/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210219.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, February 19, 2021, Vol. 25, No. 49 Headlines 1769 LLC: Expects Sale Plan to Pay Up to 100% to Unsecureds 3301 HO: Plan of Reorganization Confirmed by Judge 3804 WILSON: Seeks to Hire Goldschmidt Law as Special Counsel ALLIANCE LAUNDRY: $75MM Loan Add-on No Impact on Moody's B2 CFR AMBICA M&J: Lender Seeks to Force Owners to Liquidate ART CAPITAL: Seeks to Hire Goldberg Weprin as Bankruptcy Counsel AULT GLOBAL: Amends Terms of Equity Offering Program B2 INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors BARTMESS FAMILY: Case Summary & 2 Unsecured Creditors BOY SCOUTS OF AMERICA: Insurers Insist on Probe of Claims Process CELLA III: Girod LoanCo Taps J.A.H. Enterprises as Auctioneer CENTURY 21: Gindi Family Eyes South Korean Store CHARGING BEAR: March 31 Disclosure Statement Hearing Set CLEAN ENERGY: U.S. Trustee Unable to Appoint Committee CONTINENTAL COUNTRY CLUB: HOA Files for Chapter 11 Bankruptcy CONTINENTAL COUNTRY: Hires Engelman Berger as Legal Counsel CORT & MEDAS: Unsecured Creditors to Recover 50% in Debtor's Plan COUNTRY FRESH: Paul, Porter Represent AIG Asset, Other Lenders CRACKED EGG: Sate Court Denies Shutdown Order Reprieve DOLE FOOD: Moody's Puts B2 CFR Under Review for Upgrade on Merger E-Z GENERAL: Hires Farmer & Associates as Special Tax Counsel E-Z GENERAL: Seeks to Hire Boatman Ricci as Litigation Counsel E-Z GENERAL: Seeks to Hire CliftonLarsonAllen as Accountant E-Z GENERAL: Seeks to Hire Stichter Riedel as Bankruptcy Counsel EAGLE HOSPITALITY: Lodging USA Steps Down as Committee Member EASTERDAY RANCHES: U.S. Trustee Appoints Creditors' Committee ENKOGS1 LLC: Wins Cash Collateral Access Thru March 4 FLEX ACQUISITION: Moody's Gives B2 Rating on New $1.276B Term Loan GATEWAY RADIOLOGY: May Use Cash Collateral Thru March 10 GIRARDI & KEESE: Tom Girardi Bid to Serve as Guardian Denied GRATITUDE TRAINING: U.S. Trustee Unable to Appoint Committee GULFSLOPE ENERGY: Incurs $358,489 Net Loss in First Quarter HARGRAY COMMUNICATIONS: Moody's Puts B2 CFR on Review for Upgrade HEO INC: Case Summary & 4 Unsecured Creditors HOME SWEET HOME: Seeks to Hire Chung & Press as Legal Counsel IBIO INC: Reports $8.2 Million Net Loss in Second Quarter IDAVM MULTI GROUP: March 18 Plan & Disclosure Hearing Set INVESTVIEW INC: Posts $1.7 Million Net Income in Third Quarter IONIX TECHNOLOGY: Incurs $356,118 Net Loss in Second Quarter IQVIA INC: Moody's Gives Ba3 Rating on New Senior Unsecured Notes ISLET SCIENCES: Unsecured Creditors to Get 1.5% of Shares in Plan JARVIS CAPITAL: Case Summary & 12 Unsecured Creditors JUMIO INC: Court Enters Default Judgment vs. Ex-CEO David Mattes KB HOME: Moody's Affirms Ba3 CFR & Alters Outlook to Positive KIDS WONDERLAND: Wins Cash Collateral Access Thru March 24 MAPLE MANAGEMENT: Seeks Cash Collateral Use MARX STEEL: Court Allows Cash Collateral Use Until Mar. 31 MIRAGE DENTAL: Attaches Amortization Schedules to Plan MISSOURI JACK: Owners of 70 Jack In The Box Locations in Chapter 11 MISSOURI JACK: Wants to Use Cash Collateral Until May 31 MOHEGAN TRIBAL: Incurs $26.8 Million Net Loss in First Quarter MOREAUX TRANSPORTATION: Unsec. Creditors to Get 100% in 5 Years NATIONAL RIFLE ASSOCIATION: Suit vs. Ackerman Sent to Mediation OLYMPUS DEVELOPMENT: Case Summary & 8 Unsecured Creditors OSPREA LOGISTICS: Case Summary & 20 Largest Unsecured Creditors PARAMOUNT INVESTING: US Trustee Says Plan Disclosures Insufficient PARK AVENUE: T. Anthony's Reorganization Plan Approved PHOENIX GUARANTOR: Abode Acquisition No Impact on Moody's B2 CFR PPV INC: March 30 Plan Confirmation Hearing Set PPV INC: Wins Continued Use of Cash Collateral Thru March 27 PURDUE PHARMA: Sacklers Can't Keep Names of Businesses Secret RICKEY CONRADT: Unsecureds to Recover 100% in 90 Days or 7 Years S2P ACQUISITION: Incremental Term Loan No Impact on Moody's B3 CFR SEADRILL PARTNERS: Has New MSAs, Files Debt-for-Equity Plan SEDGWICK CLAIMS: Repriced Term Loan No Impact on Moody's B3 CFR SHOPPINGTOWN MALL: March 31 Disclosure Statement Hearing Set SN TEAM: March 31 Plan Confirmation Hearing Set SOAS LLC: Wins Access to Live Oak's Cash Collateral Thru April 30 SOLSTICE MARKETING: Files for Chapter 11 Bankruptcy SPECTRUM BRAND: Moody's Gives Ba1 Rating on New $350MM Term Loan STUDIO MOVIE: Unsecureds to Recover Up to 14.6% in Joint Plan TALK VENTURE: Wins Cash Collateral Access Thru April 28 TIERPOINT LLC: Moody's Gives B3 Rating on New $675MM Term Loan B TIVITY HEALTH: Moody's Completes Review, Retains B2 CFR TRI-STATE PAIN: Unsecureds Owed $3.6M to Get $500 Monthly for 5 Yrs UNIPHARMA LLC: Sold for $26 Million in Bankruptcy Sale to NHTV VISTA OUTDOOR: Moody's Gives B3 Rating on New Sr. Unsecured Notes WC 4811 SOUTH: Amends Plan to Resolve 4811 SoCo's Objections WC TEAKWOOD: Unsecureds Owed $38K Get 100% Without Interest ZOHAR III CORP: Court Judge Okays the Sale of Snelling Staffing [*] Katten Adds Bankruptcy Vet Peter Knight to Chicago Practice [*] McKinsey's Opioid Woes Far From Over Despite Deals [*] Stretto Acquires Acumen Recovery Services LLC [^] BOOK REVIEW: Mentor X ********* 1769 LLC: Expects Sale Plan to Pay Up to 100% to Unsecureds ----------------------------------------------------------- 1769 LLC filed an Amended Plan of Reorganization and a Disclosure Statement on Feb. 11, 2021. The focal point of this Chapter 11 case remains the private sale of Debtor's commercial property located at 1769 86th Street, Brooklyn (the "Property") to a third-party purchaser for the total sum of $18 million (the "Sale"). The sale is being pursued pursuant to a certain contract of sale, dated Sept. 23, 2020 (the "Sale Contract") with 1769 Brooklyn LLC (the "Purchaser"). The Plan is predicated on a sale of the Debtor's real property and the ensuing distribution of the proceeds to pay the holders of allowed claims (hopefully a 100% dividend). This treatment, however, is dependent on the Debtor's ongoing negotiations with the Lender regarding the Lender's consent to distribution to all other creditors pending final resolution of the disputed portion of the Lender's claim, or, if necessary the outcome of an anticipated claims objection regarding the final amounts owed to the Debtor's current mortgagee, BDSII Mortgage Capital JMLLC [as successor to ROC Debt Strategies, defined as the "Lender" for purposes of the Plan] under various cross-default provisions. The Supermarket Tenant subsequently relinquished all possible claims and rights pursuant to a transition agreement which gives the Supermarket Tenant the opportunity to remove its personal property as an accommodation without conferring any other rights and providing for mutual releases. The Debtor notified the proposed buyer that the conditions to the Sale Contract regarding ejectment have been met. Accordingly, the Debtor anticipates it will now be in a position to close on the Sale by March 22, 2021. Class 1 consists of the allowed secured claim of the Lender. To the extent the parties cannot agree on a consensual treatment, the undisputed portion of Lender's secured claim in the net sum of $8,585,002.15 (less any reserves and unapplied payments) shall be paid from the sale proceeds at Closing in consideration for delivery of a satisfaction and/or assignment of the Lender's mortgage interest, assignment of rents or any other collateral documents or instruments. The Debtor contends (and the Lender disputes) that the total amount to be paid at the Closing is the net sum of $8,585,002. Class 2 is comprised of Allowed General Unsecured Claims against the Debtor arising prior to the Petition Date. Each holder of a Class 2 Allowed General Unsecured Claim shall be paid in an amount up to 100% of the holder's allowed General Unsecured Claim, and potentially with interest at the federal judgment rate, on the Effective Date or promptly thereafter depending on the status of ongoing discussions with the Lender or a determination of the disputed portion of the Lender's Claim. The Debtor currently projects that the Class 2 claims will total approximately $132,300. Class 2 is potentially impaired and General Unsecured Creditors are entitled to vote on the Plan. Tim Ziss, as the Debtor's sole (100%) equity holder of the Debtor, shall retain his 100% membership interest in the Debtor and Reorganized Debtor. Mr. Ziss shall also be entitled to receive any surplus proceeds remaining on deposit in the Confirmation Fund following the Closing, after all allowed Claims and Administrative Expenses are paid in full with applicable interest. The Plan shall be implemented through the Sale of the Property to the Purchaser in accordance with the Sale Contract with the proceeds generated therefrom to be used to fund all distributions hereunder on or shortly after the Closing. Closing will occur prior to March 22, 2021. By virtue of confirmation of the Plan, the Debtor's counsel shall serve as Disbursing Agent, duly authorized to make all distributions from the Sale proceeds or Confirmation Fund. A full-text copy of the Amended Disclosure Statement dated Feb. 11, 2021, is available at https://bit.ly/3qvGaO3 from PacerMonitor.com at no charge. Attorneys for the Debtor: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 100136 Telephone: (212) 221-5700 Facsimile: (212) 730-4518 E-mail: knash@gwfglaw.com About 1769 LLC 1769 LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns a commercial property located at 1769 86th Street, Brooklyn, New York. 1769 LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-43646) on October 19, 2020. The petition was signed by Tim Ziss, member. At the time of the filing, the Debtor disclosed $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Elizabeth S. Stong oversees the case. Goldberg Weprin Finkel Goldstein LLP serves as the Debtor's counsel. 3301 HO: Plan of Reorganization Confirmed by Judge -------------------------------------------------- Judge Edward Morris has entered an order approving the Disclosure Statement and confirming the Plan of Reorganization of debtor 3301 HO, LLC. The Plan has been proposed in good faith and not by any means forbidden by law. All payments made or promised to be made by the Debtor or any other person for services or for costs and expenses in, or in connection with, the Plan, and incident to the case, have been disclosed to the Court and are reasonable or, if to be fixed after confirmation of the Plan, will be subject to the approval of the Court. The Plan of Reorganization is confirmed except as modified. Section 5.4 is modified to read as follows: * Class 3 Claimants (Allowed Claim of Tejpreet, Inc) is impaired. Pursuant to Court order, the Debtor was authorized to assume a contract that would satisfy the Class 3 Claimants on the following terms: Pursuant to the agreement of the parties, Trepreet shall be paid $809,331.90 on or before January 24, 2021. Upon payment of this amount, Tejpreet shall cause the Property to the transferred to the Reorganized Debtor free and clear of all liens, including, without limitation, and existing mortgage lien of the Property, any ad valorem taxes, and the claims of Classic Star, LP. As part of the resolution of this claim, all parties to the State Court Litigation shall dismiss all claims in the State Court Litigation with prejudice. * The Debtor closed the sale of the property after concessions by Tejpreet and Tejpal Singh (collectively the Tejpreet Claimants). As of the Effective Date of the Plan, any and all claims by the Debtor against the Tejpreet Claimants, and by the Tejpreet Claimants against the Debtor are waived except for contractual obligations executed in connection with the closing of the sale of the property, and the obligation to dismiss the state court litigation. A full-text copy of the Plan Confirmation Order dated Feb. 11, 2021, is available at https://bit.ly/37qu951 from PacerMonitor.com at no charge. The Debtor is represented by: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 E-mail: eric@ealpc.com About 3301 HO LLC 3301 HO, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-43756) on Dec. 14, 2020. The petition was signed by C. Joseph Gampper, manager. At the time of the filing, the Debtor disclosed $1,402,500 in total assets and $763,550 in total liabilities. Eric A. Liepins, Esq., serves as the Debtor's legal counsel. 3804 WILSON: Seeks to Hire Goldschmidt Law as Special Counsel ------------------------------------------------------------- 3804 Wilson Boulevard LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Goldschmidt Law Offices PLLC as its special counsel. The firm will be representing the Debtor in real estate matters with respect to its retail building in Arlington, Va., including transactional work in commercial lease negotiations and drafting for contemplated new tenants. The firm will charge its usual and customary hourly rate of $415 for real estate services and will seek reimbursement of all out-of-pocket expenses incurred. As disclosed in the court filings, Goldschmidt Law neither represents nor holds any interest adverse to the Debtor and its estate. The firm can be reached through: Stanley Goldschmidt, Esq. Goldschmidt Law Offices PLLC 1717 K Street, NW, Suite 900 Washington, DC 20006 Phone: +1 520-265-4462 About 3804 Wilson Boulevard 3804 Wilson Boulevard LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). 3804 Wilson Boulevard filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Court (Bankr. E.D. Va. Case No. 21-10039) on Jan. 12, 2021. Raymond C. Schupp, managing member, signed the petition. In the petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Brian F. Kenney oversees the case. Steven B. Ramsdell, Esq. at Tyler, Bartl & Ramsdell, P.L.C., serves as the Debtor's counsel. ALLIANCE LAUNDRY: $75MM Loan Add-on No Impact on Moody's B2 CFR --------------------------------------------------------------- Moody's Investors Service said Alliance Laundry Systems LLC B2 Corporate Family Rating, B2-PD Probability of Default Rating, and B2 first lien term loan rating are unchanged following the announcement of a $75 million add-on to the company's first lien term loan maturing in 2027. The outlook remains stable. The proceeds of the add-on will used in conjunction with available cash to repurchase $94 million of mandatory redemption preferred stock due Dec 2029 held by sponsor owner, BDT Capital Partners. While this transaction cleans up future repayment obligations, Moody's views it as a credit negative since Moody's expect 2021 debt to EBITDA to remain near 7.0x, which opposes our original forecast of debt reduction. Furthermore, the amount of debt to be refinanced in 2027 has increased, resulting in additional pressure to improve operations and reduce debt beforehand. Alliance's B2 Corporate Family Rating reflects the company's scale in the fragmented laundry equipment manufacturing market, high EBITDA margins, reoccurring revenue opportunities from its large installed and diverse customer base, and the non-cyclical nature of the laundry equipment business. The company's focus is expected to be on reducing leverage and Moody's expects free cash to be directed toward debt reduction and bolt on acquisitions. Governance risks we consider in Alliance's credit profile include an aggressive financial policy. Although unlikely given the company's elevated leverage, Alliance's owners may choose to take on a material amount of additional leverage to pursue more aggressive inorganic growth opportunities or upstream further dividends to existing shareholders. These risks are partially mitigated by management's commitment to reduce leverage and the company's consistent free cash generation from a high level of reoccurring revenue in the non-cyclical laundry equipment manufacturing market. Moody's expects Alliance to maintain a good liquidity profile over the next 12 to 18 months including a $125 million undrawn revolving credit facility. AMBICA M&J: Lender Seeks to Force Owners to Liquidate ----------------------------------------------------- Robin K. Cooper of Albany Business Review reports that a Florida lender wants to force the owners of a Comfort Inn & Suites Hotel and Golden Corral restaurant in Saratoga County to liquidate. SDI Matto JV Holdco LLC has asked a federal bankruptcy court in Albany for an emergency ruling on Nirmala and Niral Patel's Chapter 11 reorganization case so the lender can recover some of the $12.7 million in outstanding debt and interest that it claims to be owed. The mother-and-son owners of the hotel and restaurant filed for bankruptcy protection on Jan. 11, 2021, to stop a court-appointed receiver from taking control of the finances and hiring a hospitality firm to run the business. SDI Matto is affiliated with a commercial real estate investment company, Secured Debt Investments in Coral Gables, Florida, which focuses on distressed properties. The Patels' attorney, Justin Heller, managing partner with Nolan Heller Kauffman LLP in Albany, said last month that his clients defaulted on a mortgage several years ago and faced foreclosure until they were able to negotiate a repayment agreement. When the Covid-19 pandemic hit, they were forced to close the Golden Corral buffet-style restaurant and hotel occupancy numbers had fallen by at least 30% below typical off-season levels as of January. The problems are far deeper than that, according to a bankruptcy court filing by SDI Matto attorney Sara Temes of Bond Schoeneck & King PLLC of Syracuse. The Patels own 7 acres on Old Gick Road in Wilton, just east of Saratoga Springs and Exit 15 of the Interstate 87 Northway. They own the real estate under the name Ambica M&J Two LLC. The two businesses located on the property include the restaurant, owned under the name Jagdamba II Corp., and the 87-room hotel, which is owned by Maha Laxmi II Corp. Since the pandemic began impacting the Patels' businesses, they have defaulted on obligations outlined in a forbearance agreement, they neglected to turn their property over to a receiver, they defaulted on a franchise agreement with Choice Hotels and they were accused of misusing money under the federal Paycheck Protection Program, Temes wrote in her motion to convert the Patels' case to a Chapter 7 liquidation. Temes also contends that the Patels have no equity in the real estate and the hotel itself has been losing about $7,000 a month since the owners filed for bankruptcy protection. "There is no chance of an effective reorganization within a reasonable timeframe," Temes wrote. Heller, the Patels' attorney, could not comment Wednesday, February 17, 2021, because litigation with SDI is ongoing. Previously, he has said allegations by Adirondack Trust Co. that his clients improperly used federal Paycheck Protection Program money are based on flawed assumptions and mischaracterizations. Heller also was optimistic in January that his clients will be able to recover once people start traveling again. "We believe these businesses will be able to return to normal or new normal operations," Heller said last month. "They will be able to generate significant cash flow so they can repay the debts. And they will return to being a significant employer in the community." A hearing on SDI's request to convert the case from a Chapter 11 to a Chapter 7 liquidation is scheduled for 2:30 p.m. on Feb. 22, 2021. About Ambica M&J Two LLC Ambica M&J Two LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)), which owns property that's occupied by the Comfort Inn & Suites Hotel and Golden Corral restaurant at 17 Old Gick Road, Saratoga Springs, New York. Maha Laxmi II Corp. is the entity that controls the 87-room Comfort Inn. Jagdamba II Corp. controls the Golden Corral. The three entities are owned by mother-and-son team Nirmala Patel and Niral Patel. To stop a receiver from taking control of the hotel and restaurant, Ambica M&J Two LLC, Jagdamba II Corp., and Maha Laxmi II Corp. sought Chapter 11 protection (Bankr. N.D.N.Y. Case No. 21-10014 to 21-10016) on Jan. 11, 2021. The petitions were signed by Niral Patel, secretary. Ambica M&J Two estimated assets and liabilities of $1 million to $10 million. Jagdamba II Corp. estimated assets of $500,000 to $1 million and liabilities of $10 million to $50 million. Maha Laxmi II Corp. estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. The Hon. Robert E. Littlefield Jr. is the case judge. NOLAN HELLER KAUFFMAN LLP, led by Justin A. Heller, is serving as the Debtors' counsel. ART CAPITAL: Seeks to Hire Goldberg Weprin as Bankruptcy Counsel ---------------------------------------------------------------- Art Capital Bermuda Ltd. and BlueFin Servicing Ltd. seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Goldberg Weprin Finkel Goldstein LLP as their bankruptcy counsel. The firm's services include: a. providing the Debtors with all necessary representation in connection with their Chapter 11 cases, as well as the Debtors' responsibilities as debtors-in-possession; b. representing the Debtors in all proceedings before the U.S. Bankruptcy Court and the Office of the U.S. Trustee; c. preparing and filing all necessary legal papers, applications, motions, objections, adversary proceedings, and reports on the Debtors' behalf; and d. rendering all other legal services required by the Debtors in connection with the administration of the Chapter 11 cases with the ultimate goal of obtaining approval of a joint plan of reorganization. The firm received a retainer payment of $25,000 plus $4,000 for the filing fees and noticing. The firm's billing rates for associates range from $275 to $425 per hour. Partners charge $575 per hour. Kevin Nash, Esq., a member of Goldberg Weprin, disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein LLP 1501 Broadway, 22nd Floor New York, NY 100136 Telephone: (212) 221-5700 Facsimile: (212) 730-4518 E-mail: knash@gwfglaw.com About Art Capital Bermuda Art Capital Bermuda Ltd. and BlueFin Servicing Ltd. are finance and lending companies established in Bermuda, providing off-shore secured loan opportunities, mainly involving the financing of fine art by collectors, brokers and dealers. Art Capital and BlueFin Servicing filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-12400) on Oct. 8, 2020. At the time of the filing, the Debtors disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge James L. Garrity Jr. oversees the cases. The Debtors tapped Goldberg Weprin Finkel Goldstein, LLP as their legal counsel and CFGI as their accountant and financial advisor. AULT GLOBAL: Amends Terms of Equity Offering Program ---------------------------------------------------- Ault Global Holdings, Inc. has amended the terms of its previously announced "at-the-market" equity offering program under which it may sell, from time to time, shares of its common stock for aggregate gross proceeds of up to $125,000,000, inclusive of the previously authorized $50,000,000. The shares of common stock will continue to be offered through Ascendiant Capital Markets, LLC, acting in its capacity as sales agent. Pursuant to an amended sales agreement with the Agent, sales of shares of the Company's common stock may be made in transactions that are deemed to be "at-the-market" offerings, including sales made by means of ordinary brokers' transactions on the NYSE American or otherwise at market prices prevailing at the time of sale or as agreed to with the Agent. The Company intends to use the net proceeds from the "at-the-market" equity offering, if any, for the financing of possible acquisitions of companies and technologies, financing of our emerging electric vehicle charger and energy storage businesses, expansion of its data center business or other business expansions and investments and for working capital and general corporate purposes, which may include the repayment, refinancing, redemption or repurchase of future indebtedness or capital stock. The Company does not have agreements or commitments for any specific acquisitions at this time. The shares of common stock are being offered pursuant to a shelf registration statement (File No. 333-251995) which became effective on Jan. 20, 2021. Such shares of common stock may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Before making an investment in these securities, potential investors should read the prospectus supplement and the accompanying prospectus for more complete information about the Company and the "at-the-market" equity offering program. Potential investors may obtain the documents for free by visiting EDGAR on the U.S. Securities and Exchange Commission's website at www.sec.gov. Alternatively, potential investors may contact the Agent, who will arrange to send them these documents: Ascendiant Capital Markets, LLC, Attention: Jennifer Martin, 4 Park Plaza, Suite 1950, Irvine, CA 92614, telephone: (949) 259-4900, email: jmartin@ascendiant.com. About Ault Global Holdings, Inc. Ault Global Holdings, Inc. fka DPW Holdings, Inc. is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. Corporate headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141; http://www.AultGlobal.com/. DPW Holdings recorded a net loss available to common stockholders of $32.93 million for the year ended Dec. 31, 2019, compared to a net loss available to common stockholders of $32.34 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $43.64 million in total assets, $39.12 million in total liabilities, and $4.52 million in total stockholders' equity. Ziv Haft., Certified Public Accountants (Isr.) BDO Member Firm, the Company's auditor since 2012, issued a "going concern" qualification in its report dated May 29, 2020 citing that the Company has a working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. B2 INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: B2 Industries, LLC 13235 State Park Road Fentress, TX 78622 Business Description: B2 Industries, LLC is a foundation, structure, and building exterior contractor. Chapter 11 Petition Date: February 17, 2021 Court: United States Bankruptcy Court Western District of Texas Case No.: 21-10104 Judge: Hon. Christopher H. Mott Debtor's Counsel: Kell C. Mercer, Esq. KELL C. MERCER, PC 1602 E. Cesar Chavez Street Austin, TX 78702 Tel: (512) 767-3214 Email: kell.mercer@mercer-law-pc.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steven M. Beaird, manager. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HZGXGCI/B2_Industries_LLC__txwbke-21-10104__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Mobile Crete, Inc. Trade Debt $900,059 P.O. Box 843466 Dallas, TX 75284 2. Herc Rentals Trade Debt $233,375 P.O. Box 936257 Atlanta, GA 31193 3. Movac Services Co. Trade Debt $212,954 P.O. Box 4078 McAllen, TX 78502 4. Rain for Rent Trade Debt $150,431 9 Pioneer Dr North Oxford, MA 1537 5. Cactus Environmental Trade Debt $143,874 4960 Singleton Blvd. Dallas, TX 75212 6. Jill Investments Trade Debt $113,607 1900 E 28th Street Weslaco, TX 78596 7. Don Bihm Trade Debt $108,548 P.O. Box 2355 St. Fancisville, LA 70775 8. Professional Service Industries Trade Debt $103,357 P.O. Box 74008418 Chicago, IL 60674-8418 9. Scott Powerline & Trade Debt $98,394 Utility Equipment P.O. Box 4008 Monroe, LA 71211-4008 10. Central Iowa Ready Mix Trade Debt $86,098 P.O. Box 3229 De Moines, IA 50316 11. Quality RediMix Trade Debt $84,232 33 McBride Corpus Christi, TX 78408 12. Closner Equipment Co., Inc. Trade Debt $71,467 P.O. Box 917 Schertz, TX 78154-0917 13. Advance Pumping, LLC Trade Debt $61,745 P.O. Box 10423 Corpus Christi, TX 78460 14. Nesco LLC Trade Debt $60,478 4121 Solutions Center Chicago, IL 60677-4001 15. Fleet Flex Rental Trade Debt $52,419 2855 E Cottonwood Parkway Suite 100 Salt Lake City, UT 84121 16. Blaze Equipment Trade Debt $48,366 4200 White St Ft Worth, TX 76135 17. Rodrill Inc. Trade Debt $47,884 P.O. Box 489 Converse, TX 78109 18. RGV Transportation Trade Debt $45,305 2606 W. Verterans Blvd. Mission, TX 78572 19. HD Supply Trade Debt $44,356 P.O. Box 4852 Orlando, FL 32802-4852 20. Adams Select Transportation LLC Trade Debt $38,978 1050 CR 257 Liberty Hill, TX 78642 BARTMESS FAMILY: Case Summary & 2 Unsecured Creditors ----------------------------------------------------- Debtor: Bartmess Family, LLC Rural Lincoln County, Nebraska Business Description: Bartmess Family, LLC provides support activities for crop production. Chapter 11 Petition Date: February 16, 2021 Court: United States Bankruptcy Court District of Nebraska Case No.: 21-40155 Judge: Hon. Brian S. Kruse Debtor's Counsel: Allen L. Fugate, esq. ALLEN L. FUGATE 210 North Jeffers, Suite 100 PO Box 82 North Platte, NE 69103 Tel: 308-534-1950 Fax: 308-534-1951 E-mail: alfugate@windstream.net Total Assets: $1,125,465 Total Liabilities: $1,206,308 The petition was signed by Todd Adams, CEO and Trust Officer. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/27YORNQ/Bartmess_Family_LLC__nebke-21-40155__0001.0.pdf?mcid=tGE4TAMA BOY SCOUTS OF AMERICA: Insurers Insist on Probe of Claims Process ----------------------------------------------------------------- Law360 reports that insurers providing coverage to the bankrupt Boy Scouts of America told a Delaware bankruptcy judge Wednesday, Feb. 17, 2021, that they should be allowed to take discovery from people alleging sexual abuse and their counsel about the claims process to discover if there is widespread fraud. During a day-long virtual hearing, attorneys for insurance companies Century Indemnity Co. and Hartford Accident and Indemnity Co. said more than 90,000 individuals had filed proofs of claim in the Chapter 11 case alleging sexual abuse and that many of the claims lack critical information to establish their validity. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. CELLA III: Girod LoanCo Taps J.A.H. Enterprises as Auctioneer ------------------------------------------------------------- Girod LoanCo, LLC, a creditor of Cella III, LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire an auctioneer. Girod LoanCo tapped J.A.H. Enterprises, Inc. to market and sell the Debtor's commercial real estate, and all improvements thereon located at 4545 Veterans Memorial Boulevard in Metairie, La. The firm will receive a 6 percent commission on the total sale price and reimbursement of its out-of-pocket expenses. J.A.H. Enterprises is a "disinterested person" within the meaning of Sections 101(14) and 327 of the Bankruptcy Code, according to court filings. The firm can be reached through: Jeff Henderson J.A.H. Enterprises, Inc. d/b/a Henderson Auctions 13340 Florida Blvd. PO Box 336 Livingston, LA 70754 Phone: (225) 686-2252 Toll Free: (800) 850-2252 Fax: (225) 686-0647 About Cella III LLC Cella III, LLC, owns the building and real estate located at 4545, 4539, and 4531 Veteran's Memorial Highway, Metairie, LA. This property is located at a prominent, heavily traveled commercial intersection of Veterans Memorial Boulevard and Clearview Parkway. Cella III filed a Chapter 11 petition (Bankr. E.D. La. Case No. 19-11528) on June 5, 2019. In the petition signed by George A. Cella, III, member and manager, the Debtor was estimated to have $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Jerry A. Brown oversees the case. The Debtor tapped Congeni Law Firm, LLC as bankruptcy counsel, Sternberg, Naccari & White, LLC as special counsel, and Patrick J. Gros, CPA, APAC as accountant. CENTURY 21: Gindi Family Eyes South Korean Store ------------------------------------------------ Jeremy Hill of Bloomberg News reports that Century 21 Stores, the off-price department store chain that filed for bankruptcy last 2020, plans to re-launch this year and open a store in South Korea, according to a statement. The Gindi family, which founded the New York chain, bought Century 21's intellectual property assets out of bankruptcy. In December, the family along with a private investor purchased the intellectual property for the brand for $9 million after 34 rounds of bidding, which opened at $800,000, according to court documents. The chain plans to open its first store in Busan early this summer of 2021, forging ahead with plans put in place before the pandemic pushed Century 21 into bankruptcy, according to the statement. Owned and operated by the Gindi family for 60 years, Century 21 -- where shoppers could score designer brands like Chanel, Prada and Burberry for up to 50 percent off -- inked a licensing deal to open a nine-story, 100,000-square-foot store in South Korea, where it had a strong following, according to Women's Wear Daily. About Century 21 Century 21 Department Stores LLC and its affiliates are pioneers in off-price retail offering access to designer brands at amazing prices. They opened their iconic flagship location in downtown Manhattan in 1961. As of the petition date, the Debtors have 13 stores across New York, New Jersey, Pennsylvania and Florida and an online retail presence, operate seasonal pop-ups, and employ other innovative retail concepts. Visit http://www.c21stores.com/for more information. Century 21 Department Stores LLC and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-12097 on Sept. 10, 2020). Century 21 was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Hon. Shelley C. Chapman is the case judge. The Debtors have tapped Proskauer Rose LLP as their legal counsel, Berkeley Research Group LLC as financial advisor, and Hilco Merchant Resources LLC as liquidation consultant. Stretto is the Debtors' claims agent. On Sept. 16, 2020, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors. The committee is represented by Lowenstein Sandler, LLP. CHARGING BEAR: March 31 Disclosure Statement Hearing Set -------------------------------------------------------- Charging Bear, LLC, filed with the U.S. Bankruptcy Court for the Western District of Oklahoma a disclosure statement and plan of reorganization. On Feb. 11, 2021, Janice D. Loyd ordered that: * March 31, at 9:30 a.m., in the Second Floor Courtroom, 215 Dean A. McGee Ave. Oklahoma City, Oklahoma 73102 is the hearing to consider the approval of the Disclosure Statement. * March 25, 2021, is fixed as the last day for filing and serving written objections to the Disclosure Statement. A full-text copy of the order dated Feb. 11, 2021, is available at https://bit.ly/3qG8Yn2 from PacerMonitor.com at no charge. Counsel for the Debtor: Douglas N. Gould, Esq. Douglas N. Gould P.L.C. 5500 N Western., Ste. 150 Oklahoma City, OK 73118 Telephone: (405) 286-3338 Facsimile: (405) 841-1001 Email: dg@dgouldlaw.net About Charging Bear Charging Bear LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the owner of fee simple title to certain parcels located in Oklahoma City, Oklahoma having an appraised value of $3.4 million. Charging Bear sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 20-13610) on Nov. 11, 2020. Charles V. Long, Jr., managing member, signed the petition. At the time of the filing, the Debtor had total assets of $3,400,544 and total liabilities of $4,081,531. Douglas N. Gould, PLC, is Debtor's legal counsel. CLEAN ENERGY: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The U.S. Trustee for Region 19 on Feb. 17 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Clean Energy Collective, LLC. About Clean Energy Collective LLC Clean Energy Collective, LLC -- https://www.cleanenergyco.com -- is a clean energy company that is based in Louisville, Colo., serving residential, commercial, and non-profit customers. It developed a model of delivering clean power-generation through medium-scale facilities that are collectively owned by participating utility customers. Clean Energy Collective filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-17543) on Nov. 20, 2020. In the petition signed by Thomas M. Jannsen, chief executive officer and chief financial officer, the Debtor disclosed $1,870,355 in total assets and $39,998,916 in total liabilities. Judge Michael E. Romero oversees the case. Wadsworth Garber Warner Conrardy, P.C. serves as the Debtor's legal counsel. CONTINENTAL COUNTRY CLUB: HOA Files for Chapter 11 Bankruptcy ------------------------------------------------------------- Adrian Skabelund of Daily Sun reports that the Home Owners Association (HOA) of the Continental Country Club filed for Chapter 11 bankruptcy protection. In an email, the board president of the Continental Country Club HOA said the organization is facing several financial challenges, including the issue over Lake Elaine. Jon Held, the president of the association's board of directors, said the filing will not impact day-to-day operations of the country club, including the public golf course and the Oakmont Restaurant, and won't mean any layoffs. "This filing allows Continental and its homeowners the chance for a fresh start so we can best address several issues," Held said. "In some cases, these problems predate the current board by years, if not decades. For the good of our residents and those who enjoy our facilities, it was time to take action." In a media release, the HOA board seemed to attribute most of their problems to recent legal action over Lake Elaine, a man-made lake within the country club that has been the center of controversy for years. First used to store water for the golf course, Lake Elaine is now only aesthetic, but has been leaking water for decades. For every four gallons of water that is pumped into the lake each day, three gallons are lost to seepage into the ground. In 1988, a group of lakeside homeowners filed a class action lawsuit against the HOA that mandated that the HOA should keep the lake full, but so far, no significant repairs to stop seepage have moved forward. In 2017, residents came back and asked the court to hold the HOA in contempt for not following through on its mandate to keep the lake full. The court agreed, and a daily fee of $700 was placed on the HOA for not filling the lake. That fee would drop to $500 if the HOA begins refilling the lake and continue until it is full. The fee had been set to begin at the start of February, but due to the bankruptcy, it has been put on hold. Held said the repairs the lake needs would cost more than a million dollars in addition to the water needed to fill the lake and that the HOA simply has not had the funds to complete such repairs. But the residents involved in the class action suit believe repairing the lake isn't nearly that expensive. "The association has said that any lake repair would cost millions of dollars. That's not true. You know, we think a partial repair could have been done for as little as $600,000," said attorney Jason Bliss with the office of Aspey Watkins and Diesel, who is representing the homeowners. "We don't yet know what the ultimate effect of that bankruptcy will be on the finding of contempt or on the long-term future at the lake. We certainly are going to be involved in the bankruptcy proceeding and continue to assert our class action rights to have the lake maintained and repaired." Mr. Bliss said they believe that most of the leaks are in the upper portion of Lake Elaine and targeting repairs toward that section of the lake would go a long way in solving the problem. Mr. Bliss said after the court held the HOA in contempt last year, the homeowners approached the HOA about ways to move forward, but their offers were rebuffed and the HOA decided to move forward with bankruptcy instead. But Mr. Bliss also took issue with the HOA's suggestion that the issue over Lake Elaine was the primary cause of the bankruptcy. He said the HOA has several other significant expenses and issues that have prevented it from properly facing those issues. Indeed, in a letter to HOA members, Held said the organization also has a $600,000 balloon payment on a loan taken out in 2011 for the installation of a new irrigation system. Mr. Bliss said the HOA also has lots of deferred maintenance fees, while also having some of the lowest member fees in the state. Based on the HOA's rules, those fees can only be raised by a two-thirds vote by all members. "So, you know, we know that the association is trying to make this look like it's the bankruptcy is all about Lake Elaine, but the association has a number of financial problems, several of which are not related to Lake Elaine," Bliss said. "The failure to plan by the association, the failure to reserve funds, have really put the association in a tough spot." It is not clear how the bankruptcy might impact the Lake Elaine issue, but Bliss said it could lead to a situation where the HOA is able to eliminate the lake but pay the surrounding homeowners for the reduced value of their homes. "That's not what any of our folks want. They don't want to claim for damages. They want the lake fixed," Bliss said. About Continental Country Club Continental Country Club filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 21-00956) on Feb. 9, 2021. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Eddward P. Ballinger Jr. oversees the case. The Debtor tapped Engelman Berger, P.C., as its bankruptcy counsel and Krupnik & Speas, PLLC as its special counsel. CONTINENTAL COUNTRY: Hires Engelman Berger as Legal Counsel ----------------------------------------------------------- Continental Country Club seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Engelman Berger, P.C. as its legal counsel. The firm's services include: a. advising the Debtor with respect to its powers and duties in the continued management and operation of its business and property; b. representing the Debtor at the first meeting of creditors, initial debtor interview and all court hearings, adversary proceedings or contested matters that have been or may be filed; c. attending meetings and negotiating with representatives of creditors and other parties-in-interest and advising and consulting on the conduct of the Debtor's bankruptcy case, including all of the legal and administrative requirements of operating in Chapter 11; d. assisting the Debtor in the preparation of its schedules of assets and liabilities and statement of financial affairs; e. advising the Debtor with respect to any contemplated sales of assets or business combinations, formulating and implementing appropriate closing procedures for such transactions, and preparing and prosecuting all motions and pleadings necessary to obtain the court's authorization for such transactions; f. advising the Debtor with respect to any post-petition financing and cash collateral arrangements, negotiating, drafting and prosecuting all documents, motions and pleadings relating thereto; g. advising the Debtor on all matters relating to the assumption, rejection or assignment of unexpired leases and executory contracts; h. advising the Debtor with respect to legal issues arising in or relating to its ordinary course of business; i. taking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, objecting to claims filed against the Debtor's estate, and negotiating and effecting settlements of the same; j. preparing, negotiating and taking all actions necessary to obtain approval or confirmation of a disclosure statement, plan of reorganization and related agreements and documents; and k. performing all other legal services relating to the administration and conduct of the Debtor's estate in its efforts to reorganize. The firm will be paid at these rates: Scott B. Cohen $450 per hour Patrick A. Clisham $450 per hour Bradley D. Pack $400 per hour Other Shareholders $350 - $600 per hour Associates $250 - S300 per hour Paralegals $160 - $200 per hour The firm received a retainer in the total amount of $75,000. Engelman Berger is a "disinterested person" within the meaning of Bankruptcy Code Secs. 101(14) and 327, according to court filings. The firm can be reached through: Scott B. Cohen, Esq. Patrick A. Clisham, Esq. Bradley D. Pack, Esq. Engelman Berger, P.C. 2800 North Central Avenue, Suite 1200 Phoenix, AZ 85004 Phone: (602) 271-9090 Fax: (602) 222-4999 Email: sbc@eblawyers.com pac@eblawyers.com bdp@eblawyers.com About Continental Country Club Continental Country Club filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 21-00956) on Feb. 9, 2021. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Eddward P. Ballinger Jr. oversees the case. The Debtor tapped Engelman Berger, P.C. as its bankruptcy counsel and Krupnik & Speas, PLLC as its special counsel. CORT & MEDAS: Unsecured Creditors to Recover 50% in Debtor's Plan ----------------------------------------------------------------- Cort & Medas Associates, LLC, submitted a Third Amended Plan of Reorganization, as Modified, and a corresponding Disclosure Statement on Feb. 11, 2021. On Nov. 30, 2020, the Debtor filed a motion seeking an order reducing the amount of the 1414 Lender Proof of Claim from $2,159,965 to $1,717,765. ESCDC joined in this motion, and 1414 Lender filed an objection to this motion. ESCDC alleges that the default interest component of 1414 Lender's claim in its Judgment of Foreclosure and, in the amount of $569,204, is subordinate to ESCDC's claim based upon the terms of the Intercreditor Agreement. The Bankruptcy Court determined that 1414 Lender's Claim is senior to ESCDC with respect to principal and non-default rate interest, and that 1414 Lender's Claim is subordinated to ESCDC's claim pursuant to the terms of the Third Party Lender Agreement to the extent of any and all default charges and default rate interest charged by 1414 Lender against the Debtor. The Bankruptcy Court entered an order on August 10, 2020, memorializing its determination. 1414 Lender appealed this ruling to the United States District Court for the Eastern of New York. On January 29, 2021, the District Court issued a decision and order reversing Judge Craig's August 10, 2020 order holding all of the components of 1414 Lender's Claim is to ESCDC. The Debtor believes that at the Effective Date, 1414 Lender's claim will be not less than $1,839,650 (Allowed Claim, as of the Petition Date of $2,147,650 minus $308,000 (adequate protection payments, as of Feb. 8, 2021)) and there will still be approximately $500,000 available to pay holders of allowed unsecured claims in Class 6. Class 4 consists of the 1414 Lender Principal and Non Default Interest Secured Claim. Class 4 $2,147,650 less adequate protection payments in the amount of $308,000 (as of Feb. 8, 2021). The holder of the 1414 Lender Secured Claim shall receive a Cash distribution from the 1414 Protective Advance and the Plan Proceeds equal to the full Allowed amount of the Allowed 1414 Lender Secured Claim (calculated through the date that the Allowed 1414 Lender Secured Claim receives payment in full), less all adequate protections payments received by 1414 Lender. Class 6 consists of General Unsecured Claims in the amount of $884,110. Each holder of an Allowed Class 6 General Unsecured Claim shall be paid a Pro Rata Cash distribution out of any of the remaining Plan Proceeds on the later of 30 days after the Effective Date or three business days after such Claim becomes an Allowed Claim. The Plan provides for a distribution to holders of allowed claims in Class 6 approximately of 50%. On the Effective Date, the Debtor's sole member Kenrick Cort shall retain his interests in the Debtor in exchange for his cash contribution, in the aggregate amount of $500,000, to fund the Plan Proceeds. The Debtor agrees with 1414 Lender's position that the value of the Properties is $2,000,000. The Debtor believes that the Plan is feasible based upon the sum of $1,228,000 being held in escrow in the bank accounts. The Debtor also believes that the sum of an additional $1,500,000 will be advanced by the SBA to fund the Plan. A full-text copy of the Third Amended Disclosure Statement dated Feb. 11, 2021, is available at https://bit.ly/3avUIIc from PacerMonitor.com at no charge. Counsel for the Debtor: Joel Shafferman SHAFFERMAN & FELDMAN LLP 137 Fifth Avenue, 9th Floor New York, New York 10010 Tel: (212) 509-1802 About Cort & Medas Associates Cort & Medas Associates, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41313) on March 6, 2019. At the time of the filing, the Debtor was estimated to have assets and liabilities of between $1 million and $10 million. The case is assigned to Judge Carla E. Craig. Shafferman & Feldman LLP is the Debtor's legal counsel. COUNTRY FRESH: Paul, Porter Represent AIG Asset, Other Lenders -------------------------------------------------------------- In the Chapter 11 cases of Country Fresh Holding Company Inc., et al., the law firms of Paul, Weiss, Rifkind, Wharton & Garrison LLP and Porter Hedges LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing Ad Hoc Group of Lenders. The Ad Hoc Group of Lenders formed by holders of the Debtors' loans or other indebtedness incurred under: (i) that certain Term Loan Credit Agreement, dated as of June 1, 2020, and the Second Amendment to Term Loan Credit Agreement, dated as of February 4, 2021, and as otherwise further amended, restated, supplemented, waived and/or modified from time to time, the by and among Country Fresh Acquisition Corp., Country Fresh Holdings, LLC, TGF Acquisition Parent Ltd., the lenders party thereto, the guarantors party thereto and Cortland Capital Market Services LLC, as administrative agent and collateral agent; (ii) that certain Credit Agreement, dated as of April 29, 2019 by and among Holdings, the U.S. Borrower, the Canadian Borrower, the lenders party thereto, the guarantors party thereto and Cortland, as administrative agent and collateral agent; and (iii) that certain Second Lien Credit Agreement, dated as of April 29, 2019 by and among Holdings, the U.S. Borrower, the Canadian Borrower, the lenders party thereto, the guarantors party thereto and Cortland, as administrative agent. In or around December 2020, the Ad Hoc Group of Lenders engaged Paul, Weiss to represent the Ad Hoc Group of Lenders in connection with the Members' Loan Obligations. In January 2021, the Ad Hoc Group of Lenders also engaged Porter Hedges to represent it in connection with the Ad Hoc Group of Lenders' Loan Obligations. As of Feb. 12, 2021, members of the Ad Hoc Group of Lenders and their disclosable economic interests are: AIG ASSET MANAGEMENT (U.S.), LLC 80 Pine Street New York, NY 10005 * $8,557,630.92 in aggregate principal amount of Super-Senior Loans * $11,684,422.66 in aggregate principal amount of First Lien Loans * $18,241,164.11 in aggregate principal amount of Second Lien Loans HPS INVESTMENT PARTNERS, LLC 40 West 57th Street, 33rd Floor New York, NY 10019 * $8,405,932.23 in aggregate principal amount of Super-Senior Loans * $8,815,178.76 in aggregate principal amount of First Lien Loans * $15,195,576.52 in aggregate principal amount of Second Lien Loans PENNANTPARK INVESTMENT ADVISERS, LLC 590 Madison Avenue (15th Floor) New York, NY 10022 * $3,285,321.62 in aggregate principal amount of Super-Senior Loans * $4,923,239.44 in aggregate principal amount of First Lien Loans * $7,012,845.00 in aggregate principal amount of Second Lien Loans Co-Counsel to the Ad Hoc Group of Lenders can be reached at: PORTER HEDGES LLP John F. Higgins, Esq. M. Shane Johnson, Esq. Megan Young-John, Esq. 1000 Main Street, 36th Floor Houston, TX 77002-6341 Telephone: (713) 226-6648 Facsimile: (713) 226-6248 E-mail: jhiggins@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com - and - PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP Elizabeth R. McColm, Esq. John T. Weber, Esq. 1285 Avenue of the Americas New York, NY 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 E-mail: emccolm@paulweiss.com jweber@paulweiss.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/37qPyuZ About Country Fresh Holding Country Fresh Holdings, LLC, operates as a holding company. The Company, through its subsidiaries, provides fresh-cut fruits and vegetables, snacking products, and home meal replacement solutions. Country Fresh Holdings serves customers in the United States and Canada. Country Fresh Holding Company Inc. and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30574) on Feb. 15, 2021. The Hon. David R. Jones is the case judge. The Debtors tapped FOLEY & LARDNER, LLP, as counsel; and ANKURA CONSULTING GROUP, LLC, is the management and restructuring services provider. EPIQ CORPORATE RESTRUCTURING is the claims agent. CRACKED EGG: Sate Court Denies Shutdown Order Reprieve ------------------------------------------------------ Matthew Santoni of Law360 reports that a Pennsylvania judge declined Wednesday, February 17, 2021, to stay an order closing a Pittsburgh-area restaurant that had refused to follow state mask mandates and occupancy limits, saying he didn't think the diner was likely to succeed with an appeal arguing that the pandemic mitigation orders were unconstitutional. Judge John T. McVay Jr. of the Allegheny County Court of Common Pleas reiterated his earlier opinion that state orders requiring masks passed constitutional muster under both the 115-year-old U.S. Supreme Court precedent of Jacobson v. Massachusetts and the rational-basis tests that followed Jacobson, since the state and the county Health Department had rational, public-health-based reasons for requiring face coverings to reduce the spread of COVID-19. The Crack'd Egg restaurant hadn't shown that it would be immediately harmed by failure to grant a stay because it had chosen to shut down rather than comply with the rules, he said. "They've largely chosen their fate," Judge McVay said. "It is a simple, relatively inexpensive protective measure … I don't think the Constitution has any problem with that." Judge McVay ruled from the bench after video arguments Wednesday, clearing the way for the Cracked Egg LLC, the Brentwood restaurant's parent company, to take its appeal to the Commonwealth Court of Pennsylvania. The Crack'd Egg had not followed the state's orders that employees and customers not eating wear masks, and had operated above the 25% capacity limit intended to allow for safe social distancing, with owner Kimberly Waigand portraying those practices as an act against government "tyranny." The Allegheny County Health Department had issued several citations for failure to follow the pandemic mitigation orders and eventually suspended the restaurant's operating permit, but it stayed open anyway. The county sued the restaurant in September. The Cracked Egg LLC filed for Chapter 11 bankruptcy in October so it could halt the litigation and stay open, but the bankruptcy court lifted the stay on the county's case on Jan. 7. On Feb. 3, 2021, Judge McVay ruled that the restaurant had to shut down until it complied with state and county health orders. The Cracked Egg quickly announced its intention to appeal, and although Waigand had said she would shut down rather than comply, the restaurant asked McVay for a stay pending the appeal. Attorney James Cooney, representing the restaurant, argued that he did not need to show a "strong" likelihood that an appeal would succeed, only that the claim was plausible. Cooney pointed to a footnote in Pa. PUC v. Process Gas that said the "likelihood of success" prong of weighing a stay should be flexible since it was unlikely that most courts would change their mind on their own rulings. Cooney said there were still issues of whether the "temporary" emergency declarations cited as reasons the state could skip its usual lengthy rulemaking process could still be considered temporary nearly a year later. The primary state case Judge McVay cited in upholding the mask orders, Friends of Danny DeVito v. Gov. Tom Wolf, had come only a month or two into the pandemic, while the restaurant's preferred precedent, County of Butler v. Wolf, had led to a federal court ruling that the temporary measures had gone on long enough back in September, he said. Vijyalakshmi Patel, representing the health department, said the stay should be denied because the Cracked Egg had not shown that it was likely to win on appeal and because the potential spread of the virus outweighed the economic harm of keeping the restaurant closed. It could still reopen under the judge's orders, she said. The Crack'd Egg "may want to open at 100% capacity, like every other restaurant in the Commonwealth would, but they have not been deprived of the ability to do business," Patel said. Representatives of the health department did not immediately respond to requests for comment after the hearing Wednesday. "The lower court ruling casts a dilemma for our clients in that accepting compliance would be a convenient, at least interim, salvation for their business but at the sacrifice of their principles and constitutional rights. Our clients have opted to stand on their rights," said Sy Lampl, another of the attorneys representing the Crack'd Egg. "To the extent we prevail on appeal, the county will have a reckoning in our civil rights action given its pervasive policy of mandating what we view as unconstitutional conditions put on otherwise lawfully operated businesses." The Allegheny County Health Department is represented in-house by Vijyalakshmi Patel, Michael Parker and Jeffrey Bailey. The Cracked Egg LLC 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, and Dennis M. Blackwell of the Blackwell Law Firm. The case is County of Allegheny v. the Cracked Egg LLC, case number GD-20-009809, in the Court of Common Pleas of Allegheny County, Pennsylvania. About The Cracked Egg The Cracked Egg LLC is a family-owned culinary-driven gourmet eatery in Brentwood, Pennsylvania that serves breakfast and lunch. Cracked Egg filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 20-22889) on Oct. 9, 2020. In the petition signed by Kimberly Waigand, the owner, the Debtor was estimated to have less than $50,000 in assets and $100,000 to $500,000 in liabilities. Robert O Lampl Law Office and BeanCounters Tax and Accounting Services serve as the Debtor's legal counsel and accountant, respectively. DOLE FOOD: Moody's Puts B2 CFR Under Review for Upgrade on Merger ----------------------------------------------------------------- Moody's Investors Service placed all the ratings of Dole Food Company, Inc. on review for upgrade, including the company's B2 Corporate Family Rating, B2-PD Probability of Default Ratings, B1 first lien term loan rating, and Caa1 third lien note rating. The review for upgrade follows Total Produce plc's recent announcement of its intent to merge with Dole under a newly created, U.S. listed company ("Dole plc")¹. Total Produce is a European fresh produce company based in Ireland which currently owns a 45% stake in Dole. Under the proposed transaction, Dole will merge with a subsidiary of Total Produce and David Murdoch's 55% interest in Dole with be exchanged for shares in Dole plc representing 17.5% of Dole plc on a fully diluted basis. Total Produce's shareholders are expected to receive shares of Dole plc, representing 82.5% of Dole plc on a fully diluted basis. The combined entity is expected to have pro-forma 2020 revenues of approximately $9.7 billion as compared to Dole's $4.6 billion in revenues for the twelve months ended October 3, 2020. In addition, the new entity, Dole plc, is expected to have a target net debt/adjusted EBITDA of approximately 3.0x, based on company calculations, which is meaningfully lower than Dole's Moody adjusted net debt-to-EBITDA of 5.6x for the twelve months ended October 3, 2020. Lastly, the new entity will be publicly listed, which will likely improve Dole's governance. Dole plc plans to raise $500 to $700 million through an initial public offering which it will use to strengthen and de-lever the combined entity's balance sheet. Total Produce has secured committed financing to backstop and refinance Total Produce's and Dole's debt facilities in conjunction with the transaction. The review for upgrade reflects Moody's expectation that the combined company will be meaningfully larger, more diversified by product and geographic reach, will potentially improve margins through cost synergies, and utilize lower leverage. In the review, Moody's will assess the combined company's business profile, operating strategies, and capitalization including the debt structure. Based on the likelihood that Dole will repay its current existing outstanding rated debt, Moody's expects to withdraw Dole's CFR, PDR, and the ratings on any of Dole's currently rated outstanding debt that is refinanced. The following ratings/assessments are affected by the action: On Review for Upgrade: Issuer: Dole Food Company, Inc. Corporate Family Rating, Placed on Review for Upgrade, currently B2 Probability of Default Rating, Placed on Review for Upgrade, currently B2-PD Senior Secured 1st Lien Term Loan, Placed on Review for Upgrade, currently B1 (LGD3) Senior Secured 3rd Lien Notes, Placed on Review for Upgrade, currently Caa1 (LGD5) Outlook Actions: Issuer: Dole Food Company, Inc. Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE Dole Food Company's existing credit profile and B2 CFR are constrained by high financial leverage with Moody's adjusted debt to EBITDA around 5.8x, low margins, and earnings and cash flow volatility inherent in the company's commodity-oriented business. The company benefits from its sophisticated production and logistics infrastructure, its good market position as one of a few large fresh fruit and fresh vegetable producers in the U.S. and Europe, and its large scale and operational diversity. Dole's financial policy is aggressive, but both owners, David Murdock and Total Produce, favorably encourage deleveraging. Environmental factors are significant for the company given the large land, water and energy usage for growing produce. In terms of social factors, social factors relating to responsible production can negatively affect demand for the company's products if there are quality issues or product recalls. Societal trends toward health and wellness will benefit the demand for Dole's products given the health benefits of fruits and vegetables. Employee health and well being and labor relations are a risk if not properly managed. Governance risk is considered a positive factor when assessing the new entities financial strategy and risk management as evidenced by the announcement of a target net debt/adjusted EBITDA of approximately 3.0x for Dole plc. Dole plc's announced dividend and capital allocation policy are also commensurate with a positive governance risk assessment. Furthermore, Moody's views Dole plc's plan to become a publicly list company as a positive governance factor. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade could occur if the company improves its scale and increases product and geographic diversity. Dole could also be upgraded if the company maintains cash flow from operations to net debt in the mid to high teens, sustains debt to EBITDA below 4.0x, exhibits greater earnings and cash flow stability, or sustains positive free cash flow. Ratings could be downgraded if operating performance deteriorates, liquidity weakens, Moody's expects weak or negative free cash flow to persist, or debt to EBITDA is sustained above 5.5x. The principal methodology used in these ratings was Protein and Agriculture published in May 2019. Dole Food Company, Inc. is a producer of fresh fruit and fresh vegetables. Revenue was $4.6 billion for the 12 months ending October 03, 2020. Dole is a private company and does not publicly disclose financial information. Dole is 55% owned by its Chairman David Murdock, and 45% owned by publicly-traded Total Produce PLC, a European based fresh produce distribution company. Total Produce has the right to acquire the balance of Dole's common stock from Mr. Murdock beginning two years after Total Produce's $300 million July 2018 investment. E-Z GENERAL: Hires Farmer & Associates as Special Tax Counsel ------------------------------------------------------------- E-Z General & Roofing Contractors Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Farmer & Associates, PLLC to provide legal advice on tax matters. The firm's current rate for its attorneys and paralegals is $600 per hour and $240 per hour, respectively. The hourly rates for administrative staff range from $90 to $180. In addition, the firm received a pre-bankruptcy retainer in the amount of $15,000. Aaron Farmer, Esq., at Farmer & Associates, disclosed in a court filing that the firm neither represents nor holds any interest adverse to the Debtor and its estate with respect to the matters upon which it is to be engaged. The firm can be reached through: Aaron A. Farmer, Esq. Farmer & Associates, PLLC 999 Vanderbilt Beach Rd., Suite 501 Naples, FL 34108 Tel: 239-262-2040 Fax: 239-262-2180 About E-Z General & Roofing Contractors Inc. E-Z General & Roofing Contractors Inc. provides contracting services in the fields of residential and commercial roofing, general construction, concrete restoration, storm restoration and emergency services and repairs. E-Z General sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-00171) on Feb. 8, 2021. In the petition signed by E-Z General President Ney Dias, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of the same range. Stichter Riedel Blain & Postler, P.A. and CliftonLarsonAllen, LLP serve as the Debtor's legal counsel and accountant, respectively. E-Z GENERAL: Seeks to Hire Boatman Ricci as Litigation Counsel -------------------------------------------------------------- E-Z General & Roofing Contractors Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Boatman Ricci as its litigation counsel. Boatman Ricci will represent the Debtor's interests in pending litigation, including its collection actions which are not subject of the automatic stay. The firm will also advise the Debtor on construction-related issues. The firm charges $255 to $450 per hour for the services of its lawyers and $95 to $185 per hour for paralegal services. Ernest Ricci, Esq., the firm's attorney who will be providing the services, will be paid at the rate of $365 per hour. Boatman Ricci received a retainer in the amount of $25,000. Boatman Ricci is a "disinterested person" within the meaning of Sections 101(14) and 327 of the Bankruptcy Code, according to court papers filed by the firm. The firm can be reached through: Ernest A. Ricci, Esq. Boatman Ricci 3021 Airport-Pulling Road North, Suite 202 Naples, FL 34105 Phone: +1 239-330-1494 Email: info@boatmanricci.com About E-Z General & Roofing Contractors Inc. E-Z General & Roofing Contractors Inc. provides contracting services in the fields of residential and commercial roofing, general construction, concrete restoration, storm restoration and emergency services and repairs. E-Z General sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-00171) on Feb. 8, 2021. In the petition signed by E-Z General President Ney Dias, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of the same range. Stichter Riedel Blain & Postler, P.A. and CliftonLarsonAllen, LLP serve as the Debtor's legal counsel and accountant, respectively. E-Z GENERAL: Seeks to Hire CliftonLarsonAllen as Accountant ----------------------------------------------------------- E-Z General & Roofing Contractors Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire CliftonLarsonAllen LLP as its accountant. The firm's services include: (a) providing accounting services to the Debtor in connection with its Chapter 11 case and its emergence from bankruptcy; (b) preparing federal, state and local tax returns, as applicable; (c) assisting with the Debtor's reporting requirements; (d) assisting with the analysis of tax liabilities; (e) providing litigation support and testimony, if necessary; and (f) other functions as requested by the Debtor or its counsel. The hourly rate for the firm's professionals is $315. The firm will receive a pre-bankruptcy retainer in the amount of $30,000. Kyle Williamson of CliftonLarsonAllen disclosed in a court filing that the firm is disinterested as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kyle Williamson CliftonLarsonAllen LLP 4501 Tamiami Trail North, Suite 200 Naples, FL 34103-3548 Tel: 239-262-8686 Fax: 239-262-7343 About E-Z General & Roofing Contractors Inc. E-Z General & Roofing Contractors Inc. provides contracting services in the fields of residential and commercial roofing, general construction, concrete restoration, storm restoration and emergency services and repairs. E-Z General sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-00171) on Feb. 8, 2021. In the petition signed by E-Z General President Ney Dias, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of the same range. Stichter Riedel Blain & Postler, P.A. and CliftonLarsonAllen, LLP serve as the Debtor's legal counsel and accountant, respectively. E-Z GENERAL: Seeks to Hire Stichter Riedel as Bankruptcy Counsel ---------------------------------------------------------------- E-Z General & Roofing Contractors Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Stichter, Riedel, Blain & Postler, P.A. as its bankruptcy counsel. The firm's services include: a. rendering legal advice with respect to the Debtor's powers and duties, the continued operation of its business, and the management of its property; b. preparing legal papers; c. appearing before the court and the U.S. trustee; d. assisting with and participating in negotiations with creditors and other parties in interest in formulating a plan of reorganization, drafting such a plan, and taking necessary legal steps to confirm such a plan; e. representing the Debtor in all adversary proceedings, contested matters, and matters involving administration of this case; f. representing the Debtor in negotiations with potential financing sources, and preparing contracts, security instruments, and other documents necessary to obtain financing; and g. performing all other legal services that may be necessary for the proper preservation and administration of the Debtor's Chapter 11 case. The firm received the aggregate sum of $77,000 on account of pre-bankruptcy services and as a retainer for post-petition services. Edward Peterson, Esq., a partner at Stichter Riedel, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Stichter Riedel can be reached at: Edward J. Peterson, Esq. Stichter Riedel Blain & Postler, P.A. 110 East Madison Street, Suite 200 Tampa, FL 33602 Tel: (813) 229-0144 Email: epeterson@srbp.com About E-Z General & Roofing Contractors Inc. E-Z General & Roofing Contractors Inc. provides contracting services in the fields of residential and commercial roofing, general construction, concrete restoration, storm restoration and emergency services and repairs. E-Z General sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-00171) on Feb. 8, 2021. In the petition signed by E-Z General President Ney Dias, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of the same range. Stichter Riedel Blain & Postler, P.A. and CliftonLarsonAllen, LLP serve as the Debtor's legal counsel and accountant, respectively. EAGLE HOSPITALITY: Lodging USA Steps Down as Committee Member ------------------------------------------------------------- Lodging USA Lendco, LLC resigned from the official committee of unsecured creditors in the Chapter 11 cases of EHT US1, Inc. and its affiliates effective Feb. 15, according to a notice filed by the U.S. Trustee for Regions 3 and 9. The remaining members of the committee are: 1. Holiday Inn Club Vacations Inc. Attn: Donna Hansen 9271 S. John Young Parkway Orlando, FL 32819 Phone: 407-395-6905 E-mail: dhansen@holidayinnclub.com 2. Hotelier Management Services, LLC Attn: Patrick O'Reilly 14640 NW 60th Ave. Miami Lakes, FL 33014 Phone: 267-294-1543 E-mail: poreilly@purestar.com 3. Mariott International, Inc. Attn: Carl Hurwitz 10400 Fernwood Rd. Bethesda, MD 20817 4. Crestline Hotels & Resorts, LLC Attn: Ed Hoganson 3950 University Dr., Ste. 301 Fairfax, VA 22030 Phone: 571-529-6111 Email: ed.hoganson@crestlinehotels.com About Eagle Hospitality Group Eagle Hospitality Trust -- https://eagleht.com/ -- is a hospitality stapled group comprising Eagle Hospitality Real Estate Investment Trust and Eagle Hospitality Business Trust. Based in Singapore, Eagle H-REIT is established with the principal investment strategy of investing on a long-term basis in a diversified portfolio of income-producing real estate, which is used primarily for hospitality or hospitality-related purposes as well as real estate-related assets in connection with the foregoing, with an initial focus on the United States. EHT US1, Inc. and 26 affiliates, including 15 LLC entities that each owns hotels in the U.S., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10036) on Jan. 18, 2021. EHT US1 estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Paul Hastings LLP and Cole Schotz P.C. as their bankruptcy counsel, FTI Consulting Inc. as restructuring advisor, and Moelis & Company LLC as investment banker. Rajah & Tann Singapore LLP and Walkers serve as Singapore Law counsel and Cayman Law counsel, respectively. Donlin, Recano & Company, Inc. is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Feb. 4, 2021. The committee is represented by Morris James, LLP and Kramer Levin Naftalis & Frankel, LLP. EASTERDAY RANCHES: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------- Gregory Garvin, Acting U.S. Trustee for Region 18, appointed an official committee to represent unsecured creditors in the Chapter 11 case of Easterday Ranches Inc. The committee members are: 1. J.R. Simplot Attn: Beth Coonts 1099 W. Front Street Boise, ID 83702 Phone: 208-780-8264 E-mail: Beth.coontis@simplot.com 2. Alto Nutrients, LLC Attn: Christopher Wright 400 Capitol Mall, Suite 2060 Sacramento, CA 95814 Phone: 916-403-2130 E-mail: cwright@altoingredients.com 3. Animal Health International Heather Kayser P.O. Box 1240 Greeley, CO 80632 Phone: 970-371-9400 E-mail: Heather.Kayser@pattersonvet.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Easterday Ranches Inc. Easterday Ranches, Inc. is a privately held company in the cattle ranching and farming business. It conducts business under the name Easterday Farms. Easterday Ranches filed a Chapter 11 bankruptcy petition (Bankr. E.D. Wash. Case No. 21-00141) on Feb. 1, 2021. At the time of the filing, the Debtor disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge Whitman L. Holt oversees the case. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as its bankruptcy counsel, Bush Kornfeld LLP as litigation counsel, and Davis Wright Tremaine LLP as special counsel. T. Scott Avila and Peter Richter of Paladin Management Group serve as restructuring officers. ENKOGS1 LLC: Wins Cash Collateral Access Thru March 4 ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, has authorized ENKOGS1, LLC to use cash collateral on an interim basis through March 4, 2021, nunc pro tunc to January 22, 2021. The Debtor is authorized to use cash collateral solely to pay amounts expressly authorized by the Court, the current and necessary itemized expenses set forth in the budget with a 10% variance, and additional amounts as may be expressly approved in writing by the State Bank of Texas. The State Bank of Texas as secured creditor is granted a perfected post-petition lien against the cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. The Debtor will timely file all monthly operating reports and will provide to the Secured Creditor on a bi-weekly basis a budgeted-to-actual comparison setting forth the Debtor's performance as compared to its budget in the preceding two weeks. The Debtor is directed to maintain insurance coverage for its property, with the Secured Creditor named as a loss payee, in accordance with the obligations under the loan and security documents with the Secured Creditor, and will promptly provide the Secured Creditor with any notice received regarding any possible cancellation, reduction or termination of coverage. Commencing on March 1, 2021 and continuing on the 1st day of each month thereafter until further Court order, the Debtor will pay $1,000 per month to its attorney's trust account. These funds are intended as a payment against the administrative claim of the Subchapter V Trustee and will be held in trust by the Debtor's counsel until further order of the Court. A further hearing on the Motion is scheduled for March 4 at 10:15 a.m. A copy of the order is available for free at https://bit.ly/3u8quT7 from PacerMonitor.com. About ENKOGS1 LLC ENKOGS1, LLC is a Texas limited liability company, formed on July 31, 2018, which owns and operates a 79-room hotel in Fulton (Rockport), Texas under the flag of Econo Lodge Inn & Suites. The Debtor filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:21-bk-00276) on January 22, 2021. In the petition signed by Marco Kozlowski, managing member, the Debtor disclosed between $1 million to $10 million in both assets and liabilities. Judge Karen S. Jennemann oversees the case. The Debtor is represented by BARTOLONE LAW, PLLC as counsel. FLEX ACQUISITION: Moody's Gives B2 Rating on New $1.276B Term Loan ------------------------------------------------------------------ Moody's Investors Service assigned a B2 rating to the proposed $1.276 billion first lien term loan due 2028 of Flex Acquisition Company, Inc. (d/b/a Novolex). Moody's also assigned a B2 rating to the extended $500 million revolver due in 2026. The proceeds of the new term loan issuance will be used to repay the first lien term loan due in 2023. The transaction is leverage neutral and improves the company's maturity profile. All other ratings, including the B3 corporate family rating and the B3-PD probability of default rating and other instrument ratings remain unchanged. The ratings outlook is stable. Assignments: Issuer: Flex Acquisition Company, Inc. Gtd. Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3) Gtd. Senior Secured 1st Lien Revolving Credit Facility, Assigned B2 (LGD3) RATINGS RATIONALE The B3 corporate family rating reflects weak credit metrics (Moody's adjusted debt/EBITDA of approximately 7 times in the twelve months ended December 2020), exposure to end markets negatively impacted by the coronavirus pandemic and expectations of some recovery and deleveraging in 2021. Novolex's institutional can liner segment (roughly 11% of sales) and foodservice-oriented Waddington segment (about 20% of sales) were negatively impacted by shutdowns, office, school and campus closures and reduction in large gatherings due to the coronavirus pandemic. Moody's expects both segments to recover but remain below the 2019 levels in 2021. Growth in other foodservice applications for take out and delivery as well as in retail bags and in custom films selling into industrial and construction markets will likely increase in 2021, driving top line growth and improvement in credit metrics. Weak credit metrics are somewhat offset by free cash flow generation and a track record of debt paydown in 2019 and 2020, although the credit profile continues to incorporate acquisition risk. The company faces longer-term regulatory risk related to single-use plastic packaging even as in the near-term single-use, disposable products are seeing an increase in demand due to the pandemic. The credit profile benefits from the company's scale and its diversified portfolio, however, individual end markets where it participates remain competitive and could be subject to some pricing pressure. The company benefits from a diversified customer base and longstanding relationships with large customers, cost-pass through provisions in sales contracts, albeit with lags, and exposure to the more stable food packaging segment. The B2 ratings on the extended 1st lien senior secured revolving credit facility due 2026, the proposed 1st lien senior secured term loan due 2028 and the 1st lien senior secured term loan due 2025 are one notch above the Corporate Family Rating reflecting their structurally senior position in the capital structure. The borrower is Flex Acquisition Company, Inc. The guarantors include all direct and indirect domestic subsidiaries, with certain exceptions. The facilities are secured by a 1st lien pledge of substantially all tangible and intangible property and assets of the borrower and guarantors as well as the stock of the borrower and guarantors. The Caa2 rating on the $625 million Senior Unsecured Notes due in 2025 and the $500 million Senior Unsecured Notes due in 2026 reflects the effective subordination of these notes to a considerable amount of 1st lien debt and the expectation of a considerable loss in value in a default scenario. The borrower and guarantors are the same as those for the 1st lien secured facilities. The stable outlook reflects expectation of recovery in revenues and earnings and improvement in credit metrics in 2021. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade the rating if the company demonstrates debt pay-down and reduces Debt/EBITDA below 6.0 times on a sustained basis, improves EBITDA/Interest coverage to 3.0 times and funds from operations to debt sustainably above 8%. Moody's could downgrade the rating if the company's operating performance deteriorates, Debt/EBITDA remains above 7.0 times, EBITDA/Interest falls below 1.5 times, funds from operation to debt fall below 6% and free cash flow turns negative. Novolex is expected to have good liquidity supported by positive free cash flow generation. The company had $159 million of cash on hand as of December 2020 and full availability under the $500 million revolver extended until 2026. The revolver has a springing maximum 7.0x first lien net leverage ratio test that is triggered when more than 35% of the revolver is drawn and the company was in compliance with the covenant. Moody's expect the company to continue to generate free cash flow and absent an acquisition target to continue to pay down debt. Peak working capital use is in the second and third calendar quarters due to the seasonal build of inventory. The 1st lien term loan due 2025 and the $625 million Senior Unsecured Notes due in 2025 are the nearest maturities and the company only has manageable annual term loan amortization totaling 1% of the principal amount paid quarterly or approximately $30 million per year. Most assets are encumbered by the senior secured credit facilities, leaving few sources of alternative liquidity As a fiber and polymer packaging manufacturer, Novolex has moderate environmental risks due to increasing regulatory and consumer concerns about plastic packaging, particularly plastic retail bags and single-use plastic packaging. The company's legacy plastic retail business (approximately 14% of sales) continues to face risks from ongoing legislative initiatives to ban their use, however, near-term some of these bans were suspended temporarily as single-use, disposable items are preferable during the pandemic. Moody's believes Novolex has established expertise in complying with environmental and business risks and has incorporated procedures to address them in their operational planning and business models, specifically including recycled and post-consumer content in its plastic and paper products. Novolex currently has not disclosed any sizeable accrued environmental liabilities. Novolex has some exposure to industries that are negatively affected by the coronavirus outbreak, such as foodservice and institutional can liners, but in most jurisdictions food packaging production was deemed an essential service, which allowed Novolex to continue to supply its customers. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Governance risks are heightened given Novolex's private-equity ownership, which carries the risk of an aggressive financial policy, including debt-funded acquisitions or dividends. Headquartered in Hartsville, South Carolina, Flex Acquisition Company Inc., which is doing business as Novolex, is a manufacturer of fiber and polymer packaging products, ranging from bags for grocery, retail and food service markets to can liners, specialty films and lamination products, rigid food packaging and environmentally friendly packaging products. The company has 55 manufacturing plants, including 4 in Europe, and revenues of $3.4 billion for the twelve months ended December, 2020. Novolex, has been a portfolio company of The Carlyle Group since December 2016. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass and Plastic Containers Methodology published in September 2020. GATEWAY RADIOLOGY: May Use Cash Collateral Thru March 10 -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has authorized Gateway Radiology Consultants PA and PM Radiology, LLC to use cash collateral on an interim basis through March 10, 2021, to pay post-petition checks. The Debtor is directed to continue to provide Achieva Credit Union with weekly reports reflecting: receipts, disbursements, and billings for the prior calendar week; an accounts receivable aging; and a list of all outstanding postpetition accounts payable each Wednesday. As adequate protection for the Debtor's use of cash collateral, Achieva Credit Union is granted a duly perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as its prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. As further adequate protection for the use of cash collateral to pay costs and expenses associated with the pursuit of the claims of Gateway Radiology Consultants P.A. and PM Radiology, LLC against Philips North America, LLC and Philips Medical Capital, LLC, Achieva Credit Union will be granted a duly perfected post-petition lien against any recovery received by the Debtors on such Claims to the extent of the costs and expenses paid from cash collateral. A continued telephonic hearing on the Motion will be held on March 10 at 10:30 a.m. A copy of the order is available for free at https://bit.ly/3qxwZgi from PacerMonitor.com. About Gateway Radiology Consultants PA Saint Petersburg, Fla.-based Gateway Radiology Consultants P.A. filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-04971) on May 28, 2019. In the petition signed by Gateway Radiology President Gagandeep Manget M.D., the Debtor disclosed $1.2 million in assets and $14.9 million in liabilities. Judge Michael G. Williamson oversees the case. The Debtor tapped Joel M. Aresty, P.A. as its bankruptcy counsel. Beighley, Myrick, Udell, + Lynne, PA and Paul C. Jensen, Attorney-At-Law serve as the Debtor's special counsel. GIRARDI & KEESE: Tom Girardi Bid to Serve as Guardian Denied ------------------------------------------------------------ Law.com reports that U.S. Bankruptcy Judge Barry Russell said the motion by Robert Girardi to serve as "next friend" guardian ad litem for his brother was moot because a Los Angeles Superior Court judge had appointed him Feb. 2, 2021, to serve as temporary conservator. But he said he would have rejected the motion given the 'serious objections' contesting the mental health claims about Girardi. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: 213.626.2311 Facsimile: 213.629.4520 E-mail: emiller@sulmeyerlaw.com GRATITUDE TRAINING: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------ The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Gratitude Training LLC, according to court dockets. About Gratitude Training Gratitude Training, LLC, a coaching company that offers transformational trainings, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-10143) on Jan. 8, 2021. Gratitude Training President Josephine Englesson signed the petition. At the time of the filing, the Debtor disclosed $40,811 in assets and $1,788,435 in liabilities. Judge Peter D. Russin presides over the case. The Debtor tapped Van Horn Law Group, P.A. as its legal counsel and Varshawsky Huber, LLP as its accountant. GULFSLOPE ENERGY: Incurs $358,489 Net Loss in First Quarter ----------------------------------------------------------- Gulfslope Energy, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $358,489 on zero revenue for the three months ended Dec. 31, 2020, compared to a net loss of $153,143 on zero revenue for the three months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $15.33 million in total assets, $13.58 million in total liabilities, and $1.74 million in total stockholders' equity. The Company has incurred accumulated losses as of Dec. 31, 2020 of $58.3 million, has negative working capital of $10.8 million and for the three months ended Dec. 31, 2020 generated losses of $0.1 million. Further losses are anticipated in developing its business. As a result, the Company said there exists substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2020, the Company had $2.6 million of unrestricted cash on hand. The Company estimates that it will need to raise a minimum of $10.0 million to meet its obligations and planned expenditures. The $10.0 million is comprised primarily of capital project expenditures as well as general and administrative expenses. It does not include any amounts due under outstanding debt obligations, which amounted to $11.7 million of current principal and accrued interest as of Dec. 31, 2020. The Company plans to finance operations and planned expenditures through the issuance of equity securities, debt financings and farm-out agreements, asset sales or mergers. The Company also plans to extend the agreements associated with all loans, the accrued interest payable on these loans, as well as the Company's accrued liabilities. "There are no assurances that financing will be available with acceptable terms, if at all, or that obligations can be extended. If the Company is not successful in obtaining financing or extending obligations, operations would need to be curtailed or ceased, or the Company would need to sell assets or consider alternative plans up to and including restructuring. The financial statements do not include any adjustments that might result from the outcome of this uncertainty," GulfSlope said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1341726/000138713121002460/gspe-10q_123120.htm About GulfSlope Headquartered in Houston, Texas, GulfSlope Energy, Inc. -- http://www.gulfslope.com-- is an independent crude oil and natural gas exploration and production company whose interests are concentrated in the United States Gulf of Mexico federal waters. GulfSlope Energy commenced commercial operations in March 2013. GulfSlope Energy was originally organized as a Utah corporation in 2004 and became a Delaware corporation in 2012. Gulfslope reported a net loss of $2.42 million for the year ended Sept. 30, 2020, compared to a net loss of $13.72 million for the year ended Sept. 30, 2019. As of Sept. 30, 2020, the Company had $16.07 million in total assets, $13.97 million in total liabilities, and $2.10 million in total stockholders' equity. Pannell Kerr Forster of Texas, P.C., in Houston, Texas, the Company's auditor since 2019, issued a "going concern" qualification in its report dated Dec. 29, 2020, citing that the Company has accumulated losses, and further losses are anticipated in developing the Company's business, which raise substantial doubt about its ability to continue as a going concern. HARGRAY COMMUNICATIONS: Moody's Puts B2 CFR on Review for Upgrade ----------------------------------------------------------------- Moody's Investors Service placed Hargray Communications Group, Inc.'s ratings, including the B2 corporate family rating on review for upgrade. The outlook was revised to rating under review from stable. The review was prompted by the Hargray and Cable One, Inc. ("Cable One", Ba3 stable) announcement on 15 February [1] that Cable One plans to acquire the 85% ownership stake in Hargray that it does not currently own for a purchase price of $2.2 billion. The acquisition is subject to regulatory approvals and is expected to close in the second quarter of 2021. On Review for Upgrade: Issuer: Hargray Communications Group, Inc. Probability of Default Rating, Placed on Review for Upgrade, currently B3-PD Corporate Family Rating, Placed on Review for Upgrade, currently B2 Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently B2 (LGD3) Outlook Actions: Issuer: Hargray Communications Group, Inc. Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The rating review reflects the possibility that Hargray's secured debt could remain in the post-acquisition capital structure. If Hargray's secured debt remains outstanding post-acquisition, it would likely benefit from governance considerations related to implied financial support from a parent with stronger credit quality or potentially explicit support in the form of a guarantee. Moody's expects to conclude the review when Cable One's plan for the Hargray debt is announced or effected. Moody's expects to withdraw Hargray's ratings if the rated debt is repaid. Hargray's current B2 (on Review for Upgrade) corporate family rating is constrained by its small scale, high leverage and capital intensity and limited free cash flow. Hargray's network footprint is relatively small and geographically concentrated. Additionally, the company pursues an aggressive financial policy that tolerates high leverage driven by an appetite for debt-financed M&A. Leverage stood at 6.3x as of FYE 9/2020, including Moody's adjustments. The company is also constrained by high capital spending that accounted for 34% of revenue in 2020 as management invests in the business, with upgrades to its network and various projects. This results in very weak free cash flow, that is negative with success and strategic capital spending. The rating is supported by good growth in its high speed data (HSD) segment, strong competitive positioning across a service territory with favorable growth demographics, and commercial market expansion opportunities. This strength helps offset weakness in its voice business and allows it compete effectively with other players in its market. The principal methodology used in these ratings was Telecommunications Service Providers published in January 2017. Hargray Communications Group, Inc., headquartered in Hilton Head Island, South Carolina, is a southeastern regional telecommunications provider of commercial services and triple-play residential high-speed data, video, and voice services. Hargray is majority owned and controlled by the Pritzker Organization, LLC, with Redwood Capital Investments, Stephens Hargray Cable LLC, and certain members of management holding minority interests. Hargray reported revenues of $261 million for the twelve months ending December 31, 2020. HEO INC: Case Summary & 4 Unsecured Creditors --------------------------------------------- Debtor: Heo, Inc. 7430 Silk Tree Pointe Braselton, GA 30517 Chapter 11 Petition Date: February 18, 2021 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 21-20173 Debtor's Counsel: William A. Rountree, Esq. ROUNTREE, LEITMAN & KLEIN, LLC Century Plaza I 2987 Clairmont Road, Ste 350 Atlanta, GA 30329 Tel: 404-584-1238 Fax: 404 704-0246 E-mail: swenger@rlklawfirm.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Hyo Sook Heo, authorized representative. A copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XM2J6BI/Heo_Inc__ganbke-21-20173__0001.0.pdf?mcid=tGE4TAMA HOME SWEET HOME: Seeks to Hire Chung & Press as Legal Counsel ------------------------------------------------------------- Home Sweet Home DD, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Chung & Press, P.C. as its new legal counsel. The firm's services include: a) assisting and advising the Debtor relative to the administration of this proceeding; b) representing the Debtor at the § 341 meeting and before the Bankruptcy Court and advising the Debtor on all pending litigations, hearings, motions, and of the decisions of the Bankruptcy Court; c) reviewing and analyzing all applications, orders, and motions filed with the Bankruptcy Court by third parties in this proceeding and advising the Debtor thereon; d) attending and representing the Debtor at all examinations; e) communicating with creditors and all other parties in interest; f) assisting the Debtor in preparing all necessary applications, motions, orders, supporting positions taken by the Debtor, and preparing witnesses and reviewing documents in this regard; g) conferring with all other professionals, including any accountants and consultants retained by the Debtor and by any other party in interest; h) assisting the Debtor in negotiations with creditors or third parties concerning the terms of any proposed plan of reorganization; i) preparing, drafting and prosecuting the plan of reorganization; and j) assisting the Debtor in performing such other services as may be in the interest of the Debtor and the Estate and performing all other legal services required by the Debtor. Chung & Press will charge fees and expenses incurred in representing the Debtor in the proceedings based on the normal rates, currently $495 per hour for Daniel Press, Esq., a partner at Chung & Press. Mr. Press disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Daniel M. Press, Esq. Chung & Press, P.C. 6718 Whittier Ave., Suite 200 McLean, VA 22101 Telephone: (703) 734-3800 Facsimile: (703) 734-0590 Email: dpress@chung-press.com About Home Sweet Home DD Home Sweet Home DD, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 21-10213) on Jan. 12, 2021, listing under $1 million in both assets and liabilities. Judge David E. Rice oversees the case. The Debtor tapped The Weiss Law Group, LLC and DCC Accounting Services, Inc. as its legal counsel and accountant, respectively. IBIO INC: Reports $8.2 Million Net Loss in Second Quarter --------------------------------------------------------- iBio, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss available to the Company's stockholders of $8.19 million on $705,000 of revenues for the three months ended Dec. 31, 2020, compared to a net loss available to the company's stockholders of $25.38 million on $314,000 of revenues for the three months ended Dec. 31, 2019. For the six months ended Dec. 31, 2020, the Company reported a net loss available to the Company's stockholders of $15.79 million on $1.11 million of revenues compared to a net loss available to the company's stockholders of $29.92 million on $422,000 of revenues for the six months ended Dec. 31, 2019. "We successfully executed against our strategic priorities during the quarter as we continued to transform the Company by advancing our pipeline, diversifying our customer base, and growing our revenues," said Tom Isett, chairman & CEO of iBio. As of Dec. 31, 2020, the Company had $145.41 million in total assets, $38.08 million in total liabilities, and $107.32 million in total equity. As of Dec. 31, 2020, iBio had cash and cash equivalents plus investments in debt securities of approximately $107.6 million. In the past, the history of significant losses, the negative cash flow from operations, the limited cash resources and the dependence by the Company on its ability to obtain additional financing to fund its operations if cash resources were exhausted raised substantial doubt about the Company's ability to continue as a going concern. Based on the total cash and cash equivalents plus debt securities of approximately $107.6 million as of Dec. 31, 2020, combined with subsequent sales of the Company's common stock through the date of the filing of this report totaling approximately $4.7 million, management believes the Company has adequate cash to support the Company's activities through March 31, 2023 . A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1420720/000110465921023996/tm216632d1_10q.htm About iBio Inc. iBio, Inc. -- http://www.ibioinc.com-- is a full-service plant-based expression biologics CDMO equipped to deliver pre-clinical development through regulatory approval, commercial product launch and on-going commercial phase requirements. iBio's FastPharming expression system, iBio's proprietary approach to plant-made pharmaceutical (PMP) production, can produce a range of recombinant products including monoclonal antibodies, antigens forsubunit vaccine design, lysosomal enzymes, virus-like particles (VLP), blood factors and cytokines, scaffolds, maturogens and materials for 3D bio-printing and bio-fabrication, biopharmaceutical intermediates and others, as well as create and produce proprietary derivatives of pre-existing products with improved properties. iBio reported a net loss attributable to the Company of $16.44 million for the year ended June 30, 2020, compared to a net loss attributable to the company of $17.59 million. As of Sept. 30, 2020, the Company had $117.25 million in total assets, $37.21 million in total liabilities, and $80.04 million in total equity. IDAVM MULTI GROUP: March 18 Plan & Disclosure Hearing Set --------------------------------------------------------- On Feb. 2, 2021, debtor IDAVM Multi Group, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Illinois a Disclosure Statement with respect to a Plan. On Feb. 11, 2021, Judge LaShonda A. Hunt conditionally approved the Disclosure Statement and ordered that: * March 15, 2021, is fixed as the last day for filing written acceptances or rejections of all of the plans. * March 18, 2021, is fixed for the hearing on final approval of the disclosure statement and for the hearing on confirmation of all of the plans. * March 15, 2021, is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. A full-text copy of the order dated Feb. 11, 2021, is available at https://bit.ly/2LXim6L from PacerMonitor.com at no charge. About IDAVM Multi Group IDAVM Multi Group Enterprises, Inc., filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 20-12336) on June 12, 2020. Ben Schneider, Esq. of SCHNEIDER & STONE, is the Debtor's counsel. INVESTVIEW INC: Posts $1.7 Million Net Income in Third Quarter -------------------------------------------------------------- Investview, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $1.72 million on $7.87 million of net total revenue for the three months ended Dec. 31, 2019, compared to a net loss of $3.83 million on $4.96 million of net total revenue for the three months ended Dec. 31, 2019. For nine months ended Dec. 31, 2020, the Company reported a net loss of $4.37 million on $21.22 million of net total revenue compared to a net loss of $8.58 million on $19.72 million of net total revenue for the nine months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $10.77 million in total assets, $23.79 million in total liabilities, and a total stockholders' deficit of $13.02 million. The Company has incurred significant recurring losses, which have resulted in an accumulated deficit of $50,855,326 as of Dec. 31, 2020. Additionally, as of Dec. 31, 2020, the Company had a working capital deficit of $4,713,286. These factors raise substantial doubt about the Company's ability to continue as a going concern. "It was a strong third quarter across our product portfolio with consistent month over month growth. This is a testament to Investview, to execute on our mission to diversify into profitable sectors and provide education and access to leading edge technology, information, and financial tools that empower individuals to improve their quality of life. The world is changing before our eyes and everything we expected to happen with the maturity of financial technology is happening at an accelerated rate. From balancing a checkbook to trading bitcoin, we are preparing individuals worldwide to improve their financial status and provide the education and technology to do it," said Joe Cammarata, Investview CEO. "We are extremely pleased with our performance for the three quarters of fiscal 2021 which were delivered in a highly challenging operation environment amidst the COVID-19 pandemic. We are executing our multi-year plan and we are pleased to see it generating revenue and profitability," Mr. Cammarata added. Investview has refocused the company's objectives and subsidiaries to drive fintech objectives. The four pillars of this initiative include mining, education, financial trading tools and the newly announced ndau digital currency product packages. The Company's activities in support of digital currency and blockchain technologies is currently supporting our revenue growth, but more importantly, it is supporting the financial technology platforms that will enable individuals around the world to become "bankable." Mario Romano, Director of Finance added, "Our third quarter results demonstrate the impact of the changes we have made over the last twelve months. We are accelerating our revenue growth and increasing our productivity. We see the shift in the global financial landscape and stand ready to do our part in educating retail self-directed investors in taking part in this evolution." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/862651/000149315221003898/form10-q.htm About Investview Headquartered in Salt Lake City, Utah, Investview, Inc., is a diversified financial technology organization that operates through its subsidiaries, to provide financial products and services to individuals, accredited investors and select financial institutions. Investview reported a net loss of $21.28 million for the year ended March 31, 2020, compared to a net loss of $4.98 million for the year ended March 31, 2019. As of Sept. 30, 2020, the Company had $9.71 million in total assets, $29.32 million in total liabilities, and a total stockholders' deficit of $19.61 million. Haynie & Company, in Salt Lake City, Utah, the Company's auditor since 2017, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has suffered losses from operations and its current cash flow is not enough to meet current needs. This raises substantial doubt about the Company's ability to continue as a going concern. IONIX TECHNOLOGY: Incurs $356,118 Net Loss in Second Quarter ------------------------------------------------------------ Ionix Technology, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $356,118 on $2.98 million of revenues for the three months ended Dec. 31, 2020, compared to net income of $135,658 on $7.33 million of revenues for the three months ended Dec. 31, 2019. For the six months ended Dec. 31, 2020, the Company reported a net loss of $888,424 on $5.94 million of revenues compared to net income of $846,934 on $14.83 million of revenues for the six months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $18.08 million in total assets, $7.12 million in total liabilities, and $10.96 million in total stockholders' equity. The Company had an accumulated deficit of $626,226 as of Dec. 31, 2020. The Company incurred loss from operation and did not generate sufficient cash flow from its operating activities for the six months ended Dec. 31, 2020. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The Company plans to rely on the proceeds from loans from both unrelated and related parties to provide the resources necessary to fund the development of the business plan and operations. The Company is also pursuing other revenue streams which could include strategic acquisitions or possible joint ventures of other business segments. However, no assurance can be given that the Company will be successful in raising additional capital. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1528308/000121465921001845/i21321010q.htm About Ionix Headquartered in Liaoning Province, China, Ionix Technology, Inc. -- http://www.iinx-tech.com-- is a holding company that is principally engaged in the photoelectric display and smart energy industries. The company has five operating subsidiaries: Changchun Fangguan Electronics Technology Co., Ltd, a company which has been focusing on R&D, manufacturing and marketing LCM and LCD; Changchun Fangguan Photoelectric Display Technology Co., Ltd, a company which specializes in developing, designing, and selling TN and STN LCD, STN, CSTN, and TFT LCD modules as well as other related products; Shenzhen Baileqi Electronic Technology Co., Ltd, a company which specializes in LCD slicing, filling, researching and designing, and selling of LCD Modules (LCM) and PCBs; Lisite Science Technology (Shenzhen) Co., Ltd., a company engaged in the marketing and selling of intelligent electronic devices; and Dalian Shizhe New Energy Technology Co., Ltd., a company engaged in the new energy support service, and operating the photovoltaic power generation, electric vehicles and charging piles with corresponding operation and maintenance and three dimensional parking. Currently, IINX has embarked on the layout of industrialization and marketization of front end materials and back end modules of liquid crystal displays and applications of flexible folding display technology by taking Fangguan Electronics as production bases, to seize the market share of OLED high technology. Ionix reported a net loss of $277,668 for the year ended June 30, 2020, compared to net income of $397,047 for the year ended June 30, 2019. As of Sept. 30, 2020, the Company had $17.12 million in total assets, $7.23 million in total liabilities, and $9.89 million in total stockholders' equity. The Company had an accumulated deficit of $270,108 as of Sept. 30, 2020. The Company incurred loss from operation and did not generate sufficient cash flow from its operating activities for the three months ended Sept. 30, 2020. The Company said these factors, among others, raise substantial doubt about its ability to continue as a going concern. IQVIA INC: Moody's Gives Ba3 Rating on New Senior Unsecured Notes ----------------------------------------------------------------- Moody's Investors Service assigned Ba3 ratings to the proposed senior unsecured notes of IQVIA Inc. There are no changes to IQVIA's existing ratings, including the Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating, and SGL-1 Speculative Grade Liquidity Rating. The outlook is stable. Use of proceeds from the notes offering will include refinancing existing unsecured notes. Ratings assigned: IQVIA Inc. Senior unsecured notes at Ba3 (LGD5) RATINGS RATIONALE IQVIA's Ba2 Corporate Family Rating reflects the company's considerable size, scale, and strong market positions as both a pharmaceutical contract research organization (CRO) and healthcare data and analytics provider. The ratings are constrained by Moody's view that financial leverage will remain high over the next year. Debt/EBITDA was approximately 5.7x as of September 30, 2020. Moody's believes credit metrics will meaningfully improve in 2021 supported by double digit EBITDA growth due to strong underlying demand in IQVIA's CRO and technology & analytics business. The ratings are also supported by the company's good operating cash flow and very good liquidity. ESG considerations include IQVIA's aggressive financial policy, a key governance risk. IQVIA has maintained high financial leverage, primarily through debt-funding share repurchases. Moody's anticipates that the pace of share repurchases and acquisitions will moderate compared to prior years, and that leverage will decline modestly over the next few years. The stable outlook reflects Moody's expectation that IQVIA's EBITDA growth will be very strong over the next 12-18 months but that financial leverage will remain high. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could downgrade IQVIA's ratings if it believes debt/EBITDA will be sustained above 5.0x. Significant debt-funded share repurchases or acquisitions could also result in a downgrade. Moody's could upgrade the ratings if the rating agency expects the company to maintain debt to EBITDA below 4.0x, while demonstrating consistent revenue growth and favorable profit margins. IQVIA is a leading global provider of outsourced contract research and contract sales services to pharmaceutical, biotechnology and medical device companies. The company is also a leading provider of sales and other market intelligence primarily to the pharmaceutical and biotech industries. Reported revenue for the twelve months ended December 31, 2020 were $11.4 billion. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. ISLET SCIENCES: Unsecured Creditors to Get 1.5% of Shares in Plan ----------------------------------------------------------------- Islet Sciences, Inc., a Nevada corporation, submitted a Chapter 11 Plan of Reorganization and a Disclosure Statement dated Feb. 11, 2021. On Dec. 3, 2020, the Debtor filed a motion to amend the DIP Facility to increase the credit facility to $2,000,000 (the "Amended DIP Facility"). WSF agreed to extend the additional financing to the Debtor on the same terms as the DIP Facility, with the exception of the Debtor's repayment rate, which WSF increased from $0.04 per share to $0.06 per share. As a result, WSF will own up to 35% of the equity of the Reorganized Debtor. The Debtor anticipates the Amended DIP Facility and its accompanying budget will provide it with sufficient liquidity to pay the administrative claims of the Chapter 11 case, and provide adequate working capital post-confirmation. The combined value of the Debtor is $442,398,000. The Reorganized Debtor intends to issue shares of New Equity, which will in turn allow for Holders of Allowed Unsecured Claims to receive payment based on their pro rata share of the New Equity. The Plan provides for the reorganization of the Debtor as a going concern and will significantly reduce the Debtor's debt, while preserving liquidity, which in turn will result in a stronger and delivered balance sheet. The Debtor intents to: * issue shares of the New Equity to WSF in accordance with the lender's DIP Facility, as amended, which result in WSF owning approximately 11% of the Reorganized Debtor; * issue shares to unsecured creditors, with a reserve for the Petitioning Creditors, which reserve is subject to the outcome of the North Carolina Litigation, which result in the Petitioning Creditors owning up to approximately 0.4% of the Reorganized Debtor and General Unsecured Creditors owning 1.5%; and * existing Equity Interests shall be issued their Pro Rata share of the New Equity Interests, subject to dilution based on the equity issues to WSF and unsecured creditors, leaving current Equity Interest Holders owning 87% of the Reorganized Debtor. Class 2 consists of Litigation Creditors Claims in the amount of $1,903,971. Subject to the outcome of the North Carolina Litigation, the Holders of Allowed Litigation Creditors Claims shall receive their Pro Rata distribution of the New Equity in the full amount of their Allowed Claims, which equates to 0.4% of the New Equity of the Reorganized Debtor. Class 3 consists of General Unsecured Claims in the total amount of $6,774,819. The Holders of Allowed General Unsecured Claims will receive their pro-rata distribution of the New Equity in the full amount of their Allowed Claims, which equates to 1.5% of the New Equity of the Reorganized Debtor. In light of the valuation of the Debtor's estate, the Equity Interest Holders shall receive their pro-rata share of the New Equity, but will be diluted by approximately 35% by the issuance of equity to the Holders of Claims in Classes 2 and 3, and the claims of WSF. It is anticipated the current Holders of Equity shall be diluted from 100% to 65% ownership of the Debtor of the Reorganized Debtor is successful in the North Carolina Litigation. The valuation prepared by Portage Point Partners shows that the combined value of the Debtor is $442,398,000. A full-text copy of the Disclosure Statement dated Feb. 11, 2021, is available at https://bit.ly/3pu0uhz from PacerMonitor.com at no charge. Attorneys for the Debtor: Samuel A. Schwartz, Esq. SCHWARTZ LAW, PLLC 601 East Bridger Avenue Las Vegas, NV 89101 Telephone: 702.385.5544 Facsimile: 702.385.2741 E-mail: saschwartz@nvfirm.com About Islet Sciences Islet Sciences, Inc., is a biotechnology company engaged in the research, development, and commercialization of new medicines and technologies for the treatment of metabolic diseases and related indications covering unmet medical needs. On May 29, 2019, creditors, namely, James Green, William Wilkison, Brighthaven Ventures, LLC, Kevin M. Long, VACO Raleigh, LLC, Steve Delmar, and Apex Biostatistics, Inc. (collectively, "Petitioning Creditors") filed an involuntary Chapter 7 petition against Islet Sciences (Bankr. D. Nev. 19-13366). The case was converted to one under Chapter 11 on Sept. 18, 2019. Judge Mike K. Nakagawa oversees the case. The Debtor has tapped Brownstein Hyatt Arber Schreck LLP and Schwartz Law PLLC as its legal counsel, Armstrong Teasdale LLP as special litigation counsel, and Portage Point Partners LLC as financial advisor. The U.S. Trustee for Region 17 appointed a committee of unsecured creditors on Nov. 26, 2019. The committee is represented by Andersen Law Firm, Ltd. JARVIS CAPITAL: Case Summary & 12 Unsecured Creditors ----------------------------------------------------- Debtor: Jarvis Capital Investments, LLC 7702 E. Doubletree Ranch Road Suite 300 Scottsdale, AZ 85258 Chapter 11 Petition Date: February 17, 2021 Court: United States Bankruptcy Court District of Arizona Case No.: 21-01177 Judge: Hon. Paul Sala Debtor's Counsel: Patrick Keery, Esq. KEERY MCCUE, PLLC 6803 E. Main Street Suite 1116 Scottsdale, AZ 85251 Tel: (480) 478-0709 E-mail: pfk@keerymccue.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Troy Jarvis, manager. A copy of the Debtor's list of 12 unsecured creditors is available for free at: https://www.pacermonitor.com/view/ZZSISCA/JARVIS_CAPITAL_INVESTMENTS_LLC__azbke-21-01177__0003.0.pdf?mcid=tGE4TAMA A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZR3ACKY/JARVIS_CAPITAL_INVESTMENTS_LLC__azbke-21-01177__0001.0.pdf?mcid=tGE4TAMA JUMIO INC: Court Enters Default Judgment vs. Ex-CEO David Mattes ---------------------------------------------------------------- Law360 reports that a U.S. bankruptcy judge entered a default judgment against the former CEO of mobile payments verification business Jumio Inc. on Wednesday, Feb. 17, 2021, citing findings of prolonged game-playing and destruction or concealment of evidence sought in a Delaware Chapter 11 adversary suit. Judge Brendan Linehan Shannon said in his opinion that the ruling against former CEO David Mattes was a penalty both severe and rarely invoked but nevertheless warranted. It followed a years-long discovery saga in a case filed in 2017 by Jumio's liquidating trust. Those proceedings were said to have been marked by Mattes entering into and later abandoning settlements. About JMO Wind Down JMO Wind Down, also known as Jumio Inc., before selling its assets in a bankruptcy court-sanctioned sale, JMO Wind Down Inc. was an online and mobile identity management and credentials authentication company. Headquartered in Palo Alto, California, Jumio had operations in the United States, Europe and India. Its customers include, among others, Airbnb, United Airlines, WorldRemit, EasyJet, and Duolingo. Jumio Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 16-10682) on March 21, 2016. The petition was signed by Stephen Stuut, the CFO. The Debtor estimated assets of $1 million to $10 million and debt of up to $50 million. Judge Brendan Linehan Shannon is the case judge. The Debtor tapped Landis Rath & Cobb LLP as bankruptcy counsel; Ernst & Young, LLP, as financial advisor; Wilmer Hale, LLP ("WH") as special corporate counsel; and Cooley LLP as special litigation counsel. Rust Consulting/Omni Bankruptcy is the claims and noticing agent. The Official Committee of Equity Holders retained K&L Gates LLP as general bankruptcy counsel, Pachulski Stang Ziehl & Jones LLP as co-counsel, and EisnerAmper as financial advisor. * * * The Debtor filed a motion to sell the assets for $22.7 million to Jumio Acquisition, LLC, absent higher and better offers. Jumio Acquisition is an entity formed by Facebook co-founder Eduardo Saverin, holder $15.8 million secured debt on account of prepetition senior secured convertible promissory notes, and who was invested at least $23 million in the preferred and common equity of the Debtor. Unable to resolve issues with Equity Holders, the stalking horse withdrew the bid. On May 6, 2016, the Court entered an order authorizing the Debtor to sell the assets to an entity formed by Centana Growth Partners, Jumio Buyer Inc., for cash equal to $850,000 less certain agreed cure costs totaling no more than $300,000 and plus assumption all liabilities of operating the business from and after May 9, 2016. The Debtor changed its name to JMO Wind Down Inc., following the sale. On July 25, 2016, the Debtor announced a Global Settlement with Mr. Saverin, and the Equity Committee. The Global Settlement forms the foundation of the consensual Plan of Liquidation filed by the Debtor. In October 2016, a plan to wind down the estate of Jumio won final approval from a bankruptcy judge, bringing the contentious chapter 11 case nearer to a close. KB HOME: Moody's Affirms Ba3 CFR & Alters Outlook to Positive ------------------------------------------------------------- Moody's Investors Service changed the outlook for KB Home to positive from stable. At the same time, Moody's affirmed the company's Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating, and Ba3 ratings on its senior unsecured notes. The company's SGL-2 Speculative Grade Liquidity rating is maintained. "The positive outlook reflects Moody's expectation that KB Home will see robust revenue expansion toward $5.5 billion in FY 2021 through its strong order trends, significant backlog position of nearly $3 billion at November 2020, and the visibility provided by the company's build-to-order business model," says Natalia Gluschuk, Moody's Vice President -- Senior Analyst. Moody's also expects KB Home to continue deleveraging and improving gross margin, and its interest coverage to rise above 5.0x by year end. Further, Moody's expects the company to continue to maintain a conservative financial strategy with a focus on balance sheet strength and good liquidity, and to successfully address its upcoming debt maturities over the next 18 months. Strong tailwinds in the homebuilding sector over the next 12 to 18 months will support KB Home's growth and credit metric strengthening. The following rating actions were taken: Outlook Actions: Issuer: KB Home Outlook, Changed To Positive From Stable Affirmations: Issuer: KB Home Probability of Default Rating, Affirmed Ba3-PD Corporate Family Rating, Affirmed Ba3 Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD4) RATINGS RATIONALE KB Home's Ba3 Corporate Family Rating is supported by: 1) a conservative financial policy focused on improving the balance sheet and Moody's expectation for deleveraging through earnings retention and debt reduction; 2) the company's large scale and position as one of the ten largest homebuilders in the US by revenue and homes closed; 3) approximately 60% of product mix represented by the first-time homebuyer category based on home closings and Moody's expectation that the company will benefit from the demand of the millennial population; and 4) the company's built-to-order strategy, which provides visibility into future revenue and reduces inventory risk. At the same time, the company's credit profile is constrained by: 1) KB Home's revenue and home closings concentration in California; 2) shareholder friendly activities, including ongoing dividends and potential share repurchases; 3) KB Home's supply of inactive land, which tends to generate below company average gross margins, although it now represents a low single digit percent of total inventory; and 4) cyclicality of the homebuilding sector and exposure to significant volatility in results. KB Home's SGL-2 Speculative Grade Liquidity Rating reflects Moody's expectation that the company will maintain good liquidity, supported by its $681 million cash position at November 30, 2020, solid cash flow from operations, substantial availability under its $800 million unsecured revolving credit facility expiring in October 2023, and good cushion under financial covenants. Liquidity is somewhat constrained by the upcoming debt maturities over the next 18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if KB Home's homebuilding debt to book capitalization declines below 40%, homebuilding EBIT coverage of interest increases above 5.0x, and gross margin approaches 20%. Maintenance of good liquidity and conservative financial policies, along with favorable homebuilding industry conditions would also be important considerations for an upgrade. The ratings could be downgraded if the company's homebuilding debt to book capitalization trends toward 50%, homebuilding EBIT coverage of interest is sustained below 4.0x, gross margin declines to less than 18%, or liquidity profile deteriorates. The principal methodology used in these ratings was Homebuilding And Property Development Industry published in January 2018. Headquartered in Los Angeles, KB Home is one of the country's largest homebuilders, with a presence in 45 markets in eight states and four geographic regions. The company builds attached and detached single-family residential homes, townhomes and condominiums for first-time, first move-up, second move-up and active adult homebuyers. In FY 2020 ended November 30, KB Home generated approximately $4.2 billion in homebuilding revenue and $300 million in consolidated net income. KIDS WONDERLAND: Wins Cash Collateral Access Thru March 24 ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts has authorized Kids Wonderland Academy, LLC to use cash collateral through March 24, 2021. The Debtor's use of cash collateral is limited to the expenses set forth in the budget filed on January 29, 2021, for February 2021 and the budget filed on February 12, 2021, for March 2021, excluding legal fees. Actual expenses will not exceed the total budgeted expenses by more than 10% in the aggregate. As adequate protection for any diminution in its interest due to the use of Cash Collateral, the Small Business Administration is granted replacement liens in postpetition assets of the same kind, type, and nature as the prepetition collateral of the SBA and any proceeds thereof. The liens will have the same priority as the prepetition liens of the SBA and will be deemed valid, enforceable and perfected only to the extent that the prepetition liens of SBA are valid, enforceable and perfected. The Court will hold a continued nonevidentiary hearing on the Motion by video on March 24 at 10 a.m. The Debtor is directed to file a reconciliation of actual income and expenses on a cash basis to the budgeted income and expenses for the period through February 28, 2021, and a projected budget through at least April 30, 2021 if the Debtor is seeking further use of cash collateral. A copy of the Order is available at https://bit.ly/3s3uBhx from PacerMonitor.com. About Kids Wonderland Academy Kids Wonderland Academy, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 20-12182) on Nov. 4, 2020, listing under $1 million in both assets and liabilities. Judge Janet E. Bostwick oversees the case. The Law Office of Vladimir von Timroth serves as the Debtor's legal counsel. MAPLE MANAGEMENT: Seeks Cash Collateral Use ------------------------------------------- Maple Management, LLC asks the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, for authority to use cash collateral on an emergency and interim basis. The Debtor initiated its bankruptcy case because the Trustees of the National Elevator Industry Pension Fund, Health Benefit Plan, and Educational Plan, and the Elevator Constructors Annuity and 401(k) Retirement Fund obtained a judgment in the amount of $222,619 against the Debtor on December 15, 2020 in the case captioned as, Trustees of the National Elevator Industry Pension Fund, Health Benefit Plan, and Educational Plan, and the Elevator Constructors Annuity and 401(k) Retirement Fund v. Maple Management, LLC et al, case number 2:19-cv-04305-JS, that was pending in the U.S. District Court for the Eastern District of Pennsylvania. On February 3, 2021, the Trustees domesticated the Judgment in Illinois through the case captioned as, Trustees of the National Elevator Industry Pension Fund, Health Benefit Plan, and Educational Plan, and the Elevator Constructors Annuity and 401(k) Retirement Fund v. Maple Management, LLC et al, case number 21-cv-00646, that was pending in the U.S. District Court for the Northern District of Illinois, Eastern Division. After the Judgment was domesticated, the Trustees initiated post-judgment proceeding against the Debtor, including through Citations to Discover Assets served on the financial institution First Midwest Bank where the Debtor's financial accounts are held, and on customers of the Debtor. These Citations have disrupted the business of the Debtor. Prior to the initiation of the case, the Debtor entered into a Purchase and Sale of Future Receivables agreements dated January 31, 2020 and March 12, 2020 between Greenwich Capital Management Limited Partnership and the Debtor, and Security Agreement and Personal Guaranty agreements dated January 31, 2020 and March 12, 2020 between Greenwich, the Debtor and William J. Lopina and James A Mecha. As of petition date, the Debtor is indebted to Greenwich in the amount of $125,578 and the Indebtedness is secured by a blanket lien on substantially all the assets of the Debtor. On October 15, 2019, Greenwich recorded a UCC financing statement with the Secretary of State of Illinois as document number 24855163, to perfect Greenwich's security interest in the assets of the Debtor. The Debtor needs to use the proceeds of its inventory and accounts receivable, which are the cash collateral of Greenwich, to pay the ordinary and necessary post-petition operating expenses of the Debtor's business. These ordinary and necessary expenses equal $45,000. The Debtor proposes that Greenwich may be entitled to certain protections for the use of the cash collateral, including but not limited to maintenance of property insurance as a condition for cash collateral and monthly payments in the mount of $1,000, which will be applied to the outstanding interest and principal, and continue to decrease the outstanding amount owed to the creditor. A copy of the Debtor's is available at https://bit.ly/2ZsY2gI from PacerMonitor.com. About Maple Management, LLC Maple Management, LLC is engaged in the business of owning and operating a construction-related business that installs elevators, ramps and lifts for the disabled, elderly and infirm at their primary residences. Maple Management operates from the real property commonly known as 245 W Roosevelt Rd Ste 77, West Chicago, IL 60185-4838. Maple rents this premises. Its principal is James Mecha. Maple sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-02059) on February 17, 2021. In the petition signed by Mecha, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Janet S. Baer oversees the case. Ariel Weissberg at Weissberg and Associates, Ltd. is the Debtor's counsel. MARX STEEL: Court Allows Cash Collateral Use Until Mar. 31 ---------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Marx Steel, LLC to use cash collateral until March 31, 2021. Judge Isgur approved the Ninth Interim Budget, which declared total expenses in the amount of $42,750.50, consisting of general and administrative expenses, U.S. Trustee Fees, and Professional Fees for the Debtor's counsel, Accountant and UCC Attorney. The final hearing on the Debtor's Motion to Use Cash Collateral is scheduled for March 25, 2021 at 9 a.m. About Marx Steel LLC Marx Steel, LLC is a steel fabricator and plate processing company that manufactures sub-components and sells raw steel plate material to companies in the oil & gas, gas compression and construction industries. Marx Steel, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-31849) on March 19, 2020, listing under $1 million in both assets and liabilities. The Hon. Marvin Isgur oversees the case. Melissa A. Haselden, Esq. at Hoover Slovacek LLP represents the Debtor as counsel. Jason Medley, Esq. at Clark Hill Strasburger represents Amerisource Funding Inc. MIRAGE DENTAL: Attaches Amortization Schedules to Plan ------------------------------------------------------ Mirage Dental Associates, Professional LLC filed its Sixth Amended Plan on Feb. 10, 2021. The Sixth Amended Plan incorporates the changes to Live OakBank's Class 2, 3, and 4, claims as well as increases the distributions to unsecured creditors. The Sixth Amended Plan did not modify any other secured creditors' claims or the amortization schedules from the Corrected Modified Amended Plan. As such, the Debtor elected not to re-attach those amortization schedules in the interest of judicial economy. However, several secured creditors have requested, for purposes of clarity and convenience, that the Debtor supplement its Sixth Amended Plan to incorporate the prior amortization schedules. To satisfy those requests, the Debtor filed a Supplement to the Sixth Amended Plan on Feb. 12, 2021. Attached to the Supplement are the Amortization schedules for Class 1, 5, 6, 7, and 8, which are Bank of America, Bank Midwest, Ascentium Capital, TIAA and Navitas Lease Corporation. A copy of the Supplement to the Sixth Amended Plan is available at https://bit.ly/3dr7NUM About Mirage Dental Associates Mirage Dental Associates, Professional, LLC, is a privately held company in Castle Rock, Colorado, that owns a dental clinic. Mirage Dental Associates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 18-12496) on March 30, 2018. In the petition signed by Michael J. Moroni, Jr., managing member, the Debtor disclosed $5.41 million in assets and $8.72 million in liabilities. Judge Joseph G. Rosania Jr. oversees the case. The Debtor tapped Buechler & Garber, LLC, as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. MISSOURI JACK: Owners of 70 Jack In The Box Locations in Chapter 11 ------------------------------------------------------------------- Jacob Kirn of St. Louis Business Journal reports that the owners of 70 Jack In The Box restaurants in Missouri and Illinois have filed Chapter 11 bankruptcy. The limited liability companies, Earth City-based Missouri Jack, Illinois Jack and Conquest Foods, made the filings Tuesday, February 16, 2021, in bankruptcy court in St. Louis. Missouri Jack listed assets and liabilities of $10 million to $50 million, Illinois Jack and Conquest listed assets of $1 million to $10 million and liabilities of $10 million to $50 million. The companies said in court filings that Navid Sharafatian of Victorville, California, is manager of TNH Partners LLC, their manager. An attorney for the franchisees, David Sosne of Ladue-based Summers Compton Wells LLC, didn't immediately respond to a request for comment. They're also represented by Leech Tishman Fuscaldo & Lampl Inc. A court filing made by Sosne said the companies filed bankruptcy to "implement a restructuring agreement" negotiated with San Diego-based Jack In The Box (NASDAQ: JACK). It said the agreement was negotiated "to reorganize (the franchisees') financial affairs." Jack In The Box didn't immediately respond to a request for comment. Missouri Jack owns and operates 57 Jack in the Box restaurants throughout the state, employing 1,338 full-time workers, the document said. Illinois Jack has 13 restaurants in that state, with 332 full-time employees. Conquest is the sole member of both companies, and a co-franchisee of the restaurants, the documents said. Conquest is also a defendant in a lawsuit initiated by a lender, City National Bank of Los Angeles. Documents filed in court say increased fast-food competition hurt the companies, but that their situation was worsened by the pandemic. In 2018, they fell behind on payments to City National, which sued last March for $15 million, the documents said. The companies' agreement with Jack In The Box stipulates that they'll be able to close seven or eight "unprofitable locations" without defaulting on franchise agreements, they said. Jack In The Box agreed to additional unspecified "modifications" to the franchise agreements, they added. About Missouri Jack, et al. Earth City, Missouri-based Missouri Jack, LLC, Illinois Jack, LLC, and Conquest Foods, LLC, are owners of 70 Jack In The Box restaurants in Missouri and Illinois. Missouri Jack, Illinois Jack and Conquest Foods sought Chapter 11 protection (Bankr. E.D. Mo. Case Nos. 21-40540 to 21-40542) on Feb. 16, 2021. The petitions were signed by Navid Sharafatian of Victorville, California, the manager of TNH Partners LLC. Missouri Jack listed assets and liabilities of $10 million to $50 million, Illinois Jack and Conquest listed assets of $1 million to $10 million and liabilities of $10 million to $50 million. The Hon. Barry S. Schermer is the case judge. SUMMERS COMPTON WELLS LLC, led by David A. Sosne, is the Debtors' counsel. MISSOURI JACK: Wants to Use Cash Collateral Until May 31 -------------------------------------------------------- Missouri Jack, LLC and Illinois Jack, LLC ask the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, for authorization to use cash collateral until May 31, 2021. The Debtors collectively own and operate 70 Jack in the Box restaurants throughout Missouri and Illinois pursuant to various franchise and related agreements with Jack in the Box Inc., a Delaware corporation, and its affiliated entities. The Debtors collectively employ 1,660 active full and part time employees, of which Missouri Jack employs 1,338 and Illinois Jack employs 332. The Debtors' principal place of busines is located at 13768 Shoreline Drive, Earth City, Missouri. Missouri Jack currently owns and operates 57 Jack in the Box restaurants in Missouri. Illinois Jack currently owns and operates 13 Jack in the Box restaurants in Illinois. Related Debtor Conquest Foods, LLC is a co-franchisee of the Franchise Restaurants under the Franchise Documents. Conquest is also a co-borrower under a loan from City National Bank, the Debtors' largest creditor apart from JIB, and a co-defendant in a lawsuit filed by CNB. Conquest Foods does not have operations or employees of its own, and its primary assets are its membership interests in Debtors and its rights under the Franchise Documents. The Debtos declare that these Secured Parties have an interest in the cash collateral: (a) Jack in the Box Inc.; (b) City National Bank (which secured interest is disputed); (c) Meadowbrook Meat Company, Inc., a subsidiary of McLane Company, Inc.; and (d) Trinity & Bowman Holdings, LLC, a California limited liability company. The Debtors seek to use cash collateral (including cash on hand as of the Petition Date and funds generated from the operation of the Franchise Restaurants) in order to fund continued operations, which requires the payment of various ordinary and recurring expenses including, but not limited to, franchise fees, rent, payroll, taxes, and the purchase of food and other supplies. The Debtors seek authority to exceed the aggregate amount of the Interim Budget by 20% on a monthly basis. They also seek authorization to apply any unused amount in one category for each month to any other category on a cumulative basis. The Debtors tell the Court that the Secured Parties are adequately protected by the continued operations of the Franchise Restaurants in the ordinary course of business, which will generate new cash collateral on a daily basis and will thereby preserve and potentially increase its value as a going concern. Pursuant to Section 361(2) of the Bankruptcy Code, the Debtors propose to grant post-petition replacement liens in their cash collateral, solely to the extent that their use results in a decrease in the value of such Secured Parties' interest in such cash collateral, with such replacement liens being granted to the Secured Parties to the same extent and with the same validity and priority as the Secured Parties' pre-petition liens, subject to all rights, claims, and defenses of the Debtors and their estates, including, but not limited to, the right to contest and/or object to the validity, priority, amount, and extent of the liens and claims of the Secured Parties. On March 2, 2020, CNB filed a Complaint for Breach of Contract and Claim and Delivery against the Debtors and Conquest Foods, seeking over $15 million alleged to be due and owing under the terms of several loans made by CNB to the Debtors and Conquest Foods. The CNB Complaint seeks "the amount of at least $15,206,503.37 as of January 13, 2020, plus accrued and accruing interest and default rate interest from January 13, 2020 through the entry of judgment." According to the Debtors, "Shortly after the CNB Complaint was filed, the pandemic reached a critical point in the United States, resulting in 'stay at home' recommendations and orders that citizens refrain from unnecessary activities outside their homes in an effort to curb transmission of the disease. These restrictions had a further impact on Debtors' businesses at many locations." "JIB, Debtors, and Conquest have been negotiating an out-of-court workout for nearly a year, and those negotiations have resulted in a proposal by JIB whereby, among other concessions, Debtors will be able to close 7 or 8 unprofitable locations without defaulting under the Franchise Documents, and JIB will permit assumption of such agreements and allow Debtors to proceed with reorganization. JIB has also agreed to additional modifications to the Franchise Documents that will enhance Debtors' efforts to reorganize. Unfortunately, Debtors have been unable to reach agreement with CNB despite diligent efforts to do so, although the parties have tentatively agreed to attend mediation after the filing of the Chapter 11 cases," the Debtors contend. The Debtors tell the Court that the CNB Complaint alleges that the CNB Loan is secured by a blanket lien on all of Debtors' assets, including the proceeds thereof. The Debtors further tell the Court that CNB's filed UCC-1 financing statements against the Debtors, which were filed between February 20, 2014 and March 4, 2014, lapsed in 2019 without CNB having filed UCC-3 continuation statements, and CNB has not filed any new financing statements against the Debtors in connection with the CNB Loan. The Debtors contend CNB is currently unperfected as to Debtors, and Debtors intend to file an adversary proceeding to avoid CNB's asserted liens for the benefit of their estates using their strong-arm powers under Section 544(a)(1) of the Bankruptcy Code. In the meantime, the Debtors intend to seek a consensual agreement with CNB for interim use of cash collateral, without waiver of their rights. The Debtors add they are, however, uncertain as of this moment whether CNB will oppose the relief sought. JIB asserts a blanket lien in all of the Debtors' assets used in connection with the Franchise Restaurants, including the proceeds of such assets, and Debtors believe that it will consent to their proposed use of its cash collateral as set forth herein. McLane asserts a lien in all inventory of the Debtors purchased from McLane, together with any and all proceeds of such inventory. Because of the flurry of activity surrounding the bankruptcy filing, the Debtors say they have not yet had an opportunity to discuss the use of cash collateral with McLane prior to the filing of their Motion and are therefore uncertain as to what position McLane will take with respect to the use of cash collateral. The Debtors relate that Trinity asserts a blanket lien in all of their assets, including the proceeds thereof, and has consented to the Debtors' use of its cash collateral. "Debtors' ability to pay their employees and to otherwise maintain their day-to-day operations without disruptions is essential to continued viability of the businesses and Debtors' ability to reorganize. Hiring and retaining qualified employees has been particularly challenging during the pandemic, and the ability to continue to meet payroll on a timely basis is critical to Debtors' ability to retain their workforce. Debtors' need to use cash collateral is both critical and immediate, and in the absence of authorization to use cash collateral, there will be serious and irreparable harm to Debtors, their estate, their employees, and Debtors' ability to reorganize," the Debtors explain. The Debtors are represented by: Sandford L. Frey, Esq. LEECH TISHMAN FUSCALDO & LAMPL, INC. 200 South Los Robles Avenue, Suite 300 Pasadena, CA 91101 Telephone: 626-796-4000 Email: sfrey@leechtishman.com - and - David A. Sosne, Esq. Brian J. LaFlamme, Esq. Seth A. Albin, Esq. SUMMERS COMPTON WELLS LLC 8909 Ladue Road St. Louis, MO 63124 Telephone: 314-991-4999 Email: dasattymo@summerscomptonwells.com blaflmme@summerscomptonwells.com salbin@summerscomptonwells.com About Missouri Jack Missouri Jack, LLC, and related debtors Illinois Jack, LLC and Conquest Foods, LLC, collectively own and operate 70 Jack in the Box restaurants throughout Missouri and Illinois pursuant to various franchise related agreements with Jack in the Box Inc., a Delaware corporation, and its affiliated entities. The Debtors filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code on February 16, 2021 (Bankr. E.D. Mo. Case No. 21-40540). The petition was signed by Navid Sharafatian, manager of TNH Partners, LLC, the sole manager of Missouri Jack and Illinois Jack, and the sole managing member of Conquest. Judge Barry S. Schermer oversees the cases. Missouri Jack disclosed $10 million to $50 million in estimated assets, and $1 million to $10 million in estimated liabilities. MOHEGAN TRIBAL: Incurs $26.8 Million Net Loss in First Quarter -------------------------------------------------------------- Mohegan Tribal Gaming Authority filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $26.76 million on $230.78 million of net revenues for the three months ended Dec. 31, 2020, compared to net income of $9.42 million on $399.05 million of net revenues for the three months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $2.77 billion in total assets, $2.87 billion in total liabilities, and a total capital of $93.60 million. Mohegan Tribal said, "The Company could experience other potential adverse impacts as a result of COVID-19, including, but not limited to, charges from further adjustments to the carrying value of its intangible assets, as well as other long-lived asset impairment charges. Actual results may differ materially from the Company's current estimates as the scope of COVID-19 evolves, depending largely, but not exclusively, on the duration and extent of the Company's business disruptions." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1005276/000100527621000003/mtga-20201231.htm About Mohegan Tribal The Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming & Entertainment -- http://www.mohegangaming.com-- is primarily engaged in the ownership, operation and development of integrated entertainment facilities, both domestically and internationally, including: (i) Mohegan Sun in Uncasville, Connecticut, (ii) Mohegan Sun Pocono in Plains Township, Pennsylvania, (iii) Niagara Fallsview Casino Resort, Casino Niagara and the 5,000-seat Niagara Falls Entertainment Centre, all in Niagara Falls, Canada, (iv) Resorts Casino Hotel in Atlantic City, New Jersey, (v) ilani Casino Resort in Clark County, Washington, (vi) Paragon Casino Resort in Marksville, Louisiana and (vii) INSPIRE Entertainment Resort, a first-of-its-kind, multi-billion dollar integrated resort and casino under construction at Incheon International Airport in South Korea. Mohegan Tribal reported a net loss of $162.02 million for the fiscal year ended Sept. 30, 2020, compared to a net loss of $2.38 million for the fiscal year ended Sept. 30, 2019. As of Sept. 30, 2020, the Company had $2.71 billion in total assets, $2.77 billion in total liabilities, and a total capital of $67.99 million. Deloitte & Touche LLP, in Hartford, Connecticut, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Dec. 29, 2020, citing that certain tranches of the Company's senior secured credit facilities mature on Oct. 13, 2021, and the Company has determined that it will need to refinance these near-term maturities in order to meet the debt obligations at maturity, and the Company expects that without such a refinancing it is probable that it will not have sufficient liquidity to meet those debt obligations, and it may not be able to satisfy its financial covenants under the senior secured credit facilities. These conditions and events, when considered in the aggregate raise substantial doubt about the Company's ability to continue as a going concern. * * * As reported by the TCR on May 14, 2020, S&P Global Ratings lowered all of its ratings on casino operator Mohegan Tribal Gaming Authority (MTGA) and hotel owner Mohegan Tribal Finance Authority (MTFA), including its issuer credit ratings, by one notch to 'CCC+' from 'B-' and removed the ratings from CreditWatch, where it placed them with negative implications on March 20, 2020. "We believe the spike in MTGA's leverage in 2020 and our expectation for a slow recovery increase its refinancing risks over the next 12-18 months given that its $250 million revolver, $257 million term loan A, and the proposed $100 million incremental term loan A all mature in October 2021. We anticipate that MTGA may have difficulty refinancing this debt on favorable terms because we believe it may take multiple years for its cash flow to return to pre-pandemic levels," S&P said. As reported by the TCR on Feb. 4, 2021, Moody's Investors Service upgraded Mohegan Tribal Gaming Authority's ("MTGA") Corporate Family Rating to Caa1 from Caa2. The upgrade considers that on January 26, MTGA closed on a refinancing that had a meaningful positive impact on the company's liquidity. MOREAUX TRANSPORTATION: Unsec. Creditors to Get 100% in 5 Years --------------------------------------------------------------- Moreaux Transportation Services, Inc., filed an Plan of Reorganization with immaterial modifications ahead of the confirmation hearing scheduled for Feb. 24, 2021. The Plan will be funded from the Debtor's continued operations and continued factoring with TBS Factoring Company. In full and final satisfaction, settlement, discharge and release of the allowed general unsecured claims in Class 2, each holder of an allowed general unsecured claim will receive 100% of the value of its allowed general unsecured claim, without interest, in equal quarterly installments beginning on April 15, 2021, and continuing each quarter for five years. Daniel Moreaux will remain as sole shareholder and president post-confirmation. A copy of the Plan filed Feb. 12, 2021, is available at https://bit.ly/37o8pH2 About Moreaux Transportation Moreaux Transportation Services, Inc., owns and operates a petrochemical trucking and transportation logistics company with operations centered in Orange, Texas, and Iowa, Louisiana. Moreaux Transportation Services filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 20-20384) on Sep. 21, 2020. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Bradley L. Drell, Esq., at GOLD, WEEMS, BRUSER, SUES & RUNDELL, is the Debtor's counsel. NATIONAL RIFLE ASSOCIATION: Suit vs. Ackerman Sent to Mediation --------------------------------------------------------------- Law360 reports that a Texas federal judge Wednesday, February 17, 2021, sent one of the suits filed by the bankrupt National Rifle Association against its former advertising agency to mediation while it faces an attempt by New York Attorney General Letitia James to dismiss the Chapter 11 case she calls a litigation tactic. U.S. District Judge A. Joe Fish ordered the NRA and Ackerman McQueen Inc. into mediation to attempt to work out a settlement of the NRA's false representation and copyright claims against the ad agency while its Texas bankruptcy filing is under challenge by James. About The National Rifle Association Founded in 1871 in New York State, the National Rifle Association of America is a gun rights advocacy group. The NRA claims to be the longest-standing civil rights organization and has more than five million members. Seeking to move its domicile and principal place of business to Texas amid lawsuits in New York, National Rifle Association of America sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 21-30085) on Jan. 15, 2021. Affiliate Sea Girt LLC simultaneously sought Chapter 11 protection (Case No. 21-30080). The NRA was estimated to have assets and liabilities of $100 million to $500 million as of the bankruptcy filing. Judge Harlin Dewayne Hale oversees the case. The Debtors tapped Neligan LLP and Garman Turner Gordon LLP as their bankruptcy counsel, and Brewer, Attorneys & Counselors as their special counsel. OLYMPUS DEVELOPMENT: Case Summary & 8 Unsecured Creditors --------------------------------------------------------- Debtor: Olympus Development Group, LLC 2839 Scenic Drive Clarksville, TN 37043 Business Description: Olympus Development Group, LLC is the fee simple owner of three residential properties in Nashville, Tennessee having a total current value of $1.61 million. Chapter 11 Petition Date: February 17, 2021 Court: United States Bankruptcy Court Middle District of Tennessee Case No.: 21-00459 Judge: Hon. Randal S. Mashburn Debtor's Counsel: Griffin S. Dunham, Esq. DUNHAM HILDEBRAND, PLLC 2416 21st S. Suite 303 Nashville, TN 37212 Tel: 615-933-5850 E-mail: griffin@dhnashville.com Total Assets: $1,665,967 Total Liabilities: $1,685,896 The petition was signed by Josephine Saffert, manager. A copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/2MVDZBI/Olympus_Development_Group_LLC__tnmbke-21-00459__0001.0.pdf?mcid=tGE4TAMA OSPREA LOGISTICS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Osprea Logistics USA LLC 11108 Quality Drive Charlotte, NC 28273 Business Description: Osprea Logistics USA LLC manufactures transportation equipment. Chapter 11 Petition Date: February 17, 2021 Court: United States Bankruptcy Court Western District of North Carolina Case No.: 21-30087 Judge: Craig J. Whitley Debtor's Counsel: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC 121 West Trade Street Suite 1950 Charlotte, NC 28202 Tel: 704-944-6560 Fax: 704-944-0380 E-mail: wright@mwhattorneys.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Nicholas F. Brandt, manager. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IM2FZMA/Osprea_Logistics_USA_LLC__ncwbke-21-30087__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Advanced Armour $803,712 Engineering Techno Park Business Center Techno Park TP Block -B Office 223 Dubai, United Arabl Emirate 2. AGP Group $115,273 9047 Executive Park Drive Suite 227 Knoxville, TN 37923 3. BMRS Wired $193,082 4005 Dearborn Pl. NW Concord, NC 28027 4. Bollore Logistics USA Inc. $141,896 PO Box 276 Torrance, CA 90507 5. Clarke Power Services Inc. $209,796 PO Box 710157 Cincinnati, OH 45271-0157 6. Continental Tire $107,845 1830 MacMillan Park Dr Fort Mill, SC 29707 7. Deutz Corp $117,555 PO Box 1194 New York, NY 10268-1194 8. DHL Express $109,452 16592 Collections Center Drive Chicago, IL 60693 9. Hawkins Glass $156,965 9712 J Gunston Cove Road Lorton, VA 22079 10. IF Armor International $1,167,353 2501 W. Dixon Blvd. Shelby, NC 28152 11. Marmon- Herrington $1,090,370 PO Box 96654 Chicago, IL 60693 12. Motion Fitment Centre $61,844 12 Atlas Rd, Unit 9 Anderbolt, Boksburg 011 894 363 13. O'Gara $68,750 9113 LeSaint Drive Fairfield, OH 45014 14. Optimized Armor LLC $247,858 467 Lakeshore Parkway Rock Hill, SC 29730 15. Quality Products $56,100 4600 Westinghouse Blvd. Charlotte, NC 28273 16. Swatek Electrical $55,488 264 Cradock Ave Centurion 00157 17. Textron $130,500 40 Westminster Street Attn: Julie Gorman Providence, RI 02903 18. Titan Wheel International $69,834 4483 Paysphere Circle Chicago, IL 60674 19. Triangle Suspension Systems $56,457 Po Box 98745 Chicago, IL 60693 20. Zacklift $231,635 1102 E Main St. CLE Elum, WA 98922 PARAMOUNT INVESTING: US Trustee Says Plan Disclosures Insufficient ------------------------------------------------------------------ Andrew R. Vara, the United States Trustee for regions 3 and 9, objects to the adequacy of the Disclosure Statement filed by Debtor Paramount Investing, LLC. The United States Trustee asserts that the Debtor should disclose additional information with respect to the following: * Mr. Brandon C. Rothwell testified that the Debtor did not have a bank account prepetition, and that he was not paying rent to the Debtor prior to the filing of the Petition, the source and determination of income figures for 2018 and 2019 should be disclosed. * The Debtor should explain the meaning of the statement that the Debtor will "improve its newly implemented operating practices and procedures" which will "enhance business productivity while decreasing operating costs, thereby continuing to increase sales/receipts." As the Debtor is simply collecting rents, the Debtor should provide specific information to give these platitudes true meaning. * The U.S. Trustee is not aware that the Debtor operates a plumbing services business. Thus, references to a plumbing business appear to be the result of a very poor "cut and paste" job and should either be explained or removed and substituted with information that is actually relevant to this particular Debtor. * Since the Debtor is an LLC the Debtor should disclose an actual human being who will be operating the business of the Debtor post- confirmation and act as the disbursing agent. * The Debtor should explain why the expenses identified in the Financial Projections attached to the Disclosure Statement show expenses not incurred since the filing of the bankruptcy case. A full-text copy of the United States Trustee's objection dated Feb. 11, 2021, is available at https://bit.ly/3qzRbht from PacerMonitor.com at no charge. About Paramount Investing Paramount Investing, LLC was formed as a New Jersey limited liability company by Brandon C. Rothwell. Paramount was formed for the purpose of acquiring title to, owning and managing the property located at 8 Catalpa Lane, Willingboro, New Jersey 08046. The Debtor sought Chapter 11 protection (Bankr. D.N.J. Case No. 20-18204) on July 1, 2020, listing less than $1 million in both assets and liabilities. Scott E. Kaplan, Esq., LAW OFFICES OF SCOTT E. KAPLAN, LLC, is the Debtor's counsel. PARK AVENUE: T. Anthony's Reorganization Plan Approved ------------------------------------------------------ Daniel Gill of Bloomberg Law reports that luxury luggage manufacturer T. Anthony LLC will continue operating after winning court approval of its Chapter 11 reorganization plan. The company, which filed under the name Park Avenue Leather Goods LLC, will pay administrative and priority claims when the plan is effective, and unsecured creditors will get about $168,000 over three years, according to the plan approved Wednesday, February 17, 2021, by Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York. The unsecured creditors, holding claims totaling more than $1 million, would’ve recovered nothing if the case were liquidated in Chapter 7, Park Avenue said. About Park Avenue Leather Goods Park Avenue Leather Goods LLC, which conducts business under the name T. Anthony, LLC, is a luxury goods company established in New York in 1946 that specializes in luggage and leather goods. Visit https://tanthony.com for more information. Park Avenue Leather Goods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-12495) on Oct. 22, 2020. The petition was signed by Steven M. Cherniak, the company's chief operating officer. At the time of the filing, the Debtor had total assets of $1,378,925 and total liabilities of $3,426,217. Skolnick Legal Group, P.C., is the Debtor's legal counsel. PHOENIX GUARANTOR: Abode Acquisition No Impact on Moody's B2 CFR ---------------------------------------------------------------- Moody's Investors Service commented that Phoenix Guarantor Inc.'s (doing business as BrightSpring) acquisition of Abode, a provider of hospice and home health services, while strategically sensible, is credit negative. There is no change to the ratings, including the B2 Corporate Family Rating, B2-PD Probability of Default rating, B1 senior secured first lien rating, and Caa1 second lien rating. The rating outlook is unchanged at stable. Proceeds from the $600 million incremental first lien term loan will be used to fund the acquisition of Abode, pay related expenses, and add cash to the balance sheet for future acquisitions. The incremental debt is expected to be fungible to the existing $550 million first lien term loan due in March 2026. The acquisition is credit negative as it will increase leverage to around 5.4x, an increase of about four tenths of a turn. Further, it signals that BrightSpring will continue to use debt to fund its future growth. There is integration risk given the large size of the acquisition. However, this risk is mitigated by the fact that the two companies have limited geographic overlap and operate in complementary, but different business segments. While the acquisition of Abode will increase leverage, it will further improve BrightSpring's geographic footprint and business diversity, which we view favorably. The acquisition of Abode will also further diversify BrightSpring's payor mix, limiting reimbursement risk related to Medicare Part D. RATINGS RATIONALE The B2 CFR reflects BrightSpring's high financial leverage, and heavy reliance on government payors. Moody's estimates BrightSpring's pro forma adjusted debt/EBITDA to be approximately 5.4 times. The rating also reflects Moody's view that the company will continue to be acquisitive and will use its free cash flow for acquisitions. The B2 is supported by the company's national footprint and strong market positions that will be difficult to replicate by smaller players in a very fragmented industry. With nearly $5.8 billion in pro forma revenue (including revenue from Abode), the company has significant scale and a relatively diverse mix of businesses. BrightSpring's credit profile also benefits from a strong and growing underlying demand for the company's services, including home-based services for seniors and people with intellectual and developmental disabilities. Moody's expects BrightSpring to maintain good liquidity over the next 12-18 months. This is based on Moody's expectation of around $150 to $200 million in annual free cash flow going forward. Pro forma for the transaction, BrightSpring will have about $240 million in cash and an undrawn $320 million revolver. There is a springing covenant on the revolving credit facility; if tested, Moody's expects BrightSpring to maintain adequate headroom. Finally, the company's assets are pledged as collateral for the secured credit facilities, thereby limiting the sale of assets as an alternative source of liquidity. BrightSpring faces high social risk in that a portion of its revenue is generated from providing residential services to individuals with intellectual and developmental disabilities as well as those with catastrophic injuries. Failure to provide quality care to these populations can subject BrightSpring to reputational risk, significant regulatory scrutiny and financial penalties. Further, there is heightened risk given that the company employs many minimum wage workers to care for this fragile population. Favorable demographic trends will support demand for BrightSpring's services. This includes a growing population of people with behavioral health needs, seniors and patients that require specialty drugs -- BrightSpring's core target patient populations. There is a clear trend toward moving these patients from high cost institutional settings to lower cost community and home-based settings. For example, the cost of treating these patients in a hospital could be up to 50 times as expensive as treatment at the patient's own home. From a governance perspective, BrightSpring's private equity ownership raises the risk of aggressive, shareholder friendly policies. That said, BrightSpring has a unique ownership structure. Moody's believes that the minority ownership by Walgreens Boots Alliance, Inc. will be a driver of future growth through strategic partnerships, and a regulating factor to BrightSpring's private equity sponsor. The stable outlook reflects Moody's expectation that, although operating earnings will grow at a moderate pace, BrightSpring's leverage will remain high as it will pursue an aggressive growth strategy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if the company's liquidity and/or operating performance deteriorates. The ratings could also be downgraded if the company pursues an aggressive debt-funded acquisition strategy or if free cash flow becomes negative on a sustained basis. Specifically, if the company operates with adjusted debt/EBITDA sustained above 6.0 times, Moody's could downgrade the ratings. Ratings could be upgraded if BrightSpring maintains stable organic growth and steady margin expansion such that adjusted debt/EBITDA is sustained below 5.0 times. Phoenix Guarantor Inc. (BrightSpring) is the parent company of BrightSpring Health Services, which merged with PharMerica Corporation in 2019 to create one of the leading providers of home and community-based health services. BrightSpring serves complex client and patient segments with significant life-long and chronic health needs, primarily serving people with intellectual/development disabilities(I/DD). Revenues were approximately $5.8 billion LTM September 30, 2020. BrightSpring is majority owned by Kohlberg Kravis and Roberts & Co. LP (KKR), with minority ownership by Walgreens Boots Alliance, Inc. (Baa2 negative) and management. PPV INC: March 30 Plan Confirmation Hearing Set ----------------------------------------------- On Feb. 3, 2021, debtors PPV, Inc. and Bravo Environmental NW, Inc., filed with the U.S. Bankruptcy Court for the District of Oregon a disclosure statement and plan. On Feb. 11, 2021, Judge David W. Hercher approved the disclosure statement and ordered that: * March 30, 2021, at 9:00 a.m. is the video hearing on confirmation of the plan. * Written ballots accepting or rejecting the plan or amended plan no less than 7 days before the hearing date. * Objections to the proposed plan must be filed no later than 7 days before the hearing date. A full-text copy of the order dated Feb. 11, 2021, is available at https://bit.ly/2OKcVsR from PacerMonitor.com at no charge. The Debtors' attorneys: Douglas R. Ricks VANDEN BOS & CHAPMAN, LLP 319 SW Washington St., Ste. 520 Portland, OR 97204 Tel: 503-241-4861 Fax: 503-241-3731 About PPV, Inc. PPV, Inc. -- https://www.ppvnw.com/ -- is a waste management services provider in Portland, Oregon. The company offers industrial cleaning, recycling, treatment, and technical waste management services. PPV, Inc., filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Lead Case No. 19-34517) on Dec. 10, 2019. In the petition signed by Joseph J. Thuney, president, the Debtor was estimated to have between $1 million and $10 million in both assets and liabilities. Douglas R. Ricks, Esq. at Vanden Bos & Chapman, LLP, is the Debtor's counsel. Affiliate Bravo Environmental NW, Inc., also filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case 19-34518) on Dec. 10, 2019. The cases are jointly administered before the Honorable David W. Hercher. No creditors' committee has been appointed in this case. PPV INC: Wins Continued Use of Cash Collateral Thru March 27 ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Oregon has extended the Final Orders authorizing PPV, Inc. and Bravo Environmental NW, Inc. to use cash collateral of and the Line of Credit obtained from Crestmark, a division of Metabank, as successor to Crestmark Bank, and Crestmark Equipment Finance, a division of MetaBank, as successor Crestmark Equipment Finance, Inc. through March 27, 2021. Bravo is authorized to use cash collateral and the Line of Credit under the same terms and conditions of the Court's Order authorizing Bravo's use of cash collateral and Line of Credit entered June 19, 2020; the terms and conditions outlined in Amendment No. 2 to the Loan and Security Agreement; and in accordance with the budget. The Court says Bravo must not exceed $510,656 for the interim period. Based on the approved sale of substantially all of PPV's assets, PPV is no longer authorized to incur credit based on its assets under the Line of Credit; and its future use of cash collateral will be authorized only in such Court order approving distributions from the sale proceeds or under a confirmed Plan of Reorganization. A copy of the Order the Debtors' budget through the week of March 26 is available at https://bit.ly/3bgBZiT from PacerMonitor.com. About PPV, Inc. PPV, Inc. -- https://www.ppvnw.com/ -- is a waste management services provider in Portland, Oregon. The company offers industrial cleaning, recycling, treatment, and technical waste management services. PPV, Inc., filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Lead Case No. 19-34517) on Dec. 10, 2019. In the petition signed by Joseph J. Thuney, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Douglas R. Ricks, Esq. at Vanden Bos & Chapman, LLP, is the Debtor's counsel. Affiliate Bravo Environmental NW, Inc., also filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case 19-34518) on Dec. 10, 2019. The cases are jointly administered before the Honorable David W. Hercher. No creditors' committee has been appointed in this case. PURDUE PHARMA: Sacklers Can't Keep Names of Businesses Secret ------------------------------------------------------------- Law360 reports that a New York bankruptcy judge Wednesday, February 17, 2021, ruled that the public has a right to see the names of businesses owned by members of Purdue Pharma's former owners, the Sackler family, saying the family had not backed its argument that this could open the companies to vandalism or worse. Following a virtual hearing U.S. Bankruptcy Judge Robert Drain said that while members of the Sackler family have been the subject of "hostile and unwarranted threats" on social media over their former ownership of OxyContin maker Purdue, there was no evidence that allowing the names of other companies they own into the public. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell LLP and Dechert LLP as legal counsel; PJT Partners as investment banker; AlixPartners as financial advisor; and Prime Clerk LLC as claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in Debtors' bankruptcy cases. David M. Klauder, Esq., was appointed as fee examiner. The fee examiner is represented by Bielli & Klauder, LLC. RICKEY CONRADT: Unsecureds to Recover 100% in 90 Days or 7 Years ---------------------------------------------------------------- Rickey Conradt, Inc., filed an Amended Plan of Reorganization and a corresponding Disclosure Statement. The Debtor is not currently realizing a small profit, but anticipates realizing a profit in the future due to the fact that a number of catastrophic events have occurred. Following confirmation of the Plan, owner Rickey Conradt will retain control of the Debtor. The Debtor anticipates that the business will be operated profitably, and that it will be able to pay the allowed claims of the creditors in Classes as scheduled. The Debtor had originally anticipated the need to retain an attorney in Puerto Rico to assist in the collection of funds from the Puerto Rico Department of Health. After consultation with a Puerto Rico attorney it was determined that the Debtor would not be successful in any litigation because the contract that the Debtor was working under was improperly drafted. Unsecured creditors in Class 4 will be paid 100% of their claims to the extent that their claims are allowed, will be paid in full within 90 days after confirmation from anticipated revenues from Puerto Rico, but in the event funds are not received within 90 days, Debtor will start making monthly payments and the Class 4 creditors shall be paid over a period of seven years with 3% interest per annum. A hearing was held on the objection to the proof of claim of the Estimating Group, LLC. After that hearing, the Bankruptcy Court found their claim to be $475,207. The Debtor still disputes that amount and intends to file a notice of appeal regarding the same. A copy of the Amended Plan dated Feb. 12, 2021, is available for free at https://bit.ly/2NlT3vZ A copy of the Amended Disclosure Statement dated Feb. 12, 2021, is available for free at: https://bit.ly/3k3L3Mc About Rickey Conradt Rickey Conradt, Inc., is a boutique public insurance adjusting company specializing in commercial, multi-family and industrial property storm, fire and flood damages insurance claims. Rickey Conradt sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-50612) on March 18, 2020, listing under $1 million in both assets and liabilities. Judge Craig A. Gargotta oversees the case. The Debtor tapped James S. Wilkin, P.C. as its legal counsel, and Luis De Luna, PLLC as its accountant. S2P ACQUISITION: Incremental Term Loan No Impact on Moody's B3 CFR ------------------------------------------------------------------ Moody's Investors Service says S2P Acquisition Borrower, Inc. (dba "Jaggaer", B3 stable) plans to raise an incremental $75 million first lien term loan largely to fund a potential tuck-in acquisition. The proposed incremental term loan is credit negative due to the increase in debt balances and leverage to roughly 7.7 times (Moody's adjusted with addbacks for certain one-time expenses) from its current 7.1 times. However, there is no change in ratings, including the B3 Corporate Family Rating, or the stable outlook, given that Moody's expect adjusted leverage to return to pre-acquisition levels within one year and given the strategic merits of the potential acquisition including greater scale, enhancing software offerings, and cross selling opportunities, particularly in Europe. Since the buyout by Cinven in August 2019, adjusted leverage improved consistently reflecting growth in adjusted EBITDA as well as some debt repayment and adjusted free cash flow to debt has improved to roughly 4%. The proposed acquisition provides Jaggaer with additional cloud offerings. Jaggaer's credit profile reflects the company's very high leverage, small size compared to larger and better capitalized competitors, and aggressive financial policy with the likelihood of future debt-financed acquisitions. Nevertheless, Jaggaer benefits from its niche position as a provider of cloud-based integrated spend management solutions, improved end-market and geographical diversification following the integration of BravoSolution and Pool4Tool, and highly recurring revenue base with solid customer retention rates. Based in Morrisville, NC, Jaggaer is a leading provider of eProcurement and eSourcing software solutions with over 2,000 customers and a vast supplier network in 70 countries. The company is majority owned by funds affiliated with Cinven. For the twelve months ended September 30, 2020 the company generated roughly $250 million of revenue. SEADRILL PARTNERS: Has New MSAs, Files Debt-for-Equity Plan ----------------------------------------------------------- Seadrill Partners LLC, et al., submitted a Plan of Reorganization and a Disclosure Statement on Feb. 15, 2021. Following the Petition Date, the Debtors, the Conflicts Committee, the Ad Hoc Group, and their respective advisors engaged in negotiations to reach a consensual resolution of these Chapter 11 Cases. These discussions have ultimately resulted in a Plan Support Agreement, which contemplates a series of transformative restructuring transactions that will: * Equitize approximately $2.7 billion in secured term loan obligations; and * Select go-forward, value-maximizing service providers through the Strategic Process. Following a lengthy marketing process, and following extensive negotiations through December and early January, Energy Drilling Management Pte. Ltd. ("Energy Drilling") was chosen by the Debtors in their reasonable business judgment as the best option among the proposals received for the tender rigs. The Debtors determined that the Energy Drilling MSA contains daily rates and other terms which are favorable to the Debtors compared to the Seadrill MSAs and comparable market rates. The Energy Drilling MSA includes a favorable working capital structure as well as bonus/malus structures that incentivize costs being kept below budget. Additionally, Energy Drilling is incentivized to market and secure favorable contracts for the tender rigs. Energy Drilling's operations are exclusively focused on tender rigs and they have the experience and competence to provide high levels of service. Energy Drilling is also located in Singapore, which provides easy access to the tender rigs. After further negotiations, on January 19, 2021, the Debtors' Board of Directors approved the execution of the Energy Drilling MSA and, on Feb. 2, 2021, the Court entered the Order Approving Debtors' Emergency motion to enter into the new MSA. Similarly, following the lengthy marketing process, and following extensive negotiations, Vantage Drilling International ("Vantage Drilling") was chosen by the Debtors in their reasonable business judgment as the best option among the proposals received for operatorship of the fleet vessels. The Debtors determined in their reasonable business judgment that the Vantage Drilling MSA contains daily rates and other terms that are favorable to the Debtors compared to those of the SDRL MSAs and comparable market rates. Debt-for-Equity Plan Under the Plan, Class 3 Super Senior Term Loan Claims will each receive its pro-rata share of the New Common Stock in an amount to be determined consistent with the Plan Support Agreement. Class 3 is impaired. Class 4 TLB Secured Claims will each receive its pro-rata share of the New Common Stock in an amount to be determined consistent with the Plan Support Agreement, unless such Holder elects to receive the Cash Out Amount per $1,000 of Allowed Class 4 Claims in Cash, subject to the Cash Cap. Class 4 is impaired. Class 5 General Unsecured Claims will receive treatment to be determined consistent with the Plan Support Agreement. Class 5 is impaired. The Plan still has blanks as to the projected total amount and estimated percentage recovery for Class 3 Super Senior Term Loan Claims, Class 4 TLB Secured Claims and Class 5 General Unsecured Claims. Holders of Interests in SDLP in Class 8 will not receive any distribution on account of such Interests, which will be canceled. A full-text copy of the Disclosure Statement dated February 13, 2021, is available at https://bit.ly/3qAGzyT from cases.primeclerk.com at no charge. Co-Counsel to the Debtors: Matthew D. Cavenaugh J. Machir Stull Genevieve Graham Veronica A. Polnick JACKSON WALKER L.L.P. 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 Email: mcavenaugh@jw.com mstull@jw.com ggraham@jw.com Brian E. Schartz, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 609 Main Street Houston, Texas 77002 Telephone: (713) 836-3600 Facsimile: (713) 836-3601 Email: brian.schartz@kirkland.com Anup Sathy, P.C. Chad J. Husnick, P.C. Gregory F. Pesce 300 North LaSalle Street Chicago, Illinois 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: anup.sathy@kirkland.com chad.husnick@kirkland.com gregory.pesce@kirkland.com Proposed Conflicts Counsel for the Debtors: Justin R. Bernbrock, Esq. Robert B. McLellarn, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP Three First National Plaza 70 West Madison Street, 48th Floor Chicago, IL 60602 Telephone: (312) 499-6321 Facsimile: (312) 499-4741 E-mail: jbernbrock@sheppardmullin.com rmclellarn@sheppardmullin.com - and - Lawrence A. Larose, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP 30 Rockefeller Plaza New York, New York 10122 Telephone: (212) 896-0627 Facsimile: (917) 438-6197 Email: llarose@sheppardmullin.com - and - Jennifer L. Nassiri, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP 333 South Hope Street, 43rd Floor Los Angeles, California 90071 Telephone: (213) 617-4106 Facsimile: (213) 443-2739 E-mail: jnassiri@sheppardmullin.com About Seadrill Partners Seadrill Partners LLC (NYSE: SDLP) is a limited liability company formed by deep-water drilling contractor Seadrill Ltd. (OTCMKTS:SDRLF) to own, operate and acquire offshore drilling rigs. It was founded in 2012 and is headquartered in London, the United Kingdom. Seadrill Partners, set up as an asset-holding unit, owns four drillships, four semi-submersible rigs and three so-called tender rigs which are all operated by Seadrill Ltd. Seadrill Partners and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on Dec. 1, 2020. Mohsin Y. Meghji, managing partner at M3 Partners, acting as the Company's Chief Restructuring Officer, signed the petitions. Judge Marvin Isgur oversees the cases. Seadrill Partners disclosed $4,579,300,000 in assets and $3,122,300,000 in total debts as of June 30, 2020. Kirkland & Ellis LLP and Kirkland & Ellis International LLP, and Jackson Walker LLP are the Debtors' bankruptcy counsel. The Debtors also tapped Sheppard Mullin Richter & Hampton, LLP to serve as conflicts counsel and KPMG LLP to provide tax provision and consulting services. SEDGWICK CLAIMS: Repriced Term Loan No Impact on Moody's B3 CFR --------------------------------------------------------------- Moody's Investors Service says the B3 corporate family rating and B3-PD probability of default on Sedgwick Claims Management Services, Inc remain unchanged following the company's announcement that it will reprice its $1.1 billion senior secured term loan due September 2026 (rated B2). The rating outlook for Sedgwick is unchanged at stable. RATINGS RATIONALE Sedgwick's rating reflects its diverse client base, broad product and geographic spread, and strong historical organic revenue growth. As a service provider to corporations, insurance companies and governmental entities, Sedgwick benefits from long-term contracts, recurring earnings, relatively high switching costs for clients, and a somewhat variable cost structure. These strengths are tempered by Sedgwick's high financial leverage, modest interest coverage, and weak free-cash-flow-to-debt. Sedgwick is also subject to integration risk related to its 2019 acquisition of York. Sedgwick's performance is holding up relatively well through the coronavirus-related pandemic with revenues of approximately $3.4 billion for the 12 months ended September 2020 and solid customer retention. The company's organic growth was slightly negative for the first nine months of 2020. The rating agency expects that as the company completes its integration of York, organic revenue growth, profit margins and cash flow will improve. Moody's estimates that Sedgwick's pro forma debt-to-EBITDA ratio is around 7.5x, with (EBITDA - capex) coverage of interest at about 1.5x and a free-cash-flow-to-debt ratio in the low single digits. These metrics include our adjustments for operating leases, pensions, run-rate earnings from acquisitions, certain nonrecurring items, and excess cash held to boost liquidity during the economic downturn. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to a rating upgrade include: (i) debt-to-EBITDA ratio below 6x, (ii) (EBITDA - capex) coverage of interest exceeding 2x, and (iii) free-cash-flow-to-debt ratio exceeding 4%. Factors that could lead to a rating downgrade include: (i) debt-to-EBITDA ratio above 7.5x, (ii) (EBITDA - capex) coverage of interest below 1.2x, (iii) free-cash-flow-to-debt ratio below 2%, or (iv) a significant loss of revenue and decline in EBITDA resulting from the economic downturn. The following ratings remain unchanged: Corporate family rating at B3; Probability of default rating at B3-PD; $400 million backed senior secured first-lien revolving credit facility maturing in December 2023 at B2 (LGD3); $2.3 billion backed senior secured first-lien term loan maturing in December 2025 at B2 (LGD3); $1.1 billion repriced backed senior secured first-lien term loan maturing in September 2026 at B2 (LGD3); $300 million backed senior secured term loan maturing in September 2026 at B2 (LGD3). The outlook for Sedgwick is unchanged at stable. The senior secured credit facilities are also available to Sedgwick affiliate Lightning Cayman Merger Sub, Ltd. Sedgwick also maintains an $890 million unsecured term loan maturing in December 2026 (unrated) that was privately placed with lenders who are not affiliated with the equity owners. The principal methodology used in this rating was Insurance Brokers and Service Companies published in June 2018. Sedgwick is a leading global provider of technology-enabled risk, benefits and integrated business solutions. The company processes claims in casualty, property, marine, benefits and other lines for insurance and reinsurance companies, self-insured corporations and government entities. Operating through some 900 offices in 65 countries, Sedgwick generated revenues of approximately $3.4 billion in the 12 months ended September 2020. SHOPPINGTOWN MALL: March 31 Disclosure Statement Hearing Set ------------------------------------------------------------ On Feb. 10, 2021, debtor Shoppingtown Mall NY LLC filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a Fourth Amended Disclosure Statement and Third Amended Chapter 11 Plan. On Feb. 11, 2021, Judge Carlota M. Bohm ordered that: * March 24, 2021, is the last day for filing and serving objections to the Disclosure Statement. * March 31, 2021, at 2:30 p.m. is the ZOOM Hearing to consider the approval of the Disclosure Statement which shall be held via ZOOM Video Conference Application. A full-text copy of the order dated Feb. 11, 2021, is available at https://bit.ly/2NA0Y8N from PacerMonitor.com at no charge. Counsel for the Debtor: Kirk B. Burkley, Esquire Harry W. Greenfield, Esquire Sarah E. Wenrich, Esquire BERNSTEIN-BURKLEY, P.C. 707 Grant Street, Gulf Tower, Suite 2200 Pittsburgh, PA 15219 Telephone: (412) 456-8108 Facsimile: (412) 456-8135 About Shoppingtown Mall NY Shoppingtown Mall NY LLC owns and operates the shopping center known as "Shoppingtown Mall" located at 3649 Erie Boulevard East, Dewitt, NY 13214 Shoppingtown Mall NY sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million, and liabilities of between $10 million and $50 million. The case is assigned to Judge Carlota M. Bohm. Bernstein-Burkley, P.C., is the Debtor's counsel and Broadway Realty as its real estate broker. No official committee of unsecured creditors has been appointed in the Debtor's case. SN TEAM: March 31 Plan Confirmation Hearing Set ----------------------------------------------- SN Team, LLC, filed with the U.S. Bankruptcy Court for the District of Nevada an Amended Disclosure Statement to accompany the Amended Plan of Reorganization. On Feb. 11, 2021, Judge August B. Landis approved the Disclosure Statement and ordered that: * March 31, 2021, at 1:30 p.m. is the confirmation hearing to consider Debtor's Chapter 11 Plan of Reorganization. * March 16, 2021, at 5:00 p.m. is the deadline for holders of Claims to vote on the Plan and to transmit ballots. * March 16, 2021, is the deadline for filing objections to confirmation of the Plan. * March 24, 2021, is the deadline for the Debtor to file a ballot tabulation. * March 24, 2021, is the deadline for filing a reply to objections to confirmation and a brief in support of Confirmation. A full-text copy of the order dated Feb. 11, 2021, is available at https://bit.ly/3k2dlXq from PacerMonitor.com at no charge. Attorney for Debtor: TIMOTHY P. THOMAS LAW OFFICE OF TIMOTHY P. THOMAS, LLC 1771 E. Flamingo Rd. Suite B-212, Las Vegas, NV 89120 Telephone: (702) 227-0011 Fax: (702) 227-0334 About SN Team LLC SN Team LLC owns and manages these properties: 229 Silver Rings Ave., North Las Vegas, Nevada, 2153 Jade Creek St. #206, Las Vegas, Nevada, 458 Winthrop Place, Henderson, Nevada, 251 S. Green Valley Pkwy. #5521, Henderson, Nevada, and 8255 Las Vegas Blvd. South #1214, Las Vegas, Nevada. SN Team LLC filed a Chapter 11 petition (Bankr. D. Nev. Case No. 20-10812) on Feb. 13, 2020. Judge August B. Landis oversees the case. In the petition signed by Wendy J. Merrill, managing member, the Debtor was estimated to have between $500,000 and $1,000,000 in assets, and between $100,000 and $500,000 in liabilities. Andersen Law Firm, Ltd., represents the Debtor. SOAS LLC: Wins Access to Live Oak's Cash Collateral Thru April 30 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington has authorized SOAS, LLC to use the cash collateral of Live Oak Bank Company on an interim basis through April 30, 2021, and provide adequate protection. The Debtor is authorized to use the Lender's Cash Collateral to pay the ordinary and necessary business expenses of the Debtor's business, as outlined in the budget. The Debtor will not exceed any expense line item of the Budget by more than 10%, or generate less than 90% of any revenue line item in the Budget, including accounts receivable, without additional Court approval after notice and hearing, or alternatively, without the Lender's prior written consent and without further order of the Court. As adequate protection for the Debtor's use of cash collateral, the Lender is granted valid, binding, enforceable and perfected security interests and liens in the same priority as they existed prior to the petition date in this Chapter 11 case, in and to all personal property of the Debtor. As additional adequate protection in respect of any diminution in the value of their respective collateral and the Debtor's use of the Cash Collateral, the Junior Lienholders consisting of Steven Oliva, Hi-School Pharmacy Services, McKesson Corporation and Cardinal Health 110 LLC, are granted a valid, binding, enforceable, and automatically perfected replacement lien and security interest in all of the Debtor's post-petition assets. In addition, the Debtor will: (A) provide Live Oak a report containing the following information: (i) cash income for the prior week and for the period since the Petition Date; (ii) cash expenditures by Budget line items for the prior week and for the period since the Petition Date; (iii) a comparison of actual weekly and cumulative income and expenditures by line item to Budgeted weekly cumulative income and expenditures by line item; (iv) a listing of account receivables and work-in-progress, together with a schedule of contracts in progress, including an accounts receivable aging report. (B) provide to Live Oak copies of Debtor's monthly financial reports; (C) continue to maintain insurance on its place of business; (D) not incur any indebtedness with priority over the liens of Live Oak; (E) not sell any of its assets, other than inventory and goods in the ordinary course of business without Bankruptcy Court approval; (F) make no payments on pre-petition debts, except for prepetition wages, salaries, medical insurance premiums and other benefits in an amount not to exceed the unsecured priority amounts set forth in 11 U.S.C. Section 507(a)(4) and (5), unless expressly consented to in writing by Live Oak, or approved by the Bankruptcy Court after notice and hearing; and (G) make an adequate protection payment to Live Oak Bank in the sums of $13,750 not later than March __, 2021, and $13,750.00 not later than April 15, 2021, without prejudice to the estate, the Debtor, any Committee if one is appointed, or any other party in interest to challenge the rate of interest at any final hearing or in a plan of reorganization or to reallocate any adequate protections to interest and principal after a final ruling on the extent, validity and priority of all Lender's and Junior Lien Creditor Liens. To the extent that a component of rent paid to Dry Lake Land Stewardship LLC represented a partial payment to Live Oak, then the interest paid pursuant to the provision will be credited against that component of the rent paid to Dry Lake Land Stewardship, LLC. The Debtor is also authorized to pay The Tracy Law Group PLLC up to $50,000 during the period of the order on account of its allowed but unpaid administrative expense. The Court says if the Debtor fails to comply with the terms of the Order, the use of cash collateral will be terminated and Live Oak Bank may submit an ex parte order converting the case to Chapter 7. A further interim hearing on the matter will be held on April 15 at 9:30 a.m. A copy of the Order is available for free at https://bit.ly/2NAgNfJ from PacerMonitor.com. About Soas, LLC Soas, LLC, which conducts business under the name Island Drug, is a long-term care pharmacy in Oak Harbor, Wash. It dispenses medicinal preparations delivered to patients residing within an intermediate or skilled nursing facility, including intermediate care facilities for mentally retarded, hospice, assisted living facilities, group homes, and other forms of congregate living arrangements. Soas LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 19-10928) on March 18, 2019. At the time of filing, the Debtor estimated assets and liabilities of between $1 million and $10 million. The case is assigned to Judge Marc Barreca. The Tracy Law Group PLLC is the Debtor's legal counsel. No official committee of unsecured creditors has been appointed in the case. SOLSTICE MARKETING: Files for Chapter 11 Bankruptcy --------------------------------------------------- Kimberly Chin of The Wall Street Journal reports that Sunglasses retailer Solstice Marketing Concepts LLC has filed for bankruptcy, the latest U.S. retailer affected by the coronavirus pandemic's disruptions. The chain's 2020 sales fell more than 50% from the previous 2019. The luxury sunglasses chain that can be found in outlet centers and malls filed for chapter 11 protection Wednesday, February 17, 2021, in U.S. Bankruptcy Court for the Southern District of New York. The company said it plans to reorganize and will seek financing upon the court's approval to keep funding its ongoing operations. About Solstice Marketing Concepts Solstice Marketing Concepts LLC -- http://solsticesunglasses.com/ -- is a brick and mortar and online sunglasses retailer. Solstice Marketing Concepts LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-10306) on Feb. 17, 2021. The Debtor was estimated to have $1 million to $10 million in assets and liabilities as of the bankruptcy filing. The Debtor tapped MORGAN, LEWIS & BOCKIUS LLP as bankruptcy counsel, RETAIL CONSULTING SERVICES, INC., as real estate consultant, and KCP ADVISORY GROUP LLC, as financial advisor. SPECTRUM BRAND: Moody's Gives Ba1 Rating on New $350MM Term Loan ---------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to Spectrum Brand, Inc.'s new $350 million 7-year senior secured term loan. All other ratings remain unchanged including the company's Corporate Family Rating of B1, the Probability of Default Rating of B1-PD, the senior secured revolving credit facility rating of Ba1, and the senior unsecured notes of B2. The outlook remains stable. As a result of this transaction, existing LGD point estimates on the 1st lien senior secured instruments changed from LGD1 to LGD2. The Speculating Grade Liquidity rating remains SGL-1. Spectrum Brands, Inc. is a direct operating subsidiary of Spectrum Brands Holdings Inc. (collectively Spectrum). Proceeds from the new term loan will be used to refinance existing debt including repayment of the company's existing $250 million unsecured notes due in 2024 and a portion of the $1 billion senior unsecured notes due in 2025. The Ba1 rating is based on Moody's assumption that the company will also imminently issue senior unsecured notes as part of the refinancing. The senior secured term loan will be pari passu in terms of seniority and collateral coverage with the existing senior secured revolving credit facility (Ba1). The transaction is credit positive as it extends the company's maturity profile while also reducing interest expense. Moody's plans to withdraw the ratings of the 2024 notes upon their repayment. The following ratings/assessments are affected by the action: New Assignments: Issuer: Spectrum Brands, Inc. Senior Secured Term Loan, Assigned Ba1 (LGD2) RATINGS RATIONALE Spectrum's B1 CFR reflects the company's high financial leverage and its exposure to the competitive consumer durables and packaged goods industries with varying levels of cyclicality during economic downturns. Spectrum's financial policy remains somewhat aggressive with high financial leverage and modest share repurchases. Acquisitions are also part of Spectrum's strategy and are core to its long-term growth, especially now that its transformation plan is complete following the divestiture of the battery and auto products businesses. Spectrum's credit profile benefits from its very good liquidity and lack of near-term debt maturities. Furthermore, Spectrum's broad portfolio of affordable consumer-oriented brands, and track record of product development offer some counter-cyclical properties to support the credit profile during periods of economic weakness. Governance risks are partially mitigated by Spectrum's 3.0x-4.0x net debt-to-EBITDA target (company's definition) that provides comfort the company will focus on reducing leverage following acquisitions and will maintain financial flexibility to pursue acquisitions and manage through economically weak periods. Moody's expects that Spectrum will maintain very good liquidity including roughly $175 million of annual free cash flow and no meaningful debt maturities until 2025 following the redemption of the 2024 notes, and that debt to EBITDA will remain in the 4x range barring any debt financed acquisitions. These factors help mitigate the company's headwinds from tariffs that continue to pressure EBIT margins and competition with larger and better capitalized companies. Despite headwinds in the durables sector caused by the coronavirus shutdowns, Moody's expects demand for most of Spectrum's products will remain relatively stable given their "in-home" applications conducive to sheltering-in-place following the coronavirus outbreak, especially in the small home appliances (cooking), personal care (grooming), home & garden and pet (aquatics) segments. Additionally, having a portfolio of recognizable value-oriented brands in relevant markets benefits Spectrums' ratings as it helps during periods of economic weakness. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectation that Spectrum will continue to maintain stable operating performance while reducing financial leverage over the next 12 to 18 months. The outlook also reflects Moody's expectation for an economic recovery during this period as demand for Spectrum's products return to more normalized levels as seen prior to the coronavirus outbreak. Barring any debt financed acquisitions or outsized share repurchases, Moody's projects the company will reduce debt-to-EBITDA leverage to around 4.75x over the next 12-18 months. Ratings could be downgraded if Spectrum's revenue or earnings persistently decline, the company loses market share, or liquidity deteriorates. Debt-funded acquisitions or shareholder distributions could also lead to a downgrade. Ratings could also be downgraded if debt to EBITDA is sustained above 5.0x. An upgrade would require sustained organic revenue and EBITDA growth supported by strong reinvestment. The company would also need to maintain a more conservative financial policy. Debt to EBITDA would also need to be sustained below 4.0x before Moody's would consider an upgrade. The principal methodology used in these ratings was Consumer Durables Industry published in April 2017. Headquartered in Middleton, Wisconsin, Spectrum Brands, Inc. is a global consumer product company with a diverse portfolio including small appliances, lawn and garden, electric shaving and grooming, pet supplies, household insect control and residential locksets. Revenue approximates $4.2 billion as of last 12 months ending January 2021. STUDIO MOVIE: Unsecureds to Recover Up to 14.6% in Joint Plan ------------------------------------------------------------- Studio Movie Grill Holdings, LLC, and its debtor-affiliates filed the Amended Joint Disclosure Statement for Amended Joint Plan of Reorganization dated February 11, 2021. The Debtors operated 33 dine-in movie theaters when they sought bankruptcy protection. The Debtors have been engaged in: (i) identifying which theaters are not profitable, which ones are profitable, and which ones can be profitable; and (ii) renegotiating leases with landlords. To date, the Debtors have filed motions to reject 24 lease locations. As of the filing of this Disclosure Statement, the Debtors have rejected 14 leases covering 16 theater locations. The Debtors have and continue to negotiate with all other landlords. These negotiations have been largely successful, as the Debtors have negotiated revised lease terms with many of their landlords that incorporate some form of percentage rent to weather the current depressed demand for theater experiences. The Debtors have also dedicated substantial efforts evaluating their options for a viable exit strategy. Those options include a sale of the Debtors' assets and/or a plan of reorganization. Based on discussions their advisors, the Agent and its advisors, and with the Committee and its advisors, the Debtors determined that pursuing a simultaneous dual-track process to restructure their business via a section 363 marketing process and a recapitalization transaction equitizing plan process was the best way to maximize the value of the estates. The Debtors undertook to market a proposed sale of assets of the Debtors to potential buyers and obtained approval of the Bid Procedures to create a fair and orderly process to solicit bids on the Debtors' assets, while maintaining the flexibility to reorganize the Debtors. Debtors did solicit bids under the Bid Procedures; however, this sale process failed to yield any bids for the assets. The Plan provides for either an Asset Sale Restructuring to a Third-Party Purchaser or to an Agent Purchaser or an Equitization Restructuring pursuant to which New Units in Reorganized SMG will be distributed pursuant to the Plan. If the Agent is the prevailing purchaser of all or substantially all of the Debtors' assets pursuant to the Bid Procedures, the Agent may exercise the Plan Toggle Right to implement such sale through a chapter 11 plan, including via an alternative transaction where the Prepetition Lenders and/or the DIP Lenders retain debt instruments and/or receive equity securities. The Plan sets forth the Restructuring Transactions to occur in the event of either an Asset Sale Restructuring or an Equitization Restructuring. Class 2 consists of the Prepetition Lenders' Claims held by the Prepetition Lenders. On the Effective Date, the Prepetition Lenders' Claims shall be Allowed in the aggregate principal amount of at least $104,123,984.28, plus accrued and unpaid interest on such principal amount through the Petition Date. If an Equitization Restructuring occurs, (a) its Pro Rata share plus all Allowed DIP Claims ; and (b) its Pro Rata share of the Agent Panterra Assets; or if an Asset Sale Restructuring occurs, (a) all Cash of the Debtors (including, if the Asset Sale Restructuring is to a Third Party Purchaser, the Sale Proceeds) other than the GUC Trust Assets, and (b) its Pro Rata Share of the Agent Trust Assets and the Agent Trust Interests. Class 5 General unsecured creditors owed $40-50 million have 0 – 14.6% estimated percentage recovery under the Amended Plan, according to the Amended Disclosure Statement. Each such Holder of an Allowed GUC Claim in Class 5 shall receive its Pro Rata share of the GUC Trust Interests. Each Holder of GUC Claims in an aggregate Allowed amount greater than $2,500.00 may irrevocably elect on its Ballot to have such Claim irrevocably reduced to $2,500.00 and treated as a Convenience Class Claim for the purposes of the Plan rather than as a GUC Claim. For avoidance of doubt, Holders of Prepetition Lenders' Claims shall not be entitled to any recovery from the GUC Trust Interests or the GUC Trust Assets (solely excepting the Agent Panterra Assets). Distributions under the Plan will be funded with Cash on hand on the Effective Date and the revenues and proceeds of all remaining assets of the Debtors recovered by the GUC Trust or Agent Trust, as applicable, including proceeds from all Causes of Action not settled, released, discharged, enjoined, or exculpated under the Plan or otherwise on or prior to the Effective Date. Attorneys for the Debtors: FRANK J. WRIGHT JEFFERY M. VEVETO JAY A. FERGUSON Law Offices of Frank J. Wright, PLLC 2323 Ross Ave., Suite 730 Dallas, TX 75201 Telephone: (214) 935-9100 Email: frank@fjwright.law jeff@fjwright.law jay@fjwright.law About Studio Movie Grill Studio Movie Grill and its affiliates operate a chain of movie theatres that include full-service dining during the show. Studio Movie Grill is based in Dallas and runs 33 theater-restaurants. Studio Movie Grill Holdings, LLC, and its affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-32633) on Oct. 23, 2020. Studio Movie Grill was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Stacey G. Jernigan is the case judge. The Law Offices of Frank J. Wright, PLLC, is the Debtors' counsel. Donlin Recano is the claims agent. TALK VENTURE: Wins Cash Collateral Access Thru April 28 ------------------------------------------------------- Judge Theodor C. Albert of the U.S. Bankruptcy Court for the Central District of California in Santa Ana has entered an order granting Talk Venture Group, Inc.'s request to use cash collateral through the hearing on April 28, 2021, at 10 a.m. The Debtor previously won permission to use cash collateral on an interim basis through February 10, 2021. As reported by the Troubled Company Reporter on February 7, 2020, Talk Venture Group asked the Bankruptcy Court to authorize use of cash collateral to pay necessary and ordinary expenses of its business to allow the Debtor to emerge as a reorganized Debtor. According to the Debtor's Cash Collateral Motion, secured creditor claims against the Debtor are estimated at $4,304,828.79, including: * Well Fargo Bank, N.A. $1,005,71 (1st priority lien), $226,332.81 (2nd priority lien), * Bank of California $1,711,810.39 (3rd lien interest), and $84,383.79 (4th priority lien). The Ohio Dept. of Job and Family Service also asserts a priority unsecured claim estimated at $3,173.28 for tax assessment. As adequate protection, the Debtor proposed to give its secured creditors a post-petition replacement lien on all of its post-petition assets based on the priority and up to the value of the cash collateral actually used post-petition. The Debtor offered its first priority secured creditor, Wells Fargo, monthly adequate protection payment of $10,000, due by the 20th of every month beginning Jan. 20, 2020. A copy of the order is available for free at https://bit.ly/3qJlG4R from PacerMonitor.com. About Talk Venture Group, Inc. Talk Venture Group, Inc., sells a variety of products, including baby safety products, auto towing straps, security surveillance cameras, and bicycling apparel and shoes. Talk Venture Group filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 19-14893) on Dec. 19, 2019. In the petition signed by Paul Se Won Kim, its president, the Debtor was estimated to have under $500,000 in assets and under $10 million in liabilities. The Hon. Theodor Albert oversees the case. The Debtor is represented by Michael Jay Berger, Esq., at Law Offices of Michael Jay Berger. TIERPOINT LLC: Moody's Gives B3 Rating on New $675MM Term Loan B ---------------------------------------------------------------- Moody's Investors Service has assigned a B3 rating to Tierpoint LLC's proposed $675 million senior secured term loan B due May 2026. The net proceeds from the proposed term loan issuance will be used to fully refinance the company's existing $677 million senior secured term loan B due May 2024. All other ratings including the company's B3 corporate family rating and stable outlook are unchanged. Assignments: Issuer: TierPoint, LLC Senior Secured Bank Credit Facility, Assigned B3 (LGD3) RATINGS RATIONALE TierPoint's B3 CFR reflects the potential for periods of elevated leverage (Moody's adjusted) associated with organic expansion and M&A given the capital intensity of the company's business model and end markets, historical but now abating cash deficits, modest scale, intensifying competition and significant industry risks. The company's credit profile also reflects the financial policy objectives of the company's consortium of private equity owners. These factors are offset by the company's stable base of contracted recurring revenue, mid-to-high single-digit revenue growth, position as a high quality retail colocation provider in Tier 2 and Tier 3 markets with an emphasis on hybrid IT solutions and its portfolio of advanced cloud and managed services. TierPoint has shown improved financial flexibility and continued steady progress improving bookings, installations and churn trends in 2020 despite a reduction in retail colocation traction with enterprise customers during the Covid-19 pandemic. With Covid-19 pressures likely waning by second half 2021, strengthened colocation bookings growth and a continuation of 2020's mid-teens bookings growth in cloud and managed services will aid Tierpoint's continued EBITDA expansion. Proceeds from preferred equity issuance in April 2020 facilitated meaningful reductions in funded debt. This strengthened balance sheet combined with improved operational execution is now enabling Tierpoint to deliver sustained revenue and EBITDA growth. Such growth is predicated on continued sales force productivity increases following several years of focused investment in direct and channel-based sales efforts, as well as from improved service and delivery, customer outreach and operational efficiencies. TierPoint participates in a rapidly evolving segment of the telecommunications industry that favors operators with large scale. TierPoint's organic and historical M&A growth strategy, as well as its differentiated focus serving mid-size enterprise customers in Tier 2 and Tier 3 markets, facilitates improved scale. Combined with a broadening product portfolio, including less capital intensive growth in its advanced cloud and managed services operations, the company has the potential to strengthen its value proposition and competitive position over the long term. TierPoint's liquidity is good, supported by $179 million available from its $220 million of total revolver capacity on a pro forma basis reflecting the term loan B refinancing as of September 30, 2020; $36 million of this $220 million of capacity matures in May 2022 with the remainder maturing in April 2025. The company will also have a pro forma cash balance of about $1 million as of September 30, 2020. TierPoint will generate negative free cash flow in 2020 due to mainly success-based growth initiatives, but Moody's anticipates free cash flow to become positive over the next 12 to 18 months as a result of growing EBITDA and lower material capital spending associated with capacity expansions in 2021. Moody's expects any cash shortfalls will be funded with revolver draws. The stable outlook reflects Moody's view that TierPoint will continue growing revenue and EBITDA and that leverage (Moody's adjusted) will remain below 7x over the next 12 to 18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could consider a ratings upgrade if the company generated free cash flow equal to at least 5% of debt and leverage were to trend through 5x (both on a sustained and Moody's adjusted basis). Downward rating pressure could develop if bookings growth weakens, churn rises, monthly recurring revenue trends turn negative or if leverage (Moody's adjusted) is sustained above 7x. In addition, if liquidity becomes strained or if capital intensity becomes less success-based, a downgrade is likely. The principal methodology used in these ratings was Communications Infrastructure Industry published in September 2017. Headquartered in St. Louis, MO, TierPoint, LLC is a provider of data center, managed hosting and cloud services. The company operates 41 data centers in 20 markets, and serves over 3,500 mid-size and larger enterprise customers. TIVITY HEALTH: Moody's Completes Review, Retains B2 CFR ------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Tivity Health, Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 9, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Tivity Health's B2 CFR reflects its modest leverage (pro forma for the divestiture of the nutrition business) and scale, reduced business diversity with concentration in the Healthcare segment, as well as revenue concentration that the company's SilverSneakers program has to large health insurance companies. However, the rating is supported by Tivity's established market position in fitness and health improvement programs for seniors through its SilverSneakers brand as well as favorable demographic trends in the US resulting from an increasing number of seniors turning 65 and signing up and tapping into Medicare Advantage programs. The principal methodology used for this review was Business and Consumer Service Industry published in October 2016. TRI-STATE PAIN: Unsecureds Owed $3.6M to Get $500 Monthly for 5 Yrs ------------------------------------------------------------------- Tri-State Pain Institute, LLC, submitted a Plan and a Disclosure Statement. The debtor Tri-State Pain Institute, LLC, explored all options to downsize, relocate, and/or sell all business assets. Efforts at a sale have resulted in a tentative offer to sell the main building at 2374 Village Common Drive and the adjacent parcel and equipment for $3,400,000 with no financing contingency by Joseph C. Kramer, and this would act as the "stalking horse" bid that would allow higher bids to be made by financially qualified persons and entities. The equipment of Tri-State itself would not be available for sale because (a) TIAA Commercial Finance, Inc., has obtained relief from the automatic stay and is litigating its right to possession of all the equipment constituting its collateral, the major part of the debtor's equipment, and (b) the Debtor will need the remaining miscellaneous equipment (files, tables, chairs, desks, computers, etc.) for its business at its new location on Peach Street. Class 1: TIAA Commercial Finance, Inc., filed Claim No. 14 as a Secured Claim in the amount of $1,705,734. After a contested matter on TIAA's motion to vacate the automatic stay and/or grant adequate protection, the parties agreed that the actual market value of TIAA's collateral and therefore its secured claim was $900,000; and the Court so determined by order dated April 21, 2020. Class 3: US Bank Equipment Finance: US Bank Equipment Finance is owed $78,496 of which $6,500 is secured per its Claim No. 2-1. The secured amount of $6,500 will be paid over thirty-six months at 5% for a monthly payment of $194.81. The unsecured deficiency of $71,996 shall be treated and paid with other Unsecured Claims without priority as set forth in Class 11(b). Class 4: Wells Fargo Bank, N.A., on Guaranty: Wells Fargo Bank, N.A. is owed $3,540,357. Wells Fargo will be paid partly or entirely by the sale of the real estate and building. Class 5: Wells Fargo Bank on Direct Obligation: Tri-State also directly owes $599,112.13 guaranteed by Dr. Thomas. Dr. Thomas' real property in Greene Township was sold for $299,900; and after payments on a first mortgage legal fees, and other costs and taxes, the remaining balance of $177,727 will be or has been sent to Wells Fargo in a reduction of this obligation. Most or all of the remaining obligation of approximately $424,000 will be paid by the sale of Dr. Thomas' parcel of land at 2368 Village Common Drive. Class 6: TCF National Bank is owed on the Petition Date the sum of $43,323. The balance as of December 2020 was $32,747. The debtor agrees to surrender all the items, approximately 37 CPM machines, constituting this creditors Collateral in full payment of the balance owed. Class 9: Priority Claim of Dr. Jung-Woo Ma: Dr. Ma's Priority Claim is $13,650, which will be paid in consecutive monthly payments at $1,365 per month for 10 months. Class 11(a) is composed of general Unsecured Claimants that have no Collateral to secure their Claims. These Unsecured Claimants have Claims totaling $357,640 and will be paid monthly pro rata from a fund of $250 which the debtor will pay each month for 60 consecutive months with the first payment to be made within 30 days of the Confirmation Date. Class 11(b) is comprised of Unsecured Claimants that have or had Collateral securing their Claims. These are TIAA, US Bank, and the SBA and have Claims totaling $3,277,730. These amounts shall share pro rata in a fund of $250 which the Debtor will each month for 60 consecutive months with the first payment to be made within 30 days of the Confirmation Date. The Plan will be funded partly by the sale of real estate and partly by later operations. A full-text copy of the Disclosure Statement dated February 15, 2021, is available at https://bit.ly/3qxJXdU from PacerMonitor.com at no charge. About Tri-State Pain Institute Tri-State Pain Institute, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Cas No. 20-10049) on January 23, 2020. At the time of the filing, the Debtor had estimated assets of between $500,001 and $1 million and liabilities of between $1,000,001 and $10 million. Judge Thomas P. Agresti oversees the case. The Debtor tapped Marsh, Spaeder, Baur, Spaeder, and Schaaf, LLP, as the legal counsel and Coldwell Banker Select, Realtors as real estate broker. On February 14, 2020, the U.S. Trustee for Regions 3 and 9 appointed a Committee of unsecured creditors in the Debtor's Chapter 11 case. The Committee is represented by Knox, McLaughlin, Gornall & Sennett, P.C. UNIPHARMA LLC: Sold for $26 Million in Bankruptcy Sale to NHTV -------------------------------------------------------------- Brian Bandell of the South Florida Business Journal reports that the assets of Unipharma LLC, including its Tamarac pharmaceutical manufacturing facility, were sold out of U.S. Bankruptcy Court for $26 million to the company’s biggest creditor. The creditor, a fund administered by Morgan Stanley, is now being sued by the family that founded Unipharma. Unipharma filed Chapter 11 reorganization in December 2020, listing more than $160 million in liabilities. It owned a 135,000-square-foot manufacturing facility at 10200 N.W. 67th St., which once housed 130 employees. The company made private-label pharmaceuticals and other health care products, such as buffer solutions for Covid-19 testing kits. The family of Raimundo J. Santamarta Sr. founded Unipharma after its pharmaceutical business in Venezuela was devastated by the political climate. In court, the family said the Venezuelan government expropriated its business there without compensation. Now, the family has lost its main U.S. pharmaceutical business. Paul Singerman, who represents Unipharma in Chapter 11, couldn't be reached for comment. The assets of Unipharma, including the real estate, were sold for $26 million to New Vision Pharmaceuticals, which was established by the largest secured creditor in the case, NHTV ULM Holdings, part of the North Haven Tactical Value Fund administered by Morgan Stanley. There was a bankruptcy auction, but no other parties submitted bids, according to court documents. Attorney Edward Soto, who represents NHTV in the case, didn't respond to questions about the future of the business and the litigation from the Santamarta family. On Jan. 18, 2021, Santamarta and several of his family members filed a lawsuit in U.S. Bankruptcy Court against NHTV, accusing it of making misrepresentations while entering into a loan to Unipharma and improperly calling that loan into default, they allege. Attorney Jeffrey Bast, who represents the Santamarta family, said the family invested over $80 million of their personal money into the company. The family established Unipharma in 2012 and worked to open the facility in Tamarac. They realized they needed additional funds to build a manufacturing plant that was compliant with U.S. Food and Drug Administration regulations. They initially received an offer from a Spanish bank for a $100 million line of credit. Then, MS Capital Partner Advisor, part of Morgan Stanley, advised it to consider an investment from NHTV instead. "Leveraging its relationship with MS, NHTV sold itself as part of an American bank with a vast network of key figures in American industry and politics from which Unipharma would directly benefit," the Santamarta family stated in the complaint. In 2018, Unipharma signed an agreement with NHTV for $60 million in loans, with interest-only payments for the first five years. The loans were set to mature in six years. As part of the deal, an affiliate of NHTV took a 24.5% equity interest in Unipharma. According to the Santamarta complaint, Unipharma needed additional funds to meet regulatory requirements and ramp up production, but NHTV wasn’t willing to match the family's contribution. The family wanted NHTV to provide 24.5% of the funds, in proportion with its equity. Shortly after Santamarta refused a request by NHTV to inject more cash into the business in April 2020, NHTV declared the loan in default, citing the placement of Unipharma funds in the wrong investment account and transactions with Bio Dose, a firm owned by Santamarta, on unfavorable terms. In the complaint, Santamarta said NHTV was aware of the deal with Bio Dose, and the prices it paid were better than market rate. Later, NHTV said Unipharma it was in default because it didn't provide its audited 2019 financial statement. The Santamarta family said the Covid-19 pandemic delayed the audit, but it provided preliminary statements. By October 2020, NHTV had retained new management for Unipharma and took over its operations. This caused the company to miss out on valuable business opportunities that would have led to greater sales, including the opportunity to produce and sell Covid-19 testing kits, according to the Santamartas in the complaint. The Santamarta family didn't challenge the sale of the company, but is seeking financial compensation and that its claims of debt in the case be converted to equity. "In our view, the defaults were largely manufactured by the defendant," Bast said. "The founder came here and had 40 years of experience in this industry in Venezuela with great success. They came here to replicate that and thought they had lined up a partner with a network of contacts to assist them, but it didn't work out the way they had been told." NHTV has yet to respond to the complaint. About Unipharma LLC Unipharma LLC is a healthcare packaging company serving the pharmaceutical and nutraceutical sectors in the development, manufacturing and packaging of liquid, disposable, and single-dose units. Tamarac owns the state of the art 165,000 square foot, FDA-registered, blow-fill-seal ("BFS") and ocnventional seal manufacturing facility build in 2018 located in Tamarac, Florida that, among other things, packages prescription, over the counter and nutraceutical oral and ophtalmic solutions. Unipharma was a Venezuela-based multinational pharmaceutical company. In 2013, it announced that it will invest $50 million to relocate to Tamarac, Florida. In April 2020, the senior secured lender provided notice of various defaults under the Debtors' loans. Tamarac 10200, LLC and Unipharma, LLC each sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-23346 and 20-23348) on Dec. 7, 2020. Tamarac was estimated to have at least $10 million in assets and less than $100 million in liabilities as of the bankruptcy filing. Berger Singerman LLP is serving as the Debtors' bankruptcy counsel. SOLIC Capital Advisors, LLC and SOLIC Capital, LLC provides the services of the CRO and other interim officers. Kurtzman Carson Consultants LLC is the claims agent. According to documents attached to the petition, the Debtors have arranged a senior secured debtor-in-possession financing credit facility in an aggregate amount up to $15,600,000. VISTA OUTDOOR: Moody's Gives B3 Rating on New Sr. Unsecured Notes ----------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Vista Outdoor Inc.'s new senior unsecured 8-year notes. All other ratings for the company including the B1 Corporate Family Rating and the B1-PD Probability of Default rating remain unchanged. Moody's took no action on the B3 rating on the existing $350 million senior unsecured notes due 2023 as these notes will be repaid and Moody's expects to withdraw the rating upon close. The outlook remains positive and the Speculative Grade Liquidity Rating remains SGL-1. Net proceeds of the new notes will be used for general corporate purposes and primarily for the refinancing of the existing senior unsecured notes due 2023. The refinancing favorably extends Vista's unsecured debt maturities to 2029 from 2023 while reducing cash interest. The following ratings/assessments are affected by the action: New Assignments: Issuer: Vista Outdoor Inc. Senior Unsecured Notes, Assigned B3 (LGD5) RATINGS RATIONALE Vista's B1 CFR reflects its leading position as one of the largest ammunition manufacturers in the US, its leading brands in multiple niche outdoor product categories and favorable US outdoor activity participation trends. The rating also reflects its low debt to EBITDA leverage of 1.7x as of December 27, 2020. Vista's credit profile is constrained by the volatility in non-law-enforcement related ammunition demand, difficulties sustaining organic revenue growth in the competitive outdoor products market, and societal risks of its ammunition products. The ratings also reflect Moody's expectation that the company's operating performance will remain strong over the next 12 to 18 months as ammunition demand remains robust and as the company continues to work through its material backlog. The anxiety caused by the pandemic and high political discord in the US will continue to sustain demand for ammunition at higher levels as new gun owners enter the market and existing owners stockpile ammunition. Additionally, the company's outdoor segment will remain strong as consumers continue to seek outdoor activities due to the coronavirus. Moody's expects Vista's fiscal year ended March 2022 annual sales to reach $2.2 billion and EBITDA to improve to approximately $290 to $300 million with Debt to EBITDA maintained at 1.7x. The coronavirus outbreak, the government measures put in place to contain it, and the weak global economic outlook continue to disrupt economies and credit markets across sectors and regions. Moody's analysis has considered the effect on the performance of Vista from the current weak US economic activity and a gradual recovery for the coming months. Although an economic recovery is underway, it is tenuous, and its continuation will be closely tied to containment of the virus. As a result, the degree of uncertainty around our forecasts is unusually high. Moody's regards the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public health and safety. The consumer durables industry is one of the sectors most meaningfully affected by the coronavirus because of exposure to discretionary spending. Moody's believes social risk will remain high for Vista due to its participation in the gun ammunition industry, although the risk has decreased after its exit from firearms manufacturing after divesting Savage Arms in July 2019. Governance factors include a favorable financial policy including a net debt-to-EBITDA target that was reduced in February to 1-2x (based on the company's calculation). Vista also does not pay a dividend, but share repurchases and potential debt-funded acquisitions create some event risk. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The positive outlook reflects Moody's expectation that demand for Vista's products will remain strong as ammunition sales continue to surge to support the large backlog of orders. The outlook also reflects Moody's expectation of a high likelihood that financial leverage will be maintained at lower levels as EBITDA remains robust for the next year and debt continues at the existing level. Ratings could be downgraded if liquidity deteriorates, operating performance declines materially after the ammunition demand tailwind ends, the integration of the Remington assets weakens Vista's earnings, or if management adopts a more aggressive financial policy. Debt/EBITDA sustained above 4.0x, or adverse gun industry regulations could also lead to a downgrade. Ratings could be upgraded if Vista sustains stable ammunition market share, produces organic growth with stable to higher margins in the outdoor products segment, and achieves strong sustained profitability from the ammunition business. Greater clarity regarding the sustainability of higher ammunition demand and earnings and strong free cash flow is necessary for an upgrade. Vista would also need to sustain on average debt to EBITDA below 2.5x after taking into consideration demand volatility from its ammunition business. The principal methodology used in this rating was Consumer Durables Industry published in April 2017. Vista Outdoor Inc., based in Anoka, Minnesota, is a manufacturer and marketer of ammunition and outdoor sports and recreation products. The publicly-traded company produces a broad product line for the biking, winter sports, hunting, shooting sports, wildlife watching, archery, and golf markets. Major brands include Bushnell, BLACKHAWK!, CamelBak, Federal, and Camp Chef. Sales were approximately $2.1 billion for the last twelve months ending December 27, 2020. WC 4811 SOUTH: Amends Plan to Resolve 4811 SoCo's Objections ------------------------------------------------------------ WC 4811 South Congress, LLC, filed an Amended Chapter 11 Plan of Reorganization and a supporting Disclosure Statement on Feb. 11, 2021. The Bankruptcy Court has entered an order fixing March 11, 2021, at 9:00 a.m., Bankruptcy Courtroom 1 for the Honorable Tony M. Davis, 903 San Jacinto, Austin, Texas as the date, time and place for the initial commencement of a hearing on confirmation of the Plan, and fixing March 3, 2021, at 5:00 p.m., as the time by which all objections to confirmation of the Plan. 4811 SoCo, LP (the "Noteholder") has filed an objection to the Disclosure Statement. The Disclosure Statement has been revised to attempt to address 4811 SoCo, LP's objections. The Bankruptcy Court has not ruled on whether the Disclosure Statement meets 4811 SoCo, LP's objections. The Bankruptcy Court has determined that this Disclosure Statement contains adequate information because it contains the Debtor's attempt to address those objections. The Disclosure Statement describes the Debtor's Plan, which provides for the reorganization of the Debtor and the treatment (and payment in full) of all Allowed Claims against and Interests in the Debtor. The Debtor has been working diligently to lease the vacant spaces, pursue a refinancing, and pursue a potential sale of the 14.993 acre parcel of land with a mobile home park and approximately 28,814 square feet of buildings located at 4811-4917 South Congress Avenue, Austin, Texas that has a number of tenants (the "Property"). Since acquiring the Note, the Noteholder has taken additional steps to exert control over the Debtor's Property and its business operations. On or about September 8, 2021, NewQuest Properties sent out a teaser email to solicit interest in a development opportunity at 4811 South Congress Avenue in Austin, Texas. Describing the Property as a prime opportunity for development, the email lists the Property as previously owned by World Class Properties. Through subsequent discovery, the Debtor learned that the current owner referred to in the email was 4811 SoCo, LP or its affiliates, and that the Noteholder prompted NewQuest to solicit potential buyers. Class 1 consists of the Noteholder Claim. The Noteholder Claim is asserted by the Noteholder in the amount of not less than $4,745,472.82 as of the Petition Date. In full and final satisfaction of the Allowed Noteholder Claim, the Allowed Noteholder Claim shall be paid in full on or prior to October 6, 2021. The Debtor presently anticipates that it will object to the allowance of some or all of the Noteholder Claim. This Class is Impaired, and holders of Claims in this Class are entitled to vote to accept or reject the Plan. Class 3 consists of all Unsecured Claims that are not Insider Claims. The Debtor believes there are approximately $20,813 in non-insider Unsecured Claims. Each Allowed Unsecured Claim shall be paid in full, without interest, on the later of 30 days after the Effective Date or 10 days after such Claim becomes an Allowed Claim. This Class is Impaired, and holders of Claims in this Class are entitled to vote to accept or reject the Plan. All consideration necessary for the payment or tender of Distributions under the Plan will be derived from Cash on hand on the Effective Date, income generated by the Reorganized Debtor from operations, and the proceeds from any sale or refinancing of the Property. To the extent the Reorganized Debtor does not have sufficient funds to make the necessary Distributions when due on account of any Allowed Administrative Expense, Allowed Priority Tax Claim, Allowed Other Secured Claim, or Allowed Unsecured Claim, the Equity Owner shall provide such additional funding as may be necessary to ensure the timely payment of such Distributions. The Debtor or Reorganized Debtor plans to sell all or part of the Property or refinance all or any part of the existing obligations that encumber the Property, including the obligations to the Noteholder. In the event such a transaction is consummated by the Debtor or Reorganized Debtor, the net proceeds from such sale or refinancing shall be paid to Noteholder until the Allowed Noteholder Claim is satisfied in accordance with the Plan to be applied as determined by the Bankruptcy Court until satisfied in full. A full-text copy of the Amended Disclosure Statement dated Feb. 11, 2021, is available at https://bit.ly/2ZtECsi from PacerMonitor.com at no charge. Counsel for the Debtor: Mark H. Ralston Fishman Jackson Ronquillo PLLC Three Galleria Tower 13155 Noel Road, Suite 700 Dallas, TX 75240 Telephone: (972) 419-5544 Facsimile: (972) 4419-5500 E-mail: mralston@fjrpllc.com About WC 4811 South Congress WC 4811 South Congress LLC, a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)), owns an income-producing mixed-use real estate development located at 4811 South Congress Ave. in Austin, Texas that includes a mobile home park, rental buildings and land to be used for future development. World Class Holdings III, LLC, is the managing member of WC 4811 South Congress and is an affiliate of Natin Paul. WC 4811 South Congress sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-11105) on Oct. 6, 2020. The petition was signed by Natin Paul, president of the managing member. At the time of the filing, the Debtor had estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Fishman Jackson Ronquillo PLLC is the Debtor's legal counsel. WC TEAKWOOD: Unsecureds Owed $38K Get 100% Without Interest ----------------------------------------------------------- WC Teakwood Plaza, LLC, submitted the Amended Disclosure Statement in support of its Amended Chapter 11 Plan of Reorganization dated February 11, 2021. The Bankruptcy Court has entered an order fixing March 11, 2021, at 9:00 a.m., Bankruptcy Courtroom 1 for the Honorable Tony M. Davis, 903 San Jacinto, Austin, Texas as the date, time and place for the initial commencement of a hearing on confirmation of the Plan, and fixing March 3, 2021, at 5:00 p.m., as the time by which all objections to confirmation of the Plan. The Disclosure Statement describes the Debtor's Plan, which provides for the reorganization of the Debtor and the treatment (and payment in full) of all Allowed Claims against and Interests in the Debtor. The Debtor's operations have largely returned to normal, and the Debtor's sole tenant has resumed meeting its monthly rent obligations. Thus stabilized, the Debtor has worked diligently to lease the vacant space, pursue a refinancing, and pursue a potential sale of the 48,440 square-foot shopping center situated on a 3.4 acre parcel at 8201-8209 Burnet Road, Austin, Texas that houses one of Austin's longest-standing specialty furniture stores (the "Property"). The Class 1 allowed secured claim of the Noteholder which total $8,124,911 will be paid in full of Allowed claim on or before October 6, 2021, expected to be from the proceeds of either a sale or refinancing of the Property. The Debtor presently anticipates that it will object to the allowance of some or all of the Noteholder Claim. This Class is Impaired, and holders of Claims in this Class are entitled to vote to accept or reject the Plan. Class 2 consists of Other Secured Claims which total $456,874. At the Debtor's election, either reinstatement of such obligation, turnover of the collateral securing such obligation, or payment in cash of such Allowed Claim. The Debtor does not presently anticipate an objection to the allowance of any Other Secured Claim. This Class is Impaired, and holders of Claims in this Class are entitled to vote to accept or reject the Plan. Class 3 consists of all Unsecured Claims that are not Insider Claims. The Debtor believes there are approximately $38,204 in non-insider Unsecured Claims. Each Allowed Unsecured Claim shall be paid in full, without interest, on the later of thirty days after the Effective Date or 10 days after such Claim becomes an Allowed Claim. This Class is Impaired, and holders of Claims in this Class are entitled to vote to accept or reject the Plan. All consideration necessary for the payment or tender of Distributions under the Plan will be derived from Cash on hand on the Effective Date, income generated by the Reorganized Debtor from operations, and the proceeds from any sale or refinancing of the Property. To the extent the Reorganized Debtor does not have sufficient funds to make the necessary Distributions when due on account of any Allowed Administrative Expense, Allowed Priority Tax Claim, Allowed Other Secured Claim, or Allowed Unsecured Claim, the Equity Owner shall provide such additional funding as may be necessary to ensure the timely payment of such Distributions. The Debtor or Reorganized Debtor, as applicable, plans to sell all or part of the Property or refinance all or any part of the existing obligations that encumber the Property, including the obligations to the Noteholder. In the event such a transaction is consummated by the Debtor or Reorganized Debtor, the net proceeds from such sale or refinancing shall be paid to Noteholder until the Allowed Noteholder Claim is satisfied in accordance with the Plan. A full-text copy of the Amended Disclosure Statement dated Feb. 11, 2021, is available at https://bit.ly/37otNfw from PacerMonitor.com at no charge. Counsel for the Debtor: Mark H. Ralston Fishman Jackson Ronquillo PLLC Three Galleria Tower 13155 Noel Road, Suite 700 Dallas, TX 75240 Telephone: (972) 419-5544 Facsimile: (972) 4419-5500 E-mail: mralston@fjrpllc.com About WC Teakwood Plaza Based in Austin, Texas, WC Teakwood Plaza LLC owns and operates a 3.4-acre shopping center at 8201-8209 Burnet Road, Austin, Texas that houses a number of business tenants. World Class Holdings III, LLC, is the managing member of WC Teakwood and is an affiliate of Natin Paul. WC Teakwood Plaza sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-11104) on Oct. 6, 2020. The petition was signed by Natin Paul, president of managing member. At the time of the filing, the Debtor had estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Fishman Jackson Ronquillo PLLC is the Debtor's legal counsel. ZOHAR III CORP: Court Judge Okays the Sale of Snelling Staffing --------------------------------------------------------------- Steven Church of Bloomberg News reports that a judge approved the sale of one more piece of investor Lynn Tilton's distressed debt empire to repay creditors owed at least $43 million. The sale of Snelling Staffing will bring as much as $7 million to the bankrupt company, Zohar III, a CLO Tilton set up to fund the portfolio of troubled companies she acquired. Snelling, based in Richardson, Texas, owes Zohar about $43 million, according to court documents Tilton agreed to give up control of Zohar as part of a settlement and later resigned from the portfolio companies. About Zohar III, Corp. Patriarch Partners, LLC, is a family office/private investment firm founded by diva of distress Lynn Tilton. Since 2000, through affiliated investment funds, Tilton has had ownership in and restructured more than 240 companies with combined revenues in excess of $100 billion, representing more than 675,000 jobs. Zohar III, Corp., and its affiliates are investment funds structured as collateralized loan obligations. Tilton formed collateralized loan funds -- Zohar I, Zohar II, and Zohar III -- in 2003 to borrow $2.5 billion to buy distressed companies. Tilton has faced an avalanche of lawsuits, including allegations from the SEC that her Patriarch Partners improperly valued assets in its Zohar debt funds and extracted about $200 million in excess fees from investors. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. (collectively, the "Zohar Funds"), sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. [*] Katten Adds Bankruptcy Vet Peter Knight to Chicago Practice --------------------------------------------------------------- Katten announced Feb. 18, 2021, that it has added highly regarded bankruptcy attorney Peter Knight to its Insolvency and Restructuring practice in Chicago, bolstering a national group that has been increasingly in demand as it continues to take on key roles in some of the most noted bankruptcy cases, representing debtors, independent directors, key creditor constituencies and stakeholders in major Chapter 11 and Chapter 15 cases throughout the country. Knight has more than two decades of experience and had served as chair of the Chicago Finance department and global co-chair of the Restructuring & Special Situations practice at his previous firm. He advises clients in a range of out-of-court restructurings, bankruptcy proceedings, and other special situations at all levels of the capital structure, with a focus on representing senior secured lenders. He has particular experience in developing and implementing out-of-court restructuring strategies, including UCC foreclosure transactions, assignments for the benefit of creditors, rescue financing structures, receivership proceedings, exchange offers and rights offerings, to name some. "There is no doubt that we have gained a top-of-class restructuring professional whose skills and experience will broaden our practice," said John Sieger, national head of Katten's Insolvency and Restructuring practice. "We have heard high praise for Pete directly from our clients who have worked with him. They know like we do that he is an outstanding attorney whose unique skill set and practical experience will help achieve their business goals." As a result of his background and experience, Knight will work closely with Katten's Private Credit attorneys. "Peter is a highly respected and accomplished participant in our industry and has been for years," said Katten Private Credit practice chair Michael Jacobson. "Having him on our team further expands our ability to counsel our clients through all potential life cycles of a given transaction." In addition to his restructuring practice, Knight devotes significant time to pro bono initiatives, including helping military veterans obtain disability benefits and representing victims of domestic violence through the Cook County Domestic Violence Legal Clinic, among other programs. Katten's national Insolvency and Restructuring practice has grown significantly in the last few years. Last year, Kate Scherling, Julia Winters and Michael Comerford joined the firm's practice in New York. Prav Reddy was added in London, Terry Banich in Chicago, and John Mitchell and Michaela Crocker in Dallas. Katten -- http://www.katten.com/-- is a full-service law firm with nearly 700 attorneys in locations across the United States and in London and Shanghai. Clients seeking sophisticated, high-value legal services turn to Katten for counsel locally, nationally and internationally. The firm's core areas of practice include corporate, financial markets and funds, insolvency and restructuring, intellectual property, litigation, real estate, structured finance and securitization, transactional tax planning, private credit and private wealth. Katten represents public and private companies in numerous industries, as well as a number of government and nonprofit organizations and individuals. [*] McKinsey's Opioid Woes Far From Over Despite Deals ------------------------------------------------------ Law360 reports that plaintiffs lawyers who spearheaded opioid litigation against pharmaceutical companies are opening a new front against McKinsey & Co. on behalf of local governments, indicating that the consulting giant's settlements worth $600 million with nearly every state won't end its legal troubles. One sign of the emerging onslaught played out during a Tuesday, February 16, 2021, court hearing over New York Attorney General Letitia James' requested approval of a $32 million settlement for the Empire State. The tentative settlement is among more than 50 deals with states and territories that McKinsey announced earlier in February 2020 to resolve allegations it unlawfully aided deceptive marketing of addictive opioid. About McKinsey & Company McKinsey & Company, Inc., is a management consulting firm. The Company offers consultation to various industries such as electronic, aerospace, automotive, chemical, financial, oil and gas, public sector, and healthcare. [*] Stretto Acquires Acumen Recovery Services LLC ------------------------------------------------- Stretto, a market-leading bankruptcy administration firm serving the corporate- and consumer-bankruptcy industries, has acquired Acumen Recovery Services, LLC, a data-analysis and advisory firm serving attorneys, trustees, and other fiduciaries analyzing, pursuing or defending preferences or other allegedly avoidable transfers in bankruptcy cases. This acquisition expands Stretto's suite of services designed to support professionals and other stakeholders in streamlining the bankruptcy process. "In expanding our preference-analysis capabilities and expertise, Stretto takes another important step forward as the leading technology and client-service platform that sits at the center of the bankruptcy ecosystem," comments Jonathan Carson, co-CEO at Stretto. "We welcome the experts at Acumen to the Stretto team, and we look forward to forging new pathways together to better serve bankruptcy professionals nationwide." Founded in 2014 by former corporate-restructuring attorneys, Michael Cohen and Dan McElhinney, Acumen assists clients in understanding the value of their preference-action portfolio and in maximizing recoveries. The firm created a proprietary, client-accessible database and analysis software application to simplify data and document management, due-diligence and discovery processing. Through this platform, Acumen provides streamlined analysis and litigation-management services, making it easier for clients to monetize important bankruptcy-estate assets. Acumen's CEO, Michael Cohen, and President/COO, Dan McElhinney, both join Stretto as managing directors. Together, Michael and Dan have over 40 years of combined subject-matter expertise in the corporate-restructuring industry working with law firms, financial and corporate advisors, and other turnaround professionals. "We share Stretto's vision to ease administrative burdens of the bankruptcy process with innovative technology and services," Cohen comments. "We're excited to join the robust team of bankruptcy experts at Stretto who have created the industry's most comprehensive portfolio of bankruptcy technology and administrative solutions." About Stretto Stretto -- http://www.stretto.com-- delivers a full spectrum of bankruptcy-administrative solutions and technology tools to fiduciaries. By merging the industry's leading bankruptcy software and services providers for chapter 7 trustees and debtors' attorneys, and developing new corporate-restructuring administration capabilities, Stretto provides an unparalleled portfolio of bankruptcy-related services under the executive leadership of industry veterans Eric Kurtzman and Jonathan Carson. Sitting at the center of the bankruptcy ecosystem, Stretto leverages deep-industry expertise and market insights to facilitate every aspect of case management for its corporate-restructuring and consumer-bankruptcy clients. "Stretto" is a musical term indicating when one voice picks up where another leaves off, and, as our name implies, Stretto seamlessly integrates streamlined workflows and best-in-class technology to orchestrate the administrative process and create harmony for professionals and their teams. [^] BOOK REVIEW: Mentor X ------------------------- The Life-Changing Power of Extraordinary Mentors Author: Stephanie Wickouski Publisher: Beard Books Hard cover: 156 pages ISBN: 978-1-58798-700-7 List Price: $24.75 Order this Book: https://is.gd/EIPwnq Long-time bankruptcy lawyer Stephanie Wickouski at Bryan Cave impressively tackles a soft problem of modern professionals in an era of hard data and scientific intervention in her third published book entitled Mentor X. In an age where employee productivity is measured by artificial intelligence and resumes are prescreened by computers, Stephanie Wickouski adds spirit and humanity to the professional journey. The title is disarmingly deceptive and book browsers could be excused for assuming this work is just another in a long line of homogeneous efforts on mentorship. Don't be fooled; Mentor X is practical, articulate and lively. Most refreshingly, the book acknowledges the most important element of human development: our intuition. Mrs. Wickouski starts by describing what a mentor is and distinguishes that role from a teacher, coach, role model, buddy or boss. Younger professionals may be skeptical of the need for a mentor, but Mrs. Wickouski deftly disabuses that notion by relating how a mentor may do nothing less than change the course of a protege's life. Newbies to this genre need little convincing afterwards. One of the book's worthiest contributions is a definition of mentor that will surprise most readers. Mentors are not teachers, the latter of which impart practical knowledge. Instead, according to Mrs. Wickouski, her mentors "showed me secrets that I could learn nowhere else. They showed me how doors are opened. They showed me how to be an agent of change and advance innovative and controversial ideas." What ambitious professional doesn't want more of that in their life? The practicality of the book continues as Mrs. Wickouski outlines the qualities to look for in a mentor and classifies the various types of mentors, including bold mentors, charismatic mentors, cold and distant mentors, dissolute mentors, personally bonded mentors, younger mentors, and unexpected mentors. Mentor X includes charts and workbooks which aid the reader in getting the most out of a mentor relationship. In a later chapter, Mrs. Wickouski provides an enormously helpful suggestion about adopting a mentor: keep an open mind. Often, mentors will come in packages that differ from our expectations. They may be outside of our profession, younger, less educated, etc . . . but the world works in mysterious ways and Mrs. Wickouski encourages readers to think about mentors broadly. In this modern era of heightened workplace ethics, Mrs. Wickouski articulates the dark side of mentors. She warns about "dementors" and "tormentors" -- false mentors providing dubious and sometimes self-destructive advice, and those who abuse a mentor relationship to further self-interested, malign ends, respectively. She describes other mentor dysfunctions, namely boundary-crossing, rivalry, corruption, and a few others. When a mentor manifests such behaviors, Mrs. Wickouski counsels it's time to end the relationship. Mrs. Wickouski tells readers how to discern when the mentor relationship is changing and when it is effectively over. Those changes can be precipitated by romantic boundaries crossed, emergence of rivalrous sentiment, or encouragement of unethical behavior or corruption. Mrs. Wickouski aptly notes that once insidious energies emerge, the mentorship is effectively over. At this point, certain readers may say to themselves, "Okay, I've got it. Now I can move on." Or, "My workplace has a formal mentorship program. I don't need this book anymore." Or even, "Can't modern technology handle my mentor needs, a Tinder of mentorship, so to speak?" Mrs. Wickouski refutes that notion. She analyzes how many mentoring programs miss the mark. In one of the best passages in the book, Mrs. Wickouski writes, "Assigning or brokering mentors negates the most critical components of a true mentor–protege relationship: the individual process of self-awareness which leads a person to recognize another individual who will give the advice singularly needed. That very process is undermined by having a mentor assigned or by going to a mentoring party." She does not just criticize; she offers a solution with three valuable tips for choosing the right mentor and five qualities to ascertain a true mentor in the unlimited sea of possibilities. Next, Mrs. Wickouski distinguishes between good advice and bad advice. She punctuates that discussion with many relevant and relatable examples that are easy to read and colorfully enjoyable. This section includes interviews with proteges who have had successful mentorships. The punchline: in the best mentorships, the parties harmoniously share personal beliefs and values. Also important, the protege draws inspiration and motivation from the mentor. The book winds down as usefully as it started: Mrs. Wickouski interviews proteges, asking them what they would have done differently with their mentors if they could turn back the clock. A common thread seems to be that the proteges would have gone deeper with their mentors -- they would have asked more questions, spent more time, delved into their mentors' thinking in greater depth. The book wraps up lightly by sharing useful and practical suggestions for maintenance of the mentor relationship. She answers questions such as, "Do I invite my mentor to my wedding?" and "Who pays for lunch?" Mentor X is an enjoyable read and a useful book for any professional in any industry at, frankly, any point in time. Advanced individuals will learn much from the other side, i.e., how to be more effective mentors. Mrs. Wickouski does a wonderful job of encouraging use of that all knowing aspect of human existence which never fails us: proper use of our intuition. About The Author Stephanie Wickouski is widely regarded as an innovator and strategic advisor. A nationally recognized lawyer, she has been named as one of the 12 Outstanding Restructuring Lawyers in the US by Turnarounds & Workouts and as one of US News' Best Lawyers in America. She is the author of two other books: Indenture Trustee Bankruptcy Powers & Duties, an essential guide to the legal role of the bond trustee, and Bankruptcy Crimes, an authoritative resource on bankruptcy fraud. She also writes the Corporate Restructuring blog. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2021. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***