catching an international flight at Kennedy International Airport, for instance, pay $1,272 for an airport shuttle from the Wall Street heliport. Vitolo transports vacationers to the Hamptons, ferries gamblers to casinos, conducts fall foliage tours, offers aerial photography and hosts mile high engagements. The business booked nearly $700,000 last year, according to a bankruptcy record, and Vitolo made $106,000 in salary. But revenues are down 70%, to $210,000, so far this year, and his salary has been cut nearly in half, to $56,280. Awesome owes M&T Bank of Buffalo $382,120 on a loan Vitolo personally guaranteed. It owes $300,000 to Baroda Ventures, a Beverly Hills, California, venture capital firm, and has been paying interest with in-kind flights. The company is also carrying a $29,780 coronavirus Paycheck Protection Program loan and a $15,200 Economic Injury Disaster Loan. Vitolo owes $200,150 to 1st Constitution Bank of Cranbury, New Jersey, on a loan he guaranteed. He also owns Amazing Flights LLC, a White Plains company that leases the helicopter to Awesome Flights for $5,000 a month. Amazing Flights has not filed for bankruptcy. Vitolo has listed the Robinson R66 for $299,999 on Controller, an online aircraft sales site. But his goal, according to bankruptcy affidavits, is to reorganize and "continue to operate my businesses." White Plains bankruptcy attorney Anne Penachio represents Awesome and Vitolo. About Awesome Flight Awesome Flight LLC -- http://www.awesomeflight.com/-- offers private, exclusive helicopter charter transportation services. Awesome Flight sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-23248) on Dec. 2, 2020. Its case is jointly administered under the case of owner Keith Vitolo (Bankr. S.D.N.Y. Case No. 20-23247). Awesome Flight was estimated to have less than $500,000 in assets and at least $1 million in liabilities as of the bankruptcy filing. The Debtors' counsel: Anne J. Penachio Penachio Malara LLP Tel: 914-946-2889 E-mail: apenachio@pmlawllp.com BENNINGTON CORP: Trustee Taps Hire Marcus & Millichap as Realtor ---------------------------------------------------------------- Marc Albert, trustee of the Chapter 11 bankruptcy estate of The Bennington Corporation, seeks approval from the U.S. Bankruptcy Court for the District of Columbia to hire Marcus & Millichap Real Estate Investment Services of North Carolina, Inc. The Debtor needs assistance of a realtor to market for sale a three-building, multi-unit apartment complex located at 4559 and 4569 Benning Road, SE and 4480 C St. SE, Washington, DC. The firm will receive a commission of 5 percent on any sale it procured. This is a discount from the firm's usual commission and the market rate commission of 6 percent. The firm would split the 5 percent commission with any agent for a buyer. The firm and its realtors have no connection with the Debtor, any creditor or any other party in interest, according to a court filing. The firm can be reached through: John M. (Marty) Zupancic, III Marcus & Millichap Real Estate Investment Services of North Carolina, Inc. 101 J Morris Commons Lane, Suite 130 Morrisville, NC 27560 Telephone: (919) 674-1100 About The Bennington Corp. The Bennington Corp. -- a company engaged in renting and leasing real estate properties -- sought Chapter 11 protection (Bankr. D.D.C. Case No. 20-00321) on July 30, 2020. In the petition signed by Mehrdad Valibeigi, president, the Debtor was estimated to have assets and liabilities in the range of $1 million to $10 million. The case is assigned to Martin S. Teel, Jr. The Debtor tapped Wendell W. Webster, Esq., at Webster & Fredrickson, PLLC, as its legal counsel. On Sept. 25, 2020, the court entered an order approving the appointment of Marc E. Albert as the Chapter 11 trustee. The trustee is represented by Stinson LLP. BORDEN DAIRY: ARI Objects to First Amended Plan & Disclosure ------------------------------------------------------------ Automotive Rentals, Inc. and ARI Fleet LT object to the First Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company, now operating in bankruptcy as BDC Inc., and Its Affiliated Debtors. ARI objects to the First Amended Plan and the Debtor's proposed objection to ARI's Lease Agreement because to the extent that the Debtors still intend their objection to be nunc pro tunc to August 14, 2020, such a rejection is improper because the Debtors have not returned the leased vehicles that are the subject of the Lease Agreement and have continued to accrue lease and service charges in connection with such vehicles post-petition. The Debtors should be compelled to return the leased vehicles to ARI upon rejection and pay any unpaid administrative expense claim amounts that accrued, and that continue to accrue, in connection with the continued use and possession of the vehicles and services provided by ARI under the Lease Agreement post-petition if the Lease Agreement is rejected. A full-text copy of ARI's objection to the First Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation dated December 1, 2020, is available at https://tinyurl.com/y5egp9jw from PacerMonitor at no charge. Counsel to ARI: FOX ROTHSCHILD LLP Seth A. Niederman Citizens Bank Center 919 N. Market Street, Suite 300 Wilmington, DE 19801 Tel: (302) 654-7444 Fax: (302) 656-8920 E-mail: sniederman@foxrothschild.com - and - Richard A. Aguilar, Esq. Rudy J. Cerone, Esq. Mark J. Chaney, III, Esq. McGLINCHEY STAFFORD, PLLC 601 Poydras Street, 12th Floor New Orleans, Louisiana 70130 Telephone: (504) 596-2884 Facsimile: (504) 910-8371 E-mail: raguilar@mcglinchey.com rcerone@mcglinchey.com mchaney@mcglinchey.com About Borden Dairy Company 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. * * * The Debtors renamed themselves to BDC Inc., et al., following the $340 million sale of substantially all Borden assets to Capitol Peak Partners and KKR in August 2020. BORDEN DAIRY: Court Okays Chapter 11 Plan After $340M Sale ---------------------------------------------------------- Law360 reports that the Chapter 11 liquidation plan for milk producer Borden Dairy Co., which was sold for roughly $340 million earlier this 2020, was approved by a Delaware judge Tuesday, December 15, 2020, clearing the way for distributions to be made to creditors. During a virtual hearing, U.S. Bankruptcy Judge Christopher S. Sontchi commended parties for presenting an uncontested plan and thanked his colleague Judge Brendan L. Shannon for helping stakeholders mediate issues in the Chapter 11. "I know this was a very difficult case from day one," Judge Sontchi said, adding that all the hard work on the case led "to a good result." About Borden Dairy Company 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. * * * The Debtors renamed themselves to BDC Inc., et al., following the $340 million sale of substantially all Borden assets to Capitol Peak Partners and KKR in August 2020. BORDEN DAIRY: Myrtle Says Plan Risky, May Not Be Feasible --------------------------------------------------------- Myrtle Consulting Group LLC objects to the First Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company, now operating in bankruptcy as BDC Inc., and Its Affiliated Debtors. Myrtle claims that the Plan cannot be confirmed unless the Debtors have demonstrated their ability to satisfy the requirement that on the Effective Date, holders of Administrative Expense Claims will be paid in full in cash on account of such claims, or proper reserves have been made for all potential Allowed Administrative Expense Claims. Myrtle points out that the Plan provides for a risky, contingent, and unclear method for satisfaction of what is still an unknown universe of Administrative Expense Claims. Myrtle asserts that the Plan does not provide for any different treatment agreed to by holders of Administrative Expense Claims, and it is not clear that the Debtors will be able to pay all Administrative Expense Claims in full in cash on the Effective Date or when such claims are Allowed. Myrtle further asserts that the Debtors must demonstrate that the Plan's provision for payment in full of all Allowed Administrative Expense Claims is feasible. The Plan purports to provide that each holder of an Allowed Administrative Expense Claim will be paid in full, but the Debtors have not demonstrated their ability to actually fulfill that promise. A full-text copy of Myrtle's objection to the First Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation dated December 1, 2020, is available at https://tinyurl.com/y5qo2smd from PacerMonitor at no charge. Counsel to Myrtle Consulting: FLASTER/GREENBERG PC Damien Nicholas Tancredi 1007 North Orange Street, Suite 400 Wilmington, DE 19801 Tel: 215-587-5675 E-mail: damien.tancredi@flastergreenberg.com - and - PARKINS LEE & RUBIO LLP Charles M. Rubio P.C. 50 Main Street, Suite 1000 White Plains, New York 10606 Phone: 212-763-3331 E-mail: crubio@parkinslee.com About Borden Dairy Company 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. * * * The Debtors renamed themselves to BDC Inc., et al., following the $340 million sale of substantially all Borden assets to Capitol Peak Partners and KKR in August 2020. BOYCE HYDRO: Dam Condemnation Moves Forward ------------------------------------------- Mitchell Kukulka of Midland Daily News reports that after spending half of the year going through the courts, the Four Lakes Task Force's acquisition of Boyce Hydro properties is moving forward. On Monday, December 7, 2020, Judge Daniel Opperman of the U.S. Bankruptcy Court for the Eastern District of Michigan granted a motion allowing the FLTF to acquire the title to the Boyce Hydro properties through condemnation. FLTF is the delegated authority working on behalf of Midland and Gladwin counties to oversee the dams and lakes along the Tittabawasee River system. "The ruling is a key step in FLTF's efforts to rebuild the dams and restore the lakes following the catastrophic dam breaches on May 19, 2020" stated an FLTF newsletter. Resolutions passed in Midland and Gladwin counties on June 9, 2020 authorized the FLTF to execute and record a "declaration of taking" and declare the taking of the dam property by eminent domain under the applicable statutes of the State of Michigan. On July 16, 2020, the FLTF board approved the beginning of condemnation proceedings related to the four dams. The condemnation was put on hold after Boyce Hydro filed for Chapter 11 bankruptcy in late July 2020. Opperman's latest ruling allows the condemnation process to move forward. On Nov. 13, 2020, FLTF and Boyce Hydro reached a settlement regarding condemnation litigation. In accordance with the settlement agreement, the counties on behalf of the Four Lakes Special Assessment District will obtain ownership of the Boyce properties. FTLF agreed to pay $1,576,000 in the settlement, with $270,000 going to Boyce and $152,000 to local suppliers with liens on Boyce properties. The remaining $1,154,000 will be up to the bankruptcy court to sort out between Byline Bank, lawyers and the bankruptcy trustee. "Gladwin and Midland Counties made a brave decision after May 19, 2020, under their authority to take the Boyce properties," stated Dave Kepler, FLTF chair. "This is an important step for our lake communities to gain control of our future. We have a lot of work ahead of us as we take over operations, recover, and develop an affordable path forward to rebuild our lakes but with the community’s support, we are ready for the task." FLTF also announced on Monday, December 7, 2020, that it has formed an "operations transition" team to manage the safe transfer of assets of the four dams from Boyce Hydro to FLTF. The transfer of property is expected within the next few weeks. About Boyce Hydro LLC Boyce Hydro LLC is an Edenville dam that was privately owned and operated by Boyce Hydro Power, a company based in Edenville, which also owned three other hydroelectric facilities. On July 31, 2020, Boyce Hydro, LLC, and Boyce Hydro Power, LLC, sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 20-21214 and 20-21215). Boyce Hydro, LLC, and Boyce Hydro Power were each estimated to have $10 million to $50 million in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. GOLDSTEIN & MCCLINTOCK LLP, led by Matthew E. McClintock, Esq., is the Debtors' counsel. CHICK LUMBER: Proposed Private Sale of 3 Toyota Tacomas Approved ---------------------------------------------------------------- Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the District of New Hampshire authorized Chick Lumber, Inc.'s private sale of the following three Toyota Tacomas: (i) red 2011 Toyota Tacoma, VIN 5TFUX4EN7FX036051 ("Red Tacoma #2"), (ii) black 2011 Toyota Tacoma, VIN 5TFUU4EN2FX129617, and (iii) red 2011 Toyota Tacoma, VIN 5TFUX4EN9FX036634 ("Red Tacoma #1"), to one or more bona fide, non-insider offerors that make the best offers therefor equal to or in excess of the Private Sale Value given for each Subject Vehicle or a lower offer acceptable so long as the net proceeds on the sale of each vehicle are greater than the amount of the secured debt, and such net proceeds are paid to Secure Creditor Citizens Bank, N.A. The Debtor is authorized to: 1. Market, sell, grant and convey the Subject Vehicles to a Buyer or Buyers for an amount equal to, or in excess of the applicable Acceptable Price payable in cash, free and clear of all liens, claims and interests. 2. Execute and deliver to each Buyer a quitclaim bill of sale or quitclaim assignment of the Certificate of Title to the Subject Vehicles "as is, where is" and with all faults and without express or implied warranties of any nature whatsoever (other than the implied warranty of title). 3. Deduct from the gross proceeds of each sale, without further order, the amount of any closing costs or expenses incurred by the Debtor in negotiating and closing a sale, except for legal fees which must be approved by the Court. 4. Any and all liens against Subject Vehicles will attach to the proceeds. The Order preserves for the benefit of the Debtor and the estate all of the demands, causes of action, equitable and statutory rights and other claims and remedies therefor asserted by the Debtor against Citizens in the Complaint which commenced Chick Lumber, Inc., Citizens Bank N.A. and Citizens Financial Group, Inc., doing business as Citizens Bank, Adv Pro. No. 20-01014, none of which will be discharged, released, prejudiced or adversely affected by the Order, any order entered by the Court on the Motion or the closing of a sale of a Subject Vehicle in the payment of the net proceeds thereof to Citizens. The Order will become effective on the date thereof. About Chick Lumber Chick Lumber, Inc. -- https://www.chicklumber.com/ -- is a dealer of lumber, plywood, steel beams, engineered wood, trusses, steel and asphalt roofing, windows, doors, siding, trim, stair parts, and finish materials. It also offers drafting and design, installation, delivery, outside sales, and plan reading and estimating services. Chick Lumber sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-11252) on Sept. 9, 2019, in Concord, N.H. In the petition signed by Salvatore Massa, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon PLLC is the Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 3, 2019. The Committee is represented by Goldstein & McClintock, LLLP as its legal counsel. CHICK LUMBER: Proposed Private Sale of 3 Toyota Tundras Approved ---------------------------------------------------------------- Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the District of New Hampshire authorized Chick Lumber, Inc.'s private sale of the following three unencumbered Toyota Tundras, which are essentially identical: (i) 2011 Toyota Tundra (Black), VIN 5TFUM5F14BX019955, (ii) 2011 Toyota Tundra (Red), VIN 5TFUM5F14BX022015, and (iii) 2011 Toyota Tundra (Silver), VIN 5TFUM5F1XBX023234, to the bona fide, non-insider offeror that makes the best offer therefor which the Debtor determines to be reasonably equivalent to the value thereof using the Private Sale Values given in the Motion as a guideline during the Offering Period. The sale will be "as is, where is" and with all faults and without express or implied warranties of any nature whatsoever. The Debtor is authorized to execute and deliver to the Buyer a Fiduciary Bill of Sale to the Subject Property that conforms to the Order and the Contract and do, or cause to be done, execute or cause to be executed and take or cause to be taken each and every act, action or document required by the Contract or the Debtor in the exercise of its business judgment determines to be incidental thereto. Any and all liens against the Subject Property will attach to the proceeds with the same validity, extent and priority as existed on the petition date subject to further Order of the Court. The Debtor will hold the proceeds subject to further Order of the Court. The Order will become effective on the date thereof. About Chick Lumber Chick Lumber, Inc. -- https://www.chicklumber.com/ -- is a dealer of lumber, plywood, steel beams, engineered wood, trusses, steel and asphalt roofing, windows, doors, siding, trim, stair parts, and finish materials. It also offers drafting and design, installation, delivery, outside sales, and plan reading and estimating services. Chick Lumber sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-11252) on Sept. 9, 2019, in Concord, N.H. In the petition signed by Salvatore Massa, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon PLLC is the Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 3, 2019. The Committee is represented by Goldstein & McClintock, LLLP as its legal counsel. CHUCK E. CHEESE: Court Approves $864M Debt-Equity Swap ------------------------------------------------------ Law360 reports that the owner of the Chuck E. Cheese restaurant chain won approval for its Chapter 11 plan from a Texas bankruptcy judge on Tuesday, December 15, 2020, getting the go-ahead to swap $864 million in debt for equity and keep 500 locations open. At a virtual hearing, U.S. Bankruptcy Judge Marvin Isgur approved CEC Entertainment Inc.'s plan to emerge from the bankruptcy forced on it by the coronavirus pandemic, overriding objections by landlords disputing the amount of rent they were owed. "When it's all said and done I hope we have a Chuck E. Cheese I can take my grandson to someday," Judge Isgur said. About CEC Entertainment CEC Entertainment is a family entertainment and dining company that owns and operates Chuck E. Cheese and Peter Piper Pizza restaurants. As of Dec. 31, 2019, CEC Entertainment and its franchisees operate a system of 612 Chuck E. Cheese restaurants and 129 Peter Piper Pizza stores, with locations in 47 states and 16 foreign countries and territories. Visit http://www.chuckecheese.comfor more information. CEC Entertainment recorded a net loss of $28.92 million for the year ended Dec. 29, 2019, compared to a net loss of $20.46 million for the year ended Dec. 30, 2018. As of Dec. 29, 2019, CEC Entertainment had $2.12 billion in total assets, $1.90 billion in total liabilities, and $213.78 million in total stockholders' equity. On June 24, 2020, CEC Entertainment and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-33163). Judge Marvin Isgur oversees the cases. Debtors have tapped Weil, Gotshal & Manges, LLP as bankruptcy counsel, FTI Consulting, Inc. as financial advisor, PJT Partners LP as investment banker, Hilco Real Estate, LLC as real estate advisor, and Prime Clerk, LLC, as claims, noticing and solicitation agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on July 13, 2020. The committee has tapped Kelley Drye & Warren, LLP and Womble Bond Dickinson (US), LLP as its legal counsel, and Alvarez & Marsal North America, LLC as its financial advisor. COMMUNITY HEALTH: S&P Rates New $1.05BB Senior Secured Notes 'B-' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B-' rating to Community Health Systems Inc.'s proposed $1.05 billion senior secured notes due 2027, issued by subsidiary CHS/Community Health Systems Inc. The recovery rating is '2', indicating our expectation for substantial (70%-90%, rounded estimate: 70%) recovery to debt holders in the event of payment default. The proceeds would refinance a portion of Community's existing first lien notes due in 2023, which carry the same rating. S&P said, "The issuer credit rating of 'SD' is not affected following the company's recent distressed exchange for a portion of the unsecured notes due 2028. However, the rating on the new senior secured notes is based on the expectation the we will revise the issuer credit rating in the coming days to 'CCC+', where it was prior to the recent distressed exchange transaction. All other ratings on Community are affirmed. The ratings continue to reflect our view that the company continues to face headwinds along with other small-market hospital peers, including the impact of the pandemic, weak admission trends, and reimbursement risk that includes pressure on Medicaid funding, and aggressive actions by private insurers." COROTOMAN INC: Court Orders Appointment of Trustee -------------------------------------------------- Judge B. McKay Mignault of the U.S. Bankruptcy Court for the Southern District of West Virginia entered an Order directing the U.S. Trustee to appoint a Chapter 11 trustee in the bankruptcy case of Corotoman, Inc. The Order was made pursuant to the U.S. Trustee's Motion to appoint a Chapter 11 trustee for the Debtor and the consent made by the Debtor's counsel, the U.S. Trustee, and the Debtor, regarding the appointment of a Chapter 11 trustee. A full-text copy of the Consent Order is available at https://bit.ly/3nDVQh7 from PacerMonitor.com at no charge. About Corotoman Inc. Corotoman Inc. sought Chapter 11 protection (Bankr. S.D. W.Va. Case No. 19-20134) on March 29, 2019. In the petition signed by John H. Wellford, III, president, the Debtor had estimated assets of less than $50,000 and liabilities of between $100,001 and $500,000. The Debtor is represented by the Law Office of John Leaberry, PLLC. COVIA HOLDINGS: Court Okays Ch. 11 Plan With $135 Million Exit Loan ------------------------------------------------------------------- Covia on Dec. 14, 2020, announced the United States Bankruptcy Court for the Southern District of Texas, Houston Division, confirmed its Plan of Reorganization. The confirmation order marks a key milestone in the Company's reorganization process, and the Company anticipates emerging from bankruptcy at the end of 2020. "We are pleased with the results of this hearing, and thank our employees, customers, vendors, lenders and creditors for helping us achieve this positive outcome," said Richard Navarre, Chairman, President and Chief Executive Officer. "Upon emergence, we will reduce our long-term obligations by over $1 billion, which will significantly improve our capital structure and cash flow profile and allow us to be an even stronger partner to our stakeholders." Leslie A. Pappas of Bloomberg Law reports that Covia Holdings Corp. is poised to shed $735 million of debt and emerge from bankruptcy by the end of 2020 after resolving objections to its reorganization. Covia's Chapter 11 plan, confirmed Monday, December 14, 2020, also will allow the company to get $135 million in exit financing, Andrew Eich, Covia's chief financial officer, said at a hearing in the U.S. Bankruptcy Court for the Southern District of Texas. Senior lenders will take controlling ownership of the Independence, Ohio-based company after it emerges from bankruptcy. Covia Holdings Corporation Covia Holdings Corporation and its affiliates -- http://www.coviacorp.com/-- provide diversified mineral-based and material solutions for the energy and industrial markets. They produce a specialized range of industrial materials for use in the glass, ceramics, coatings, foundry, polymers, construction, water filtration, sports and recreation, and oil and gas markets. Covia Holdings Corporation, based in Independence, Ohio, and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-33295) on June 29, 2020. In its petition, Covia disclosed $2,504,740,814 in assets and $1,903,952,839 in liabilities. The petition was signed by Andrew D. Eich, executive vice president, chief financial officer, and treasurer. The Hon. Marvin Isgur presides over the case. The Debtors tapped KIRKLAND & ELLIS LLP, and KIRKLAND & ELLIS INTERNATIONAL LLP, as counsel; JACKSON WALKER L.L.P., as co-counsel; KOBRE & KIM LLP, as special litigation counsel; PJT PARTNERS LP, as investment banker; ALIXPARTNERS, LLP, as financial advisor; and PRIME CLERK LLC, as claims and noticing agent. COVIA HOLDINGS: Kaplan Fox Probes Possible Securities Fraud ----------------------------------------------------------- Kaplan Fox & Kilsheimer LLP (www.kaplanfox.com) is investigating claims on behalf of investors of Covia Holdings Corporation ("Covia" or the "Company") (OTC: CVIAQ). A complaint has been filed on behalf of investors who purchased the Company's securities between March 15, 2016 and June 29, 2020, inclusive (the "Class Period"). On May 9, 2019, after the market closed, the Company disclosed in a Form 10-Q quarterly report that on March 18, 2019, Covia received a subpoena from the SEC seeking information relating to certain value-added proppants marketed and sold by Fairmount Santrol or Covia within the Energy segment since January 1, 2014. Following this news, Covia's shares fell $0.29 per share, about 7.7%, to close at $3.47 per share on May 10, 2020. At the end of the Class Period, Covia filed a voluntary petition for Chapter 11 bankruptcy after which the Company's shares fell by over 91% to close at $0.04 per share on July 1, 2020. The complaint alleges that the Defendants made false and/or misleading statements and/or failed to disclose that: (1) the Company's proprietary 'value-added' proppants were not necessarily more effective than ordinary sand; (2) the Company's revenues, which were dependent on its proprietary 'value-added' proppants, was based on misrepresentations;(3) when Company insiders raised this issue, the Defendants did not take meaningful steps to rectify the issue; and (4) as a result, Defendants' statements about its business, operations, and prospects, were materially false and misleading and/or lacked a reasonable basis at all relevant times. If you are a member of the proposed Class, you may move the court no later than February 8, 2021 to serve as a lead plaintiff for the purported class. You need not seek to become a lead plaintiff in order to share in any possible recovery. If you would like to discuss the complaint or our investigation, please contact us by emailing jcampisi@kaplanfox.com or by calling 212-329-8571. This press release may be considered Attorney Advertising in some jurisdictions under the applicable law and ethical rules. About Kaplan Fox & Kilsheimer LLP Kaplan Fox & Kilsheimer LLP, with offices in New York, San Francisco, Los Angeles, Chicago and New Jersey, has many years of experience in prosecuting investor class actions. For more information about Kaplan Fox & Kilsheimer LLP, you may visit our website at www.kaplanfox.com. About Covia Holdings Corporation Covia Holdings Corporation and its affiliates -- http://www.coviacorp.com/-- provide diversified mineral-based and material solutions for the energy and industrial markets. They produce a specialized range of industrial materials for use in the glass, ceramics, coatings, foundry, polymers, construction, water filtration, sports and recreation, and oil and gas markets. Covia Holdings Corporation, based in Independence, Ohio, and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-33295) on June 29, 2020. In its petition, Covia disclosed $2,504,740,814 in assets and $1,903,952,839 in liabilities. The petition was signed by Andrew D. Eich, executive vice president, chief financial officer, and treasurer. The Hon. Marvin Isgur presides over the case. The Debtors tapped KIRKLAND & ELLIS LLP, and KIRKLAND & ELLIS INTERNATIONAL LLP, as counsel; JACKSON WALKER L.L.P., as co-counsel; KOBRE & KIM LLP, as special litigation counsel; PJT PARTNERS LP, as investment banker; ALIXPARTNERS, LLP, as financial advisor; and PRIME CLERK LLC, as claims and noticing agent. CRACKED EGG: Anti-Mask Diner's Bankruptcy Bid Challenged -------------------------------------------------------- Joyce Hanson of Law360 reports that a Pittsburgh restaurant that opposes face mask use during the COVID-19 pandemic can't send its civil rights lawsuit to bankruptcy court or pause its debtor's obligation to creditors in its Chapter 11 suit, Allegheny County has told two Pennsylvania courts, saying the cases are unrelated. Allegheny County and its health department said Friday in separate filings in Pennsylvania federal court and bankruptcy court that the civil rights suit brought by The Cracked Egg LLC, owner of The Crack'd Egg restaurant, may be related to the case under Chapter 11, but it does not arise from it. The Cracked Egg filed for bankruptcy shortly after the county sued it for ignoring mask mandates and shutdown orders, but the county said its claims that the restaurant broke state law and the countersuit claiming the orders violate constitutional rights are unrelated enough that the countersuit shouldn't be referred to the bankruptcy court and subject to an automatic stay on all litigation. According to the county's opposition to The Cracked Egg's Oct. 23, 2020 motion to refer the civil rights case to bankruptcy court, the constitutional claims aren't "core" claims and thus have no place in the bankruptcy court because the court can't enter final judgment. Further, the Allegheny County Health Department urged the bankruptcy court to deny the restaurant's bid to pause its obligations to its creditors with an automatic stay, saying that the ACHD doesn't seek to enforce a money judgment but rather wants the federal court to order a shutdown of the eatery's operations to protect the public's health. "The ACHD's relief requesting the court to order The Crack'd Egg to close operations until a satisfactory COVID-19 plan has been submitted and approved by the ACHD does not achieve what a money judgment would attempt to accomplish," the department said. "The purpose of this relief [is] to protect against future transmission of COVID-19, not compensate for past wrongful acts." When the restaurant filed its voluntary petition for bankruptcy relief on Oct. 9, it was the subject of various investigations and proceedings instituted by the health department, the ACHD noted. Over the summer on multiple occasions, the department said, it received many complaints from the public regarding The Crack'd Egg's failure to comply with COVID-19 control measures issues by the state. On about a dozen visits by ACHD representatives in July, August and September 2020, public-facing employees were seen to be working without wearing face masks, while patrons were admitted into the restaurant without face masks and outdoor seating space wasn't sufficiently spaced, the ACHD said. Also on Friday, December 11, Allegheny County and its health department moved to dismiss the restaurant's civil suit, saying The Crack'd Egg flouted the statewide COVID-19 mask mandate. All the restaurant had to do for its health permit to be reinstated was comply with the facial covering mandate, the county said. The Crack'd Egg sued the county and the Allegheny County Health Department in September, claiming the rule had no "rational or scientific basis" for preventing the spread of COVID-19 and cited due process and equal protection violations. The restaurant's case came as a countersuit against a county suit filed earlier in September asking a Pennsylvania state judge to shut down the family-owned restaurant for allegedly defying the state's mask mandate and ignoring county orders to shut down. On Oct. 15, The Cracked Egg filed a notice of removal for the state court case, removing jurisdiction to bankruptcy court. A representative for the Allegheny County Health Department declined to comment Monday, December 14, 2020. Counsel for The Crack'd Egg did not immediately respond to a request for comment. The Crack'd Egg is represented by James R. Cooney, Robert O. Lampl, Sy O. Lampl, Alexander L. Holmquist and Ryan J. Cooney of Robert O. Lampl Law Office. Allegheny County and the Allegheny County Health Department are represented in-house by Frances M. Liebenguth. The health department is additionally represented in-house by Vijyalakshmi Patel. The case is The Cracked Egg LLC v. County of Allegheny et al., case number 2:20-cv-01434, in the U.S. District Court for the Western District of Pennsylvania. The bankruptcy case is In re: The Cracked Egg LLC, case number 20-22889, in the U.S. Bankruptcy Court for the Western District of Pennsylvania. About Crack'd Egg Crack'd Egg is family owned and operated culinary driven gourmet eatery in Brentwood that serves breakfast and lunch. The Cracked Egg LLC filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 20-22889) on Oct. 9, 2020. In the petition signed by Kimberly Waigand, the owner, the Company was estimated to have less than$50,000 in assets and $100,000 to $500,000 in liabilities as of the filing. The Debtor's counsel: Robert O Lampl Robert O Lampl Law Office Tel: 412-392-0330 E-mail: rol@lampllaw.com CREME DE LA CREME: Final Cash Collateral Hearing Set for Dec. 21 ---------------------------------------------------------------- Maryland Bankruptcy Judge David E. Rice will hold a hearing for Dec. 21 at 3:00 p.m. by videoconference or teleconference to consider final approval of the request of Creme de la Creme Holding LLC and Creme de la Creme Maryland, LLC to use cash collateral. The final hearing was previously set for Oct. 19. Prior to the October hearing, the Debtors and Atlantic Union Bank stipulated to the Debtors' continued use of cash collateral through the final hearing. The Debtors and Atlantic agreed that Atlantic's predecessor in interest, Middleburg Bank: -- in 2015, entered into (i) a Promissory Note and a Security Agreement pursuant to which Middleburg provided a business loan to CDLC Imports in the original principal amount of $298,561, and (ii) a Promissory Note and a Security Agreement pursuant to which Middleburg provided a business loan to CDLC Imports in the original principal amount of $201,402; and -- in 2012, made a revolving loan to CDLC Imports in the amount of $1,800,000 evidenced by, among other things, a Promissory Note dated May 20, 2012 and a Business Loan Agreement dated May 10, 2010, and a Commercial Security Agreement dated May 10, 2010. The parties' Stipulation also provided that the United States Small Business Administration, an Agency of the United States Government, provided a loan under its "Economic Injury Disaster Loan Program" to CDLC Holding in the amount of $500,000; and asserts a security interest in property of CDLC Holding, including the Cash Collateral. In their motion, the Debtors said they lack sufficient unencumbered cash or other assets with which to continue to operate the business in Chapter 11. As a result, the Court gave the Debtors interim authority to use Cash Collateral of Atlantic Union Bank and the SBA in order to continue to operate their businesses without interruption with the objective of formulating an effective plan of reorganization. The Court granted the Debtors interim authority to use Cash Collateral for these purposes: (a) maintenance and preservation of their assets; (b) the continued operation of their business by payment of actual expenses (c) Court-approved prepetition payroll, tax payments and payments to utility providers and vendors. As adequate protection for the Debtors' use and/or diminution of the secured creditors' Cash Collateral, Atlantic and SBA are granted a replacement lien under 11 U.S.C. section 361 on all of CDLC Imports' post-petition assets, which replacement liens shall be limited solely to the extent Atlantic's Cash Collateral is used by CDLC Imports and such use results in a diminution of the value of its Cash Collateral. The replacement lien and security interest granted is automatically deemed perfected upon entry of the Interim Order without the necessity of Atlantic taking possession of its collateral or filing financing statements or other documents. CDLC Imports agreed to provide monthly payments to provide further protection of the interest of Atlantic in the Cash Collateral in the amount of $3,000 for each month during the Cash Collateral Period, each payment to be made on or before the 1st day of each calendar month during such period. The SBA is granted: (i) a replacement lien under 11 U.S.C. section 361 on all of CDLC Holding's post-petition assets; and (ii) a superpriority claim pursuant to 11 U.S.C. section 507(b), both limited to the extent CDLC Holding's use of Cash Collateral results in a diminution of the value of the SBA's interest in the Cash Collateral. The Stipulation provides that the Interim Cash Collateral Order will automatically expire at 11:59 p.m. on Dec. 23, unless renewed by the Court prior to such time. Termination of the use of Cash Collateral shall not impair the continuing effectiveness and enforceability of all other provisions in this order. About Creme de la Creme Holding LLC Creme de la Creme Holding LLC and Creme de la Creme Maryland, LLC -- https://loulouboutiques.com -- operate boutique shops selling women's jewelry, handbags, scarves, sunglasses, clothing, and more. Founded in 2004, they have locations in Virginia, Maryland, Washington, D.C., Massachusetts, Connecticut, North Carolina, South Carolina, and Georgia. Creme de la Creme Holding LLC and Creme de la Creme Maryland, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Lead Case No. 20-18677) on September 24, 2020. In the petitions signed by Bernardus T. Wegdam, manager, the Debtors disclosed up to $10 million in assets and liabilities of the same range. Augustus T. Curtis, Esq., at Cohen, Baldinger & Greenfeld, LLC is the Debtor's counsel. DESTINATION HOPE: $4.8MM Sale to Regard Recovery Okayed ------------------------------------------------------- Judge Peter D. Russin of the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, has authorized Destination Hope, Inc. to sell substantially all of its assets to Regard Recovery LLC and/or its permitted assigns, for a purchase price of $4.8 million. Regard served as the stalking horse bidder at the auction set for Dec. 10. With the exception of the Buyer, the Debtor, the Debtor's CRO Katie Goodman, lenders SG Credit Partners and Newtek Small Business Finance LLC, counsel for Benjamin and Suzanne Brafman, and the Office of the US Trustee, no parties appeared at the Auction. Regard's was the only bid submitted and no other bidder appeared at the Auction. The sale order provides that the Debtor will -- after retention of a $45,000 carve out for its professionals provided in the Final Order Granting Debtor's Motion to Use Cash Collateral of Lender SG Credit Partners, Inc. and Newtek Small Business Finance, LLC -- remit the next sale proceeds to SG Credit Partners, and then upon satisfaction of SG's claim, the remaining amount of the proceeds will be subject to Newtek's lien. The Remainder will be allocated as: -- First, in order and priority, there will be a carve out for the full payment of Court-approved chapter 11 administrative expenses, including professional fees, as well as UST fees and Court-ordered arrearage cures pursuant to 11 U.S.C. section 365(b), plus any additional carve outs as is agreed to by Newtek; and -- Second, in order and priority, $900,000 from the sale of the Debtor which will be distributed to Newtek, with the remaining balance paid to and retained by the Debtor subject to further Court Order. This is in addition to the net proceeds to be distributed to Newtek from the sale of the real estate owned by DH Camelot. The intent of the parties -- i.e., SG Credit, Newtek and the Professionals -- is that the carveouts are earmarked specifically for Chapter 11 professionals for their assistance in conducting the Sale and Transaction, which created significant benefit for SG and Newtek in addition to the Estate as a whole. Judge Russin previously authorized Destination Hope to use the cash collateral of SG Credit and Newtek on a final basis. As adequate protection for the use of Cash Collateral and for any diminution in value of the Lenders' prepetition collateral -- in which it has a lien, but only to the extent, priority and validity of said lien, as described in the loan documents between the Debtor and the Lenders -- the Lenders are granted valid, perfected liens upon, and security interest in, to the extent and in the order of priority of any valid prepetition lien, all assets of the Debtor including, without limitation, account receivables and the proceeds thereof. As additional adequate protection, the Debtor will pay $10,000 to SG every second week until the earlier of the closing of a Court-approved sale of the Debtor's assets or an event terminating the Debtor's use of Cash Collateral. The Lenders consented to -- and the professionals for the Debtor, specifically, Wernick Law, PLLC and GGG Partners, LLC, are granted -- an aggregate carveout/weekly escrow in the amount of $300,000, subject to Court approval per 11 U.S.C. section 330. The Debtor agreed to provide Lenders with weekly reporting on each Wednesday for the preceding week to include an accounting of new charges created, receipts, disbursements, and aging of charges/accounts receivable, in the form attached to the Budget along with a column in the report that shows any variance from the Budget and such other information as may be reasonably requested by Lenders. The post-petition liens and security interests granted to the Lenders are valid and perfected, without the need for execution or filing of any further documents or instruments otherwise required to be filed or be executed or filed under nonbankruptcy law. Any liens in favor of the Lenders including, without limitation, the Replacement Liens, will be subject to a carve-out for all fees due to the U.S. Trustee and/or Court clerk and the Debtor is authorized to pay the U.S. Trustee Fees without further order of the Court. A copy of the Sale Order is available at https://bit.ly/3gSlXOx from PacerMonitor.com. A copy of the Final Cash Collateral Order, which includes the Debtor's 19-week budget through Jan. 9, 2021, is available at https://bit.ly/33Q2c5p from PacerMonitor.com. About Destination Hope Inc. Based in Fort Lauderdale, Fla., Destination Hope, Inc. -- https://destinationhope.com -- offered comprehensive drug rehab and mental health programs, with a special focus on dual diagnosis while providing clients with the knowledge and tools to overcome their addiction. Destination Hope sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-19402) on Aug. 28, 2020. The petition was signed by Benjamin Brafman, the company's president. At the time of the filing, the Debtor had estimated assets of between $500,000 and $1 million and liabilities of between $10 million and $50 million. Judge Peter D. Russin oversees the case. Wernick Law, PLLC is the Debtor's legal counsel. DOLPHIN ENTERTAINMENT: Regains Compliance with NASDAQ Listing Rule ------------------------------------------------------------------ Dolphin Entertainment, Inc. received a letter from the Listing Qualifications Department of The NASDAQ Stock Market on Dec. 11, 2020 indicating that it has regained compliance with the $1.00 minimum bid price requirement for continued listing on The NASDAQ Capital Market under Listing Rule 5550(a)(2). The Company regained compliance with the NASDAQ's requirements when the closing bid price for the Company's common stock was at or above $1.00 for ten consecutive business days. Accordingly, NASDAQ considers this matter closed. About Dolphin Entertainment Headquartered in Coral Gables, Florida, Dolphin Entertainment, Inc. -- http://www.dolphinentertainment.com/-- is an independent entertainment marketing and premium content development company. Through its subsidiaries, 42West LLC, The Door Marketing Group LLC and Shore Fire Media, Ltd, the Company provides expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment, hospitality and music industries. Dolphin Entertainment reported a net loss of $1.19 million for the year ended Dec. 31, 2019, compared to a net loss of $2.91 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $51.27 million in total assets, $30.80 million in total liabilities, and $20.47 million in total stockholders' equity. BDO USA, LLP, in Miami, Florida, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 30, 2020 citing that the Company has suffered recurring losses from operations from prior years, has an accumulated deficit, and a working capital deficit that raise substantial doubt about its ability to continue as a going concern. ELECTRO RENT: S&P Alters Outlook to Stable, Affirms 'B-' ICR ------------------------------------------------------------ S&P Global Ratings related that testing and measurement equipment rental provider Electro Rent Corp. (ERC) has extended the maturity of its revolving credit facility to July 31, 2023, which S&P believes alleviates near-term refinancing risks. S&P is affirming all its ratings, including the 'B-' issuer credit rating, on the company. The stable outlook reflects S&P's belief that the company will maintain S&P Global Ratings' adjusted debt to EBITDA below 6.0x for the next 12 months and that liquidity will remain adequate, supported by S&P's expectation for a modest macroeconomic recovery. ERC's recent amendment to extend the maturity of its revolving credit facility to July 31, 2023, from Jan. 31, 2022, has improved the company's liquidity position. Based on this amendment, we believe ERC will maintain adequate liquidity sources to operate comfortably for the next 12-18 months absent prolonged softness in some of its key end markets. S&P said, "ERC's leverage of between 5.0x and 6.0x and lack of consistent free cash flow generation support our current rating. We forecast S&P Global Ratings-adjusted debt to EBITDA will remain below 6.0x over the next 12 months given our expectation of a modest economic recovery. The company's relatively high interest burden and sizeable capital expenditures (net of asset sale proceeds) have prevented it from generating consistently positive annual free cash flow. We expect the company to continue prioritizing capital expenditures (capex). Our forecast does not incorporate a significant reduction in leverage within the next 12 months. "Although ERC's $85 million revolver is undrawn as of September 30, 2020, we think the company could draw on this facility to fund growth capex in 2021. We believe the company will generate positive free cash flow in 2020, but that free cash flow will weaken in 2021 as it increases capital spending to meet projected growth in demand. "The stable outlook on Electro Rent reflects our expectation that the company will maintain leverage below 6.0x over the next 12 months despite somewhat high net capital expenditures." S&P could lower its rating on ERC over the next 12 months if: -- Free operating cash flow generation is consistently negative, which would lead them to consider the capital structure as unsustainable; -- S&P envisions a liquidity shortfall or covenant pressure for the next 12-24 months; or -- The company pursues debt-funded acquisitions or shareholder rewards that materially weaken credit metrics on a sustained basis. S&P could raise its rating on Electro Rent if: -- The macroeconomic environment improves; -- The company's FOCF generation over the next 12 months is at least neutral such that there is limited need to draw on its revolving credit facility; and -- The company reduces its S&P Global Ratings-adjusted leverage to below 5x and S&P believes the financial sponsor remains committed to maintaining financial policies that sustains this level of leverage. ERESEARCH TECHNOLOGY: S&P Lowers ICR to B- on Weak Credit Measures ------------------------------------------------------------------ S&P Global Ratings related that Goldcup Holdings Inc., the holding company and parent of Philadelphia-based global software-enabled clinical research solutions provider eResearch Technology Inc. (ERT), has experienced modest revenue declines mostly due to delayed clinical studies as a result of COVID-19, but also in part from shutdowns related to a recent ransomware attack. This contrasts with our prior expectation that its revenue and EBITDA would increase by the low double-digit percent area this year. Because of these factors and the company's already high leverage, S&P is lowering its issuer credit rating on ERT to 'B-' from 'B' to reflect its expectation that it will sustain weaker credit measures for an extended period. At the same time, S&P is lowering its issue-level rating on the company's first-lien senior secured credit facilities, which comprise a revolver and a term loan, to 'B-' from 'B'. S&P's '3' recovery rating remains unchanged. The stable outlook reflects S&P's expectation that ERT will generate free cash flow of less than 2% of its debt in both 2020 and 2021 while sustaining leverage of more than 8.5x. S&P said, "The downgrade reflects ERT's underperformance relative to our previous base-case scenario and its high leverage, which exceeded our downside trigger. Our previous base case assumed double-digit percent revenue growth in 2020, which would have enabled ERT to grow into its new capital structure. Instead, the company's revenue contracted by about 10% for the year, which has caused its credit metrics to be inconsistent with a 'B' issuer credit rating, highlighted by its free cash flow deficits and very high leverage (9.1x over the last 12 months). "We expect minimal free cash flow generation and elevated leverage for the next 12 months. Despite our expectation for a strong recovery in the company's net revenue in 2021 due to strong bookings in 2020 and pent-up demand, we expect its free cash flow to remain below 2% of its debt for 2021 while it sustains elevated leverage of above 8.5x. "The rating also reflects risk to the company's leadership positions in its niche markets. Our rating on ERT reflects its small scale and specialized focus on providing electronic clinical outcome assessment (eCOA), imaging, cardiac safety, and respiratory services to large pharma companies and contract research organizations (CROs) for clinical trials. While the company recovered quickly from the ransomware attack without any data integrity issues and reported that its operational systems were not compromised, its reputational risks are heightened given its moderate customer concentration and cancellation risk (its top five customers account for about 25% of its revenue). Still, we expect ERT to retain its leadership positions and sticky customer relationships." Environmental, social, and governance (ESG) factors relevant to the rating action: -- Health and safety S&P said, "The stable outlook on ERT reflects our expectation that it will generate free cash flow of less than 2% of its debt for at least the next 12 months while it sustains leverage of more than 8.5x over the same period. "We could lower our rating on ERT if we expect sustained free cash flow deficits to cause its capital structure to become unsustainable, potentially due to a significantly weaker-than-forecast recovery that leads its 2021 financial results to be similar to its performance in 2020. "An upgrade is unlikely over the next year given our expectation that ERT's leverage will remain elevated and its financial policy will continue to be aggressive under its financial-sponsor ownership. However, we could consider raising our rating if we expect the company to sustain annual free operating cash flow in excess of 2% of its debt (about $30 million-$35 million). Under this scenario, we would also need to be confident that the risk of the company re-leveraging to a level that threatened these metrics was low." EUROPCAR MOBILITY: To File for Chapter 15 Bankruptcy ---------------------------------------------------- Linly Lin of Bloomberg News reports that Europcar Mobility says that it will file for Chapter 15 bankruptcy 'shortly' to seek recognition of its proceedings in France. Europcar Mobility Group said that the accelerated financial safeguard proceedings have started at the Paris Commercial Court. According to Europcar, the proceedings will have no impact on the company's operational activities. The company appointed both judicial administrator and creditors' representative. It "shall shortly file" a petition under chapter 15 of the U.S. Bankruptcy Code with the relevant US Bankruptcy Court. Europcar Mobility Group is a French car rental company founded in 1949 in Paris. The head office of the holding company, Europcar Group S.A., is in the business park of Val Saint-Quentin at Voisins-le-Bretonneux, France. EVO PAYMENTS: S&P Alters Outlook to Stable & Affirms 'B' ICR ------------------------------------------------------------ S&P Global Ratings affirmed all of its ratings on the U.S.-based provider of payment processing solutions EVO Payments International LLC, including its 'B' issuer credit rating on the company, and revising its outlook to stable from negative. EVO's operating performance showed significant sequential improvement in the third quarter of 2020 and year-to-date performance exceeded the previous expectation of S&P, despite the continued burden of the pandemic. Transaction volumes troughed in April to about 29% year-over-year, and since then EVO has reported a quicker recovery in its key metrics by sequentially increasing transaction volume and swift cost reductions. In the third quarter, the company volumes were almost flat year over year. The company also announced that transaction volumes in October declined by 2% annually, and even if consumer spending further deteriorates due to the new restrictions imposed in Europe and North America, S&P believes that volumes would not contract as much as they did at the onset of the pandemic in March and April. S&P said, "Notwithstanding the lingering uncertainty and risks stemming from the resurgence of COVID-19, we now project relatively flat revenue in the fourth quarter, accelerating to low-teens-percent organic growth in 2021. We expect the company to maintain its margin profile at about 29% in 2020 and achieve modest improvement in profitability in 2021 driven by selling, general and administrative expense reductions made in the second quarter of 2020 and continued cost discipline. "Our assessment of EVO's business risk reflects the company's modest scale and narrow scope in the competitive and consolidating merchant acquiring industry. Our assessment also reflects the company's geographically diverse processing volume and merchant base. While EVO is one of the top 10 nonbank merchant acquirers, according to the Nilson industry report, we estimate that the company processes less than 1% of all global transactions. We view that consolidation in the payment processing industry will accelerate as smaller players seek to augment scale and omnichannel offerings and diversify their end-market and geographic presence. Supported by constructive capital market conditions and ample liquidity, EVO can consider pursuing strategic merger and acquisition (M&A) opportunities that would enhance its technology-enabled capabilities, or expand its bank relationships and geographic footprint. More recently, EVO has made tuck-in acquisition in the area of $10 million to $40 million and has used the revolver to fund the transactions. "We estimate leverage at about 6.3x at the end of 2020, declining to the low-5x area at the end of 2021, driven primarily by revenue growth and operating leverage. We also project full year capital expenditure to drop to about $26 million in 2020 due to fewer POS terminal and software purchases before normalizing to about $45 million the following year, driving free cash flow generation to about $50 million annually. "The stable outlook reflects our view that the company's operating performance will continue to improve as various regional lockdowns ease and consumer spending gradually and sequentially rebounds going into 2021, contributing to leverage sustained below 6.5x and free cash flow generation of about $40 million-$50 million in the next year. "We could lower our ratings on EVO if industry disruption or high merchant attrition led to a significant decline in EBITDA, such that leverage is sustained above 7.5x. We could also lower the ratings if debt-financed acquisitions or shareholder returns caused its leverage to increase above 7.5x. "Although unlikely over the next year, we could raise our ratings on EVO if it consistently increased its organic revenue at a faster pace than the overall industry while sustaining leverage below 5x. We would also expect the company to commit to a long-term financial policy of maintaining leverage below 5x considering acquisitions and shareholder returns." FERRELLGAS PARTNERS: Posts $46.1 Million Net Loss in First Quarter ------------------------------------------------------------------ Ferrellgas Partners, L.P., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to the company of $46.06 million on $300.89 million of total revenues for the three months ended Oct. 31, 2020, compared to a net loss attributable to the company of $45.34 million on $293.21 million of total revenues for the three months ended Oct. 31, 2019. As of Oct. 31, 2020, the Company had $1.65 billion in total assets, $1.12 billion in total current liabilities, $1.64 billion in long-term debt, $83.34 million in operating lease liabilities, $49.54 million in other liabilities, and a total partners' deficit of $1.24 billion. The Company continued its strong operational performance during the first quarter of fiscal 2021, leading to a $7.1 million increase in operating income and setting a foundation for continued growth in fiscal 2021. The Company implemented strategies to deliver gallons more efficiently leading to significant decreases in operating expense during the quarter. The Company sold 167.6 million propane gallons for the quarter, compared to 179.9 million in the prior year quarter. However, these overall volume decreases were partially offset by a continued increase in Blue Rhino tank exchange sales due to increased strategies in marketing and "stay at home" buying trends. Margin per gallon for the year was $.08, or 10% higher than the prior year, attributable to strategic product placement, sound supply chain logistics strategies and lower wholesale propane prices. Overall, the increase in margin, increase in tank exchange volumes and customer growth were partially offset by decreased retail sales volumes due to a relatively weaker economy. This has resulted in an increase in gross margin dollars of $4.1 million or 2.6% higher than prior year. Operating expenses decreased $5.5 million or 5% due to the strategies to deliver gallons more efficiently. The Company continues to implement numerous initiatives to increase efficiency and profitability. These initiatives produced strong results in the first quarter and enable continued high performance in the areas of growth and operational expense management. Strong execution by a leaner and more agile workforce of essential workers is driving high performance throughout the Company, both in the field and in corporate locations. Adjusted EBITDA, a non-GAAP measure, increased by $8.8 million, or 35%, to $33.9 million in the current quarter compared to $25.1 million in the prior year quarter. "I could not be more proud of our people as we continue the transformation of the company. If you compare our financial results with first quarter last year you can see why," said James E. Ferrell, interim chief executive officer and president of Ferrellgas. As previously disclosed, the Company entered into a Transaction Support Agreement with a majority of the holders of the Company's 8.625% Senior Notes Due 2020 on Dec. 10, 2020. The TSA sets forth a restructuring process to satisfy the obligations under the 2020 Notes and refinance the balance sheet of the Company and its operating partnership. The transactions contemplated by the TSA are intended to de-lever the Company's balance sheet, consistent with the Company's strategy to create a solid financial foundation for future growth. The TSA executed between the Company and its noteholders will permit Ferrellgas to remain an independent, employee-owned business under current management while restructuring substantially all of its debt. Importantly, the restructuring will have no impact on the Company's operations, will not inhibit its ability to provide propane to its almost 800,000 customers throughout the United States and Puerto Rico, and will allow its premier Blue Rhino tank exchange business to continue to expand beyond the current 60,000 selling locations. As previously announced, the Company indefinitely suspended its quarterly cash distribution as a result of not meeting the required fixed charge coverage ratio contained in the senior unsecured notes due 2020. Going Concern Ferrellgas Partners has $357.0 million in unsecured notes due June 15, 2020, which Ferrellgas Partners failed to repay, that are classified as current in the condensed consolidated financial statements. Additionally, Ferrellgas, L.P. has $500.0 million in unsecured notes due May 1, 2021, that are also classified as current in the condensed consolidated financial statements. The ability of Ferrellgas Partners to restructure, refinance or otherwise satisfy these notes is uncertain considering the level of other outstanding indebtedness. Given these concerns, Ferrellgas Partners believes there is substantial doubt about the entity's ability to continue as a going concern. Ferrellgas has engaged Moelis & Company LLC as its financial advisor and the law firm of Squire Patton Boggs LLP to assist in its ongoing process to reduce existing debt and address its debt maturities. On Dec. 10, 2020, Ferrellgas Partners, Ferrellgas Partners Finance Corp., the operating partnership and additional Ferrellgas entities entered into a Transaction Support Agreement with certain holders of, or investment advisors, sub-advisors, or managers of discretionary accounts that hold, claims arising under, derived from or based upon the indenture governing the Ferrellgas Partners Notes due June 15, 2020. There is no assurance that the transactions contemplated by the TSA will be consummated and the outcome of Ferrellgas' debt reduction strategy continues to remain uncertain. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/922358/000155837020014376/fgp-20201031x10q.htm About Ferrellgas Ferrellgas Partners, L.P. (www.ferrellgas.com), through its operating partnership, Ferrellgas, L.P., and subsidiaries, serves propane customers in all 50 states, the District of Columbia, and Puerto Rico. * * * As reported by the TCR on June 23, 2020, S&P Global Ratings lowered its issuer credit rating on Kansas-based propane distributor Ferrellgas Partners L.P. to 'SD' (selective default) from 'CC'. The downgrade reflects Ferrellgas Partners' decision not to make the final maturity payment on its senior unsecured notes due June 15 and its subsequent decision to enter into a forbearance agreement with the noteholders on June 7. FIREBALL REALTY: Hearing on Disclosures Continued to Jan. 26 ------------------------------------------------------------ Judge Michael A. Fagone has entered an order that the hearing scheduled for Dec. 8, 2020 on the adequacy of the Fireball Realty LLC's Amended Disclosure Statement Dated Nov. 9, 2020 is continued until Jan. 26, 2021 at 10:00 a.m. In seeking the delay, the Debtor explained that William Gannon, Esq., counsel, is scheduled for a surgical procedure and will be unavailable to attend the hearing. The Debtor has proposed a Plan that says unsecured creditors owed $800,000 are projected to have dividend of 2% of their allowed claims. A full-text copy of the Amended Disclosure Statement dated Nov. 9, 2020, is available at https://tinyurl.com/yygee6ne from PacerMonitor.com at no charge. About Fireball Realty Fireball Realty LLC is a real estate agency in Manchester, New Hampshire. Fireball Realty sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-10922) on June 28, 2019. In the petition signed by Charles R. Sargent, Jr., member, the Debtor was estimated to have assets and liabilities in the range of $1 million to $10 million. The Debtor tapped William S. Gannon, Esq., at William S. Gannon PLLC, as counsel. FLOOR & DECOR: S&P Alters Outlook to Positive & Affirms 'BB-' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on the U.S.-based hard-surface floor retailer Floor & Decor Holdings Inc. to positive from stable and affirming all of its ratings on the company, including its 'BB-' issuer credit rating. S&P said, "FND's third-quarter results were lifted by the pandemic and we forecast it will continue to benefit from this support over the next several quarters. Following a very soft second quarter (comparable sales declined by 20.8% and total sales declined by 11.1%), the company's performance recovered rapidly in the third quarter with an 18.4% increase in comparable sales and total sales growth of over 30%. In particular, FND' third-quarter performance benefited from consumers' elevated focus on improving their homes while discretionary spending on travel, experiences, and dining remains highly suppressed due to the pandemic. "Though we believe some of the early recovery in sales following the declines in the second quarter were due to government stimulus actions and pent-up demand, the company's comparable sales have remained strong well into the fall with a 20.8% increase in its comparable sales in September (announced on its third-quarter earnings call). The nesting trend has broadly lifted the performance of home goods and home improvement retailers and we forecast a continued increase in sales supported by the continued shift in consumer behavior through the fourth quarter and into the first half of next year." The uncertainty associated with the pandemic remains a risk, particularly if the localized shutdowns and stay-at-home orders intended to curb the spread of COVID-19 are reimposed. S&P stated, "We currently expect that the shutdowns and stay-at-home orders intended to reduce the spread over the coronavirus will be regionally focused over the next 12 months and thus will not affect FND's performance as heavily as they did in the second quarter. However, as the number of cases continues to rise, we believe the potential for volatility in performance increases. Furthermore, we anticipate that once a vaccine is widely available and accepted (which our economists believe could occur by mid-2021) consumers will shift their spending back toward experiences and travel. This will likely reduce the demand for home goods back to pre-pandemic levels (which we currently forecast). However, if demand falls beyond that point we would expect FND to be negatively impacted. "We forecast FND will sustain leverage of less than 3x and funds from operations (FFO) to debt of about 30% in the coming year. "As of the third quarter, the company's S&P-adjusted leverage was 2.9x and FFO to debt was 29.9%. FND has benefited from the material leveraging of its selling, general, and administrative (SG&A) costs as well as an improvement in gross margins due to a favorable shift in product mix toward higher-margin categories. This led S&P-adjusted EBITDA margins to expand by over 400 basis points year over year. While we believe some of this improvement was largely due to one-off events, we forecast relatively stable margins in the 18%-19% range will lead to EBITDA expansion on increasing sales. Therefore, we forecast modest deleveraging to the high-2x area with FFO to debt reaching 30%. Because of this, we are revising our assessment of the company's financial risk profile to intermediate from significant. "FND has built up significant cash and ended the quarter with $271 million on its balance sheet. However, the company has not communicated how it intends to use the cash or announced a formalized financial policy indicating a target leverage or shareholder return program. We expect FND to use a portion of this cash to fund high forecasted capital expenditure needs over the next 12 months as its returns to roughly 20% store growth per year. Since going public, FND has demonstrated a conservative financial policy and a higher rating would require us to believe this will continue. "We are revising our comparable ratings analysis modifier to negative to reflect the uncertainty surrounding the path of the pandemic and its effects on the company as well as its financial metrics, which we view as weaker than those of its peers with intermediate financial risk profiles. "FND remains a small player in the heavily fragmented hard-surface flooring market. We expect the company will continue to take market share from independent retailers (contributing to our expectation for same-store sales growth above our GDP forecast), particularly given its position as a value player. However, FND remains much smaller than its two largest competitors, Home Depot Inc. and Lowe's Cos. Inc. These companies have significantly greater financial resources, and to the extent they more aggressively move into hard surface flooring it could negatively impact FND." Environmental, social, and governance credit factors for this credit rating change are health and safety. The positive outlook reflects the expectation of S&P that FND's credit metrics will continue to improve with debt to EBITDA of less than 3x and FFO to debt of about 30%. S&P could raise its rating on FND if: -- The company clearly articulates a financial policy that is consistent with maintaining its low leverage; -- S&P believes that the effects of the pandemic or changes in consumer spending following the widespread availability of a vaccine are unlikely to have a materially negative impact on the company's performance, giving S&P a high level of confidence that it will achieve our forecast; and -- It maintains its good performance over the next 12 months and successfully re-accelerates its new store expansion, demonstrating consistency in its performance through turbulent macroeconomic conditions and leading S&P to believe its competitive position has improved. S&P could revise its outlook on FND to stable if: -- The company announces a financial policy that is inconsistent with a higher rating, which could include material debt-funded share repurchases or dividends; and -- S&P believes that the effects of COVID-19 will likely continue to affect the company's performance, reducing our confidence in the forecast of S&P and impairing its ability to maintain its improved credit metrics. FLY LEASING: S&P Lowers ICR to 'BB-' on Slower Demand ----------------------------------------------------- S&P Global Ratings downgraded the issuer credit rating on Fly Leasing Ltd. to 'BB-' from 'BB'. The outlook is negative. S&P is also lowering their issue-level rating on the company's senior unsecured notes to 'BB-' from 'BB' and the issue-level ratings on Fly Funding II S.a.r.l's and Fly Willow Funding Ltd.'s term loans to 'BB+' from 'BBB-'. S&P said, "We expect Fly's earnings and cash flow to remain under pressure through 2021, affected by a slow recovery in global demand for air travel and potential continued pressure on lease collections. Fly's lease collections have been significantly affected since March 2020 (Fly collected only 53% of pre-deferral contracted rent in the third quarter of 2020, after only 47% in the second quarter) due to lease deferral agreements with many of its customers, non-accrual of rents, lease extensions, and restructurings at lower lease rates. While it's difficult to compare collections and deferrals across the aircraft leasing space, we estimate Fly's collections to be somewhat weaker than those of its peers. "With the recent uptick in COVID-19 cases in many regions globally, and the resulting lockdowns and travel restrictions, we now expect a slower recovery in demand for air travel in 2021 than we previously foresaw, with global traffic and revenue about 40%-60% lower than in 2019. With a more prolonged industry recovery outlook, we expect Fly's earnings and credit metrics to remain weak through 2021 as it continues to work with lease deferral and restructuring requests and potential aircraft repossessions. We now forecast EBIT interest coverage to remain in the mid-1x area and funds from operations to debt to remain in the high-single-digit percent area through 2021 (compared with 2.9x and 14%, respectively, in 2019). "While Fly benefits from limited exposure to widebody passenger aircraft, which are less favorable in the current market environment, we view its fleet as somewhat more vulnerable given its relatively smaller size and higher customer concentration than rated peers. As of Sept. 30, 2020, widebody passenger aircraft comprised only about 20% of Fly's fleet while narrowbody aircraft accounted for about 70%, and the remaining 10% were freighters. The company's narrowbody fleet mostly comprises the Airbus A320 family and Boeing 737NGs, which are widely used and liquid. We view this mix as more favorable under the current market circumstances since we expect shorter-haul travel using narrowbody aircraft will recover sooner than longer-haul international travel typically flown on widebody aircraft." However, Fly is also somewhat less diversified than most other rated aircraft lessors, with its top five customers currently accounting for about 50% of its net book value. In addition, some of these larger customers have major operations in Southeast Asia, where the airlines have been severely affected by limited government support and a larger dependence on international travel. The average age of Fly's fleet of 86 aircraft (as of Sept. 30, 2020) is 8.3 years and the average remaining lease term is 4.9 years, both of which compare somewhat less favorably with other lessors (typical average fleet age is five to eight years and average lease term is over six years), making it somewhat more vulnerable to re-leasing risks and lower fleet utilization. S&P stated, "Fly's liquidity remains adequate. Although we expect Fly to generate less cash flow over the next 12 months, we believe its sources of cash will still be about 1.4x its uses. Fly doesn't have any capital spending requirements over the next 12 months, and no significant near-term debt maturities outside of its $325 million notes due October 2021; the company has already repaid a portion of these notes using cash on hand and proceeds from the recent $180 million term loan, and we expect it to be fully paid off by end of 2020. "However, Fly has less financial flexibility than its larger peers, many of which have raised substantial amounts of capital through unsecured capital markets transactions at attractive pricing. Historically, the company has also relied more on secured financing, with only about $200 million left in unencumbered assets upon completion of the recent financing. This compares with other lessors that have less than 30% of their assets encumbered. As airline customers continue to be affected by weak market conditions for a longer period, and given its relatively modest cushion on liquidity compared with its peers, over the next several quarters, we expect Fly will continue to place a greater focus on preserving liquidity rather than undertaking capital investments toward expanding its fleet." Environmental, social, and governance factors relevant to the rating action are Health and safety. S&P added, "The negative outlook reflects the possibility that continued weakness in demand for air travel could have a more severe impact on the company's operating results or business risk profile than we currently expect. We expect EBIT interest coverage in the mid-1x area, and FFO to debt in the high-single-digit percent area through 2021. "We could lower ratings over the next year if the aircraft leasing market did not recover as expected, causing Fly's EBIT interest coverage to be well below 1.7x and its FFO to debt to be well below 9% for a sustained period. We could also lower our ratings if we foresaw elevated liquidity risks due to prolonged market weakness. "We could revise the outlook to stable if the demand recovery were stronger than we anticipated, such that we expected FFO to debt to remain above 9% on a sustained basis. We would also need the company's liquidity to remain adequate." FRANCESCA'S HOLDINGS: Jan. 4 Hearing on Bid Procedures for Assets ----------------------------------------------------------------- Francesca's Holdings Corp. and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a notice of their proposed bidding procedures in connection with the sale of substantially all assets to TerraMar Capital, LLC for approximately $23 million, subject to adjustments, subject to overbid. A hearing on the Motion is set for Jan. 4, 2021 at 10:00 a.m. (EST). The Objection Deadline is Dec. 28, 2020 at 4:00 p.m. (EST). On Dec. 4, 2020, the Debtors filed their Bidding Procedures and Sale Motion, pursuant to which they will solicit and, in consultation with the Consultation Parties, select the highest or otherwise best offer for the sale of substantially all of their assets; (ii) approving the bid protections set forth in the Stalking Horse Agreement; (iii) scheduling an auction, if necessary; (iv) establishing procedures for the assumption and assignment of executory contracts and unexpired leases in connection with the Sale, including notice of proposed cure amounts; (v) scheduling the Sale Hearing; and (vi) granting related relief. The salient terms of the Bidding Procedures are: a. Bid Deadline: Jan. 13, 2021 at 5:00 p.m. (ET) b. Initial Bid: An amount of $250,000 over and above the aggregate of the Stalking Horse Purchase Price and the Stalking Horse Bid Protections c. Deposit: TBD d. Auction: In the event the Debtors receive, on or before the Bid Deadline, one or more Qualified Bids in addition to the Stalking Horse Bid, an Auction will be conducted at 10:00 a.m. (ET) on Jan. 15, 2021 virtually through Zoom, GoToMeeting, WebEx or similar platform that allows parties to participate remotely, or such other date, time or location as the Debtors will notify all Qualified Bidders (including the Stalking Horse Bidder). e. Bid Increments: $100,000 f. Sale Hearing: Jan. 19, 2021 at (TBD) (ET) g. Closing: Jan. 20, 2021 A copy of the Bidding Procedures is available at https://tinyurl.com/y42csf4n from PacerMonitor.com free of charge. About Francesca's Holdings Francesca's Holdings Corp. is a specialty retailer that operates a nationwide-chain of boutiques providing a diverse assortment of apparel, jewelry, accessories, and gifts. As of Dec. 1, 2020, Francesca's operates 558 boutiques in 45 states and the District of Columbia and also serve their customers through www.francescas.com, their e-commerce website, and their recently launched mobile app. Francesca's Holdings Corp. and three affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 20-13076) on Dec. 3, 2020. Francesca's disclosed $264,700,000 in assets and $290,500,000 in liabilities as of Nov. 1, 2020. The Hon. Brendan Linehan Shannon is the case judge. The Debtors tapped O'MELVENY & MYERS LLP as general bankruptcy counsel; and FTI CAPITAL ADVISORS LLC as financial advisor and investment banker. RICHARDS, LAYTON & FINGER, P.A., is the local counsel. A&G REALTY PARTNERS is the real estate advisor. TIGER CAPITAL GROUP, LLC is the store closure sales consultant. STRETTO is the claims agent. FRANCESCA'S HOLDINGS: To Close Headquarters as Auction Nears ------------------------------------------------------------ Marissa Luck of CoStar News reports that Francesca's is closing its Houston headquarters office as it readies to sell itself in a Chapter 11 bankruptcy auction. The company also will lay off 223 corporate employees. Meanwhile, Francesca's Holdings Corporation (Nasdaq: FRAN) earlier announced Dec. 9, 2020, that all "First Day" motions presented to the U.S. Bankruptcy Court for the District of Delaware (the “Court”) on December 8, 2020, which were filed in connection with the commencement of the Company's voluntary reorganization cases, were approved on either an interim or final basis by the Court. The approved First Day motions permit the Company to, among other things, continue use of its existing cash management system and customer programs, pay certain prepetition obligations of the Debtors' employees, taxing authorities, critical vendors, and lienholders, and access $15 million of its $25 million debtor-in-possession financing facility. A final hearing on the First Day motions as well as the hearing to consider approval of the Company's bidding procedures that will allow interested parties to submit binding offers to acquire substantially all of the Company's assets is scheduled for January 4, 2021. "With the Court's approval of our First Day motions, francesca's is able to continue operations in the ordinary course and pursue a sales process to a new investor," said Andrew Clarke, Chief Executive Officer of francesca's. "We intend to emerge from this process as a stable and competitive Company allowing us continue to focus on our omni-channel strategies, optimize our boutique fleet, broaden our customer reach with brand extensions and drive sustainable, profitable growth. Approval of these First Day motions helps provide the flexibility we need to complete this process quickly and efficiently," Clarke added. About Francesca's Holdings Francesca's Holdings Corp. is a specialty retailer that operates a nationwide-chain of boutiques providing a diverse assortment of apparel, jewelry, accessories, and gifts. As of Dec. 1, 2020, Francesca's operates 558 boutiques in 45 states and the District of Columbia and also serve their customers through www.francescas.com, their e-commerce website, and their recently launched mobile app. Francesca's Holdings Corp. and three affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 20-13076) on Dec. 3, 2020. Francesca's disclosed $264,700,000 in assets and $290,500,000 in liabilities as of Nov. 1, 2020. The Hon. Brendan Linehan Shannon is the case judge. The Debtors tapped O'MELVENY & MYERS LLP as general bankruptcy counsel; and FTI CAPITAL ADVISORS LLC as financial advisor and investment banker. RICHARDS, LAYTON & FINGER, P.A., is the local counsel. A&G REALTY PARTNERS is the real estate advisor. TIGER CAPITAL GROUP, LLC is the store closure sales consultant. STRETTO is the claims agent. GATEWAY RADIOLOGY: SBA Asks 11th Circuit to Reject $500K PPP Loan ----------------------------------------------------------------- Rosie Manins of Law360 reports that the Small Business Association asked the 11th Circuit on Tuesday, December 15, 2020, to overturn a bankruptcy judge's ruling that a Florida radiology center is entitled to a $500,000 loan under the Paycheck Protection Program despite being a Chapter 11 debtor, saying the judge overstepped his authority. Counsel for the SBA and Florida bank USF Federal Credit Union, which is holding the loan in escrow, told a three-judge federal appeals panel that Gateway Radiology Consultants PA didn't mention its bankruptcy when it applied for and was approved $527,710 to pay its 50 full-time employees. They said U.S. Bankruptcy Judge Michael G. Williamson was wrong to decide in June that the SBA's rule disqualifying Chapter 11 debtors for PPP loans was discriminatory and against the intent of Congress when it enacted the Coronavirus Aid Relief and Economic Security (CARES) Act. Judge Williamson ordered USF to release the loan to Gateway and for the SBA to guarantee it, but also certified the issue for direct appeal to the Eleventh Circuit and stayed the payment pending an appellate court ruling. "This was an abuse of the process here," said Joshua M. Salzman of the U.S. Department of Justice's Civil Appellate Division, an attorney for SBA administrator Jovita Carranza. "The SBA has long standing authority to set criteria and nothing in the CARES Act replaces SBA's authority." Eleventh Circuit Judges Robin S. Rosenbaum, R. Lanier Anderson III and Ed Carnes questioned whether they had jurisdiction to hear the appeal, which hasn't been heard by a federal district court. They also cited as a potential problem for Gateway its omission of its Chapter 11 status when applying for the loan, saying the SBA and USF indicated they never would have approved it if they had known at the time. "We have to assume that was a lie," Judge Carnes said. "Your [Gateway's] position is, 'Lie first, explain later if you have to.' The bankruptcy court had to have assumed that it was a lie and then basically ruled that it didn't matter if it was." Judge Anderson also questioned whether the bankruptcy judge had authority to make a final ruling with respect to the loan because it wasn't clear that it was a core part of the Chapter 11 case. He said that affected whether the appeal was properly before the appeals court, and that the bankruptcy court "perhaps" should have resolved the "falsification issue" first. "I'm not at all sure that you [the SBA] are right that this is just an easy piggy back ride," Judge Anderson said. "If the bankruptcy court did not have constitutional authority to issue a final order then we do not have the appellate jurisdiction." Maury L. Udell of Beighley Myrick Udell & Lynne PA, an attorney for Gateway, said the bankruptcy judge had authority to find the SBA's rule excluding Chapter 11 debtors from the PPP was discriminatory against such debtors. He said normal bankruptcy court procedure with respect to approving loans was not applicable to the unique emergency situation created by the pandemic and that Gateway's bankruptcy status did not affect its ability to comply with the terms of a PPP loan. "It's really a grant, it's not a loan in the ordinary term," Udell said. "A Chapter 11 debtor is under scrutiny from courts and creditors ...The statute [CARES Act] specifically did not exclude Chapter 11 debtors ... And repayment is not a factor in any PPP loan." Megan Wilson Murray of Underwood Murray PA, an attorney for USF, said the bank only had two criteria for Gateway in issuing the PPP loan — that the SBA was going to guarantee the loan and that Gateway's representations that it met the eligibility criteria for the loan were accurate. She said USF didn't do any additional underwriting to verify Gateway's eligibility because the intent of the PPP was to quickly deploy funds to businesses during the pandemic. Murray said the fact that the bankruptcy judge ordered USF to honor the loan that the SBA didn't want to guarantee because of Gateway's ineligibility meant the bank's "free will to make loans was taken away without its consent." "There was really no meeting of the minds as to the intent of the bank to loan a PPP loan to a debtor," she said. "This debtor didn't comply with all of the rules and processes in order to obtain this loan, its application was incorrect." Gateway filed its Chapter 11 petition in May 2019, reporting about $22 million in assets, $10.6 million in secured creditors debt and about $4 million in unsecured debt, as shown in bankruptcy court filings. Its 50 full-time employees had been working for half pay during the pandemic, the business reported to the court. The bankruptcy court in June said as long as Gateway meets all requirements of the PPP, other than its Chapter 11 status, then its $527,710 loan is eligible for loan forgiveness and the SBA's guarantee. Judge Williamson then entered a preliminary injunction, enjoining the SBA from enforcing its rule disqualifying Chapter 11 debtors from the loan program. Circuit Judges Robin S. Rosenbaum, R. Lanier Anderson III and Ed Carnes sat on the panel for the Eleventh Circuit. USF is represented by Megan Wilson Murray and Adam M. Gilbert of Underwood Murray PA. The SBA is represented by Joshua M. Salzman and Lindsey Powell of the DOJ's Civil Appellate Division. Gateway is represented by Maury L. Udell and Thomas G. Zeichman of Beighley Myrick Udell & Lynne PA. The case is USF Federal Credit Union et al. v. Gateway Radiology Consultants PA, case number 20-13462, in the U.S. Court of Appeals for the Eleventh Circuit. About Gateway Radiology Consultants Gateway Radiology Consultants P.A., based in Saint Petersburg, Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-04971) on May 28, 2019. In the petition signed by Gagandeep Manget M.D., president, the Debtor disclosed $1,200,000 in assets and $14,899,135 in liabilities as of the bankruptcy filing. The Hon. Michael G. Williamson oversees the case. Joel M. Aresty, P.A., serves as bankruptcy counsel to the Debtor. Beighley Myrick Udell and Lynne; and Paul C. Jensen, Attorney-At-Law, serve as special counsel. GENERAL MOLY: Jan. 6 Hearing on Disclosure Statement ---------------------------------------------------- A hearing will be held to consider the adequacy of and to approve the Disclosure Statement of General Moly, Inc., on January 6, 2021 at 10:30 a.m. Parties wishing to appear shall do so telephonically by calling the Court prior to the hearing at 1-888-684-8852. The meeting access code is 345 4024 followed by the # sign. Any objections to the Disclosure Statement shall be filed and served on or before January 4, 2021. Proposed Counsel for the Debtor: John F. Young William G. Cross MARKUS WILLIAMS YOUNG & HUNSICKER LLC 1775 Sherman Street, Suite 1950 Denver, Colorado 80203-4505 Telephone (303) 830-0800 Facsimile (303) 830-0809 E-mail: jyoung@markuswilliams.com wcross@markuswilliams.com About General Moly Headquartered in Lakewood, Colorado, General Moly is engaged in the exploration, development, and mining of properties primarily containing molybdenum. The Company's primary asset, an 80% interest in the Mt. Hope Project located in central Nevada, is considered one of the world's largest and highest grade molybdenum deposits. General Moly's goal is to become the largest primary molybdenum producer in the world. Molybdenum is a metallic element used primarily as an alloy agent in steel manufacturing. When added to steel, molybdenum enhances steel strength, resistance to corrosion and extreme temperature performance. In the chemical and petrochemical industries, molybdenum is used in catalysts, especially for cleaner burning fuels by removing sulfur from liquid fuels, and in corrosion inhibitors, high performance lubricants and polymers. General Moly, Inc., sought Chapter 11 protection (Bankr. D. Colo. Case No. 20-17493) on Nov. 18, 2020. The Debtor disclosed total assets of $1,000,000 and total liabilities of $10,000,000 as of Nov. 16, 2020. Markus Williams Young & Hunsicker LLC is serving as legal advisor, Bryan Cave Leighton Paisner LLP, as special counsel, XMS Capital Partners, Headwall Partners and Odinbrook Global Advisors are serving as financial advisors, and r2 Advisors LLC is serving as restructuring advisor to the Company. Stretto is the claims agent. GLOBAL ACQUISITIONS: Jan. 6 Deadline to File Plan & Disclosures Set ------------------------------------------------------------------- Judge Sheri Bluebond on Dec. 7, 2020, entered a scheduling order setting a Jan. 6, 2021 deadline for Global Acquisitions Holding Group, Inc., to file a Chapter 11 plan and a disclosure statement. Provided the Debtor files its plan and disclosure statement by the deadline, the Debtor may notice a hearing on its disclosure statement for Feb. 24, 2021 at 2:00 pm in 255 E. Temple Street Los Angeles, CA 90012. A continued status conference hearing is set for Feb. 24, 2021, at 2:00 p.m. in 255 E. Temple Street Los Angeles, CA 90012. The Debtor's counsel: Onyinye N. Anyama Anyama Law Firm, A Professional Corporation 18000 Studebaker Road, Suite 325 Cerritos, CA 90703 Tel: 562.645.4500 Fax: 562.645.4494 E-mail: info@anyamalaw.com About Global Acquisitions Global Acquisitions Holding Group, Inc., is a single asset real estate (as defined in 11 U.S.C. Section 101(51)). It is the owner of fee simple title to certain property located at 15816 La Pena Ave., La Mirada, Calif., having an appraised value of $700,000. Global Acquisitions Holding Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-18910) on Sept. 30, 2020. Global Acquisitions President Zeferino Luna, Jr. signed the petition. At the time of the filing, the Debtor had total assets of $700,000 and total liabilities of $1,220,295. Judge Sheri Bluebond oversees the case. Anyama Law Firm, A Professional Corporation, is Debtor's legal counsel. GLOSTATION USA: Sandbox VR Unit Out of Chapter 11 Bankruptcy ------------------------------------------------------------ Scott Hayden of Road to VR reports that virtual reality arcades and other out-of-home VR destinations have been some of the worst affected businesses during the COVID-19 pandemic. Sandbox VR, one of the most well-funded in the industry, has been no exception, as the company's US-based subsidiary Glostation USA Inc. filed for bankruptcy back in August. Now it's come to light that Glostation has been reorganized, effectively pulling itself out of Chapter 11 bankruptcy. A representative from Sandbox VR tells Road to VR that, as of late last November 2020 its US subsidiary, Glostation USA Inc.'s court-approved reorganization plan has allowed it to emerge from its Chapter 11 bankruptcy, which was filed in August 2020. Sandbox VR tells us the company was able to restructure remaining debts to stabilize financials and continue to grow its operations. According to Bloomberg, to keep doing business the California-based Glostation is receiving funds from parent company Sandbox VR Inc, which includes a restructuring amount of $13.6 million of secured debt. With an effective vaccine on the rise, it seems backers are hopeful for a possible resurgence of the company's location-based VR facilities. The original article reporting the company's Chapter 11 filing follows below: Original Article (August 14th, 2020): Sandbox VR does business in the United States under the name Glostation USA Inc., which has filed for Chapter 11 (along with a number of associates) at the U.S. Bankruptcy Court in Woodland Hills, California. The news was first reported by The Wall Street Journal. Sandbox operates multiple locations in North America and Asia, and hosts both branded VR content such as its Star Trek: Discovery experience and in-house developed games. Experiences last around 20 minutes and can accommodate up to six people per session. Despite having already reopened a handful of locations recently it appears the damage of staying closed for such an extended time has taken its toll on the company. Back in early June 2020, Sandbox VR CEO Steven Zhao told Protocol that the company had effectively lost "100% of the revenue," something that led Sandbox to lay off 80% of its staff. Former CEO Siqi Chen and a number of the company's developers also left the company. Since its founding in 2016, Sandbox has garnered over $80 million in outside funding, with the most recent round led by celebrities such as Justin Timberlake, Katy Perry, Orlando Bloom, and Will Smith. Sandbox was also funded by Andreessen Horowitz, Alibaba, Floodgate Ventures, Stanford University, Triplepoint Capital, and CRCM. According to WSJ, the company was close to securing over $50 million in equity funding prior to the pandemic lockdown. This was put on hold back in March, which ruined plans for the company to open around 20 new locations. Still, Sandbox says its reached a deal with the company's lenders to restructure debt and reopen its locations once things eventually get back to normal. Whether there will be a 'normal' in the short term still remains to be seen though. Many VR arcades, like Hologate have put in more visible cleaning and sanitizing regimes that they hope will ease the public back in, but it's sure to be an uphill battle any way you slice it. About Glostation USA, Inc. Glostation USA Inc. -- http://sandboxvr.com/-- is a virtual reality start-up doing business as Sandbox VR. Sandbox is a futuristic VR experience for groups of up to six where they can see and physically interact with everyone inside, just like the real world. Inspired by Star Trek's Holodeck, Sandbox's exclusive worlds let people feel like they're living inside a game or movie, and are built by EA, Sony, and Ubisoft veterans. Glostation USA, Inc., based in Woodland Hills, CA, and its debtor-affiliates sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 20-11435) on Aug. 13, 2020. In its petition, the Debtor was estimated to have $1 million to $10 million in assets and $10 million to $50 million in liabilities. The petition was signed by Steven Zhao, manager, president, and CEO. SULMEYERKUPETZ, A PROFESSIONAL CORPORATION, serves as bankruptcy counsel to the Debtors. GOLDEN GROUP: Seeks to Hire Robinson Brog as Counsel ---------------------------------------------------- The Golden Group Realty Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Robinson Brog Leinwand Greene Genovese & Gluck P.C. as its legal counsel. The Debtor requires the firm to: (a) provide advice to the Debtor with respect to its powers and duties; (b) negotiate with creditors of the Debtor, prepare a plan of reorganization and take the necessary legal steps to consummate a plan; (c) appear before the various taxing authorities to work out a plan to pay taxes owing in installments; (d) prepare pleadings and other legal documents; (e) appear before the court; (f) perform all other legal services for the Debtor; and (g) assist the Debtor in connection with all aspects of the Debtor's Chapter 11 case. Robinson Brog will receive its customary fees, subject to the submission of appropriate applications and the approval of the court. The firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code, according to a court filing. The firm can be reached through: Fred B. Ringel, Esq. Robinson Brog Leinwand Greene Genovese & Gluck P.C. 875 Third Avenue New York, NY 10022 About The Golden Group Realty Inc. The Golden Group Realty Inc. is engaged in activities related to real estate. It is a corporation currently under contract to purchase the real property located at 90 Wauregan Road, Killingly, Conn. The property is currently owned by Siri Manufacturing Co. Inc. The Golden Group Realty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-44188) on Dec. 6, 2020. Samuel Guttman, sole shareholder, signed the petition. At the time of the filing, Debtor had estimated assets of between $1 million and $10 million and liabilities of the same range. Judge Nancy Hershey Lord oversees the case. Robinson Brog Leinwand Greene Genovese & Gluck P.C. is Debtor's legal counsel. GOLDSTAR TRUST: Puts Colonial Manor Resort for Sale for $2.99 Mil. ------------------------------------------------------------------ Robin K. Cooper of Albany Business Review reports that Colonial Manor, a former resort overlooking the Catskill Mountains that for decades served as a summer retreat for families looking to escape life in New Jersey and New York City, is on the market for $2.99 million. Goldstar Trust Co. of Amarillo, Texas, has listed the 64-plus-acre property in Westerlo, in southern Albany County, with Muroff Daigle Hospitality Group. Goldstar took possession of the property at 203 county Route 405 after the previous owner, Heavenly Vision Christian Center of The Bronx, ran into financial problems and filed for Chapter 11 bankruptcy protection. The transfer was part of a court-approved settlement. Broker Mitch Muroff listed the property for sale in December 2020 and already has received interest from a group in New York City that is searching for property for a school. "There is a lot of history on that property between the hotel and resort and the religious organizations that have owned it," Muroff said. Susan May was in high school when her parents bought the Colonial Manor and moved the family from western New York. Susan May and her three sisters were still in school when their parents, Kurt and Irene Kent, bought the Colonial Manor in 1974. The family ran the property as a seasonal resort for 15 years, hosting softball tournaments against other resorts. Colonial Manor was a place for reading, tennis, swimming and shuffle board tournaments. During its peak season, the resort staff would serve turkey dinners, meatloaf, mashed potatoes, salad and pies to as many as 125 or 150 guests who paid less than $135 a week per room. The Kent family sold the property in 1989 and took it back over about three years later after the buyers fell behind on the mortgage. The family sold again and at least two religious groups have operated the property as a summer retreat over the past 25 years. The property was last occupied about six months ago. May and her sisters toured the former Colonial Manor property this December 2020. It was the first time in decades they had visited the property. The resort includes a complex of nine buildings with a swimming pool, main lodge, an annex, a one-story motel, a barn and a pond. Currently, there are about 50 guests rooms on the property. At one time the number was more than 70. Muroff will market the site through LoopNet and several national websites. "There is a tremendous amount of activity in the seasonal hospitality market right now," Muroff said. Last November 2020, he brokered the sale of the 400-acre Daggett Lake Campsite and Cottages in the Adirondack Mountains town of Thurman. That property was purchased by a Connecticut investment adviser for $2.8 million in cash. About Goldstar Trust Co. Founded in 1989, GoldStar Trust has been the leader in providing specialized services as a self-directed IRA custodian, trustee and escrow/paying agent. For more than three decades, the company offered unique retirement solutions that allow investors across the nation to diversify their IRA portfolios with alternative investments to traditional stocks, bonds and mutual funds. GREATER BLESSED: Third World Says Amended Plan Still Not Feasible ----------------------------------------------------------------- Third World Missions, Inc. objects to the Disclosure Statement and confirmation of the Amended Chapter 11 Plan of Reorganization of debtor Greater Blessed Assurance Apostolic Temple, Inc. On October 30, 2020, Debtor filed the Amended Plan of Reorganization and Amended Disclosure Statement. Debtor's Amended Plan proposes to resolve the claim of Third World in impaired Class I. Third World objects to Debtor's Amended Plan because the Plan is not feasible and because the Amended Plan and this bankruptcy case have not been filed in good faith. Third World avers that: * As for January, August, September, and October 2020, Debtor only showed a net cash flow of $1,111.18, $1,055.77, $957.62, and $741.74, respectively, which would not support a mortgage payment to Third World even upon the inadequate terms presented by Debtor in its Plan. * Debtor has not produced the cash flow necessary to sustain the mortgage pay it has proposed in its Amended Plan for eight (8) out of the ten (10) months since Debtor filed this case. * Debtor's Plan is not feasible as Debtor cannot sustain a mortgage payment as has been evidenced since the inception of the Loan, and even more specifically since May 21, 2012. * Debtor has known since 1999 that it could not afford the Loan, and despite Third World's multiple concessions in modifications to the Loan and Third World's attempts to give Debtor time to find the ability to sustain the Loan payments, Debtor has shown an inability to do so. * Debtor simply has not shown the ability to sustain any sort of monthly mortgage payment over any extended period of time. * Debtor still refuses to turn over requested documents which this Court has ordered on multiple occasions including, but not limited to, complete copies of its bank statements prior to the filing of the Petition in this case. A full-text copy of Third World's objection to Amended Plan dated November 19, 2020, is available at https://tinyurl.com/yyqt8x5j from PacerMonitor at no charge. Co-Counsel for Third World Missions: COASTAL LAW GROUP Ryan Williams, Esq. Florida Bar No. 87453 105 Solana Road, Suite C Ponte Vedra Beach, FL 32082 E-mail: service@lawpvb.com Tel: (904) 930-4100 About Greater Blessed Assurance Apolostic Temple, Inc. Greater Blessed Assurance Apostolic Temple Inc., is a not-for-profit eleemosynary institution under Florida law in 1996, originated in 1988 as an informal Bible study group in the home of the present Pastor and Bishop in Rockledge, Florida. In 1999, Greater Blessed bought the church occupied by the Rockledge Church of the Nazarenes at 1009 South Fiske Boulevard, Rockledge, Florida. Greater Blessed also runs a school maintaining enrollment of around 25 student or greater per year. Greater Blessed Assurance Apostolic Temple Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 20-00148) on Jan. 10, 2020, disclosing under $1 million in both assets and liabilities. The Debtor hired David Marshall Brown, P.A., as counsel. GREATER BLESSED: US Trustee Says Plan Not Feasible -------------------------------------------------- Nancy J. Gargula, United States Trustee for Region 21, objects to final approval of the Amended Disclosure Statement and confirmation of the Amended Plan of Reorganization filed by Greater Blessed Assurance Apostolic Temple, Inc. on the grounds that the Debtor did not provide the requisite information and the Amended Plan is infeasible. The UST objects to the adequacy of the information set forth in the Amended Disclosure Statement on the following grounds: * The Amended Disclosure Statement fails to include any historical financial information of the Debtor's operations before or after the filing of the bankruptcy with enough specificity for a reader to evaluate the Debtor's projections. * The Amended Disclosure Statement's five-year projections fail to identify any assumptions used in the creation of those forecasts. It is unclear whether the school, radio station, and church will remain operational and whether the Debtor intends to make any changes in its expenses going forward. * The Amended Disclosure Statement fails to identify and describe one pending cause of action for which it has already commenced adversary proceedings in which the Debtor is seeking damages directly arising from violations of several areas of Florida law as to legal violations and other underhanded business practices and litigation tactics of defendants. * The Debtor's most recently filed monthly operating report was for the month of October 2020. As a result, there is insufficient information for an interested party to determine whether the Debtor has been able to pay its post-petition expenses and operate successfully thereafter in light of Debtor's ongoing lack of profitability due to COVID-19. The UST objects to the confirmation of the Amended Plan on these grounds: * The Plan appears to violate Section 1129(a)(5)(B) because it fails to include compensation details for the Debtor's officer(s). * The Plan appears to violate the absolute priority rule in 11 U.S.C. Sec. 1129(b)(2)(B)(ii). Class 2 of the Plan provides that unsecured creditors are impaired. Since the equity interest as to Dr. Jones, Mrs. Jones, and Mr. Jones will probably remain unaltered, the Debtor may have an absolute priority rule violation in the event that the Class 2 unsecured creditors do not vote to accept the Plan. * The Plan may not be feasible. For example: i. The Debtor may not have enough funds on hand to cover the administrative expenses on the effective date. * The Debtor did not propose the Plan in good faith. For example: i. The Debtor's October 2020 monthly operating report reflects net income of $741.74 exclusive of the $2,989.67 Debtor intends to pay to Third World Missions, Inc. once the Court approves confirmation of the Plan. About Greater Blessed Assurance Apolostic Temple, Inc. Greater Blessed Assurance Apostolic Temple Inc., is a not-for-profit eleemosynary institution under Florida law in 1996, originated in 1988 as an informal Bible study group in the home of the present Pastor and Bishop in Rockledge, Florida. In 1999, Greater Blessed bought the church occupied by the Rockledge Church of the Nazarenes at 1009 South Fiske Boulevard, Rockledge, Florida. Greater Blessed also runs a school maintaining enrollment of around 25 student or greater per year. Greater Blessed Assurance Apostolic Temple Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 20-00148) on Jan. 10, 2020, disclosing under $1 million in both assets and liabilities. The Debtor hired David Marshall Brown, P.A., as counsel. GRUPO AEROMEXICO: Committee Taps Santamarina y Steta as Counsel --------------------------------------------------------------- The official committee of unsecured creditors of Grupo Aeromexico, S.A.B. de C.V. and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Santamarina y Steta S.C. as its Mexican counsel. The firm's services will include: a. participating in meetings of the committee and subcommittees and advising the committee of its rights, powers and duties from a Mexican law perspective; b. assisting the committee in its meetings and negotiations with the Debtors and other parties regarding Mexican law issues; c. advising the committee regarding issues of Mexican law; d. responding to inquiries from individual creditors related to Mexican law issues; e. reviewing and analyzing court pleadings to the extent they involve aspects of Mexican law; f. advising the committee regarding applicable foreign proceedings; and g. performing all other necessary legal services as directed by the committee. The firm's attorneys and paraprofessionals will be paid at these standard hourly rates: Billing Category 2020 Hourly Rates 2021 Hourly Rates Partners $400 - $520 $405 - $525 Of Counsel $440 - $485 $450 - $495 Counsel $310 - $330 $315 - $355 Associates $160 - $390 $165 - $400 Paraprofessionals $110 - $180 $115 - $185 Jorge Alejandro Leon Orantes Baena, a partner at Santamarina y Steta, disclosed in court filings that the firm does not hold or represent any interest adverse to the Debtors' estates and is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Leon Orantes Baena also made the following disclosures in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months pre-petition, disclose your billing rates and material financial terms for the pre-petition engagement, including any adjustments during 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. Response: The firm did not represent the committee prior to the Debtors' Chapter 11 cases. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: The committee and the firm expect to develop a prospective budget and staffing plan to comply with the U.S. Trustees requests for information and additional disclosures, and any other orders of the court, recognizing that in the course of the Debtors' Chapter 11 cases, there may be unforeseeable fees and expenses that will need to be addressed by the committee and the firm. The firm can be reached through: Jorge Alejandro Leon Orantes Baena, Esq. Santamarina y Steta S.C. Campos Eliseos 345 floors 2 and 3 Chapultepec Polanco, 11560 Miguel Hidalgo, Mexico City, MX Telephone: +52 55 5279 5400 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. The Debtors tapped Davis Polk and Wardell LLP as their bankruptcy counsel, White & Case LLP and Cervantes Sainz S.C. as special counsel, and Rothschild & Co US Inc. and Rothschild & Co Mexico S.A. de C.V. as financial advisor and investment banker. Epiq Corporate Restructuring, LLC is the Debtors' administrative agent. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors on July 13, 2020. The committee is represented by Morrison & Foerster LLP. HENRY FORD VILLAGE: Taps RBC Capital as Investment Banker --------------------------------------------------------- Henry Ford Village, Inc. received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire RBC Capital Markets, LLC as its investment banker. The services to be rendered by the firm include: (a) assisting in the preparation of transaction materials concerning the Debtor and a transaction for distribution to creditors, acquirors and investors; (b) implementing marketing plan with respect to a transaction; (c) identifying and soliciting of, and reviewing proposals received from, investors and other third parties; (d) negotiating any transaction with the investors and other third parties as necessary; (e) assisting the Debtor in developing and seeking approval of any such transaction; (f) participating in negotiation with creditors, investors and other parties in interest with respect to a transaction; and (g) participating in depositions and hearings. The firm will receive a $25,000 monthly retainer and will be paid a success fee calculated as a fixed percentage of (i) 1.5 percent of the par amount of performing current-pay restructured bonds; or (ii) 2.25 percent of the gross sale proceeds in a sale transaction. David Fields, managing director in the Conshohocken Municipal Finance office of RBC Capital Markets, disclosed in court filings that the firm is a "disinterested person" as defined by Section 101(14) of the Bankruptcy Code. The firm can be reached through: David B. Fields RBC Capital Markets, LLC 300 Four Falls Road Corporate Center, Suite 760 300 Conshohocken State Road West Conshohocken, PA 19428 Telephone: (610) 729-3658 Facsimile: (610) 729-3708 Email: david.fields@rbccm.com About Henry Ford Village Henry Ford Village, Inc. is a non-profit, non-stock corporation established to operate a continuing care retirement community located at 15101 Ford Road, Dearborn, Mich. It provides senior living services comprised of 853 independent living units, 96 assisted living unites and 89 skilled nursing beds. Henry Ford Village sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 20-51066) on Oct. 28, 2020. In the petition signed by CRO Chad Shandler, Henry Ford Village was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Mark A. Randon is the case judge. The Debtor has tapped Dykema Gossett PLLC as its legal counsel and FTI Consulting, Inc. as its financial advisor. Kurzman Carson Consultants, LLC, is the claims agent. HERTZ GLOBAL: Bondholders Say Donlen Sale Plan Chills Other Buyers ------------------------------------------------------------------ Law360 reports that a group of unsecured bondholders of bankrupt car rental giant Hertz Global said Friday, December 11, 2020, that the company's plans to provide bid protections to a stalking horse bidder looking to buy fleet financing subsidiary Donlen Corp. would make it harder for other interested buyers to bid on the assets. In its objection, the ad hoc group of bondholders said stalking horse bidder Freedom Acquirer LLC — itself a secured lender of the debtor — had the opportunity to investigate the value of the Donlen assets for more than three months before Hertz began marketing them to other, strategic buyers. About Hertz Global Holdings Hertz Corp. and its subsidiaries -- http://www.hertz.com/-- operate a worldwide vehicle rental business under the Hertz, Dollar, and Thrifty brands, with car rental locations in North America, Europe, Latin America, Africa, Asia, Australia, the Caribbean, the Middle East, and New Zealand. The Company also operates a vehicle leasing and fleet management solutions business. On May 22, 2020, The Hertz Corporation and certain of its U.S. and Canadian subsidiaries and affiliates filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court (Bankr. D. Del. Case No. 20-11218). The Hon. Mary F. Walrath is the presiding judge. White & Case LLP is serving as legal advisor, Moelis & Co. is serving as investment banker, and FTI Consulting is serving as financial advisor. Richards, Layton & Finger, P.A., is the local counsel. Prime Clerk LLC is the claims agent, maintaining the page https://restructuring.primeclerk.com/hertz HERTZ GLOBAL: Defends $825 Million Donlen Sale Process ------------------------------------------------------ Law360 reports that bankrupt car rental giant Hertz defended its proposed sale process for fleet financing arm Donlen Corp. on Tuesday, December 15, 2020, saying the sale timeline and stalking horse bid protections it agreed to are supported by their business judgment and will yield the highest value for the assets. In the filing made in Delaware bankruptcy court, the debtor said that objections to the marketing efforts undertaken by Hertz and the bid protections were the best way to ensure that the sale of the Donlen assets will achieve the best price possible. About Hertz Global Holdings Hertz Corp. and its subsidiaries -- http://www.hertz.com/-- operate a worldwide vehicle rental business under the Hertz, Dollar, and Thrifty brands, with car rental locations in North America, Europe, Latin America, Africa, Asia, Australia, the Caribbean, the Middle East, and New Zealand. The Company also operates a vehicle leasing and fleet management solutions business. On May 22, 2020, The Hertz Corporation and certain of its U.S. and Canadian subsidiaries and affiliates filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court (Bankr. D. Del. Case No. 20-11218). The Hon. Mary F. Walrath is the presiding judge. White & Case LLP is serving as legal advisor, Moelis & Co. is serving as investment banker, and FTI Consulting is serving as financial advisor. Richards, Layton & Finger, P.A., is the local counsel. Prime Clerk LLC is the claims agent, maintaining the page https://restructuring.primeclerk.com/hertz HGIM CORP: S&P Lowers ICR to 'CC' on Distressed Term Loan --------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on the U.S.-based offshore vessel provider HGIM Corp. to 'CC' from 'CCC+'. At the same time, S&P lowers its issue-level rating on the company's first-lien term loan to 'CC' from 'B-'. The downgrade follows HGIM's announced cash tender offer to repurchase a portion of its $350 million first-lien term loan due 2023 at a significant discount to par value. The company is conducting a Dutch auction for up to $25 million in cash. The company is offering to pay between $400 and $500 per $1,000 of principal amount plus accrued and unpaid interest. If fully subscribed at the lower end of the offer range, this would equate to about $63 million of principal amount, or 18% of the outstanding loans. S&P said, "If consummated under the current offer terms, we would consider this transaction to be distressed as investors would be receiving less than originally promised. We will reassess the issuer credit rating on HGIM after the transaction closes. "The negative outlook reflects the likelihood that we would lower our issuer credit rating on HGIM to 'SD' upon completion of the transaction because we consider it to be distressed. We would also expect to lower issue-level rating on the company's term loan to 'D' upon completion of the transaction. "Although unlikely at this time, we could raise the rating on HGIM if we no longer expect it will engage in below-par debt repurchase offer or other transaction that we would consider to be distressed and tantamount to default." IBH MANAGEMENT: Seeks to Hire Michael Jay Berger as Counsel ----------------------------------------------------------- IBH Management PS LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Offices of Michael Jay Berger as its bankruptcy counsel. The Debtor needs the firm's assistance to review its Chapter 11 bankruptcy petition and all supporting schedules, communicate with its creditors, advise the Debtor of its legal rights and obligations in a bankruptcy proceeding, work to bring the Debtor into full compliance with reporting requirements of the Office of the U.S. Trustee, prepare status reports, and respond to any motions filed in Debtor's bankruptcy proceeding. In addition, the firm will respond to creditor inquiries, review proofs of claim filed in Debtor's bankruptcy, object to inappropriate claims, prepare notices of automatic stay in all state court proceedings in which the Debtor is sued during the pendency of Debtor's bankruptcy proceeding and, if appropriate, prepare a Chapter 11 plan of reorganization. Michael Jay Berger, Esq., will charge the Debtor for his services at the rate of $595 per hour. He will also charge $495 per hour for the services of his senior associate attorney Sofya Davtyan, $435 per hour for the services of mid-level associate attorney Carolyn Afari, $435 per hour for the services of mid-level associate attorney Debra Reed, $350 per hour for the services of his associate attorney Samuel Boyamian, $225 per hour for the services of his senior paralegals and law clerks, and $200 per hour for the services of bankruptcy paralegals. Mr. Berger disclosed in court filings that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Blvd., 6th Floor Beverly Hills, CA 90212-2929 Telephone: (310) 271-6223 Facsimile: (310) 271-9805 Email: michael.berger@bankruptcypower.com About IBH Management PS IBH Management PS, LLC, which conducts business under the name Infusion Beach Club, operates a hotel & restaurant business in Palm Springs, Calif. IBH Management PS sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-17537) on November 18, 2020. The petition was signed by Christopher M. Rosas, managing member and chief executive officer. 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 Scott H. Yun oversees the case. Law Offices of Michael Jay Berger is Debtor's legal counsel. JDUB'S BREWING: Brew Theory Buying Mango FFE for $400K ------------------------------------------------------ JDub's Brewing Co., LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of tangible personal property in the form of furniture, fixtures and equipment located at its brewery and taproom ("Mango FFE") located at 1215 Mango Avenue, Sarasota, Florida, to Brew Theory, LLC or its successors and/or assigns for $400,000. Since the onset of the COVID-19 pandemic, the Debtor has been determined to refine its business model to emphasis methods of marketing and distribution of "JDub's" branded beers and products through business relations, including joint ventures or other avenues. As part of that, the Debtor has considered the sale of the Mango FFE and business operations at the Mango Property as a "turnkey operation." It has approached numerous industry contacts who may have synergy or who have expressed interest in the Mango FFE and operating a business at the Mango Property (including those contacts referred to it by J.J. Taylor Distributing Florida, Inc.). The Mango FFE is subject to a security interest claimed by American Momentum Bank ("AMB"). On information and belief, AMB recently appraised the Mango FFE. The Debtor received several verbal offers or expressions of interest asking the acquisition of the Mango FFE, and, assignment and assumption of the Mango Lease, but received but only one written offer from Brew Theory, LLC. It believes that written offer is the highest and best offer. The material terms of the proposed transactions are set forth in the Term Sheet are: A. The total purchase price is $400,000. The purchase price is for the entire Mango FFE and Mango Lease and may be allocated by Brew Theory among the assets as agreed to by the Debtor, the Landlord and AMB. B. The Mango FFE is being sold to Brew Theory free and clear of all Interest. C. The closing for the sale will take place within three business days following the last closing condition identified in the TS, unless waived in writing by all parties. The counsel to the Debtor will prepare all necessary documentation evidencing these transactions. In any event, the closing will occur on March 1, 2021. D. The buyer is Brew Theory, LLC, or its successors and/or assigns. E. In order for the Mango Buyer to obtain the benefits of the acquisition of the Mango FFE and the business operations at the Mango Property, the Mango Buyer asks to have the Mango Lease assumed and assigned. In addition, the Mango Buyer has asked that Jeremy Joerger grants it sufficient licenses for the manufacturing and sale of JDub's products at the Mango Property should the it so desire. The Mango Property has been substantially exposed to the market and the value has been subject to testing. The additional time and expense that would be incurred if the Mango Property were sold through auction or otherwise would not likely enhance the purchase price to justify the additional cost unless and until the Mango Buyer falls through. If the Mango Sale to the identified Mango Buyer does not close by March 1, 2021, then the Debtor asks authority to hire a broker New Mill to advertise and sell the Mango FFE by private or public auction. The Debtor asks that any order of the Court authorizing the Mango Sale be effective immediately upon its entry, notwithstanding the contrary provisions of Federal Rules of Bankruptcy Procedure 6004(h) and 6006(d). It asks that any notice period proscribed by Federal Rule of Bankruptcy Procedure 2002 be shortened to facilitate the consideration of the Motion on an expedited basis. The Debtor previously filed an Amended Motion to Extend Deadline to Assume or Reject Lease or, Alternatively, to Assume or Reject Lease Through Chapter 11 Plan. The Second Amended Plan has now identified the Mango Buyer and as part of the transactions described herein the Mango Buyer desires to have assigned and assumed as part of the Mango Sale the Mango Lease. Therefore, the Debtor asks authority to assume and assign the Mango Lease to the Mango Buyer, or any subsequent assignee, successor or subsequent buyer, as part of the Mango Sale. A copy of the Agreement is available at https://tinyurl.com/ycxygbzu from PacerMonitor.com free of charge. About JDub's Brewing Company JDub's Brewing Company, LLC, is a privately held company in the beverage manufacturing industry. The company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.20-02926) on April 6, 2020. In the petition signed by CEO Jeremy Joerger, the company disclosed $697,542 in assets and $1,687,781 in debt. Judge Michael G. Williamson is assigned to the case. Daniel Etlinger, Esq., at David Jennis, PA, d/b/a Jennis Law Firm, is serving as teh Debtor's counsel. LIVE PRIMARY: Seeks Court Approval to Hire Bookkeeper ----------------------------------------------------- Live Primary, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Say Bookkeeping, LLP to provide bookkeeping and accounting services. The firm will provide these standard bookkeeping, accounting, tax, and consulting services to the Debtor: (a) Entry and reconciliation of accounts weekly; (b) Issuance of monthly financial statements; (c) Customer account creation or deletion as needed; (d) Maintenance of customer lease files in the accounting system; (e) Invoice entry and creation; (f) Payment entry and reconciliation; (g) Accounts receivable follow-up for outstanding balances; (h) Accounts receivable to general ledger reconciliation monthly; (i) Bill entry and cash disbursement initiation upon approval; (j) Coordinate audit activities as needed; and (k) Liaise with CPAs and tax preparers as needed. In addition, the firm will continue to render, as needed, these bookkeeping and accounting services which are unique to the Chapter 11 case: (a) Analyzing the Debtor's financial information and preparing the financial reports and statements required for administration of the Debtor's Chapter 11 case; (b) Completely separating the Debtor's books from those of its affiliated company; (c) Assisting the Debtor and its attorneys in analyzing claims and objecting thereto, if necessary; (d) Rendering advice and assistance with respect to the preparation of local, state and federal tax returns, and assisting the Debtor in any examination related thereto; (e) Participating in conferences and court hearings when necessary; and (f) Providing such other bookkeeping, accounting, tax and consulting services as may be required and requested by the Debtor. The firm charges $3,000 per month for its standard services and $2,500 per month for bankruptcy-related services. Giuseppe Salamone, an accountant and co-founder at Say Bookkeeping, disclosed in court filings that the firm does not have any connection with the Debtor, its creditors or any other party in interest, and is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Giuseppe Salamone Say Bookkeeping, LLP 26 Broadway, 8th Floor New York, NY 10004 Telephone: (917) 382-4110 About Live Primary LLC Live Primary, which conducts business under the name Primary, is a co-working and shared office space featuring an array of amenities designed to help people feel good while working to make their businesses thrive. Visit https://liveprimary.com for more information. Live Primary sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-11612) on July 12, 2020. At the time of filing, the Debtor had estimated assets of $1 million to $10 million and estimated liabilities of $10 million to $50 million. The case is assigned to Judge Martin Glenn. Sanford P. Rosen, Esq. of Rosen and Associates PC is the Debtor's counsel. David Kirshenbaum as representative for the noteholders is represented by Daniel J. Weiner, Esq., at Schafer & Weiner, PLLC. Broadway 26 Waterview, LLC, the Debtor's landlord, is represented in the case by Jay B. Itkowitz, Esq., at Itkowitz PLLC. LOS ANGELES SCHOOL: Seeks to Hire Drew Petersen as Special Counsel ------------------------------------------------------------------ Los Angeles School of Gymnastics, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire The Law Office of Drew Petesen, P.C. as its special counsel. The firm requires legal assistance to pursue its claims against Spieth America, and represent the Debtor in the negotiation, drafting, editing and review of any lease agreements for the Debtor's future use. In the event the matter of the Debtor's claims against Spieth is resolved before a responsive pleading is filed, the firm will receive 15 percent of the gross recovery and 35 percent in the event the matter is resolved or a judgment is entered after the time period. Drew Petersen, P.C. will be paid $350 per hour. Drew Petersen, Esq., a principal at Drew Petersen, disclosed in court filings that the firm does not represent any entity having an adverse interest to the Debtor in connection with the case. The firm can be reached through: Drew Petersen, Esq. The Law Office of Drew Petesen, P.C. 1758 Irvine Blvd., Suite 108 Tustin, CA 92780 Telephone: (714) 569-0043 About Los Angeles School of Gymnastics Culver City, Calif.-based Los Angeles School of Gymnastics, Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 20-18203) on Sept. 8, 2020. In the petition signed by CEO Tanya Berenson, the Debtor was estimated to have $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Deborah J. Saltzman presides over the case. Kogan Law Firm, APC serves as the Debtor's bankruptcy counsel. MACOM TECHNOLOGY: S&P Upgrades ICR to 'B' on Leverage Reduction --------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on the U.S.-based analog semiconductor manufacturer MACOM Technology Solutions Holdings Inc. to 'B' from 'B-'. S&P is also raising their issue-level rating on the company's senior secured debt to 'B' from 'B-' based on a recovery rating of '3'. MACOM reduced leverage to below 6x at the end of fiscal 2020 (ending Oct. 2, 2020) supported by an increase in EBITDA margins to about 24% from cost efficiencies and strong FOCF generation. S&P said, "We expect continued deleveraging in fiscal 2021 from continued cost discipline and revenue growth. The rating action reflects our view that MACOM will continue to reduce leverage toward 5x in fiscal 2021 by maintaining cost discipline while still investing in new products to support growth across its core end markets. This follows a material reduction in leverage to below 6x in fiscal 2020 from 32.5x in fiscal 2019 (or about 20x excluding inventory reserves) as a result of cost savings and lower restructuring expenses, which are reflected in a near 20-percentage-point improvement in EBITDA margins to about 24% at the end of fiscal 2020. "Our adjusted debt, free operating cash flow, and EBITDA include standard adjustments for operating leases and share-based compensation. We do not net accessible cash from our debt figures. "Revenue growth in fiscal 2021 should benefit from new products and supportive trends despite a mixed near-term demand environment. Revenue in the first quarter of fiscal 2021 is expected to be relatively flat versus the previous quarter, with growth resuming in the industrial and defense segment (about 37% of revenue in fiscal 2020), especially from a strong backlog related to U.S. defense programs, offsetting a pause in 5G infrastructure spending in China and data center inventory builds, as well as a further reduction in Huawei-related revenues. Despite this mixed near-term demand environment, we expect revenue growth in the mid- to high-single-digit percent area this full fiscal year will be driven by new products, such as Gallium Nitride-On-Silicon Carbide power amplifiers and 25G lasers, and a return in 5G and data center spending toward the end of fiscal 2021. At the same time, MACOM continues to maintain a material revenue exposure to China, which could leave the company exposed to worsening U.S.-China trade tensions. "We expect MACOM's significant FOCF and cash balance to support its liquidity position. We expect MACOM to generate significant annual FOCF of $100 million-$110 million in fiscal 2021 helped by efficient net working capital and capital expenditure (capex) management. We expect the company's annual FOCF generation and strong cash and cash equivalents balance of $333 million as of Oct. 2, 2020, will serve as more than sufficient liquidity over the next 12 months, even if the company did not renew its revolving credit facility maturing in November 2021. MACOM's historical negative FOCF generation previously constrained shareholder returns and acquisitions. We believe the company's high cash balance and improved FOCF profile could support increased activity in these areas. "The stable outlook reflects our expectation that MACOM will continue maintain discipline around costs and product investments such that EBITDA margins remain in the mid-20% area, while revenues grow in the mid- to high-single-digit percent area supported by increased demand in the industrial and defense segment and product launches. We expect this to result in leverage of about 5x in fiscal 2021 and FOCF to debt of about 15%." S&P could lower its rating if: -- Prolonged weakness in the telecoms or data center markets, perhaps from delayed 5G-related spending, leads to revenue declines or EBITDA margins below 20% such that S&P expects leverage to remain above 6x and FOCF to debt below 5% for a sustained period; or -- MACOM adopts a more aggressive financial policy including large acquisitions or share repurchases. S&P could raise its rating if: -- MACOM maintains consistent revenue growth in the mid- to high-single-digit percent area from continued successful product launches and a supportive demand environment; -- EBITDA margins improve to well above 25% such that leverage falls and stays below 4x; and -- FOCF to debt stays above 10%. MALLINCKRODT PLC: Court Judge Rejects Proposed Ch. 11 Fee Payout ---------------------------------------------------------------- Law360 reports that a Delaware bankruptcy judge on Monday, December 14, 2020, shot down drugmaker Mallinckrodt PLC's bid for approval to pay the fees of three key unsecured creditor groups ahead of a formal restructuring pact, saying neither law nor precedent supported the move. U.S. Bankruptcy Judge John T. Dorsey, ruling from the bench without prejudice during a virtual hearing, noted that Mallinckrodt and some creditors on the other side of the proposal had not yet committed to agreements that could prove central to the case and the payments. Approval of the arrangement now could allow preemptive approval of legal fees that ordinarily require proof. About Mallinckdrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- 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. As of March 27, 2020, the Company had $10.17 billion in total assets, $8.27 billion in total liabilities, and $1.89 billion in total shareholders' equity. 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 the Company. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen & Katz are serving as counsel to the Company, Guggenheim Securities, LLC is serving as investment banker and AlixPartners LLP is serving as restructuring advisor to Mallinckrodt. Hogan Lovells is serving as counsel with respect to the Acthar Gel matter. Prime Clerk LLC is the claims agent. MARTI'S PLUMBING: Seeks to Hire Fuller Law Firm as Legal Counsel ---------------------------------------------------------------- Marti's Plumbing Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire The Fuller Law Firm, P.C. as its legal counsel. The firm's services will include: (a) advising the Debtor of its powers and duties; (b) attending meetings and negotiating with representatives of creditors and other parties in interest; (c) taking all necessary action to protect and preserve the Debtor's estate; (d) preparing legal papers; (e) negotiating and preparing a plan for reorganization; (f) advising the Debtor in connection with the possible sale or any possible refinance of its assets; and (g) court appearances. The firm will be paid at these rates: Lars T. Fuller $505 per hour Saman Taherian $485 per hour Joyce Lau $395 per hour Lars Fuller, Esq., founding partner at Fuller Law Firm, disclosed in court filings that the firm and its attorneys are "disinterested persons" as that term is defined by Section 101(14) of the Bankruptcy Code, and do not hold or represent any interest adverse to the estate. The firm can be reached through: Lars T. Fuller, Esq. Sam Taherian, Esq. Joyce K. Lau, Esq. The Fuller Law Firm, P.C. 60 No. Keeble Ave. San Jose, CA 95126 Telephone: (408) 295-5595 Facsimile: (408) 295-9852 About Marti's Plumbing Service Marti's Plumbing Service, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 20-51687) on Nov. 24, 2020. At the time of the filing, Debtor had estimated assets of less than $50,000 and liabilities of between $100,001 and $500,000. The Fuller Law Firm, PC is Debtor's legal counsel. MEDICAL DEPOT: S&P Affirms 'CCC+' ICR on Tight Liquidity -------------------------------------------------------- S&P Global Ratings affirmed its issuer credit rating on Medical Depot Holdings Inc. at 'CCC+', as well as the issue-level ratings on the company's first-lien debt at 'CCC' and second-lien debt at 'CCC-'. S&P's recovery ratings are unchanged at '5' (rounded estimate: 15%) and '6' (rounded estimate: 0%), respectively. Leverage remains very high (above 12x), and liquidity remains tight as the company focuses on its turnaround plan while managing through COVID-19 pandemic-related challenges. Medical Depot's business was affected by the COVID-19 pandemic, especially in the second quarter of 2020, when there were mass lockdowns and people were quarantining. Revenues that quarter declined by about 10% compared to the same period last year. This pressure was partially mitigated by high demand for respiratory and other products as a result of the pandemic, and rigorous expense management. S&P estimates about 40% of the company's revenues are related to COVID-19--including respiratory products, oxygen concentrators, and home care beds--and 60% are related to mobility. The decline in second-quarter sales was followed by the recovery in the third quarter, when revenue and EBITDA grew compared to third-quarter 2019. While Medical Depot executes on its turnaround strategy in areas such as inventory planning and warehouse network stabilization, S&P believes the pandemic could complicate operations, lower demand for some of its products and delay the expected improvement. S&P said, "We project that the pandemic will continue to affect Medical Depot's operating performance in the first half of 2021, and therefore, full-year revenue growth and EBITDA growth will be modest -- in the low-single-digit percent range -- and the adjusted EBITDA margin will be about 7%-8%. Our expectations for only modest improvement in 2021 and modest free cash flow deficits (after growth capital expenditure) also limit potential debt reduction. "Despite free cash flow deficits and tight liquidity, we expect Medical Depot will have enough sources of liquidity to cover its financial obligations, including interest expense and debt amortization for the next 12 months. As of third-quarter 2020, the company had about $50 million of cash on its balance sheet and only $2.5 million of revolver available for letter of credit purposes. "Limited scale and exposure to a commodity-like product market that leads to continued pricing pressure remain key risks. Medical Depot's leading position in the durable medical device space only partially offsets these risks. Our rating reflects the company's limited scale, low margins, and limited barriers to entry in this fragmented and commodity-like product market that leave the company relatively susceptible to price-based competition. These characteristics are only partially offset by its leading market position selling to U.S. retailers of home care equipment, its diverse product portfolio and customer base, and good geographic diversification. "The negative outlook reflects our view that Medical Depot's operating challenges and very high leverage will likely persist through 2021, as it remains focused on its turnaround plan. It also reflects the liquidity constraints, which limit capacity for underperformance and increase the risk of another debt restructuring in the near term. "We could lower the rating if Medical Depot's operating performance deteriorates and free cash flow deficits grow, constraining its ability to cover its financial obligations over the subsequent 12 months and increasing the risk of a covenant breach. We could also lower the rating if the company completes another debt modification that we view as a distressed exchange or payment default. "We could consider revising the outlook to stable if Medical Depot's liquidity improves, giving the company more time to pursue the operational improvements that could make its capital structure sustainable in the longer term." MOORE TRUCKING: Court Orders Appointment of Trustee --------------------------------------------------- Judge Paul M. Black of the U.S. Bankruptcy Court for the Southern District of West Virginia entered an Order directing the U.S. Trustee to appoint a Chapter 11 trustee for Moore Trucking Inc. The Court believes that the appointment of a Chapter 11 trustee is for the best interests of the creditors considering that there is gross mismanagement of the affairs of the Debtor by the current management. A Chapter 11 Trustee will provide an objective and dispassionate view on the issues and the viability of the case as one under Chapter 11, and investigate not only the Debtor's transactions with its principals but also matters affecting its estate's assets and liabilities. A full-text copy of the Order is available at https://bit.ly/3myHP2V from PacerMonitor.com at no charge. About Moore Trucking Inc. Moore Trucking Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D. W.Va. Case No. 20-20136) on March 31, 2020, disclosing under $1 million in both assets and liabilities. Judge Paul M. Black oversees the case. The Debtor is represented by James M. Pierson, Esq., at Pierson Legal Services. NUANCE COMMUNICATIONS: S&P Affirms 'BB-' ICR on Low Leverage ------------------------------------------------------------ S&P Global Ratings related that over the last 12 months, artificial intelligence and speech recognition software provider Nuance Communications Inc. has maintained its S&P Global Ratings-adjusted leverage in the low-3x area due to good operating performance in cloud offerings and prudent financial policies, despite challenging macroeconomic conditions. The company's recent track record of prudent financial policy and S&P's view of attractive organic growth prospects should allow it to maintain credit measures comfortably below 4x over the next 12 months. However, given upcoming contractual redemption dates on its convertible debentures, S&P believes there exists risk the company could choose to settle a portion of the excess value on these notes, currently estimated to be more than $1 billion in total, with cash instead of stock, which would raise leverage. Based on this view, S&P is affirming all of its ratings on Nuance, including the 'BB-' issuer credit rating. The outlook remains positive. The rating action reflects the view of S&P that although Nuance's good operational performance will support continued leverage improvement has maintained S&P Global Ratings-adjusted leverage in the low-3x area over the next 12 months, there exists potential risk that the company could settle the excess value of it convertible debentures with cash or debt instead of stock over the next 12 months, which would deviate from the current expectations of S&P and result in higher S&P adj. leverage. S&P said, "Nuance has maintained conservative financial policies over the past year. While Nuance has a history of more significant shareholder returns and acquisitions, we expect Nuance's adjusted leverage could continue to improve because of good operating tailwinds and recent adoption of more conservative and prudent financial strategies. At its Dec. 10, 2019, investor day, Nuance communicated updated capital-allocation principles that prioritize maintaining a strong balance sheet (minimum cash of between $250 million and $350 million and gross leverage of less than 4x) followed by investing for growth, either organically or through opportunistic mergers and acquisitions (M&A), before it will return cash to its shareholders. Through Sept. 30, 2020, despite operating headwinds amid the COVID-19 pandemic, Nuance maintained gross leverage of around 4x (S&P adjusted leverage was of 3.3x for the twelve months ending Sept 30, 2020), cash balances of $372 million and made modest organic growth investments through capital expenditures and increased R&D spending. It also spent approximately $513 million and $169 million on debt repayment and shares repurchases, respectively, largely with the proceeds from the spinoff of Cerence and the sale of its imaging business.. However, it put these activities on hold as a precaution after the second quarter of fiscal 2020. "However, potential redemption of convertible debentures has the potential to increase leverage. If Nuance elects to redeem any of its convertible debt, on the contractual redemption dates of November 2021, December 2022, and April 2025, it would be required to repay principal amounts in cash with any remaining payments over the principal paid, at the company's discretion, in either cash or stock. We think it is likely that the company would settle these in stock, though the mix is uncertain. At the same time, based on the appreciation of the company's share price, we don't discount the possibility that the company could be motivated to offset potential dilution by using a combination of cash or incremental debt borrowings and stock. In such a scenario, our forecast for adjusted leverage to reach low-3x by fiscal 2021 and lower in subsequent years would likely fail to materialize." Convertible debentures comprise a significant portion of Nuance's total outstanding debt and these lenders could require accelerated repayment of these obligations. As of Sept. 30, 2020, Nuance's convertible debentures, including its $227.4 million of 1.5% 2035, $676.5 million of 1.0% 2035, and $262.7 million of 1.25% 2025, constituted $1.16 billion or roughly 70%, of the approximately $1.66 billion in total debt principal outstanding. Under the terms of these debentures, holders have the right to require Nuance to redeem all or any portion of these convertible debentures (at the conversion value) prior to maturity when the closing sale price of its common stock exceeds 130% of the conversion price for specified periods. Based on the company's share price of $33.19 as of Sept. 30, 2020, both the company's 1.25% 2025 debentures and 1.5% 2035 debentures met these criteria, and, with the company's stock price currently trading around $42, the 1.0% 2035 debenture will likely become convertible after Dec. 31, 2020. S&P believes, considering the respective debentures' fair values far exceed the potential value a holder would realize through exercising this right, it is unlikely that any meaningful level of conversions occur over the near term. S&P added, "We expect Nuance will maintain its competitive positioning and IP portfolio, despite further divestment plans. Nuance recently announced plans to contribute its Health Information Management Transcription business and its Electronic Health Record Go-Live Services business to DeliverHealth Solutions (a new entity formed by Assured Healthcare Partners in partnership with Aeries Technology Group). While the company will lose revenue and earnings because of this transaction, which accounted for roughly $195 million of total revenue (13% of total revenue and 21% of health care revenue), these respective businesses have experienced growth challenges over the past few years and carry margin profiles below the corporate average. We also expect its remaining health care and enterprise businesses to generate about $1.3 billion of revenue, which we believe provides sufficient scale and is comparable with similarly rated peers. The divestment should enable Nuance to reallocate capital toward its strategic initiatives, including its new ambient clinical intelligence and biometrics for authentication and fraud prevention products and international expansion. In our view, this should protect the market positions its health care and enterprise businesses enjoy and also bolster future revenue and profitability prospects. "The positive outlook reflects the one-in-three chance that we could raise our ratings on Nuance over the next 12 months if it continues to demonstrate its commitment to a more conservative financial policy, which--in our view--will allow it to sustain S&P Global Ratings-adjusted debt to EBITDA of less than 4x through acquisitions and shareholder returns. "We could raise our ratings on Nuance if we believe it can sustain adjusted leverage of less than 4x over time through potential acquisitions, shareholder returns and the potential redemption of its convertible debentures. In this scenario, we would expect Nuance to sustain organic revenue growth in the low- to mid-single-digit percent area and improve its profitability and cash generation levels despite the obstacles from its ongoing transition to a subscription-revenue model. "We could revise our outlook on Nuance to stable if it deviates from its current financial policy targets and or we believe it is likely to sustain leverage of more than 4x. This could occur if it undertakes an aggressive growth strategy, engages in debt-funded share repurchases, and or opts to redeem a substantial portion of the excess value of its convertible notes with cash instead of equity. Although we consider it less likely to occur, we could also revise the outlook to stable if the company experiences a significant operating underperformance relative to our base case due to increased competitive pressures, customer losses, a less-profitable product offering, or unexpected missteps with its organic growth plans or restructuring initiatives." OHIO NATIONAL: S&P Lowers ICR to 'BB+', Outlook Stable ------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Ohio National Financial Services Inc. to 'BB+' from 'BBB-'. At the same time, S&P lowered the issuer and insurer financial strength ratings on its core subsidiaries to 'BBB+' from 'A-'. S&P also withdrew the ratings following Ohio National's request to terminate its ratings agreement with S&P Global Ratings. S&P said, "The downgrade reflects our reassessment of Ohio National's financial risk profile and our prospective view of capital and earnings to satisfactory from strong. As of year-end 2019, the group's capital adequacy was redundant at the 'A' confidence level--in line with our expectations, however we believe this capital adequacy to be marginally redundant at the 'A' confidence level over the next two years. To account for additional capital and earnings volatility, we have lowered our prospective view of capital and earnings to the 'BBB' confidence level over the next two years. We think there's potential volatility in in its variable annuity closed block, uncertainties in earnings stemming from the execution of its strategy amid an economic recession and the group's reliance, in our view, on a state-prescribed practice that allows an alternative reserving standard for VA riders resulting in a more-efficient use of Ohio National's capital, according to the company. "Offsetting these concerns, we believe a credit strength is its life insurance business, which has shown favorable mortality and lapse experience due to its well-established profit-sharing plan with its life distribution. Amid the pandemic and with reduced face-to-face sales interactions, the group has been able to boost overall premiums through Sept. 30, 2020, primarily from the growth of renewal premiums. It has also been able to expand its distribution despite challenging economic conditions. It does offer disability products in the U.S., has a Latin American operation that mostly offers group and individual life insurance, and, more recently, introduced fixed indexed annuities in the U.S., but these operations do not currently contribute meaningfully to earnings. "Another credit strength is Ohio National's investment portfolio, which we view as being well diversified and conservatively positioned with less exposure to alternatives and speculative-grade bonds than the broader life insurance industry. This is an important factor because asset risk has heightened during the pandemic. Since the pandemic is still not over, it's too early to tell how the group's commercial mortgage portfolio will perform in the next two years, however, we note minimal forbearance activity and no delinquencies as of Sept. 30, 2020 which are positive factors in this environment." OPTION CARE: Closes Sale of 10 Million Common Shares ---------------------------------------------------- Option Care Health, Inc. entered into an underwriting agreement with Goldman Sachs & Co. LLC (the "Underwriter") and HC Group Holdings I, LLC (the "Selling Stockholder"), relating to an underwritten public offering of 10,000,000 shares of the Company's common stock, par value $0.0001 per share, sold by the Selling Stockholder at a price to the public of $15.00 per share. Under the terms of the Underwriting Agreement, the Selling Stockholder granted the Underwriter an option to purchase up to an additional 1,500,000 shares of Common Stock at the public offering price within 30 days from the date of the Underwriting Agreement. The Offering closed on Dec. 14, 2020. The Securities were sold pursuant to a registration statement on Form S-3 (File No. 333-239504) that was filed by the Company with the Securities and Exchange Commission on June 26, 2020 and became effective on July 8, 2020, a prospectus included in the Registration Statement and a prospectus supplement, dated Dec. 10, 2020 and filed with the SEC on Dec. 14, 2020. The Company will not receive any of the proceeds from the sale of the Securities by the Selling Stockholder. The Underwriting Agreement contains customary representations, warranties, covenants and indemnification obligations of the Company, the Selling Stockholder and the Underwriter, including for liabilities under the Securities Act of 1933, as amended, and other obligations of the parties. In addition, pursuant to the terms of the Underwriting Agreement, (i) the Company's executive officers and directors have entered into "lock-up" agreements with the Underwriter, which generally prohibit the sale, transfer or other disposition of securities of the Company for a 60-day period, subject to certain exceptions, and (ii) the Selling Stockholder has entered into substantially the same "lock-up" agreement with the Underwriter, which prohibit the sale, transfer or other disposition of securities for a 60-day period, subject to certain exceptions. About Option Care Health Option Care Health is an independent provider of home and alternate site infusion services. With over 5,000 teammates, including approximately 2,900 clinicians, the Company works to elevate standards of care for patients with acute and chronic conditions in all 50 states. Through its clinical leadership, expertise and national scale, Option Care Health is reimagining the infusion care experience for patients, customers and employees. Option Care recorded a net loss of $75.92 million for the year ended Dec. 31, 2019, compared to a net loss of $6.11 million for the year ended Dec. 31, 2018. For the six months ended June 30, 2020, the Company reported a net loss of $27.58 million. As of Sept. 30, 2020, the Company had $2.66 billion in total assets, $1.67 billion in total liabilities, and $993.50 million in total stockholders' equity. PACIFIC DRILLING: Tries to Duck Arbitral Award, Says Units' Trustee ------------------------------------------------------------------- Law360 reports that the liquidating trustee for a pair of Pacific Drilling subsidiaries has asked a Texas bankruptcy judge to reject the offshore oil driller's Chapter 11 plan, saying the company is trying to evade liability for a $320 million arbitration judgment it couldn't shake in a prior reorganization. In a filing Monday, December 14, 2020, trustee Patrick Lennon argued that Pacific's October Chapter 11 filing and plan were a bad faith attempt to avoid paying out on claims connected with an arbitration over a canceled drillship contract that it had agreed to preserve in order to get the Chapter 11 plan in its 2017 bankruptcy confirmed. About Pacific Drilling Pacific Drilling (NYSE: PACD) provides deepwater drilling services. Pacific Drilling's fleet of seven drillships represents one of the youngest and most technologically advanced fleets in the world. On the Web: http://www.pacificdrilling.com/ On Nov. 12, 2017, Pacific Drilling S.A. along with affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-13193). In that case, Pacific tapped Togut, Segal & Segal LLP as counsel; Evercore Partners International LLP as investment banker; and AlixPartners, LLP, as restructuring advisor. Pacific Drilling S.A. and its affiliates returned to Chapter 11 bankruptcy (Bankr. S.D. Tex. Lead Case No. 20-35212) on Oct. 30, 2020, to seek approval of a bankruptcy-exit plan that will cut debt by $1.1 billion. As of June 30, 2020, Pacific Drilling had $2,166,943,000 in assets and $1,142,431,000 in liabilities. In the present case, Greenhill & Co. is acting as financial advisor to the Debtors, Latham & Watkins LLP and Jones Walker LLP are serving as legal counsel, and AlixPartners is acting as restructuring advisor to Pacific Drilling in connection with the restructuring. Prime Clerk LLC is the claims agent. Houlihan Lokey is acting as financial advisor and Akin Gump Strauss Hauer & Feld LLP is acting as legal advisor to the noteholders. PERMIAN TANK: Closes Sale of Business to New Permian ---------------------------------------------------- Permian Tank & Manufacturing, on Dec. 14, 2020, announced it has been acquired by New Permian Holdco, LLC, resulting in a successful exit of Chapter 11 bankruptcy proceedings for the Company's operations. The sale was supported by Permian Tank's current lender, who provided incremental financing to strengthen the Company during the transition and has committed to provide additional growth capital. The buyer, New Permian Holdco, LLC ("New Permian") will continue to provide its industry leading tanks and vessels throughout the Permian, Eagle Ford, Bakken and other major U.S. plays. Additionally, New Permian has made a strategic investment in the Company's modular unit and skidded systems production capabilities. The Company believes its ability to offer a one-stop, turn-key solution provides an immediate growth catalyst as the oil field services sector continues a broad push toward margin improvement coming out of 2020. Michael Haynes, Company President, said, "Permian Tank continues to focus on engineering and manufacturing best-in-class products for its customers. Our newly engineered, high-specification integrated solution offerings provide our customers with a simplified supply chain through a single point of contact that delivers a lower cost and higher efficiency end-product. We remain committed to our employees and customers and have emerged from this process stronger than ever as we continue to position Permian Tank for long-term success." About Permian Holdco Permian Holdco 1, Inc. and its affiliates, including Permian Tank & Manufacturing, Inc., are manufacturers of above-ground storage tanks and processing equipment for the oil and natural gas exploration and production industry. Permian Holdco 1, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Case No. 20-11822) on July 19, 2020. The petitions were signed by Chris Maier, chief restructuring officer. Hon. Mary F. Walrath presides over the cases. The Debtors have estimated assets of $0 to $50,000,000 and estimated liabilities of $0 to $50,000,000. M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M. Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport Gordian Energy LLC serves as investment banker to the Debtors and Epiq Corporate Restructuring LLC acts as notice and claims agent. PERMIAN TANK: Jan. 25, 2021 Plan & Disclosure Hearing Set --------------------------------------------------------- Debtors Permian Holdco 1, Inc., Permian Holdco 2, Inc., Permian Holdco 3, Inc., and Permian Tank & Manufacturing, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware a motion for entry of an order approving the Combined Disclosure Statement and Plan. On December 10, 2020, Judge Mary F. Walrath granted the motion and ordered that: * The Combined Disclosure Statement and Plan is approved on an interim basis. * January 15, 2021 is fixed as the last day to properly execute a Ballot to be counted as votes to accept or reject the Combined Disclosure Statement and Plan. * January 25, 2021 at 2:00 p.m. is the Confirmation Hearing. * January 12, 2021 is fixed as the last day to file objections to approval and confirmation of the Combined Disclosure Statement and Plan. * January 21, 2021 is fixed as the last day for the Debtors to file a reply to any objections or brief in support of approval of the Combined Disclosure Statement and Plan. A full-text copy of the order dated December 10, 2020, is available at https://bit.ly/3mjZQlr from PacerMonitor at no charge. About Permian Holdco Permian Holdco 1, Inc. and its affiliates, including Permian Tank & Manufacturing, Inc., are manufacturers of above-ground storage tanks and processing equipment for the oil and natural gas exploration and production industry. Permian Holdco 1, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Case No. 20-11822) on July 19, 2020. The petitions were signed by Chris Maier, chief restructuring officer. Hon. Mary F. Walrath presides over the cases. The Debtors have estimated assets of $0 to $50,000,000 and estimated liabilities of $0 to $50,000,000. M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M. Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport Gordian Energy LLC serves as investment banker to the Debtors and Epiq Corporate Restructuring LLC acts as notice and claims agent. PERMIAN TANK: Unsecureds to Get Up to 21.34% in Liquidating Plan ---------------------------------------------------------------- Debtors Permian Holdco 1, Inc., Permian Holdco 2, Inc., Permian Holdco 3, Inc., and Permian Tank & Manufacturing, Inc., in consultation and with the support of the Committee and NMFC, propose the 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. On October 7, 2020, the Bankruptcy Court entered an order approving the All Asset Sale. NMFC's successful bid included a credit bid in the amount of $29,517,601 in outstanding indebtedness under the Prepetition Credit Documents, and $482,399 in indebtedness under the DIP Facility. The All Asset Sale closed on October 30, 2020. As a result of the closing and the credit bid of the indebtedness under the DIP Facility, the remaining borrowed amount under the DIP Facility is not less than $1,801,122, which amount does not include other claims arising under the DIP Credit Agreement and/or the DIP Order, such as diminution in value claims, if any. Holders of Allowed Class 3 General Unsecured Claims shall receive, in full and final satisfaction and release of and in exchange for such Allowed Class 3 General Unsecured Claim, such Holder's pro rata share of the Distribution Proceeds remaining after payment in full of Allowed Administrative Claims, Allowed Professional Fee Claims, Allowed Priority Tax Claims, Allowed Priority Non-Tax Claims, and Allowed Other Secured Claims, as set forth in the Plan and consistent with the Permian Trust Waterfall, until all Allowed Class 3 General Unsecured Claims are paid in full. For the avoidance of doubt, in accordance with the Plan and consistent with the Permian Trust Waterfall, (i) NMFC and SSIG shall not receive any recovery on account of any Class 3 General Unsecured Claims that NMFC and SSIG may hold against Holdco 2 and Holdco 3, and (ii) Solace's General Unsecured Claims against Permian Tank (totaling $739,683.26) shall be subordinated to the recoveries of all other Holders of Allowed Class 3 General Unsecured Claims at Permian Tank, and Solace shall not receive any recovery on such Claims until all other Allowed Class 3 General Unsecured Claims against Permian Tank have been Paid in Full. Holdco 1 shall recover 0-1%, 0-1% for Holdco 2, 0-1% for Holdco 3, and 0-21.34% for Permian Tank. On the Effective Date, all Interests shall be extinguished as of the Effective Date, and owners thereof shall receive no Distribution on account of such Interests. The Plan will be implemented by the establishment of the Permian Trust, the transfer to the Permian Trust of the Permian Trust Assets, including, without limitation, all Cash that is a Permian Trust Asset and the Retained Causes of Action, and the making of Distributions by the Permian Trust, in each case, in accordance with the Plan and Permian Trust Agreement. A full-text copy of the amended combined plan and disclosure statement dated December 10, 2020, is available at https://bit.ly/3qPIiB6 from PacerMonitor at no charge. Counsel to the Debtors: YOUNG CONAWAY STARGATT & TAYLOR, LLP M. Blake Cleary Robert F. Poppiti, Jr. Joseph M. Mulvihill (No. 6061) 1000 North King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 About Permian Holdco Permian Holdco 1, Inc. and its affiliates, including Permian Tank & Manufacturing, Inc., are manufacturers of above-ground storage tanks and processing equipment for the oil and natural gas exploration and production industry. Permian Holdco 1, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Case No. 20-11822) on July 19, 2020. The petitions were signed by Chris Maier, chief restructuring officer. Hon. Mary F. Walrath presides over the cases. The Debtors have estimated assets of $0 to $50,000,000 and estimated liabilities of $0 to $50,000,000. M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M. Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport Gordian Energy LLC serves as investment banker to the Debtors and Epiq Corporate Restructuring LLC acts as notice and claims agent. PG&E CORP: Expects At Least $275M Charge for Deadly Zogg Fire ------------------------------------------------------------- PG&E Corp. said in a Dec. 11, 2020 regulatory filing that it expects charge of at least $275 million for the deadly Zogg fire. On Sept. 27, 2020, a wildfire began in the area of Zogg Mine Road and Jenny Bird Lane, north of Igo in Shasta County, California (the "2020 Zogg fire"), located in the service territory of Pacific Gas and Electric Company (the "Utility"), a subsidiary of PG&E Corporation. The California Department of Forestry and Fire Protection ("Cal Fire") Zogg Fire Incident Update dated October 16, 2020, 3:08 p.m. Pacific Time, indicated that the 2020 Zogg fire had consumed 56,338 acres. The incident update reported four fatalities and one injury. The incident update also indicated that 27 structures were damaged and 204 structures were destroyed. Of the 204 structures destroyed, 63 were single family homes, according to a damage inspection report available from the Shasta County Department of Resource Management. The cause of the 2020 Zogg fire remains under investigation by Cal Fire, and PG&E Corporation and the Utility are cooperating with its investigation. The Utility has continued to investigate the potential causes and scope of the 2020 Zogg fire. Based on the current state of the law concerning inverse condemnation in California and the facts and circumstances available to PG&E Corporation and the Utility as of the date of this filing, PG&E Corporation and the Utility believe it is probable that they will incur a loss in connection with the 2020 Zogg fire and accordingly expect to record an estimated pre-tax charge in the amount of $275 million for the quarter ending December 31, 2020 (before available insurance). PG&E Corporation and the Utility currently believe that it is reasonably possible that the amount of the loss will be greater than $275 million and are unable to reasonably estimate the additional loss and the upper end of the range because there are a number of unknown facts and legal considerations that may impact the amount of any potential liability, including the total scope and nature of claims that may be asserted against PG&E Corporation and the Utility. Bloomberg notes that PG&E's filing filing comes a day after the two counties filed a lawsuit against PG&E, alleging the fire was triggered by a falling pine tree that hit the company's equipment. PG&E had failed to remove the tree after it was identified as a potential threat, the suit alleges. The case highlights the challenges facing the utility in providing electricity to a region increasingly prone to wildfires as climate change shifts weather patterns. "The company has got to get the wildfire thing under control," said Paul Patterson, an analyst with Glenrock Associates. "This is not the first time PG&E's negligence has caused a devastating fire," John Fiske, a lawyer representing Shasta and Tehama counties said in a statement. In a statement, PG&E said it recognizes "the impact that the tragic loss of life and devastation that the Zogg Fire has had" on the region. PG&E renewed its liability insurance coverage for wildfire events in July 2020 for $867.5 million, the company said in its filing Friday. The company expects much of the charge to be covered by insurance. About PG&E Corp. PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. PG&E Corp. and Pacific Gas employ approximately 24,000 regular employees, approximately 20 of whom are employed by PG&E Corp. Of Pacific Gas' regular employees, approximately 15,000 are covered by collective bargaining agreements with local chapters of three labor unions: (i) the International Brotherhood of Electrical Workers; (ii) the Engineers and Scientists of California; and (iii) the Service Employees International Union. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as PG&E's legal counsel, Lazard is serving as its investment banker and AlixPartners, LLP is serving as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. In order to help support the Company through the reorganization process, PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and their colleagues at AlixPartners will continue to assist PG&E with the reorganization process and related activities. Morrison & Foerster LLP, as special regulatory counsel. Munger Tolles & Olson LLP, as special counsel. The Office of the U.S. Trustee appointed an official committee of creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. PG&E Corporation and Pacific Gas and Electric Company announced July 1, 2020, that PG&E has emerged from Chapter 11, successfully completing its restructuring process and implementing PG&E's Plan of Reorganization that was confirmed by the Bankruptcy Court on June 20, 2020. QUANTUM CORP: Acquires Square Box Systems Ltd --------------------------------------------- Quantum Corp. has acquired Square Box Systems Ltd, a specialist in data cataloging, user collaboration, and digital asset management software. The acquisition builds on Quantum's recently expanded portfolio that classifies, manages, and protects data across its lifecycle by adding technology advancements to further enrich video, digital images and other forms of unstructured data. This acquisition will strengthen Quantum's ability to provide software solutions to help companies unlock the business value contained in their data, both on-premises and in the cloud. Square Box Systems' flagship product is CatDV, an agile media management and workflow automation software platform that helps organizations with large volumes of media and metadata to organize, communicate and collaborate more effectively. CatDV leverages artificial intelligence and machine learning technology to make it easier for businesses of any size to catalog and analyze digital assets such as video, images, audio files, PDFs, and more; enable advanced search across local and cloud repositories; and provide access control across the full data lifecycle for secure sharing and data governance. "There is huge untapped value contained in video, digital images, and other valuable file data," says Jamie Lerner, president and CEO at Quantum. "This acquisition will not only help our customers make better business decisions based on their data, but it represents another key step in Quantum's transformation by adding data enrichment technology to our portfolio. We are also adding a growing, profitable software business unit with strong gross margins that is in the late stages of transitioning to a cloud-based SaaS business." Expanding into new markets Headquartered in the United Kingdom, Square Box Systems grew by more than 20% in the last year and has over 1,500 commercial software deployments and tens of thousands of individual users worldwide, including many customers that use CatDV with Quantum StorNext. CatDV is used today in post-production, corporate video, sports, government and education markets, and has potential to expand to other markets using specifically designed plug-ins for expanded use cases such as genomics research, autonomous vehicle design, geospatial exploration, and any use case dealing with large unstructured data. CatDV is integrated with a broad ecosystem of storage vendors and other technology providers, and Quantum is committed to maintaining this open ecosystem and multi-vendor support. "As CatDV grows and becomes a bigger player across the industry, there's more we want to do, building on CatDV's success and taking it to a new level," says Rolf Howarth, founder and CTO at Square Box Systems, now Principal Architect at Quantum. "I am very excited at the prospect of working with Quantum, taking CatDV into new markets and solving new business problems, at the same time as continuing to work with our existing customers and partners." Dave Clack, former CEO of Square Box Systems and general manager, Cloud Software and Analytics at Quantum, adds: "Joining forces with Quantum makes CatDV much stronger: becoming part of a larger organization with its visionary leadership team, whilst gaining access to an amazing pool of talent, gives CatDV more opportunity to better serve our existing and future customers. The direction of both firms is already aligned; a clear focus on data management, orchestration at scale, cloud, and automation of service delivery, all unlocking amazing returns for our clients." Opportunity to Provide Turnkey Solution to Small Media Workgroups Many of the world's largest studios, broadcasters, and content producers have complex workflows, and have the budget and infrastructure to deploy customized and integrated media asset management (MAM) systems to manage their workflows end to end. In these larger environments, Quantum has deep integration and will continue to partner with these MAM vendors to provide the best solutions to these customers. However, smaller workgroups such as those in corporate video, education, and houses of worship have a need for a more simple, turnkey solution that provides basic functionality to be able to index, search, and manage their content on a shared storage platform. Quantum intends to combine the CatDV software with StorNext to provide an all-in-one workgroup appliance and better serve the needs of this market with a differentiated offering. Transaction Information Quantum expects the initial financial impact of the transaction to be accretive to current business operations and additional guidance will be provided with Quantum's release of its fiscal Q3 FY2021 financial results. The Entrepreneurs Hub played a key role in advising Square Box Systems in this transaction. "Square Box Systems realized that with a solution applicable across the globe, they needed to be part of a bigger family and find an organization with leadership that shared a vision as big as theirs," says Andrew Shepperd, director & co founder of the Entrepreneurs Hub. "We felt Quantum with its pedigree for innovation and new vision would be an excellent home for Square Box Systems. Entrepreneurs Hub has worked with both leadership teams to secure the completion of this exciting deal that will see a paradigm shift in the commercial impact that CatDV brings and the wider audience it will now be able to serve as part of Quantum's solution stack and technology leadership." About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- provides technology and services that stores and manages video and video-like data delivering the industry's top streaming performance for video and rich media applications, along with low cost, high density massive-scale data protection and archive systems. The Company helps customers capture, create and share digital data and preserve and protect it for decades. Quantum Corporation reported a net loss of $5.21 million for the year ended March 31, 2020, a net loss of $42.80 million for the year ended March 31, 2019, and a net loss of $43.35 million for the year ended March 31, 2018. As of Sept. 30, 2020, the Company had $173.28 million in total assets, $369.52 million in total liabilities, and a total stockholders' deficit of $196.24 million. RTI HOLDING: Massey Properties Buying Maryville Assets for $2.6M ---------------------------------------------------------------- RTI Holding Company, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize the private sale of the land, easements, appurtenances and improvements located at (i) 333 E. Broadway Avenue, Maryville, Tennessee and (ii) E. Harper Avenue, Maryville, Tennessee, to Massey Properties, LLC for $2.6 million, on the terms of their Purchase and Sale Agreement, dated as of Dec. 2, 2020. The Debtors made efforts to separately sell non-core, obsolete property not currently used in their operations, which includes the Assets. Prepetition, the Assets located at (a) 333 E. Broadway Avenue, Maryville, Tennessee had been used as the Debtors' headquarters building, and (b) E. Harper Avenue, Maryville, Tennessee had been used as parking lot. Under the terms of the Purchase Agreement, the Debtors may occupy and pay the Buyer agreed upon amounts of rent for their existing space in the Headquarters Building for up to six months under a separate agreement ("Post-Closing Occupancy Agreement") while they move their offices to currently rented space in a different local building. Renasant Bank leases the Parking Lot from the Debtors and leases space in the Headquarters Building as well and such leases will transfer to the Buyer at closing. Therefore, the Assets are no longer needed for the Debtors' business after the six-month lease period expires (or earlier if the Debtors move before the six month lease period expires). In the Spring of 2019, the Seller hired real estate broker Patrick Luther of SRS Real Estate Partners to assist it with the sale of the Assets, but the two very low offers received by SRS were not accepted by the Seller. In November 2019, the Seller replaced its initial broker SRS with Jay Cobble of broker Providence Commercial Real Estate. On July 1, 2020, the Seller's Broker received an offer from the Buyer, which was and is assisted by broker Berkshire Hathaway HomeServices Dean-Smith Realty. Negotiations ensued between the Seller and its Broker on the one hand and the Buyer and the Buyer's Broker on the other. On Oct. 8, 2020, the Buyer raised its offer to the Purchase Price and as of Dec. 2, 2020, the Seller and the Buyer signed the Purchase Agreement for the Purchase Price. Under section 12 of the Purchase Agreement, the Seller agreed to cease actively marketing the Assets after the date of mutual execution and delivery of the Purchase Agreement as of Dec. 2, 2020, subject to the terms of such section, which include that the proposed sale is subject to higher and better Competing Bids (as such term is defined in such section of the Purchase Agreement). The Purchase Price would be $2.6 million, net of the Seller's Broker's commission of 5% of the Purchase Price, with the Seller's Broker paying the Buyer's Broker 2% of the Purchase Price from its Seller's Broker's Commission of 5%. Pursuant to section 14 of the Purchase Agreement, the Seller would sell the Assets to the Buyer on an "as is, where is" and "with all faults" basis, subject to certain Warranties. In section 8(b) of the Purchase Agreement, the Buyer acknowledges that the Seller must obtain its lenders' approval. In sections 8(c), 10(a)(iii) and 23(d) of the Purchase Agreement, the parties agree that the Sale is subject to the approval of the Court, and that exclusive jurisdiction remains in the Court post-sale. Under such section 8(c), either party may terminate the Purchase Agreement if this Court does not approve the Sale within 30 days of the filing of the Motion. In connection with the Purchase Agreement, the Buyer has submitted an earnest money deposit of $25,000. As of the date of the Motion, the only liens on the Assets of which the Debtors are aware are the liens of Goldman Sachs Special Lending Group, L.P. as administrative agent under the Credit and Guaranty Agreement, dated as of Dec. 21, 2017 (as amended, supplemented or otherwise modified. By the Motion, the Debtors ask an order (a) authorizing the Debtors to perform under the Purchase Agreement (b) approving the Sale of the Assets free and clear of Interests; and (c) granting the Debtors authority to pay the Seller's Broker's Commission to the Seller's Broker. To implement the foregoing successfully, the Debtors ask a waiver of the 14-day stay of an order authorizing the use, sale, or lease of property under Bankruptcy Rule 6004(h), to the extent these rules are applicable. A hearing on the Motion is set for Jan. 4, 2021 at 2:00 p.m. (ET). The Objection Deadline is Dec. 28, 2020 at 4:00 p.m. (ET). A copy of the Agreement is available at https://tinyurl.com/ya97tw7q from PacerMonitor.com free of charge. About RTI Holding Company RTI Holding Company, LLC and its affiliates develop, operate and franchise casual dining restaurants in the United States, Guam, and five foreign countries under the Ruby Tuesday brand. The company-owned and operated restaurants (i.e. non-franchise) are concentrated primarily in the Southeast, Northeast, Mid-Atlantic and Midwest regions of the United States. On Oct. 7, 2020, RTI Holding Company and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-12456). At the time of the filing, the Debtors disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge John T. Dorsey oversees the cases. Pachulski Stang Ziehl & Jones LLP and CR3 Partners LLC serve as the Debtors' legal counsel and financial advisor respectively. Epiq Corporate Restructuring LLC is the claims, noticing and solicitation agent and administrative advisor. On October 26, 2020, the U.S. Trustee for the District of Delaware appointed an official committee of unsecured creditors in these chapter 11 cases. The committee tapped Kramer Levin Naftalis & Frankel LLP and Cole Schotz P.C. as counsel and FTI Consulting, Inc. as financial advisor. RUBY TUESDAY: Dec. 18 Disclosure Statement Hearing Set ------------------------------------------------------ RTI Holding Company, LLC and its Affiliated Debtors filed with the U.S. Bankruptcy Court for the District of Delaware a motion for relief to fix a hearing date and shorten notice of hearing. On Dec. 1, 2020, Judge John T. Dorsey granted the motion to shorten and ordered that: * Dec. 18, 2020 at 1:00 p.m. is the hearing date for approval of the Disclosure Statement. * Dec. 11, 2020 at 4:00 p.m. is fixed as the last day to file any objections and other responses to the Disclosure Statement. A full-text copy of the order dated December 1, 2020, is available at https://tinyurl.com/yycrfetm from PacerMonitor at no charge. Counsel for the Debtors: Richard M. Pachulski, Esq. Malhar S. Pagay, Esq. James E. O'Neill, Esq. Victoria A. Newmark, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 Email: rpachulski@pszjlaw.com mpagay@pszjlaw.com joneill@pszjlaw.com vnewmark@pszjlaw.com About RTI Holding Company RTI Holding Company, LLC and its affiliates develop, operate, and franchise casual dining restaurants in the United States, Guam, and five foreign countries under the Ruby Tuesday brand. The company-owned and operated restaurants (i.e., non-franchise) are concentrated primarily in the Southeast, Northeast, Mid-Atlantic and Midwest regions of the United States. RTI Holding Company and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-12456) on October 7, 2020. The petitions were signed by Aziz Hashim, managing member of Manager, NRD Capital Management II, LLC. At the time of the filing, RTI Holding Company had estimated assets of between $100 million and $500 million and liabilities of the same range. Judge John T. Dorsey oversees the case. Pachulski Stang Ziehl & Jones LLP is Debtors' legal counsel. CR3 Partners, LLC is Debtors' financial advisor; Epiq Corporate Restructuring, LLC is their claims, noticing, solicitation agent and administrative advisor. RUBY TUESDAY: U.S. Trustee Questions Chapter 11 Plans, Disclosures ------------------------------------------------------------------ Law360 reports that RTI Holding, the parent company of casual dining chain Ruby Tuesday, was hit with a bankruptcy court objection broadside in Delaware on Sunday, December 13, 2020, with the U.S. Trustee's Office questioning the bankrupt venture's disclosures and plans to consolidate some creditors into a single voting group. Submitted by trial attorney Linda Richenderfer on behalf of Region Three and Nine U. S. Trustee Andrew Vara, the objection noted that RTI had yet to report anticipated recoveries for impaired creditor classes in its month-old disclosure statement. Required financial projections and an analysis of a Chapter 7 liquidation option are likewise missing from the document, Richenderfer wrote. About Ruby Tuesday Founded in 1972 in Knoxville, Tennessee, Ruby Tuesday, Inc. -- http://www.rubytuesday.com/-- is dedicated to delighting guests with exceptional casual dining experiences that offer uncompromising quality paired with passionate service every time they visit. From signature handcrafted burgers to the farm-grown goodness of the Endless Garden Bar, Ruby Tuesday is proud of its long-standing history as an American classic and international favorite for nearly 50 years. The Company currently owns, operates and franchises casual dining restaurants in the United States, Guam, and five foreign countries under the Ruby Tuesday brand. On Oct. 7, 2020, Ruby Tuesday, Inc., and 50 affiliates sought Chapter 11 protection. The lead case is In re RTI Holding Company, LLC (Bankr. D. Del. Lead Case No. 20-12456). Ruby Tuesday was estimated to have $100 million to $500 million in assets as of the bankruptcy filing. The Hon. John T. Dorsey is the case judge. Ruby Tuesday is advised by Pachulski Stang Ziehl & Jones LLP as legal counsel, CR3 Partners, LLC, as financial advisor, FocalPoint Securities, LLC, as investment banker, and Hilco Real Estate, LLC, as lease restructuring advisor. Epiq is the claims agent, maintaining the page https://dm.epiq11.com/RubyTuesday TASEKO MINES: S&P Alters Outlook to Positive on Improved Liquidity ------------------------------------------------------------------ S&P Global Ratings revised its outlook on Taseko Mines Ltd. to positive from negative and affirmed its ratings on the company, including its 'CCC+' issuer credit rating on Taseko. S&P said, "The outlook revision reflects our view that Taseko's near-term liquidity risks have been alleviated, and the prospects for new funding are favorable. We believe Taseko is unlikely to face a liquidity crisis for at least the next 12 months, following the improvement in its cash position and copper market conditions. The company raised US$29 million from its recently completed equity issuance, leading to a pro forma cash position of approximately C$108 million at Sept. 30, 2020 (about double its cash at first-quarter [March 31] 2020). In addition, copper prices have steadily increased since earlier this year, and the company did not face material disruption to its mining operations related to the COVID-19 pandemic. In our view, the downside risk to our cash flow estimates relative to our previous expectations has meaningfully declined. Moreover, with copper spot prices trending about 20% above our 2021 assumptions, we consider the potential for further upside to our cash flow expectations. "We now believe Taseko will generate positive free cash flow this year, and this primarily reflects much improved copper market conditions, favorable hedge contracts locked in through the first half of 2021, and unit costs modestly below our previous expectations. The risk of protracted (if any) pandemic-related disruptions to Taseko's mined output into next year also appears to be limited. We forecast the company will generate an adjusted debt-to-EBITDA ratio of about 4x-5x and EBITDA interest coverage above 2x over the next two years, stronger than our previous estimates. In our view, the company has limited risk of a liquidity crisis or debt-restructuring transaction for at least the next 12 months. "We believe Taseko's access to capital markets has also materially improved from earlier in the year. The company's secured notes due 2022 are trading above par, markedly stronger than earlier in the year, and no longer at a level indicative of heightened risk for a distressed exchange that was incorporated into our previous downgrade of the company. In addition, the completion of Taseko's equity issuance, while modest, suggests an additional source of potential liquidity. Based on our view of the company's improved standing in the credit markets and larger cash position, we have revised our liquidity assessment to adequate from less than adequate. "We believe favorable copper market fundamentals should help facilitate a refinancing transaction before the notes become current in June, thereby extending the company's debt maturity profile, preserving liquidity, and improving the capital structure. Given the steep ascent in copper prices--currently close to US$3.50 per pound from about US$2.20/lb at March 2020 lows--we view there to be greater upside than downside risk to our cash flow estimates at least in the near term. "The affirmation mainly reflects the uncertainty associated with development of Taseko's Florence Copper project and refinancing of the 2022 secured notes. Taseko has announced its intent to proceed with its Florence Copper project, once external funding has been obtained, which it expects will be fully permitted by early 2021. The development is estimated to cost about C$290 million and will take approximately 1.5 years to construct. We assume the company will not have the cash-generating capacity to fund 100% of the project internally regardless of prevailing copper prices. For example, its highest level of free cash flow generation over the past six years was a little more than C$70 million, and the company does not currently have access to a revolving credit facility of materiality. Therefore, we believe a partner will be required to contribute funds for a portion of the project but the amount and nature of financing is unknown at present." In addition, the company will need to address the looming maturity of its US$250 million secured notes due in June 2022. Prevailing credit market conditions appear supportive of a refinancing transaction on terms similar to or better than Taseko's existing notes, given the notes' yield is currently trending about 200 basis points below the coupon rate. However, it is uncertain if a successful refinancing is contingent on the company announcing its financing plans for the Florence Copper project. The receipt of funds in advance of project development and refinancing of Taseko's secured notes would presumably be positive. S&P added, "Based primarily on these uncertainties, we are not contemplating a further positive rating action at present. The Florence Copper project introduces the prospect of much higher copper output from an additional mine for Taseko at a lower cost of US$1.13/lb, but will require significant cash requirements over the next two years. Even with material funding from a project sponsor, we would assume that cash outlays will be very large relative to the scale of the company. In addition, potential cost overruns and execution risk during construction could be meaningful, and exacerbated in a scenario that includes weaker copper prices. Moreover, we expect the company's debt load to remain high, regardless of a pending refinancing transaction, and potentially unsustainable with operating and/or development missteps. "We estimate leverage will remain at or below 5x in 2021 and 2022 (before project spending), underpinned by our gradually improving copper price assumptions, and relatively stable unit costs and copper output. However, relatively modest changes in our assumptions, in tandem with elevated capex for the project, could lead to materially weaker credit measures and liquidity. Over the past six years, Taseko generated an average adjusted debt-to-EBITDA (leverage) ratio of close to 8x, fluctuating from about 2x-12x. Without greater visibility regarding Taseko's financial commitments for the Florence Copper project and its capital structure, we continue to believe the company is vulnerable and dependent on favorable business, financial, and economic conditions to meet its financial commitments, consistent with a 'CCC+' rating. "The positive outlook primarily reflects our view that financing prospects for both the company's Florence Copper project and secured notes have meaningfully improved amid stronger copper market conditions. Copper markets have materially improved, and we understand the company will hedge downside risk through the use of put options for a considerable share of its copper output next year. In our view, the sustainability of favorable market conditions, repayment of Taseko's notes, and visibility on the financing of the company's Florence Copper project increase the potential for an upgrade in 2021. "We could raise the rating if, over the next 12 months, we believe Taseko can sustain liquidity we deem adequate amid a period of elevated project-related capex. In this scenario, we would expect visibility on the company's plan to fund the Florence Copper project, and for Taseko to have refinanced its secured notes. In addition, we would expect copper market conditions and operating results to support cash flow generation at least in line with our current estimates over the next two years. "We could consider a negative rating action if, within the next 12 months, we envision a specific default scenario for Taseko. Such a scenario would likely include a material deterioration in the company's liquidity position or expectation for Taseko to proceed with a distressed exchange of its secured notes. In our view, this could follow sustained copper market weakness amid heightened capex or protracted operating issues at its Gibraltar mine. A delay in the refinancing of Taseko's secured notes much beyond 12 months of the maturity date could also pressure the rating." TAYLOR BUILDING: M and B Buying 2017 Kenworth W900B for $110K ------------------------------------------------------------- Taylor Building Products, LLC, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of the 2017 Kenworth W900B, VIN 1NKWX4EX6HJ153974, with an Effer boom/crane Model 375/4S, Serial No. 100026795 and crane bed, to M and B Redi Mix, Inc. for $110,000. These Respondents have liens against the Vehicle: a. Altec Industries, Inc. of 33 Inverness Ctr. Parkway, Birmingham, Alabama - the Debtor incurred an obligation to Altec for the purchase and installation of the crane/boom until affixed to the Vehicle. On Dec. 3, 2019, Altec filed Proof of Claim Number 20, asserting a general unsecured claim not entitled to priority. b. Corporation Service Co., as Representative for On Deck Capital, Inc., of Post Office Box 2576, Springfield, Illinois; c. Funding Metrics, LLC of Paulette Yiambilis, Esquire, 884 Town Center Drive, Langhorne, PA 19047-1748; d. Orgill, Inc. of 3742 Tyndale Drive, Memphis, TN 38125; e. PACCAR Financial Corp. of Linda Markle, Bankruptcy Specialist, P.O. Box 1518, Bellevue, WA 98009 - Lien notated of record on the Certificate of Title for the Vehicle; and f. S&T Bank of 614 Liberty Boulevard, DuBis, PA 15801 - listed out of an abundance of caution due to the filing of "all asset" UCC-1 Financing Statements. The Debtor's assets include, inter alia, the Vehicle. Management advises that the Vehicle is no longer used in the day-to-day operations of the business. Additionally, the monthly payment of approximately $4,164 due to PACCAR has become burdensome to the Debtor in light of its current cash flow. While the obligation owed to PACCAR on the Vehicle is cross-collateralized with another vehicle and loan obligation, PACCAR has consented to the instant sale so long as it receives net proceeds from the sale in an amount no less that $110,000. To the extent the instant sale realizes proceeds in excess of $110,000, the counsel for the Debtor/the Debtor reserves the right to ask reimbursement of, at a minimum, the costs of sale, including but not limited the Court filing fee, advertising costs, and the costs of postage and copies related to service of the instant motion. The Debtor has received an offer to purchase the Vehicle from the Buyer for a total price of $110,000. In its petition and schedules, the Debtor's management opined that the value of the Vehicle was approximately $210,000 based on an estimate of management at the time of the filing of the case, after having an actual inspection and appraisal of the Vehicle completed by PACCAR and, considering its current non-usage by the Debtor and the current condition of the Vehicle, the Debtor's management, in discussion with representatives from the secured lender, is of the opinion that the Vehicle has an approximate fair market value of $110,000. The valuation is similarly supported by the fact that PACCAR, the secured lender, is willing to accept the sum of $110,000 and release its lien against the Vehicle. The Debtor avers that the aforementioned liens against the Vehicle far exceed the value of the Vehicle and that no lien holder other than the first position lien holder will receive sale proceeds after deducting the costs of sale, to the extent the ultimate sale price exceeds $110,000. The Debtor believes and therefore avers that the best interests of the estate and its creditors will be served by the Court, authorizing the sale of the Vehicle, free and clear of all third-party interests, liens, claims, charges and/or encumbrances against the same, specifically including but not limited to those of all parties named as the Respondent(s) hereto, if any. While the instant sale may not realize proceeds for the estate, the sale removes the burdensome monthly payment expense, which is in excess of $4,100 per month. To assure that the sale is a sale for the market value of the Vehicle, higher and better offers for said Vehicle will be accepted at the time of the hearing on the sale of said Vehicle. The Debtor believes and therefore avers that the aforesaid method of sale is fair and reasonable, and in the best interest of the estate, and that a higher and better price would not be obtained through continued marketing of the Vehicle. The Vehicle will be sold free and clear of all liens, security interests, claims, charges, interests, and all encumbrances of any kind or nature whatsoever, if any, all of which will be divested from the Vehicle and attached to the proceeds of the sale, in the order of their priority. The sale of the Vehicle will be a sale of the Vehicle in "as is, where is" condition, without representations or warranties of any kind whatsoever. The Buyer will bear any and all costs of transporting the Vehicle, if necessary. The successful buyer will be required to deposit a nonrefundable deposit in the amount of 10% of the purchase price at the time of the approval of the sale by the Court, with the balance to be paid at closing, which will occur 30 days from the date the Order of Sale becomes final, time being of the essence, with all such payments to be paid to the counsel for the Debtor. The successful bidder will overnight the required deposit to the counsel for the Debtor subsequent to the sale hearing. Possession will be delivered at closing, which will occur within said time frame at a mutually agreeable time at the offices of Spence, Custer, Saylor, Wolfe and Rose, LLC, 1067 Menoher Boulevard, Johnstown, PA 15905, or such other location as may be agreed upon by the parties. In the event of the failure of the purchaser to close within the required time frame, (or such extensions, not to exceed 30 days as the Debtor, in its sole and exclusive discretion, may accord to the purchaser), for other than the inability/refusal of the Debtor to close, the Debtor may, at its option, declare a default, retain the deposit for the benefit of the estate, and re-sell the Vehicle, in which case the purchaser will be liable for any deficiency, unless said failure or refusal to close is the result of the failure of the Debtor/Estate to have complied with the terms of this Motion and related Order. The sales taxes, if any are due, as a result of the sale, as well as all costs to transfer title to the Vehicle will be paid by the buyer. The proceeds of the sale of the Vehicle will be used as follows, to wit: a. The first $110,000 will be remitted to counsel for PACCAR; b. To the extent sale proceeds in excess of $110,000 are realized, then, to the costs of sale, specifically including but not limited to payment for any Court filing fees, advertising, printing, mailing and notice fees, and other such closing costs as may be properly incurred to effect said closing; c. The remaining amounts will be paid to lien holders in the order of their priority, to the extent that the claim(s) are not disputed, and in an amount based on the balance of the funds on hand after payment of the amounts provided for in subsection a supra. To the extent that a claim and/or its amount is disputed, the funds will be retained by counsel for the Debtor pending further order of Court; and d. To the extent funds remain, such amount will be retained by the Debtor's counsel pending further order of Court. A hearing on the Motion is set for Jan. 8, 2021 at 11:00 a.m. The Purchaser: M and B REDI MIX, INC. 88 Glenn Redi Mix Lane Clarion, PA 16214 About Taylor Building Products Taylor Building Products LLC, a privately held company that provides concrete building products, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-70426) on July 15, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. Judge Jeffery A. Deller oversees the case. Spence, Custer, Saylor, Wolfe & Rose, LLC is the Debtor's bankruptcy counsel. TGP HOLDINGS III: S&P Raises ICR to 'B' on Improving Performance ---------------------------------------------------------------- S&P Global Ratings raised the issuer credit rating on TGP Holdings III LLC (Traeger) to 'B' from 'B-'. At the same time, S&P is also raising their issue-level rating to 'B' from 'B-', with a '3' recovery rating (60% rounded estimated recovery) on the first-lien credit facilities, and to 'CCC+' from 'CCC', with a '6' recovery rating (0% rounded estimated recovery) on the second-lien term loan. Traeger's credit metrics have improved due to better-than-expected operating performance and favorable industry dynamics that support continued EBITDA growth. The company has achieved solid top-line growth, with net sales increasing at a 18% compounded annual growth rate from 2017 to 2019 due to customer and product growth, as well as category expansion. The company's revenues doubled in the third quarter ended Sept. 30, 2020, due to strong demand for new grills and pellets. The increase in Traeger's EBITDA led to significant deleveraging as its debt to EBITDA improved to 4.2x for the 12 months ended Sept. 30, 2020, compared to 9.4x year over year. Although S&P expects growth to moderate substantially, secular demand trends remain favorable. These include more people cooking at home given higher instances of remote working, increased at-home social gatherings, as well as new household formation from millennials whose income levels and lifestyle preferences resonate with wood-pellet grilling. Therefore, even once the pandemic likely subsides sometime in 2021, S&P expects the company to generate low-double-digit growth next year and mid-single-digit growth thereafter given these favorable demographic trends and changes in consumer preferences. Outdoor grilling and barbeques are also an entrenched part of American culture, the grilling category is estimated to grow 8% this year, which further supports the demand for Traeger's products and opportunity for market share gains. Specifically, the company has headroom to further increase household penetration through brand awareness and retail product marketing strategies. The company continues to expand its sales channels through increased penetration, including partnerships with big-box stores such as Home Depot. Current household market penetration is approximately 2%, with the company expecting it to substantially improve over the forecast period through brand awareness, increased marketing, product innovation, and increased in-store promotions. S&P expects meaningfully higher marketing expense next year, which should lead to increased household penetration, additional market share gains, and continued sales growth. S&P said, "As the company invests in marketing and product innovation, we forecast EBITDA margins to stabilize in the high-double-digit area, which will enable it to generate consistent FOCF. Although operating cost inflation has hurt Traegar's profitability in the past, the continued diversification of its manufacturing footprint, leverage operating expenses through direct warehousing, and successful new product launches will improve its profit stability. Specifically, we forecast the company will likely sustain EBITDA margins above 18%. We expect the company to increase capital expenditures (capex) in 2021 to approximately $20 million-$25 million, moderately higher than maintenance levels to support capacity expansions for grills and pellets. Still, the company should consistently generate annual free operating cash flow of more than $30 million given its higher EBITDA levels. We do not anticipate that the company will repay debt despite growing FOCF; instead it will likely prioritize growth, possibly by diversifying its geographic footprint, and/or consider shareholder returns to the extent investment opportunities do not present themselves. Based on this opinion, we believe Traeger will manage its leverage in the mid-4x to 5x range once the pandemic tailwinds subside as it continues to execute its growth strategy to grow market share within the wood pellet grills category. "The stable outlook reflects our expectation that over the next 12 months the company will continue to benefit from increased grilling occasions supported by more consumers staying at home compared to pre-coronavirus conditions. This should result in sustained positive FOCF, EBITDA margins in the high-teen percent area, and debt to EBITDA in the low- to mid-4x range, possibly increasing closer to 5x once the positive tailwinds from the pandemic subside." S&P could lower the rating if: -- The company's operating performance deteriorates such that leverage approaches 7x and interest coverage nears 2x. Operating performance could deteriorate due to increased commodity volatility, a significant reversal of the extraordinary demand growth exhibited in 2020, or increased competition, which could lead to market share losses. -- The company's financial policy becomes more aggressive, with significant debt-financed shareholder distributions or acquisitions that materially increase leverage closer to 7x. Although unlikely over the next 12, S&P could raise the rating if the company maintains a conservative financial policy, including a formal commitment to sustain leverage below 5x. This would be predicated on a commitment from the financial sponsor owner not to pursue debt-financed dividends or acquisitions that would significantly impair credit ratios. TOWN SPORTS: Opt-Out Landlord Opposes Exculpation Provisions ------------------------------------------------------------ 429-441 86TH Street LLC submitted a limited objection to Disclosure Statement and Chapter 11 Plan of Town Sports International, LLC, et al., and notice of opt-out of third-party releases under the Plan. Landlord respectfully submits this Limited Objection to, among other things: (i) place on the record its election to opt-out of the third-party releases contained in Article IX of the Plan; (ii) confirm that it is not a Releasing Party under the Plan; and (iii) ensure that any exculpation provided under the Plan does not extend to parties that Landlord is not releasing under the Plan, particularly each current and former affiliate of the Debtors, including their non-debtor parent, Town Sports International Holdings, Inc. (guarantor of the tenant, TSI Bay Ridge 86th Street, LLC, a debtor herein) ("Non-Debtor Guarantor"). Landlord objects to any third-party releases or exculpation provisions in the Plan to the extent they affect, hinder, or modify in any way Landlord's rights and remedies with respect to the Non-Debtor Guarantor and Guaranty. While counsel for Landlord and Debtors are working together to address Landlord's concerns prior to confirmation, Landlord is filing this Limited Objection out of an abundance of caution to the extent that a consensual resolution may not be reached prior to confirmation. Accordingly, Landlord requests that the Confirmation Order provide that (i) the exculpation provided for in the Plan not apply to creditors, such as Landlord, that opted out of the third-party releases under the Plan, or, (ii) at a minimum, that the exculpation provision not apply to any and all rights, claims, and remedies under any prepetition guarantees (including the Guaranty) made by non-Debtor third parties, including any rights and remedies with respect to any insiders thereof. Co-Counsel for 429-441 86th Street LLC: Matthew P. Ward (DE 4471) WOMBLE BOND DICKINSON (US) LLP 1313 North Market Street, Suite 1200 Wilmington, Delaware 19801 Telephone: (302) 252-4338 Email: matthew.ward@wbd-us.com -and- Louis T. DeLucia Alyson M. Fiedler ICE MILLER LLP 1500 Broadway, Suite 2900 New York, New York 10036 Telephone: (212) 835-6312 Telephone: (212) 835-6315 Email: louis.delucia@icemiller.com Email: alyson.fiedler@icemiller.com Michael W. Ott ICE MILLER LLP 200 W. Madison St., Suite 3500 Chicago, Illinois 60606 Telephone: (312) 726-7103 Email: michael.ott@icemiller.com 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: PI Claimant Objects to Third-Party Releases -------------------------------------------------------- Creditor Shakir Yousif Farsakh submitted a limited objection to Disclosure Statement and Chapter 11 Plan of Town Sports International, LLC, et al., and notice of opt-out of third-party releases under the Plan. Creditor Farsakh was caused to sustain serious personal injury at the Debtors' TSI West 94th Street location on January 6, 2014. Farsakh purchased an Index Number in Supreme Court of the State of New York, County of New York on June 5, 2014, commencing a lawsuit against Debtors Town Sports International, LLC, and New York Sports Club TSI West 94, LLC d/b/a New York Sports Club. Creditor Farsakh objects Debtors' Plan inasmuch as it allows the Debtors to fail to comply with the terms of the liability insurance -- without any regard or consequence, while leaving Creditor Farsakh with little to no recovery. Specifically, Farsakh objects to the third-party release contained in Article IV(D) of the Plan to the extent it affects in any way Farsakh's rights in regard to its Personal Injury Action judgment and associated claims against Debtors, and the ability to collect the same. Accordingly, Farsakh requests that the Confirmation Order provide that (i) the exculpation provided for in the Plan not apply to creditors, such as Farsakh, that opted out of the third-party releases under the Plan. Attorneys for creditor Shakir Yusif Farsakh: Eric J. Monzo Sarah M. Ennis MORRIS JAMES LLP 500 Delaware 1Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 E-mail: emonzo@morrisjames.com E-mail: sennis@morrisjames.com - and - Edward R. Averbuch, Esq. LEAV & STEINBERG, LLP 75 Broad Street, Suite 1601 New York, New York 10004 Telephone: (212) 766-5222 Facsimile: (212) 693-2377 Email: era@lstriallaw.com 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: Plan Approval Delayed by Attorneys' Objections ----------------------------------------------------------- Josh Saul of Bloomberg News reports that bankrupt New York Sports Clubs owner Town Sports International Holdings sees approval of its disclosure statement delayed after two Attorneys General objected. The Attorney General for District of Columbia, which has two pending lawsuits against co., objects because Town Sports failed to abide by the promises it made to gym members while its facilities were temporarily closed, according to court filing. The District estimates that the civil penalties and fees to which it is entitled exceed $5 million, says court filing. The Attorney General for Massachusetts also objects, saying it received over 2,000 complaints from consumers over membership billing and cancellation practices during the pandemic, said court filing. 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. U & F LLC: Seeks to Hire Roussos & Barnhart as Legal Counsel ------------------------------------------------------------ U & F, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Roussos & Barnhart, P.L.C. as its legal counsel. The firm will render these services: a. prepare schedules and statements required by Section 521 of the Bankruptcy Code; b. represent the Debtor's interests in all contested matters and adversary proceedings; c. advise the Debtor concerning administration of the estate in the Debtor's Chapter 11 case; d. investigate the existence of other assets of the estate; and e. prepare a disclosure statement and Chapter 11 plan for the Debtor, and negotiate with all creditors and parties in interest who may be affected by the plan. The firm received a total of $9,238 as a retainer fee. Roussos & Barnhart does not hold or represent any interest adverse to that of the Debtor or its estate, according to a court filing. The firm can be reached through: Kelly M. Barnhart, Esq. Roussos & Barnhart, P.L.C. 500 E. Plume Street, Suite 503 Norfolk, VA 23510 Telephone: (757) 622-9005 Facsimile: (757) 624-9257 Email: barnhart@rgblawfirm.com About U & F, LLC U & F, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 20-51257) on Dec. 10, 2020. Antonio Ulisse, president and owner, signed the petition. At the time of the filing, Debtor had estimated assets of between $50,001 and $100,000 and liabilities of between $100,001 and $500,000. Roussos & Barnhart PLC is Debtor's legal counsel. URBAN UTOPIA: Files for Chapter 7 Liquidation --------------------------------------------- Urban Utopia Management LLC filed for voluntary Chapter 7 bankruptcy protection Nov. 29, 2020 (Bankr. E.D. Mo. Case No. 20-45514). The Debtor listed an address of 5073 Durant Ave., St. Louis, and is represented in court by attorney Andrew August Westerfeld. Urban Utopia Management LLC listed assets ranging from $100,001 to $500,000 and debts ranging from $100,001 to $500,000. The filing did not identify a largest creditor. Urban Utopia Management LLC is a property management company founded by 1994. The Debtor's counsel: Andrew August Westerfeld Westerfeld Law Group, LLC Tel: 636-447-4456 E-mail: andrew@wlglawfirm.com WHITE STALLION: Receives New Contract From Largest Customer ----------------------------------------------------------- Alex Wolf of Bloomberg Law reports that bankrupt White Stallion Energy LLC has received terms of a new contract with its largest customer, Duke Energy Indiana LLC, improving the coal producer's chances of reorganizing in its Chapter 11 case. White Stallion needs more time to assess the deal to determine how it will proceed in its case, its attorney Chris Dickerson of Paul Hastings LLP told the U.S. Bankruptcy Court for the District of Delaware during a telephonic hearing Monday, December 14, 2020. The Indiana-based coal miner filed for bankruptcy earlier this December 2020 after idling its mines and terminating employees. In previous bankruptcy filings, the company said Duke accounted for about 70% of its cash receipts in the nine months leading up to the bankruptcy. About White Stallion Energy White Stallion Energy was founded in February 2010 for the purpose of developing and operating surface mining complexes in Indiana and Illinois and subsequently grew through a series of strategic acquisitions. White Stallion operates six high-quality, low-cost thermal surface mines in Indiana and Illinois with approximately 200 million tons of demonstrated reserves. On Dec. 2, 2020, White Stallion Energy, LLC and 18 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The cases are pending before the Honorable Laurie Selber Silverstein, and the Debtors have requested that their cases be jointly administered under Case No. 20-13037. White Stallion and its affiliates reported between $100 million and $500 million in assets and liabilities. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped PAUL HASTINGS LLP as general bankruptcy counsel; YOUNG CONAWAY STARGATT & TAYLOR, LLP as local bankruptcy counsel; and FTI CONSULTING, INC. as financial advisor. PRIME CLERK LLC is the claims agent. ZOOMPASS HOLDINGS: Posts $989K Net Income for Sept. 30 Quarter -------------------------------------------------------------- Zoompass Holdings, Inc. filed its quarterly report on Form 10-Q, disclosing net income of $988,772 on $671,251 of sale of services for the three months ended Sept. 30, 2020, compared to a net loss of $256,126 on $0 of sale of services for the same period in 2019. At Sept. 30, 2020, the Company had total assets of $11,837,008, total liabilities of $11,143,177, and $693,831 in total shareholders' equity. Zoompass Holdings said, "The Company has incurred recurring losses from operations and as of September 30, 2020 and December 31, 2019 and had net working capital deficiency and an accumulated deficit. The Company's continued existence is dependent upon its ability to continue to execute its operating plan and to obtain additional debt or equity financing. These conditions raise substantial doubt about the Company's ability to continue as a going concern. There can be no assurance that the necessary debt or equity financing will be available, or will be available on terms acceptable to the Company, in which case the Company may be unable to meet its obligations. Should the Company be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded in the unaudited interim condensed consolidated financial statements." A copy of the Form 10-Q is available at: https://bit.ly/2W28gD5 Ontario, Canada-based Zoompass Holdings, Inc. formerly known as UVIC. Inc. was incorporated under the laws of the State of Nevada on August 21, 2013. The Company is a Software Fintech company with focus on leading edge technologies and software as a service. The company is actively seeking opportunities to acquire software companies with existing revenue streams. [*] Leading U.S. Shale Gas Basin Continues to Shed Cash ------------------------------------------------------- Oilprice.com reports that frackers in the top shale gas basin, the Appalachia, continue to bleed cash, despite the deep cuts in capital expenditures this year as a result of the plunge in gas prices in the first half of 2020 due to mild winter early in the year and depressed demand later on with the pandemic. Nine of the biggest shale gas producers in Appalachia cut their capex in Q3 by over one-third compared to the same period of last year. Despite these deep cuts, six of those drillers booked negative free cash flows in the third quarter, while the combined free cash flow of the nine firms was a negative US$504 million, the Institute for Energy Economics and Financial Analysis (IEEFA) said in an analysis last week. In other words, gas-focused drillers continue to struggle with free cash flows, and some continue to spend beyond their means. "The shale revolution has turned the US into the world's most prolific gas producer. Yet in financial terms, the gas production boom has been an unmitigated financial bust, with most fracking-focused companies, including major Appalachian gas companies, regularly reporting negative free cash flows," IEEFA analysts Kathy Hipple, Clark Williams-Derry, and Director of Financial Analysis, Tom Sanzillo, wrote in the report. The COVID-19 downturn, less than five years after the previous slump in the US shale patch, laid bare the truth that investors had started to warn about after the 2015-2016 crisis—‘borrow to drill' and 'borrow to repay previous borrowings' is an unsustainable business model if companies want to reward investors and shareholders with better returns and maintain relatively healthy balance sheets. Back in 2017, even Harold Hamm warned his fellow oil and gas producers to be careful as "drillers don't want to drill themselves into oblivion." Some drillers, however, did just that. In 2020, the crisis and the low natural gas prices claimed as a prominent victim as shale gas pioneer Chesapeake Energy, which filed for Chapter 11 bankruptcy protection in June. Analysts say this particular filing was a long time coming. "If I were to describe Chesapeake in one word, that word is 'excess' - excess liabilities, excess costs, excess gas in an oversupplied market," Alex Beeker, principal analyst on Wood Mackenzie's corporate upstream team, said at the time. The excess debt and the negative cash flows have made "debt repayment an ongoing challenge for Appalachian gas producers," IEEFA said in its recent report. At the same time, oil supermajors have been fleeing the Appalachia. Shell sold in May 2020 its Appalachia shale gas assets for $541 million in a transaction that wouldn't have caught much attention if it weren't for the fact that the oil and gas major had paid nearly nine times that price when it bought the assets a decade ago. Chevron agreed in October 2020 to sell its upstream and midstream assets in the Appalachian Basin for $735 million to the biggest natural gas producer in the United States, EQT Corporation. Further consolidation is the way for the Appalachian shale—and for EQT Corporation—its chief executive Toby Rice told Bloomberg in an interview last month after the deal with Chevron was announced. Consolidation is also gaining momentum in the oil patch, with companies with healthier balance sheets looking to strengthen portfolios with value-accretive deals. Shale-focused oil and gas firms have slashed capex by 58 percent annually to $5.8 billion in Q3, the lowest level in a decade, IEEFA said in a new analysis on Tuesday, which analyzed financials at 33 listed independent US oil and gas drillers, 32 of which cut spending. The capex cuts led to a combined free cash flow of $2.6 billion in Q3, "the strongest results since the dawn of the fracking boom," IEEFA said, but warned that the third-quarter free cash flow figure was not a reason to be too optimistic about US shale. "These steep cuts suggest that the US shale sector has stopped investing in its own growth,"said Kathy Hipple, an IEEFA financial analyst and lead author of the analysis. "Moving forward, US shale companies may continue to restrain capital spending to conserve cash and stave off bankruptcy. But these results reinforce the idea that the oil and gas industry has pulled back from investing in its future and instead has settled for managing its own decline," Hipple noted. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Agemy Family Dry Cleaners, LLC Bankr. M.D. Fla. Case No. 20-08961 Chapter 11 Petition filed December 8, 2020 See https://www.pacermonitor.com/view/APQAXHQ/Agemy_Family_Dry_Cleaners_LLC__flmbke-20-08961__0001.0.pdf?mcid=tGE4TAMA represented by: David W. Steen, Esq. DAVID W. STEEN, P.A. E-mail: dwsteen@dsteenpa.com In re 196 Capital Corp Bankr. S.D. Fla. Case No. 20-23362 Chapter 11 Petition filed December 8, 2020 See https://www.pacermonitor.com/view/WJUNQ2Q/196_Capital_Corp__flsbke-20-23362__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Meridian Pediatrics, P.C. Bankr. D. Idaho Case No. 20-01046 Chapter 11 Petition filed December 8, 2020 See https://www.pacermonitor.com/view/C5DAM7A/Meridian_Pediatrics_PC__idbke-20-01046__0001.0.pdf?mcid=tGE4TAMA represented by: Matthew T. Christensen, Esq. ANGSTMAN JOHNSON E-mail: info@angstman.com In re Scroggins Nursing & Home Services, Inc. Bankr. S.D. Ind. Case No. 20-91309 Chapter 11 Petition filed December 8, 2020 See https://www.pacermonitor.com/view/FX73HCY/Scroggins_Nursing__Home_Services__insbke-20-91309__0001.0.pdf?mcid=tGE4TAMA represented by: David M. Cantor, Esq. SEILLER WATERMAN LLC E-mail: cantor@derbycitylaw.com In re Shamraj & Sons, Inc. Bankr. E.D. Mich. Case No. 20-52148 Chapter 11 Petition filed December 8, 2020 See https://www.pacermonitor.com/view/24R34FY/Shamraj__Sons_Inc__miebke-20-52148__0001.0.pdf?mcid=tGE4TAMA represented by: Scott Kappler, Esq. LAW OFFICES OF SCOTT KAPPLER E-mail: skappler@gmail.com In re Robert William Hall, Jr. Bankr. E.D. Va. Case No. 20-12669 Chapter 11 Petition filed December 8, 2020 represented by: Jillinda Glenn, Esq. In re Steven Richard Legare and Alice Legare Bankr. C.D. Cal. Case No. 20-20830 Chapter 11 Petition filed December 9, 2020 represented by: Michael Raichelson, Esq. In re Tyrone William Nabbie and Adriene Joiner Nabbie Bankr. M.D. Fla. Case No. 20-06720 Chapter 11 Petition filed December 9, 2020 represented by: Jeffrey Ainsworth, Esq. In re Dana Cortez Howard Bankr. S.D. Ill. Case No. 20-31116 Chapter 11 Petition filed December 9, 2020 represented by: Thomas Riske, Esq. In re Michael Parker, Jr. Bankr. D. Nev. Case No. 20-51103 Chapter 11 Petition filed December 9, 2020 represented by: Kevin A. Darby, Esq. In re Sunshine Adult Social Center, Corp. Bankr. E.D.N.Y. Case No. 20-44231 Chapter 11 Petition filed December 9, 2020 See https://www.pacermonitor.com/view/V2WETIQ/Sunshine_Adult_Social_Center_Corp__nyebke-20-44231__0001.0.pdf?mcid=tGE4TAMA represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Stephen F.R. Workman and Michelle Cunningham Workman Bankr. E.D.N.C. Case No. 20-03854 Chapter 11 Petition filed December 9, 2020 represented by: Danny Bradford, Esq. In re John Willis Marshall and Cheryl Joy Marshall Bankr. E.D. Tenn. Case No. 20-13193 Chapter 11 Petition filed December 9, 2020 represented by: David Fulton, Esq. In re David Joel Walker Bankr. N.D. Tex. Case No. 20-50235 Chapter 11 Petition filed December 9, 2020 represented by: David Langston, Esq. In re Walker Radio Group, LLC Bankr. N.D. Tex. Case No. 20-50234 Chapter 11 Petition filed December 9, 2020 See https://www.pacermonitor.com/view/TNRZB6Q/Walker_Radio_Group_LLC__txnbke-20-50234__0001.0.pdf?mcid=tGE4TAMA represented by: David R. Langston, Esq. MULLIN HOARD & BROWN, L.L.P. E-mail: drl@mhba.com In re Vikram Srinivasan Bankr. N.D. Cal. Case No. 20-51735 Chapter 11 Petition filed December 10, 2020 represented by: Geoff Wiggs, Esq. In re Herv's Transmission LLC Bankr. D. Neb. Case No. 20-41593 Chapter 11 Petition filed December 10, 2020 See https://www.pacermonitor.com/view/NNT6IAA/Hervs_Transmission_LLC__nebke-20-41593__0001.0.pdf?mcid=tGE4TAMA represented by: Samuel J. Turco, Jr., Esq. SAM TURCO LAW OFFICES, P.C., L.L.O. E-mail: Sam.Turco@SamTurcoLawOffices.com In re John W. Loofbourrow Bankr. D.N.J. Case No. 20-23460 Chapter 11 Petition filed December 10, 2020 represented by: Melinda Middlebrooks, Esq. MIDDLEBROOKS SHAPIRO, P.C. Email: middlebrooks@middlebrooksshapiro.com In re Trishena R. Jones Bankr. S.D. Ohio Case No. 20-55431 Chapter 11 Petition filed December 10, 2020 represented by: John Kennedy, Esq. In re Selim's Doener Kebap House LP Bankr. N.D. Tex. Case No. 20-33015 Chapter 11 Petition filed December 10, 2020 See https://www.pacermonitor.com/view/SR6QMEQ/Selims_Doener_Kebap_House_LP__txnbke-20-33015__0001.0.pdf?mcid=tGE4TAMA represented by: Robert Lane, Esq. THE LANE LAW FIRM E-mail: chip.lane@lanelaw.com In re U & F, LLC Bankr. E.D. Va. Case No. 20-51257 Chapter 11 Petition filed December 10, 2020 See https://www.pacermonitor.com/view/3S4LY6A/U__F_LLC__vaebke-20-51257__0001.0.pdf?mcid=tGE4TAMA represented by: Kelly M. Barnhart, Esq. ROUSSOS & BARNHART PLC E-mail: barnhart@rgblawfirm.com In re GB Properties Bankr. D. Md. Case No. 20-20732 Chapter 11 Petition filed December 11, 2020 See https://www.pacermonitor.com/view/A2ZOJGA/GB_Properties__mdbke-20-20732__0001.0.pdf?mcid=tGE4TAMA represented by: Mark O. Sobo, Esq. MS LAW GROUP, LLC E-mail: mark.sobo@muslawyers.com In re Barry B Eskanos, JD, MPA Bankr. S.D. Fla. Case No. 20-23523 Chapter 11 Petition filed December 11, 2020 represented by: Olga Rodriguez, Esq. In re Pranav Desai Bankr. D.N.J. Case No. 20-23494 Chapter 11 Petition filed December 11, 2020 represented by: Robert Lohr, Esq. BIELLI & KLAUDER, LLC In re Herbal Hope Bankr. N.D. Cal. Case No. 20-30994 Chapter 11 Petition filed December 12, 2020 See https://www.pacermonitor.com/view/EJ2H2MY/Herbal_Hope__canbke-20-30994__0001.0.pdf?mcid=tGE4TAMA represented by: Sydney E. Fairbairn, Esq. SYDNEY E. FAIRBAIRN, ATTORNEY AT LAW E-mail: s.e.Fairbairn@att.net In re VEEJ Corp Bankr. C.D. Cal. Case No. 20-20909 Chapter 11 Petition filed December 13, 2020 See https://www.pacermonitor.com/view/ARTXAMI/VEEJ_Corp__cacbke-20-20909__0001.0.pdf?mcid=tGE4TAMA represented by: Jeffrey S. Shinbrot, Esq. JEFFREY S. SHINBROT, APLC E-mail: jeffrey@shinbrotfirm.com In re Kelly L. Nascarella Bankr. M.D. Fla. Case No. 20-09077 Chapter 11 Petition filed December 14, 2020 represented by: Ford, Buddy, Esq. BUDDY D. FORD, P.A. In re Rene Arriaga and Florence Perez-Arriaga Bankr. M.D. Fla. Case No. 20-03542 Chapter 11 Petition filed December 14, 2020 represented by: Richard Perry, Esq. RICHARD A. PERRY P.A. In re Um-Bella, LLC Bankr. M.D. Fla. Case No. 20-03543 Chapter 11 Petition filed December 14, 2020 See https://www.pacermonitor.com/view/N62JJRQ/Um-Bella_LLC__flmbke-20-03543__0001.0.pdf?mcid=tGE4TAMA represented by: Richard A. Perry, Esq. RICHARD A. PERRY P.A. E-mail: richard@rapocala.com In re Homes4Families, LLC Bankr. D. Md. Case No. 20-20771 Chapter 11 Petition filed December 14, 2020 See https://www.pacermonitor.com/view/XL3WHSQ/Homes4Families_LLC__mdbke-20-20771__0001.0.pdf?mcid=tGE4TAMA represented by: Damani K. Ingram, Esq. THE INGRAM FIRM, LLC E-mail: ingramlawfirm@gmail.com In re Burns Asset Management, Inc. Bankr. E.D.N.C. Case No. 20-03888 Chapter 11 Petition filed December 14, 2020 See https://www.pacermonitor.com/view/RWKOOWI/Burns_Asset_Management_Inc__ncebke-20-03888__0001.0.pdf?mcid=tGE4TAMA represented by: Danny Bradford, Esq. PAUL D. BRADFORD, PLLC E-mail: dbradford@bradford-law.com In re HJJ Fitness, LLC Bankr. N.D. Ohio Case No. 20-61828 Chapter 11 Petition filed December 14, 2020 See https://www.pacermonitor.com/view/NPEXN2A/HJJ_Fitness_LLC__ohnbke-20-61828__0001.0.pdf?mcid=tGE4TAMA represented by: Edwin H. Breyfogle, Esq. EDWIN H. BREYFOGLE E-mail: edwinbreyfogle@sssnet.com In re Texxon Petrochemicals, LLC Bankr. E.D. Tex. Case No. 20-42453 Chapter 11 Petition filed December 14, 2020 See https://www.pacermonitor.com/view/OKV6WAI/Texxon_Petrochemicals_LLC__txebke-20-42453__0001.0.pdf?mcid=tGE4TAMA represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS E-mail: eric@ealpc.com In re California Transport, LLC Bankr. S.D. Ala. Case No. 20-12812 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/7J4LWZQ/California_Transport_LLC__alsbke-20-12812__0001.0.pdf?mcid=tGE4TAMA represented by: Frances Hoit Hollinger, Esq. FRANCES HOIT HOLLINGER, LLC E-mail: FranHollinger@aol.com In re Mohommad Mahmood Khan Bankr. E.D. Cal. Case No. 20-13855 Chapter 11 Petition filed December 15, 2020 In re Guy La Ferrera's International Design III, In Bankr. S.D. Fla. Case No. 20-23589 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/C5WBF4I/Guy_La_Ferreras_International__flsbke-20-23589__0001.0.pdf?mcid=tGE4TAMA represented by: Angelo A. Gasparri, Esq. SHAPIRO, BLASI, WASSERMAN & HERMANN, P.A. E-mail: mkish@sbwh.law In re Designs By SDB, LLC Bankr. N.D. Ga. Case No. 20-72663 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/DVNDL7Q/Designs_By_SDB_LLC__ganbke-20-72663__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re 1100 Clearview, L.L.C. Bankr. E.D. La. Case No. 20-12053 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/YDQCK7Q/1100_Clearview_LLC__laebke-20-12053__0001.0.pdf?mcid=tGE4TAMA represented by: Robert L. Marrero, Esq. ROBERT L. MARRERO, L.L.C. E-mail: office@bobmarrero.com In re 806 Race, LLC Bankr. D. Md. Case No. 20-20789 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/46JJJQA/806_Race_LLC__mdbke-20-20789__0001.0.pdf?mcid=tGE4TAMA represented by: Robert M. Stahl, Esq. LAW OFFICES OF ROBERT M. STAHL E-mail: StahlLaw@comcast.net In re Congers Pharmacy Inc. Bankr. S.D.N.Y. Case No. 20-23275 Chapter 11 Petition filed December 15, 2020 See https://www.pacermonitor.com/view/X6VSLEA/Congers_Pharmacy_Inc__nysbke-20-23275__0001.0.pdf?mcid=tGE4TAMA represented by: H Bruce Bronson, Esq. BRONSON LAW OFFICE, P.C. E-mail: hbbronson@bronsonlaw.net In re Kristina Maria McGuire Bankr. N.D. Ohio Case No. 20-15364 Chapter 11 Petition filed December 15, 2020 represented by: Michael A. Steel, Esq. BRENNAN, MANNA & DIAMOND, LLC E-mail: masteel@bmdllc.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. 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