/raid1/www/Hosts/bankrupt/TCR_Public/210420.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, April 20, 2021, Vol. 25, No. 109
Headlines
1101 S FEDERAL: Seeks to Hire Florida Bankruptcy as Legal Counsel
218 JACKSON: Wins Cash Collateral Access Thru May 4
2501 DEL LAGO: Case Summary & 3 Unsecured Creditors
315 PARK STREET: Seeks to Hire Alex R. Hess Law as Legal Counsel
ALAMO CHANDLER: Seeks to Hire Bayard P.A. as Special Counsel
ALLEGHENY SHORES: Seeks to Hire White Realty as Appraiser
ALTO TOWNHOMES: Unsecured Creditors to Get 5% Under Plan
AVIANCA HOLDINGS: Appoints Rohit Philip as CFO
AYTU BIOPHARMA: Acquires Global License to AR101 From Rumpus
BEZH SERVICES: Seeks to Hire RubinBrown LLP as Accountant
BLINK CHARGING: May Offer 5M Shares Under 2018 Incentive Plan
BM318 LLC: Centurion Buying $118-Acre Parker County Land for $992K
BORDEN IMPROVEMENTS: Seeks Cash Collateral Access
BOYCE HYDRO: Liquidating Trustee Taps Plante & Moran as Accountant
BRITT TRUCKING: Premiere Buying 2015 Ford Van for $15K Cash
BULLET TRANSPORT: PCF Buying Interest in Account's Receivables
CAR STEREO: Hires Sanchelima & Associates as Special Counsel
CARBONLITE HOLDINGS: Hires Jefferies LLC as Investment Banker
CENTRAL GARDEN: Fitch Rates Proposed $400MM Unsec. Notes 'BB'
COLLAB9 LLC: Seeks to Hire Herbert Hafif as Litigation Counsel
COROTOMAN INC: Christiana Trust Bid to Modify Stay OK'd in Part
CORT & MEDAS: Unsecureds to Recover 5% in Lender's Plan
CRAIG A. POPE: UST's Bid to Disqualify Counsel Denied
CRAVE BRANDS: Meatheads Burgers & Fries Files for Chapter 11
CRAVE BRANDS: Wins Cash Collateral Access Thru May 14
CUBIC CORP: Fitch Assigns First-Time 'B(EXP)' IDR, Outlook Stable
CYPRUS MINES: Tort Committee Hires Caplin & Drysdale as Counsel
DESERT VALLEY: Unsecureds Won't Receive Anything Under Plan
DONALD SCHROEDER: Sets Bid Procedures for Fernandina Beach Property
DORCHESTER RESOURCES: Sets Bid Procedures for $10M Sale of Assets
DORCHESTER RESOURCES: Wins Cash Collateral Access Thru May 10
EKSO BIONICS: OKs Amendment to Change Governing Law of Equity Plan
ENVEN ENERGY: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable
EVERGREEN DEVELOPMENT: UST Says Disclosures Unclear, Inconsistent
FIELDWOOD ENERGY: To Seek Plan Confirmation on June 9
FLUSHING LANDMARK: Unsecureds to Recover 100% in 60 Months
FRANCESCA'S HOLDINGS: Seeks to Hire KPMG LLP as Tax Advisor
GARDA WORLD: Fitch Affirms 'B+' IDR, Outlook Stable
GENEVA VILLAGE: Seeks to Hire Corwin & Company as Accountant
GENOCEA BIOSCIENCES: Ronald Cooper Quits as Director
GENWORTH LIFE: Fitch Withdraws 'CCC' Insurer Fin. Strength Rating
GL BRANDS: Auction Sale of Equity Interests Set for April 21
GLENROY COACHELLA: Trustee Hires Marshack Hays as Legal Counsel
GREAT LAKES PETROLEUM: Seeks to Hire Gold Lange as Legal Counsel
GUITAMMER COMPANY: Unsecureds Get 31 Cents on Dollar in Plan
HKO 3 LLC: Plan to Pay Unsecured Creditors in Full in 3 Years
INPIXON: Converts $9-Mil. Note Receivable to Equity in Sysorex
JOHNSON'S QUALITY: Court Approves Disclosure Statement
L'OCCITANE INC: Proofs of Claim Due May 7
L.G. STECK: Unsecureds to Get Share of Net Profits for 5 Years
LA DHILLON: BNY Mellon Says Plan Patently Unconfirmable
LAKEWAY PUBLISHERS: Seeks to Hire William Foutch as Special Counsel
LAZARUS SAN ANTONIO: Starlight Stake Set for May 3 Auction
LUCKY STAR-DEER: Plan to Pay Unsecureds in Full in 60 Months
M & C PARTNERSHIP: Unsecureds Will be Paid 75% of Their Claims
MG ON OCEAN AVENUE: Seeks Cash Collateral Access
MOSAIC MGMT: Trustee Selling Sole Policy to Cromwell for $250K
MY BROTHERS KEEPERS: Seeks to Hire Carleton Badger as Realtor
NATIONAL RIFLE ASSOCIATION: Handled Execs' Expenses, Says Ad Agency
NATIONAL TRACTOR: Wins Cash Collateral Access Thru May 15
NEW CITIES INVESTMENT: Bravo Buying Palm Desert Property for $6.1M
NO RUST REBAR: Seeks to Hire Florida Bankruptcy as Legal Counsel
OCCASION BRANDS: Seeks to Hire Omni as Administrative Agent
PG&E CORP: CA Regulators Places Under Scrutiny for Fire Safety
QUEEN ELIZABETH: Unsecured Creditors Will be Paid in Full in Plan
QUINCY REAL ESTATE: Seeks to Hire Robert J Murphy as Counsel
RAHMANIA PROPERTIES: Creditors Seek Approval to Hire Maltz Auctions
REGALIA BEACH: May 14 Plan & Disclosure Hearing Set
RESOURCES LIMITED: Case Summary & 4 Unsecured Creditors
RIVERBEND ENVIRONMENTAL: Proposes Online Auction Sale of Equipment
SAHAR P. MONTALVO: April 26 Hearing on Sale of Fishers Property
SAHAR P. MONTALVO: Selling Fishers Property to Snyders for $1.35M
SAHAR P. MONTALVO: Snyders Buying Fishers Property for $1.35M
SALON PROZ: Seeks to Hire NAI Columbia as Real Estate Broker
SC SJ HOLDINGS: Seeks to Hire Cole Schotz as Co-Counsel
SC SJ HOLDINGS: Seeks to Hire Katz Abosch as Financial Advisor
SC SJ HOLDINGS: Seeks to Hire Verity LLC, Appoint CRO
SDI PROPERTIES: Trustee Hires Larry Strauss as Tax Advisor
SOUTH MOON: Seeks to Delay Plan and Disclosures by 30 Days
STANFORD JONES: Sidecar EP Buying Birmingham Property for $644K
STUDIO MOVIE GRILL: Chatham Location Closes for Good
TTK RE ENTERPRISE: Watson Buying Pleasantville Property for $152K
UNCLE GUS' MARINA: To Close After Chapter 7 Bankruptcy
VERNON 4540: Creditors to Get Up to 100% in 45-50 Vernon Plan
VICTORIA TOWERS: Unsecureds to Get Not Less Than 3% in Plan
VINE ENERGY: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
WATKINS NURSERIES: Unsec. Creditors to Receive Payments for 6 Years
WILLIAM SCHEFFERINE: Selling Southampton Property for $875K
WILSON ORGANIC: Trustee Proposes Auction Sale of Wallace Property
YUNHONG CTI: Incurs $4.2 Million Net Loss in 2020
YVONNE LLC: Seeks to Hire Taylor Properties as Realtor
Z REAL ESTATE: Seeks to Hire Totaro & Shanahan as New Counsel
ZAYAT STABLES: Owner Received Millions from Brother, Says Lender
[^] Large Companies with Insolvent Balance Sheet
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1101 S FEDERAL: Seeks to Hire Florida Bankruptcy as Legal Counsel
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1101 S Federal Highway, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to hire Florida
Bankruptcy Group, LLC as its legal counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
and the continued management of its business operations;
b. advising the Debtor with respect to its responsibilities in
complying with the U.S. trustee's operating guidelines and
reporting requirements and with the rules of the court;
c. preparing legal documents;
d. protecting the interest of the Debtor in all matters
pending before the court; and
e. representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.
The firm will be paid as follows:
Kevin C Gleason $450 per hour
Paralegal $175 per hour
Kevin Gleason, Esq., the firm's attorney who will be handling the
case, disclosed in a court filing that his firm is disinterested as
required by Section 327(a) of the Bankruptcy Code.
Mr. Gleason can be reached at:
Kevin C Gleason, Esq.
Florida Bankruptcy Group, LLC
4121 N 31st Avenue
Hollywood, Fl 33021-2011
Phone: 954-893-7670
Fax: 954-252-2540 Fax
Email: BankruptcyLawyer@aol.com
About 1101 S Federal Highway
1101 S Federal Highway, LLC is a Dania, Fla.-based company that
operates in the commercial real estate industry.
1101 S Federal Highway filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
21-12382) on March 12, 2021. Huu Van Nguyen, manager, signed the
petition. At the time of the filing, the Debtor disclosed
$2,812,700 in assets and $1,669,792 in liabilities.
Judge Peter D. Russin presides over the case.
Kevin Christopher Gleason, Esq., at Florida Bankruptcy Group, LLC,
represents the Debtor as legal counsel.
218 JACKSON: Wins Cash Collateral Access Thru May 4
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The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando, Division, has authorized 218 Jackson LLC to use cash
collateral on an interim basis in accordance with the budget
through May 4, 2021.
The Debtor is authorized to use cash collateral to pay: (a) amounts
expressly authorized by the Court, including payments to the United
States Trustee for quarterly fees; (b) the current and necessary
expenses set forth in the budget, plus an amount not to exceed 10%
for each line item; and (c) such additional amounts as may be
expressly approved in writing by National Loan Acquisitions
Company.
As adequate protection for the Debtor's use of cash collateral,
NLAC will have perfected post-petition liens against 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 documents as may otherwise be required under applicable
nonbankruptcy law.
The Debtor is also directed to maintain insurance coverage for its
property in accordance with their obligations as
debtor-in-possession.
A continued hearing on the matter is scheduled for May 4 at 1:15
p.m.
A copy of the order and the Debtor's budget for March-April is
available for free at https://bit.ly/3doDCgx from
PacerMonitor.com.
The Debtor projects a gross profit of $8,425, EBITDA of $8,825, and
ending cash balance of $175 for the period.
A copy of the order is available at https://bit.ly/3ttidbE from
PacerMonitor.com.
About 218 Jackson LLC
218 Jackson LLC sought protection under Chapter 11 of the
Bankruptcy Code on March 8, 2021 (Bankr. M.D. Fla. Case No.
21-00983). The petition was signed by Amos Vizer, member of
TwoChi, LLC. As of January 31, 2020, the Debtor had total assets
in the amount of $1,283,900 and total liabilities in the amount of
$41,287,387.
Judge Lori V. Vaughan oversees the case.
The Debtor is represented by Justin M. Luna, Esq. and Daniel A.
Velasquez, Esq. at Latham, Luna, Eden & Beaudine, LLP.
2501 DEL LAGO: Case Summary & 3 Unsecured Creditors
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Debtor: 2501 Del Lago, LLC
900 Biscayne Blvd.
Ste. 5602
Miami, FL 33132
Business Description: 2501 Del Lago, LLC is the fee simple owner
of a property located at 2501 Del Lago Dr.,
Ft. Lauderdale, Florida having a current
value of $5.03 million.
Chapter 11 Petition Date: April 19, 2021
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 21-13678
Debtor's Counsel: Adam I. Skolnik, Esq.
LAW OFFICE OF ADAM I. SKOLNIK, PA
1761 West Hillsboro Boulevard
Suite 201
Deerfield Beach, FL 33442
Tel: 561-265-1120
E-mail: askolnik@skolniklawpa.com
Total Assets: $5,033,590
Total Liabilities: $3,490,994
The petition was signed by Walter Garcia, manager.
A copy of the petition containing, among other items, a list of the
Debtor's three unsecured creditors is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IRNOR3I/2501_Del_Lago_LLC__flsbke-21-13678__0001.0.pdf?mcid=tGE4TAMA
315 PARK STREET: Seeks to Hire Alex R. Hess Law as Legal Counsel
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315 Park Street, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire Alex R. Hess Law Group as
its legal counsel.
The firm will render these services:
a. assist in the production of the Debtor's schedules and
statement of financial affairs and other pleadings;
b. assist in the negotiation and preparation of the Debtor's
anticipated sale of substantially all assets;
c. assist in the preparation of the Debtor's plan of
reorganization and disclosure statement;
d. negotiate with contractors, subcontractors and necessary
vendors to finish the rehab and renovation for the Debtor's
property;
e. prepare legal papers;
f. represent the Debtor in adversary proceedings and contested
matters related to its Chapter 11 case, if applicable;
g. represent the Debtor in the sale of substantially all of its
assets and in sale hearings before the court;
h. provide legal advice with respect to the Debtor's rights,
powers, obligations and duties in the continued operation of its
business and the administration of the estate; and
i. provide other legal services to administer the Debtor's
estate.
The firm will charge $400 per hour for attorney's services. In the
event paralegal work is performed, the paralegal will bill at the
rate of $150 per hour.
Alex R. Hess Law Group is a "disinterested person," as defined
under Bankruptcy Code Sec. 101(14), according to court filings.
The firm can be reached through:
Alex R. Hess, Esq.
Alex R. Hess Law Group
245 First Street, 18th Floor, Riverview II
Cambridge, MA 02142
Tel. (610) 730-9472
Fax.(617) 444-8405
Email: ahess@arhlawgroup.com
About 315 Park Street
315 Park Street, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
315 Park Street filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No.
21-10279) on March 4, 2021. Gina Strauss, manager and agent,
signed the petition. At the time of the filing, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Alex R. Hess Law Group represents the
Debtor as legal counsel.
ALAMO CHANDLER: Seeks to Hire Bayard P.A. as Special Counsel
------------------------------------------------------------
Alamo Chandler, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Bayard, P.A.
as special counsel.
The firm will represent the Debtors and Paschich Alamo Holdings,
LLC, the Debtors' majority interest member, in the Chapter 11 case
of Alamo Drafthouse Cinemas.
The Debtors presently operate an Alamo Drafthouse Cinema under a
franchise agreement with Alamo. As part of its bankruptcy, Alamo
plans to sell most of its assets and assign its rights under the
franchise agreement to the buyer.
Bayard will be paid at these rates:
Attorneys $315 to $600 per hour
Paralegals $250 to $295 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
The retainer fee is $10,000.
GianClaudio Finizio, Esq., a partner at Bayard, 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.
The firm can be reached at:
GianClaudio Finizio, Esq.
Bayard, P.A.
600 N. King Street, Suite 400
Wilmington, DE 19899
Tel: (302) 429-4240
About Alamo Chandler
Alamo Chandler LLC and its affiliates, Alamo Tempe LLC and Alamo
Gilbert LLC, are Alamo Drafthouse franchisees, owning three theatre
locations in Phoenix. Craig Paschich of Paschich Alamo Holdings LLC
is the majority owner of these franchises.
Alamo Drafthouse Cinema is an American cinema chain founded in 1997
in Austin, Texas and famous for serving dinner and drinks during
the movie.
Alamo Chandler and its affiliates sought Chapter 11 protection
(Bankr. D. Ariz. Lead Case No. 20-05017) on May 13, 2020.
In the petitions signed by Craig Paschich, member of Paschich Alamo
Holdings, Alamo Chandler disclosed total assets of $2,790,300, and
total liabilities of $2,961,665; Alamo Gilbert listed total assets
of $2,040,234 and total liabilities of $1,732,004; and Alamo Tempe
LLC disclosed total assets of $1,023,326 and total liabilities of
$836,730.
Wesley D. Ray, Esq., at Sacks Tierney P.A., serves as the Debtors'
bankruptcy counsel.
ALLEGHENY SHORES: Seeks to Hire White Realty as Appraiser
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Allegheny Shores, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Pennsylvania to employ White Realty
Advisors, LLC to conduct an appraisal of its real property in
Pittsburgh, Pa.
The firm will be paid a fixed fee of $4,000.
James White, a partner at White Realty Advisors, 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.
The firm can be reached at:
James J. White
White Realty Advisors, LLC
305 Mt. Lebanon Blvd., Suite 215
Pittsburgh, PA 15234
Tel: (412) 502-6263
About Allegheny Shores
Allegheny Shores LLC, a Pittsburgh, Pa.-based company engaged in
activities related to real estate, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Court (Bankr. W.D. Penn.
Case No. 21-20386) on Feb. 25, 2021. Fabian Friedland, 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 Jeffery A. Deller oversees the case. Jonathan
G. Babyak, Esq., at Campbell & Levine, LLC, represents the Debtor
as legal counsel.
ALTO TOWNHOMES: Unsecured Creditors to Get 5% Under Plan
--------------------------------------------------------
The Alto Townhomes on Hall, LLC, submitted a Plan and a Disclosure
Statement.
The Debtor's assets consist of the Property, with a scheduled value
of $11,700,000 as of the Petition Date, if completed. The Debtor
also holds a claim against Cambia Investments, LLC, scheduled with
a value of $6,000,000, for usury under Texas law in connection with
a disputed second-lien mortgage loan.
The Plan will be funded by the Debtor at a closing whereupon the
new construction financing and equity pays off all Secured
Creditors, converts the $500,000 preferred equity position of Four
Arrow Funding Inc. into common equity of the new subsequent
ownership structure, and pays a cash dividend to Unsecured
Creditors.
The Plan provides that:
* The Class 3 Allowed Secured Claim of Cambia Investments, LLC
shall be paid the amount the Court determines is owed to this
Claimant after considering the usury claims asserted against this
Claimant in the pending Adversary Proceeding before this Court.
Class 3 is impaired.
* Class 5 will consist of Allowed Unsecured Claims, other than
the Claims of Class 7 Insiders. Class 5 Claims shall be paid at 5%
of their face amount of their Allowed Claims. These Claim once
Allowed shall be paid on the Effective Date. Class 5 is impaired.
* Class 6 will consist of Allowed Preferred Equity Interests in
the Debtor. Class 6 Interests shall be converted to common equity
under the Plan equal up to 20% of the Common Equity in the Debtor.
Class 6 is impaired.
* Class 7 will consist of the Allowed Claims of Insiders of the
Debtor. Class 7 Claims shall not be paid in cash and shall be
invalidated. Class 7 is impaired.
* Class 8 will consist of Allowed Common Equity Interests in
the Debtor. Class 8 Interests shall be cancelled under the Plan.
Class 8 is impaired.
On or before Confirmation of the Plan the Debtor will obtain new
first mortgage financing in the amount of $7,900,000 plus
$2,500,000 of new equity investment to fund the Debtor's operations
as it resumes construction of the unfinished townhomes. The new
investors will receive 80% ownership of the Common Equity in the
Debtor. The Debtor projects that the townhomes will be completed
by Sept. 30, 2021, if the Plan is effectuated by June 30, 2021.
All claims will be paid pursuant to this Plan on the Effective
Date.
Attorneys for the Debtor:
Joyce W. Lindauer
State Bar No. 21555700
Kerry S. Alleyne
State Bar No. 24066090
Guy H. Holman
State Bar No. 24095171
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, Texas 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
A copy of the Disclosure Statement is available at
https://bit.ly/3sjMqIR from PacerMonitor.com.
About Alto Townhomes on Hall
The Alto Townhomes on Hall, LLC is a single asset real estate
debtor (as defined in 11 U.S.C. Section 101(51B)).
The Alto Townhomes on Hall sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Texas Case No. 21-30379) on March
2, 2021. Lawrence Selevan, managing member, signed the petition. At
the time of the filing, the Debtor disclosed assets of between $1
million and $10 million and liabilities of between $10 million and
$50 million. Judge Harlin Dewayne Hale oversees the case. The
Debtor is represented by Joyce W. Lindauer Attorney, PLLC.
AVIANCA HOLDINGS: Appoints Rohit Philip as CFO
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Avianca said in a U.S. regulatory filing that Rohit Philip was
appointed as the new Chief Financial Officer of Avianca Holdings,
who will assume the position as of April 19, 2021, and will have
the main objective of continuing with the process of strengthening
the financial position of the organization, and to leverage its
successful exit from Chapter 11.
Rohit has more than 20 years of experience in international
airlines such as United and IndiGo (InterGlobe Aviation Ltd) where
he led corporate financial strategies related to equity and debt
issuance, aircraft leasing, liquidity management, financial
planning and analysis, investor relations and relationships with
banks and credit rating agencies, among others.
Rohit will report directly to Adrian Neuhauser, who continues in
the company as President, with direct reports such as Chief
Operating Officer, the LegalVice Presidency and General Counsel,
the VP of Purchasing and the Architecture Department. The Fleet,
Treasury, Financial Planning and Analysis Vice Presidencies, as
well as the Corporate Finance Director and the Financial Statements
and Compliance Director will report directly to the new Chief
Financial Officer.
About Avianca
Avianca -- https://aviancaholdings.com/ -- is the commercial brand
for the collection of passenger airlines and cargo airlines under
the umbrella company Avianca Holdings S.A. Bogota, Colombia-based
Avianca has been flying uninterrupted for 100 years. With a fleet
of 158 aircraft, Avianca serves 76 destinations in 27 countries
within the Americas and Europe.
Avianca Holdings S.A. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-11133) on May 10, 2020. At the time of the filing, Debtors
disclosed $7,273,900,000 in assets and $7,268,700,000 in
liabilities.
Judge Martin Glenn oversees the cases.
The Debtors tapped Milbank LLP as general bankruptcy counsel;
Urdaneta, Velez, Pearl & Abdallah Abogados and Gomez-Pinzon
Abogados S.A.S. as restructuring counsel; Smith Gambrell and
Russell, LLP as aviation counsel; Seabury Securities LLC as
financial restructuring advisor and investment banker; FTI
Consulting, Inc. as financial restructuring advisor; and Kurtzman
Carson Consultants LLC as claims and noticing agent.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors in Debtors' bankruptcy cases on May 22, 2020.
As reported in the Troubled Company Reporter-Latin America on March
24, 2021, Fitch Ratings has affirmed the ratings of Avianca
Holdings S.A.'s (Avianca) Foreign and Local Currency Issuer Default
Ratings (IDRs) at 'D'. Avianca's bond issuances have also been
affirmed at 'C'/'RR6'.
AYTU BIOPHARMA: Acquires Global License to AR101 From Rumpus
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Aytu BioPharma, Inc. has acquired a global license to AR101
(enzastaurin), a pivotal study-ready therapeutic candidate
initially targeting the treatment of vascular Ehlers-Danlos
Syndrome (vEDS) from Rumpus Therapeutics (Rumpus), a privately-held
biopharmaceutical company focused on the treatment of pediatric
onset rare and orphan diseases. vEDS is a rare genetic disorder
typically diagnosed in childhood and characterized by arterial
aneurysm, dissection and rupture, bowel rupture and rupture of the
gravid uterus. There are currently no U.S. Food and Drug
Administration (FDA)-approved treatments for vEDS.
"This acquisition positions us to greatly accelerate our growth
plans both through the addition of this novel rare disease asset to
our development pipeline, as well as the expansion of our
management team with co-founders Topher Brooke and Nate Massari
joining the team. As we seek to expand our high-value pipeline of
late-stage assets, and grow our commercial products, this milestone
further solidifies our position as a leading pediatric specialty
pharmaceutical company," commented Josh Disbrow, chief executive
officer of Aytu BioPharma. "The AR101 program is expected to
progress directly to a single pivotal study, and the Rumpus team
has employed numerous strategies in the development plan to
minimize clinical risk associated with the trial. We are greatly
encouraged by the potential speed to FDA approval, especially as we
believe it can provide much needed hope for vEDS patients and their
families."
"I'm excited to get to work on this important late-stage program
and draw from the deep expertise of both Topher and Nate. Both of
these executives have distinguished careers in rare disease,
business development, and strategic planning across a range of
leading pharmaceutical companies and I'm pleased to welcome them to
the Aytu team," continued Mr. Disbrow.
Terms of the Transaction
Under the terms of the transaction, Aytu has acquired the vEDS
enzastaurin program of Rumpus and all associated intellectual
property for $1.5 million upfront in cash. In addition, Aytu paid
fees associated with the transfers of third-party licenses from
Rumpus to Aytu and will take over any royalty obligations under
these licenses. Aytu has also agreed to make performance-based
milestone payments to Rumpus upon the achievement of regulatory,
clinical and commercial milestones. The Company will pay up to
$22.5 million in milestone payments if certain regulatory
milestones are met, including $15.0 million in milestone payments
if AR101 receives approval by the FDA and another major market
regulatory authority. Commercial milestones of up to an additional
$45.0 million may be paid if a series of global commercial
milestones are met over the life of the product. All milestone
consideration may be paid in any combination of cash or stock at
the Company's option, with the provision that shares will not be
issued in excess of 19.9% of the now-outstanding shares of Aytu
unless subsequently approved by Aytu's shareholders.
Rumpus Therapeutics co-founders and principal executive officers,
Topher Brooke and Nate Massari, will join the Aytu executive team
and report to CEO, Josh Disbrow. Both Mr. Brooke and Mr. Massari
will lead all aspects of the AR101 vEDS program and the further
development of the Company's pediatric onset rare disease
pipeline.
Nate Massari has more than 20 years of healthcare experience in
consulting, in-line marketing and sales, pipeline marketing,
corporate strategy, sales management and corporate development
across the pharmaceutical, biotech, device, health services, and
distribution industries. He began his career in management
consulting within the Health & Life Sciences practice at Accenture.
Nate also held various leadership roles at Johnson & Johnson,
AstraZeneca, Endo Pharmaceuticals, and AmerisourceBergen. He has
completed numerous business development transactions totaling over
$6 billion in capital deployment, and his rare disease expertise
includes launching pediatric inflammatory bowel disease indications
while at Johnson & Johnson as well as leading the orphan drug
pediatric endocrinology franchise at Endo Pharmaceuticals. Most
recently, Nate co-founded Rumpus Therapeutics to develop new
medicines for pediatric onset rare and orphan diseases. Nate has a
BA from Princeton University and an MBA from the Wharton School at
the University of Pennsylvania.
Christopher "Topher" Brooke has over 20 years of general management
experience in healthcare across all phases of development and
commercialization. He has depth of experience from target
selection and clinical development planning through running several
blockbuster commercial pharmaceutical franchises. He has worked
across several modalities (proteins, small molecules and vaccines)
and across multiple therapeutic areas. Topher has held roles of
increasing responsibility at Johnson & Johnson, AstraZeneca, and
AmerisourceBergen. His rare disease experience includes launching
pediatric inflammatory bowel disease indications while at Johnson &
Johnson as well as leading the pediatric infectious disease
franchise at AstraZeneca. Topher went on to lead the fully
integrated Diabetes Division at AstraZeneca. Most recently, Topher
co-founded Rumpus Therapeutics to develop new medicines for
pediatric onset rare and orphan diseases. Topher has a BA from
Colgate University and an MBA from the Wharton School at the
University of Pennsylvania.
The landmark research supporting AR101 was conducted by Dr. Hal
Dietz, Professor of Genetic Medicine at Johns Hopkins University
School of Medicine and an Investigator at the Howard Hughes Medical
Institute.
"I have dedicated my career to researching and treating patients
with connective tissue disorders, and these efforts include
vascular Ehlers-Danlos Syndrome and Marfan Syndrome. In particular
with vEDS, patients face catastrophic vascular events without
warning. There are no currently approved therapies, but our
research has shown that a clear pathway exists to potentially beat
this disease. Our aim is to prove that in a well-controlled
clinical trial, which we hope will be underway soon," commented Dr.
Hal Dietz.
Dr. Josephine Grima, chief science officer of The Marfan
Foundation, and Katie Wright, director of The VEDS Movement, a
division of the Foundation, added, "The unmet need for people with
VEDS is massive. Many of these individuals find out they have the
condition via genetic testing after suffering severe medical
complications, and some find out after losing family members who
weren’t even diagnosed yet. Currently, there are no therapies
proven to prevent the life-threatening emergencies that can occur.
We are thrilled to partner with Aytu by providing education and
awareness to physicians, patients and families to help maximize the
success of this trial."
Lara Bloom, CEO of the Ehlers-Danlos Society added, "This community
is thirsting for additional research across all types of
Ehlers-Danlos Syndromes. It's also a mobilized and well-connected
community that is excited to participate in advancing research and
clinical development."
About Aytu BioPharma
Englewood, Colorado-based Aytu BioPharma, Inc. formerly known as
Aytu BioScience, Inc. -- http://www.aytubio.com-- is a specialty
pharmaceutical company with a growing commercial portfolio of
prescription therapeutics and consumer health products.
Aytu Bioscience reported a net loss of $13.62 million for the year
ended June 30, 2020, compared to a net loss of $27.13 million for
the year ended June 30, 2019. As of Dec. 31, 2020, the Company had
$166.74 million in total assets, $54.05 million in total
liabilities, and $112.69 million in total stockholders' equity.
BEZH SERVICES: Seeks to Hire RubinBrown LLP as Accountant
---------------------------------------------------------
Bezh Services, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to employ RubinBrown LLP as its
accountant.
The firm's services include:
a) reviewing and amending the Debtor's books and records;
b) preparing updated financial statements;
c) preparing annual state and federal tax returns, if required
by law;
d) assisting the Debtor with the preparation of required
financial reporting to the bankruptcy court, financial projections
pertaining to any required budgets and a plan of reorganization.
Stephani Drew, who will be in charge of the Debtor's account, will
be paid at the hourly rate of $375. The rates for other
accountants who may be working on the matter range from $85 to $520
per hour.
Ms. Drew, a partner at RubinBrown, disclosed in a court filing that
the firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Stephanie J Drew
RubinBrown LLP
1900 16th Street, Suite 300
Denver, CO 80202
Phone: 303-698-1883
About Bezh Services
Bezh Services, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D. Colo. Case No. 21-10745) on Feb. 17, 2021. At the time of the
filing, the Debtor had estimated assets of less than $50,000 and
liabilities of between $100,001 and $500,000. Judge Thomas B.
Mcnamara oversees the case. The Debtor tapped Kutner Brinen, P.C.
as its legal counsel and RubinBrown, LLP as its accountant.
BLINK CHARGING: May Offer 5M Shares Under 2018 Incentive Plan
-------------------------------------------------------------
Blink Charging Co. filed a Form S-8 registration statement with the
Securities and Exchange Commission to register 5,000,000 shares of
the Company's common stock that may be offered or sold from time to
time pursuant to its 2018 Incentive Compensation Plan. The
Registration Statement shall also cover any additional shares of
common stock that become issuable under the Plan or by reason of
any stock dividend, stock split, recapitalization or other similar
transaction effected without the receipt of consideration which
results in an increase in the number of outstanding shares of the
Company's common stock. A full-text copy of the prospectus is
available for free at:
https://www.sec.gov/Archives/edgar/data/1429764/000149315221008310/forms-8.htm
About Blink Charging
Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID)
f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is
an owner and operator of electric vehicle charging stations in the
United States and a growing presence in Europe, Asia, Israel, the
Caribbean, and South America. The Blink Network utilizes
proprietary cloud-based software that operates, maintains, and
tracks the EV charging stations connected to the network, along
with the associated charging data. The Company has established key
strategic partnerships to roll out adoption across numerous
location types, including parking facilities, multifamily
residences and condos, workplace locations, health care/medical
facilities, schools and universities, airports, auto dealers,
hotels, mixed-use municipal locations, parks and recreation areas,
religious institutions, restaurants, retailers, stadiums,
supermarkets, and transportation hubs.
Blink Charging reported a net loss of $17.85 million for the year
ended Dec. 31, 2020, compared to a net loss of $9.65 million for
the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$33.98 million in total assets, $6.82 million in total liabilities,
and $27.16 million in total stockholders' equity.
BM318 LLC: Centurion Buying $118-Acre Parker County Land for $992K
------------------------------------------------------------------
BM318, LLC, asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize the sale of 118.34 acres of
unimproved land located in Parker County, Texas, to Centurion
American Acquisitions, LLC, for approximately $992,119 cash at
closing, plus pay off or assumption of the first lien debt owed by
the Debtor to Southern Star Capital, LLC.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor owns the Property. It proposes to sell the Property in
order to reduce its total indebtedness and help fund payments under
its plan of reorganization.
The Debtor has executed a contract to sell the Property to the
Buyer, subject to the Court's approval. Pursuant to the Contract,
as consideration for the sale the Debtor will receive approximately
$992,119 cash at closing, and the Buyer will pay off or assume the
first lien debt owed by the Debtor to Southern Star. The Buyer has
deposited $250,000 earnest money with a title company, which will
be applied to the purchase price at closing.
A first lien against the Property is held by Southern Star to
secure indebtedness in the approximate amount of $1.525 million,
which will be paid or assumed by the Buyer at closing. The Debtor
proposes to sell the Property free and clear of all liens and
encumbrances.
A copy of the Contract is available at https://tinyurl.com/9amsd2dp
from PacerMonitor.com free of charge.
About BM318 LLC
BM318, LLC is a Single Asset Real Estate (as defined in 11 U.S.C.
Section 101(51B)) based in Aledo, Texas.
BM318, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 20-42789) on Sept. 1, 2020. The
petition was signed by Tim Barton, president. At the time of the
filing, the Debtor had estimated assets of between $1 million and
$10 million and liabilities of the same range. Judge Mark X.
Mullin oversees the case. Joyce W. Lindayuer Attorney, PLLC, is
the Debtor's legal counsel.
BORDEN IMPROVEMENTS: Seeks Cash Collateral Access
-------------------------------------------------
Borden Improvements, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida, Orlando Division, for authority to use
cash collateral and to provide adequate protection to Midwest
Business Capital, a Division of United Midwest Savings Bank.
The Debtor says it requires the use of cash collateral to
successfully reorganize its business. The cash collateral is
comprised in whole or in part of the Debtor's income, cash,
receivables, and proceeds received from or on account of its
prepetition or postpetition business operations.
The Debtor commenced the Chapter 11 Case in order to implement a
comprehensive restructuring, stabilize its operations for the
benefit of its customers, secured creditors, employees, vendors,
and other unsecured creditors; and to propose a mechanism to
efficiently address and resolve all claims. The filing of the
Chapter 11 Case is not the end-result of any strategy or attempt to
avoid any lawful responsibilities or obligations. Rather, the
Debtor commenced the Chapter 11 Case after a comprehensive review
of all realistic alternatives and the consideration and balancing
of a variety of factors.
As of the Petition Date, the Debtor has approximately $15,435 in
cash and cash equivalents. The Debtor also has approximately $1,000
in collectible accounts receivable (which sum does not include
approximately $10,816.01 for doubtful or uncollectible accounts).
As such, the Debtor submits that the amount of cash collateral as
of the Petition Date is approximately $16,435. The Debtor's
earnings going forward may be subject to Creditors' alleged liens,
and to the extent that such future earnings may be deemed to be
cash collateral, the Debtor seeks authority to use same.
Only one UCC Financing Statement has been filed against the Debtor;
it was filed by the Secured Creditor. As of the Petition Date, the
Secured Creditor is owed approximately $117,520.
As adequate protection for the use of Creditors' cash collateral,
the Debtor proposes to grant the Secured Creditor a replacement
lien with the same validity, extent, and priority as its
prepetition lien.
The Debtor estimates it will require a monthly operating reserve of
approximately $50,000 to continue to maintain monthly operations,
and depending on the month, a greater or lesser amount will be
required each comparable period thereafter.
A copy of the order and the Debtor's six-month budget through
October is available for free at https://bit.ly/3tuYXuo from
PacerMonitor.com.
About Borden Improvements, LLC
Borden Improvements, LLC is in the business of providing general
home maintenance and improvement services to the general public,
including carpentry, painting, plumbing, remodeling, drywall,
electrical, deck repair and installation, tile, flooring, and other
home maintenance and improvement services. Borden operates from
leased premises located at 1850 Lee Road, Ste 313, Winter Park, FL
32789.
Borden sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. M.D. Fla. Case No. 6:21-bk-01694) on April 15, 2021.
In the petition signed by Brien T. Borden, managing member, the
Debtor disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
BransonLaw, PLLC is the Debtor's counsel.
BOYCE HYDRO: Liquidating Trustee Taps Plante & Moran as Accountant
------------------------------------------------------------------
Scott Wolfson, the liquidating trustee appointed in the Chapter 11
cases of Boyce Hydro, LLC and Boyce Hydro Power, LLC, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Michigan to hire Plante & Moran, PLLC as accountant.
The firm's services include:
a. advising and assisting the liquidating trustee with respect
to accounting and financial reporting involving the trust and the
trust assets;
b. providing tax consulting and analysis and real estate
consulting services; and
c. preparing tax returns and reporting.
The firm will be paid at these rates:
Partner $425 - $525 per hour
Principal $365 - $450 per hour
Sr. Manager/Manager $225 - $365 per hour
Sr. Consultant/Consultant $140 - $225 per hour
Staff/Administrative $95 - $155 per hour
Thomas Risi, a partner at Plante & Moran, 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.
Plante & Moran can be reached at:
Thomas A. Risi, Esq.
Plante & Moran PLLC
27400 Northwestern Highway
Southfield, MI 48034
Phone: 248-352-2500
Email: tom.risi@plantemoran.com
About Boyce Hydro
Boyce Hydro, LLC is an Edenville dam that was privately owned and
operated by Boyce Hydro Power, a company based in Edenville, which
also owned three other hydroelectric facilities.
On July 31, 2020, Boyce Hydro and affiliate, Boyce Hydro Power,
LLC, sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No.
20-21214). The Debtors were each estimated to have $10 million to
$50 million in assets and $1 million to $10 million in liabilities
as of the bankruptcy filing.
Judge Daniel S. Oppermanbaycity oversees the cases.
Goldstein & McClintock LLP, led by Matthew E. McClintock, Esq., is
the Debtors' legal counsel.
On Feb. 25, 2021, the court entered a nonconsensual order, which
confirmed the Debtors' joint consolidated Chapter 11 plan of
liquidation, and approved the establishment of the Boyce Hydro
liquidating trust and Scott A. Wolfson's appointment as liquidating
trustee. The plan was declared effective on March 3, 2021.
The liquidating trustee tapped Wolfson Bolton, PLLC as bankruptcy
counsel, Honigman, LLP as special counsel, and Plante & Moran, PLLC
as accountant. Stretto is the claims agent.
BRITT TRUCKING: Premiere Buying 2015 Ford Van for $15K Cash
-----------------------------------------------------------
Britt Trucking Co. asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize the sale of its 2015 Ford Van to
Premier Ford for $15,000 cash.
A hearing on the Motion is set for May 26, 2021, at 1:30 p.m.
The Debtor owns free and clear the Van. The Van is titled in the
name of Britt Trucking Co., Inc., a name in which the Debtor does
business. No separate corporation by that name exists.
The Debtor proposes to sell the Van to the Buyer and whose address
is 1207 S. Lynn, Lamesa, Texas 79331. The Buyer has agreed to pay,
and the Debtor has agreed to accept, $15,000 cash for the Van. The
Debtor alleges that $15,000 is a fair and reasonable price to be
paid for the Van.
Exhibit A is the copy of the Texas Certificate of Title for the
Van.
A copy of the Exhibit A is available at
https://tinyurl.com/78e9n9kj from PacerMonitor.com free of charge.
About Britt Trucking
Britt Trucking Company is a Lamesa, Texas-based company that
operates in the general freight trucking industry.
Britt Trucking Company filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case
No.
21-50031) on March 3, 2021. Larry Price, president, signed the
petition. In the petition, the Debtor disclosed assets of between
$1 million and $10 million and liabilities of the same range.
Judge Robert L. Jones oversees the case.
R. Byrn Bass, Jr., Esq., and Craig, Terrill, Hale & Grantham,
L.L.P. serve as the Debtor's bankruptcy counsel and special
counsel, respectively.
BULLET TRANSPORT: PCF Buying Interest in Account's Receivables
--------------------------------------------------------------
Bullet Transport, LLC, asks the U.S. Bankruptcy Court for the
District of South Carolina to authorize the private sale of all of
its rights, title and interest to its account's receivables to Palm
Coast Financial LLC ("PCF") in exchange for 96.5% of the total face
amount of all valid receivables minus certain costs, if applicable,
free and clear of all liens and encumbrances.
A hearing on the Motion is set for May 4, 2021, at 10:30 a.m.
Objections, if any, must be filed within 21 days of service of the
notice.
The total face value, which would be the appraised value, changes
monthly. The Buyer will receive a factoring fee of 3.5% of the
total face value of each valid receivable.
Reasonable trustee's compensation will be determined bv the Court
(but not to exceed the limits set in II U.S.C. Section 326(a)).
The estate will receive 96.5% of the total face value of the
receivables minus certain costs if applicable that are itemized in
the Contract.
The Debtor asks that the stay of FRBP 6004 be waived in this
instance, or in the alternative that it not apply.
The Debtor is informed and believes that it would be in the best
interest of the estate to sell said property by private sale. It
also believes that the funds to be recovered for the estate from
the sale of said property justify its sale and the filing of the
Motion. Additionally, it believes the estate is benefited by it
not having to expend time, money and effort collecting its
receivables, and having to wait 30, 60 to 90 days or more to
collect those. The agreement allows the Debtor to focus on its
work related issues and to obtain funding for its receivable in a
mor expedited manner.
The Court may consider additional offers at any hearing held on the
notice and application for sale. It may order at any hearing that
the property be sold to another party on equivalent or more
favorable terms.
The Trustee or the Debtor, as applicable, may seek appropriate
sanctions or other similar relief against any party filing a
spurious objection to the notice and application.
The Debtor asks the Court issues an order authorizing sale of said
property and such other and further relief as may be proper.
A copy of the Contract is available at https://tinyurl.com/4w7hvdjk
from PacerMonitor.com free of charge.
The Purchaser:
PALM COAST FINANCIAL LLC
P.O. Box 14810
Myrtle Beach, SC 29587
About Bullet Transport
Bullet Transport, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.S.C. Case No. 20-04647) on Dec. 30,
2020.
At the time of the filing, the Debtor disclosed assets of between
$100,001 and $500,000 and liabilities of the same range. Judge
Helen E. Burris oversees the Debtor's Chapter 11 case. Robert H.
Cooper, Esq., at The Cooper Law Firm, is the Debtor's legal
counsel.
CAR STEREO: Hires Sanchelima & Associates as Special Counsel
------------------------------------------------------------
Car Stereo Trading, Inc. and MD Audio Engineering, Inc. seek
approval from the U.S. Bankruptcy Court for the Southern District
of Florida to employ Sanchelima & Associates, P.A. as special
counsel.
The Debtors need the firm's legal assistance with regard to
patents, trademarks, copyrights and worldwide registration.
The firm will be paid based upon its normal and usual hourly rates
and reimbursed for out-of-pocket expenses incurred.
Jesus Sanchelma, Esq., a partner at Sanchelima & Associates,
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.
The firm can be reached at:
Jesus Sanchelma, Esq.
Sanchelima & Associates, P.A.
235 SW Le Jeune Rd.
Miami, FL 33134
Phone: 305-447-1617
Fax: 305-445-8484
Email: info@sanchelima.com
About Car Stereo Trading
Car Stereo Trading, Inc. and MD Audio Engineering, Inc. sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
S.D. Fla. Lead Case No. 21-11393) on Feb. 12, 2021. In the
petition signed by Jose L. Telle, president, Car Stereo Trading
disclosed $3,633,571 in assets and $512,847 in liabilities. MD
Audio Engineering, Inc. had between $1 million and $10 million in
both assets and liabilities at the time of the filing.
Judge Laurel M. Isicoff oversees the cases.
The Debtors tapped The Law Offices of the General Counsel and
Simpson Law Group, LLP as bankruptcy counsel. Sanchelima &
Associates, P.A. serves as the Debtors' special counsel.
CARBONLITE HOLDINGS: Hires Jefferies LLC as Investment Banker
-------------------------------------------------------------
Carbonlite Holdings LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to employ
Jefferies LLC as investment banker.
The firm's services include:
(a) assisting and advising the Debtors in connection with any
possible "M&A" transaction;
(b) assisting and advising the Debtors in connection with any
potential financing;
(c) assisting and advising the Debtors in implementing a
restructuring;
(d) becoming familiar with, to the extent Jefferies deems
appropriate, and analyzing the business, operations, assets,
financial condition, and prospects of the Debtors;
(e) advising the Debtors on the current state of the
"restructuring market;"
(f) assisting the Debtors in examining and analyzing any
potential or proposed restructuring;
(g) assisting the Debtors in evaluating and analyzing a
restructuring, including the value of the securities or debt
instruments, if any, that may be issued in any such restructuring;
and
(h) rendering such other financial advisory services as may from
time to time be agreed upon by the Debtors and Jefferies.
The firm will be paid as follows:
(a) Monthly Fee. A monthly fee of $100,000 payable in advance on
each monthly anniversary of the execution of the engagement letter.
Following the payment of four monthly fees under the engagement
letter, 50 percent of all monthly fees actually paid to Jefferies
shall be credited, to the extent previously paid, once against the
transaction fee, if any, payable to Jefferies by the Debtors.
(b) M&A Transaction Fee. Upon the closing of an M&A transaction,
a fee equal to 3 percent of transaction value of the applicable M&A
transactions
(c) Credit Bid Transaction Fee. Upon the closing of a credit bid
transaction, a fee equal to (i) in a credit bid for the assets of
the "CA Debtors" Jefferies earns $1.323 million, plus 0.8 percent
of the amount by which the credit bid exceeds $101.8 million, (ii)
in a credit bid for the assets of the "PA Debtors" Jefferies earns
$933,000, plus 0.8 percent of the amount by which the credit bid
exceeds $71.8 million, and (iii) in a credit bid for the assets of
the "TX Debtors" Jefferies earns $594,000, plus 0.8 percent of the
amount by which the credit bid exceeds $45.8 million.
(d) Restructuring Fee. A fee in an amount equal to 1.3 percent
of the aggregate liabilities of the applicable Debtors that are
subject to any restructuring; provided, however, any unsecured or
secured liabilities that are the subject of a credit bid
transaction, including any deficiency claims, that is consummated
prior to or in connection with a liquidating plan shall not be
included in the calculation of such restructuring Fee. The
restructuring fee will be payable upon consummation of a
restructuring, including, without limitation, upon the effective
date of a confirmed plan of reorganization pursuant to a Chapter 11
of the Bankruptcy Code, whether or not through the use of cramdown
procedures.
(e) Debt Fee. Promptly upon the closing of each financing
involving debt instruments, a fee equal to 2.25 percent of the
gross cash proceeds received or to be received by the Debtors
(including any committed amounts or the amount available under any
debt instruments, but excluding the amount of any indebtedness that
is (i) refinanced or "rolled up" under a new instrument with any
existing lender and (ii) directly or indirectly assumed,
refinanced, retired or extinguished in connection with any M&A
transaction) under such debt instruments; provided, however, the
debt fees, with respect to the debtor in possession financing
sought to be approved, shall be equal to 1.5 percent of the gross
cash proceeds received or to be received by the Debtors, including
any committed amounts or the amount available under any debt
instruments, but excluding the amount of any indebtedness that is
(i) refinanced or "rolled up" under a new instrument with any
existing lender and (ii) directly or indirectly assumed,
refinanced, retired or extinguished in connection with any M&A
transaction) in connection with such debtor in possession
financing.
(f) Equity Securities Fee. Promptly upon the closing of each
financing involving equity securities, a fee in an amount equal to
4.0 percent of the aggregate gross proceeds received or to be
received by the Debtors from the sale of such equity securities;
provided, however, no equity securities fee shall be payable on
account of any portion of gross proceeds received or to be received
by or from the Debtors' existing equity securities holders.
Jefferies will be reimbursed for out-of-pocket expenses incurred.
Richard Walter Morgner, a partner at Jefferies, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Richard Walter Morgner
Jefferies LLC
520 Madison Avenue
New York, NY 10022
Tel: (212) 284-2300
About CarbonLite Holdings
CarbonLite processes post-consumer recycled polyethylene
terephthalate (rPET) plastic products and produces rPET and
polyethylene terephthalate (PET) beverage and food packaging
products through its two business segments, the Recycling Business
and PinnPack.
CarbonLite Holdings, LLC and 10 of its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-10527) on March 8,
2021. CarbonLite P, LLC, an affiliate, estimated assets of $100
million to $500 million and debt of $50 million to $100 million.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel, Reed Smith LLP as corporate counsel, and Jefferies LLC as
investment banker. Stretto is the claims agent.
CENTRAL GARDEN: Fitch Rates Proposed $400MM Unsec. Notes 'BB'
-------------------------------------------------------------
Fitch Ratings has assigned a 'BB'/'RR4' rating to Central Garden &
Pet Company's (Central) proposed $400 million of senior unsecured
notes. The notes, scheduled to mature in 2031, will rank pari passu
with all existing senior unsecured indebtedness of the company.
Proceeds of the issuance will be used to pay down $200 million of
existing ABL borrowings with the balance, net of fees, expected to
remain on the balance sheet.
Central's 'BB'/Outlook Stable rating reflects the company's strong
market positions within the pet and lawn and garden segments, ample
liquidity supported by robust FCF and moderate leverage offset by
limited scale with EBITDA below $400 million, proforma for recent
acquisitions. Fitch expects modest organic revenue growth over the
medium term supplemented by acquisitions, with pro forma EBITDA
margins in the 11% area and annual FCF of $100 million to $150
million. Gross leverage is expected to trend in the mid-to-high 3x
area.
KEY RATING DRIVERS
Recent Acquisitions Add Scale, Expertise and Diversification:
Central seeks to broaden its portfolio and fortify its competitive
positioning through strategic acquisitions and has historically
been a very active acquiror, having completed over 50 acquisitions
in the past 25 years. Central closed on three acquisitions between
December 2020 and February 2021 for a total of nearly $700 million
in cash: DoMyOwn, an online retailer of professional-grade control
products, for $83 million which adds eCommerce fulfilment and
digital expertise; Hopewell Nursery, for $81 million which
complements the company's recent purchase of Bell Nursery and adds
scale and regional coverage to the company's live goods wholesale
growing business, and; Green Garden Products, a leading provider of
vegetable, herb and flower seed packets, for $532 million which
complements the company's grass seed business and is a natural
extension into an adjacent garden category. Fitch believes these
acquisitions add both scale and diversification to the company's
portfolio while also providing added expertise in the various
segments.
Adequate Diversification Within Narrow Set of Verticals: While
Central competes in fewer verticals than peers like Newell Brands
(BB/Positive) and Spectrum Brands (BB/Stable), the company's
product portfolios within those verticals are broad. Within pet
(58% of fiscal 2020 revenue, 54% of operating income before
corporate expenses), the company produces products for a variety of
animals across an array of products including food, treats, toys,
habitats, medical products and grooming supplies. Within the garden
segment (42% of revenue, 46% of operating income), the company's
portfolio is diversified across seeds, fertilizer, pest control,
live plants and furniture and decor.
Strong Positioning Mitigates High Customer Concentration: With
nearly 50% of revenues derived from the company's top five
customers, customer concentration is high, particularly within the
lawn and garden segment where 65% of revenue is derived from
Walmart (AA/Stable), The Home Depot (A/Stable) and Lowe's. The high
customer concentration is mitigated by strong market share held by
Central which, along with peers Scotts Miracle-Gro and Spectrum
Brands, dominate the space. This dynamic has resulted in stable
share for Central with these retail customers over time. Central's
ability to produce private label products for its customers has
enabled it to strengthen these relationships and protect share,
albeit at lower margin contribution. The customer base within the
pet business is more diverse with Central's sales more evenly
spread across national pet chains, independent pet retailers,
grocery stores, warehouse clubs, mass retailers and internet
retailers. The company's track record of innovation and in some
cases, proprietary formula ownership, has helped cement leading
positions in many of the categories in which it competes.
Strong Demand Through the Coronavirus Pandemic: Central's
performance during the pandemic has been strong with LTM December
2020 revenue up 17% YoY and EBITDA up nearly 40% during this
period. The pet segment has benefited from increased demand as
consumers confined to their homes have spent more on their pets
while the prospect of an extended period at home has driven more
pet adoptions. This dynamic could support the pet segment over the
medium term due to higher demand levels over the life cycle of pet
ownership. The garden segment has also benefited from
shelter-in-place mandates as consumers, faced with more time at
home, have redirected spend from travel and leisure activities to
maintaining their outdoor living spaces, though Fitch believes this
boost could prove more transitory as consumer spending starts to
return to prior patterns.
While the Lawn & Garden segment tends to be more cyclical, pet
industry sales have historically been more stable through downturns
as pet ownership has remained stable and a large percent of pet
spending is on non-discretionary products like food, medication,
pest protection and waste management. Growth in the sector has been
supported by a trend towards "pet humanization" whereby pet owners
increasingly treat their pets as family resulting in greater
spending.
Moderate Leverage, Disciplined Financial Policy: Central's
management targets 3.0x-3.5x leverage (approximately 3.3x-3.8x
using Fitch's calculations) and Fitch expects the company to manage
leverage in this range over time. Central does not pay a dividend
and has no plans to institute one for the foreseeable future given
robust growth opportunities within its sectors. FCF has been
consistent in the $100 million to $200 million range and share
repurchases have historically remained within FCF. Pro forma for
the proposed transaction and including a seasonal working capital
investment, liquidity is ample with nearly $200 million in cash and
a $400 million undrawn ABL credit facility. The company's earliest
funded maturity is $300 million of senior notes due 2028.
DERIVATION SUMMARY
Central's 'BB'/Outlook Stable rating reflects the company's strong
market positions within the pet and lawn and garden segments, ample
liquidity supported by robust FCF and moderate leverage offset by
limited scale with EBITDA below $400 million, proforma for the
recent acquisitions. Fitch expects modest organic revenue growth
over the medium term supplemented by acquisitions, with pro forma
EBITDA margins in the 11% area and annual FCF of $100 million to
$150 million. Gross leverage is expected to trend in the
mid-to-high 3x area as the company manages leverage within its
targeted range of 3.0x to 3.5x, or approximately 3.3x to 3.8x using
Fitch's calculations.
Newell's Ratings and Outlook of 'BB'/Outlook Positive, reflect its
diverse portfolio of strong brands across the learning and
development, home solutions, commercial solutions, the appliance
and cookware, and outdoor and recreation category, good
geographical presence with a third of its business coming from
international markets and strong digital presence, with digital
representing 22% of sales. The ratings also reflect mid-teens
EBITDA margin, projected FCF generation, offset by low single-digit
core sales declines, market share losses in certain categories, and
operational challenges over the past few years. The Positive
Outlook reflects Fitch's expectation that EBITDA will remain in the
$1.3 billion range, similar to 2019/2020 levels, with gross
debt/EBITDA trending towards 4x in 2021 from 4.4x in 2019 on
continued debt reduction. Increased confidence in Newell's ability
to drive low single-digit core sales growth once the pandemic
impact abates, EBITDA around $1.3 billion and leverage under 4.0x
due to further debt paydown could lead to an upgrade.
ACCO Brands Corporation's ratings and Outlook of 'BB'/Outlook
Stable (Under Criteria Observation) reflects ACCO's consistent FCF
and reasonable gross leverage around 3.0x given ongoing debt
repayment after recent acquisitions. The ratings are constrained by
secular challenges in the office products industry and channel
shifts within the company's customer mix, as evidenced by recent
results, along with the risk of further debt-financed
acquisitions.
Spectrum Brands Holdings, Inc.'s 'BB'/Outlook Stable IDR and
Outlook reflects the company's diversified portfolio across
products and categories with well-known brands, and commitment to
maintaining net leverage between 3.0x and 4.0x, which equates to a
similar gross debt/EBITDA target, assuming $100 million-$150
million in cash longer term, compared with approximately $225
million as of Jan. 3, 2021. The rating also reflects expectations
for modest organic revenue growth over the long term, reasonable
profitability with EBITDA margins near 15%, and positive FCF. These
positive factors are offset by recent profit margin pressures
across segments and the company's acquisitive posture, which could
cause temporary leverage spikes following a transaction.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Organic revenue declines slightly in fiscal 2021 due to
difficult comps though total revenue increases around 6% due
to the benefit of the recent acquisitions. Organic revenue
growth in fiscal 2022 returns to the low single-digits.
-- EBITDA margins in fiscal 2021 increase to around 11%, up from
around 10% in fiscal 2020 due to the margin accretive
acquisitions offset by elevated operating costs and growth
investments. Margins remain in the low-to-mid 11% area going
forward.
-- Following reduced spend in fiscal 2020 due to the pandemic,
Fitch assumes capex increases to around 3.0% of sales
resulting in annual FCF in the $100 million to $150 million
range. Fitch assumes that FCF is deployed towards acquisitions
and share buybacks.
-- Leverage, which dipped to the mid-2x area in fiscal 2020 due
to the positive impact of the pandemic on EBITDA, increases to
the mid-3x area in fiscal 2022 given the leveraging impact of
the recent acquisitions. Over the medium term, Fitch expects
the company to manage its leverage in the 3.0x to 3.5x range
equivalent to Fitch's calculation in the mid-to-high 3.0x
area.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- An upgrade could be considered if the company committed to
maintaining gross leverage (total debt/EBITDA) below 3.0x
while maintaining strong top line growth reflecting low single
digit organic growth and tuck-in acquisitions with EBITDA
margin in the 10% range.
-- Fitch would also consider an upgrade if the company executed
more transformative acquisitions that meaningfully increased
the company's scale with EBITDA approaching $500 million while
maintaining gross leverage at or under 3.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Gross leverage (total debt/EBITDA) sustained above 4.0x as a
result of financial performance below Fitch's expectations,
such as EBITDA trending toward $175 million.
-- A change in financial policy or a transformative debt financed
acquisition, absent a concrete plan to reduce leverage below
4.0x within 24 months of acquisition close, could also lead to
negative rating actions.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Liquidity at Dec. 26, 2020 consisted of $608 million of cash and
equivalents (net of $14 million of restricted cash) and full
availability on a $400 million asset-based revolving credit
facility maturing September 2024. The ABL is secured by
substantially all assets of the borrowing parties and is subject to
a borrowing base calculated using a formula based on eligible
receivables and inventory minus certain reserves. The ABL contains
an accordion feature which, at the request of the company and
provided approval of the lenders, allows up to an additional $200
million principal amount available.
Following the recent acquisitions and seasonal working capital
investment, Fitch estimates cash balances near zero and $200
million drawn on the company's ABL. Assuming the $400 million bond
offering is executed as proposed, Fitch expects the company to
repay the revolver balance with the remaining approximately $200
million of cash expected to sit on the balance sheet.
Debt Structure: As of Dec. 26, 2020, the company's debt structure
included the undrawn secured ABL revolver, $300 million 5.125%
senior unsecured notes due February 2028 and $500 million 4.125%
senior unsecured notes due November 2030.
Recovery Considerations
Fitch has assigned Recovery Ratings (RRs) to the various debt
tranches in accordance with Fitch criteria, which allows for the
assignment of RRs for issuers with IDRs in the 'BB' category. Given
the distance to default, RRs in the 'BB' category are not computed
by bespoke analysis. Instead, they serve as a label to reflect an
estimate of the risk of these instruments relative to other
instruments in the entity's capital structure. Fitch has assigned
the first-lien secured ABL a rating of 'BBB-'/'RR1', notched up two
from the IDR and indicating outstanding recovery prospects
(91%-100%) in a default scenario. Central's unsecured bonds have
been assigned a rating of 'BB'/'RR4', in line with the company's
IDR, indicating average recovery (31%-50%) recovery prospects.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch adjusts for non-cash stock-based compensation and intangible
asset impairment.
ESG Considerations
The highest level of ESG credit relevance, if present, is a score
of '3'. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).
COLLAB9 LLC: Seeks to Hire Herbert Hafif as Litigation Counsel
--------------------------------------------------------------
Collab9, LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire the Law Offices of Herbert
Hafif as its special litigation counsel.
The Debtor requires legal assistance to prosecute the arbitration
proceeding against Avaya, which it accused of acting in bad faith
under their Global Hosting and OEM Reseller Agreement.
The firm will be compensated as follows:
-- A flat fee of $150,000 for attorney time spent on the
litigation.
-- A contingent attorneys' fee of 10 percent of the amount
recovered by the Debtor as a result of settlement or judgment from
pursuing the lawsuit in bankruptcy court.
-- A total cost of $25,000 for the New York attorneys who will be
hired to assist in the lawsuit.
-- Reimbursement for out-of-pocket expenses. A deposit of
$15,000 was paid by the Debtor on or about Feb. 1, 2021 for costs
to be advanced in the case.
Greg Hafif, Esq., managing attorney for the Law Offices of Herbert
Hafif, disclosed in a court filing that the firm's attorneys are
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Gregory K. Hafif, Esq.
The Law Offices of Herbert Hafif
269 West Bonita Ave.
Claremont, CA 91711
Tel: (909) 624-1671
Fax: (909) 625-7772
About Collab9 LLC
Collab9, LLC -- https://www.collab9.com/ -- is a cloud
communications platform that caters to the public sector
marketplace with FedRAMP Authorized Unified Communications as a
Service. The platform integrates voice, video, messaging,
mobility, presence, conferencing, and customer care in one
predictable, user-based subscription model.
Collab9 sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Calif. Case No. 21-12222) on March 19, 2021. In
the petition signed by Kevin Schatzle, chief executive officer, the
Debtor disclosed up to $10 million in assets and up to $50 million
in liabilities.
Judge Ernest M. Robles oversees the case.
SulmeyerKupetz, A Professional Corporation and The Law Offices of
Herbert Hafif serve as the Debtor's bankruptcy counsel and special
litigation counsel, respectively.
COROTOMAN INC: Christiana Trust Bid to Modify Stay OK'd in Part
---------------------------------------------------------------
Chief Bankruptcy Judge B. McKay Mignault of the U.S. Bankruptcy
Court for the Southern District of West Virginia granted, in part,
and denied, in part, the request of Christiana Trust to modify the
automatic stay in the Chapter 11 case of Corotoman Inc. and for
abandonment of property of the bankruptcy estate pursuant to 11
U.S.C. Sections 362(d)(1) and 554, respectively, to allow for the
issuance of tax deeds by the Kanawha County Clerk's Office.
Corotoman Inc. owns a significant amount of real property with an
aggregated value of $2,300,000. Corotoman Inc. failed to pay the
2016 real estate taxes for two of those lots described in Schedule
A/B:
(1) 173-724/1000AC M/L Northgate Business Park; and
(2) 17-36/100A M/L Coal BR APCO TR Northgate Business PK.
On November 16, 2017, the Sheriff of Kanawha County held a tax sale
for non-payment of real estate taxes assessed against the
Properties for the year 2016. At the Auction, Christiana Trust
submitted the highest bid for the Properties, and thus, was awarded
the tax liens for the Properties.
On November 26, 2018, the Kanawha County Clerk's Office issued two
notices to redeem with respect to the Properties indicating, inter
alia, that the tax liens on the Properties were sold to Christiana
Trust.
The Notices were sent to both a newspaper for publication and to a
list of addressees by certified and regular mail to these
recipients: (1) City of Charleston; (2) IRS Advisory Group; (3)
Dale W. Steager, Commissioner for the West Virginia State Tax
Department; (4) Corotoman, Inc.; (5) Corotoman, Inc. c/o John H.
Wellford, III; (6) Katherine Wellford, Trustee; (7) Arthur
Standish, Trustee; (8) Sarah McCarty, Trustee; (9) Huntington
National Bank; (10) George Ciprianai, Trustee; (11) C. David
Robertson, Trustee; and (12) City of Charleston City Collector. The
Notice to Redeem that was sent to Ms. Wellford regarding the
Association Drive Property was returned as unclaimed, and no
further efforts were made to serve her with the notice.
On March 29, 2019, one business day before the redemption period
expired, Corotoman filed its small business Chapter 11 petition,
thereby staying any action by the Kanawha County Clerk's Office to
issue tax deeds for the Properties to Christiana Trust.
Ms. Wellford filed three proofs of claim in the bankruptcy case and
alleges she holds two secured claims for "money lent." She asserts
holding notes and deeds of trust that purport to give her a
security interest in the Debtor's Properties.
Ms. Wellford's husband, John, is the president and owner of the
Debtor.
Christiana Trust contends Ms. Wellford received adequate notice of
the tax sales and her right to redeem, the Notices were properly
processed and served in accordance with W.Va. Code Section
11A-3-21, and her due process rights were not violated. Christina
Trust asserts Corotoman's filing for bankruptcy protection does not
toll the expiration of the redemption period which only extends to
60 days, subject to 11 U.S.C. Section 108(b). Thus, Ms. Wellford
missed her window to redeem the Properties. Finally, Christiana
Trust argues that relief from the stay is appropriate because the
issuance of the tax deed falls within the ministerial act exception
to the automatic stay.
The notice of Ms. Wellford's right to redeem the Northgate Property
was delivered to her address, was signed for at that address, and
the receipt was provided to Christiana Trust. However, Ms.
Wellford contends she never received the Notices with respect to
both Properties. Therefore, she contends the tax sales were
invalid.
Ms. Wellford asserts that pursuant to W.Va. Code Section
11A-3-22(b), a Notice of the Right to Redeem the property from the
sale must be served upon all parties having a right of redemption
and/or interest in the real property proposed to be sold in the
same manner as for service of a summons if they are in within the
State of West Virginia. Ms. Wellford maintains she neither evaded
nor refused to accept service, nor was she ever approached by a
Deputy Sheriff or process server for the purpose of receiving
notice of the right to redeem. She also points out the Notices
were sent to "Katherine Wellford, Trustee," instead of simply
"Katherine Wellford," as she in her individual capacity was the
entity holding a security interest in the Properties.
Ms. Wellford further contends that under 11 U.S.C. Section 108, she
should be provided additional time for her right to redeem. Lastly,
Ms. Wellford is of the opinion that the issuance of the tax deeds
is not a "ministerial task" which would be an exception to the
automatic stay.
Sarah Ellis, counsel to Ms. Wellford, had sent an e-mail
communication to Ms. Wellford which included information regarding
the tax status of the Properties. She testified to the Court that
she had received the Notices. Following receipt of those
documents, Ms. Ellis transmitted them to Brian Parrot, an employee
of City National Bank who works with Ms. Wellford's account there.
Although Ms. Ellis did not send the Notices directly to Ms.
Wellford, she sent an email to Ms. Wellford and Mr. Parrot in
January 2019, which included information about the Properties. A
summary of the Debtor's tax status was attached to the email, and
below the summary, was language stating "[t]he following link
assessments must be redeemed by March 30, 2019, in order to avoid a
deed of conveyance to the purchaser of the tax lien."
Additionally, Ms. Ellis provided statements of redemption of
delinquent property from the Kanawha County Clerk's Office.
Ms. Wellford, however, denied seeing an email from Ms. Ellis
regarding these matters.
Christiana Trust believes should be considered when evaluating
whether Ms. Wellford had sufficient notice of her right to redeem.
"This is a red herring," Judge Mignault says. "The responsibility
for serving the Notices and for ensuring that any entity with an
interest in the Properties lies solely with the purchaser,
Christiana Trust. It is irrelevant in this situation whether a
third party may have provided Ms. Wellford with knowledge about the
tax sales; in fact, it is likely that Christiana Trust had no idea
at the time that Ms. Ellis had sent the e-mail communications to
Ms. Wellford and was very likely under the impression that its
attempts at serving the Notices were the only means by which Ms.
Wellford would have knowledge of her right to redeem. Therefore,
Christiana Trust cannot rely on those e-mails to argue that Ms.
Wellford's due process rights were not violated."
Ms. Wellford also claims that because the Northgate Notice was
addressed to her as Trustee, and because her husband signed for the
mail, the service of the notice was inadequate. She testified at
the Hearing that she never received either of the Notices by
certified mail. She further stated she did not authorize her
husband, in any capacity, to accept certified or registered mail on
her behalf. She claims her husband never delivered the Northgate
Notice to her, and he never told her she had been sent a notice to
redeem the Northgate Property.
Ms. Wellford's husband claims that when he received the certified
letter, he believed it was for him "because certified letters were
generally to [him]" and after signing the receipt, he took the
certified letter to his office and left it there without checking
the content. Mr. Wellford testified he did not open the mail, nor
did he inform Ms. Wellford that he had received it.
Instead, he "took it to the office," believing that it was for him,
because the mail was a "type [of] thing[] [he] always took to the
office." Mr. Wellford further stated, later in the Hearing, that he
had a specific recollection of taking the notice in question to the
office. He also claims to have never received, nor signed for, any
other mail on behalf of his wife.
During cross examination, Mr. Wellford stated he had a specific
recollection of his conversation with the postman who delivered the
notice. These assertions contrasted with the statements Mr.
Wellford made during his deposition. Notably, he asserted that he
did not recall signing the notice on behalf of Ms. Wellford, nor
did he recall signing when the postman came to deliver the mail.
Judge Mignauglt finds Mr. Wellford's testimony at the Hearing "not
entirely credible." Judge Mignauglt says Mr. Wellford's statements
during cross-examination contrasted with those he made during his
deposition.
The Court also finds as curious "the apparent lackadaisical manner
in which the certified mail in question was treated by the
Wellfords." Judge Mignauglt points out the Wellfords "appear to
be businesspeople well-versed in owning real estate and dealing
with the attendant responsibilities."
"It is very odd that an individual who owns and manages property,
such as Ms. Wellford, would simply 'hand off' certified letters
without studying them, or, at least, making sure she knew about the
contents," according to Judge Mignauglt.
"The fact of the matter is that the Northgate Notice was sent to
Ms. Wellford via certified mail; the mail was delivered and a
return receipt confirming delivery at the address was generated,"
the judge said, pointing out this method of service meets the
standards set out in Plemons v. Gale, 396 F.3d 569, 573 (4th Cir.
2005) and Mullane v. Cent. Hanover Bank & Tr. Co., 339 U.S. 306,
314 (1950), which simply require that reasonable efforts be made by
the purchaser to use a method reasonably calculated to inform other
interested parties of the sale. "What Mr. and Mrs. Wellford did
with the Northgate Notice following proper delivery has no bearing
on the propriety and reasonableness of service, Judge Mignauglt
said.
Judge Mignauglt finds that relief from the automatic stay is
appropriate to allow the tax deed for the Northgate Property to
pass to Christiana Trust since the processing of a tax deed
following the expiration of the redemption period is a "ministerial
act."
The Court, however, finds that abandonment of the Northgate
Property has not been fully briefed in the parties' submissions.
Christiana Trust simply states in its Motion that it seeks
abandonment under Section 554, and Ms. Wellford does not reference
abandonment in her Objection. Therefore, the Court declines to make
a ruling on Christiana Trust's request for abandonment.
Judge Mignauglt also rules that only the Northgate Notice was
properly served on Ms. Wellford. As to the Association Drive
Property, the notice of right to redeem sent to Ms. Wellford was
returned as undeliverable. Therefore, the tax sale on the
Association Drive Property cannot support a request for relief from
stay for the purpose of transmitting the tax deed to the purported
purchaser.
A copy of the Court's March 31 decision is available at
https://bit.ly/32q62Ay from Leagle.com.
About Corotoman Inc.
Corotoman Inc. sought Chapter 11 protection (Bankr. S.D. W.Va. Case
No. 19-20134) on March 29, 2019. In the petition signed by
Corotoman President John H. Wellford, III, the Debtor was estimated
to have assets of less than $50,000 and liabilities of between
$100,001 and $500,000.
The Debtor is represented by the Law Office of John Leaberry,
PLLC.
Martin P. Sheehan was appointed as the Debtor's Chapter 11 trustee.
The trustee tapped Sheehan & Associates, PLLC as his legal
counsel.
CORT & MEDAS: Unsecureds to Recover 5% in Lender's Plan
-------------------------------------------------------
1414 Utica Avenue Lender LLC, debtor Cort & Medas Associates, LLC's
senior mortgagee, filed an Amended Plan of Reorganization and a
Disclosure Statement for the Debtor.
The Debtor is the owner of real property located at 1376 and 1414
Utica Avenue, Brooklyn, New York 11203 (the "Property"). The
Property is the Debtor's sole significant asset. The Property is
an over 10,000 square foot, 3-story elevator building with
basement, on a 4,000 square foot lot, and a nearby 3,000 square
foot parking lot in the East Flatbush neighborhood of Brooklyn. The
building was leased to Tri-Borough Home Care, Ltd. ("Tri-Borough"),
pursuant to a Lease Agreement dated April 22, 2010 (the "Lease"),
for use as a medical office that provides home health care
services. The Lease expired in April 2020, and Tri-Borough remains
on the Property as a month-to-month tenant. Kenrick Cort, the CEO
of Tri-Borough, is also the sole member of the Debtor.
There is no assurance that a sale of the Property will generate net
proceeds in excess of the aggregate amount of allowed secured
claims against the Debtor.
Under the Plan, Class 4 (Secured Creditor's Secured Claim), Class
5 (General Unsecured Claims), and Class 6 (ESCDC Secured Claim),
are impaired and entitled to vote on the Plan. Class 7 (Equity
Interests) will retain their Equity Interests in the Debtor, but
will not receive distributions under the Plan, and is therefore
deemed to have rejected the Plan. Class 1 (Other Priority Claims),
Class 2 (New York City Secured Claims), and Class 3 (MTAG Secured
Claims) are unimpaired and conclusively deemed to have accepted the
Plan.
The Plan will treat claims as follows:
* Class 5 ESCDC Secured Claim will recover nothing. Impaired. In
full satisfaction of the Class 5 ESCDC Secured Claim, ESCDC shall
receive the following treatment: (i) to the extent any Cash from
the Sale Proceeds is remaining after payment of Administrative
Claims, Professional Fee Claims, Priority Tax Claims, Class 1
Claims, Class 2 Claims, Class 3 Claims, and the Class 4 Claim, on
the Effective Date, or as soon as possible after the ESCDC Secured
Claim becomes an Allowed Claim, ESCDC shall receive from the
Disbursing Agent remaining Cash, if any, up to the full amount of
its Allowed Secured Claim. If the Sale Proceeds are insufficient to
pay the Class 5 Claim in full, the deficiency amount shall be
treated as a Class 6 Claim.
* Class 6 General Unsecured Claims totaling $884,837 will
recover 5% of their claims. Based on information disclosed in the
Debtor's prior disclosure statements, the estimated general
unsecured claims are comprised of the following claims, which have
not been verified by 1414 Lender: (i) the ESCDC deficiency claim
($680,726) (assuming Sale Proceeds are insufficient to fully repay
the claims in Classes 3 and 4), (ii) Kalmata Capital Corp.
($74,401); (iii) Kabbage Business Loan ($60,580); (iv) David S.
Friedberg ($45,430); (v) Datahr Home Health Car ($20,000); and (vi)
the IRS ($3,700)).
Payments under the Plan will be paid from either the Sale Proceeds,
Cash turned over by the Debtor to the Disbursing Agent pursuant to
Section 6.1 of the Plan, and/or Cash to be contributed by Secured
Creditor.
Counsel for the 1414 Utica Avenue Lender LLC:
Paul A. Rubin
Hanh V. Huynh
RUBIN LLC
345 Seventh Avenue, 21st Floor
New York, New York 10001
Tel: 212.390.8054
E-mail: prubin@rubinlawllc.com
hhuynh@rubinlawllc.com
A copy of the Disclosure Statement is available at
https://bit.ly/3dqm4Rt from PacerMonitor.com.
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.
CRAIG A. POPE: UST's Bid to Disqualify Counsel Denied
-----------------------------------------------------
Judge G. Michael Halfenger of the United States Bankruptcy Court
for the Eastern District of Wisconsin denied the United States
Trustee's request to disqualify the firm Krekeler Strother S.C. as
counsel to Craig and Cathleen Pope.
Krekeler Strother S.C. was employed by Craig and Cathleen Pope as
their attorney to represent them in carrying out duties as
debtors-in-possession under Chapter 11 of the Bankruptcy Code.
Although the Court approved the firm's employment after no one
objected to it, the United States Trustee now contends the Court
should disqualify the firm because it is not "disinterested" and it
failed to disclose all of its "connections with the debtor[s],
creditors, [and] any other part[ies] in interest" as required by
Federal Rule of Bankruptcy Procedure.
The United States Trustee also requests that the Court order
Krekeler Strother to disgorge fees paid, deny any request for
approval of fees or expenses that the firm incurred during this
case, and require Krekeler Strother to provide the United States
Trustee with an accounting of estate funds.
On April 16, 2020, Craig and Cathleen Pope commenced their Chapter
11 case and filed an application for employment of Kristin J.
Sederholm and Krekeler Strother. The application describes the
Debtors' engagement of the firm in 2015 and the firm's
representation of the Debtors in connection with a sale of real
property to avoid a tax foreclosure.
The application further states that, having paid Krekeler Strother
about $60,000 in prepetition fees and costs and about $2,000 for
filing this case, the Debtors did not owe Krekeler Strother
anything more, and that Krekeler Strother was holding about $89,000
in its trust account for postpetition fees and expenses.
Prior to the Petition Date, the Debtors paid Krekeler Strother the
total amount of $59,718.51 for attorneys' fees earned for services
rendered and costs incurred by Krekeler Strother and an additional
$1,717.00 for the Chapter 11 filing fee. At the time of the
bankruptcy filing, Krekeler Strother was not owed any monies. As
of the date of the employment application, $88,966.01 was being
held in the Firm's trust account for post-petition services and
expenses to be approved by the Court as required under the
Bankruptcy Code.
The United States Trustee alleges Krekeler Strother failed to
disclose that certain documents the firm prepared "related to the
sale of real estate of [Mr. Pope] via a Land Contract transaction,"
required that payments by the purchaser be deposited into the
firm's trust account, and that those funds be used to pay the
firm's fees before being distributed to those with liens against
the property or Mr. Pope.
The United States Trustee contends disqualification is appropriate,
in part because the firm continued to receive the funds into its
trust account while this case was pending, rather than depositing
those funds in or directing that payments be made into the
debtor-in-possession account, and for several months filed monthly
operating reports on the Debtors' behalf that failed to disclose
that it was receiving into and holding in its trust account funds
that are property of the estate.
The firm and Ms. Sederholm concede their failure to include the
payments in the monthly operating reports was a "mistake" of a type
they "strive to avoid" and "regret" making. The firm states,
"Although [Krekeler Strother] makes every effort to avoid errors,
in a case of this complexity, mistakes happen." Neither Krekeler
Strother's response nor Ms. Sederholm's affidavit in support of
that response provides any specific facts supporting their
assurance that the firm "makes every effort to avoid errors".
According to the Court, Krekeler Strother's response simply leaves
one to wonder how the firm not only failed to disclose the
payment-restriction terms of a gas-station-sale contracts in
seeking approval of its employment but also repeatedly failed to
disclose on the monthly operating reports ongoing payments pursuant
to those contracts that were being deposited into a firm account.
For that matter, one wonders how anything about the "complexity" of
this case even begins to explain those oversights. The lack of
factual detail -- a recurring theme -- leaves the explanation, even
if credible, unjustified.
The Court says the firm's failures afford a sufficient basis to
disqualify counsel. That remedy, however, would likely
substantially burden the debtors and their bankruptcy estates. This
case has been pending for almost a year. The firm has completed
sales of estate assets and obtained substantial reductions in the
amount of the Wisconsin Department of Revenue's secured claim and
the amount of its unsecured claim entitled to priority.
Based on Krekeler Strother's disclaiming any benefit under the
gas-station-sale contracts, Krekeler Strother does not appear to
now hold a disqualifying interest, the Court says. Given the firm's
long involvement with the Debtors' bankruptcy case and
pre-bankruptcy property transactions, it is likely that creditors
and the bankruptcy estates are better served by the firm's
continued representation of the debtors in possession.
Accordingly, the Court says it will not disqualify the firm as a
sanction for violating disclosure requirements. The Court instead
imposes other remedies and may consider the violation as a
potential basis for limiting the extent to which it allows the firm
compensation from the estate when the firm seeks fee approval.
Specifically, the Court rules Krekeler Strother is declared to have
no enforceable interest now or at any time, including after the
closing or dismissal of the Debtors' bankruptcy case, in any
payments made pursuant to the gas station land contract, bill of
sale, or consulting agreement.
Krekeler Strother is required to:
-- provide the United States Trustee with an accounting, from
October 1, 2019, to the petition date, of all funds of the Debtors
or any related entity received by Krekeler Strother and all
compensation from any source paid to Krekeler Strother for services
provided to the Debtors or any related entity;
-- file with the Court a supplement clarifying the exact
amount of attorney's fees paid to Krekeler Strother before the
Debtors filed this case and the source of those funds, including
whether any funds were paid to it by C.A. Pope Inc., and explaining
the discrepancy in the amounts that Krekeler Strother has
previously disclosed; and
-- transfer to a debtor-in-possession account that complies
with 11 U.S.C. Section 345 all funds currently being held in its
trust account that are property of the estate and file with the
Court an affidavit evidencing that transfer.
A copy of the Court's Decision and Order dated March 31 is
available at https://bit.ly/32pNUqs from Leagle.com.
Craig A. Pope and Cathleen A. Pope sought Chapter 11 protection
(Bankr. W.D. Wisc. Case No. 20-22889) on April 16, 2020. The
Debtors tapped Kristin J. Sederholm, Esq., at Krekeler Strother,
S.C., as counsel.
CRAVE BRANDS: Meatheads Burgers & Fries Files for Chapter 11
------------------------------------------------------------
Heather Lalley of Restaurant Business reports that fast-casual
chain Meatheads Burgers & Fries, which has received more than $2.4
million in PPP funding, has declared bankruptcy.
The chain, which lists 13 locations around the Chicago area on its
website, filed for Chapter 11 protection in the Northern District
of Illinois on Friday, April 9, 2021, as did its owner Crave
Brands, LLC.
But the company's lender is not so sure. LQD Financial Corp. filed
a motion to dismiss the case Tuesday, saying the bankruptcy filing
was a "stunt Crave's former manager pulled to stay in charge" and
that the filings were made in bad faith.
In its Chapter 11 filing, Meatheads said it had liabilities
totaling $8.4 million with total assets of $6.7 million. The chain
received a Paycheck Protection Program loan of $982,112 in 2020 and
nearly $1.44 million in PPP funding during the second round this
year. Crave Brands, LLC, the owner of Meatheads which also filed
for bankruptcy protection on Friday, received an Economic Injury
Disaster Loan for $149,000.
Meatheads took out a loan from LQD in February 2019 that matured at
the end of last month, according to the filing. The chain owes
$6.65 million on the loan in principal, plus accrued interest at
the rate of 17% per year.
According to LQD’s dismissal filing, the firm lent $6.65 million
to Meatheads and Crave to allow Crave’s former manager Steve
Karfaridis and Michael Webb, “the putative CFO,” to acquire
Crave and Meatheads.
Meatheads has 75 full-time and 86 part-time employees.
Meatheads was founded by former Potbelly Sandwich Shop executive
Tom Jednorowicz in 2007. Jednorowicz left Meatheads in 2019 after
selling the company to Crave Brands, LLC, according to his
LinkedIn.
The chain saw an 18.9% drop in sales from 2019 to 2020, according
to RB sister firm Technomic.
A number of fast casuals have struggled during the pandemic,
particularly those with real estate portfolios focused on central
business district locations. But restaurants of all types have been
hard hit by the crisis, with some 36 bankruptcy filings by chains
and large franchisees since March 2020.
About Crave Brands
Crave Brands LLC is the owner of the fast-casual chain Meatheads
Burgers & Fries located in 444 W. Lake Street, 17th Floor Chicago,
IL 60606. The company filed for Chapter 11 protection (Bankr. N.D.
Ill. Case No. 21-04729) on April 9, 2021. The petition was signed
by Steve Karfaridis, manager. It listed estimated assets between $0
and $50,000 and estimated liabilities between $1 million and $10
million. The case is handled by Honorable Judge Timothy A. Barnes.
THOMPSON COBURN LLP, led by David A. Warfield, is the Debtor's
counsel.
CRAVE BRANDS: Wins Cash Collateral Access Thru May 14
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, has authorized Crave Brands LLC and Meathead
Restaurants LLC to use cash collateral in which LQD Financial Corp.
claims an interest, on an interim basis in accordance with the
budget through May 14, 2021.
The Debtors stipulate that the indebtedness described in the loan
agreements executed by and between LQD and the Debtors matured on
March 31, 2021, and as of the Petition Date, the balance due to LQD
is not less than $6,550,000 in principal plus accrued interest at
the rate of 17% per annum.
The Debtors are authorized to use cash collateral to pay actual,
ordinary, and necessary expenses, in accordance with the budget
subject to a weekly variance of 10% on a line item basis.
As adequate protection, LQD is granted replacement liens and
security interests on the Debtors' property and assets. The
replacement liens will be in an amount equal to the aggregate
post-petition cash collateral used. The protections and benefits
provided in the order are not necessarily adequate protection
within the meaning of section 361 of the Bankruptcy Code and LQD's
rights to request and, if appropriate, obtain additional adequate
protection are preserved. In addition, the Debtor will pay to LQD
as soon as possible after receipt the Employee Retention Credit for
application to the principal amount of the LQD Indebtedness.
LQD is also granted a super-priority administrative claim for the
amount by which the replacement lien proves to be inadequate and
LQD will have all the rights accorded to it.
The Court says that unless extended further with prior written
consent of LQD, the authorization to use cash collateral under the
Interim Order will terminate upon the earlier of (i) the expiration
of the approved Budget; (ii) the date upon which the Debtors are no
longer debtors in possession in the bankruptcy cases (iii) the
filing of any motion or stipulation to which the Debtors are party
requesting dismissal or conversion of the Debtors' bankruptcy
cases, or (iv) for failure of the Debtors to comply with any
provision of the Order, including the expenditure restrictions or
the revenue projections set forth in the Budget.
A further hearing on the matter is scheduled for April 27 at 4 pm.
A copy of the order and Meathead Restaurant's budget through May 14
is available for free at https://bit.ly/3ak87T3 from
PacerMonitor.com.
About Crave Brands LLC
Crave Brands LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-04729) on April 9,
2021. In the petition signed by teve Karfaridis, manager, the
Debtor disclosed $50,000 in assets and $10 million in liabilities.
Judge Timothy A. Barnes oversees the case.
David A. Warfield, Esq. at THOMPSON COBURN LLP represents the
Debtor as counsel.
Matthew Brash has been appointed the Subchapter V Trustee.
LQD Financial Corp., as creditor, is represented by:
William J. Factor, Esq.
150 W. Madison Street, Suite 1500,
Chicago, IL 60602
CUBIC CORP: Fitch Assigns First-Time 'B(EXP)' IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned Cubic Corporation and Atlas CC
Acquisition Corp. expected Issuer Default Ratings (IDR) of
'B(EXP)'. Fitch has also assigned expected ratings to the company's
first-lien term loan B and revolver of 'BB(EXP)'/'RR1', issued at
Atlas CC Acquisition Corp. The Rating Outlook is Stable.
The ratings reflect the expected capital structure after Cubic is
taken private by Veritas Capital and Evergreen Capital. The parties
expect to close the $3 billion transaction in 2Q21, financed
through a combination of a first-lien term loan, second-lien term
loan, preferred equity and sponsor equity. The company also will
also be issuing a first-lien term loan C, which will be used to
collateralize LOC and backed by an associated balance of restricted
cash.
Cubic's ratings and Outlook are supported by its strong
profitability, contract diversification, revenue stability, and
significant intellectual property (IP) portfolio, which
differentiates it from its competition. The company has a strong
backlog, which is expected to expand over the next few years, given
the potential increase in infrastructure spending on both a state
and federal level.
These positive factors are generally offset by the company's high
initial leverage for the 'B' rating and modest degree of
cyclicality. Execution risk is also present, as Cubic's near and
intermediate-term profitability and growth potential rely on
achieving the majority of cost-cutting initiatives that management
has outlined.
KEY RATING DRIVERS
Initial High Leverage: Fitch expects Cubic's gross leverage
(debt/EBITDA) immediately following the acquisition by Veritas
Capital and Evergreen Capital will be high for the 'B' rating level
at greater than 6.0x before the majority of cost savings actions
are completed.
Fitch forecasts steady improvement toward the mid-to-low 5x range
over the 12 to 24 months post-transaction close as the company
executes on its objectives of reducing external spend, engineering
costs, and other G&A expenses, while also growing revenue. Leverage
beyond 2022 will largely depend on the company's capital allocation
strategy.
Execution on Cost Reduction: Fitch views stability at the current
rating level and future positive rating momentum as somewhat
dependent on management's ability to execute on its cost savings
plans. Fitch's assumptions conservatively assume slightly more than
half of the cost savings measures are achieved within the next 12
to 18 months. If Cubic is unable to achieve a meaningful portion of
these objectives, Fitch believes leverage could remain elevated
beyond one or two years after the transaction is completed, which
in turn could pressure the rating.
Solid Cash Flow and Margins: Fitch considers Cubic's profitability
and cash generation to be strong for a government contractor,
consistent with a higher-rated entity, and there are heavily
weighted factors when deriving the 'B' IDR. Fitch forecasts the
company's EBITDA margins will improve substantially under Fitch's
conservative assumption the company achieves slightly more than
half of its planned cost savings measures by YE 2022. If the
company can execute on these measures and avoids losing contract
renewals, Fitch forecasts Cubic's cash flow will be positive and
increasing over the next few years.
Innovative, Diversified Portfolio: Cubic has a highly diversified
and complex product portfolio, which supports the company's credit
profile. The company constantly innovates through R&D investment to
provide highly unique offerings backed by IP. In some cases, the
company partners with customers in order to become embedded in the
decision loop and better meet customers' objectives. Further, a
high percentage of the company's portfolio is comprised of
sole-sourced contracts spanning several years, which creates an
inherent barrier to entry for potential competitors.
Revenue Tailwinds: Fitch believes there are several factors that
could contribute to mid-to-high single-digit percentage annual
revenue growth over the next several years. On the transportation
side, the macro trend of urbanization, although somewhat stifled
following the coronavirus pandemic, still largely supports the
increased use and scope of mass transit.
In turn, this should lead to increased use of products that Cubic
produces under Cubic Transportation Systems (CTS), including urban
revenue management systems, cashless tolling, and advanced traffic
management solutions. Further, digitization of those systems,
coupled with implementation of Internet of Things (IoT)
technologies and potential support from the federal infrastructure
bill, would benefit Cubic in excess of Fitch's base forecasts.
Cubic's defense portfolio should benefit from increased spending on
data-driven training and communication platforms, which Cubic
provides. The company also has partnered with various government
agencies to invest substantially in next generation technologies,
which could provide long-term growth if the projects evolve.
Revenue Visibility: Cubic has a substantial amount of revenue
visibility which Fitch believes supports the 'B' rating despite
higher initial leverage. Many of the contracts on both the
transportation and defense side are several years in duration and
sole-sourced, with only a very small percent of revenue variable
based on transportation traffic volumes. This provides some
stability to the company's overall profile, while certain
indefinite delivery, indefinite quantity (IDIQ) contracts can lead
to additional upside.
DERIVATION SUMMARY
Fitch considers the company's leverage profile to be relatively in
line with similarly rated peers such as Peraton Holding Corp.
(B/Stable) but weaker than 'B' rated peers in the broader Aerospace
and Defense sector. However, cash flow generation and profitability
are more consistent with that of higher-rated companies. Cubic's
product portfolio is strong and well diversified by contract and
customer with a high degree of revenue visibility and long dated
contracts that partially offset the company's weaker leverage.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Mid-single digit annual revenue growth (%) at each CTS and
Cubic Mission & Performance Solutions (CMPS) over the next few
years driven by increased scope of urban revenue management
systems, expansion of cashless tolling systems, utilization of
more advanced traffic management solutions, increased use of
IoT technologies, and greater importance of live virtual
constructive training platforms and other emerging
technologies;
-- EBITDA margins expand over the next few years. Fitch assumes
the company is able to maintain margins after actioned cost
saving measures and executes on additional run-rate cost
reduction. There is upside to Fitch's forecast if the company
executes on planned synergies;
-- Capex spending expected to steadily decline through YE 2024;
-- Moderate cash costs between 2021 and 2022 required to achieve
cost synergies;
-- Minimal working capital fluctuations;
-- Gross leverage (debt/EBITDA) below 6.0x by 12 to 18 months
following the transaction;
-- Preferred shares are not considered debt;
-- Term loan C is immunized by segregated cash collateral and is
excluded from Fitch's leverage calculations.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes that Cubic would be considered a
going concern in bankruptcy and that the company would be
reorganized rather than liquidated. A 10% administrative claim is
assumed in the recovery analysis.
Fitch assumes Cubic will receive a going-concern recovery multiple
of 7.0x EBITDA under this scenario. Fitch considers this multiple
to be toward the upper middle range of recovery multiples assigned
to companies in the Aerospace and Defense sector.
Our recovery assumptions are based on Cubic's moderate and
improving cash flow and margins, long dated contracts, strong
intellectual property and technology portfolio. Fitch also
considered the company's contract diversification in determining a
medium to high recovery multiple.
Fitch assumes the going concern EBITDA in the analysis will be
lower than pro forma EBITDA. A hypothetical bankruptcy could result
from materially low contract renewal rates and contract losses,
stemming from either reputational damage or severely increased
competition.
Most of the defaulters in the Aerospace and Defense sector observed
by Fitch in recent bankruptcy case studies were significantly
smaller in scale, had less diversified product lines or customer
bases and were operating with highly leveraged capital structures.
Fitch generally assumes a fully drawn first-lien revolver in its
recovery analyses since credit revolvers are tapped as companies
are under distress.
Fitch assumes the first-lien debt will be secured by the first-lien
on all assets of the guarantor subsidiaries and share the remaining
subsidiaries' equity with the second-lien lenders on a pro rata
basis. In Fitch's analysis, Fitch assumes 75% of subsidiaries are
guarantors on the debt. Fitch excluded the term loan C from its
recovery waterfall, as in a default scenario it is assumed that the
cash collateralization segregated for this facility would be used
to repay the debt associated with it.
The 'BB-(EXP)' expected rating and Recovery Rating of 'RR1' on the
first-lien revolver and term loan B are based on Fitch's recovery
analysis under a going concern scenario, which indicates
outstanding recovery prospects in the range of 91% to 100%.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Execution on cost saving measures leads to sustained elevated
EBITDA margins;
-- Leverage (debt/EBITDA) consistently below 5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Leverage sustained greater than 6.0x beyond 12 to 18 months
after the acquisition by Veritas;
-- FFO interest coverage sustained below 1.75x;
-- Material loss of contract(s) affects the company's
diversification;
-- The company fails to achieve at least half of the planned cost
saving measures before YE 2022;
-- Consistently neutral to negative FCF.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Fitch considers the company's liquidity to be solid at around $400
million, comprised of between $150 million and $200 million of cash
on the balance sheet and a $225 million revolving credit facility.
Fitch believes this is adequate to cover the company's modest
capital requirements such as capex and working capital
fluctuations. Fitch does not expect the company to pay dividends
going forward. Fitch considers the cash from issuing its $300
million term loan C to be restricted, as Fitch believes it cannot
be used beyond collateralizing the term loan and associated letters
of credit.
ESG Considerations
Unless otherwise disclosed in this section, the highest level of
Environmental, Social and Corporate Governance (ESG) Credit
Relevance is a Score of '3'. This means ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.
CYPRUS MINES: Tort Committee Hires Caplin & Drysdale as Counsel
---------------------------------------------------------------
The official committee of tort claimants appointed in Cyprus Mines
Corporation's Chapter 11 case seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to retain Caplin &
Drysdale, Chartered as its legal counsel.
The firm's services include:
a. preparing legal documents;
b. advising the committee with respect to its powers and duties
under the Bankruptcy Code and with respect to the proposed
reorganization of the Debtor;
c. attending meetings and representing the committee in
negotiations;
d. representing the committee before the bankruptcy court and
any appellate courts;
e. representing the committee in actions to protect, preserve,
and maximize the value of the Debtor's estate, including the
prosecution of actions on behalf of the estate and negotiations
concerning all litigation in which the committee may be involved;
f. assisting the committee in its examination and analysis of
the Debtor's conduct and financial affairs;
g. representing the committee in connection with any negotiation
or preparation of a plan of reorganization and all related
documents;
h. assisting the committee in the filing with the court, and the
solicitation of acceptances or rejections, of any plan of
reorganization of which the committee is a proponent;
i. reviewing and analyzing all legal documents filed and to be
filed with the court by the Debtor or any interested party;
j. coordinating the receipt and dissemination of information
prepared by and received from the Debtor's accountants or other
professionals retained by the Debtor as well as information
received from other professionals engaged by the committee or other
parties;
k. assisting and advising the committee with regard to
communications to creditors represented by the committee regarding
its efforts, progress, and recommendations with respect to matters
arising in the Chapter 11 case as well as any proposed plan of
reorganization; and
l. other necessary legal services.
The firm will be paid at these rates:
Members and Senior Counsel $560 to $1,500 per hour
Of Counsel $530 to $1,175 per hour
Associates $355 to $560 per hour
Paralegals $310 to $380 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Kevin Maclay, Esq., a partner at Caplin & Drysdale, 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.
The firm can be reached at:
Kevin C. Maclay, Esq.
Todd E. Phillips, Esq.
Caplin & Drysdale, Chartered
One Thomas Circle, NW, Suite 1100
Washington, D.C. 20005
Tel: (202) 862-5000
Fax: (202) 429-3301
Email: kmaclay@capdale.com
tphillips@capdale.com
About Cyprus Mines Corporation
Cyprus Mines Corporation is a Delaware corporation and a
wholly-owned subsidiary of Cyprus Amax Minerals Co., which is an
indirect subsidiary of Freeport-McMoRan Inc. It currently has
relatively limited business operations, which include the ownership
of various parcels of real property, certain royalty interests that
generate de minimis revenue (e.g., less than $1,500 in each of the
past two calendar years), and the ownership of an operating
subsidiary that conducts marketing activities.
Cyprus Mines is a predecessor in interest of Imerys Talc America,
Inc. In June 1992, Cyprus Mines sold its talc-related assets to RTZ
America Inc. (later known as Rio Tinto America, Inc.) through a
two-step process. First, Cyprus Mines transferred its talc-related
assets and liabilities (subject to minor exceptions) to Cyprus Talc
Corporation, a newly formed subsidiary of Cyprus Mines, pursuant to
an Agreement of Transfer and Assumption, dated June 5, 1992.
Second, Cyprus Mines sold the stock of Cyprus Talc Corporation to
RTZ pursuant to a Stock Purchase Agreement, also dated June 5, 1992
(as amended, the "1992 SPA"). The purchase price was approximately
$79.5 million. Cyprus Talc Corporation was later renamed Imerys
Talc America, Inc. By virtue of the 1992 ATA, the entity now named
Imerys expressly and broadly assumed the talc liabilities of Cyprus
Mines and its former subsidiaries that were in the talc business.
Cyprus Mines filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 21-10398) on Feb. 11, 2021, listing between $10
million and $50 million in assets, and between $1 million and $10
million in liabilities.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtor tapped Reed Smith LLP, led by Kurt F. Gwynne, Esq., as
bankruptcy counsel; Kasowitz Benson Torres, LLP as special
conflicts counsel; and Prime Clerk LLC as claims agent.
James L. Patton, Jr. was appointed as the future claimants'
representative in the Debtor's Chapter 11 case. The FCR tapped
Young Conaway Stargatt & Taylor, LLP as his bankruptcy counsel and
Gilbert, LLP as his special insurance counsel.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of tort claimants on March 4, 2021. The committee is
represented by Campbell & Levine, LLC and Caplin & Drysdale,
Chartered.
DESERT VALLEY: Unsecureds Won't Receive Anything Under Plan
-----------------------------------------------------------
Desert Valley Steam Carpet Cleaning, LLC, filed a Third Amended
Disclosure Statement.
The Debtor's property is an apartment complex originally comprised
of 13 units located at 603 & 607 N. D. Street, Eloy, AZ 85231.
Five of the units were damaged by a fire and subsequently needed to
be demolished and removed after Atlas removed the demising walls of
the units during demolition causing an irreparable roof collapse.
Atlas holds a first position lien up to a maximum of $275,000 on
the Property and the Insurance Proceeds. On or about May 26, 2020,
DVSCC obtained an appraisal of the Property by Joseph's Appraisal
Group valuing the Property between $249,000 and $258,000.
The Plan treats claims as follows:
* Class 2-B consists of Impaired Secured Claims which were
secured by cash collateral that was spent. Class 2-B claims are
provided a security interest in the Property for 85% of their
original claim amount. Class 2-B claims are paid monthly payments
without interest. Class 2-B claims will be paid in the first 60
months of the Plan. DVSCC reserves the right to pay off Class 2-B
claims at an earlier date should the funds become available.
* Class 3 consists of the Nonpriority Unsecured Claims of
Creditors. Class 3 Creditors will receive zero ($) payments under
the Plan. The value of DVSCC's liquidation equity is $0. DVSCC is
confident that regardless of which Property value is used, Atlas'
or DVSCC's, there is negative liquidation equity.
* Class 4 consists of the Ownership Interests of the Principals
of DVSCC, Jamie and Victor Granado. In consideration for retaining
their interest, the Principals shall contribute to DVSCC the amount
of $20,000 ("New Value"). In exchange for this new cash
contribution, the Principals shall retain their Ownership Interest
in DVSCC, but unless, and until all senior Allowed Claims are paid
in full in accordance with the terms of the Plan, the Principals
shall receive no distribution on account of their Ownership
Interest.
DVSCC's Plan will be funded by its operations and Excess Cash Flow.
Further, the Interest Holders will repurchase their ownership in
DVSCC by borrowing $20,000 and contributing those funds to DVSCC
for its use to pay administrative claims.
Attorneys for the Debtor:
Benjamin Wright
Shawn A. McCabe
Wright Law Offices
2999 N. 44th St., Suite 600
Phoenix, AZ 85018
Tel: 602-344-9695
Fax: 480-717-3380
E-mail: shawn@azbklawyer.com
A copy of the Third Amended Disclosure Statement is available at
https://bit.ly/3n6ubpD from PacerMonitor.com.
About Desert Valley Steam Carpet Cleaning
Desert Valley Steam Carpet Cleaning, LLC, was formed on or about
Aug. 12, 2005, for the purpose of owning and operating a
multi-family housing property located at 603 and 607 North D.
Street, Eloy, Arizona.
Desert Valley Steam Carpet Cleaning sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 20-00570) on
Jan. 16, 2020. Judge Brenda K. Martin oversees the case. Wright
Law Offices, led by Benjamin Wright and Shawn A. McCabe, is serving
as counsel to the Debtor. Wright replaced Patrick Keery of Keery
McCue, PLLC, the original bankruptcy counsel of the Debtor.
DONALD SCHROEDER: Sets Bid Procedures for Fernandina Beach Property
-------------------------------------------------------------------
Donald J. Schroeder and Deirdre C. Schroeder ask the U.S.
Bankruptcy Court for the Middle District of Florida to authorize
the bidding procedures in connection with the auction sale of their
residential real property and improvements thereon located at 27
Ocean Club Drive, in Fernandina Beach, Florida.
At all material times prior to filing for relief under the
Bankruptcy Code, the Debtors were the owners of the Property. The
Property is owned by the Debtors in fee simple and is property of
the Debtors' estates, and subject to the mortgage liens in the
approximate amount of $3,262,433.23 owed to Regions Bank, as
successor by merger with Amsouth Bank, for which the Debtors are
jointly and severally liable. The Property is the homestead of the
Debtors.
The Debtors believe that the following entities hold valid mortgage
liens against the Property: Regions Bank and David Walker. They
believe that the following entities may assert liens or other
interests in or against the Property: Donald and Carla Beam, Omni
Amelia Island, LLC. Omni asserted prepetition a first right of
refusal relating to the Property which was disputed. In any event,
the asserted interest will be rejected by the Debtors as an
executory contract.
The Debtors wish to sell the Property as well as fixtures and
personal property they owned. It is their business judgment that
marketing and selling the Property will maximize the ultimate sale
price as well as funds which their estates will receive from such a
sale.
On April 1, 2021, the Debtors filed an Application asking approval
of a Listing Agreement including an addendum for the sale and
marketing of the Property by Hugh Williams of Chaplin Williams Real
Estate, Inc., doing business as Berkshire Hathaway Home Services
Chaplin William Realty, for a planned auction sale of the Property
pursuant to Section 363 of the Bankruptcy Code and the Motion.
Accordingly, the Debtors are filing the Motion asking approval of
the sale of the Property under 11 U.S.C. Section 363, subject to
better and higher offers from competitive bidders during an auction
sale to be conducted by the Debtors and utilizing the bidding
procedures set forth, with all liens, claims, encumbrances and
interests to attach to the proceeds of the sale.
By the Motion, the Debtors ask approval and implementation of a
four-step sales process, as follows:
a. A "Bid Procedures Hearing" at which the Debtors will seek
approval of the Bid Procedures;
b. An Auction to be conducted in accordance with the Bid
Procedures approved by the Court after the Broker has delivered to
the Debtors a Proposed Contract on the Property from a Qualified
Bidder;
c. A Final Sale Hearing approving the sale to the Successful
Bidder and deeming the Successful Bidder a good-faith purchaser
entitled to the protections of 11 U.S.C. Section 363(m); and
d. A Closing on the sale of the Property no later than 15
days from the Court's order approving the sale unless extended by
Order of the Court.
The Debtors and their Broker have and will solicit bids for the
Property from third parties who will be qualified to bid at the
Auction. Thus, the Debtors ask the Court's entry of an order
scheduling an auction, approving the Bid Procedures herein, and
authorizing the solicitation and submission of a qualified and
competitive bids.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: At least 10 days prior to the Auction Date
b. Deposit: $100,000
c. Bid Increments: $25,000
d. The Debtors will determine if an Interested Bidder has
submitted a Qualified Bid by on or before five days prior to the
Auction Date.
The Debtors believe that a sale at this time offers substantially
greater benefit for the estates than perhaps a forced liquidation
at a later date.
Donald J. Schroeder and Deirdre C. Schroeder sought Chapter 11
protection (Bankr. M.D. Fla. Case No. 21-00707) on March 25, 2021.
The Debtors tapped Jason Burgess, Esq., as counsel.
DORCHESTER RESOURCES: Sets Bid Procedures for $10M Sale of Assets
-----------------------------------------------------------------
Dorchester Resources, LP, asks the U.S. Bankruptcy Court for the
Western District of Oklahoma to authorize the bidding procedures in
connection with the sale of assets to DRII, LLC, for the base
purchase price of $10 million, plus the assumption of certain
agreements of the Debtor which amount to over $800,000, subject to
certain adjustments and carve-outs upon Court approval of the
transaction, subject to overbid.
Objections, if any, must be filed no later than 21 days from the
date of filing of the Motion.
The Debtor's business has declined due to long term pricing
declines, as well as the depression of energy prices during the
past 12 months, in part as a result of the COVID-l9 pandemic and
the related quarantines, travel restrictions, and reduced
manufacturing outputs. Therefore, the Debtor cannot continue in
its business or rehabilitate its operations.
The only way for Debtor to realize any value for its assets is to
sell the assets identified on the Asset Purchase Agreement. Prior
to filing bankruptcy, the Debtor entered into the Purchase
Agreement with the Stalking Horse Purchaser, together with its
successors and assigns, under which Stalking Horse Purchaser will
acquire the Designated Assets for the base purchase price of $10
million, plus the assumption of certain agreements of the Debtor
which amount to over $800,000, subject to certain adjustments and
carve-outs upon Court approval of the transaction.
In addition to the Motion, the Debtor has filed, or will shortly
file, a Motion for an Order (A) Approving the Sale of the Assets
Free and Clear of All Liens, Claims, Encumbrances, and Interests to
the Winning Bidders; and (B) Authorizing the Assumption and
Assignment ofCertain Executory Contracts and Unexpired Leases of
the Debtor and Notice ofOpportunityfor Hearing ("Sale Motion").
The procedures governing the Sale will be governed by the Bidding
Procedures Order sought by the Bidding Procedures Motion,
establishing certain stalking horse bidding and sale procedures for
the proposed Sale of the Designated Assets. The Purchase Agreement
provides for the sale and transfer of the Designated Assets free
and clear of all liens, claims, encumbrances and other interests.
The Designated Assets do not include cash, accounts, avoidance
actions or other claims and causes of action belonging to the
Debtor's estate.
The Bidding Procedures Motion seeks approval of the form of the
Purchase Agreement; however, the request for authority to
consummate the Sale is requested pursuant to the Sale Motion.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: June 15, 2021 at 4:00 p.m. (CT)
b. Initial Bid: $10.25 million
c. Deposit: $1.25 million
d. Auction: The Debtor proposes that Sale be conducted as an
auction by its counsel at the offices of the Auctioneer or the
Debtor's counsel at 10:00 a.m. on June 18, 2021 (CT).
e. Bid Increments: $100,000
f. Sale Hearing: May 5, 2021 at 9:30 a.m. (CST)
g. Breakup Fee: $200,000
h. Expense Reimbursement: $50,000
Regarding the Bidding Procedures Motion, the Debtor asks approval
of the form of the Purchase Agreement because the form of the
agreement should be approved prior to the bidding process. It
submits the form and content of the Purchase Agreement is
reasonable and customary considering the facts and circumstances in
the case. Therefore, the Debtor asks the Bidding Procedures Order
approves the form and content of the Purchase Agreement.
Finally, the Debtor asks the Court to order that the stays provided
for in Bankruptcy Rules 6004(h) and 6006(d) are waived and the
Bidding Procedures Order will be effective immediately upon its
entry.
A copy of the Bidding Procedures is available at
https://tinyurl.com/3kk7wvrj from PacerMonitor.com free of charge.
About Dorchester Resources
Dorchester Resources, LP filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case
No.
21-10840) on April 5, 2021. At the time of the filing, the Debtor
had between $10 million and $50 million in both assets and
liabilities.
Judge Sarah A. Hall oversees the case.
The Debtor tapped Christensen Law Group, PLLC as counsel and Dakil
Auctioneers, Inc. as marketing and sales agent. Omni Agent
Solutions is the claims and administrative agent.
DORCHESTER RESOURCES: Wins Cash Collateral Access Thru May 10
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Oklahoma has
authorized Dorchester Resources, L.P. to, among other things, use
cash collateral on an interim basis in accordance with the budget
and provide adequate protection through May 10, 2021.
On March 31, 2017, the Debtor and Simmons Bank, successor-by-merger
to Bank SNB, as Pre-Petition Lender, entered into several credit
agreements. The parties entered into the Eighth Amended and
Restated Credit Agreement dated March 31, 2017. On April 30, 2018,
the Debtor and the Pre-Petition Lender entered into the First
Amendment to Eighth Amended and Restated Credit Agreement; on May
31, 2019, they entered into a Second Amendment to Eighth Amended
and Restated Credit Agreement; and on August 31, 2019, they entered
into a Third Amendment to Eighth Amended and Restated Credit
Agreement. They also entered into an Omnibus Assignment and
Acceptance dated as of March 31, 2017, with the Pre-Petition
Lender, as assignee, Bank of America, N.A., as assignor, and the
Debtor.
On August 31, 2019, the Debtor executed a Third Amended and
Restated Revolving Note in the original principal amount of $40
million, which amended and restated the Second Amended and Restated
Revolving Note dated April 30, 2018 in the original principal
amount of $40 million, which amended and restated that Revolving
Note dated March 31, 2017, in the original principal amount of $20
million.
The Debtor acknowledges and admits that, as of the Petition Date,
the Debtor was indebted and liable to the Pre-Petition Lender, in
the aggregate amount of at least $19,963,081.27, which amounts
include $19,935,730.62 in principal, at least $27,350.65 in accrued
but unpaid interest, fees, charges, and other expenses, plus
accrued and unpaid interest, indemnification obligations, and fees
and expenses and other obligations if applicable under the terms of
the Pre-Petition Loan Documents or the Bankruptcy Code.
The Bankruptcy Court held that the Debtor is authorized to use cash
collateral solely for the purposes set forth in the Budget, and
only up to the respective aggregate amount of disbursements set
forth in the Budget for any month during the term of the Interim
Order, subject to the Permitted Variance.
As adequate protection for the Debtor's use of cash collateral, the
Pre-Petition Lender is granted valid, perfected, first-priority
additional and replacement security interests in and liens upon all
of the Debtor's right, title and interest in, to, and under (a) all
assets in which the Pre-Petition Lender holds validly perfected
liens as of the Petition Date, including, but not limited to, the
Cash Collateral and the Pre-Petition Collateral; and (b) all of the
Debtor's now owned and after-acquired real and personal property,
assets and rights, of any kind or nature, wherever located,
including, without limitation, contracts, property, plant,
equipment, general intangibles, documents, instruments, interests
in leaseholds, patents, copyrights, trademarks, trade names, and
all other intellectual property, capital stock of subsidiaries,
cash, and cash collateral of the Debtor.
The adequate protection liens are deemed duly perfected and
recorded under all applicable federal, state and other laws as of
the commencement of this Case, and no notice, filing, mortgage
recordation, possession, further order or other act shall be
required to effect such perfection.
The Adequate Protection Liens and the Superpriority Claims, are
subject to (a) quarterly fees required to be paid pursuant to 28
U.S.C. section 1930(a)(6) and any fees payable to the Clerk of the
Court; and (b) the reasonable fees and expenses of professionals
retained pursuant to an order of the Court by the Debtors
including. Debtor's counsel, the United States Trustee, Dakil
Auctioneers, Inc. and Omni Agent Solutions, and the Debtor will be
permitted to pay budgeted compensation and reimbursement of
expenses as allowed by the Court.
These events constitute Events of Default:
(a) The failure of the Debtor to maintain insurance in
amounts, on terms and with specified insurers as held prior to
bankruptcy;
(b) The failure of Debtor to obtain entry of the Final Order
from the Court within 45 days of the Petition Date;
(c) Any attempt of the Debtor to vacate or modify the Interim
Order over the objection of the Pre-Petition Lender;
(d) The Debtor will only expend cash collateral for the items
set forth in the Budget, which will also include a variance of 10%
each month, which variance will be comprised of any one or more
line-item expenses.
(e) The entry of an order amending, supplementing, staying,
vacating or otherwise modifying the Interim Order, or the filing of
a motion for reconsideration with respect thereto;
(f) The entry of an order, without the prior written consent
of the Pre-Petition Lender:
(i) converting the Case to a case under chapter 7 of
the Bankruptcy Code;
(ii) dismissing the Case;
(iii) appointing a trustee or examiner, including a
Chapter 11 trustee; in the Case; or
(iv) granting relief from the automatic stay to any
creditor (other than the Pre-Petition Lender) holding or asserting
a lien or asserting a reclamation claim with respect to any
Pre-Petition Collateral or Cash Collateral;
(g) The use of any Cash Collateral for any purpose or amounts
other than those set forth in the Budget (subject to the Permitted
Variances);
(h) The sale, transfer, or other disposition by the Debtor of
any Pre-Petition Collateral, other than inventory in the ordinary
course of business, without the prior written notice to the
Pre-Petition Lender, unless otherwise ordered by the Bankruptcy
Court;
(i) The entry of an order by the Court terminating exclusivity
under section 1121 of the Bankruptcy Code;
(j) The Debtor creates or permits to exist any consensual lien
or encumbrance on any of the Debtor's assets (except as expressly
provided for herein, or as may be approved by the Bankruptcy
Court);or
(k) The Debtor's failure to pay any amount due under the
Interim Order.
A final hearing on the matter is scheduled for April 29 at 10 a.m.
via video conference.
A copy of the Order is available for free at https://bit.ly/3dZbRKB
from Omni Agent Solutions, the claims agent.
About Dorchester Resources LP
Dorchester Resources LP sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 21-10840) on April
5, 2021. In the petition signed by John T. Perri, manager of
general partner, the Debtor disclosed up to $50 million in both
assets and liabilities.
Judge Sarah A. Hall oversees the case.
J. Clay Christensen of Christensen Law Group, PLLC is the Debtor's
counsel.
Simmons Bank, as Pre-petition Lender, is represented by:
Joseph J. Wielebinski, Esq.
Ann Marie Chiarello, Esq.
WINSTEAD PC
500 Winstead Building
2728 N. Harwood Street
Dallas, TX 75201
Tel:(214)745-5400
Fax: (214)745-5390
E-mail: jwielebinski@winstead.com
achiarello@winstead.com
- and -
William H. Hoch, III, Esq.
Margaret M. Sine, Esq.
CROWE & DUNLEVY
A Professional Corporation
Braniff Building
324 N. Robinson Avenue, Suite 100
Oklahoma City, OK 73102-8273
Tel: (405) 235-7700
Fax: (405)239-6651
Email: will.hoch@crowedunlevy.com
meg.sine@crowedunlevy.com
EKSO BIONICS: OKs Amendment to Change Governing Law of Equity Plan
------------------------------------------------------------------
The Board of Directors of Ekso Bionics Holdings, Inc. approved an
immediately effective amendment to the Company's Amended and
Restated 2014 Equity Incentive Plan. The Plan was amended to
change the governing law of the Plan from Delaware to Nevada.
On April 13, 2021, the Board also approved an immediately effective
amendment to the Company's by-laws. The By-Laws were amended to
add a new Section 6 to Article VIII, so that the modified By-Laws
provide that subject to certain exceptions, (i) the state courts of
the State of Nevada be the exclusive forum for actions alleging
violation of the Nevada Revised Statutes, the Company's Articles of
Incorporation or the By-Laws, or alleging breach of fiduciary
duties or other violations of Nevada decisional law relating to
internal affairs of the Company and (ii) the federal district
courts of the United States of America be the exclusive forum for
resolutions of complaints asserting causes of action arising under
the Securities Act of 1933, as amended. The amendment also
provides that any person or entity purchasing or otherwise
acquiring any interest in any security of the Company shall be
deemed to have notice of and consented to this provision.
About Ekso Bionics
Ekso Bionics -- http://www.eksobionics.com-- is a developer of
exoskeleton solutions that amplify human potential by supporting or
enhancing strength, endurance and mobility across medical and
industrial applications. Founded in 2005, the Company continues to
build upon its expertise to design some of the most cutting-edge,
innovative wearable robots available on the market. The Company is
headquartered in the Bay Area and is listed on the Nasdaq
CapitalMarket under the symbol EKSO.
Ekso Bionics reported a net loss of $15.83 million for the year
ended Dec. 31, 2020, compared to a net loss of $12.13 million for
the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$20.60 million in total assets, $16.16 million in total
liabilities, and $4.43 million in total stockholders' equity.
ENVEN ENERGY: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has assigned a Long-Term Issuer Default Rating (IDR)
of 'B-' to EnVen Energy Corporation, EnVen Finance Corporation and
Energy Ventures GoM LLC. Fitch also assigned a 'BB-'/'RR1' rating
to EnVen's first lien reserve-based lending credit facility (RBL)
and a 'B-'/'RR4' rating to the proposed senior secured second lien
notes. The Rating Outlook is Stable.
EnVen's ratings reflect the company's low-decline, oil-weighted
assets in the Gulf of Mexico (GoM), advantaged offshore pricing
which support unhedged realized prices, credit-conscious financial
policy resulting in sub-1.5x leverage metrics, disciplined rolling
hedge strategy that protects and funds the development program,
adequate liquidity and Fitch forecasted positive annual mid-cycle
FCF. Offsetting factors include a lack of diversification and small
operational scale, a relatively short proved reserve life and just
over five years on a strip reserves basis, limited subsea tieback
track record, offshore environmental remediation obligations, and
heightened offshore regulatory risks.
KEY RATING DRIVERS
Offshore Gulf of Mexico E&P: EnVen fully operates as an offshore
exploration and production company (E&P) in the GoM. GoM assets can
typically be acquired at relatively lower costs, experience lower
decline rates and benefit from extensive midstream infrastructure
providing direct access to gulf coast refineries, which brings
higher price realizations. These strengths are offset by
significantly higher plugging and abandonment (P&A) obligations,
exploration projects that require substantial capital requirements,
higher environmental remediation costs, a current moratorium on new
federal leases, and additional environmental production and cost
risks.
Declining Asset Base Brings Execution Risk: Fitch believes
management's shifting strategy to extend inventory and reserve life
through subsea exploration and development heightens execution
risk. EnVen's 1P reserve base has been on decline since 2018 and
currently has a remaining asset life (1P reserves/production) of
approximately 4.6 years, down from 5.4 years in 2017. Fitch
recognizes, however, that 2020 1P reserves would have remained
relatively flat excluding the impact of negative price revisions.
The company plans to expand its production and reserve profile
primarily organically through subsea tiebacks. These projects have,
compared with U.S. onshore, longer development cycles and
additional dry hole risk with a 15-30 month timeline from
development to first production, and one of two wells drilled in
2020 being unsuccessful. Although EnVen has hired experienced
personnel within the subsea space to de-risk the transition, Fitch
views the company's ability to enhance its proved reserves and
extend inventory life as a key credit concern.
Medium-Term Liquidity and Refinancing Risk: Historically, EnVen has
had solid liquidity with cash on the balance sheet and an undrawn
revolver since 1Q18. Fitch believes the transaction and its
amortization provision alleviates refinancing risk, but recognizes
the uncertainty around resource life extension could increase
future liquidity and refinancing risk.
Positive FCF, Sub-1.5x Leverage: Fitch's base case forecasts
positive FCF generation of between $40 million-$100 million and
believes cash flows are supported by profitable, low decline
assets, a stable PHA segment and EnVen's proactive hedging
policies. Fitch-calculated total debt/EBITDA is forecast at about
1.0x in 2021 and is expected to remain around that level throughout
the rating horizon.
Manageable Decommissioning Costs: Fitch believes that management
has demonstrated an ability to manage its ARO cost and funding
risks. As of Dec. 31, 2020, EnVen's asset retirement obligations
(AROs) totaled approximately $297 million. Through 2027, the
majority of P&A activity will target remaining shelf assets and
annual spend during this time frame is expected to be less than 10%
of annual average EBITDA. With near full-funding of the required
Lobster/Petronius acquisition P&A escrow account, over $66 million
of notes receivable from investment grade counterparties and 1.8x
coverage of future P&A obligations through surety bonds, Fitch
believes that management has largely mitigated ARO funding risk.
18-Month Rolling Hedge Strategy: Currently, the company has 91% of
expected 2021 oil production hedged and 51% of gas production. The
RBL agreement requires that 70% of PDP production is hedged for
months 1-12 of the agreement moving down to 50% for months 13-18.
The agreement also limits hedging to 85% of projected production
for December through July (non-wind months) and 70% of 1P reserves
for August through November (wind months). The company is currently
about 40% hedged for 2022, and Fitch anticipates management will
continue to layer on positions as market opportunities present
themselves. Fitch believes the company's hedging strategy helps
support the capital program and reduces cash flow volatility.
Convertible Series A Preferred Shares Receive 100% Equity Credit:
Fitch has assigned 100% equity credit (EC) to the EnVen Series A
Preferred Stock based on the security's structural features. The
instrument is subordinated to all outstanding debt, has no material
covenants or change of control clause, and lacks coupon step-ups
and a call date. The company also retains the ability to defer
coupon payments and pay dividends with additional preferred stock.
DERIVATION SUMMARY
EnVen operates on a smaller scale than Fitch rated offshore E&Ps.
With 2020 production at 25.9 mboe/ d (85% oil), the company is
smaller than offshore peers Talos Energy (B-/Stable), with 2020
exit rate production of 54.7 mboe/d (68% oil), and Murphy Oil
Corporation (BB+/Negative) with 2020 average production of 176
mboe/d (66% liquids).
The company has higher Fitch-calculated unhedged netbacks compared
with peers due to relatively lower operating costs and an ability
to realize positive regional price differentials to WTI due to GoM
infrastructure and access to multiple markets. EnVen's unhedged
cash netback at YE 2019 was $29.5/ boe (approximately $64/bbl
average Brent price in 2019), which was higher than the rest of the
offshore-oriented peer group. The company's conservative financial
policy has also led to Fitch-calculated leverage sustained around
1.5x at YE 2020, which is lower than both Murphy (2.9x) and Talos
Energy (2.5x).
Compared with the offshore-oriented peer group, EnVen has
relatively low remaining proved reserves. At 3Q20, the company's
1P/production was 5.6 years, which is materially lower than Talos
(7.5 years) and Murphy (10.9 years). Additionally, the company's
offshore operations expose it to significantly higher remediation
(P&A) costs than onshore peers, and operationally disruptive event
risks.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Brent oil price of $58/bbl in 2021, and $53/bbl thereafter;
-- Henry Hub natural gas price of $2.75/mcf in 2021, and
$2.45/mcf thereafter;
-- Flat-to-modestly down production profile over the medium term;
-- Average annual capex of around $150 million throughout the
forecast period;
-- Cash cost of P&A obligations at about 10% of mid-cycle EBITDA
throughout the forecast period;
-- No shareholder distributions or material M&A activity;
-- PHA revenue in line with management expectations throughout
the forecast period.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Fitch does not expect a positive rating action without a
material increase in production and reserve size.
-- Greater than 100% reserve replacement leading to reserve life
approaching 8-10 years and PDP/1P at 60%-80%;
-- Increased size and scale evidenced by production trending
towards 75 mboe/d;
-- Adherence to management's financial policy that prioritizes
FCF and liquidity as well as maintenance of a rolling hedging
program;
-- Mid-cycle debt/EBITDA at or below 2.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Sustained decline in proved reserves with reserve life
approaching three years;
-- Loss of operational momentum evidenced by production trending
below 20 mboe/d;
-- Inability to generate FCF and allocate capital that heightens
liquidity and refinancing risk;
-- Mid-cycle debt/EBITDA approaching 3.0x heightening covenant
risk;
-- Unfavorable regulatory changes and/or extended moratorium on
new oil & gas leases.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Sufficient Liquidity: EnVen maintains a credit-conscious financial
policy and consistently keeps unrestricted cash on the balance
sheet. Additionally, the company rarely utilized its RBL facility
historically with the last draw occurring in 1Q18. With these
characteristics and consistently neutral to positive FCF generation
forecast, Fitch expects that EnVen will maintain adequate liquidity
throughout the rating case.
Simple Debt Structure and Extended Maturities: The company's pro
forma debt structure consists of a senior secured RBL facility and
second lien senior secured notes. The floating rate RBL facility
has a $165 million borrowing base subject to semi-annual
redeterminations. With the successful execution of the 2026 second
lien notes, the RBL facility maturity has been extended two years
to 2024.
ESG Considerations
EnVen has an Environmental, Social and Corporate Governance (ESG)
Relevance Score of '4' for waste and hazardous materials
management/ecological impacts. This factor has a negative impact on
the credit profile, and is relevant to the rating in conjunction
with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG Credit Relevance is a Score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
EVERGREEN DEVELOPMENT: UST Says Disclosures Unclear, Inconsistent
-----------------------------------------------------------------
The Acting United States Trustee submitted an objection to the
jointly proposed disclosure statement, and related plan of
Evergreen Development Group, The Evergreens of Apple Valley, LLP,
both dated and filed on March 18, 2021.
The U.S. Trustee points out that:
* The Plan and the Disclosure Statement are unclear in the
treatment of the Class 1-A claim of Minnesota Bank and Trust (MBT).
Specifically, the treatment in both documents say there will be a
30 year amortization, with monthly payments for 120 months (10
years) with a balloon on "the fifth-year anniversary of the
Effective Date". As drafted, the amortization term for payment on
this claim cannot be determined as either five years or ten years.
* The treatment of the Class 2-A claims of "lien holders", the
payments are also unclear. First, there needs to be precise dates
on which payments will be made to the creditors in that class.
There also should be an estimate of the total claims in the class.
If that total includes the undersecured portion of Minnesota Bank &
Trust's claim from Class 1-A, that fact should be stated. Also in
Class 2-A, the proposed payment of 30% of "net after tax profit
from operations" is unclear. Although estimated to be approximately
$114,750 over five years, other information in the Plan and the
Disclosure Statement indicates that the amount will be much more.
* In the treatment of Class 2-B for administrative convenience
claims less than $2,500, the plan and disclosure statement need to
list the total amount of the claims in the class. The disclosure
statement has a blank where that figure needs to be.
* The Plan says priority tax claims will be paid in full on the
first anniversary of the confirmation date. This is inconsistent
with the Disclosure Statement which says the claims will be paid in
five annual installments.
* There are a number of references in both the Plan and the
Disclosure Statement to the Unsecured Creditors' Committee. No such
committee has been appointed in the case and those references
should be removed.
* There are a number of references in the plan and disclosure
statement to the "liquidating trustee". Those references appear
incorrect and should be removed.
* The Disclosure Statement should include the identity of
post-confirmation management and the level of pay that management
is to receive.
* The Plan discusses the assumption of executory contracts by
the "buyer". Since the plan appears to propose a new investor for
the debtors' existing corporate entities, and not an asset sale, it
is unclear why there has to be an assumption and assignment of
executory contracts.
About Evergreen Development Group
Evergreen Development Group is a single asset real estate company
which owns and leases commercial real estate in Waite Park,
Minnesota. Its principal place of business and corporate offices
are located at 95 10th Ave. South, Waite Park, Minnesota, 56387.
It merged with The Evergreens of Apple Valley, L.L.P. in 2015.
Evergreen Development Group sought protection under Chapter 11 of
the U.S. Bankruptcy Court (Bankr. D. Minn. Case No. 21-60066) on
Feb. 26, 2021. In the petition signed by Robert A. Hopman, general
partner, the Debtor disclosed up to $10 million in assets and up to
$50,000 in liabilities.
FOLEY & MANSFIELD, P.L.L.P represents the Debtor as counsel.
FIELDWOOD ENERGY: To Seek Plan Confirmation on June 9
-----------------------------------------------------
Judge Marvin Isgur has entered an order approving the Disclosure
Statement of Fieldwood Energy LLC, et al.
The following dates and deadlines are established with respect to
the Disclosure Statement, solicitation of the Plan, voting on the
Plan, and confirmation of the Plan, and modify, as applicable, the
Court's Scheduling Order entered on April 6, 2021:
* Voting Deadline: June 2, 2021, at 4:00 p.m. (prevailing
Central Time).
* Plan Objection Deadline: June 2, 2021, at 11:59 p.m.
* Ballot Certification Deadline: June 7, 2021, at 4:00 p.m.
* Deadline to File Confirmation Brief and Reply to Plan
Objection(s): June 4, 2021 at 11:59 p.m. (prevailing Central Time)
* Confirmation Hearing: June 9, 2021, at 9:00 a.m. (prevailing
Central Time).
Chapter 11 Plan
Fieldwood Energy LLC, et al., submitted a Fourth Amended Plan and a
corresponding Disclosure Statement on April 14, 2021.
The board of directors of Fieldwood Energy Inc. ("FWE Parent") and
each of the governing bodies for each of its affiliated debtors
have approved the transactions contemplated by the Plan. The
Debtors believe the Plan is in the best interests of all
stakeholders and recommend that all creditors whose votes are being
solicited submit ballots to accept the Plan.
Subject to the terms and provisions of that certain Restructuring
Support Agreement dated as of August 4, 2020 (as may be modified,
amended, or supplemented from time to time, and together with all
exhibits and schedules thereto, the "RSA"), the following parties
have agreed to vote in favor of or otherwise support the Plan:
* holders of approximately 87% in aggregate principal amount of
Claims under the Debtors' Prepetition FLTL Credit Agreement (as
defined herein);
* holders of approximately 88.71% in aggregate principal amount
of Claims under the Debtors' Prepetition SLTL Credit Agreement (as
defined herein); and
* Apache Corporation.
In addition, the Debtors' Plan is supported by the Prepetition FLFO
Lenders holding 100% of the FLFO Claims and the Official Committee
of Unsecured Creditors appointed in the Chapter 11 cases.
Pursuant to the RSA by and among the Debtors, lenders holding
approximately 87% of the Company's debt under the FLTL Credit
Agreement (the "Consenting FLTL Lenders"), lenders holding
approximately 88.71% of the Company's debt under the SLTL Credit
Agreement (the "Consenting SLTL Lenders," and, together with the
Consenting FLTL Lenders, the "Consenting Creditors"), 4 and Apache
(together with the Debtors, the Consenting Creditors, and any
subsequent person or entity that becomes a party to the RSA, the
"RSA Parties"), the RSA Parties agreed to support the transactions
set forth therein and in the term sheet memorializing the agreement
between certain of the Debtors and Apache and certain of its
affiliates regarding the framework for a restructuring with respect
to the Legacy Apache Properties(the "Apache Term Sheet").
Consistent with the RSA, and as discussed in greater detail below,
the Plan provides for, among other things, the following
transactions to occur on the Effective Date for the below
categories of assets and related liabilities:
* Specified Deepwater Assets and Shelf Assets: The Debtors will
consummate the sale of certain of their assets, including specified
Deepwater Assets and Shelf Assets, (collectively, the "Purchased
Oil & Gas Lease Interests") to a new entity ("Credit Bid
Purchaser") formed at the direction of the Consenting FLTL Lenders
for aggregate consideration of approximately $1.03 billion,
consisting of (i) a credit bid of the Allowed FLTL Claims up to the
FLTL Claims Allowed Amount, (ii) cash in the amount up to
approximately $105 million (which may be increased to $125 million
in the sole and absolute discretion of the Buyer), (iii) the GUC
Warrants, (iv) the SLTL Warrants, and (v) the assumption of certain
liabilities set forth in the Credit Bid Purchase Agreement,
including the assumption of the Allowed FLFO Claims remaining
following distribution of the FLFO Distribution Amount
(approximately $139 million of the FLFO Claims Allowed Amount less
the approximately $119 million of the principal amount of the First
Lien Exit Facility) (the "Credit Bid Transaction"). A schedule of
the oil
and gas leases, rights-of-way and rights-of-use and easement
included as part of the Purchased Oil & Gas Lease Interests (which
may be amended, modified, or supplemented from time to time).
* Legacy Apache Properties: After the consummation of the Credit
Bid Transaction, FWE will implement a divisive merger pursuant to
which FWE will be divided into Fieldwood Energy I LLC ("FWE I") and
Fieldwood Energy III LLC ("FWE III"). Through the divisive merger,
FWE I will be allocated and vested with certain assets FWE acquired
from Apache (the "Legacy Apache Properties") and related
liabilities and obligations. FWE I will, among other things, own,
operate, plug and abandon, and decommission the Legacy Apache
Properties. A schedule of the oil and gas leases, rights-of-way,
and rights-of-use and easement related to the Legacy Apache
Properties (which may be amended, modified, or supplemented from
time to time).
* FWE III Properties: Through the divisive merger, FWE III will
be allocated andbvested with all of FWE's assets other than the
Purchased Oil & Gas Lease Interests, Legacy Apache Properties and
Abandoned Properties (the "FWE III Properties"). FWE III will,
among other things, own, operate, plug and abandon, and
decommission the FWE III Properties and related assets and
liabilities. The oil and gas leases, rights-of-way, and
rights-of-use and easement
related to the FWE III Properties includes those listed on the
schedule (which may be amended, modified, or supplemented from time
to time).
* FWE IV Properties: In accordance with an executed, non-binding
term sheet with CUSA (the "Chevron Term Sheet") and FWE will create
a new entity, Fieldwood Energy IV LLC ("FWE IV"), through a
divisive merger and FWE IV will be allocated and vested with
certain interests in a portion of the leases assigned previously to
FWE by CUSA (and its predecessors and affiliates), and with the
platforms, wells, pipelines and equipment (including production
equipment) located on and attributable to the CUSA interest in such
leases, and any hydrocarbons produced from such leases, if
applicable (collectively "FWE IV Properties"). A schedule of the
oil and gas leases, rights-of-way, and rights-of-use and easement
related to the FWE IV Properties (which may be amended, modified,
or supplemented from time to time).
* Abandoned Properties: Immediately upon the occurrence of the
Effective Date, certain of the Debtors' assets (the "Abandoned
Properties") will be abandoned pursuant to sections 105(a) and
554(a) of the Bankruptcy Code. The Debtors anticipate that BSEE
will issue orders compelling either all or certain entities who are
in the chain of title (collectively, the "Predecessors") and/or
current coworking interest owners (collectively, the "CIOs") for
each of the Abandoned Properties to perform the P&A Obligations for
each respective property. A schedule of the oil and gas leases,
rights-of-way, and rights-of-use and easement related to the
Abandoned Properties (which may be amended, modified, or
supplemented from time to time). The Debtors have taken several
steps to facilitate the safe and orderly operational transfer of
the Abandoned Properties currently operated by the Debtors and are
working to reach long-term commercial agreements similar to the FWE
I and FWE IV structures with interested Predecessors for assuming
operational control for Abandoned Properties operated by the
Debtors. The Debtors (i) have dedicated approximately $6 million,
in addition to amounts spent in the ordinary course, on safety
related repairs and improvements on the Abandoned Properties and
(ii) have provided Predecessors detailed operational information on
the Abandoned Properties. Additionally, for any Predecessor with
whom a consensual arrangement has not yet been agreed to, Credit
Bid Purchaser will offer a 90-day transition period post-Effective
Date during which Credit Bid Purchaser will offer to manage at the
requesting Predecessor's cost and on its behalf any of the
Abandoned Properties.
In addition, the Plan provides for the resolution, satisfaction,
settlement and discharge of claims against and interests in the
Debtors and their estates. All holders of Allowed Administrative
Expense Claims, Allowed DIP Claims, Allowed Postpetition Hedge
Claims, Allowed Priority Tax Claims, Allowed Priority Non-Tax
Claims, and Allowed Other Secured Claims will have their claims
satisfied in full, either through payment in Cash or other
treatment as specified in the Plan.
The Plan will treat claims as follows:
-- All holders of Allowed FLFO Claims will receive their Pro
Rata Share of the FLFO Distribution Amount and all remaining
Allowed FLFO Claims will be assumed by the NewCo Entities, as
modified to the extent set forth in the First Lien Exit Facility
Documents.
-- All holders of Allowed FLTL Claims will receive their Pro
Rata Share of (i) 100% of the equity in NewCo (subject to dilution
as set forth in section 4.4 of the Plan) and (ii) the FLTL
Subscription Rights.
-- All holders of Allowed SLTL Claims will receive their Pro
Rata Share of the SLTL Warrants and the SLTL Subscription Rights.
-- Holders of Unsecured Trade Claims that have executed Trade
Agreements will receive in the aggregate Cash in the amount of the
lesser of (i) $8 million and (ii) 14% of the aggregate amount of
Allowed Unsecured Trade Claims.
-- The holders of Allowed General Unsecured Claims will receive
their Pro Rata Share of the GUC Warrants and any residual
distributable value of the Post-Effective Date Debtors and FWE I
after satisfaction of (i) Allowed Administrative Expense Claims,
Allowed DIP Claims, Allowed Postpetition Hedge Claims, Allowed
Priority Tax Claims, Allowed Priority Non-Tax Claims, Allowed Other
Secured Claims, Allowed Unsecured Trade Claims, all Cure Amounts
and (ii) all fees, expenses, costs and other amounts pursuant to
the Plan and incurred by the Post-Effective Date Debtors in
connection with post-Effective Date operations and wind-down.
-- All holders of other claims against the Debtors or existing
equity interests in FWE Parent will not receive a recovery under
the Plan.
To facilitate the implementation of the Plan, the Plan provides for
(i) the funding of a claims reserve for Allowed Administrative
Expense Claims, Allowed Priority Tax Claims, Allowed Priority
Non-Tax Claims, and Allowed Other Secured Claims, Allowed Unsecured
Trade Claims, and Cure Amounts; (ii) the Professional Fee Escrow;
(iii) the Plan Administrator Expense Reserve; and (iv) the payment
of other fees and expenses, such as fees and expenses incurred
under the DIP Order, fees and expenses incurred in connection with
implementing the Apache Transactions, and the fees and expenses of
the Ad Hoc Secured Lenders' advisors.
Attorneys for the Debtors:
Alfredo R. Pérez
Clifford Carlson
WEIL, GOTSHAL & MANGES LLP
700 Louisiana Street, Suite 1700
Houston, Texas 77002
Telephone: (713) 546-5000
Facsimile: (713) 224-9511
Matthew S. Barr
Jessica Liou
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
A copy of the Order is available at https://bit.ly/32nAETy from
Primeclerk, the claims agent.
A copy of the Disclosure Statement is available at
https://bit.ly/3soBVUU from Primeclerk, the claims agent.
About Fieldwood Energy
Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over two million
gross acres with 1,000 wells and 750 employees.
Fieldwood Energy and its 13 affiliates previously sought Chapter 11
protection (Bankr. S.D. Texas Lead Case No. 18-30648) on February
5, 2018, with a prepackaged plan that would deleverage $3.286
billion of funded debt by $1.626 billion.
On August 3, 2020, Fieldwood Energy and its 13 affiliates again
filed voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case
No. 20-33948). Mike Dane, senior vice president, and chief
financial officer signed the petitions.
At the time of the filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
Judge David R. Jones oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as their legal
counsel, Houlihan Lokey Capital, Inc. as an investment banker, and
AlixPartners, LLP, as financial advisor. Prime Clerk LLC is the
claims, noticing, and solicitation agent.
The first-lien group employed O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL lenders employed Willkie Farr & Gallagher LLP as their
legal counsel and RPA Advisors, LLC as their financial advisor.
Meanwhile, the cross-holder group tapped Davis Polk & Wardwell LLP
and PJT Partners LP as its legal counsel and financial advisor,
respectively.
On August 18, 2020, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. Stroock & Stroock & Lavan,
LLPand Conway MacKenzie, LLC serve as the committee's legal counsel
and financial advisor, respectively.
FLUSHING LANDMARK: Unsecureds to Recover 100% in 60 Months
----------------------------------------------------------
Flushing Landmark Realty, LLC, filed a Plan and a Disclosure
Statement.
Recoveries projected in the Plan shall be from the Debtor's sale of
the real property as well as the formation of a liquidating trust
which shall be responsible for the payments to the Allowed General
Unsecured Claims. The amount generated by the proposed sale of the
Real Property shall be used to satisfy the claim of the Secured
Creditor; the payment of any outstanding statutory fees due and
owing the United States Trustee; the payment of allowed costs of
administration of the case (the "Administrative Claims"); and a
distribution to the holders of allowed claims.
The Plan will treat claims as follows:
* Class 1 Secured Claim of 41-60 Main Street LLC totaling
$143,988,021. 4160 and the Debtor have agreed to market and sell
the Real Property in order to reduce or satisfy in full, as the
case may be, the amounts agreed to be due and owing to 4160. To
that end, the Debtor and 4160 have agreed that the Debtor retain
Cushman & Wakefield ("CW") to assist the Debtor in selling the
asset. 4160 retains its rights to credit bid as set forth pursuant
to section 362(k) of the Bankruptcy Code. The net proceeds realized
from the sale of the Real Property shall be used first to satisfy
or otherwise reduce the amounts due and owing 4160 in connection
with its first in priority lien secured by an interest in the Real
Property. Class 1 is impaired.
* Class 3 Allowed General Unsecured Claims totaling $202,648.
The Plan proposes to distribute the amount of $20,000 to the
allowed general unsecured creditors upon the Effective Date. This
distribution shall be funded by a "carve out" from the collateral
of 4160. The balance of $182,648 shall be paid in its entirety
over a period of 60 months commencing on the first day of the month
immediately following the Effective Date. The payments shall be
made on a quarterly basis with each distribution in the approximate
aggregate amount of $9,132. The distributions shall be made by the
Flushing Landmark Liquidating Trust which shall be formed upon the
Effective Date. These distributions shall be without interest.
Class 3 is impaired.
* Class 4 Ownership Interest in the Debtor. Class 4 consists of
the Ownership Interest of Flushing Landmark Realty Mezz. Before
Flushing Landmark Realty Mezz could receive any distribution under
the Plan, all creditors in Class 3 would have to be satisfied in
their entirety. Class 4 is impaired.
The Debtor's proposed Plan is a plan of liquidation. Upon the entry
of the Confirmation Order, the Debtor shall have completed the
proposed sale of the Real Property, or the Debtor may complete the
sale after the entry of the Confirmation Order
Attorneys for Flushing Landmark Realty:
Fred S. Kantrow, Esq.
The Kantrow Law Group, PLLC
6901 Jericho Turnpike, Suite 230
Syosset, New York 11791
Tel: 516 703 3672
E-mail: fkantrow@thekantrowlawgroup.com
A copy of the Disclosure Statement is available at
https://bit.ly/3ebtdUF from PacerMonitor.com.
About Flushing Landmark Realty
Flushing Landmark Realty LLC is primarily engaged in renting and
leasing real estate properties. The Company is the owner of a fee
simple title to a commercial building located at 41-60 Main Street,
Flushing, New York.
Flushing Landmark Realty LLC filed a voluntary petition for relief
under chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
20-73302) on Oct. 30, 2020. In the petition signed by Myint J.
Kyaw, principal, the Debtor estimated $353,831 in total assets and
$97,476,811 in total liabilities. Fred S. Kantrow, Esq. at ROSEN &
KANTROW, PLLC. represents the Debtor.
FRANCESCA'S HOLDINGS: Seeks to Hire KPMG LLP as Tax Advisor
-----------------------------------------------------------
Francesca's Holdings Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ KPMG LLP as tax and accounting advisor.
The firm will provide these services:
Tax Compliance Services
(i) prepare federal, state, and local tax returns and
supporting schedules for the fiscal year 2020 tax year as set forth
in the engagement letter dated May 13, 2020;
(ii) prepare tax returns for any state or local jurisdictions
and additional legal entities not identified in the engagement
letter to the extent approved in writing by the Debtors; and
(iii) determine the Debtors' quarterly estimated tax payments
for the fiscal year 2020 tax year.
Tax Provision Services for the Fiscal Year 2020 Tax Year
(i) assist in gathering necessary year-end tax and financial
information and schedules;
(ii) assist in the identification and computation of temporary
and permanent differences;
(iii) compute a preliminary income tax provision for
management's review and approval; and
(iv) prepare income tax related balance sheet accounts and
footnote disclosures for management's review and approval.
Tax Consulting Services
(i) provide general tax consulting on matters that may arise
for which the Debtors seek advice;
(ii) analysis of any Internal Revenue Code Section 382 issues,
including a sensitivity analysis to reflect the Section 382 impact
of the proposed and hypothetical equity transactions pursuant to
the restructuring;
(iii) analysis of "net unrealized built-in gains and losses"
and Notice 2003-65 as applied to the ownership change, if any,
resulting from or in connection with the restructuring;
(iv) analysis of tax attributes including net operating
losses, tax basis in assets, and tax basis in stock of
subsidiaries;
(v) analysis of cancellation of debt income, including the
application of IRC Section 108 and consolidated tax return
regulations relating to the restructuring of non-intercompany debt
and any contemplated capitalization and settlement of intercompany
debt;
(vi) analysis of the application of the attribute reduction
rules under IRC Section 108(b) and Treasury Regulation Section
1.1502-28, including a benefit analysis of Section 108(b)(5) and
1017(b)(3)(D) election; and
(vii) analysis of the tax treatment of restructuring related
costs.
Accounting Advisory Services
(i) consultation as requested by the Debtors regarding
accounting issues related to the Debtors' restructuring process,
accrual of liabilities, and the sale and transfer of the Debtors'
assets, including any related research and documentation to support
conclusions reached.
The firm will be paid at these rates:
Partners/Managing Directors $558 per hour
Directors/Senior Managers $504 per hour
Managers $396 per hour
Senior Associates $288 per hour
Associates $216 per hour
Paraprofessionals $126 per hour
During the 90-day period prior to the petition date, the firm
received $407,072 from the Debtors for professional services
performed and expenses incurred, which include the $60,000
retainer.
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Olayinka Kukoyi, a partner at KPMG, 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.
The firm can be reached at:
Olayinka Kukoyi
KPMG LLP
811 Main Street
Houston, TX 77002
Tel: (713) 319-2000
Fax: (713) 319-2041
About Francesca's Holdings
Francesca's Holdings Corporation is a specialty retailer that
operates a nationwide-chain of boutiques providing a diverse
assortment of apparel, jewelry, accessories and gifts. As of Dec.
1, 2020, the Debtor operates 558 boutiques in 45 states and the
District of Columbia, and also serves customers through
www.francescas.com, the Debtor's e-commerce website, and its
recently launched mobile app. For more information, visit
www.francescas.com.
Francesca's Holdings and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.
20-13076) on Dec. 3, 2020. Francesca's Holdings had total assets of
$264.7 million and total liabilities of $290.5 million as of Nov.
1, 2020.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped O'Melveny & Myers LLP and Richards, Layton &
Finger P.A. as legal counsel; FTI Capital Advisors LLC as financial
advisor and investment banker; A&G Realty Partners as real estate
advisor; and KPMG LLP as tax and accounting advisor. Bankruptcy
Management Solutions Inc. is the notice, claims and balloting
agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' cases.
Cole Schotz P.C. and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
GARDA WORLD: Fitch Affirms 'B+' IDR, Outlook Stable
---------------------------------------------------
Fitch Ratings has affirmed Garda World Security Corporation's (GW)
Issuer Default Rating at 'B+'. The Rating Outlook is Stable.
GW's ratings are driven by the company's relatively high leverage
and opportunistic M&A strategy, which is partly offset by the
company's good competitive and market positions, solid
diversification, ability to profitably integrate acquisitions, and
exposure to growing end markets. The company continues to manage
through the pandemic quite well, maintaining adequate liquidity and
credit metrics for the rating category.
KEY RATING DRIVERS
Coronavirus Impact Through 2020-2021: GW has performed quite well
through the pandemic, with increased demand in some areas (security
services at pharmacies, healthcare providers, governments,
financial institutions, and grocery retailers) offsetting declines
in other areas (event management). Its staffing level is higher now
than pre-crisis, and management reports it has been able to pass on
price increases to clients. The company continues to sign new
business, and has been able to increase margins due to a
combination of cost control and pricing power in some segments.
Opportunistic M&A Approach: GW operates under an opportunistic
financial policy that includes pursuing debt funded acquisitions.
The company notes that these acquisitions are typically executed at
deleveraging multiples. The company has completed more than 20 M&A
transactions over the past three years, significantly contributing
to its 40% revenue growth since 2018. In February 2021, GW dropped
its bid to acquire much larger European rival G4S PLC, which would
have been a transformative transaction for the company.
Highly Leveraged Financial Structure: Following the 2018-2019 UAS
and Whelan acquisitions, as well as several tuck-ins, leverage
peaked over 7x in 2019 before receding to the mid-5x range
currently. The company delevered more quickly than Fitch expected
in 2020 due to higher EBITDA margins combined with lower M&A spend.
Fitch expects leverage to remain around the mid-5x to low-6x range
going forward as EBITDA margins normalize and the company resumes
its M&A focus.
U.S. Security Services Entry: Starting with the UAS and Whelan
acquisitions in 2018-2019, GW has begun to ramp up its footprint in
the $25 billion U.S. Security sector. This market has three large
players (AlliedUniversal with a 28% share, G4S at 8%, and Securitas
with 18%) and is otherwise fragmented. Management believes it can
build scale quickly noting its U.S. customer retention rates are
much higher than competitors, and that GW is already the top player
in the C$2.5 billion Canadian Security market.
BC Partners Investment: In October 2019, BC Partners completed its
purchase of a 51% interest in GW, valuing the company at C$5.2
billion. The management team (including founder & CEO Stephan
Cretier) holds the remaining 49%. BC Partners is an established
firm which has raised over EUR25 billion in capital. BC Partners'
investment in GW is predicated on buying into an entrepreneurial
management team, which operates in an industry with favorable
tailwinds. Management has increased its share of ownership from 26%
when it was taken private in 2012 to 49% currently, and Fitch
continues to view this alignment of interests between the two
ownership groups positively.
Profitability Improvements: GW has grown its EBITDA margins
consistently through a time of expansion, from approximately 11% in
2016 to the approximately 14% range currently, demonstrating its
expertise in acquiring at reasonable multiples and integrating
those acquisitions effectively. Margin improvements to date are
driven by recent pricing increases as well as slight synergies from
recent acquisitions.
Strong Competitive and Market Position: GW is a leading provider of
cash management and security services, and its industry leading
retention rates position it well to defend and grow its share.
Although the company faces strong competition from several other
large multinational competitors, GW continues to increase its size
and scale to compete effectively against its peers. The security
services market has been growing at a healthy rate and Fitch
expects further growth at least through the medium term.
Solid Diversification: GW has good diversification given its large
market positions in both Security and Cash Services segments.
Additionally, within each segment, the company's end market
exposure is diverse including exposure to natural resources,
property management, retail, restaurants, financial institutions,
healthcare, government agencies, and special events.
DERIVATION SUMMARY
GW can be compared to The Brink's Company (BB+/Stable), a direct
competitor in the cash services segment, and Allied Universal
(B+/Stable), a competitor in the Security segment. Compared to
Brink's, GW has significantly higher leverage and a more aggressive
M&A strategy. Compared to a combined Allied Universal/G4S, GW is
smaller and more focused, with stronger margins and historically
lower leverage.
KEY ASSUMPTIONS
Key assumptions of the Fitch Base Case include:
-- Revenue growth to YE January 2021 reflects mild organic
improvements as well as a full year contribution from the
Whelan acquisition as well as several bolt-ons. Going forward,
organic growth is forecast to be 2% in Cash Services and 3% in
Security Services.
-- The company is forecast to spend $80 million yearly on
acquisitions assuming a 6x multiple and a 12% margin.
-- EBITDA margin improvements in fiscal2021 were partly driven by
pandemic effects, which Fitch expects to moderate during 2021.
Going forward, margins are forecast to be flat, as
improvements in increased fixed cost leverage are offset by
integration costs under the M&A program.
-- The company maintains positive FFO and FCF through the period,
as working capital needs are limited.
-- Capex is estimated to hold steady around $120 million
annually.
-- Total net debt/EBITDA is forecast in the mid-5x range over the
next several years as the company profitably integrates
acquisitions.
RATING SENSITIVITIES
Factors that may, individually or collectively, lead to positive
rating action/upgrade:
-- An upgrade is unlikely in near term without a significant and
sustained decrease in debt/EBITDA, and a more coherent
financial policy;
-- Total debt/EBITDA sustained below 5.0x;
-- Maintaining an FCF margin above 4%;
-- Maintaining an EBITDA margin above 13%.
Factors that may, individually or collectively, lead to negative
rating action/downgrade:
-- Pro forma total debt/EBITDA sustained above 6.5x;
-- Debt funded shareholder-friendly activity, or a significant
acquisition which weighs upon credit metrics;
-- Sustained decline in EBITDA margin to below 10%;
-- FFO fixed charge coverage sustained below 1.5x.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Fitch expects GW to continue to hold relatively small cash balances
and to fund short-term needs with operating cash flows and draws
from revolver. The company has adequate liquidity with a cash
balance around $50 million and full availability under its
revolver. The company's funding needs are manageable given GW's low
capital intensity. The majority of new fixed assets are funded
through finance (capital) leases, which decreases annual costs,
especially for Cash Services' new armoured vehicles. The Security
Services segment is an asset-light business and needs minimal capex
as well.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
GENEVA VILLAGE: Seeks to Hire Corwin & Company as Accountant
------------------------------------------------------------
Geneva Village Retirement Community, Ltd and Geneva Village
Retirement Community, LLC seek approval from the U.S. Bankruptcy
Court for the Northern District of Ohio to employ Corwin & Company
as accountant and financial advisor.
The firm's services include:
(a) assisting the Debtors in fulfilling their duties under the
Bankruptcy Code;
(b) assisting the Debtors by providing financial analyses
necessary for the Debtors' plan of reorganization, disclosure
statement, sale of any assets or other transaction related to the
Debtors' reorganization; and
(c) general accounting services.
Corwin & Company will be paid at these rates:
Partners $250 per hour
Associates $95 per hour
Staffs $55 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Russell Corwin, a partner at Corwin & Company, 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.
The firm can be reached at:
Russell Corwin
Corwin & Company
1218 High Street
Wadsworth, OH 44282-0690
Tel: (330) 336-1004
About Geneva Village Retirement Community
Organized on March 10, 2004, Geneva Village Retirement Community,
Ltd. is an Ohio limited liability company that operates a skilled
nursing facility at 1140 South Broadway, Geneva, Ohio. It conducts
business under the name Geneva Village Skilled Nursing &
Rehabilitation.
Geneva Village Retirement Community and Geneva Village Retirement
Community, LLC filed their voluntary petitions for relief under
Chapter 11 Bankruptcy Code (Bankr. N.D. Ohio Case No. 21-50498 and
21-50498) on March 30, 2021, listing under $1 million in both
assets and liabilities.
The Debtors tapped Anthony J. DeGirolamo, Attorney at Law as legal
counsel and Corwin & Company as accountant and financial advisor.
GENOCEA BIOSCIENCES: Ronald Cooper Quits as Director
----------------------------------------------------
Ronald Cooper resigned from the board of directors of Genocea
Biosciences, Inc., which took effect on April 12, 2021.
The Company said the resignation of Mr. Cooper, who had served on
the board since 2016, was not a result of or caused by any
disagreement with the company.
Ms. Katrine Bosley, who has served on the board since 2013,
replaced Mr. Cooper as a member of the audit committee.
About Genocea Biosciences
Headquartered in Cambridge, Massachusetts, Genocea --
http://www.genocea.com-- is a biopharmaceutical company developing
personalized cancer immunotherapies. The Company uses its
proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T
cell (or cellular) immune responses to tumor antigens.
Genocea reported a net loss of $43.71 million for the year ended
Dec. 31, 2020, compared to a net loss of $38.95 million for the
year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$98.49 million in total assets, $89.51 million in total
liabilities, and $8.98 million in total stockholders' equity.
GENWORTH LIFE: Fitch Withdraws 'CCC' Insurer Fin. Strength Rating
-----------------------------------------------------------------
Fitch Ratings has affirmed the 'CCC' Insurer Financial Strength
(IFS) ratings of Genworth Life Insurance Company (GLIC) and
Genworth Life Insurance Company of New York (GLICNY). Fitch also
affirmed the 'B' IFS rating of Genworth Life and Annuity Insurance
Company (GLAIC, together the Genworth Life Companies). The Rating
Outlook for all companies was revised to Stable from Evolving.
Following the affirmations, the ratings were withdrawn.
Fitch has chosen to withdraw the Genworth Life Companies' ratings
due to commercial reasons. Accordingly, Fitch will no longer
provide ratings or analytical coverage of the companies.
KEY RATING DRIVERS
The ratings for GLIC and GLICNY reflect the relatively weak
statutory capitalization and ongoing concern over long-term care
(LTC) reserve adequacy, particularly in light of the current low
interest rate environment, which could result in additional
statutory reserve charges and further deterioration in statutory
capital. Fitch estimates GLIC and GLICNY's exposure to LTC reserves
as a percent of statutory capital is materially higher than most
other U.S. insurers with exposure to LTC. Even small increases to
recorded reserves could have a significant negative effect on
statutory capital. The adequacy of LTC reserves is highly sensitive
to assumptions about interest rates and future rate increases,
although GLIC has made meaningful progress in obtaining those rate
increases.
The affirmation of GLAIC considers both its lower risk life and
annuity product exposure and its higher standalone capital level.
Fitch views GLAIC's life insurance and annuity business as
relatively more stable and less risky than GLIC's LTC business,
though GLAIC also has a history of strained profitability and also
has exposure to low interest rates. Additionally, GLAIC is better
capitalized than GLIC. GLIC, GLICNY and GLAIC are domiciled in
separate states - Delaware, New York and Virginia, respectively.
Fitch believes the separation of regulatory supervision and the
segregation of most of the LTC reserves into GLIC and GLICNY
indicates the standalone profile of GLAIC is stronger than GLIC and
GLICNY. However, GLAIC's rating is negatively affected by its
status as a wholly owned subsidiary of GLIC.
The affirmations also consider the April 6, 2021 announcement that
the Genworth life companies' parent, Genworth Financial, Inc.
(Genworth), had terminated its merger agreement with China
Oceanwide Holdings Group Co., Ltd. (Oceanwide). Genworth had
committed to contribute $175 million, through an intermediate
holding company, to GLIC. Genworth has also agreed to contribute
$100 million to GLICNY. The contributions would have been made
post-closing, if the merger with Oceanwide had closed.
RATING SENSITIVITIES
Rating sensitivities do not apply as the ratings have been
withdrawn.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
GL BRANDS: Auction Sale of Equity Interests Set for April 21
------------------------------------------------------------
GL Brands, Inc., and affiliates filed with the U.S. Bankruptcy
Court for the Northern District of Texas a notice of the sale of
their equity interests to Merida Capital Holdings, subject to
overbid.
The purchase price consists of: (a) a credit bid in the amount of
the DIP Loan and the Pre-Petition Secured Debt; (b) a cash payment
in the estimated amount of $75,000 for the satisfaction of
administrative claims not already paid under the DIP Loan; (c) a
cash payment of $100,000 for distribution to the holders of GUC;
and (d) the subordination of approximately $6 million in general
unsecured claims held by Merida affiliates in connection with the
Merida bid.
On March 15, 2021, the Debtors filed an amended motion with the
Court seeking entry of orders, among other things, (a) approving an
agreement between the Debtors and the Stalking Horse Bidder and
related Bid Protections, subject to higher or better bids; (b)
authorizing the Debtors to hold an auction of the right to receive
and own 100% of the newly issues equity interests in the
reorganized Debtors following confirmation of a proposed Plan of
Reorganization; (c) approving their bidding procedures in
connection with the proposed Auction; (d) establishing dates and
deadlines in connection with the Auction and proposed Plan of
Reorganization; and (e) approving the form and manner of notices
related to the Auction, Bidding Procedures, and related deadlines.
On April 1, 2021, the Court entered the Auction and Bidding
Procedures Order granting the relief sought in the Motion in
modified form. The Bidding Procedures set forth the requirements
for becoming a Qualified Bidder and submitting a Qualified Bid, and
any party interested in making an offer to purchase the Assets must
comply strictly with the Bidding Procedures.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: April 16, 2021, at 5:00 p.m. (CDT)
b. Initial Bid: The value of each Bid for all or substantially
all of the Debtors' Assets, as determined by the Debtors in their
business judgment must exceed (a) the Minimum Purchase Price, plus
(b) the Break-Up Fee, plus (c) the minimum Bid increment of
$50,000. Thus, the first overbid must exceed the Minimum Purchase
Price by $75,000. The Stalking Fee will be earned only once.
Subsequent overbids must exceed the prior bid by $50,000. The
Break-Up Fee and the Minimum Overbid will constitute the "Bid
Protections" for the Stalking Horse Bidder.
c. Deposit: $125,000
d. Auction: If no Qualified Bid are received other than the
bid contained in the Stalking Horse Agreement, the Auction will be
canceled. If at least one other Qualified Bid is received by the
Bid Deadline, the Debtors will conduct the Auction with respect to
the Assets. The Auction will commence on April 21, 2021, at 10:00
a.m. (CDT) at the offices of Whitaker Chalk, Swindle & Schwartz,
PLLC, 301 Commerce Street, Suite 3500, Fort Worth, TX 76102,
telephonically, or by video via Zoom, or such later time or other
place as the Debtors will timely notify all Qualified Bidders. Any
creditor is entitled to attend the Auction telephonically or by
Zoom. However, parties wishing to attend must notify Debtor's
counsel at least two business days in advance to allow electronic
links to established and sent.
e. Bid Increments: $50,000
f. Sale Hearing: A hearing to consider approval of the
proposed Auction and confirmation of the Debtors proposed Plan of
Reorganization will be held on May 20, 2021, at 2:00 p.m. (CDT).
g. Sale Objection Deadline: The Court will set a deadline for
such objections when it enters an Order authorizing the Debtors to
solicit creditors' acceptance or rejection of the proposed Plan of
Reorganization.
About GL Brands
GL Brands -- https://www.glbrands.com/ -- formerly d/b/a Freedom
Leaf, is a global hemp consumer packaged goods company engaged in
the development and sale of cannabis-derived wellness products.
Through its premier brands Green Lotus and Irie CBD, GL Brands
delivers a full portfolio of hemp-derived CBD products, including
tinctures, soft gels, gummies, sparkling beverages, vapes, flower
and topical segments to promote greater wellness and balance, in
the U.S. and throughout the world.
On Dec. 17, 2020, GL Brands, Inc. et al sought Chapter 11
protection (Bankr. N.D. Tex. Lead Case No. 20-43800). GL Brands
disclosed total assets of $100,000 to $500,000 and total
liabilities of $10 million to $50 million. The petition was
signed
by CEO Carlos Frias.
Judge Edward L. Morris oversees the case.
The Debtors tapped Robert A. Simon, Esq., at Whitaker Chalk
Swindle
and Schwartz, as bankruptcy counsel.
GLENROY COACHELLA: Trustee Hires Marshack Hays as Legal Counsel
---------------------------------------------------------------
Richard Marshack, the Chapter 11 trustee for Glenroy Coachella,
LLC, seeks approval from the U.S. Bankruptcy Court for the Central
District of California to employ Marshack Hays, LLP as his legal
counsel.
The trustee requires legal assistance in the Debtor's Chapter 11
case to:
(1) analyze and evaluate the best course of action with
respect to the Debtor's real property in Coachella, Calif., and the
luxury hotel project, including a potential sale or abandonment;
(2) analyze the Debtor's ability to reorganize and confirm a
Chapter 11 plan of reorganization;
(3) analyze and evaluate potential avoidance actions;
(4) analyze and evaluate other potential assets;
(5) consult with the unsecured creditors' committee regarding
the best paths for recoveries to make distributions to creditors;
(6) conduct a detailed forensic analysis regarding alleged
diversions of funds and investigate alleged insider misconduct;
(7) analyze the impact of possibly converting the Debtor's
case to a Chapter 7;
(8) represent the trustee in court proceedings or hearings
where the rights of the estate or the trustee may be litigated or
affected;
(9) conduct examinations of the Debtor, witnesses, claimants
or adverse parties; and
(10) prepare legal papers.
The firm will be paid at these rates:
Partners $490 to $650 per hour
Associates $350 to $410 per hour
Paralegals $200 to $280 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Chad Haes, Esq., a partner at Marshack Hays, 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.
The firm can be reached at:
D. Edward Hays, Esq.
Chad V. Haes, Esq.
Marshack Hays LLP
870 Roosevelt
Irvine, CA 92620
Telephone: (949) 333-7777
Facsimile: (949) 333-7778
Email: ehays@marshackhays.com
chaes@marshackhays.com
About Glenroy Coachella
Glenroy Coachella, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-11188) on Feb. 15,
2021. Stuart Rubin, manager, signed the petition. In the
petition, the Debtor had estimated assets of between $50 million
and $100 million and liabilities of between $10 million and $50
million.
Judge Sheri Bluebond oversees the case.
The Debtor tapped Weintraub & Selth, APC and Grobstein Teeple, LLP
as its legal counsel and accountant, respectively.
Richard Marshack is the Chapter 11 trustee appointed in the
Debtor's bankruptcy case. The trustee is represented by Marshack
Hays LLP.
GREAT LAKES PETROLEUM: Seeks to Hire Gold Lange as Legal Counsel
----------------------------------------------------------------
Great Lakes Petroleum Transportation, LLC and its affiliates seek
approval from the U.S. Bankruptcy Court for the Eastern District of
Michigan to hire Gold, Lange, Majoros & Smalarz, P.C. as their
legal counsel.
The firm's services include:
a. providing legal advice with respect to the Debtors' powers
and duties in the management of their assets;
b. assisting the Debtors in maximizing the value of their
assets for the benefit of creditors and other parties in interest;
c. commencing and prosecuting appropriate actions or
proceedings on behalf of the Debtors;
d. conducting negotiations with the Debtor's creditors;
e. preparing legal papers;
f. drafting a plan of reorganization and disclosure
statement;
g. appearing in court; and
h. other legal services necessary to administer the Debtors'
Chapter 11 cases.
The firm's hourly rates are:
Stuart A. Gold, Attorney $395
Elias T. Majoros, Attorney $350
John C. Lange, Attorney $350
Jason P. Smalarz, Attorney $300
Denise White, Paralegal $125
Toni Willis, Paralegal $95
Christine Wilder, Paralegal $85
John Lange, Esq., a shareholder and officer of Gold Lange,
disclosed in a court filing that his firm is a "disinterested
person" as the phrase is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John C. Lange, Esq.
Gold, Lange & Majoros, P.C.
24901 Northwestern Hwy., Suite 444
Southfield, MI 48075
Tel: (248) 350-8220
Email: jlange@glmpc.com
About Great Lakes Petroleum Transportation
Great Lakes Petroleum Transportation, LLC is an oil and energy
company specializing in fuel storage tanks. It provides quality
fuels and fuel management services to customers.
Great Lakes Petroleum Transportation and its affiliates, Great
Lakes Holdings, LLC and Great Lakes Petroleum Corporation, sought
Chapter 11 protection (Bankr. E.D. Mich. Case Nos. 21-20285 to
21-20287). Great Lakes Petroleum Transportation disclosed total
assets of between $50,000 and $1 million and liabilities of between
$1 million and $10 million as of the bankruptcy filing.
Gold, Lange & Majoros, P.C., led by John C. Lange, is the Debtors'
legal counsel.
GUITAMMER COMPANY: Unsecureds Get 31 Cents on Dollar in Plan
------------------------------------------------------------
The Guitammer Company filed a Plan of Reorganization Dated April
13, 2021.
The Debtor's financial projections show that the Debtor will have
total projected disposable income for the 5-year period of
$760,105. The Trustee will receive a cash equity investment from
George Anasis, Walter J. Doyle and John Gialamas on the Funding
Date in the total amount of $1,000,000 (which exceeds the future
value of the Debtor's Projected Disposable Income by 27.35%. After
receipt the Cash Investment will then be paid to certain holders of
Allowed Claims as set forth in this Plan, in full satisfaction of
all Claims.
The Plan's projections used to calculate its Projected Disposable
Income do include an anticipated rebound of worldwide cinema along
with the expected increase in capital expenditures by cinema chains
from $100,000 in FY2021, to $517,500 in FY2023 and
to $796,200 by FY2025.
Creditors holding Allowed Unsecured Claims in Classes 2 and 7 will
receive distributions which the Debtor has estimated to be
approximately 31 cents on the dollar. This Plan provides for full
payment of administrative expenses and priority claims.
The Plan will be implemented and funded by (1) the Cash Investment;
(2) the assumption in payment in the ordinary course of business of
the amounts due on the Lease and to Classes 3, 4 6 and 9 of this
Plan by the Reorganized Debtor; and (3) the retainer held by
counsel for payment of attorney fees as may be allowed by order of
the Bankruptcy Court.
A copy of the Plan of Reorganization is available at
https://bit.ly/3agL5MS from PacerMonitor.com.
About The Guitammer Company
The Guitammer Company, a Columbus, Ohio-based manufacturer of audio
and video equipment, filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No.
21-50832) on March 16, 2021. At the time of filing, the Debtor
disclosed $1,240,945 in assets and $4,559,936 in liabilities.
Frederic P. Schwieg, Esq., at Schwieg Law, serves as the Debtor's
legal counsel.
HKO 3 LLC: Plan to Pay Unsecured Creditors in Full in 3 Years
-------------------------------------------------------------
HKO 3, LLC, submitted a Second Amended Chapter 11 Plan and a
corresponding Disclosure Statement on April 14, 2021.
The Debtor is a limited liability company organized in the State of
New Jersey. The Debtor's principal place of business is 225 Curley
Court Paramus, New Jersey 07652, however, its principal assets are
located at 597-603 Broadway, Newark, New Jersey 07104. The market
value of the Property is $1,500,000. The Debtor rents the Property
to certain tenants: five commercial tenants on the first floor and
6 residential apartments on the second floor.
Class 2 General Unsecured Claims total $3,371. Allowed Class 2
Claims shall be paid quarterly in full over 3 years at $280.89 per
quarter. Class 2 is unimpaired.
The Plan will be funded through operations and rents received from
the tenants at the Property.
Attorneys for the Debtor:
Anthony Sodono, III
Sari B. Placona
McMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue, Suite 201
Roseland, NJ 07068
Tel: (973) 622-1800
E-mail: asodono@msbnj.com
splacona@msbnj.com
A copy of the Second Amended Disclosure Statement is available at
https://bit.ly/3x30slS from PacerMonitor.com.
About HKO 3 LLC
HKO 3, LLC, is engaged in activities related to real estate, whose
principal assets are located at 597-603 Broadway Newark, NJ 07104.
HKO 3, LLC, filed a Chapter 11 petition (Bankr. D.N.J. Case No.
20-18601) on July 16, 2020. At the time of filing, the Debtor was
estimated to have $1 million to $10 million in assets and $500,000
to $1 million in liabilities. Anthony Sodono, III, Esq., of
McMANIMON, SCOTLAND & BAUMANN, LLC, is the Debtor's counsel.
INPIXON: Converts $9-Mil. Note Receivable to Equity in Sysorex
--------------------------------------------------------------
Inpixon has converted a note receivable due from Sysorex, Inc. in
an aggregate amount of approximately $9.0 million, into shares of
Sysorex common stock valued at approximately $17 million (including
the shares underlying rights to acquire Sysorex common stock),
based on the closing price of Sysorex's common stock as of April
13, 2021.
Concurrent with the conversion of the note receivable, Sysorex
announced the closing of a reverse triangular merger with TTM
Digital Assets & Technologies, Inc., a data center owner and
operator primarily engaged in the business of mining Ethereum and
additional cryptocurrencies. Founded in 2017, TTM was an early
participant in Ethereum blockchain and TTM believes it is the
largest Ethereum miner on the U.S. public markets. As a result of
the transaction, Sysorex will adopt TTM's business and operations,
while also continuing to operate the existing business through its
wholly-owned subsidiary, Sysorex Government Services, Inc.
"The prevalence of Bitcoin, Ethereum and other digital currencies
and their values have risen substantially over the past several
years and dramatically in the past six months. The use of Ethereum
for non-fungible tokens (NFTs), development of apps and
peer-to-peer financial transactions are becoming increasingly
mainstream, and marquee financial institutions and other household
name organizations are accepting digital currencies and also adding
this asset class to their balance sheets," commented Nadir Ali, CEO
of Inpixon. "While Inpixon has no plans to enter the crypto mining
business, we look forward to capitalizing on what we believe is an
attractive opportunity at the right time to maximize value for our
shareholders."
Closing of Game Your Game Acquisition
On April 9, 2021, the Company acquired 522,000 shares of common
stock of Game Your Game, Inc., a Delaware corporation, which
represent 52.2% of the outstanding shares of common stock of GYG on
a fully diluted basis, pursuant to that certain Stock Purchase
Agreement, dated as of March 25, 2021, with GYG, Rick Clemmer and
Martin Manniche. GYG's business consists of developing and
providing solutions using sports data and analytics.
At the closing of the Acquisition, the Company acquired the
Purchased Shares from GYG and the Sellers as follows: (i) GYG
issued 283,473 Purchased Shares to the Company, and in exchange,
the Company paid GYG $1,666,932 in cash, and (ii) the Sellers sold
an aggregate of 238,527 Purchased Shares to the Company, and in
exchange, the Company issued an aggregate of 1,179,077 shares of
its common stock, par value $0.001 per share, to the Sellers. The
Company issued the Buyer Shares in reliance upon an exemption from
registration under Section 4(a)(2) of the Securities Act of 1933,
as amended. In addition, at the closing, Nadir Ali, the Company's
chief executive officer and member of the Company's board of
directors, was appointed as the sole member of GYG's board of
directors.
In connection with the closing of the Acquisition, the Company
entered into a Stockholders' Agreement, dated as of the Closing
Date, with GYG and certain other stockholders of GYG. Pursuant to
the terms of the Stockholders' Agreement, the Minority Stockholders
agreed to vote their shares to (i) ensure that GYG's board of
directors is comprised of one director and (ii) elect the person
the Company designates from time to time to serve as GYG's sole
director.
The Stockholders' Agreement imposes certain transfer restrictions
on the Minority Stockholders, with limited exceptions for Minority
Stockholders other than the Sellers. In addition, under the
Stockholders' Agreement, the Company has a right of first refusal
in the event a Minority Stockholder wants to transfer shares to a
third party, as well as customary drag-along rights in the event a
third party offers to purchase all of GYG's outstanding capital
stock.
The Stockholders' Agreement also grants the Company an option to
purchase all of the remaining outstanding capital stock, on a fully
diluted basis, of GYG. The Purchase Option is exercisable by the
Company at any time prior to the 3rd anniversary of the Closing
Date. Upon exercise of the Purchase Option, the Company will be
entitled to purchase the Remaining Shares for an aggregate purchase
price of $7,170,000, subject to a downward adjustment if GYG is
unable to achieve certain financial-based performance targets
during a specified period of time.
About Inpixon
Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an
indoor data company and specializes in indoor intelligence. The
Company's indoor location data platform and patented technologies
ingest and integrate data with indoor maps enabling users to
harness the power of indoor data to create actionable
intelligence.
Inpixon reported a net loss of $29.21 million for the year ended
Dec. 31, 2020, compared to a net loss of $33.98 million for the
year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$59.01 million in total assets, $14.33 million in total
liabilities, and $44.68 million in total stockholders' equity.
JOHNSON'S QUALITY: Court Approves Disclosure Statement
------------------------------------------------------
Judge Karen K. Specie has entered an order approving the Disclosure
Statement of Johnson's Quality Lawncare, Inc.
The hearing to consider confirmation of the Debtor's Plan will be
held on July 21, 2021, at 1:30 p.m. Eastern Time at/via ZOOM VIDEO
CONFERENCE. The last day to object to confirmation is July 14,
2021. All parties who which to participate via Zoom, whether by
video or telephone only, must request Zoom access through the Court
website at http://www.flnb.uscourts.gov/zoom
About Johnson's Quality Lawncare
Johnson's Quality Lawncare, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-50171) on
Dec. 11, 2019. At the time of the filing, the Debtor estimated
assets of less than $50,000 and liabilities of between $500,001 and
$1 million. Judge Karen K. Specie oversees the case. Charles Wynn
Law Offices, P.A., is the Debtor's legal counsel.
L'OCCITANE INC: Proofs of Claim Due May 7
-----------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey set May 7, 2021, at 5:00 p.m. (Prevailing
Eastern Time) as the deadline for all persons and entities holding
a claim against L'Occitane Inc. The Court also set July 26, 2021,
at 5:00 p.m. (Prevailing Eastern Time) as the deadline of
governmental units to file their claims against the Debtor.
Each claim form, including supporting documentation, must be
submitted on or before the deadline: (i) by completing the
applicable form, copies of which can be accessed at the claims
agent's website at
https://cases.stretto.com/LOccitane/file-a-claim/ and using the
electronic interface on the claims agent website; or (ii) by
regular mail, courier service, overnight mail or other hand
delivery to:
L'Occitane Inc. Claims Processing
c/o Stretto
410 Exchange, Suite 100
Irvine, CA 9260
About L'Occitane Inc.
New York-based L'Occitane, Inc. -- http://www.loccitane.com/-- is
a national retail chain that sells and promotes the internationally
renowned "L'OCCITANE en Provence" beauty and well-being products
brand in the United States through boutiques in 36 states and its
website. After opening its first boutique in the U.S. in 1996, the
Company presently operates 166 boutiques in 36 states and Puerto
Rico.
Founded by Olivier Baussan more than 40 years ago,
Switzerland-based L'OCCITANE en Provence captures the true art de
vivre of Provence, offering a sensorial immersion in the natural
beauty and lifestyle of the South of France. From the texture of
L'OCCITANE products to the scent, each skincare, body care, and
fragrance formula promises pleasure through beauty and well-being
-- a moment rich in enjoyment and discovery that goes beyond
tangible benefits to create a different experience of Provence.
On Jan. 26, 2021, L'Occitane, Inc., filed a Chapter 11 petition
(Bankr. D.N.J. Case No. 21-10632). The Debtor estimated $100
million to $500 million in assets and liabilities as of the
bankruptcy filing. International operations are not part of the
Chapter 11 filing.
The Hon. Michael B. Kaplan is the case judge.
Fox Rothschild LLP is serving as the Company's legal counsel, RK
Consultants LLC is serving as financial advisor, and Hilco Real
Estate, LLC is serving as real estate advisor to the Company.
Stretto is the claims agent, maintaining the page
https://cases.stretto.com/LOccitane
L.G. STECK: Unsecureds to Get Share of Net Profits for 5 Years
--------------------------------------------------------------
L.G. Steck Memorial Clinic, P.S., submitted a Second Amended Plan
of Reorganization on April 14, 2021.
Prepetition, due to a variety of reasons, the Debtor became
delinquent on its tax liabilities, and in 2019, the IRS began
levying its bank accounts. After more than a year and a half of
working with the IRS, the Debtor has proposed a feasible plan of
reorganization that proposes to pay all taxing authorities,
including the IRS, in full, over the term of such plan. While no
taxing authority specifically voted in favor of the Debtor’s
proposed plan, Debtor’s counsel understands that these Federal
and State taxing authorities, as a matter of policy, never vote to
accept a plan. What is noteworthy then, is that not a single
taxing authority formally objected to the Debtor's proposed plan of
reorganization.
The Second Amended Plan also provides that the Debtor will pay all
allowed unsecured priority creditor claims in full on the Effective
Date, and that it will contribute a significant portion of its net
profits to be paid to allowed general unsecured claim holders over
the five-year term of the plan. This is expected to provide a far
greater return to such creditors than what they would receive in a
liquidation scenario which helps explain why 100% of allowed
unsecured claim holders voted to accept the Plan.
The implementation of, and the distributions required under the
Plan, shall be accomplished through the Debtor's normal business
operations, and if necessary, the possible sale of personal
property or the equity interests of the Debtor; collection on
Debtor's causes of action; and contribution of future income.
The Plan treats claims as follows:
* Class 3: Allowed Claim of Craft3 Secured By Assets of Medical
Building Partnership. The Claim of the Class 3 Creditor shall be
treated as a general unsecured claim. The existing deed of trust
encumbering the Medical Building Partnership's real property shall
continue to secure repayment of the Class 3 Creditor's claim until
paid in full or otherwise agreed. Class 3 is impaired
* Class 4: Allowed General Unsecured Claims. Each holder of an
Allowed Class 4 General Unsecured Claim at the time of a
distribution shall receive a distribution of Cash equal to such
holder's pro rata share of the funds in the Creditor Distribution
Fund. Payments to Class 4 Creditors will be paid within 7 days
after the end of the first full quarter subsequent to the Effective
Date. Subsequent distributions shall be made every 6 months
thereafter for a total period not to exceed 20 calendar quarters.
Class 4 is impaired.
* Class 5: Allowed General Unsecured Convenience Claims. Class 5
consists of any holder of an Allowed Class 4 General Unsecured
Claim in the amount of $2,000 or less that has made the Class 5
Election. Any holder of an Allowed Class 4 General Unsecured Claim
in the amount of $2,000 or less, in lieu of the specified
treatment, may elect to accept, in full satisfaction of its Claim,
the lesser of: (i) $1,000; or (ii) an amount equal to 70% of the
face value of such holders Allowed Class 4 General Unsecured Claim.
This shall be referred to as a "Class 5 Election". Each holder of
an Allowed Class 4 General Unsecured Claim that has made a Class 5
Election shall be paid within ninety (90) days after the Effective
Date. Class 5 is impaired under the Plan.
* Class 6: Equity Interests of the Debtor. No distribution shall
be made to Equity Interest Holders on account of any Class 6 Equity
Interest unless and until all payments required to be made under
the Plan have been made. Class 6 is impaired.
Attorneys for Debtor:
J. Todd Tracy, WSBA #17342
Steven J. Reilly, WSBA # 44306
THE TRACY LAW GROUP PLLC
1601 Fifth Avenue, Suite 610
Seattle, WA 98101
206-624-9894 Phone
206-624-8598 Fax
A copy of the Second Amended Plan of Reorganization is available at
https://bit.ly/3wW06NM from PacerMonitor.com.
About L.G. Steck Memorial Clinic
L. G. Steck Memorial Clinic, P.C., is a professional service
corporation that provides health care services. The Company was
incorporated in 1977 and does business as The Steck Medical Group.
L. G. Steck filed a Chapter 11 petition (Bankr. W.D. Wa. Case No.
19-43334) on Oct. 17, 2019, in Tacoma, Washington. In the petition
signed by Hugo De Oliveira, chief administrative officer, signed
the petition, the Debtor was estimated with assets between $500,000
and $1 million, and liabilities between $1 million and $10 million.
The case is assigned to Judge Mary Jo Heston. THE TRACY LAW GROUP
PLLC is the Debtor's counsel.
LA DHILLON: BNY Mellon Says Plan Patently Unconfirmable
-------------------------------------------------------
Bank of New York Mellon Trust Company, N.A., ("BNY") objects to the
La Dhillon Investments, LLC's Disclosure Statement as follows:
BNY points out that
* The Disclosure Statement improperly values the collateral. In
its Disclosure Statement, the Debtor values the Collateral at
$1,801,464.00. The Debtor, however, has failed to provide
evidentiary support for these valuations.
* The Disclosure Statement contains an unsubstantiated and
incomplete profit and loss statement. The Debtor's Profit and Loss
Statement, attached as Exhibit D to the Disclosure Statement,
provides for anticipated income of the Debtor for 2021, which
reveals a dramatic increase in occupancy after completion of the
renovations. The Debtor, however, fails to disclose how it
calculated its projected income, who prepared these projections and
what risk factors that could affect the projected income. The
Debtor's Profit and Loss Statement fails to include any mortgage
payments to BNY. The mortgage payments to BNY will have a
significant impact on the Debtor's revenue and, ultimately, the
feasibility of the Plan.
* The Disclosure Statement fails to inform creditors of the
estimated amount of attorney's fees and risk factors associated
with payment. In its Disclosure Statement, the Debtor fails to
estimate the attorney's fees it anticipates paying through the
Plan. Furthermore, the payment of its attorney's fees is based on
the Debtor succeeding in its adversary proceeding with Onyx
Hospitality, LLC over a deposit in the amount of $285,000.00. The
Disclosure Statement does not provide how the Debtor's attorneys
will be paid in the event that they are unsuccessful in this
litigation.
* The Disclosure Statement describes a Plan that does not
provide BNY with the indubitable equivalent of its claim. The
Debtor's Disclosure Statement defines a Plan that is patently
unconfirmable because it does not provide BNY with the indubitable
equivalent of its claim. The Disclosure Statement defines a Plan in
which BNY is entitled to 4% interest on its claim. This rate of
interest is not consistent with the treasury bill rate average or
the terms of the Note.
* The Disclosure Statement describes a Plan that is not fair
and equitable to BNY and not feasible. The Disclosure Statement
describes a Plan that is not only not fair and equitable to BNY but
also not feasible when BNY's claim is properly provided for in the
Plan. In particular, without evidentiary support, the Debtor lists
BNY's secured claim in the amount of $1,800,000.00. However, BNY's
secured claim should be $2,210,082.47, as evidenced by BNY's
Amended Proof of Claim, which attaches and incorporates an
appraisal of the Collateral at $2,215,000. The payment of interest
only over the first two years of the Plan is not feasible.
Moreover, the Debtor is trying to fund its Plan at the expense of
BNY by paying a minimal amount of $2,210,082 with a proposed
balloon or refinance payment at the end of the fifth year. There
is minimal equity in the Property at this time, and the Property is
in need of serious repairs and renovations. As provided above, the
Debtor does not have adequate cash flow to make the proper payments
in the amount of $11,028.10 to BNY.
Attorneys for Bank of New York Mellon Trust Company, N.A.:
Scott R. Cheatham
Robert Parrott
ADAMS AND REESE LLP
701 Poydras Street, Suite 4500
New Orleans, LA 70139
Tel: 504-581-3234
Fax: 504-566-0210
E-mail: scott.cheatham@arlaw.com
robert.parrott@arlaw.com
About La Dhillon Investments
La Dhillon Investments, LLC, based in Ruston, LA, filed a Chapter
11 petition (Bankr. W.D. La. Case No. 20-30840) on Sept. 14, 2020.
In the petition signed by Devinder Singh, owner, the Debtor was
estimated to have $0 to $50,000 in assets and $1 million to $10
million in liabilities. The Hon. John S. Hodge presides over the
case. Gold Weems Bruser Sues & Rundell, serves as bankruptcy
counsel to the Debtor.
LAKEWAY PUBLISHERS: Seeks to Hire William Foutch as Special Counsel
-------------------------------------------------------------------
Lakeway Publishers, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to employ William
Foutch, Esq., an attorney practicing in Morristown, Tenn., as its
special counsel.
The attorney will provide general business advice and will assist
in the projected sales of the Debtor's assets.
The attorney will be paid based upon his normal and usual hourly
billing rates and will be reimbursed for out-of-pocket expenses
incurred.
Mr. Foutch 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.
Mr. Foutch can be reached at:
William O. Foutch, Esq.
830 W 1st N St.
Morristown, TN 37814
Tel: (423) 587-2337
About Lakeway Publishers
Lakeway Publishers, Inc., is a multi-state publisher of newspapers,
magazines, and special publications. It owns and operates community
newspapers and magazines in Tennessee, Missouri, Virginia, and
Florida. Lakeway Publishers was incorporated in 1966 and is based
in Morristown, Tenn.
Lakeway Publishers and affiliate Lakeway Publishers of Missouri,
Inc., each filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tenn. Lead Case No. 19-51163) on May
31, 2019. In the petitions signed by Jack R. Fishman, president,
Lakeway Publishers disclosed $20,884,027 in assets and $9,245,645
in liabilities while Lakeway Publishers of Missouri listed
$7,047,972 in assets and $9,206,193 in liabilities.
The Debtors tapped Quist, Fitzpatrick & Jarrard, PLLC as bankruptcy
counsel and Burnette Dobson & Pinchak and Maneke Law Group as
special counsel.
LAZARUS SAN ANTONIO: Starlight Stake Set for May 3 Auction
----------------------------------------------------------
Starlight Relativity Holdings LLC ("Secured Party") will hold a
public auction to sell all membership interest in Starlight
Relativity Acquisition Company owned by Lazarus San Antonio
Refinery LLC ("debtor"), together with all of the other collateral
pursuant to a certain loan and security agreement dated Nov. 9,
2019 between the secured party and debtor.
The public auction will take place on May 3, 2021, at 10:00 a.m.
(prevailing Central Time) via Cisco WebEx Remote Meeting, Meeting
Link:
https://duffandphelps.webex.com/duffandphelps/j.php?MTD-m0c8e74c311f88a0abcb842b2Sdca736f,
meeting number (access code): 180-011-7626, Meeting Password:
wXMnAMuY638, Call-in number: +1-855-282-6330. Secured party has
engaged Duff & Phelps Securities LLC to conduct the sale. Further
information regarding the sale, contact:
Geoffrey Frankel
Managing Director
Tel: (216) 450-2893
Email: geoffrey.frankel@duffandphelps.com
Eric Lowrey
President
Tel: (212) 450-2893
Email: eric.lowrey@duffandphelps.com
The Debtor owns about 34.53% of the limited liability company
membership interest in Starlight Relativity. Starlight
Relativity's primary assets include its direct and indirect
ownership of various entities comprising a refinery and pipeline
operation located in Texas, the major components of which include
the San Antonio refinery, Elmendorf Terminal, Karnes North
Pipelines System, and KNPS Falls City Terminal. The interests are
encumbered by senior security interests securing a certain tranche
A term loan made by the secured party to the Debtor. The trance A
term loan has a combined original principal amount of $30.985
million. In connection with the sale, the trance A term will
either be paid off or assumed by the successful bidder; provided
that an assumption requires the consent of the secured party.
Lazarus San Antonio Refinery LLC processes crude oil and
condensate.
LUCKY STAR-DEER: Plan to Pay Unsecureds in Full in 60 Months
------------------------------------------------------------
Lucky Star-Deer Park, LLC, filed a Plan and a Disclosure Statement
on April 14, 2021.
The Hon. Robert E. Grossman will convene a hearing on June 2, 2021,
to consider the adequacy of the information in the Disclosure
Statement. The hearing will be held at the United States
Bankruptcy Court, 290 Federal Plaza, Central Islip, New York 11722
in Courtroom 860. Objections to the Disclosure Statement are due
May 26, 2021.
According to the Disclosure Statement, recoveries projected in the
Plan shall be from the Debtor's sale of the Real Property as well
as the formation of a liquidating trust which shall be responsible
for the payments to the Allowed General Unsecured Claims. The
amount generated by the proposed sale of the Real Property shall be
used to satisfy the claim of the Secured Creditor; the payment of
any outstanding statutory fees due and owing to the United States
Trustee; the payment of allowed costs of administration of the
case; and a distribution to the holders of Allowed Claims.
The Plan will treat claims as follows:
* Class 1 Secured Claim of 41-60 Main Street LLC totaling
$143,988,021. 4160 and Flushing agreed to market and sell the real
property commonly known as 41-60 Main Street, Flushing, New York.
In the event that 4160 is not satisfied for its agreed claim in the
amount of $125,000,000, it is entitled to look to the Debtor to
satisfy the agreed-upon amount. 4160 has further agreed that the
maximum amount that it may look to this Debtor for is $30,000,000.
The Debtor shall refinance its debt and pay to 4160 the amount of
$30,000,000 upon the refinance. Class 1 is impaired.
* Class 3 Allowed General Unsecured Claims totaling $219,448.
The Plan proposes to distribute the amount of $20,000 to the
allowed general unsecured creditors upon the Effective Date. This
distribution will come either from a "carve out" of 4160's
collateral, if there is a sale of the Real Property or from a third
party funding the distribution if there is a refinance. The
balance of $199,448 shall be paid in its entirety over a period of
60 months commencing on the first day of the month immediately
following the Effective Date. The payments shall be made on a
quarterly basis with each distribution in the approximate aggregate
amount of $9,972. Class 3 is impaired.
* Class 4 Ownership Interest in the Debtor. The Plan provides
either for the sale of the Real Property or a refinance.
Accordingly, if there is a sale of the Real Property, upon the sale
of the Real Property, the Debtor will be dissolved. If there is a
refinance, the Debtor shall continue in existence as the
Reorganized Debtor. The Ownership Interest of Lucky Star-Deer Park
Realty Mezz will no longer exist upon the sale of the Real Property
however it will continue to exist if there is a refinance. As the
Plan proposes to pay the Allowed General Unsecured Claims in full,
equity may retain its interest. Class 4 is impaired.
Attorneys for Lucky Star-Deer Park:
Fred S. Kantrow, Esq.
The Kantrow Law Group, PLLC
6901 Jericho Turnpike, Suite 230
Syosset, New York 11791
Tel: 516 703 3672
E-mail: fkantrow@thekantrowlawgroup.com
A copy of the Order is available at https://bit.ly/3sp9pT4 from
PacerMonitor.com.
A copy of the Disclosure Statement is available at
https://bit.ly/3ghxsku from PacerMonitor.com.
About Lucky Star-Deer Park
Lucky Star-Deer Park, LLC is a single asset real estate as defined
in 11 U.S.C. Section 101(51B) based in Flushing, N.Y.
Lucky Star-Deer Park and affiliates, Flushing Landmark Realty LLC
and Victoria Towers Development Corp. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case Nos.
20-73301, 20-73302 and 20-73303) on Oct. 30, 2020. On Nov. 3,
2020, another affiliate, Queen Elizabeth Realty Corp., filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 20-73327). Judge
Robert E. Grossman oversees the cases, which are jointly
administered under Case No. 20-73301.
At the time of the filing, Lucky Star-Deer Park had estimated
assets of less than $50,000 and liabilities of between $100,001 and
$500,000.
The Debtors tapped Rosen & Kantrow, PLLC as their legal counsel,
Joseph A. Broderick, P.C., as accountant, and Miu & Co. as audit
consultant.
M & C PARTNERSHIP: Unsecureds Will be Paid 75% of Their Claims
--------------------------------------------------------------
M & C Partnership, LLC, filed a Plan of Reorganization that
proposed to pay creditors from future rental income and proceeds of
causes of action and, in the event Girod LoanCo, LLC chooses Option
1 – Payoff, from proceeds of the Resource Bank Secured Loan.
With respect to Class 2 Allowed Secured Claim of Girod LoanCo, LLC,
Girod shall have the right to choose either "Option 1 – Payoff"
or "Option 2 – Deferred Payments" on or before April 28, 2021.
Girod shall choose an option by notifying counsel for the Debtor in
writing, via email, leo@congenilawfirm.com:
* Option 1 - Payoff: In full satisfaction, settlement, release,
discharge of, and in exchange for the Allowed Girod Secured Claim,
Girod shall be paid five hundred seventy thousand 00/100 dollars
($570,000) from proceeds of the Resource Bank Secured Loan (defined
in Article 6.1 of the Plan) by no later than four (4) business days
after the Effective Date. Payment shall be applied to reduce the
obligations of Florida Street Market, LLC to Girod. For sake of
clarity, the liens, mortgages and other encumbrances of Girod
against the Girod Collateral shall be fully released, cancelled and
extinguished upon closing of the Resource Bank Secured Loan, with
the Allowed Girod Secured Claim attaching to the proceeds of the
Resource Bank Secured Loan.
* Option 2 - Deferred Payments: In full satisfaction,
settlement, release, discharge of, and in exchange for the Allowed
Girod Secured Claim, a New Girod Secured Note will be executed and
delivered by the Debtor to Girod.
Under Option 2, the New Girod Secured Note shall continue to be
secured by the Girod Collateral and the liens, mortgages and
encumbrances of Girod shall not be released until full payment of
the obligations of Florida Street Market, LLC to Girod. Upon full
payment of the obligations of Florida Street Market, LLC to Girod,
the liens, mortgages and other encumbrances of Girod against the
Girod Collateral shall be fully released, cancelled and
extinguished. Class 2 is unimpaired.
Should Girod fail to choose either option in writing on or before
April 28, 2021, the default option shall be "Option 1 – Payoff."
Class 3 Allowed General Unsecured Claims will be paid 75% of the
amount of their allowed claims no later than 14 days after the
Effective Date. Class 3 is impaired.
Plan Funding
Option 1 – Payoff: Payments under the Plan shall be funded from
rental income and proceeds from Causes of Action. The Five hundred
and seventy thousand 00/100 dollar ($570,000) payoff of the Allowed
Girod Secured Claim shall be funded from a loan by Resource Bank,
secured by first priority Lien against all of the Debtor's Assets
(the "Resource Bank Secured Loan"). The Debtor shall close on the
Resource Bank Secured Loan no later than three (3) business days
after the Effective Date.
Option 2 – Deferred Payments: Payments under the Plan shall be
funded from rental income and proceeds from Causes of Action.
Counsel for Debtor M & C Partnership, LLC
Leo D. Congeni
The Congeni Law Firm, LLC
650 Poydras Street, Suite 2750
New Orleans, LA 70130
Tel: (504) 522-4848
E-mail: leo@congenilawfirm.com
A copy of the Plan of Reorganization is available at
https://bit.ly/3wVYgN7 from PacerMonitor.com.
About M & C Partnership
M & C Partnership, LLC, a company based in Metairie, La., filed a
Chapter 11 petition (Bankr. E.D. La. Case No. 19-11529) on June 5,
2019. In the petition signed by George A. Cella, III, member and
manager, the Debtor estimated $500,000 to $1 million in assets and
$1 million to $10 million in liabilities. The Hon. Elizabeth W.
Magner oversees the case. Leo D. Congeni, Esq., at Congeni Law
Firm, LLC, serves as the Debtor's bankruptcy counsel. Patrick J.
Gros, CPA, APAC, is the Debtor's accountant.
MG ON OCEAN AVENUE: Seeks Cash Collateral Access
------------------------------------------------
MG on Ocean Avenue, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida, Jacksonville Division, for authority to
use cash collateral on an interim basis for 30 days and to provide
adequate protection.
The Debtor requires the use of Cash Collateral to maintain its
tavern and restaurant operations, (b) buy ordinary supplies
including food and liquor, (c) pay utilities and other ordinary
course expenses, (d) pay its staff and its manager, e) honor its
post-petition obligations to essential suppliers, vendors and
insurers, and (f) pay other necessary operating expenses. The
Debtor proposes to operate in accordance with the budget, which
proposes a $9,000 monthly payment to South State on account of its
debt.
The Debtor's personal property used in the operation of its
business may be subject to a pre-petition security interest owned
by South State Bank, f/k/a Center State Bank. The Debtor says South
State has an interest in the cash collateral and that debt owed to
South State is approximately $2,450,000. South State's position is
secured by (a) essentially all of the Debtor's assets, (b) the Real
Property owned by Ocean Avenue Sports Bar & Grill, LLC, and (c)
certain real property owned by insiders of both Debtors.
In addition, the United States Small Business Administration has a
junior position in the Cash Collateral. The debt owed to SBA is
approximately $140,000.
The Debtor estimates that it will generate approximately $85,000
during the next 30 days, as reflected in the Budget. The Cash
Collateral comprises the Debtor's (a) funds as deposited and (b) a
small amount of short-term credit card receivables. If permitted to
use its Cash Collateral, the Debtor will generate future cash and
cash equivalents from its operations in the ordinary course.
The Debtor believes that the proposed $9,000 payment to South
State protects South State against any diminution in its position
in South State's Collateral. Because the Debtor believes currently
that the debt to South State far exceeds the value of the Cash
Collateral, the Debtor does not propose to make adequate protection
payments at this time to SBA, as SBA's current economic interest in
the Cash Collateral will be adequately protected by the generation
of future receivables.
As further adequate protection to South State, the Debtor will show
at the final hearing: (a) that South State's interests are fully
protected to the extent they were as of the Petition Date and (b)
the Debtor will further provide South State with monthly reports
and information concerning its business operations and the use of
the Cash Collateral. Section 363 of the Code provides in part that
a debtor may use cash collateral if the Court, after notice and
hearing, authorizes such use. To date, South State has not
authorized that use.
A copy of the motion is available for free at
https://bit.ly/3v14o4z from PacerMonitor.com.
About MG on Ocean Avenue, LLC
MG on Ocean Avenue, LLC is the owner and operator of a tavern and
associated restaurant located at 123 San Marco Avenue, St.
Augustine, Florida. The Real Property is owned by Ocean Avenue
Sports Bar & Grill, LLC, a real estate entity affiliated with the
Debtor and which appears to be jointly liable with Debtor on its
payment obligations to South State Bank, f/k/a Center State Bank.
MG on Ocean Avenue sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:21-bk-00872) on April
12, 2021. In the petition signed by Julie Lazecki, the Debtor
disclosed up to $500,000 in assets and up to $50,000 in
liabilities.
Robert D. Wilcox at WILCOX LAW FIRM is the Debtor's counsel.
Aaron R. Cohen has been appointed Subchapter V Trustee.
MOSAIC MGMT: Trustee Selling Sole Policy to Cromwell for $250K
--------------------------------------------------------------
Margaret J. Smith, the Investment Trustee of the Mosaic Investment
Trust, established pursuant to the Mosaic Investment Trust
Agreement in the jointly administered Chapter 11 cases of Mosaic
Management Group, Inc., Mosaic Alternative Assets, Ltd., and
Paladin Settlements, Inc., asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the sale of the proceeds
of the sole remaining life insurance policy to Cromwell Asset
Partners, LLC, for $250,000.
On Sept. 1, 2017, the Court entered its Order Granting Investment
Trustee's Agreed Ex Parte Motion for Entry of Order Authorizing
Investment Trustee to Execute Servicing Agreement. The Order
authorized the Investment Trustee to enter into the Servicing
Agreement with NorthStar Life Services, LLC, pursuant to which
NorthStar would service the life insurance policies owned by the
Debtors.
Pursuant to the Plan, the Policies were assigned to the Trust to be
administered, with the proceeds of the Policies to be used to pay
the exit credit facility, the premiums owing under the Policies,
administrative expenses, and -- once sufficient funds were
available after paying those amounts -- the beneficiaries of the
Trust. Due to maturities under some of the Policies, the
Investment Trustee was able to satisfy the exit credit facility.
On April 14, 2020, the Court entered an order approving the bidding
procedures for a sale of the Policies as well as the Sale Support
Agreement with NorthStar, pursuant to which NorthStar would be
entitled to 2.5% of the gross achieved sale proceeds of a sale of
the Policies plus expenses (subject to expenses in excess of $1,000
requiring preapproval from the Investment Trustee).
On May 19, 2020, the Court entered an order approving the sale of
the Policies pursuant to a purchase and sale agreement with the
winning bidder, except for the Sole Policy. The proceeds of the
sale of the Policies has permitted the Investment Trustee to make
an interim distribution of 3.4% to the trust beneficiaries.
However, the remaining proceeds are being diminished each month due
to the administrative costs of these cases. The Investment Trustee
understands that the Sole Policy has matured, but that the proof of
the insured's passing cannot currently be obtained despite diligent
efforts to do so. The insurer for the Sole Policy will require
proof of the insured’s passing before paying the proceeds of the
Sole Policy.
The Investment Trustee completed its final distribution to trust
beneficiaries by the end of December 2020, which amounted to
approximately 34%, and the Sole Policy is the sole remaining asset
of the Trust to be administered. She and her professionals
prepared budget projections for the distributions and remaining
costs to administer the Investment Trust prior to making the Final
Distribution, and incorporated into those budget projections the
potential recovery of sale proceeds from the Sole Policy, to pay
for administrative and other costs to enable the final closing the
case.
Without a sale or realization of proceeds from the maturity of the
Sole Policy, the Investment Trustee is unable to administratively
close this case and, as a result, costs continue to be incurred.
Accordingly, in consultation with the advisory Trust Board
established by the Trust Agreement, she and her professionals, has
determined in her business judgment that the best manner in which
to maximize the value of the Sole Policy for the benefit of these
estates and achieve the administrative and final closure of the
Trust is to sell the Sole Policy.
As permitted by Article 6.1 of the Trust Agreement, the Investment
Trustee asked NorthStar to serve as the broker for a sale of the
Sole Policy. NorthStar currently serves as the Court-approved
policy servicer for the Trust and is therefore intimately familiar
with the Sole Policy and the market for such policies. In the past
20 months, NorthStar has priced and valued more than 2,400 policies
and has managed the disposition process for nearly 250 policy
sales, including the sale of the other Policies.
After months of due diligence conducted by and in consultation with
NorthStar, the Investment Trustee has obtained a purchase offer of
$250,000 for the Sole Policy, which is 25% of the face amount of
the death amount. The Investment Trustee believes that this offer
best maximizes the value of the Sole Policy for the benefit of
these estates. The Trust Board unanimously supports the decision
to sell the Sole Policy.
Subject to the Court's approval, on March 23, 2021, the Investment
Trustee and the Purchaser entered into a purchase and sale
agreement for the Sole Policy. Pursuant to the Purchase Agreement,
in exchange for the Trust's interests in the Sole Policy, the
Purchaser has placed $25,000 into escrow and will pay the $225,000
balance within one business day of entry an order approving the
Purchase Agreement. Because insurance carriers generally do not
recognize post-maturity transfers of life insurance policies and
the proceeds of the Sole Policy will likely be received after the
bankruptcy cases are closed, the Investment Trustee has agreed to
establish a bank account into which the proceeds will be deposited
and to which the Purchaser will have access.
In accordance with the Sale Support Agreement and NorthStar's
substantial efforts to obtain the proposed sale of the Sole Policy,
the Investment Trustee has agreed to provide NorthStar with 2.5% of
the achieved gross sale proceeds, or $6,250. NorthStar is not
seeking expenses in connection with the sale. Pursuant to section
363(f) of the Bankruptcy Code, the Sole Policy should be sold free
and clear of all Interests and Claims, with all such Interests and
Claims to be satisfied solely out of the excess proceeds of the
sale.
Approval of the Purchase Agreement will permit the Investment
Trustee to pay outstanding administrative expenses, finally
conclude the administration of the Investment Trust's asset, and to
close the Trust and the case without incurring further costs and
fees.
A copy of the Agreement is available at
https://tinyurl.com/3vepbh39 from PacerMonitor.com free of charge.
About Mosaic Management Group, Inc.
Founded in 2001, Mosaic Management was a financial services
organization that provided management oversight and administration
services for portfolios of life insurance policies. Mosaic
Alternative was established in the British Virgin Islands in 2003
under the name of Mosaic Caribe Ltd., with the model of promoting
international sales of life settlement products to prospective
investors.
Mosaic was engaged in the business of buying existing life
insurance policies, and then selling fractional interests in those
policies to others. In the typical life settlement transaction,
Mosaic purchased policies from the insureds for a cash settlement
for an amount in excess of the contract's cash surrender value but
less than its death benefit. To fund these purchases and its
business operations, Mosaic sold fractionalized interests in the
policies' future benefits to "investors" or "purchasers" -- i.e.,
Investors, Landau Investors, and Lapolla Investors.
Mosaic Management Group, Inc., and its affiliates sought
protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead
Case
No. 16-20833) on Aug. 4, 2016. The petitions were signed by
Charles
Thomas Ryals, president and chief executive officer.
Judge Erik P. Kimball presides over the case.
The Debtors hired the law firm of Berger Singerman LLP as general
bankruptcy counsel when they sought bankruptcy protection.
However,
when Andrew Murphy assumed leadership of the Debtors, the Debtors
terminated Berger Singerman and hired Tripp Scott, P.A., as
general
bankruptcy counsel.
Furr & Cohen, P.A. is counsel to the official committee of
unsecured creditors.
Bast Amron LLP is counsel to the official committee of investor
creditors.
Margaret J. Smith, was appointed by the court as investment
trustee
under the Mosaic Investment Trust Agreement. The investment
trustee hired Bast Amron LLP as counsel, GlassRatner Advisory &
Capital Group, LLC as financial advisor, and Berkowitz Pollack
Brant Advisors and Accountants as international tax accountant.
MY BROTHERS KEEPERS: Seeks to Hire Carleton Badger as Realtor
-------------------------------------------------------------
My Brothers Keepers Outreach Ministries, Inc. seeks approval from
the U.S. Bankruptcy Court for the District of New Jersey to employ
Carleton Badger, a realtor based in Princeton, N.J.
The Debtor requires the services of a realtor to market and sell
its real property located at 675 Prospect St., Trenton, N.J.
The Debtor will pay a 2.5 percent commission and a marketing fee,
which is 4 percent of the sale price.
Mr. Badger disclosed in a court filing that he is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
Mr. Badger can be reached at:
Carleton Badger
100 Canal Pointe Blvd, Suite 120
Princeton, NJ 08540
Tel: 609-421-2121
Mobile: 609-421-5594
Fax: 609-987-8750
About My Brothers Keepers Outreach Ministries
My Brothers Keepers Outreach Ministries, Inc. filed a Chapter 11
bankruptcy petition (Bankr. D.N.J. Case No. 21-10252) on Jan. 13,
2021, disclosing under $1 million in both assets and liabilities.
Judge Christine M. Gravelle oversees the case. The Debtor is
represented by Mcdowell Law, PC.
NATIONAL RIFLE ASSOCIATION: Handled Execs' Expenses, Says Ad Agency
-------------------------------------------------------------------
Law360 reports that executives for the National Rifle Association's
longtime media consultants took the stand Friday, April 16, 2021,
in a Texas bankruptcy court, describing how it handled the personal
expenses of the group's leaders and blaming CEO Wayne LaPierre for
its current state.
On the sixth day of virtual hearings on motions to dismiss the
NRA's Chapter 11 case, Ackerman McQueen Inc. vice president Anthony
Makris said LaPierre's management has seen the organization fall
from the "pinnacle" of political power it sat on in 2018, before
the NRA and Ackerman's nearly four-decade association began to fall
apart.
About National Rifle Association
Founded in 1871 in New York, 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, the 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 cases.
The Debtors tapped Neligan LLP and Garman Turner Gordon LLP as
their bankruptcy counsel, and Brewer, Attorneys & Counselors as
their special counsel.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors on Feb. 4, 2021. Norton Rose Fulbright US,
LLP, and AlixPartners, LLP, serve as the committee's legal counsel
and financial advisor, respectively.
NATIONAL TRACTOR: Wins Cash Collateral Access Thru May 15
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, has authorized National Tractor Parts, Inc. to
use cash collateral on an interim basis through May 15, 2021, in
accordance with the budget, with a 10% variance.
As of the Petition Date, the Debtor owes First Midwest Bank
$1,052,387, pursuant to loan agreements, promissory notes, security
agreements, and other documents evidencing the Indebtedness
executed by the Debtor in favor of First Midwest Bank. The Bank
asserts that pursuant to the Loan Documents, the Debtor granted it
perfected security interest and lien on the property located at
12127A Galena Road, Plano, IL 60545, as well as all of the Debtor's
assets together with the proceeds thereon, some of which
constitutes "cash collateral."
As of the Petition Date, the Debtor owes eCapital Commercial
Finance Corp. $99,370, pursuant to a Master Purchase and Sale
Agreement, security agreements, and other documents evidencing the
Indebtedness executed by the Debtor in favor of eCapital.
The other potential lien holders, whose liens are subordinate to
the Prepetition Secured Lenders, are the U.S. Small Business
Administration, First National Bank of Ottawa, Echo Capitol (a/k/a/
Snap Advances), Berco of America, and Steel Tracks, Inc.
In return for the Debtor's continued interim use of Cash
Collateral, First Midwest Bank is granted adequate protection
payments in the amount of $5,000 per month until further Court
order to protect against any diminution in value of the collateral.
eCapital is also granted adequate protection payments in the amount
of $500 per month until further Court order to protect against any
diminution in value of the collateral. For any diminution in value
of Prepetition Secured Lenders' interest in the Cash Collateral
from and after the Petition date, the Prepetition Secured Lenders
will receive an administrative expense claim pursuant to 11 U.S.C.
Section 507(b).
In further return for the Debtor's continued interim use of Cash
Collateral, the Prepetition Secured Lenders are granted adequate
protection for their secured interests in substantially all of the
Debtor's assets.
The Debtor's failure to maintain insurance coverage and pay taxes
under as provided in the Cash Collateral Order, and the failure to
cure same within 10 business days after notice, will constitute an
event of default under the Cash Collateral Order.
A further hearing on the Debtor's use of cash collateral will take
place on May 12 at 10:30 a.m.
A copy of the order is available at https://bit.ly/3x4F8fG from
PacerMonitor.com.
About National Tractor Parts, Inc.
National Tractor Parts, Inc. -- https://www.ntparts.com/ -- is a
family-owned business in the heavy equipment parts industry.
National Tractor Parts sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 20-20833) on November
30, 2020. In the petition signed by Charles H. Gunier Jr.,
president, the Debtor disclosed up to $1,844,491 in assets and up
to $3,098,844 in liabilities.
Judge David D. Cleary oversees the case.
Richard G. Larsen, Esq. at SPRINGER BROWN, LLC is the Debtor's
counsel.
NEW CITIES INVESTMENT: Bravo Buying Palm Desert Property for $6.1M
------------------------------------------------------------------
New Cities Investment Partners, LLC, asks the U.S. Bankruptcy Court
for the Northern District of California to authorize the sale of
the real property located at 74351 Hovley Lane East, in Palm
Desert, California, Assessor's Parcel Numbers 624-040-019 and
624-060-089, to Bravo Properties, LLC, for $6.1 million, on the
terms of their Purchase and Sale Agreement.
A tele/videoconference on the Motion is set for April 29, 2021, at
10:00 a.m.
The Secured Creditors are:
Secured Creditor Priority Estimated Claim
Amount on Apr. 30, 2021
Riverside County Tax $349,045.56
Century Housing Corp. First $5,359,756.89
The Motion asks the Court's approval to modify the terms of a sale
of its principal asset, the Property. Instead of the sale of the
Property at $6.35 million as previously approved, NCIP now asks
Court's authorization to sell the Property for the modified price
of $6.1 million, with a request for no overbid. The modified price
is the highest and best offer now. The main reason for this
reduction in the purchase price -- which is still higher than the
Property's appraised value -- is the high architectural costs borne
by the Buyer.
Under sections 105, 363(b) and 1123(b)(4) of title 11 of the United
States Code, and Sections 2.2, 2.4, 2.9 & 7.7 of the confirmed Plan
of Reorganization of New Cities Investment Partners, LLC Dated
March 20, 2020, NCIP respectfully moves the Court to approve the
modified terms of the prior sale of the Property to Bravo (or its
assignees or successors-in-interest), as embodied by Amendment No.
4 to the previously approved Purchase and Sale Agreement, as
amended by the previously approved Amendment No. 1. In essence,
NCIP asks a Court approval of a modified sale by NCIP to Bravo of
the Property in the amount of $6.1 million, without overbid.
Under the same identified authority, NCIP asks authority to pay
attendant closing costs of the modified sale. The new estimated
closings costs are shown in the settlement statement (Exhibit F).
The Debtor asks authority to sell the Property free and clear of
any liens, and to have any lien attach to the proceeds of the
modified sale of the Property. It asks a reaffirmance that Bravo
is a good-faith purchaser of the Property on the modified terms of
sale.
NCIP asks (i) a waiver of the Federal Rule of Civil Procedure 62(a)
and Federal Rule of Bankruptcy Procedure 6004(h) that would
otherwise stay the order approving the sale be waived under the
circumstances; (ii) approval of the modified terms of the sale of
the Property without overbid under Federal Rule of Bankruptcy
Procedure 6004(f)(1); and (iii) asks that any order have similar
language as the prior sale order o ensure that no work product of
Humphreys & Partners Architects, L.P. can be construed as
transferred.
The sale proceeds are estimated to pay the secured claims in full,
pay administrative expense claims, and to provide a small
distribution to unsecured creditors. They are as follows:
Source Entity Nature Estimated
Amount
Riverside County Tax Priority/Secured
$349,045.56
Century Housing Corp. Secured
$5,359,756.89
United States Trustee's Fees Bankr. Imposed Expense $61,000
Commission, The Hoffman Closing/Professionl Fees
$183,500
Group
Title & Escrow Fees Closing $13,275
Hayashi Wayland, Accounting Admin. Claim/Professional $8,000
and Consulting, LLP Fee
Macdonald Fernandez LLP Admin. Claim/Professional
$120,000
Fee
Withholding from California Withholding $203,130
Franchise & Tax Board
Total with Withholding from
$6,297,707.45
California Tax Board
Total without Withholding from
$6,094,577.45
California Tax Board
These figures do not include the $800 minimum annual franchise tax,
and the gross receipt fee in the amount of $11,790. There is
$10,480.04 in the DIP account, which could cover a large portion of
that amount, leaving a very small estimated distribution to
unsecured creditors.
NCIP posits that the remarketing of the Property is unnecessary and
would be detrimental to the estate for several reasons. The most
likely alternative to the proposed sale is foreclosure of the
Property or another sale for an unknown amount later.
Finally, NCIP asks the Court to waive the stays imposed by Rule
62(a) of the Federal Rule of Civil Procedure 62(a) and Federal Rule
of Bankruptcy Procedure 6004(h).
About New Cities Investment Partners
New Cities Investment Partners, LLC is engaged in activities
related to real estate. The company owns a vacant real property
located in Palm Desert, Calif.
New Cities Investment Partners sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-52584) on
Dec.
23, 2019. The petition was signed by Lee E. Newell, chief
executive officer of New Cities Land Company, Inc., Debtor's
manager. At the time of the filing, Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge M. Elaine Hammond oversees the case.
Debtor has tapped MacDonald Fernandez LLP as its legal counsel and
Hayashi Wayland Accounting & Consulting, LLP as its accountant.
Debtor filed its Chapter 11 plan of reorganization and disclosure
statement on March 20, 2020.
NO RUST REBAR: Seeks to Hire Florida Bankruptcy as Legal Counsel
----------------------------------------------------------------
No Rust Rebar, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire Florida Bankruptcy
Group, LLC as its legal counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
and the continued management of its business operations;
b. advising the Debtor with respect to its responsibilities in
complying with the U.S. trustee's operating guidelines and
reporting requirements and with the rules of the court;
c. preparing legal documents;
d. protecting the interest of the Debtor in all matters
pending before the court; and
e. representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.
The firm will be paid as follows:
Kevin C Gleason $450 per hour
Paralegal $175 per hour
Kevin Gleason, Esq., the firm's attorney who will be handling the
case, disclosed in a court filing that his firm is disinterested as
required by Section 327(a) of the Bankruptcy Code.
Mr. Gleason can be reached at:
Kevin C Gleason, Esq.
Florida Bankruptcy Group, LLC
4121 N 31st Avenue
Hollywood, Fl 33021-2011
Phone: 954-893-7670
Fax: 954-252-2540 Fax
Email: BankruptcyLawyer@aol.com
About No Rust Rebar
No Rust Rebar is a Pompano Beach, Fla.-based company that
manufactures and sells composite reinforcement for concrete.
No Rust Rebar filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No, 21-12188) on
March 5, 2021. Don Smoth, president, sigendthe petition. At the
time of the filing, the Debtor disclosed $1,763,496 in assets and
$4,378,630 in liabilities. Judge Peter D. Russin oversees the
case. Kevin Christopher Gleason, Esq., at Florida Bankruptcy
Group, LLC, serves as the Debtor's legal counsel.
OCCASION BRANDS: Seeks to Hire Omni as Administrative Agent
-----------------------------------------------------------
Occasion Brands, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to employ Omni Agent
Solutions as administrative agent.
The firm will provide these services:
a. assist in the solicitation, balloting and tabulation of
votes, prepare any related reports in support of confirmation of a
Chapter 11 plan, and process requests for documents;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist in the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith; and
d. manage and coordinate any distributions pursuant to a
Chapter 11 plan.
Prime Clerk will be paid at these rates:
Solicitation and Securities Services $205 per hour
Senior Consultants $165 to $200
Technology/Programming $85 $135 per hour
Consultants $65 $160 per hour
Analyst $35 to $50 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred. The retainer fee is $15,000.
Paul Deutch, a partner at Omni Agent Solutions, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Paul H. Deutch
Omni Agent Solutions
1120 Avenue Of The Americas
New York, NY 10036-6700
Tel: (212) 302-3580
About Occasion Brands
Founded in 1998, Occasion Brands, LLC --
https://www.occasionbrands.com/ -- owned a family of e-commerce
websites that focus on the prom, homecoming, bridal, and other
special occasion events. It is a pure-play e-commerce platform for
prom dresses and operates its business through three web
properties: promgirl.com, simplydresses.com, and
KleinfeldBridalParty.com teen events.
Occasion Brands sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y., Case No. 20-11684) on July 22,
2020. Robert Nolan, chief restructuring officer, signed the
petition.
At the time of the filing, the Debtor was estimated to have assets
of $1 million to $10 million and liabilities of $10 million to $50
million.
The Honorable Stuart M. Bernstein is the case judge.
The Debtor tapped Sills Cummins & Gross P.C. as its legal counsel
and Insight Partners, LLC as its restructuring advisor. Omni Agent
Solutions is the claims and noticing agent and administrative
agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Aug. 3, 2020. The committee is represented
by Archer & Greiner, P.C.
PG&E CORP: CA Regulators Places Under Scrutiny for Fire Safety
--------------------------------------------------------------
Mark Chediak of Bloomberg News reports that California regulators
placed PG&E Corp. under enhanced oversight after finding the
utility giant wasn't prioritizing tree trimming near power lines
located in high fire-risk areas.
The California Public Utilities Commission voted unanimously
Thursday, April 15, 2021, to put PG&E into the first step of a
six-step enforcement process that was set up as a condition of the
company's bankruptcy exit last 2020. The additional oversight gives
regulators the ability to take steps to ensure PG&E is improving
its safety performance after the utility's live wires sparked
catastrophic wildfires, including the deadliest in state history.
About PG&E Corp.
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel. Munger Tolles & Olson
LLP, as special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PG&E Corporation and Pacific Gas and Electric Company announced
July 1, 2020, that PG&E has emerged from Chapter 11, successfully
completing its restructuring process and implementing PG&E's Plan
of Reorganization that was confirmed by the Bankruptcy Court on
June 20, 2020.
QUEEN ELIZABETH: Unsecured Creditors Will be Paid in Full in Plan
-----------------------------------------------------------------
Queen Elizabeth Realty Corp. filed a Plan and a Disclosure
Statement.
Recoveries projected in the Plan shall be from the Debtor's
refinance of the real property. The amount generated by the
refinance of the real property shall be used to satisfy the claim
of Bank of America ("BOA") and to make a distribution to Landmark
Portfolio; the payment of any outstanding statutory fees due and
owing the United States Trustee; the payment of allowed costs of
administration of the case; and a distribution to the holders of
Allowed Claims.
Class 3 consists of the Allowed General Unsecured Claims of the
Debtor. The Debtor did not schedule any unsecured claims.
Landmark Portfolio Mezz on Dec. 23, 2020, timely filed Claim No. 4
in the amount of $24,876,385. The Debtor will object to the claim
as Landmark Portfolio has no claim as against this Debtor. Class 3
is impaired.
Class 4 consists of the Ownership Interest of Jeffrey Wu in the
stock of the Debtor. As the Plan proposes to pay the Allowed
General Unsecured Claims in full, equity may retain its interest.
Class 4 is impaired.
The Debtor shall have obtained the necessary refinancing of the
Real Property.
Attorneys for Queen Elizabeth Realty Corp.
Fred S. Kantrow, Esq.
The Kantrow Law Group, PLLC
6901 Jericho Turnpike, Suite 230
Syosset, New York 11791
Tel: 516 703 3672
E-mail: fkantrow@thekantrowlawgroup.com
A copy of the Disclosure Statement is available at
https://bit.ly/2Qwc1kR from PacerMonitor.com.
About Queen Elizabeth Realty Corp.
Queen Elizabeth Realty Corp. is primarily engaged in renting and
leasing real estate properties.
Queen Elizabeth Realty Corp. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 20-73327) on Nov. 3, 2020. At the time of the filing, the
Debtor had estimated assets of less than $50,000 and liabilities of
between $10 million and $50 million. Judge Robert E. Grossman
oversees the case. Rosen & Kantrow, PLLC represents the Debtor.
QUINCY REAL ESTATE: Seeks to Hire Robert J Murphy as Counsel
------------------------------------------------------------
Quincy Real Estate Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Iowa to hire Robert J
Murphy Law Offices as its legal counsel.
The firm's services include:
a. advising the Debtor with regard to matters of bankruptcy
law;
b. representing the Debtor in court proceedings and hearings;
c. assisting in the administration of the estate's assets and
liabilities;
d. preparing legal documents;
e. advising the Debtor concerning claims of secured and
unsecured creditors; and
f. preparing, negotiating and seeking confirmation of a plan
of reorganization.
The firm will be paid $250 per hour for its services. The retainer
fee is $5,000.
Robert J Murphy Law Offices can be reached through:
Robert J Murphy, Esq.
Robert J Murphy Law Offices
2496 Meinen Court
Dubuque, IA 52002
Phone: 563-557-9000
Fax: 563-557-9025
Email: mur12345@aol.com
About Quincy Bag Company
Quincy Real Estate Company, Inc. manufactures plastic bags. It
offers woven polypropylene, multi-wall paper, bulk and burlap bags,
and gunny sacks.
Quincy Real Estate Company filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Case No.
21-00201) on March 18, 2021. At the time of filing, the Debtor
estimated $100,001 to $500,000 in assets and 1,000,001 to $10
million in liabilities. Robert J Murphy Law Offices serves as the
Debtor's legal counsel.
RAHMANIA PROPERTIES: Creditors Seek Approval to Hire Maltz Auctions
-------------------------------------------------------------------
Mohammed Rahman and 74th Street Funding LLC, creditors of Rahmania
Properties LLC, seek approval from the U.S. Bankruptcy Court for
the Eastern District of New York to employ Maltz Auctions, Inc.
The creditors need the firm's services to market and auction the
Debtor's real property located at 74th St., Queens, N.Y.
The firm will be paid a 5 percent buyer's premium. In the event Mr.
Rahman, the stalking horse bidder, signs a contract within 20 days
of Maltz Auctions' retention and there are no higher bids, the firm
will be paid $56,000.
Richard Maltz, a partner at Maltz Auctions, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Richard B. Maltz
Maltz Auctions, Inc.
39 Windsor Place
Central Islip, NY 11722
Tel: 516.349.7022
Fax: 516.349.0105
Email: info@MaltzAuctions.com
About Rahmania Properties
Rahmania Properties LLC, a Queens, N.Y.-based company that owns and
operates a mixed-use property in Queens, N.Y., filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 15-43971) on Aug. 28, 2015. In
the petition signed by Mohammed A. Rahman, president, Rahmania
Properties disclosed $6.8 million in assets and $3.3 million in
liabilities.
Rahmania Properties tapped Robinson Brog Leinwand Greene Genovese &
Gluck, P.C. as its legal counsel and Braj Aggarwal, CPA, P.C. as
its accountant.
Mohammed Rahman and 74th Street Funding LLC, creditors of Rahmania
Properties, filed a disclosure statement and joint Chapter 11 plan
of reorganization for Rahmania Properties. The court conditionally
approved the disclosure statement on March 23, 2021.
REGALIA BEACH: May 14 Plan & Disclosure Hearing Set
---------------------------------------------------
Regalia Beach Developers LLC, a debtor affiliate of Regalia Units
Owner LLC ("RUO"), filed with the U.S. Bankruptcy Court for the
Southern District of Florida, Miami Division, a motion seeking
conditional approval of the Disclosure Statement.
On April 15, 2021, Judge Laurel M. Isicoff conditionally approved
the Disclosure Statement and established the following dates and
deadlines:
* May 14, 2021 at 1:30 P.M. via ZOOM Video is the hearing on
final approval of the Disclosure Statement and confirmation of the
Plan.
* May 7, 2021 AT 4:00 P.M. is fixed as the last day to file
any written objections to the Disclosure Statement.
* May 7, 2021 at 5:00 P.M. is fixed as the last day for filing
written acceptances or rejections of the Plan.
* May 7, 2021 at 5:00 P.M. is fixed as the last day to file
any written objections to confirmation of the Plan.
A full-text copy of the order dated April 15, 2021, is available at
https://bit.ly/3xcfoyj from from PacerMonitor.com at no charge.
Counsel for Debtor:
Linda Worton Jackson, Esq.
Florida Bar No. 843164
Linsey Marie Lovell
Florida Bar No. 121581
PARDO JACKSON GAINSBURG, PL
100 SE First Street, Suite 700
Miami, FL 33131
Tel: (305) 358-1001
Fax: (305) 358-2001
E-mail: LJackson@pardojackson.com
LLovell@pardojackson.com
About Regalia Units Owner
Regalia Units Owner LLC, and Regalia Beach Developers LLC, which
are engaged in activities related to real estate, sought Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 20-15747) on May 27,
2020. At the time of the filing, both Debtors disclosed assets of
between $10 million and $50 million and liabilities of the same
range. Chief Judge Laurel M. Isicoff oversees the cases. Pardo
Jackson Gainsburg, PL is the Debtors' legal counsel, and Mark
Pordes of Pordes Residential Sales and Marketing is the Debtors'
real estate agent.
RESOURCES LIMITED: Case Summary & 4 Unsecured Creditors
-------------------------------------------------------
Debtor: Resources Limited LLC
188 Spruce Run Rd
Summersville, WY 26651
Chapter 11 Petition Date: April 19, 2021
Court: United States Bankruptcy Court
Southern District of West Virginia
Case No.: 21-20089
Debtor's Counsel: John F. Leaberry, Esq.
LAW OFFICE OF JOHN LEABERRY
167 Patrick Street
Lewisburg, WV 24901
Tel: 304-645-2025
Fax: 888-469-6631
E-mail: leaberry01@yahoo.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by David Huffman, manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at:
https://www.pacermonitor.com/view/UBEROUI/Resources_Limited_LLC__wvsbke-21-20089__0001.0.pdf?mcid=tGE4TAMA
RIVERBEND ENVIRONMENTAL: Proposes Online Auction Sale of Equipment
------------------------------------------------------------------
Riverbend Environmental Services, LLC, asks the U.S. Bankruptcy
Court for the Southern District of Mississippi to authorize the
online auction sale of (i) the trucks/trailers that are more fully
described on Exhibit A, and (ii) the additional items of personal
property and equipment as, when and if they are located and
discovered.
The Movant has made the decision to liquidate the Equipment that it
owns. Additionally, it has discovered, and is continuing to
discover, trucks, trailers and other miscellaneous items of
personal property that are located at its former place of business
that are not subject to the sale of assets from the Movant to
Greenway Environmental Services, LLC. Because Greenway has been in
possession of the Movant's physical facility since September of
last year, the Movant is just now becoming aware that there are, or
may be, other items of equipment and personal property that are
located at its former place of business. It asks approval of the
Court to sell these additional items of personal property and
equipment as, when and if they are located and discovered.
The Movant does not believe that they will add more than $2,000 to
$3,000 in value to the auction, and thus makes it rather unusual
request to include items not specifically described so that it will
not have to take the time and expense in coming back to the Court
and seeking authority to sell items of relatively small value and
so that they may be sold in the upcoming online auction by Taylor
Auction & Realty, Inc.
The Movant has made the decision that liquidation of the Equipment
is in its best interest and in the best interest of all creditors.
The fair market value of the Equipment will be the auction or bid
price that is accepted by Taylor Auction at the auction.
The Movant is filing simultaneously with the Motion, an Application
to Employ Auctioneer to ask approval of the employment of Benny
Taylor of Taylor Auction to conduct an online auction of the
Equipment. The terms, conditions and employment of Taylor Auction
are set forth in the Application to Employ Auctioneer as well as in
the exhibits attached thereto. The online auction proposal is also
attached to the Motion, incorporated by reference and marked as
Exhibit B.
The Movant asks authority of the Court to execute such bill of
sale, transfer of title or other related documents which are
reasonably necessary to consummate and close the sale of the
Equipment once the auction is completed. It asks that either Mr.
Taylor and/or Jackie McInnis be authorized to execute the transfer
documents.
The Equipment to be sold is free and clear of liens, claims and
interests. Most of the Equipment was previously collateral for
Delta Bank but Delta Bank's claim has now been paid in full and
these items of Equipment are now free and clear of liens. The
Movant requests that the Court approves the sale of the Equipment
for the auction price, free and clear of all liens, claims and
interests.
Upon closing, the sales proceeds will be placed in an interest
bearing escrow account by the counsel for the Movant, with the
funds to be disbursed only upon further order, after notice and a
hearing.
A copy of the Exhibits is available at https://tinyurl.com/anvudc74
from PacerMonitor.com free of charge.
About Riverbend Environmental Services
Riverbend Environmental Services, LLC, based in Fayette, MS,
sought
Chapter 11 protection (Bankr. S.D. Miss. Case No. 19-03828) on
Oct.
25, 2019. In the petition signed by Jackie McInnis, manager, the
Debtor was estimated to have $10 million to $50 million in assets
and $1 million to $10 million in liabilities. The Hon. Katharine
M. Samson oversees the case. Craig M. Geno, Esq., of the Law
Offices of Craig M. Geno, PLLC, serves as bankruptcy counsel to
the
Debtor. Watkins & Eager, PLLC is special counsel.
SAHAR P. MONTALVO: April 26 Hearing on Sale of Fishers Property
---------------------------------------------------------------
Sahar P. Montalvo and Lacy J. Montalvo filed with the U.S.
Bankruptcy Court for the Southern District of Indiana a notice of
their corrected request for authority to sell by private sale of
the residential real estate located at 12925 Water Ridge Dr., in
Fishers, Indiana, to Karina A. Snyder and Mark A. Snyder for $1.35
million.
On April 1, 2021, the Debtors filed their Amended Corrected Motion
To Sell by which they ask seek to sell the Property in a private
sale to a broker generated buyer for $1.35 million. Further, they
filed an Application to Retain and Employ RE/Max Realty Services as
Broker to the Debtors, by which they ask authority to employ Chris
Schulhof, of RE/Max Realty Services as broker for the sale.
Finally, the Debtors have filed their Amended Application of Broker
for the Debtors for Allowance of Fees and Reimbursement of
Expenses, by which they ask authority to pay the broker a
commission of 4% of the purchase price or $54,000 to be split with
the buyer’s broker under the terms of the Listing Contract
between the Debtors and the broker. Payment of such commission is
expressly conditioned upon approval of the Employment Motion and
closing the sale.
The Court has set the matter for hearing on April 26, 2021, at 1:30
p.m. Parties may attend the hearing by telephone by dialing (877)
848-7030, access code 8891756. The Objection Deadline is April 23,
2021. Objections must be filed either electronically at
www.insb.uscourts.gov or with the Clerk of the Court.
Sahar P. Montalvo and Lacy J. Montalvo sought Chapter 11 protection
(Bankr. S.D. Ind. Case No. 21-01235) on March 29, 2021. The
Debtors taped KC Cohen, Esq., as counsel.
SAHAR P. MONTALVO: Selling Fishers Property to Snyders for $1.35M
-----------------------------------------------------------------
Sahar P. Montalvo and Lacy J. Montalvo ask the U.S. Bankruptcy
Court for the Southern District of Indiana to authorize the private
sale of the residential real estate located at 12925 Water Ridge
Dr., in Fishers, Indiana, to Karina A. Snyder and Mark A. Snyder
for $1.35 million.
Sahar Montalvo began investing in real estate relatively recently
and had interests in several residential properties, including the
Asset, prior to filing the case. In order to bring all those
properties into a single case before the Court, two entities owned
and controlled by the Debtors conveyed their interests in the
properties they owned to Sahar. Such conveyances are expressly and
legally subject to liens and encumbrances existing at the time of
the conveyance.
On Sept. 24, 2020, a purchase offer for sale of the Asset was made
by the Buyers as Buyers to Northgate Redevelopment Group, LLC, the
entity that owned the Asset at the time, as the Seller. After
seven counter offers the parties reached agreement for the sale of
the Asset. The purchase price for the Asset under the Purchase
Agreement is $1.35 million. On March 31, 2021 Northgate
Redevelopment Group, LLC assigned all its right, title and interest
in and to the Purchase Agreement to Sahar.
The Asset was marketed by a respected realtor using common MIBOR
listing tools that expose the Asset to the market in the widest and
best advertised way known for assets of this nature. The sale
documented by the Purchase Agreement represents the highest and
best offer the Debtors believe will be received for the Asset.
Liens and encumbrances exceed the amount of the purchase price
under the Purchase Agreement. The sale proposed is still in the
best interest of creditors of the estate for the reason that it
will dramatically reduce deficiency claims resulting from the sale,
as a sheriff’s sale of the Asset is the only alternative to the
relief sought in the Motion and that mechanism would not benefit
from the commitment of the buyers under the Purchase Agreement.
Informed by title work provided by a reputable title company, the
Debtors believe that the following costs of sale and liens in order
of their priority exist:
a. Debtor's counsel and US Trustee fees due from sale
($11,500) - $1.35 million
b. Hamilton County Assessor (real estate taxes paid in
arrears) ($10,373.50) - $1,338,500
c. Realtors' commission and costs to close ($91,000) -
$1,328,126.50
d. Constructive Loans, LLC (1st mortgage) (1,236,000) -
$1,237,126.50
e. Wenlan Zhao (seller take back mortgage) ($250,000) -
$1,126.50
f. Fulcrum Investments Company (mechanic's lien) ($56,723) -
$0
g. Arsami Electric (mechanic's lien) ($10,870) - $0
The Debtors submits that sound business justification exists to
sell the Asset at this time and in the manner proposed as described
above to limit deficiency claims that will dilute the distribution
to general unsecured creditors overall in the case.
By the Motion, the Debtors ask the entry of an order (a)
authorizing them to sell the Asset at auction, outside the ordinary
course of business, pursuant to Bankruptcy Code Section 363(b); (b)
authorizing them to sell the Asset free and clear of liens, claims,
encumbrances, and interests, with liens to attach to the proceeds
of sale subject to the approval of the winning bid by the Court;
(c) determining that the purchaser is a good faith purchaser
pursuant to Bankruptcy Code Section 363(m); (d) waiving the 14-day
waiting period under Bankruptcy Rule 6004(h); (e) ordering the
proceeds of sale to be distributed in accordance with the priority
of liens as
determined by the Court; and (f) granting all other just and proper
relief.
Sahar P. Montalvo and Lacy J. Montalvo sought Chapter 11 protection
(Bankr. S.D. Ind. Case No. 21-01235) on March 29, 2021. The
Debtors taped KC Cohen, Esq., as counsel.
SAHAR P. MONTALVO: Snyders Buying Fishers Property for $1.35M
-------------------------------------------------------------
Sahar P. Montalvo and Lacy J. Montalvo filed with the U.S.
Bankruptcy Court for the Southern District of Indiana their
corrected request for authority to sell by private sale of the
residential real estate located at 12925 Water Ridge Dr., in
Fishers, Indiana, to Karina A. Snyder and Mark A. Snyder for $1.35
million.
Sahar Montalvo began investing in real estate relatively recently
and had interests in several residential properties, including the
Asset, prior to filing the case. In order to bring all those
properties into a single case before the Court, two entities owned
and controlled by the Debtors conveyed their interests in the
properties they owned to Sahar. Such conveyances are expressly and
legally subject to liens and encumbrances existing at the time of
the conveyance.
On Sept. 24, 2020, a purchase offer for sale of the Asset was made
by the Buyers as Buyers to Northgate Redevelopment Group, LLC, the
entity that owned the Asset at the time, as the Seller. After
seven counter offers the parties reached agreement for the sale of
the Asset. The purchase price for the Asset under the Purchase
Agreement is $1.35 million. On March 31, 2021, Northgate
Redevelopment Group, LLC assigned all its right, title and interest
in and to the Purchase Agreement to Sahar.
The Asset was marketed by a respected realtor using common MIBOR
listing tools that expose the Asset to the market in the widest and
best advertised way known for assets of this nature. The sale
documented by the Purchase Agreement represents the highest and
best offer the Debtors believe will be received for the Asset.
Liens and encumbrances exceed the amount of the purchase price
under the Purchase Agreement. The sale proposed is still in the
best interest of creditors of the estate for the reason that it
will dramatically reduce deficiency claims resulting from the sale,
as a sheriff’s sale of the Asset is the only alternative to the
relief sought in the Motion and that mechanism would not benefit
from the commitment of the buyers under the Purchase Agreement.
Informed by title work provided by a reputable title company, the
Debtors believe that the following costs of sale and liens in order
of their priority exist:
a. Debtor's counsel and US Trustee fees due from sale
($11,500) - $1.35 million
b. Hamilton County Assessor (real estate taxes paid in
arrears) ($10,373.50) - $1,338,500
c. Realtors' commission and costs to close ($91,000) -
$1,328,126.50
d. Constructive Loans, LLC (1st mortgage) (1,236,000) -
$1,237,126.50
e. Wenlan Zhao (seller take back mortgage) ($250,000) -
$1,126.50
f. Fulcrum Investments Company (mechanic's lien) ($56,723) -
$0
g. Arsami Electric (mechanic's lien) ($10,870) - $0
The Debtors submits that sound business justification exists to
sell the Asset at this time and in the manner proposed as described
to limit deficiency claims that will dilute the distribution to
general unsecured creditors overall in the case.
The Purchase Agreement was set to close long before the case was
filed but was extended for six months pursuant to the terms of a
Pre-Closing Possession Agreement entered between the Seller and the
Buyers on Dec. 23, 2020. Under that agreement, the Buyers pay
monthly rental of $4,500 to occupy the Real Estate subject to
closing until June 23, 2021. Meanwhile the Debtors stand the risk
of loss and costs to carry the Real Estate that do not diminish as
the period expires. Accordingly, time is of the essence.
By the Motion, the Debtors ask the entry of an order (a)
authorizing them to sell the Asset at auction, outside the ordinary
course of business, pursuant to Bankruptcy Code Section 363(b); (b)
authorizing them to sell the Asset free and clear of liens, claims,
encumbrances, and interests, with liens to attach to the proceeds
of sale subject to the approval of the winning bid by the Court;
(c) determining that the purchaser is a good faith purchaser
pursuant to Bankruptcy Code Section 363(m); (d) waiving the 14-day
waiting period under Bankruptcy Rule 6004(h); (e) ordering the
proceeds of sale to be distributed in accordance with the priority
of liens as determined by the Court; and (f) granting all other
just and proper relief.
Sahar P. Montalvo and Lacy J. Montalvo sought Chapter 11 protection
(Bankr. S.D. Ind. Case No. 21-01235) on March 29, 2021. The
Debtors taped KC Cohen, Esq., as counsel.
SALON PROZ: Seeks to Hire NAI Columbia as Real Estate Broker
------------------------------------------------------------
Salon Proz, LLC seeks approval from the U.S. Bankruptcy Court for
the District of South Carolina to employ NAI Columbia as real
estate broker.
The Debtor requires a real estate broker to provide a broker's
opinion of value. NAI Columbia will be paid at a flat rate of
$1,500 for such services and a 7 percent commission from any sale
of its real properties.
Alex Johnson, a partner at NAI Columbia, 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.
The firm can be reached at:
Alex Johnson
NAI Columbia
807 Gervais Street, Suite 200
Columbia, SC 29201
Tel: (803) 744-9827
Email: ajohnson@naicolumbia.com
About Salon Proz
Salon Proz, LLC, a Columbia, S.C.-based single asset real estate
debtor (as defined in 11 U.S.C. Section 101(51B)), filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. S.C. Case No. 21-00820) on March 23, 2021. Yvonne
Jones, managing member and owner, signed the petition. At the time
of the filing, the Debtor disclosed $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. Moore Taylor
Law Firm, PA represents the Debtor as legal counsel.
SC SJ HOLDINGS: Seeks to Hire Cole Schotz as Co-Counsel
-------------------------------------------------------
SC SJ Holdings, LLC and FMT SJ, LLC, seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Cole Schotz
P.C. to serve as co-counsel with Pillsbury Winthrop Shaw Pittman,
LLP, the other firm handling their Chapter 11 cases.
Cole Schotz's services include legal advice on local rules and
local practices and procedures. It will also serve as conflicts
counsel on certain matters that may arise during the course of the
Debtors' bankruptcy cases.
The standard hourly rates charged by the firm are as follows:
Members and Special Counsel $410 to $1050 per hour
Associates $285 to $670 per hour
Law Clerks $225 to $290 per hour
Paralegals $215 to $345 per hour
Litigation Support Specialists $340 to $360 per hour
The Cole Schotz attorneys, law clerks and paralegals primarily
responsible for representing the Debtors are:
Justin Alberto Member $645 per hour
Patrick Reilley Member $640 per hour
Matthew Livingston Associate $500 per hour
Michael Trentin Associate $375 per hour
Jack Dougherty Law Clerk $225 per hour
Michael Fitzpatrick Law Clerk $225 per hour
Larry Morton Paralegal $315 per hour
Jennifer Ford Paralegal $300 per hour
Cole Schotz received retainers and payments totaling $150,000 from
Riviera WC, LLC, an entity indirectly owned by the Debtors'
indirect equity owner of the Debtors.
Justin Alberto, Esq., a member of Cole Schotz, disclosed in a court
filing that his firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
Mr. Alberto also made the following disclosures in response to the
request for additional information set forth in Paragraph D.1 of
the Revised U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Response: No. Cole Schotz professionals working on this matter
will bill at the firm's standard hourly rates.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Response: Cole Schotz represented the Debtors for
approximately one week during the 12-month period prior to their
Chapter 11 filing. The material financial terms for the
pre-bankruptcy engagement remained the same as the engagement was
hourly-based. The billing rates and material financial terms for
the post-petition period remain the same as the pre-bankruptcy
period. The standard hourly rates of Cole Schotz are subject to
periodic adjustment in accordance with the firm's practice.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: The Debtors and their professionals are currently
formulating a detailed budget, recognizing that in the course of a
case like the Debtors' Chapter 11 cases, it is highly likely that
there may be a number of unforeseen fees and expenses that will
need to be addressed by the Debtors and their professionals.
Cole Schotz can be reached through:
Justin R. Alberto, Esq.
Cole Schotz P.C.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: 302-651-2006/302-652-3131
Mobile: 203-512-4390
Fax: 302-574-2106/302-652-3117
Email: jalberto@coleschotz.com
About SC SJ Holdings and FMT SJ
San Ramon-based Eagle Canyon Management's SC SJ Holdings LLC owns
The Fairmont San Jose, an 805-room luxury hotel located at 170
South Market St., San Jose, Calif. The hotel is near many of the
largest Fortune 1000 corporations and is a popular location for
conferences and conventions, particularly in the technology
industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ disclosed that it had estimated assets of between
$500,000 and $1 million and liabilities of between $100 million and
$500 million.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP as their
bankruptcy counsel; Cole Schotz, P.C. as co-counsel with Pillsbury;
Katz, Abosch, Windesheim, Gershman & Freedman, P.A. as financial
advisor; CHMWarnick, LLC as special hotel advisor; and Verity, LLC
as restructuring advisor. Neil Demchick of Verity serves as the
Debtors' chief restructuring officer. Stretto is the claims agent
and administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on March 26, 2021. The committee
is represented by Seward & Kissel, LLP.
SC SJ HOLDINGS: Seeks to Hire Katz Abosch as Financial Advisor
--------------------------------------------------------------
SC SJ Holdings, LLC, and FMT SJ, LLC, seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Katz, Abosch,
Windesheim, Gershman & Freedman, P.A., as their financial advisor.
The firm's services include forensic accounting, taxation,
valuation, and other related financial advisory services such as
the preparation of monthly operating reports.
Katz received a retainer in the amount of $75,000. Its customary
rates range from $365 to $450 per hour for directors, $265 to $350
per hour for managers and supervisors, $235 to $350 per hour for
senior consultants, $220 to $230 per hour for consultants, and $85
to $180 per hour for analysts.
For this case, Katz has agreed to reduce the rate for David
Witherspoon, director of the firm's Advisory Services, to $385 per
hour.
As disclosed in court filings, Katz is a "disinterested party"
within the meaning of Section 101(14) of the Bankruptcy Code.
Katz can be reached through:
David T. Witherspoon
Katz, Abosch, Windesheim, Gershman & Freedman, P.A.
9690 Deereco Road, Suite 500
Timonium, MD 21093
Phone: 443.841.1170/410.828.2727
Fax: 410.828.9512
Email: dwitherspoon@katzabosch.com
About SC SJ Holdings and FMT SJ
San Ramon-based Eagle Canyon Management's SC SJ Holdings LLC owns
The Fairmont San Jose, an 805-room luxury hotel located at 170
South Market St., San Jose, Calif. The hotel is near many of the
largest Fortune 1000 corporations and is a popular location for
conferences and conventions, particularly in the technology
industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ disclosed that it had estimated assets of between
$500,000 and $1 million and liabilities of between $100 million and
$500 million.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP as their
bankruptcy counsel; Cole Schotz, P.C. as co-counsel with Pillsbury;
Katz, Abosch, Windesheim, Gershman & Freedman, P.A. as financial
advisor; CHMWarnick, LLC as special hotel advisor; and Verity, LLC
as restructuring advisor. Neil Demchick of Verity serves as the
Debtors' chief restructuring officer. Stretto is the claims agent
and administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on March 26, 2021. The committee
is represented by Seward & Kissel, LLP.
SC SJ HOLDINGS: Seeks to Hire Verity LLC, Appoint CRO
-----------------------------------------------------
SC SJ Holdings, LLC and FMT SJ, LLC, seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Verity, LLC
and appoint Neil Demchick as their chief restructuring officer.
The Debtors require the services of the CRO and his firm in
connection with their Chapter 11 cases. These services include:
a. advising the Debtors on valuation and various financial
issues;
b. analyzing documents and positions of the parties in
connection with litigation;
c. assisting with cash flow projections;
d. advising the Debtors in connection with their plan of
reorganization and related disclosure statement; and
e. other financial advisory services as requested by the
Debtors or their legal counsel.
Mr. Demchick will be paid at the hourly rate of $475. The retainer
fee is $75,000.
Mr. Demchick disclosed in a court filing that his firm does not
have any interest materially adverse to the interests of the
Debtors' bankruptcy estates, creditors and equity security
holders.
Mr. Demchick can be reached at:
Neil H. Demchick
Verity LLC
Phone: 410-307-2252
Email: ndemchick@gmail.com
About SC SJ Holdings and FMT SJ
San Ramon-based Eagle Canyon Management's SC SJ Holdings LLC owns
The Fairmont San Jose, an 805-room luxury hotel located at 170
South Market St., San Jose, Calif. The hotel is near many of the
largest Fortune 1000 corporations and is a popular location for
conferences and conventions, particularly in the technology
industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ disclosed that it had estimated assets of between
$500,000 and $1 million and liabilities of between $100 million and
$500 million.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP as their
bankruptcy counsel; Cole Schotz, P.C. as co-counsel with Pillsbury;
Katz, Abosch, Windesheim, Gershman & Freedman, P.A. as financial
advisor; CHMWarnick, LLC as special hotel advisor; and Verity, LLC
as restructuring advisor. Neil Demchick of Verity serves as the
Debtors' chief restructuring officer. Stretto is the claims agent
and administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on March 26, 2021. The committee
is represented by Seward & Kissel, LLP.
SDI PROPERTIES: Trustee Hires Larry Strauss as Tax Advisor
----------------------------------------------------------
Patricia Jefferson, Chapter 11 trustee for SDI Properties LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Maryland to employ Larry Strauss, ESQ, CPA & Associates Inc. as
accountant and tax advisor.
The firm will provide these services:
(a) prepare estate tax returns and other tax related filings;
(b) review priority wage and tax claims to determine if a
purpose would be served in objecting to the allowance or the
amounts of any such claims;
(c) review the pre-bankruptcy transactions and transfers by the
Debtor in order to determine if there are any avoidance actions for
the trustee to pursue, and assist in the prosecution of any
actions; and
(d) provide other accounting and tax-related services to the
trustee.
The firm will be paid at these rates:
Partners $450 per hour
Managers $350 per hour
Supervisors $310 per hour
Seniors $250 per hour
Staff $145 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Larry I. Strauss, a partner at Larry Strauss ESQ, CPA & Associates,
Inc, 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.
The firm can be reached at:
Larry I. Strauss
Larry Strauss ESQ, CPA & Associates, Inc.
2310 Smith Avenue
Baltimore, MD 21209
Tel: (410) 484-2142
About SDI Properties
SDI Properties, LLC filed a petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 20-20650) on Dec. 8, 2020.
In the petition signed by Trevor Sie-Duke, managing member, the
Debtor was estimated to have $1 million to $10 million in assets
and $10 million to $50 million in liabilities.
Judge Lori S. Simpson oversees the case.
The Debtor tapped the Law Offices of Richard B. Rosenblatt, PC as
its legal counsel and Gabriel Wureh, an accountant practicing in
Bowie, Md.
Patricia B. Jefferson is the Chapter 11 trustee appointed in the
Debtor's bankruptcy case. The trustee tapped Miles & Stockbridge
P.C. as his legal counsel and Larry Strauss, ESQ, CPA & Associates
Inc. as his accountant and tax advisor.
SOUTH MOON: Seeks to Delay Plan and Disclosures by 30 Days
----------------------------------------------------------
South Moon BBQ, Inc, moves the Bankruptcy Court for an order
extending the time to file a Chapter 11 Plan and a Disclosure
Statement.
The current deadline for the Debtor to file its Chapter 11 Plan and
Disclosure Statement is April 28, 2021.
Objections to claims of CAN Capital, the Illinois Department of
Employment Security, and the Illinois Department of Revenue are
currently on file.
The Debtor, through its counsel, has been in contact with counsel
for CAN Capital, the Illinois Department of Employment Security,
and the Illinois Department of Revenue over the past several weeks
to discuss agreed resolutions of all challenged claims which will
result in agreed distribution amounts to each disputed claimant
through the anticipated Chapter 11 Plan.
By agreement of the parties, all objections to claims were
continued by agreement to April 21, 2021, to allow for further
discussion and potential resolution of the challenged claims.
The outcome and resolution to the challenged claims play a
significant factor in the amount of distributions to be made to
different classes of creditors under the Debtor's anticipated
Chapter 11 Plan.
Although the Debtor anticipates and hopes that all pending claims
objections will be resolved prior to April 21, 2021, the Debtor
also anticipates that it may not be feasible to resolve all
objections and timely finalize a Plan and Disclosure Statement
prior to the current April 28, 2021 deadline.
The Debtor accordingly requests an extension of time to file its
Chapter 11 Plan and Disclosure Statement of 30 days to May 28,
2021.
Attorneys for the Debtor:
JAMES E. STEVENS
Barrick Switzer Long Balsley & Van Evera, LLP
6833 Stalter Drive, 1st Floor
Rockford, IL 61108
Tel: (815) 962-6611
E-mail: jstevens@bslbv.com
About South Moon BBQ Inc
South Moon BBQ Incorporated sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-80759) on April
1, 2019. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $1 million. The
case is assigned to Judge Thomas M. Lynch. Barrick, Switzer, Long,
Balsley, & Van Evera LLP is the Debtor's counsel.
STANFORD JONES: Sidecar EP Buying Birmingham Property for $644K
---------------------------------------------------------------
Stanford, Jones & Loyless, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Alabama, Southern Division, to authorize
the private sale of the real property located at 1314 Cobb Lane, in
Birmingham, Alabama, to Sidecar EP, LLC, for $643,500 cash.
The following lienholders may have interests in the proposed
private sale, to-wit:
a. SouthPoint Bank, Attn: Michael B. Odom, McGlinchey
Stafford, PLLC, 505 North 20th Street, Suite 800, Birmingham, AL
35203 - First mortgage on real property described, recorded in
20110720000715460, Bk: LR201105 Pg; 26164 in the Probate Court
Jefferson County, Alabama
b. ServiceFirst Bank, Attn: Brian Walding, 2227 1st Avenue
South, Suite 100, Birmingham, AL 35233 - Second mortgage on real
property described, recorded in Instrument 2019065698 in the
Probate Office Jefferson County, Alabama
c. Department of the Treasury, Attn: Melvenia Cobb,
Bankruptcy Specialist, Internal Revenue Service 801 Broadway, Room
285 M/S 146 Nashville, TN 37203 - All taxes, charges, assessments
levied against described property, which are due and payable.
d. State of Alabama, Department of Revenue, Attn: Mary M.
Mitchell, Assistant Counsel Alabama Department of Revenue, P.O. Box
32001 Montgomery, AL 36132-0001 - All taxes, charges, assessments
levied against described property, which are due and payable.
There are no other liens or interests in said property to the
knowledge of the Debtor. Said liens will attach to the sale
proceeds. Each of the lienholders, to the best of the Debtor’s
knowledge, do not disagree as to the respective amounts, after all
credits, priority nor the order of priority. If there is a
legitimate controversy regarding the amounts due, the Debtor
proposes to resolve same in an adversary proceeding after the sale.
The sale was negotiated ARC Reality which reflects a 5 % total
commission to be split 2.5% commission to both the Buyer and the
Sellers agents.
The sale is contingent upon the Purchaser having 45-day inspection
period, and upon Court approval. The purchase price will be
applied toward extinguishment of all liens and charges and realize
no remaining for the estate.
The Debtor proposes to sell the above described property at the
price designated and from the sale proceeds, pay all closing costs
mortgage balances taxes charges attorney's fees and assessments
levied against the property, if any, which are due and payable.
The described real property is sold "as is," and the Debtor makes
no guarantee regarding the condition or fitness of the real
property other than it is sold free and clear of all liens and
encumbrances except for those exceptions noted.
A copy of the Purchase & Agreement is available at
https://tinyurl.com/5ccw68cc from PacerMonitor.com free of charge.
About Stanford, Jones & Loyless
Based in Birmingham, Ala., Stanford, Jones & Loyless, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ala. Case No. 20-00503) on Feb. 6, 2020, listing under $1 million
in both assets and liabilities. Michael E Bybee, Esq., at the Law
Office of Michael E. Bybee, is the Debtor's legal counsel.
STUDIO MOVIE GRILL: Chatham Location Closes for Good
----------------------------------------------------
The Crusader reports that Chatham's Studio Movie Grill, the luxury
entertainment complex that brought upscale dining, fancy menus and
food delivery service to movie goers on the South Side, in Chicago,
is closed for good.
Five months after the national chain filed for bankruptcy, a
spokesman for the Studio Movie Grill last third week of April 2021
confirmed plans not to reopen the Chatham location after it was
temporarily closed because of the pandemic.
"All SMG theaters remain under review, but SMG Chatham isn't
currently part of our re-opening plan," said Lynne McQuaker, senior
director of public relations and outreach for Studio Movie Grill.
"Whenever possible, it's our intent to reopen these shuttered
theaters. We will share updates publicly as we have them
available."
A former manager of SMG in Chatham told the Crusader that employees
last November were given a letter, informing them of the facility's
permanent closure.
The multi-screen movie theater at 210 W. 87th St. temporarily
closed in March 2020 days after Governor J.B. Pritzker issued a
statewide stay-at-home order during the pandemic. The Chatham
location was among many Studio Movie Grill facilities in U.S.
cities that imposed similar COVID-19 restrictions to prevent the
spread of the disease.
Last summer of 2020, the parking lot of the Chatham location was
used as a COVID-19 facility. Today, the facility and parking lot
remain empty. Posters of the March 2020 movies "Sonic Hedgehog," as
well as "The Photograph" and "Bloodshot," featuring Vin Diesel,
still line the walls of the facility's interior entrance.
With its massive full-service bar and theater dine-in service,
Studio Movie Grill in Chatham became a popular attraction since it
completed a multi-million-dollar renovation in 2017. Instead of
traditional snacks like hot dogs and candy, the theatre offered a
big menu that had workers deliver foods like coconut shrimp,
barbeque chicken, flatbread pizza to patrons as they viewed movies
on the big screen. Patrons ordered the foods from their
lounge-style leather luxury seats in the theater.
Located off the Dan Ryan Expressway, the facility includes 1,400
luxury seats in 14 stadium-style auditoriums. The facility also
included a dining area with a full bar that served food, cocktails
and tasty, non-alcoholic drinks. The facility hosted birthday
parties and special events that included disc jockeys and live
entertainment.
The Chatham location also screen- ed Black documentaries from Black
World Cinema (BWC). One documentary that was screened was Maya
Angelou's "And Still I Rise." It was followed by a live panel
discussion featuring award-winning writer Rosalind Cummings-Yeates,
digital media producer La'Keisha Gray-Sewel, and BWC co-founder and
program director Floyd Webb.
Last October, Studio Movie Grill filed Chapter 11 bankruptcy. The
Dallas-based chain said in the bankruptcy filing that it intended
to maintain operations as the debtor-in-possession during the
restructuring of its debt, which amounts to more than $104 million
in secured debt. According to the filing, the chain said the
company had $100,000 in its bank accounts.
The chain had 33 locations before it filed bankruptcy. Today, there
are only 20. The chain’s Wheaton location remains the only Studio
Movie Grill in Illinois.
Other movie chains have struggled under the pandemic as many movie
productions remain on hold. AMC, the largest theater chain in the
U.S., has re-opened around 630 locations after closing at the start
of the outbreak. Regal Cinemas closed its 543 U.S. theaters, but is
gradually reopening locations across the country as the busy summer
season nears.
This third week of April 2021, Decurion, the parent company of the
Los Angeles-based luxury chains ArcLight Cinemas and Pacific
Theatres, announced that it won’t be re-opening after struggling
to pay rent to several landlords in 2020.
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.
TTK RE ENTERPRISE: Watson Buying Pleasantville Property for $152K
-----------------------------------------------------------------
TTK RE Enterprises, LLC, filed with the U.S. Bankruptcy Court for
the District of New Jersey a notice of its proposed sale of the
real estate located at 107 W. Glendale Avenue, in Pleasantville,
New Jersey, to Bettina Watson for the sum of $152,000.
A hearing on the Motion is set for May 4, 2021, at 11:00 a.m. If
written opposition is not timely filed and served the Motion will
be deemed uncontested and the relief requested may be granted
without the need for a hearing.
The Debtor owns approximately 48 residential properties in southern
New Jersey. Among the rental units owned by Debtor is the
Property. The Debtor's business consists of acquiring and leasing
of residential real properties. The Property is a three-bedroom
and one full bathroom, single family home.
The Court previously approved the Debtor's proposed sale of the
property to Mellisa Miranda for $129,000, but the Buyer was unable
to close on that purchase of the Property. Watson, the new
proposed purchaser for the Property, is not related in any way
related to either Debtor or its principal.
As of the Petition Date, the Debtor was indebted to Fay Servicing,
LLC, as servicer for U.S. Bank Trust National Assn., in its
capacity as trustee of HOF I Grantor Trust 5 in the original amount
of $4,405,943.70 (Proof of Claim #1-1). The Loan Funder Claim was
secured by a commercial mortgage against 28 of the Debtor's real
properties, including the Property as of the Petition Date. The
Loan Funder mortgage against the Property dated May 14, 2019 was
recorded on June 4, 2019, in the Atlantic County Clerk's Office in
Instrument #2019027956.
The Loan Funder Claim is also secured by the rents from the real
properties against which Loan Funder possesses a mortgage(s),
including the Property.
According to the Title Report, the Property is also subject to the
(a) Tax Sale Certificate of FIG Cust FIGNJ19 LLC recorded on Jan.
28, 2020, in Instrument #2020005649 in the approximate amount of
$2,109.25, (b) UCC-1 Financing Statement #2018030086 in favor of VU
and Associates, filed on June 8, 2018, and (c) UCC-1 Financing
Statement #2019027821 in favor of Loan Funder LLC filed on June 3,
2019.
Although the Debtor has sold certain other properties which
constituted the collateral of Loan Funder, the balance owed to Loan
Funder and secured by the Loan Funder Mortgage UCC-1 Financing
Statement against the Property is still far in excess of the value
of the Property.
The Property was listed for sale with Century 21 Alliance, 1333 New
Road, Suite 1, Northfield, New Jersey, and has been actively
marketed by Century 21, the Court-approved Realtor for the
Property. As the result of the efforts of Century 21, the Debtor
has entered into a Contract for Sale of the Property with Watson
for the sum of $152,000, subject to the approval of the Court,
which would entitle Century 21 to a commission of 5% of the gross
sale price, or $7,600.
The Purchaser is not an insider of any the Debtor and the purchase
price is the result of arms'-length good faith negotiations between
the Debtor and the Purchaser. The Debtor believes the $152,000
purchase price for the Property is the highest and best offer which
the Debtor will receive for the Property and that it is in its best
business judgment to proceed with the sale of the Property to the
Purchaser, especially because the Purchaser's offer does not
include a mortgage contingency.
By the Motion, the Debtor asks the entry of an order pursuant to 11
U.S.C. Sections 105 and 363 approving the sale of the Property to
the Purchaser, who is a non-insider third-party, free and clear of
Liens, which such Liens to attach to the proceeds of such sale
pursuant to the terms of the Contract for Sale, and for the net
proceeds of the sale of the Property, after normal costs attendant
with closing and any specific items as set forth in the Motion and
proposed form of Order, to be paid to Loan Funder on account of the
Loan funder Mortgage in exchange for Loan Funder's release of the
Loan Funder Mortgage against the Property.
Finally, the Debtor asks that the stay of an order granting the
Motion under Bankruptcy Rule 6004(h) be waived for cause because
the Purchaser intends to close as soon as practical after an Order
Approving Sale is entered the Debtor is concerned that the
Purchaser will refuse to close if he cannot do so by that date.
A copy of the Contract is available at https://tinyurl.com/5ebphuzb
from PacerMonitor.com free of charge.
About TTK RE Enterprise
TTK RE Enterprise LLC is a privately held company in Somers Point,
New Jersey. The Company is the 100% owner of 48 real estate
properties in New Jersey having a total current value of
$9,265,000.
TTK RE Enterprise sought Chapter 11 protection (Bankr. D.N.J. Case
No. 19-30460) on Oct. 29, 2019 in Camden, New Jersey. In the
petition signed by Emily K. Vu, president, the Debtor disclosed
total assets of $9,269,950, and total liabilities of $6,432,457.
Judge Jerrold N. Poslusny Jr. oversees the case. FLASTER
GREENBERG
PC - CHERRY HILL is the Debtor's counsel.
UNCLE GUS' MARINA: To Close After Chapter 7 Bankruptcy
------------------------------------------------------
KWTX reports that the popular Central Texas marina and resort,
Uncle Gus' Marina and Resort, will close after 70 years following
bankruptcy filing.
Uncle Gus' Marina and Resort on Lake Whitney, which opened in 1952,
is set to close beginning next Wednesday, April 21, 2021, after a
Chapter 7 bankruptcy filing, the U.S. Army Corps of Engineers
confirmed Friday, April 16, 2021.
"Patrons and guests of Uncle Gus' Marina are encouraged to recover
all personal property and vessels from the marina prior to the
closure date," the corps said in a press release Friday.
After the closure, access to the marina will be limited and must be
coordinated through the Whitney Lake Office by calling (254)
622-3332.
The marina and resort is spread over 51 acres and includes more
than 50 cabins and more than 30 RV hookups, 144 covered wet slips,
10 uncovered wet slips, 60 dry storage units, three public launch
ramps, a ship store and a full-service Mercury dealership.
About Uncle Gus' Marina and Resort
Uncle Gus' Marina and Resort is a family-owned and operated
resort that is ideal for fun vacations, family reunions, retreats
or weekend getaways on Lake Whitney in Texas. It is a full service
marina with cabins, RV sites and a grill, and boat service and
rentals. Visit
https://unclegusmarina.com for more information.
North Texas Marina Investments, LLC filed its voluntary petition
for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No,
20-60321) on May 4, 2020. At the time of the filing, Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range.
Judge Ronald B. King oversees the case.
The Debtor tapped The Gallini Firm, PLLC as its legal counsel.
On March 22, 2021, the Court entered an order converting the case
to a Chapter 7 liquidation.
VERNON 4540: Creditors to Get Up to 100% in 45-50 Vernon Plan
-------------------------------------------------------------
45-50 Vernon LP, creditor of the debtor Vernon 4540 Realty, LLC,
filed a proposed Combined Disclosure Statement and Plan of
Liquidation.
Under this Plan, in exchange for the transfer of all assets, Rights
of Action, claims, and all property of the Estate, other than the
proceeds of the Brownfield Tax Credit, to the Plan Proponent on the
Effective Date, the Plan Proponent will provide a Funding
Commitment of $630,000 which is sufficient liquidity to make the
distributions, which may, be sufficient to pay all Allowed Claims
in this case in full.
In addition, in the event, that the Funding Commitment is not
sufficient to pay all Allowed Unsecured Claims in full, all Allowed
Unsecured Creditors will share in the recovery from the Brownfield
Tax Credit -- estimated to be approximately $1.9 million -- for any
deficiency in payment from the Funding Commitment. This will, the
Plan Proponent believes, ensure full payment of all Allowed
Unsecured Claims.
The Funding Commitment will be sufficient to:
(i) pay the following Allowed claims in full on or shortly after
the Effective Date of the Plan:
a. Secured Claims in the estimated amount of $3,171.66,
b. Administrative Claims as follows:
i. Debtor's counsel including fees to be incurred by
Debtor's counsel to date, to handle the Claims Reconciliation
Process, and to close the case and enter a final decree and all
statutory fees and expenses of the United States Trustee in the
estimated amount of approximately $50,000;
ii. The Examiner and her counsel in the estimated amount
of $75,000.
(ii) provide the sum of $501,828 from the Funding Commitment to
pay all Allowed Unsecured Claims other than the Plan Proponent and
the PP Affiliates their pro rata share of all each creditor's
Allowed Claim (the Plan Proponent and the PP Affiliates are waiving
any distribution on account of their claims from the Funding
Commitment. In connection with this payment, the following
information is critical:
a. The Plan Proponent will be filing an objection to the
Carrier Claim shortly after the filing of this Plan.
b. If the Carrier Claim is ultimately disallowed in full
by the Bankruptcy Court, all Allowed Unsecured Claims will be paid
in full.
c. If the Carrier Claim is ultimately allowed in any
amount less than $175,916 all Allowed Unsecured Claims will be paid
in full (this amount is simply the balance remaining from the
Funding Commitment after payment of all amounts needed to pay all
Allowed Unsecured, Administrative, and Secured Claims in full.)
d. If the Carrier Claim is allowed in full, each Allowed
Unsecured Claim will receive a 27.49% distribution on its Allowed
Unsecured Claim.
e. Accordingly, the potential range of recovery for
payment to Holders of Allowed Unsecured Claims if the Carrier Claim
is determined to be between $1,500,000 and $175,916, will be
between 27.49% and 100%.
f. By way of example, if the Carrier Claim is determined
to be Allowed in the amount of $500,000, then all Unsecured
Creditors including Carrier shall receive 61%.
As stated, in the event, and only in the event, that the Funding
Commitment is not sufficient to pay all Allowed Unsecured Claims in
full, Holders of Allowed Unsecured Claims, will receive in addition
to the Initial Distribution to Unsecured Creditors that will be
funded from the Funding Commitment, under this Plan, a Second
Distribution from the proceeds of the Brownfield Tax Credit.
Counsel to Creditor and Plan Proponent 45-50 Vernon LP:
Joseph T. Moldovan
Edward P. Gilbert
David J. Kozlowski
Christopher W. Pendleton
Morrison Cohen LLP
909 Third Avenue
New York, NY 10022
Tel: 212-735-8600
Fax: 212-735-8708
E-mail: jmoldovan@morrisoncohen.com
egilbert@morrisoncohen.com
dkozlowski@morrisoncohen.com
cpendleton@morrisoncohen.com
A copy of the Combined Disclosure Statement and Plan of Liquidation
is available at https://bit.ly/3uUZx5c from PacerMonitor.com.
About 45-50 Vernon LP
Brent Carrier, a Larchmont, New York-based real estate developer
who has been mired for years in disputes over a Queens project,
signed a Chapter 11 petition for Vernon 4540 Realty LLC (Bankr.
S.D.N.Y. Lead Case No. 7:20-bk-22919) in White Plains, New York, on
Aug. 5, 2020.
The company, based at Carrier's home in Larchmont, estimated assets
and liabilities between $10 million and $50 million, but it has yet
to file several bankruptcy reports that would detail its finances.
In 1997, Carrier founded CRE Development, a Queens company that
developed and leased properties, his personal website states, "from
Boston to D.C., all the way to California and Florida."
Vernon 4540 Realty is represented by Harrison attorney H. Bruce
Bronson.
VICTORIA TOWERS: Unsecureds to Get Not Less Than 3% in Plan
-----------------------------------------------------------
Victoria Towers Development Corp. submitted a Plan and a Disclosure
Statement
Recoveries projected in the Plan shall be from the Debtor's sale of
the Real Property. The proposed sale of the Real Property shall be
used to satisfy the claim of the secured creditors pursuant to the
order of priority; the payment of any outstanding statutory fees
due and owing the United States Trustee; the payment of allowed
costs of administration of the case (the "Administrative Claims");
and a distribution to the holders of Allowed Claims.
The Plan provides for the sale of the Debtor's interest in the Real
Property. Accordingly, the Holder of Ownership Interests in the
Debtor shall be extinguished upon the sale of all of the Units
available for sale. The Reorganized Debtor shall continue to exist
until the completion of the sale of all available Units. Once all
available Units have been liquidated,
The Plan will treat claims as follows:
* Class 1 Secured Claim of Sanford totaling $40,418,052.
Sanford and the Debtor have agreed to market and sell the available
Units located at the Real Property provided that the Debtor meets
certain milestones agreed to by and between Sanford and the Debtor.
The Debtor agrees that Sanford holds a first in priority, properly
perfected lien against the Units as set forth herein, in the
allowed amount of $40,418,052. Moreover, the Debtor proposes that
effective April 9, 2021 and on a going-forward basis Sanford shall
be entitled to interest at the rate of 10%. Class 1 is impaired.
* Class 2 Secured Claim of 41-60 Main Street LLC. 4160 and the
Debtor have agreed to market and sell the Real Property owned by
Flushing Landmark in order to reduce or satisfy in full, as the
case may be, the amounts agreed to be due and owing to 4160. The
amounts received by 4160 in connection with the sale of the real
property located at 41-60 Main Street, Flushing, New York in an
amount which is not less than $95,000,000 will be applied to the
agreed amount due and owing of $125,000,000 such that the amount
that remains unpaid after applying the amounts received from the
sale of 41-60 Main Street, Flushing, New York, shall be satisfied
from the sale of the Real Property in the Lucky Star chapter 11
case and to the extent necessary, this chapter 11 case. Class 2 is
impaired.
* Class 3 Secured Claim of American Chengyi Investment
Management Group, Inc. As the Debtor has proposed to market and
sell those units that are available for sale, Chengyi will receive
those funds that may be available after the satisfaction, in full
of the allowed secured claim of Sanford in its first priority
position. After the sale of all of the Units in which Sanford hold
the first priority position, the Debtor shall continue to market
and sell those Units in which Chengyi holds the subordinate lien in
an effort to satisfy or otherwise reduce the secured claim of
Chengyi. Class 3 is impaired.
* Class 5 Claim of Judgment Creditor Abraham Leser. Leser
confirmed an arbitration award in the amount of $2,472,855.
Because the secured claims superior in priority to the Judgment
shall not be satisfied in their entirety, the Judgment is not
entitled to a distribution as a secured claim. No distribution
shall be made to Leser under the Judgment. Class 5 is impaired.
* Class 6 Allowed General Unsecured Claims. The allowed general
unsecured creditors total $17,017,382. The Plan proposes to
distribute not less than the amount of 3% to the allowed general
unsecured creditors upon the Effective Date. This distribution
shall be made from a portion of the $1,000,000 released by Sanford
from the Escrow Agreement. If the proposed sale of the Real
Property shall generate sufficient net proceeds that the allowed
general unsecured creditors shall be entitled to additional
distribution(s), the Debtor shall distribute said funds
accordingly. Class 6 is impaired.
* Class 7 Ownership Interest in the Debtor. The Ownership
Interest will no longer exist upon the sale of the Real Property.
Before the Ownership Interest in the Debtor could receive any
distribution under the Plan, all creditors in Class 6 would have to
be satisfied in their entirety.
The Debtor's proposed Plan is a plan of liquidation. Upon the
entry of the Confirmation Order, the Debtor shall have completed
the proposed sale of the Real Property, or the Debtor may complete
the sale after the entry of the Confirmation Order.
Attorneys for Victoria Towers Development Corp.:
Fred S. Kantrow, Esq.
The Kantrow Law Group, PLLC
6901 Jericho Turnpike, Suite 230
Syosset, New York 11791
Tel: 516 703 3672
E-mail: fkantrow@thekantrowlawgroup.com
A copy of the Disclosure Statement is available at
https://bit.ly/3tqDVx1 from PacerMonitor.com.
About Victoria Towers Development
Flushing, N.Y.-based Victoria Towers Development Corp. is the owner
of fee simple title to 29 residential condo units located at 133-38
Sanford Avenue, Flushing N.Y., having an appraised value of $33.37
million.
Victoria Towers filed a Chapter 11 petition (Bankr. E.D.N.Y. Case
No. 20-73303) on Oct. 30, 2020. In its petition, the Debtor
disclosed $33,370,000 in assets and $39,217,115 in liabilities.
The petition was signed by Myint J. Kyaw, president.
The Hon. Robert E. Grossman presides over the case.
Rosen & Kantrow, PLLC, serves as the Debtor's bankruptcy counsel.
VINE ENERGY: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has assigned a Long-Term Issuer Default Rating (IDR)
of 'B' to Vine Energy Inc. and Vine Energy Holdings LLC (Vine).
'BB'/'RR1' to Vine's First Lien Reserve Based Loan (RBL),
'BB-'/'RR2' to its second lien term loan and 'B'/'RR4' to its
senior unsecured notes. The Rating Outlook is Stable.
The ratings reflect the closing of Vine's $950 million senior
unsecured notes offering and the application of net proceeds along
with cash on hand, to redeem the 8.75% and 9.75% senior notes due
2023. The ratings also consider Vine's cost structure, Haynesville
footprint, hedge coverage, FCF forecast and sub-2.5x debt/EBITDA
profile. They are offset by a relatively small RBL borrowing base,
less developed PDP inventory, and the need to demonstrate
commitment to its outlined financial policy.
KEY RATING DRIVERS
Improved Capital Structure: With the closing of Vine's $950 million
senior unsecured notes issuance and subsequently applying the net
proceeds, along with cash on hand, to repay existing Vine Oil & Gas
and Brix Oil & Gas Holdings debt, with the exception of the $150
million second lien term loan maturing December 2025, Vine has
established a relatively low leverage capital structure for the 'B'
rating category. Forecast Total Debt with Equity Credit/EBITDA at
YE 2021 is approximately 2x and supported by a manageable maturity
schedule with its RBL maturing in December 2024, and the senior
unsecured notes maturing in April 2029.
FCF Provides Liquidity Support: Vine's RBL commitment is $350
million, with $32 million initially drawn and $25 million of
letters of credit, equating to a favorable utilization rate below
20%. The absolute amount of the $350 million commitment is below
the typical RBL commitment size of E&P producers with over
100Mboe/d production and a notable factor in Vine's total
liquidity. Fitch forecasts Vine to generate positive FCF throughout
the forecast on a capital spending program of $300 million to $350
million, providing internally generated funds in support of
liquidity needs and providing for flat production.
Significant Haynesville Footprint: Vine's 127,000 net surface acres
are located entirely within the dry gas Haynesville Basin in
Northwest Louisiana and focus on the Haynesville and Mid-Bossier
plays and includes roughly 25 years of inventory, though its Proved
Developed Producing (PDP) reserve base is relatively smaller than
peers. The Haynesville Basin is advantageously located near the
Gulf Coast and Henry Hub with well-developed takeaway capacity,
supporting comparatively low approximately $0.30 differentials.
Production pro-forma combined Vine and Brix produced an average of
892 MMcf/d (149boe/d equivalent) for YE 2020.
Quick Well Paybacks: Vine's historical well results suggest high
initial production levels that produce 45% of Estimated Ultimate
Recovery in the first year providing relatively short payback
periods of 9-16 months. As a dry gas producer, Vine's production
costs of around $0.61/Mcf during 2020 are competitive among natural
gas peers and in line with Haynesville peer Comstock. Vine's costs
are also supported by favorable gathering infrastructure and well
managed G&A costs. Pro forma for the combined company at YE 2020,
Vine's unhedged cash netback was $0.78 Mcfe.
Planned Credit Friendly Policy: Vine expects to allocate positive
FCF toward repayment of the $150 million second lien term loan and
outstanding RBL borrowings in an effort to achieve credit-friendly
target leverage of 1.0x-1.5x. Prior to achieving this leverage, a
dividend is not expected. Fitch is looking for execution on this
policy, demonstrating a shift from pre-IPO actions, which included
a $30 million 2020 distribution to Blackstone from RBL proceeds and
a Tax Receivable Agreement, which affects future cash flows after
2025 by sharing the benefit derived from tax attributes with the
pre-IPO investors.
Hedging Policy Reduces CF Volatility: Vine's hedging program is
reflected in its second lien term loan terms, which require 70% of
expected production hedged over 24 months, and the terms of its new
RBL that requires 80% of PDP volume hedged within the first 24
months and 70% of PDP volumes for a rolling 24 months thereafter.
DERIVATION SUMMARY
In terms of production, the combined Vine at YE 2020 averaged 892
MMcfe/d (0% liquids). This is below Haynesville comps Comstock
(B/Positive) at 1,260 MMcfe/d (2% liquids), but above Aethon United
BR LP (B/Stable) and in line with natural gas producer Encino
(B/Negative), which operates in the Appalachian Basin at 919
MMcfe/d (2Q20; 30% liquids). Vine's F2021 leverage around 2x is
generally consistent with Aethon's and below Comstock's near 3x.
Encino has the highest liquids content of the noted gas producers
at 30%, resulting in above-average unhedged realized pricing
compared to Vine Oil & Gas' $1.74/Mcf and Brix's $1.78/Mcf in 2020.
Vine's realizations are in line with Haynesville dry gas comp
Comstock, which realized $1.87per Mcfe in 2020. 2020 cash netbacks
were $0.78 Mcfe for the pro forma combined Vine, in line with
Comstock, which along with Vine, is a lower cost operator.
Vine's strategy for a FCF-focused low growth model will require
approximately $350 million capex during the next few years and $300
million longer term to maintain production. Fitch expects Vine to
drill approximately 28 net wells in 2021, compared with Comstock
who plans to spending $510 million-$550 million to drill 51 net
wells. Comstock holds 5.6 Tcfe of Proved reserves compared to
Vine's pro forma 3.2 Tcfe of Proved reserves.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes that Vine Energy Holdings LLC would
be reorganized as a going concern in bankruptcy rather than
liquidated. Fitch has assumed a 10% administrative claim and a 100%
draw on the RBL facility.
Going-Concern (GC) Approach
The GC EBITDA assumption of $360 million reflects the stress case
EBITDA in the latter years of Fitch's forecast, when commodity
prices start to move towards mid-cycle conditions.
An EV multiple of 3.0x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:
-- The historical bankruptcy case study exit multiples for peer
companies ranged from 2.8x to 7.0x, with an average of 5.2x
and a median of 5.4x;
-- The multiple is below the approximate recovery EV multiples of
Comstock (3.75x) and Aethon (3.5x) given the company's less
de-risked Eastern Haynesville footprint and relatively smaller
PDP position.
Liquidation Approach
The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.
In assigning the value for Vine's assets, Fitch considered its pro
forma $740 million PV10 value, $590 million proved developed
reserves and comparable M&A transactions within the Haynesville
Basin, including comparable multiples for production per flowing
barrel, value per acre and value per drilling location.
Under the waterfall allocation, the first lien RBL of $350 million
has a 'RR1' recovery rating and is notched up three levels to 'BB'.
The second lien term loan is assigned a 'RR2' and is notched up two
levels to 'BB-'. The senior unsecured notes are notched in line
with the IDR at 'B'/'RR4'.
KEY ASSUMPTIONS
-- Henry Hub prices of $2.75/Mcf in 2021, $2.45/Mcf in 2022, and
$2.45/Mcf thereafter;
-- Vine, Brix and Harvest combination modelled to occur on Jan.
1, 2021;
-- Production growth in the low-to-mid single digits;
-- Capex of approximately $350 million in 2021-2023, $300 million
in 2024+ to maintain production;
-- Positive FCF allocated toward repayment of the RBL and second
lien term loan;
-- Commencement of measured shareholder activity upon achievement
of 1.0x-1.5x target.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Execution on credit-friendly financial policy focusing on
deleveraging over distributions;
-- Realization of production and capital efficiencies supporting
successful shift to material positive FCF generation;
-- Continued development, de-risking and establishment of
operational momentum that results in material increase of PDP
reserves and competitive unit costs;
-- Mid-cycle total debt with equity credit/EBITDA or FFO adjusted
leverage below 2.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A change in terms of financial policy that is debt-holder
unfriendly;
-- Mid-cycle total debt with equity credit/EBITDA or FFO adjusted
leverage above 3.0x;
-- Loss of operational momentum trending production below
700MMcf/d or materially increasing production costs;
-- Reduction in RBL borrowing base or other event materially
weakening liquidity;
-- A trend of negative FCF contributing to diminished liquidity.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Cleaned Up Capital Structure: With $33 million cash pro forma the
business combination at YE 2020, $32 million drawn and $25 million
of letters of credit its $350 million RBL, as well as the legacy
$150 million second lien term loan and $950 million senior
unsecured issuance, Vine has initially has approximately $327
million in liquidity and approximately $1.13 billion in debt. Total
debt with equity credit/operating EBITDA at YE 2021 is forecast to
be approximately 2x.
ESG CONSIDERATIONS
Vine has an ESG Relevance Score of '4' for Governance Structure due
to board independence and effectiveness, reflecting that four of
six expected directors at the IPO will be Blackstone appointed. The
score also reflects ownership concentration due to Blackstone's
over 50% holdings and subsequent ability to influence Vine's board
and management. These factors have a negative impact on Vine's
credit profile and are relevant to the rating in conjunction with
other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
WATKINS NURSERIES: Unsec. Creditors to Receive Payments for 6 Years
-------------------------------------------------------------------
Watkins Nurseries, Inc., et al., submitted an Amended Plan of
Reorganization and a corresponding Joint Disclosure Statement.
WNI's operations are bolstered by a related entity, Watkins Amelia,
(of which Mr. Watkins holds the largest membership interest), and
which is the record owner of Winterham Farm, in Amelia County, and
which serves as the primary production area for the Nursery.
Located near Amelia Courthouse and consisting of approximately 300
acres of land, this farm, which was acquired in August of 1998, is
currently in active field production for operations.
Under the Plan, the Reorganized Debtors will continue to operate
their businesses through Watkins Nursery as the operating entity
and Watkins Amelia as a land-holding entity. VRR shall be merged
into WNI. The Reorganized Debtors will use $175,000 of the Surplus
Equipment Proceeds as operating capital. Unclaimed Funds shall
become property of the respective Watkins entity.
The Plan will treat claims as follows:
* Class 1 Secured Claims of SONA. The Allowed Secured Claim of
SONA against any of the Debtor's Personal Property shall be as
agreed by the Debtors and SONA or as determined by the Court, which
amount shall be paid in monthly installments of $24,196.64
beginning June 1, 2021, accruing interest at 6% interest with a
balloon payment due and owing five years from entry of the
Confirmation Order. The Allowed Secured Claim of SONA against any
of the Debtor's Real Property shall be as agreed by the Debtors and
SONA or as determined by the Court, which amount shall be paid in
monthly installments of $11,063.96 beginning June 1, 2021, accruing
interest at Prime Interest Rate plus 1.5% with a balloon payment
due and owing on or before May 12, 2042. Class 1 is impaired.
* Class 2 Other Secured Claims Against Real Property of WNI of
Amelia, Chesterfield and Powhatan, class 3 Other Secured Claims
Against Real Property of VRR and class 4 Other Secured Claims
Against Real Property of WA. Classes 2, 3 and 4 will be satisfied
either (a) as agreed to between the Claimant and the particular
Debtor or (b) in not less than yearly payments within five (5)
years from the Petition Date and in a manner not less favorable
than payments to Holders in Classes 10 through 14. Claimants shall
retain its Lien against the Debtor's assets in the same extent and
validity as it did before the Petition Date. The Debtors are aware
of no said Allowed Secured Claims. Classes 2, 3 and 4 are
impaired.
* Class 5 Secured Claims Against Personal Property of WNI of
Ally, AmeriCredit, Bobcat, Caterpillar, CCG, Ford, Kubota, PACCAR,
PNC, SFS, TCF, Chesterfield, Amelia and Powhatan and class 6
Secured Claims Against Personal Property of VRR of CCG, CTLS,
Santander, SFS, and Chesterfield. Classes 5 and 6 will be paid (a)
pursuant to the terms of Pre-Petition Loan Documents, (b) surrender
of the respective Collateral, (c) pursuant to the terms of the Cash
Collateral Order, (d) in not less than yearly payments within five
(5) years from the Petition Date and in a manner not less favorable
than payments to Holders in Classes 10 through 14 and/or (e) as
otherwise agreed by the particular Debtor and the Holder of the
Secured Claim. Classes 5 and 6 are impaired.
* Class 7 Secured Claims Against Personal Property of WA. Class
7 will be paid (a) pursuant to the terms of Pre-Petition Loan
Documents, (b) surrender of the respective Collateral, (c) pursuant
to the terms of the Cash Collateral Order, and/or (d) as otherwise
agreed by the particular Debtor and the Holder of the Secured
Claim. Class 7 is impaired.
* Class 8 Other Secured Claims. To the extent there are Allowed
Secured Claims, the same will be satisfied either by (a) payment in
full on the Effective Date, (b) surrender of the respective
Collateral, (c) as agreed to between the Claimant and the
particular Debtor or (d) in not less than yearly payments within
five (5) years from the Petition Date and in a manner not less
favorable than payments to Holders in Classes 10 through 14. Class
8 is impaired.
* Class 11 General Unsecured Claims. Each Holder of an Allowed
Unsecured Claim, not otherwise treated in another Class, shall
receive its pro rata share of the GUC Designation on each
Distribution Date commencing the next Distribution Date following
payment in full of all Allowed Priority Claims until the value of
(a) such Allowed Unsecured Claims have been paid in full, or (b)
the sixth Distribution Date. Class 11 is impaired. GUC
Designation means annual net income for operations, less reasonable
overhead, reasonable operational costs, the Operational Reserve,
and Senior Plan Payments.
Holders of the Debtors' Equity Interest in VRR shall be expunged as
VRR will merge into WNI. Holders of the Debtors' Equity Interest in
WNI and Watkins Amelia shall be expunged. Holders of the
Reorganized Debtors' Equity Interest in WNI and Watkins Amelia
shall be Senator Watkins in the amount of 60% and Mr. Watkins in
the amount of 40%. In exchange for such Interests, the Success
Commitment will be tendered.
Success Commitments means (a) the agreement of Mr. Watkins to work
for the Reorganized Debtors at no greater than the Cap Salary (plus
reimbursement of actual and necessary expenses) until such time as
all payments are made under this Plan, (b) the agreement of Mr.
Watkins to convert the RW Loan into a 40% ownership in the
Reorganized Debtors, and (c) the agreement of Senator Watkins to
convert the Senator Watkins DIP Claim into a 60% ownership interest
in the Reorganized Debtors.
Counsel to the Watkins Entities:
Tavenner & Beran, PLC
20 North Eighth Street, Second Floor
Richmond, VA 23219
(804) 783-8300 Telephone
(804) 783-0178 Telecopy
A copy of the Disclosure Statement is available at
https://bit.ly/3glFEQN from PacerMonitor.com.
About Watkins Nurseries
Watkins Nurseries, Inc. -- http://www.watkinsnurseries.com/-- is a
wholesale and retail tree nursery, plant center, and landscape
design firm established in 1876. It specializes in field-grown
trees and shrubs that it produces on over 500 acres of farmland.
Virginias Resources Recycled, LLC -- http://www.vrrllc.com/-- is a
commercial and residential land clearing, grinding, grubbing and
logging company located in Central, Virginia.
Watkins-Amelia, LLC is engaged in activities related to real
estate.
Watkins Nurseries, Virginias Resources and Watkins-Amelia sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Lead Case No. 20-30890) on Feb. 19, 2020. At the time of the
filing, each Debtor disclosed assets of between $1 million and $10
million and liabilities of the same range.
Paula S. Beran, Esq., at Tavenner & Beran, PLC, is the Debtor's
legal counsel.
WILLIAM SCHEFFERINE: Selling Southampton Property for $875K
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William Schefferine and Sheila White ask the U.S. Bankruptcy Court
for the Eastern District of New York to authorize the private sale
of the property commonly known as 21 North Sea Road, in
Southampton, New York, to Joshua Nedelka and Deanna Flaherty for
$875,000, pursuant to the terms and conditions of Contract of
Sale.
A hearing on the Motion is set for April 22, 2021, at 11:00 a.m.
The Debtors' counsel believes that if the sale is approved and
thereafter consummated, they will be able to pay off the secured
Debtor and begin the process of reorganization with respect to
other debts and perhaps emerge from the bankruptcy. The property
is the home of the Debtors. They are applying to sell it property
"privately," as a partial liquidation in order to pay some of the
funds to the creditors.
There is a broker in the sale, Sotheby's, duly appointed by the
Court that commenced the sale.
The Debtors, pursuant to Section 363, do not foresee the necessity
to have a hearing on any privacy policy or concerns and as such, do
not request the need for a privacy ombudsman under Section 322 of
the Code.
From a market analysis of the property, it appears the Debtors will
be able to clear up the debt from the purchase money and several
mortgage creditors. However, they will retain all funds, excluding
the secured creditor, TD Bank, and priority shareholders.
Furthermore, the offer will be to sell the property completely "as
is." The Debtors have a signed contract for $875,00. The
Purchasers are represented by Richard Boccio, Esq., with offices
located at 657 Manhattan Avenue, Brooklyn, New York 11222. The
Debtors believe this sum is realistic considering the market is
accepting and closing on properties in the area for that amount.
The highlights of the Contract are:
(a) The purchase price is $875,000.
(b) The down payment is a minimum of $87,500, which is now
held in escrow in my Citibank IOLA account, under account number
4987245847.
(c) The sale is subject to good tile being passed.
(d) The property is subject to a mortgage contingency in the
amount of $789,500.
(e) Cash, certified check, or bank check for the balance at
closing, subject to tax and municipal adjustments, if any. It is
hoped that the Court will so order a waiver of the transfer tax, as
it is a liquidation sale, that further judgment liens will be
avoided.
(f) All Judgment Liens will be vacated and voided as per
Paragraph 4.1(G) of the proposed Plan.
The estimate of the costs is as follows:
(a) Broker's fee is approximately $30,000.
(b) New York State transfer tax is approximately $12,250 of
the property, unless the Court approves our proposed liquidation
plan, being submitted with the Motion, which would vacate said
tax.
(c) Capital Gains Tax after the appropriate adjustment of the
Debtor's cost basis, if any.
(d) All liens and Judgments to be vacated.
(e) Any real estate tax arrears, if any, plus interest and
penalties, if any, although it is believed these taxes are now
current, including pre-petition taxes.
(f) Payment of the outstanding mortgage held by Rushmore Loan
Management Services, which we beg differed until said issues are
litigated, settled, or adjusted, with a maximum amount in all
likelihood to be $389,000.
(g) The attorney fees to be approved by the Court at some
date after the transaction is completed.
The private sale will help the Debtors market the property and
obtain its maximum value as opposed to an auction which may be
interpreted as a "fire sale" or distressed sale. The Closing of
the property will pay the unsecured creditors a small percentage of
the debt owed, as stated in the Plan.
The Debtor has no executory contracts concerning the premises, save
the mortgage with the secured creditor, which will be satisfied.
The property will be conveyed free and clear of all Judgment Liens
as stated.
A copy of the Contract is available at https://tinyurl.com/4d7efhvm
from PacerMonitor.com free of charge.
William Schefferine and Sheila White sought Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 20-73224) on Oct. 20, 2020.
WILSON ORGANIC: Trustee Proposes Auction Sale of Wallace Property
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Joseph Z. Frost, the duly-appointed Chapter 11 Subchapter V Trustee
for Wilson Organic Farm Services, Inc., asks the U.S. Bankruptcy
Court for the Eastern District of North Carolina to authorize the
public auction sale of the property located at 127 Pilot House
Drive, in Wallace, Duplin County, North Carolina, Parcel ID No.
09-2782.
A telephonic hearing on the Motion is set for April 27, 2021, at
2:00 p.m. (EST) (Dial-in Number: 1-888-273-3658, Access Code:
3113071).
As of the Petition Date, and at all times thereafter, the Debtor
was and continues to be the record owner of the Property.
Prepetition, on Feb. 26, 2019, the Debtor and RCN Capital LLC,
predecessor in interest to Toorak Capital Partners, LLC, entered
into a Commercial Loan Agreement in the original principal amount
of $203,476, was evidenced by a Promissory Note of even date
therewith in the amount of $203,476. The Note was secured by a
Deed of Trust, Deed of Trust, Assignment or Rents, Security
Agreement and Fixture Filing, recorded in the Duplin County
Registry as Document No. 10022376, granting Toorak Capital a lien
and security interest in the Property, as well as all improvements
thereon, and all rents accruing thereon. Toorak Capital filed, in
the Bankruptcy Case, a proof of claim, Claim No. 3, asserting a
secured claim arising from the Toorak Capital Loan and secured by
the Property in the amount of $246,313.69.
River Landing Property Owners Association, Inc. ("RLPOA"), prior to
the Petition Date, obtained a Judgment against the Debtor, in
connection with the pending civil action before the Duplin County
Superior Court captioned, River Landing Property Owners
Association, Inc. v. Wilson Organic Farm Services, Incorporated,
File No. 19-CVS-701, in the amount of $40,460.68, with interest
accruing thereon at a rate equal to 8% per annum.
As of the Petition Date, the Duplin County Tax Collector assessed,
and the Debtor had not paid, ad valorem property taxes against the
Property in the amount of $2,614.03 ("Duplin County Property
Taxes").
The Trustee is informed and believes that, prior to the Petition
Date, the Debtor and James Johnson entered into a contractual
relationship, under which Johnson leased the Property from the
Debtor with an option to purchase the Property. The Johnson
Contract was not assumed by the Debtor and, in accordance with the
provisions of the Bankruptcy Code and the Confirmation Order, the
Johnson Contract was rejected by the Debtor.
The Confirmation Order, in restructured the Toorak Capital Loan,
and the RLPOA Judgment, as follows:
A. The Toorak Capital Loan was treated as a secured claim in
the amount of $305,000, as of the Effective Date, plus interest
accruing at a rate equal to 6% per annum from and after the
Effective Date, less any post—petition and post-confirmation
payments made pursuant to the Court's Consent Order for Adequate
Protection.
B. The RLPOA Judgment, as evidenced by the RLPOA POC, was
treated as secured in an amount equal to $3,273.46, with the
remaining balance of the RLPOA Judgment being treated as a general
unsecured claim in Class 8.
The Court, on March 23, 2021, entered an Order Allowing Application
for Employment and Compensation of Country Boys Auction & Realty
Co, Inc. as Auctioneer, which authorized the employment of County
Boys Auction ("CBA") and approved the following compensation and
commissions to be paid to CBA for services rendered to the
bankruptcy estate and in connection with the Public Sale of the
Property: (a) 10% of the first $25,000 of real property sold; and
(b) 4% of the remaining balance of real property sold.
A public sale and auction of the Property will be held and
conducted by CBA on April 28, 2021, at 10:00 a.m. (EST) at 127
Pilot House Lane, Wallace, North Carolina. Toorak Capital and
RLPOA, will be afforded the right to credit bid at the Public Sale
up to the amount of the Toorak Allowed Secured Claim and the RLPOA
Allowed Secured Claim, respectively, to the extent allowed by
Section 363(k) of the Bankruptcy Code. In the event that a credit
bid, submitted at such Public Sale is the best, highest, and
prevailing bid with respect to the Property, such lienholder will
pay a commission to CBA equal to 4% of the amount of any such
Credit Bid.
The Trustee asks approval to sell the Property, pursuant to, and in
accordance with, the procedure set forth in the Confirmation Order,
free and clear of any and all liens, encumbrances, claims, rights
and other interests, including but not limited to the following:
A. Any and all ad valorem property taxes, assessed by any
state, local or municipal taxing authority, including the Duplin
County Property Taxes that were assessed against the Property and
outstanding as of the Petition Date;
B. The Toorak Capital Secured Claim;
C. The RLPOA Secured Claim;
D. Any claim, interest, lien, or encumbrance asserted by
Johnson in the Property and arising from the Johnson Contract; and
E. Any and all remaining interests, liens, encumbrances,
rights and claims asserted against the Property, which relate to or
arise as a result of a sale of the Property, or which may be
asserted against the buyer of the Property, including, but limited
to, those liens, encumbrances, interests, rights and claims,
whether fixed and liquidated or contingent and unliquidated, that
have or may be asserted against the Property or the buyer of the
Property.
The described liens and encumbrances will attach to the proceeds of
sale, if any, subject to the Orders that may be entered by the
Court.
The Trustee will distribute the proceeds of the Public Sale of the
Property to the applicable lienholders, including Duplin County on
account of the Duplin County Property Taxes, Toorak Capital on
account of the Toorak Capital Secured Claim, and RLPOA on account
of the RLPOA Secured Claim, in accordance with the priority of
liens, after payment of all costs of sale, including commissions
payable to CBA, within 10 days of entry of an Order by the Court
authorizing the Trustee to make said distributions.
About Wilson Organic Farm Services
Wilson Organic Farm Services, Inc. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-01190) on
March 18, 2020. At the time of the filing, Debtor disclosed
assets
of between $100,001 and $500,000 and liabilities of the same
range.
Judge Joseph N. Callaway oversees the case. Debtor is represented
by The Lewis Law Firm, P.A.
YUNHONG CTI: Incurs $4.2 Million Net Loss in 2020
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Yunhong CTI Ltd. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $4.25
million on $26.47 million of net sales for the 12 months ended Dec.
31, 2020, compared to a net loss of $8.07 million on $32.27 million
of net sales for the 12 months ended Dec. 31, 2019.
As of Dec. 31, 2020, the Company had $21.55 million in total
assets, $18.83 million in total liabilities, $1.53 million in
mezzanine equity, and $1.19 million in total shareholders' equity.
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April
15, 2021, citing that the Company has suffered recurring losses
from operations and will require additional capital to continue as
a going concern. In addition, the Company is in violation of
certain covenants agreed to with PNC Bank which if not resolved
could result in PNC Bank initiating liquidation proceedings. This
raises substantial doubt about the Company's ability to continue as
a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/Archives/edgar/data/1042187/000143774921009071/ctib20201231_10k.htm
About Yunhong CTI
Lake Barrington, Illinois-based Yunhong CTI Ltd. --
www.ctiindustries.com -- develops, produces, distributes and sells
a number of consumer products throughout the United States and in
over 30 other countries, and it produces film products for
commercial and industrial uses in the United States. Many of the
Company's products utilize flexible films and, for a number of
years, it has been a leading developer of innovative products which
employ flexible films including novelty balloons, pouches and films
for commercial packaging applications.
YVONNE LLC: Seeks to Hire Taylor Properties as Realtor
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Yvonne, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to employ Taylor Properties, a realtor based
in Annapolis, Md.
The firm will market and sell the Debtor's real property located at
445 Manor Place, Units 1–4, Washington, D.C.
The firm will be paid a commission of 6 percent of the sales
price.
Anthony Davis, a partner at Taylor Properties, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Anthony Davis
Taylor Properties
175 Admiral Cochrane Drive
Annapolis, MD 21401
Tel: (800) 590-0925
About Yvonne LLC
Yvonne, LLC is a single asset real estate (as defined in 11 U.S.C.
Sec. 101(51B)). It owns fee simple title to four condominium units
in Washington, D.C., having an aggregate comparable sale value of
$1.82 million.
Yvonne filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Colo. Case No. 21-00013) on Jan. 14,
2021. Vincent Porter, managing member, signed the petition. In the
petition, the Debtor disclosed $1,820,503 in assets and $1,600,000
in liabilities.
William C. Johnson, Jr., Esq., at the Johnson Law Group, LLC,
represents the Debtor as counsel.
Z REAL ESTATE: Seeks to Hire Totaro & Shanahan as New Counsel
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Z Real Estate Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Totaro &
Shanahan as its legal counsel.
Totaro & Shanahan will substitute for Marc Goldbach, Esq., at
Goldbach Law Group, who withdrew as attorney for the Debtor in its
Chapter 11 case.
The firm will be paid at the rate of $550 per hour and reimbursed
for out-of-pocket expenses incurred. The retainer fee is $25,000.
Michael Totaro, Esq., a partner at Totaro & Shanahan, 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.
The firm can be reached at:
Michael R. Totaro, Esq.
Totaro & Shanahan
P.O. Box 789
Pacific Palisades, CA 90272
Tel: (800) 541-2802
Fax: (310) 496-1260
About Z Real Estate Holdings
Z Real Estate Holdings, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif.
21-12171) on March 9, 2021. At the time of filing, the Debtor had
between $1 million and $10 million in both assets and liabilities.
Judge Barry Russell oversees the case. Totaro & Shanahan
represents the Debtor as legal counsel.
ZAYAT STABLES: Owner Received Millions from Brother, Says Lender
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Leslie A. Pappas of Bloomberg Law reports that Zayat Stables and
American Pharaoh owner Ahmed Zayat got millions from his brother
Sherif El Zayat, its lender said.
The New York lender that's suing the bankrupt owner of Triple Crown
winner American Pharoah for $24 million intends to object to
mediation unless the debtor's brother also participates.
Despite Ahmed Zayat's claims that he's "virtually penniless," he
maintains "a lavish personal lifestyle" that costs as much as $1
million per year to sustain, MGG Investment Group LP alleged.
Zayat's brother, Sherif El Zayat, loaned him at least $1.5 million
in 2020 alone, MGG said Thursday, April 15, 2021, in a letter to
the U.S. Bankruptcy Court for the District of New Jersey.
About Zayat Stables
Headquartered in Hackensack, New Jersey, Zayat Stables owned 203
thoroughbred horses. The horses, which are collateral for the bank
loan, are worth $37 million, according an appraisal mentioned in a
court paper. Ahmed Zayat said in a court filing that he personally
invested $40 million in the business.
The Company filed for Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 10-13130) on Feb. 3, 2010. The Company estimated
$10 million to $50 million in assets and the same range of
liabilities as of the bankruptcy filing. The Debtor tapped Cole,
Schotz, Meisel, Forman & Leonard, P.A., as bankruptcy counsel.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ACCELERATE DIAGN AXDX* MM 93.4 (62.8) 75.0
ACCELERATE DIAGN 1A8 TH 93.4 (62.8) 75.0
ACCELERATE DIAGN 1A8 QT 93.4 (62.8) 75.0
ACCELERATE DIAGN AXDX US 93.4 (62.8) 75.0
ACCELERATE DIAGN 1A8 GR 93.4 (62.8) 75.0
ADAMAS PHARMACEU ADMSEUR EU 120.0 (50.0) 76.9
ADAMAS PHARMACEU 136 TH 120.0 (50.0) 76.9
ADAMAS PHARMACEU ADMS US 120.0 (50.0) 76.9
ADAMAS PHARMACEU 136 GR 120.0 (50.0) 76.9
AEMETIS INC AMTXGEUR EU 125.1 (184.7) (93.6)
AEMETIS INC DW51 GZ 125.1 (184.7) (93.6)
AEMETIS INC DW51 TH 125.1 (184.7) (93.6)
AEMETIS INC DW51 GR 125.1 (184.7) (93.6)
AEMETIS INC AMTX US 125.1 (184.7) (93.6)
AGILITI INC AGLY US 745.0 (67.7) 17.3
AGRIFY CORP AGFY US - - -
ALPINE 4 HOLDING ALPP US 40.7 (8.8) (6.2)
ALTICE USA INC-A ATUSEUR EU 33,376.7 (1,177.4) (2,121.5)
ALTICE USA INC-A 15PA TH 33,376.7 (1,177.4) (2,121.5)
ALTICE USA INC-A 15PA GR 33,376.7 (1,177.4) (2,121.5)
ALTICE USA INC-A 15PA GZ 33,376.7 (1,177.4) (2,121.5)
ALTICE USA INC-A ATUS* MM 33,376.7 (1,177.4) (2,121.5)
ALTICE USA INC-A ATUS US 33,376.7 (1,177.4) (2,121.5)
AMC ENTERTAINMEN AMC4EUR EU 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AMC* MM 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AH9 TH 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AH9 QT 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AH9 GZ 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AMC US 10,276.4 (2,858.2) (1,091.5)
AMC ENTERTAINMEN AH9 GR 10,276.4 (2,858.2) (1,091.5)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICAN AIR-BDR AALL34 BZ 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE AAL TE 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE A1G SW 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE A1G GZ 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE AAL11EUR EU 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE AAL AV 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE A1G QT 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE AAL US 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE AAL* MM 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE A1G GR 62,008.0 (6,867.0) (5,474.0)
AMERICAN AIRLINE A1G TH 62,008.0 (6,867.0) (5,474.0)
AMERICAN RESOURC AREC US 38.4 (20.0) (12.0)
AMERISOURCEB-BDR A1MB34 BZ 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABC2EUR EU 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABC US 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABG GR 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABG QT 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABG GZ 45,846.8 (511.5) (344.2)
AMERISOURCEBERGE ABG TH 45,846.8 (511.5) (344.2)
AMYRIS INC AMRSEUR EU 222.8 (167.0) (16.5)
AMYRIS INC 3A01 QT 222.8 (167.0) (16.5)
AMYRIS INC 3A01 GZ 222.8 (167.0) (16.5)
AMYRIS INC AMRS US 222.8 (167.0) (16.5)
AMYRIS INC 3A01 GR 222.8 (167.0) (16.5)
AMYRIS INC 3A01 TH 222.8 (167.0) (16.5)
AMYRIS INC 3A01 SW 222.8 (167.0) (16.5)
APA CORP APA US 12,746.0 (37.0) 538.0
APA CORP APA11EUR EU 12,746.0 (37.0) 538.0
APA CORP APA* MM 12,746.0 (37.0) 538.0
APA CORP 2S3 GR 12,746.0 (37.0) 538.0
APA CORP 2S3 TH 12,746.0 (37.0) 538.0
APA CORP 2S3 GZ 12,746.0 (37.0) 538.0
APA CORP - BDR A1PA34 BZ 12,746.0 (37.0) 538.0
APPLOVIN CO-CL A APP US 2,154.6 (158.2) 64.9
APPLOVIN CO-CL A 6RV GR 2,154.6 (158.2) 64.9
APPLOVIN CO-CL A APP2EUR EU 2,154.6 (158.2) 64.9
APPLOVIN CO-CL A 6RV GZ 2,154.6 (158.2) 64.9
APPLOVIN CO-CL A 6RV TH 2,154.6 (158.2) 64.9
AQUESTIVE THERAP AQST US 62.9 (48.5) 23.5
ARCHIMEDES TECH ATSPU US - - -
ARRAY TECHNOLOGI ARRY US 656.0 (80.9) 86.1
ARYA SCIENCES-A ARYD US 0.0 (0.0) (0.1)
ASANA INC- CL A ASAN US 731.1 (12.8) 282.3
AUSTERLITZ ACQUI AUS/U US 0.2 (0.0) (0.2)
AUTOZONE INC AZ5 GZ 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZO AV 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZ5 TE 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZO* MM 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZOEUR EU 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZ5 QT 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZO US 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZ5 GR 14,160.0 (1,523.6) (477.4)
AUTOZONE INC AZ5 TH 14,160.0 (1,523.6) (477.4)
AUTOZONE INC-BDR AZOI34 BZ 14,160.0 (1,523.6) (477.4)
AVID TECHNOLOGY AVD GR 305.1 (132.9) 25.7
AVID TECHNOLOGY AVID US 305.1 (132.9) 25.7
AVIS BUD-CEDEAR CAR AR 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CUCA TH 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CAR* MM 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CUCA QT 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CAR2EUR EU 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CUCA GZ 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CAR US 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CUCA GR 17,538.0 (155.0) (258.0)
AVIS BUDGET GROU CUCA SW 17,538.0 (155.0) (258.0)
BABCOCK & WILCOX BWEUR EU 591.8 (338.3) 118.0
BABCOCK & WILCOX UBW1 GR 591.8 (338.3) 118.0
BABCOCK & WILCOX BW US 591.8 (338.3) 118.0
BANXA HOLDINGS I BNXAF US 0.1 (0.1) (0.1)
BANXA HOLDINGS I BNXAEUR EU 0.1 (0.1) (0.1)
BANXA HOLDINGS I AC00 GR 0.1 (0.1) (0.1)
BANXA HOLDINGS I AC00 TH 0.1 (0.1) (0.1)
BANXA HOLDINGS I AC00 QT 0.1 (0.1) (0.1)
BANXA HOLDINGS I BNXA CN 0.1 (0.1) (0.1)
BELLRING BRAND-A BRBR US 680.8 (130.1) 186.3
BELLRING BRAND-A BR6 TH 680.8 (130.1) 186.3
BELLRING BRAND-A BR6 GR 680.8 (130.1) 186.3
BELLRING BRAND-A BRBR1EUR EU 680.8 (130.1) 186.3
BELLRING BRAND-A BR6 GZ 680.8 (130.1) 186.3
BIOCRYST PHARM BO1 QT 334.7 (19.3) 218.1
BIOCRYST PHARM BCRXEUR EU 334.7 (19.3) 218.1
BIOCRYST PHARM BCRX* MM 334.7 (19.3) 218.1
BIOCRYST PHARM BO1 TH 334.7 (19.3) 218.1
BIOCRYST PHARM BO1 GR 334.7 (19.3) 218.1
BIOCRYST PHARM BCRX US 334.7 (19.3) 218.1
BIOCRYST PHARM BO1 SW 334.7 (19.3) 218.1
BIOHAVEN PHARMAC 2VN TH 687.0 (332.2) 326.6
BIOHAVEN PHARMAC BHVN US 687.0 (332.2) 326.6
BIOHAVEN PHARMAC BHVNEUR EU 687.0 (332.2) 326.6
BIOHAVEN PHARMAC 2VN GR 687.0 (332.2) 326.6
BIONOVATE TECHNO BIIO US - (0.5) (0.5)
BLACK IRON INC BKIN MM 1.8 (5.7) 1.1
BLACK ROCK PETRO BKRP US 0.0 (0.0) -
BLUE BIRD CORP 4RB GR 307.8 (54.2) (2.9)
BLUE BIRD CORP 4RB GZ 307.8 (54.2) (2.9)
BLUE BIRD CORP BLBDEUR EU 307.8 (54.2) (2.9)
BLUE BIRD CORP 4RB TH 307.8 (54.2) (2.9)
BLUE BIRD CORP 4RB QT 307.8 (54.2) (2.9)
BLUE BIRD CORP BLBD US 307.8 (54.2) (2.9)
BOEING CO-BDR BOEI34 BZ 152,136.0 (18,075.0) 34,362.0
BOEING CO-CED BA AR 152,136.0 (18,075.0) 34,362.0
BOEING CO-CED BAD AR 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BAUSD SW 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BCO GZ 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA AV 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BCO QT 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BACL CI 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BCO GR 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BAEUR EU 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA EU 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA PE 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BOE LN 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA US 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BCO TH 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BOEI BB 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA SW 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA* MM 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA TE 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE BA CI 152,136.0 (18,075.0) 34,362.0
BOEING CO/THE TR TCXBOE AU 152,136.0 (18,075.0) 34,362.0
BOMBARDIER INC-B BBDBN MM 23,090.0 (6,657.0) (181.0)
BONE BIOLOGICS C BBLG US - (13.7) (13.7)
BRIDGEMARQ REAL BRE CN 89.0 (48.4) 8.9
BRINKER INTL BKJ QT 2,357.7 (444.1) (254.5)
BRINKER INTL EAT2EUR EU 2,357.7 (444.1) (254.5)
BRINKER INTL BKJ GR 2,357.7 (444.1) (254.5)
BRINKER INTL EAT US 2,357.7 (444.1) (254.5)
BRINKER INTL BKJ TH 2,357.7 (444.1) (254.5)
BROOKFIELD INF-A BIPC US 11,930.4 (730.3) (2,775.8)
BROOKFIELD INF-A BIPC CN 11,930.4 (730.3) (2,775.8)
BRP INC/CA-SUB V DOOEUR EU 4,885.9 (474.9) 669.8
BRP INC/CA-SUB V B15A GZ 4,885.9 (474.9) 669.8
BRP INC/CA-SUB V B15A GR 4,885.9 (474.9) 669.8
BRP INC/CA-SUB V DOOO US 4,885.9 (474.9) 669.8
BRP INC/CA-SUB V DOO CN 4,885.9 (474.9) 669.8
CADIZ INC CDZIEUR EU 74.4 (25.3) 4.9
CADIZ INC CDZI US 74.4 (25.3) 4.9
CADIZ INC 2ZC GR 74.4 (25.3) 4.9
CALUMET SPECIALT CLMT US 1,808.3 (128.6) (9.6)
CAMPING WORLD-A CWH US 3,256.4 (9.2) 458.7
CAMPING WORLD-A C83 GR 3,256.4 (9.2) 458.7
CAMPING WORLD-A CWHEUR EU 3,256.4 (9.2) 458.7
CAMPING WORLD-A C83 TH 3,256.4 (9.2) 458.7
CAMPING WORLD-A C83 QT 3,256.4 (9.2) 458.7
CAP SENIOR LIVIN CSU2EUR EU 702.8 (279.3) (329.7)
CDK GLOBAL INC C2G QT 2,935.4 (425.2) 392.1
CDK GLOBAL INC CDK* MM 2,935.4 (425.2) 392.1
CDK GLOBAL INC C2G TH 2,935.4 (425.2) 392.1
CDK GLOBAL INC CDKEUR EU 2,935.4 (425.2) 392.1
CDK GLOBAL INC C2G GR 2,935.4 (425.2) 392.1
CDK GLOBAL INC C2G SW 2,935.4 (425.2) 392.1
CDK GLOBAL INC CDK US 2,935.4 (425.2) 392.1
CEDAR FAIR LP FUN US 2,693.4 (666.4) 254.5
CENGAGE LEARNING CNGO US 2,704.3 (177.2) 167.1
CENTRUS ENERGY-A LEU US 486.3 (320.6) 40.0
CENTRUS ENERGY-A LEUEUR EU 486.3 (320.6) 40.0
CENTRUS ENERGY-A 4CU TH 486.3 (320.6) 40.0
CENTRUS ENERGY-A 4CU GR 486.3 (320.6) 40.0
CEREVEL THERAPEU CERE US 150.5 142.6 (1.7)
CHARGEPOINT HOLD CHPT US 290.1 (0.8) 108.5
CHESAPEAKE ENERG CHK US 6,584.0 (5,341.0) (1,986.0)
CHESAPEAKE ENERG CS1 GR 6,584.0 (5,341.0) (1,986.0)
CHESAPEAKE ENERG CHK1EUR EU 6,584.0 (5,341.0) (1,986.0)
CHEWY INC- CL A CHWY US 1,740.9 (2.0) (154.1)
CHEWY INC- CL A CHWY* MM 1,740.9 (2.0) (154.1)
CHOICE HOTELS CZH GR 1,587.3 (5.8) 177.1
CHOICE HOTELS CHH US 1,587.3 (5.8) 177.1
CINCINNATI BELL CBBEUR EU 2,668.6 (191.1) (87.0)
CINCINNATI BELL CBB US 2,668.6 (191.1) (87.0)
CINCINNATI BELL CIB1 GR 2,668.6 (191.1) (87.0)
CLOVIS ONCOLOGY C6O QT 605.6 (158.7) 125.9
CLOVIS ONCOLOGY C6O TH 605.6 (158.7) 125.9
CLOVIS ONCOLOGY CLVSEUR EU 605.6 (158.7) 125.9
CLOVIS ONCOLOGY C6O GZ 605.6 (158.7) 125.9
CLOVIS ONCOLOGY C6O GR 605.6 (158.7) 125.9
CLOVIS ONCOLOGY CLVS US 605.6 (158.7) 125.9
COGENT COMMUNICA CCOIEUR EU 1,000.5 (293.2) 361.9
COGENT COMMUNICA CCOI* MM 1,000.5 (293.2) 361.9
COGENT COMMUNICA CCOI US 1,000.5 (293.2) 361.9
COGENT COMMUNICA OGM1 GR 1,000.5 (293.2) 361.9
COMMUNITY HEALTH CG5 QT 16,006.0 (1,054.0) 1,695.0
COMMUNITY HEALTH CYH1EUR EU 16,006.0 (1,054.0) 1,695.0
COMMUNITY HEALTH CG5 TH 16,006.0 (1,054.0) 1,695.0
COMMUNITY HEALTH CG5 GZ 16,006.0 (1,054.0) 1,695.0
COMMUNITY HEALTH CYH US 16,006.0 (1,054.0) 1,695.0
COMMUNITY HEALTH CG5 GR 16,006.0 (1,054.0) 1,695.0
CPI CARD GROUP I PMTSEUR EU 266.2 (138.0) 95.6
CPI CARD GROUP I PMTS US 266.2 (138.0) 95.6
CPI CARD GROUP I PMTS CN 266.2 (138.0) 95.6
CUSTOM TRUCK ONE CTOS US 768.4 (31.1) 31.9
CYTODYN INC CYDY US 113.7 (15.8) (18.0)
D AND Z MEDIA AC DNZ/U US 0.2 (0.0) (0.2)
D AND Z MEDIA-A DNZ US 0.2 (0.0) (0.2)
DELEK LOGISTICS DKL US 956.4 (108.3) 1.0
DENNY'S CORP DENNEUR EU 430.9 (130.4) (28.5)
DENNY'S CORP DE8 GR 430.9 (130.4) (28.5)
DENNY'S CORP DENN US 430.9 (130.4) (28.5)
DENNY'S CORP DE8 TH 430.9 (130.4) (28.5)
DIEBOLD NIXDORF DBDEUR EU 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD TH 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD QT 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD GZ 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD SW 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD GR 3,657.4 (831.7) 207.8
DIEBOLD NIXDORF DBD US 3,657.4 (831.7) 207.8
DIGITAL MEDIA-A DMS US 202.4 (73.6) 19.9
DIGITAL TRANSFOR DTOCU US 0.0 (0.0) (0.0)
DINE BRANDS GLOB IHP GZ 2,074.9 (354.7) 237.9
DINE BRANDS GLOB IHP TH 2,074.9 (354.7) 237.9
DINE BRANDS GLOB IHP GR 2,074.9 (354.7) 237.9
DINE BRANDS GLOB DIN US 2,074.9 (354.7) 237.9
DOMINO'S PIZZA DPZEUR EU 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA EZV GZ 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA DPZ AV 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA DPZ* MM 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA EZV QT 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA DPZ US 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA EZV GR 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA EZV TH 1,567.2 (3,300.4) 398.6
DOMINO'S PIZZA EZV SW 1,567.2 (3,300.4) 398.6
DOMO INC- CL B DOMO US 216.4 (83.5) (20.7)
DOMO INC- CL B 1ON GR 216.4 (83.5) (20.7)
DOMO INC- CL B 1ON GZ 216.4 (83.5) (20.7)
DOMO INC- CL B DOMOEUR EU 216.4 (83.5) (20.7)
DOMO INC- CL B 1ON TH 216.4 (83.5) (20.7)
DRIVE SHACK INC DS US 449.5 (0.4) (51.4)
DYE & DURHAM LTD DYNDF US 1,132.0 557.0 210.5
DYE & DURHAM LTD DND CN 1,132.0 557.0 210.5
ESPERION THERAPE ESPREUR EU 353.3 (96.1) 251.8
ESPERION THERAPE 0ET TH 353.3 (96.1) 251.8
ESPERION THERAPE 0ET QT 353.3 (96.1) 251.8
ESPERION THERAPE 0ET GR 353.3 (96.1) 251.8
ESPERION THERAPE 0ET GZ 353.3 (96.1) 251.8
ESPERION THERAPE ESPR US 353.3 (96.1) 251.8
EVERI HOLDINGS I EVRIEUR EU 1,477.2 (7.9) 112.1
EVERI HOLDINGS I EVRI US 1,477.2 (7.9) 112.1
EVERI HOLDINGS I G2C GR 1,477.2 (7.9) 112.1
EVERI HOLDINGS I G2C TH 1,477.2 (7.9) 112.1
EVOLUS INC EOLS US 209.1 (73.0) (52.6)
EVOLUS INC EVL GR 209.1 (73.0) (52.6)
EVOLUS INC EOLSEUR EU 209.1 (73.0) (52.6)
EVOLUS INC EVL TH 209.1 (73.0) (52.6)
EVOLUS INC EVL QT 209.1 (73.0) (52.6)
EVOLUS INC EVL GZ 209.1 (73.0) (52.6)
EXTRACTION OIL & XOG US 2,025.2 (847.3) (369.4)
EXTRACTION OIL & EH40 GR 2,025.2 (847.3) (369.4)
EXTRACTION OIL & XOG1EUR EU 2,025.2 (847.3) (369.4)
FLEXION THERAPEU F02 TH 251.9 (16.7) 170.5
FLEXION THERAPEU FLXNEUR EU 251.9 (16.7) 170.5
FLEXION THERAPEU F02 QT 251.9 (16.7) 170.5
FLEXION THERAPEU FLXN US 251.9 (16.7) 170.5
FLEXION THERAPEU F02 GR 251.9 (16.7) 170.5
FORTUNE VALLEY T FVTI US 0.4 (1.0) (0.9)
FRONTDOOR IN FTDR US 1,405.0 (61.0) 223.0
FRONTDOOR IN 3I5 GR 1,405.0 (61.0) 223.0
FRONTDOOR IN FTDREUR EU 1,405.0 (61.0) 223.0
GLOBAL CLEAN ENE GCEHD US 206.1 (28.7) (5.8)
GLOBAL SYNERGY GSAQU US 0.6 (0.0) (0.5)
GLOBAL SYNERGY-A GSAQ US 0.6 (0.0) (0.5)
GODADDY INC-A 38D TH 6,432.9 (11.8) (1,022.9)
GODADDY INC-A GDDY* MM 6,432.9 (11.8) (1,022.9)
GODADDY INC-A 38D GR 6,432.9 (11.8) (1,022.9)
GODADDY INC-A 38D QT 6,432.9 (11.8) (1,022.9)
GODADDY INC-A 38D GZ 6,432.9 (11.8) (1,022.9)
GODADDY INC-A GDDY US 6,432.9 (11.8) (1,022.9)
GOGO INC GOGOEUR EU 673.6 (641.1) 74.1
GOGO INC G0G QT 673.6 (641.1) 74.1
GOGO INC G0G GZ 673.6 (641.1) 74.1
GOGO INC GOGO US 673.6 (641.1) 74.1
GOGO INC G0G GR 673.6 (641.1) 74.1
GOGO INC G0G TH 673.6 (641.1) 74.1
GOLDEN NUGGET ON GNOG US 178.7 (72.2) 60.4
GOLDEN NUGGET ON 5ZU GR 178.7 (72.2) 60.4
GOLDEN NUGGET ON LCA2EUR EU 178.7 (72.2) 60.4
GOLDEN NUGGET ON 5ZU TH 178.7 (72.2) 60.4
GOOSEHEAD INSU-A GSHD US 185.8 (38.4) 30.3
GOOSEHEAD INSU-A 2OX GR 185.8 (38.4) 30.3
GOOSEHEAD INSU-A GSHDEUR EU 185.8 (38.4) 30.3
GORES GUGGENHEIM GGPIU US - (0.0) (0.0)
GORES HOLD VII-A GSEV US - - -
GORES HOLDINGS V GSEVU US - - -
GRAFTECH INTERNA EAF US 1,432.7 (329.4) 431.1
GRAFTECH INTERNA G6G GR 1,432.7 (329.4) 431.1
GRAFTECH INTERNA G6G TH 1,432.7 (329.4) 431.1
GRAFTECH INTERNA EAFEUR EU 1,432.7 (329.4) 431.1
GRAFTECH INTERNA G6G QT 1,432.7 (329.4) 431.1
GRAFTECH INTERNA G6G GZ 1,432.7 (329.4) 431.1
GREEN PLAINS PAR GPP US 105.3 (46.5) (101.1)
GREENSKY INC-A GSKY US 1,523.1 (175.5) 841.6
GT BIOPHARMA INC GTBP US 0.9 (29.8) (29.9)
GT BIOPHARMA INC OXI GZ 0.9 (29.8) (29.9)
GT BIOPHARMA INC OXISEUR EU 0.9 (29.8) (29.9)
GT BIOPHARMA INC OXI GR 0.9 (29.8) (29.9)
H&R BLOCK - BDR H1RB34 BZ 3,168.4 (534.6) 529.2
H&R BLOCK INC HRB QT 3,168.4 (534.6) 529.2
H&R BLOCK INC HRBEUR EU 3,168.4 (534.6) 529.2
H&R BLOCK INC HRB GZ 3,168.4 (534.6) 529.2
H&R BLOCK INC HRB US 3,168.4 (534.6) 529.2
H&R BLOCK INC HRB GR 3,168.4 (534.6) 529.2
H&R BLOCK INC HRB TH 3,168.4 (534.6) 529.2
HERBALIFE NUTRIT HOO TH 3,076.1 (856.1) 648.5
HERBALIFE NUTRIT HOO GZ 3,076.1 (856.1) 648.5
HERBALIFE NUTRIT HLFEUR EU 3,076.1 (856.1) 648.5
HERBALIFE NUTRIT HOO QT 3,076.1 (856.1) 648.5
HERBALIFE NUTRIT HOO GR 3,076.1 (856.1) 648.5
HERBALIFE NUTRIT HLF US 3,076.1 (856.1) 648.5
HEWLETT-CEDEAR HPQ AR 34,737.0 (3,235.0) (7,442.0)
HEWLETT-CEDEAR HPQD AR 34,737.0 (3,235.0) (7,442.0)
HEWLETT-CEDEAR HPQC AR 34,737.0 (3,235.0) (7,442.0)
HILTON WORLD-BDR H1LT34 BZ 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HLT* MM 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HLTEUR EU 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HLTW AV 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HI91 TE 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HI91 QT 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HI91 GZ 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HLT US 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HI91 TH 16,755.0 (1,486.0) 1,771.0
HILTON WORLDWIDE HI91 GR 16,755.0 (1,486.0) 1,771.0
HORIZON GLOBAL HZN US 456.5 (23.9) 80.0
HORIZON GLOBAL 2H6 GR 456.5 (23.9) 80.0
HORIZON GLOBAL HZN1EUR EU 456.5 (23.9) 80.0
HOVNANIAN ENT-A HOVEUR EU 1,850.7 (416.3) 870.0
HOVNANIAN ENT-A HO3A GR 1,850.7 (416.3) 870.0
HOVNANIAN ENT-A HOV US 1,850.7 (416.3) 870.0
HP COMPANY-BDR HPQB34 BZ 34,737.0 (3,235.0) (7,442.0)
HP INC HPQUSD SW 34,737.0 (3,235.0) (7,442.0)
HP INC HPQEUR EU 34,737.0 (3,235.0) (7,442.0)
HP INC 7HP GZ 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ AV 34,737.0 (3,235.0) (7,442.0)
HP INC 7HP QT 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ TE 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ US 34,737.0 (3,235.0) (7,442.0)
HP INC 7HP TH 34,737.0 (3,235.0) (7,442.0)
HP INC 7HP GR 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ* MM 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ CI 34,737.0 (3,235.0) (7,442.0)
HP INC HPQ SW 34,737.0 (3,235.0) (7,442.0)
HYRECAR INC HYRE US 6.3 (4.5) (4.2)
HYRECAR INC 8HY TH 6.3 (4.5) (4.2)
HYRECAR INC 8HY QT 6.3 (4.5) (4.2)
HYRECAR INC 8HY GZ 6.3 (4.5) (4.2)
HYRECAR INC 8HY GR 6.3 (4.5) (4.2)
INFRASTRUCTURE A IEA US 729.1 (72.7) 102.8
INFRASTRUCTURE A IEAEUR EU 729.1 (72.7) 102.8
INFRASTRUCTURE A 5YF GR 729.1 (72.7) 102.8
INSEEGO CORP INSG US 227.4 (27.9) 38.4
INSEEGO CORP INSGEUR EU 227.4 (27.9) 38.4
INSEEGO CORP INO GR 227.4 (27.9) 38.4
INSEEGO CORP INO GZ 227.4 (27.9) 38.4
INSEEGO CORP INO QT 227.4 (27.9) 38.4
INSEEGO CORP INO TH 227.4 (27.9) 38.4
INSPIRED ENTERTA INSEEUR EU 324.1 (88.7) 27.1
INSPIRED ENTERTA 4U8 GR 324.1 (88.7) 27.1
INSPIRED ENTERTA INSE US 324.1 (88.7) 27.1
INTERCEPT PHARMA ICPT* MM 580.5 (166.9) 366.7
INTERCEPT PHARMA I4P GZ 580.5 (166.9) 366.7
INTERCEPT PHARMA ICPT US 580.5 (166.9) 366.7
INTERCEPT PHARMA I4P GR 580.5 (166.9) 366.7
INTERCEPT PHARMA I4P TH 580.5 (166.9) 366.7
JACK IN THE BOX JBX GZ 1,913.6 (749.1) 62.7
JACK IN THE BOX JBX QT 1,913.6 (749.1) 62.7
JACK IN THE BOX JACK1EUR EU 1,913.6 (749.1) 62.7
JACK IN THE BOX JBX GR 1,913.6 (749.1) 62.7
JACK IN THE BOX JACK US 1,913.6 (749.1) 62.7
JOSEMARIA RESOUR JOSES I2 19.7 (12.4) (24.7)
JOSEMARIA RESOUR JOSE SS 19.7 (12.4) (24.7)
JOSEMARIA RESOUR NGQSEK EU 19.7 (12.4) (24.7)
JOSEMARIA RESOUR JOSES IX 19.7 (12.4) (24.7)
JOSEMARIA RESOUR JOSES EB 19.7 (12.4) (24.7)
JUST ENERGY GROU JE CN 1,069.0 (215.8) (0.5)
KEMPHARM INC KMPHEUR EU 11.2 (66.4) 0.8
KEMPHARM INC 1GDA GR 11.2 (66.4) 0.8
KEMPHARM INC KMPH US 11.2 (66.4) 0.8
KEMPHARM INC 1GDA TH 11.2 (66.4) 0.8
KEMPHARM INC 1GDA QT 11.2 (66.4) 0.8
KITS EYECARE LTD KITS CN 54.7 (0.6) (24.3)
KITS EYECARE LTD KTYCF US 54.7 (0.6) (24.3)
KL ACQUISI-CLS A KLAQ US 0.4 (0.0) (0.5)
KL ACQUISITION C KLAQU US 0.4 (0.0) (0.5)
L BRANDS INC LBRA AV 11,571.0 (661.0) 2,753.0
L BRANDS INC LBEUR EU 11,571.0 (661.0) 2,753.0
L BRANDS INC LB* MM 11,571.0 (661.0) 2,753.0
L BRANDS INC LTD QT 11,571.0 (661.0) 2,753.0
L BRANDS INC LTD GZ 11,571.0 (661.0) 2,753.0
L BRANDS INC LB US 11,571.0 (661.0) 2,753.0
L BRANDS INC LTD TH 11,571.0 (661.0) 2,753.0
L BRANDS INC LTD GR 11,571.0 (661.0) 2,753.0
L BRANDS INC LTD SW 11,571.0 (661.0) 2,753.0
L BRANDS INC-BDR LBRN34 BZ 11,571.0 (661.0) 2,753.0
LAREDO PETROLEUM LPI1EUR EU 1,442.6 (21.4) (61.0)
LAREDO PETROLEUM 8LP1 GR 1,442.6 (21.4) (61.0)
LAREDO PETROLEUM LPI US 1,442.6 (21.4) (61.0)
LDH GROWTH CORP LDHAU US - - -
LEE ENTERPRISES LEE US 867.3 (12.4) (35.7)
LENNOX INTL INC LXI TH 2,032.5 (17.1) 386.3
LENNOX INTL INC LII1EUR EU 2,032.5 (17.1) 386.3
LENNOX INTL INC LXI GR 2,032.5 (17.1) 386.3
LENNOX INTL INC LII US 2,032.5 (17.1) 386.3
LENNOX INTL INC LII* MM 2,032.5 (17.1) 386.3
LESLIE'S INC LESL US 747.1 (386.4) 162.8
LESLIE'S INC LE3 GR 747.1 (386.4) 162.8
LESLIE'S INC LESLEUR EU 747.1 (386.4) 162.8
LESLIE'S INC LE3 TH 747.1 (386.4) 162.8
LESLIE'S INC LE3 QT 747.1 (386.4) 162.8
LIFEMD INC LFMD US 13.1 (0.8) (1.4)
MADISON SQUARE G MSG1EUR EU 1,292.1 (265.1) (172.7)
MADISON SQUARE G MS8 GR 1,292.1 (265.1) (172.7)
MADISON SQUARE G MSGS US 1,292.1 (265.1) (172.7)
MADISON SQUARE G MS8 TH 1,292.1 (265.1) (172.7)
MADISON SQUARE G MS8 QT 1,292.1 (265.1) (172.7)
MADISON SQUARE G MS8 GZ 1,292.1 (265.1) (172.7)
MANNKIND CORP MNKDEUR EU 108.6 (180.4) 5.8
MANNKIND CORP NNFN QT 108.6 (180.4) 5.8
MANNKIND CORP NNFN GZ 108.6 (180.4) 5.8
MANNKIND CORP NNFN TH 108.6 (180.4) 5.8
MANNKIND CORP MNKD US 108.6 (180.4) 5.8
MANNKIND CORP NNFN GR 108.6 (180.4) 5.8
MANNKIND CORP NNFN SW 108.6 (180.4) 5.8
MASON INDUS-CL A MIT US 0.5 (0.1) 0.0
MASON INDUSTRIAL MIT/U US 0.5 (0.1) 0.0
MATCH GROUP -BDR M1TC34 BZ 2,977.0 (1,176.0) 520.2
MATCH GROUP INC MTCH US 2,977.0 (1,176.0) 520.2
MATCH GROUP INC MTCH1* MM 2,977.0 (1,176.0) 520.2
MATCH GROUP INC 4MGN TH 2,977.0 (1,176.0) 520.2
MATCH GROUP INC 4MGN QT 2,977.0 (1,176.0) 520.2
MATCH GROUP INC 4MGN GR 2,977.0 (1,176.0) 520.2
MATCH GROUP INC 4MGN SW 2,977.0 (1,176.0) 520.2
MATCH GROUP INC MTC2 AV 2,977.0 (1,176.0) 520.2
MATCH GROUP INC 4MGN GZ 2,977.0 (1,176.0) 520.2
MCAFEE CORP - A MCFE US 5,428.0 (1,800.0) (1,471.0)
MCAFEE CORP - A MC7 GR 5,428.0 (1,800.0) (1,471.0)
MCAFEE CORP - A MCFEEUR EU 5,428.0 (1,800.0) (1,471.0)
MCDONALD'S CORP TCXMCD AU 52,626.8 (7,824.9) 62.0
MCDONALDS - BDR MCDC34 BZ 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCDUSD SW 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCDEUR EU 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MDO GZ 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD AV 52,626.8 (7,824.9) 62.0
MCDONALDS CORP 0R16 LN 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MDO QT 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCDCL CI 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MDO TH 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD US 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD SW 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MDO GR 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD* MM 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD TE 52,626.8 (7,824.9) 62.0
MCDONALDS CORP MCD CI 52,626.8 (7,824.9) 62.0
MCDONALDS-CEDEAR MCDD AR 52,626.8 (7,824.9) 62.0
MCDONALDS-CEDEAR MCD AR 52,626.8 (7,824.9) 62.0
MCDONALDS-CEDEAR MCDC AR 52,626.8 (7,824.9) 62.0
MDC PARTNERS-A MDCAEUR EU 1,511.3 (381.8) (204.1)
MDC PARTNERS-A MD7A GR 1,511.3 (381.8) (204.1)
MDC PARTNERS-A MDCA US 1,511.3 (381.8) (204.1)
MEDIAALPHA INC-A MAX US - (9.9) (9.9)
MICHAELS COS INC MIKEUR EU 4,528.4 (1,197.2) 556.6
MICHAELS COS INC MIM QT 4,528.4 (1,197.2) 556.6
MICHAELS COS INC MIM GZ 4,528.4 (1,197.2) 556.6
MICHAELS COS INC MIK US 4,528.4 (1,197.2) 556.6
MICHAELS COS INC MIM GR 4,528.4 (1,197.2) 556.6
MICHAELS COS INC MIM TH 4,528.4 (1,197.2) 556.6
MILESTONE MEDICA MMDPLN EU 0.9 (17.0) (17.0)
MILESTONE MEDICA MMD PW 0.9 (17.0) (17.0)
MONEYGRAM INTERN MGIEUR EU 4,674.1 (237.0) (20.7)
MONEYGRAM INTERN 9M1N TH 4,674.1 (237.0) (20.7)
MONEYGRAM INTERN 9M1N QT 4,674.1 (237.0) (20.7)
MONEYGRAM INTERN MGI US 4,674.1 (237.0) (20.7)
MONEYGRAM INTERN 9M1N GR 4,674.1 (237.0) (20.7)
MONGODB INC MDB US 1,407.5 (0.3) 787.3
MONGODB INC 526 GR 1,407.5 (0.3) 787.3
MONGODB INC 526 QT 1,407.5 (0.3) 787.3
MONGODB INC MDBEUR EU 1,407.5 (0.3) 787.3
MONGODB INC 526 TH 1,407.5 (0.3) 787.3
MONGODB INC MDB* MM 1,407.5 (0.3) 787.3
MONGODB INC 526 GZ 1,407.5 (0.3) 787.3
MONGODB INC- BDR M1DB34 BZ 1,407.5 (0.3) 787.3
MONTES ARCHIM-A MAAC US 0.5 (0.0) (0.5)
MONTES ARCHIMEDE MAACU US 0.5 (0.0) (0.5)
MOTOROLA SOL-BDR M1SI34 BZ 10,876.0 (541.0) 838.0
MOTOROLA SOL-CED MSI AR 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MSI1EUR EU 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MTLA GZ 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MOSI AV 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MTLA QT 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MOT TE 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MSI US 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MTLA TH 10,876.0 (541.0) 838.0
MOTOROLA SOLUTIO MTLA GR 10,876.0 (541.0) 838.0
MSCI INC 3HM GZ 4,198.6 (443.2) 903.8
MSCI INC 3HM QT 4,198.6 (443.2) 903.8
MSCI INC MSCI* MM 4,198.6 (443.2) 903.8
MSCI INC 3HM TH 4,198.6 (443.2) 903.8
MSCI INC 3HM GR 4,198.6 (443.2) 903.8
MSCI INC MSCI US 4,198.6 (443.2) 903.8
MSCI INC-BDR M1SC34 BZ 4,198.6 (443.2) 903.8
MSG NETWORKS- A 1M4 QT 921.7 (467.9) 331.9
MSG NETWORKS- A MSGNEUR EU 921.7 (467.9) 331.9
MSG NETWORKS- A 1M4 TH 921.7 (467.9) 331.9
MSG NETWORKS- A MSGN US 921.7 (467.9) 331.9
MSG NETWORKS- A 1M4 GR 921.7 (467.9) 331.9
N/A HYREEUR EU 6.3 (4.5) (4.2)
NATHANS FAMOUS NATHEUR EU 104.6 (63.1) 79.3
NATHANS FAMOUS NATH US 104.6 (63.1) 79.3
NATHANS FAMOUS NFA GR 104.6 (63.1) 79.3
NATIONAL CINEMED NCMIEUR EU 886.2 (268.6) 149.9
NATIONAL CINEMED NCMI US 886.2 (268.6) 149.9
NATIONAL CINEMED XWM GR 886.2 (268.6) 149.9
NAVISTAR INTL NAVEUR EU 6,118.0 (3,825.0) 811.0
NAVISTAR INTL IHR QT 6,118.0 (3,825.0) 811.0
NAVISTAR INTL IHR GZ 6,118.0 (3,825.0) 811.0
NAVISTAR INTL IHR TH 6,118.0 (3,825.0) 811.0
NAVISTAR INTL IHR GR 6,118.0 (3,825.0) 811.0
NAVISTAR INTL NAV US 6,118.0 (3,825.0) 811.0
NEW ENG RLTY-LP NEN US 291.7 (41.5) -
NOBLE ROCK ACQ-A NRAC US 0.4 (0.0) (0.3)
NOBLE ROCK ACQUI NRACU US 0.4 (0.0) (0.3)
NORTHERN OIL AND NOG1EUR EU 872.1 (223.3) (56.8)
NORTHERN OIL AND 4LT1 TH 872.1 (223.3) (56.8)
NORTHERN OIL AND 4LT1 GR 872.1 (223.3) (56.8)
NORTHERN OIL AND NOG US 872.1 (223.3) (56.8)
NORTONLIFEL- BDR S1YM34 BZ 6,357.0 (492.0) 27.0
NORTONLIFELOCK I NLOK* MM 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYMCEUR EU 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYM GZ 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYMC AV 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYM QT 6,357.0 (492.0) 27.0
NORTONLIFELOCK I NLOK US 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYM TH 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYM GR 6,357.0 (492.0) 27.0
NORTONLIFELOCK I SYMC TE 6,357.0 (492.0) 27.0
NOUVEAU MONDE GR NM9A GR 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NOUEUR EU 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NM9A TH 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NM9A GZ 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NM9A QT 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NOU CN 21.2 (5.3) (0.2)
NOUVEAU MONDE GR NMGRD US 21.2 (5.3) (0.2)
NUTANIX INC - A 0NU GZ 2,311.5 (758.4) 766.2
NUTANIX INC - A 0NU GR 2,311.5 (758.4) 766.2
NUTANIX INC - A NTNXEUR EU 2,311.5 (758.4) 766.2
NUTANIX INC - A 0NU TH 2,311.5 (758.4) 766.2
NUTANIX INC - A 0NU QT 2,311.5 (758.4) 766.2
NUTANIX INC - A NTNX US 2,311.5 (758.4) 766.2
NUTANIX INC - A 0NU SW 2,311.5 (758.4) 766.2
OMEGA ALPHA SP-A OMEG US 0.4 (0.0) (0.0)
OMEROS CORP 3O8 QT 181.0 (120.8) 114.5
OMEROS CORP 3O8 TH 181.0 (120.8) 114.5
OMEROS CORP OMEREUR EU 181.0 (120.8) 114.5
OMEROS CORP 3O8 GZ 181.0 (120.8) 114.5
OMEROS CORP OMER US 181.0 (120.8) 114.5
OMEROS CORP 3O8 GR 181.0 (120.8) 114.5
ONCOLOGY PHARMA ONPH US 0.0 (0.4) (0.4)
OPTIVA INC OPT CN 77.4 (79.4) 3.0
ORTHO CLINCICAL OCDX US 3,401.5 (1,010.8) 230.8
ORTHO CLINCICAL 41V GR 3,401.5 (1,010.8) 230.8
ORTHO CLINCICAL OCDXEUR EU 3,401.5 (1,010.8) 230.8
ORTHO CLINCICAL 41V TH 3,401.5 (1,010.8) 230.8
OTIS WORLDWI OTIS US 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI 4PG GR 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI OTIS* MM 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI OTISEUR EU 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI 4PG GZ 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI 4PG TH 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI 4PG QT 10,710.0 (3,201.0) (180.0)
OTIS WORLDWI-BDR O1TI34 BZ 10,710.0 (3,201.0) (180.0)
PAPA JOHN'S INTL PZZAEUR EU 872.8 (8.6) 17.5
PAPA JOHN'S INTL PP1 GZ 872.8 (8.6) 17.5
PAPA JOHN'S INTL PP1 TH 872.8 (8.6) 17.5
PAPA JOHN'S INTL PP1 QT 872.8 (8.6) 17.5
PAPA JOHN'S INTL PP1 GR 872.8 (8.6) 17.5
PAPA JOHN'S INTL PZZA US 872.8 (8.6) 17.5
PARATEK PHARMACE N4CN GZ 176.9 (102.3) 140.2
PARATEK PHARMACE PRTK US 176.9 (102.3) 140.2
PARATEK PHARMACE N4CN GR 176.9 (102.3) 140.2
PARATEK PHARMACE N4CN TH 176.9 (102.3) 140.2
PARTS ID INC ID US 48.2 (12.7) (25.8)
PAVMED INC PAVMEUR EU 19.8 (0.5) (1.0)
PAVMED INC PAVM US 19.8 (0.5) (1.0)
PAVMED INC 1P5 GR 19.8 (0.5) (1.0)
PAYFARE INC PAY CN 31.8 (8.8) (10.0)
PHASEBIO PHARMAC PHAS US 50.4 (25.2) 25.2
PHILIP MORRI-BDR PHMO34 BZ 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN 0M8V LN 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PMOR AV 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN 4I1 GZ 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PM* MM 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN 4I1 QT 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PMIZ TQ 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN 4I1 GR 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PM US 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PM1CHF EU 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PM1 TE 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN 4I1 TH 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PM1EUR EU 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PMI SW 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PMIZ EB 44,815.0 (10,631.0) 1,877.0
PHILIP MORRIS IN PMIZ IX 44,815.0 (10,631.0) 1,877.0
PIONEER MERGER PACXU US 0.5 (0.0) (0.5)
PIONEER MERGER-A PACX US 0.5 (0.0) (0.5)
PLANET FITNESS-A 3PL QT 1,849.7 (705.7) 454.9
PLANET FITNESS-A PLNT1EUR EU 1,849.7 (705.7) 454.9
PLANET FITNESS-A PLNT US 1,849.7 (705.7) 454.9
PLANET FITNESS-A 3PL TH 1,849.7 (705.7) 454.9
PLANET FITNESS-A 3PL GR 1,849.7 (705.7) 454.9
PLANET FITNESS-A 3PL GZ 1,849.7 (705.7) 454.9
PLANTRONICS INC PLTEUR EU 2,201.5 (145.0) 193.1
PLANTRONICS INC PTM GZ 2,201.5 (145.0) 193.1
PLANTRONICS INC PTM TH 2,201.5 (145.0) 193.1
PLANTRONICS INC PTM QT 2,201.5 (145.0) 193.1
PLANTRONICS INC PLT US 2,201.5 (145.0) 193.1
PLANTRONICS INC PTM GR 2,201.5 (145.0) 193.1
PONTEM CORP PNTM/U US 0.6 (0.0) (0.5)
PONTEM CORP-CL A PNTM US 0.6 (0.0) (0.5)
PPD INC PPD US 6,293.8 (711.6) 268.6
PRIORITY TECHNOL PRTHU US 417.8 (98.6) (13.0)
PRIORITY TECHNOL PRTH US 417.8 (98.6) (13.0)
PRIORITY TECHNOL PRTHEUR EU 417.8 (98.6) (13.0)
PRIORITY TECHNOL 60W GR 417.8 (98.6) (13.0)
PROGENITY INC PROG US 154.4 (107.0) 53.7
PSOMAGEN INC-KDR 950200 KS 49.5 36.8 25.3
PUMA BIOTECHNOLO 0PB TH 244.2 (6.0) 31.9
PUMA BIOTECHNOLO PBYIEUR EU 244.2 (6.0) 31.9
PUMA BIOTECHNOLO PBYI US 244.2 (6.0) 31.9
PUMA BIOTECHNOLO 0PB GR 244.2 (6.0) 31.9
QUALTRICS INT-A 5DX0 GR 1,039.1 (268.9) (375.9)
QUALTRICS INT-A 5DX0 QT 1,039.1 (268.9) (375.9)
QUALTRICS INT-A 5DX0 GZ 1,039.1 (268.9) (375.9)
QUALTRICS INT-A XM1EUR EU 1,039.1 (268.9) (375.9)
QUALTRICS INT-A 5DX0 TH 1,039.1 (268.9) (375.9)
QUALTRICS INT-A XM US 1,039.1 (268.9) (375.9)
QUANTUM CORP QTM1EUR EU 185.8 (194.0) 1.6
QUANTUM CORP QNT2 TH 185.8 (194.0) 1.6
QUANTUM CORP QMCO US 185.8 (194.0) 1.6
QUANTUM CORP QNT2 GR 185.8 (194.0) 1.6
RADIUS HEALTH IN 1R8 TH 191.6 (123.7) 107.4
RADIUS HEALTH IN 1R8 QT 191.6 (123.7) 107.4
RADIUS HEALTH IN RDUSEUR EU 191.6 (123.7) 107.4
RADIUS HEALTH IN RDUS US 191.6 (123.7) 107.4
RADIUS HEALTH IN 1R8 GR 191.6 (123.7) 107.4
REVLON INC-A REV* MM 2,527.7 (1,862.0) 202.2
REVLON INC-A RVL1 TH 2,527.7 (1,862.0) 202.2
REVLON INC-A REVEUR EU 2,527.7 (1,862.0) 202.2
REVLON INC-A RVL1 GR 2,527.7 (1,862.0) 202.2
REVLON INC-A REV US 2,527.7 (1,862.0) 202.2
RIMINI STREET IN RMNI US 279.9 (63.1) (62.1)
RR DONNELLEY & S RRDEUR EU 3,130.9 (243.8) 466.4
RR DONNELLEY & S RRD US 3,130.9 (243.8) 466.4
RR DONNELLEY & S DLLN GR 3,130.9 (243.8) 466.4
RR DONNELLEY & S DLLN TH 3,130.9 (243.8) 466.4
RUSH STREET INTE RSI US 308.6 (97.2) (106.5)
SBA COMM CORP 4SB GR 9,158.0 (4,809.2) (141.8)
SBA COMM CORP SBAC US 9,158.0 (4,809.2) (141.8)
SBA COMM CORP 4SB GZ 9,158.0 (4,809.2) (141.8)
SBA COMM CORP SBAC* MM 9,158.0 (4,809.2) (141.8)
SBA COMM CORP SBACEUR EU 9,158.0 (4,809.2) (141.8)
SBA COMM CORP 4SB QT 9,158.0 (4,809.2) (141.8)
SBA COMM CORP 4SB TH 9,158.0 (4,809.2) (141.8)
SBA COMMUN - BDR S1BA34 BZ 9,158.0 (4,809.2) (141.8)
SCIENTIFIC GAMES SGMS US 7,984.0 (2,524.0) 1,348.0
SCIENTIFIC GAMES TJW GR 7,984.0 (2,524.0) 1,348.0
SCIENTIFIC GAMES TJW TH 7,984.0 (2,524.0) 1,348.0
SCIENTIFIC GAMES TJW GZ 7,984.0 (2,524.0) 1,348.0
SEAWORLD ENTERTA SEASEUR EU 2,566.4 (105.8) 190.3
SEAWORLD ENTERTA SEAS US 2,566.4 (105.8) 190.3
SEAWORLD ENTERTA W2L GR 2,566.4 (105.8) 190.3
SEAWORLD ENTERTA W2L TH 2,566.4 (105.8) 190.3
SECOND SIGHT MED 24PA GR 4.5 (0.7) (0.9)
SECOND SIGHT MED EYESEUR EU 4.5 (0.7) (0.9)
SECOND SIGHT MED EYES US 4.5 (0.7) (0.9)
SELECTA BIOSCIEN SELB US 165.4 (18.0) 69.8
SELECTA BIOSCIEN 1S7 GR 165.4 (18.0) 69.8
SELECTA BIOSCIEN SELBEUR EU 165.4 (18.0) 69.8
SELECTA BIOSCIEN 1S7 TH 165.4 (18.0) 69.8
SELECTA BIOSCIEN 1S7 GZ 165.4 (18.0) 69.8
SHELL MIDSTREAM SHLX US 2,347.0 (458.0) 312.0
SIENTRA INC SIEN3EUR EU 169.0 (0.6) 58.6
SIENTRA INC SIEN US 169.0 (0.6) 58.6
SIENTRA INC S0Z GR 169.0 (0.6) 58.6
SINCLAIR BROAD-A SBGIEUR EU 13,382.0 (995.0) 2,183.0
SINCLAIR BROAD-A SBTA GZ 13,382.0 (995.0) 2,183.0
SINCLAIR BROAD-A SBTA TH 13,382.0 (995.0) 2,183.0
SINCLAIR BROAD-A SBTA QT 13,382.0 (995.0) 2,183.0
SINCLAIR BROAD-A SBGI US 13,382.0 (995.0) 2,183.0
SINCLAIR BROAD-A SBTA GR 13,382.0 (995.0) 2,183.0
SINO UNITED WORL SUIC US 0.3 (0.1) (0.2)
SIRIUS XM HO-BDR SRXM34 BZ 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN SIRIEUR EU 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN RDO GZ 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN SIRI AV 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN RDO QT 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN RDO GR 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN RDO TH 10,333.0 (2,285.0) (2,200.0)
SIRIUS XM HOLDIN SIRI US 10,333.0 (2,285.0) (2,200.0)
SIX FLAGS ENTERT SIXEUR EU 2,772.7 (635.2) (145.7)
SIX FLAGS ENTERT 6FE QT 2,772.7 (635.2) (145.7)
SIX FLAGS ENTERT SIX US 2,772.7 (635.2) (145.7)
SIX FLAGS ENTERT 6FE TH 2,772.7 (635.2) (145.7)
SIX FLAGS ENTERT 6FE GR 2,772.7 (635.2) (145.7)
SLEEP NUMBER COR SNBREUR EU 800.1 (224.0) (474.1)
SLEEP NUMBER COR SNBR US 800.1 (224.0) (474.1)
SLEEP NUMBER COR SL2 GR 800.1 (224.0) (474.1)
SQL TECHNOLOGIES SQFL US 7.0 (22.9) (19.6)
STARBUCKS CORP SBUXEUR EU 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX TE 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX IM 29,968.4 (7,904.0) 473.6
STARBUCKS CORP TCXSBU AU 29,968.4 (7,904.0) 473.6
STARBUCKS CORP USSBUX KZ 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUXUSD SW 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SRB GZ 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX AV 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX US 29,968.4 (7,904.0) 473.6
STARBUCKS CORP 0QZH LI 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX PE 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SRB QT 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUXCL CI 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX* MM 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SRB GR 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SRB TH 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX CI 29,968.4 (7,904.0) 473.6
STARBUCKS CORP SBUX SW 29,968.4 (7,904.0) 473.6
STARBUCKS-BDR SBUB34 BZ 29,968.4 (7,904.0) 473.6
STARBUCKS-CEDEAR SBUX AR 29,968.4 (7,904.0) 473.6
STARBUCKS-CEDEAR SBUXD AR 29,968.4 (7,904.0) 473.6
SUBVERSIVE ACQUI SVX/U CN 226.1 (1.5) 223.9
SUBVERSIVE ACQUI SBVRF US 226.1 (1.5) 223.9
SVF INVESTMENT C SVFAU US 0.6 (0.1) (0.7)
SVF INVESTMENT-A SVFA US 0.6 (0.1) (0.7)
SWITCHBACK II CO SWBK/U US - - -
SWITCHBACK II-A SWBK US - - -
TASTEMAKER ACQ-A TMKR US 0.2 0.0 (0.1)
TASTEMAKER ACQUI TMKRU US 0.2 0.0 (0.1)
THOMA BRAVO ADVA TBA US 1.2 (0.0) (1.2)
THUNDER BRIDGE C TBCPU US 0.1 (0.0) (0.1)
THUNDER BRIDGE-A TBCP US 0.1 (0.0) (0.1)
TPCO HOLDING COR GRAM/U CN 607.7 (3.3) (3.3)
TPCO HOLDING COR GRAMF US 607.7 (3.3) (3.3)
TRANSDIGM - BDR T1DG34 BZ 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP T7D TH 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP T7D QT 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP TDGEUR EU 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP TDG US 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP T7D GR 18,557.0 (3,721.0) 5,511.0
TRANSDIGM GROUP TDG* MM 18,557.0 (3,721.0) 5,511.0
TRAVEL + LEISURE WD5A QT 7,613.0 (968.0) 1,545.0
TRAVEL + LEISURE WYNEUR EU 7,613.0 (968.0) 1,545.0
TRAVEL + LEISURE WD5A GZ 7,613.0 (968.0) 1,545.0
TRAVEL + LEISURE WD5A GR 7,613.0 (968.0) 1,545.0
TRAVEL + LEISURE WD5A TH 7,613.0 (968.0) 1,545.0
TRAVEL + LEISURE TNL US 7,613.0 (968.0) 1,545.0
TRIUMPH GROUP TGIEUR EU 2,401.9 (1,069.8) 699.1
TRIUMPH GROUP TG7 GZ 2,401.9 (1,069.8) 699.1
TRIUMPH GROUP TG7 GR 2,401.9 (1,069.8) 699.1
TRIUMPH GROUP TGI US 2,401.9 (1,069.8) 699.1
TRIUMPH GROUP TG7 TH 2,401.9 (1,069.8) 699.1
TUPPERWARE BRAND TUP TH 1,219.9 (204.7) (363.6)
TUPPERWARE BRAND TUP1EUR EU 1,219.9 (204.7) (363.6)
TUPPERWARE BRAND TUP GZ 1,219.9 (204.7) (363.6)
TUPPERWARE BRAND TUP QT 1,219.9 (204.7) (363.6)
TUPPERWARE BRAND TUP US 1,219.9 (204.7) (363.6)
TUPPERWARE BRAND TUP GR 1,219.9 (204.7) (363.6)
UBIQUITI INC 3UB GZ 781.2 (181.8) 374.7
UBIQUITI INC UBNTEUR EU 781.2 (181.8) 374.7
UBIQUITI INC UI US 781.2 (181.8) 374.7
UBIQUITI INC 3UB GR 781.2 (181.8) 374.7
UNISYS CORP USY1 GZ 2,707.9 (312.1) 570.9
UNISYS CORP USY1 QT 2,707.9 (312.1) 570.9
UNISYS CORP UISCHF EU 2,707.9 (312.1) 570.9
UNISYS CORP USY1 GR 2,707.9 (312.1) 570.9
UNISYS CORP USY1 TH 2,707.9 (312.1) 570.9
UNISYS CORP UIS US 2,707.9 (312.1) 570.9
UNISYS CORP UIS1 SW 2,707.9 (312.1) 570.9
UNISYS CORP UISEUR EU 2,707.9 (312.1) 570.9
UNITI GROUP INC 8XC GR 4,731.8 (2,072.4) -
UNITI GROUP INC 8XC TH 4,731.8 (2,072.4) -
UNITI GROUP INC UNIT US 4,731.8 (2,072.4) -
UNITI GROUP INC 8XC GZ 4,731.8 (2,072.4) -
UNITI GROUP INC 8XC SW 4,731.8 (2,072.4) -
VALVOLINE INC 0V4 GR 3,156.0 (55.0) 708.0
VALVOLINE INC 0V4 TH 3,156.0 (55.0) 708.0
VALVOLINE INC VVVEUR EU 3,156.0 (55.0) 708.0
VALVOLINE INC 0V4 QT 3,156.0 (55.0) 708.0
VALVOLINE INC VVV US 3,156.0 (55.0) 708.0
VECTOR GROUP LTD VGREUR EU 1,343.4 (659.7) 380.6
VECTOR GROUP LTD VGR TH 1,343.4 (659.7) 380.6
VECTOR GROUP LTD VGR QT 1,343.4 (659.7) 380.6
VECTOR GROUP LTD VGR GZ 1,343.4 (659.7) 380.6
VECTOR GROUP LTD VGR US 1,343.4 (659.7) 380.6
VECTOR GROUP LTD VGR GR 1,343.4 (659.7) 380.6
VERANO HOLDINGS VRNO CN 0.0 (0.3) (0.3)
VERANO HOLDINGS VRNOF US 0.0 (0.3) (0.3)
VERISIGN INC VRSN* MM 1,766.9 (1,390.2) 229.2
VERISIGN INC VRSNEUR EU 1,766.9 (1,390.2) 229.2
VERISIGN INC VRS GZ 1,766.9 (1,390.2) 229.2
VERISIGN INC VRS QT 1,766.9 (1,390.2) 229.2
VERISIGN INC VRS TH 1,766.9 (1,390.2) 229.2
VERISIGN INC VRSN US 1,766.9 (1,390.2) 229.2
VERISIGN INC VRS GR 1,766.9 (1,390.2) 229.2
VERISIGN INC-BDR VRSN34 BZ 1,766.9 (1,390.2) 229.2
VERISIGN-CEDEAR VRSN AR 1,766.9 (1,390.2) 229.2
VERY GOOD FOOD C VERY CN 15.8 9.1 8.1
VERY GOOD FOOD C VRYYF US 15.8 9.1 8.1
VERY GOOD FOOD C 0SI TH 15.8 9.1 8.1
VERY GOOD FOOD C 0SI GZ 15.8 9.1 8.1
VERY GOOD FOOD C 0SI QT 15.8 9.1 8.1
VERY GOOD FOOD C 0SI GR 15.8 9.1 8.1
VERY GOOD FOOD C VERY1EUR EU 15.8 9.1 8.1
VISION HYDROGEN VIHD US 0.3 (0.4) (0.6)
VIVINT SMART HOM VVNT US 2,877.5 (1,487.3) (316.5)
VIVOS THERAPEUTI VVOS US 7.6 (1.6) (7.1)
W&T OFFSHORE INC WTI US 940.6 (208.3) (7.8)
W&T OFFSHORE INC UWV SW 940.6 (208.3) (7.8)
WALDENCAST ACQUI WALDU US 0.2 (0.0) (0.2)
WARRIOR TECHNOLO WARR/U US 0.4 (0.0) (0.4)
WAYFAIR INC- A 1WF GZ 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A 1WF QT 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A 1WF GR 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A 1WF TH 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A WEUR EU 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A W US 4,569.9 (1,191.9) 880.2
WAYFAIR INC- A W* MM 4,569.9 (1,191.9) 880.2
WIDEOPENWEST INC WU5 QT 2,487.0 (212.4) (121.1)
WIDEOPENWEST INC WOW1EUR EU 2,487.0 (212.4) (121.1)
WIDEOPENWEST INC WOW US 2,487.0 (212.4) (121.1)
WIDEOPENWEST INC WU5 TH 2,487.0 (212.4) (121.1)
WIDEOPENWEST INC WU5 GR 2,487.0 (212.4) (121.1)
WINGSTOP INC WING1EUR EU 211.6 (341.3) 22.1
WINGSTOP INC WING US 211.6 (341.3) 22.1
WINGSTOP INC EWG GR 211.6 (341.3) 22.1
WINGSTOP INC EWG GZ 211.6 (341.3) 22.1
WINMARK CORP WINA US 30.7 (12.8) 5.6
WINMARK CORP GBZ GR 30.7 (12.8) 5.6
WW INTERNATIONAL WW6 GZ 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WTW AV 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WTWEUR EU 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WW6 QT 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WW US 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WW6 GR 1,481.2 (548.2) (40.9)
WW INTERNATIONAL WW6 TH 1,481.2 (548.2) (40.9)
WYNN RESORTS LTD WYNNEUR EU 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYR GZ 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYR QT 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYNN* MM 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYNN US 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYR GR 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYR TH 13,869.5 (737.3) 1,932.3
WYNN RESORTS LTD WYNN SW 13,869.5 (737.3) 1,932.3
WYNN RESORTS-BDR W1YN34 BZ 13,869.5 (737.3) 1,932.3
YELLOW CORP YEL QT 2,185.8 (223.3) 329.1
YELLOW CORP YRCWEUR EU 2,185.8 (223.3) 329.1
YELLOW CORP YEL GZ 2,185.8 (223.3) 329.1
YELLOW CORP YEL GR 2,185.8 (223.3) 329.1
YELLOW CORP YEL1 SW 2,185.8 (223.3) 329.1
YELLOW CORP YELL US 2,185.8 (223.3) 329.1
YELLOW CORP YEL1 TH 2,185.8 (223.3) 329.1
YUM! BRANDS -BDR YUMR34 BZ 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUMUSD SW 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC TGR GZ 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUM US 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUM AV 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC TGR TE 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUMEUR EU 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC TGR QT 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUM SW 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC TGR TH 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC TGR GR 5,852.0 (7,891.0) 14.0
YUM! BRANDS INC YUM* MM 5,852.0 (7,891.0) 14.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2021. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***