/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210520.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 20, 2021, Vol. 25, No. 139 Headlines 323-327 MAIN ST: June 22 Plan & Disclosure Hearing Set AERO SHADE: Gets OK to Hire Kelley Fulton as Legal Counsel AGF MACHINERY: Seeks to Hire Prim & Mendheim as Collection Agency AINSWORTH TRUCK: Case Summary & 14 Unsecured Creditors AMADUES DEVELOPMENT: Trustee Hires Offit Kurman as Special Counsel APPLE VALLEY, MN: S&P Lowers 2016A Rev. Bond Rating to 'BB-(sf)' BACALLAO GRANITE: Seeks to Hire Hood & Bolen as Legal Counsel BAINBRIDGE UINTA: Unsecureds Split GUC Reserve After All Payments BARETTA INC: Seeks to Hire A.E. Bell as Accountant BLACKROCK INTERNATIONAL: Unsecureds Will Get 100% in 3 Years BOMBARDIER INC: Sells Additional 7.45% Bonds to Fend Off Debt BOY SCOUTS: Monzack, Brown 3rd Update on Coalition Members BRAZOS ELECTRIC: Committee Taps Lazard Freres as Investment Banker BRAZOS ELECTRIC: Lawmaker Help Is Not the Best Option, Says Judge BRAZOS ELECTRIC: Stockholders Fuss Over $350 Million DIP Loan BROOKS BROTHERS: Ex-Owners Used Chapter 11 to Avert Deal, Suit Says CAJUN COMPANY: Seeks to Hire Stephen DuValle as Special Counsel CDRH PARENT: S&P Downgrades ICR to 'D' on Distressed Exchange CHARTER NEXT: S&P Affirms 'B' Issuer Credit Rating, Outlook Neg. CITYSCAPE AT COURTHOUSE: Taps Carlyle Appellate as Special Counsel COMMUNITY INTERVENTION: Gets Court OK to Hire Verdolino & Lowey CRAZY CAT CYCLERY: Unsecureds to Get Share of Income for 5 Years CYPRUS MINES: Tort Committee Taps Axlor as Consultant DESERT VALLEY: Seeks Cash Collateral Access DISCOVERY DAY: $5.65M Property Sale to Fund Plan Payments DLT RESOLUTION: Delays Filing of First Quarter Form 10-Q DTJ PROPERTY: Seeks to Hire Grillo Law Firm as Bankruptcy Counsel EASTERN POWER: S&P Alters Outlook to Negative, Affirms 'BB-' Rating EINSTEIN HEALTHCARE: Fitch Rates $416MM Health Bonds 'BB+' ELITE TRUCKING: Gets Court Approval to Hire Palacios Accounting EMBLEM FINANCE 2: Fitch Alters Ratings Outlook to Stable ENERGY ALLOYS: Court Okays Bankruptcy Plan for Creditor Vote ENERGY ALLOYS: Unsecureds to Share $600K GUC Pool in Plan EVERI PAYMENTS: S&P Affirms 'B' ICR on Strong Operating Performance FDZ HOMES: Seeks to Hire Century 21 as Real Estate Agent FIRSTENERGY CORP: Bribery Lawsuit Does Not Allege Crimes, Say Execs FRESH ACQUISITIONS: VitaNova Loan Wins Final Court OK GARDA WORLD: Fitch Rates $500MM Unsecured Notes Due 2029 'B-' GEX MANAGEMENT: Delays Filing of First Quarter Form 10-Q GIRARDI & KEESE: Trustee Implies It May Have Been Insolvent in 2015 GUIORA LLC: Seeks to Hire Novian & Novian as Special Counsel GULFPORT ENERGY: Fitch Assigns 'B' LongTerm IDR, Outlook Pos. GULFPORT ENERGY: Successfully Emerges From Chapter 11 Bankruptcy HEARTWISE INC: Disclosure Statement Hearing Continued to July 14 HELIX GEN: S&P Affirms 'BB-' Rating on Lower Expected Margin HIGHLAND CAPITAL: Former CEO Agrees to Stay Away from Bankrupt Firm HOSPITALITY INVESTORS: Case Summary & 20 Top Unsecured Creditors IMAGEWARE SYSTEMS: Appoints James Sight as Director JACKSON STREET: Gets OK to Hire St. James Law as Legal Counsel JBS USA: S&P Assigns 'BB+' Rating on New $500MM Sr. Unsecured Notes KRISU HOSPITALITY: Unsecureds Will Get 4% of Claims in 60 Months LAKE CECILE: Seeks to Hire Fairwinds Consulting as Loan Broker LEBSOCK 200: Seeks Approval to Hire Moye White as Legal Counsel LECLAIRRYAN PLLC: Trustee Plans to Sell Accounts Receivable LOVES FURNITURE: Creditors Call for Probe of Quick Collapse M TRAN CONSTRUCTION: Updates Professional Fee Details; Amends Plan MALLINCKRODT PLC: Too Incompetent to Run Chapter 11, Say Med Buyers MEDNAX INC: S&P Alters Outlook to Positive, Affirms 'B+' ICR MUSCLEPHARM CORP: Delays Filing of First Quarter Form 10-Q NORTHLAKE CORNERS: Seeks to Hire Eric A. Liepins as Legal Counsel NOSCE TE IPSUM: Taps Ojeda & Ojeda Law Offices as Special Counsel NYMOX PHARMACEUTICAL: Incurs $2.4 Million Net Loss in First Quarter ONDAS HOLDINGS: Signs Deal to Acquire American Robotics OZARK PARTNERS: Seeks to Hire GreerWalker LLP as Financial Advisor OZARK PARTNERS: Seeks to Hire Moon Wright as Legal Counsel OZOP ENERGY: Places Orders for $1.5M of Inventory for Ozop West PALMCO HOMES: Gets Court Approval to Hire Public Insurance Adjuster PARMELEE INVESTMENTS: Disclosure Statement Hearing Set for July 20 PATRICIAN HOTEL: Unsecureds to Be Paid in Full from Sale Proceeds PH BEAUTY: S&P Affirms 'B-' Long-Term ICR, Outlook Negative PHYTO-PLUS INC: Seeks Approval to Hire A+ Accounting RESTAURANT BRANDS: S&P Alters Outlook to Stable, Affirms 'BB' ICR RVT INC: Unsecureds to Recover 100%; June 15 Status Conference Set SAGE ECOENTERPRISES: Seeks to Hire Moon Wright as Legal Counsel SALEM CONSUMER: Belfor USA Says It's Owed $4M, Opposes Plan SEANERGY MARITIME: Announces Delivery of Capesize M/V Hellasship SENIOR PRO SERVICES: Plan of Reorganization Confirmed by Judge SERENDIPITY LABS: Court Approves Second Amended Disclosures TCNR LLC: Seeks to Hire Colliers International as Broker TEEFOR2 INC: Seeks Cash Collateral Access TELKONET INC: Reports First Quarter 2021 Financial Results TENET HEALTHCARE: Fitch Assigns B+ Rating on First Lien Notes TGS HOSPITALITY: Seeks to Hire Moon Wright as Legal Counsel TRC COS: S&P Alters Outlook to Stable, Affirms 'B' ICR TS EMPLOYMENT: Trustee Hires Plotzker & Agarwal as Accountant UNITI GROUP: All Three Proposals Approved at Annual Meeting US STEEL: Fitch Raises LT IDR to 'B' & Alters Outlook to Positive VISTAGEN THERAPEUTICS: Signs Deal to Sell $75M Common Shares VIVA TEXAS: Gets OK to Hire Adelita Cavada as Bankruptcy Counsel WB SUPPLY: Gets Court OK to Hire EHI LLC, Appoint CRO WILLIAMS TRANSPORTATION: Seeks to Hire Douglas M. Engell as Counsel WIRTA HOTELS: Seeks Approval to Hire Saddle Peak Hotel as Advisor WITCHEY ENTERPRISES: Unsecureds to Recover Up to $150K in 60 Months WPACES: S&P Places 'BB' 2011 Revenue Bonds Rating on Watch Negative YOUNG 5801: Seeks to Hire A.O.E. Law & Associates as Counsel [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 323-327 MAIN ST: June 22 Plan & Disclosure Hearing Set ------------------------------------------------------ On May 12, 2021, debtor 323-327 Main St LLC filed with the U.S. Bankruptcy Court for the District of New Jersey a Small Business Plan and Small Business Disclosure Statement. On May 13, 2021, Judge John K. Sherwood conditionally approved the Disclosure Statement and ordered that: * June 15, 2021 is fixed as the last day for filing and serving written objections to the Disclosure Statement and confirmation of the Plan. * June 15,2021 is fixed as the last day for filing written acceptances or rejections of the Plan. * June 22, 2021 at 10:00 am is the hearing for final approval of the Disclosure Statement (if a written objection has been timely filed) and for confirmation of the Plan. A full-text copy of the order dated May 13, 2021, is available at https://bit.ly/3ozAgeH from PacerMonitor.com at no charge. Attorneys for the Debtor: Brian G. Hannon John O'Boyle NORGAARD, O'BOYLE & HANNON 184 Grand Avenue Englewood, NJ 07631 Tel: (201) 871-1333 E-mail: bhannon@norgaardfirm.com joboyle@norgaardfirm.com About 323-327 Main St. 323-327 Main St LLC is the owner of real property known as 323-327 Main Street, Paterson, NJ. On Sept. 30, 2020, debtors 323-327 Main St., LLC, and 38 Walnut St., LLC, filed separate voluntary petitions for relief under chapter 11 of the Bankruptcy Code. On the same day, they moved before the Bankruptcy Court for Joint Administration of their cases (Bankr. D.N.J. Case No. 20-21121). In the petition signed by Jennifer Iturralde Pina, member, 323-327 Main St LLC disclosed $4,325,000 in assets and $4,232,013 in liabilities. NORGAARD O'BOYLE & HANNON, serves as bankruptcy counsel to the Debtors. AERO SHADE: Gets OK to Hire Kelley Fulton as Legal Counsel ---------------------------------------------------------- Aero Shade Technologies, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Kelley Fulton & Kaplan, P.L. as its legal counsel. The firm's services include: (a) advising the Debtor regarding its powers and duties and the continued management of its business; (b) advising the Debtor regarding 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 at these rates: Senior Partner Attorney $500 per hour Junior Partner Attorney $400 per hour Kelley Fulton & Kaplan will also be reimbursed for out-of-pocket expenses incurred. It received a retainer in the amount of $50,000. Craig Kelley, Esq., a partner at Kelley Fulton & Kaplan, disclosed in a court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Kelley Fulton can be reached at: Craig I. Kelley, Esq. Kelley Fulton & Kaplan, P.L. 1665 Palm Beach Lakes Blvd. The Forum - Suite 1000 West Palm Beach, FL 33401 Tel: (561) 491-1200 Fax: (561) 684-3773 Email: dana@kelleylawoffice.com About Aero Shade Technologies Aero Shade Technologies, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-13573) on April 15, 2021, disclosing up to $50,000 in both assets and liabilities. Judge Mindy A. Mora oversees the case. Kelley Fulton & Kaplan, P.L. represents the Debtor as legal counsel. AGF MACHINERY: Seeks to Hire Prim & Mendheim as Collection Agency ----------------------------------------------------------------- AGF Machinery, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Prim & Mendheim, LLC to serve as its collection agency. The Debtor needs the firm's assistance to collect past due account receivables. Prim & Mendheim will be paid on a percentage fee basis as follows: (i) 25 percent of collections before filing litigation and (ii) 33 percent of collections if after the filing of litigation. As disclosed in court filings, Prim & Mendheim is disinterested within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lauren Donaldson Prim & Mendheim LLC 207 W. Adams St Dothan, AL 36303 Phone: 334.671.9555 (Law Firm) 334.699.2054 (Collections Division) Email: ldonaldson@pm-firm.com About AGF Machinery AGF Machinery, LLC -- https://agfmachinery.com -- is engaged in selling and renting construction equipment, aerial work platforms and heavy duty equipment. It offers a full line of construction equipment in its sales and rental inventories from Wacker Neuson, ASV, Skyjack, Toro, and Husqvarna. AGF Machinery filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 20-11029) on Aug. 12, 2020. Jeffrey Lee Washington, member, signed the petition. In its petition, the Debtor disclosed $10 million to $50 million in both assets and liabilities. Judge William R. Sawyer oversees the case. The Debtor tapped Stichter, Riedel, Blain & Postler, P.A. as its bankruptcy counsel and Saltmarsh, Cleaveland & Gund as its financial advisor. AINSWORTH TRUCK: Case Summary & 14 Unsecured Creditors ------------------------------------------------------ Debtor: Ainsworth Truck Leasing, LLC 4599 US-77 Business Robstown, TX 78380 Chapter 11 Petition Date: May 19, 2021 Court: United States Bankruptcy Court Southern District of Texas Case No.: 21-21142 Judge: Hon. David R. Jones Debtor's Counsel: Christopher Adams, Esq. OKIN ADAMS LLP 1113 Vine St., Suite 240 Houston, TX 77002 Tel: (713) 228-4100 E-mail: info@okinadams.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by David Ainsworth, Sr., sole member. A full-text copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/A2LLDVA/Ainsworth_Truck_Leasing_LLC__txsbke-21-21142__0001.0.pdf?mcid=tGE4TAMA AMADUES DEVELOPMENT: Trustee Hires Offit Kurman as Special Counsel ------------------------------------------------------------------ Cheryl Rose, the trustee appointed in Amadues Development, LLC's Chapter 11 case, seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire Offit Kurman, P.A. as her special counsel. The trustee needs the firm's legal assistance to investigate and pursue a claim against Mark Chalpin, Esq., for legal malpractice relating to his pre-bankruptcy representation of the Debtor. The trustee proposes to compensate the firm under a contingency fee basis. James Hoffman, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he does not hold interest adverse to the trustee or to the Debtor's bankruptcy estate. Offit Kurman can be reached through: James M. Hoffman, #04914 Offit Kurman, P.A. 7501 Wisconsin Avenue, Suite 1000W Bethesda, MD 20814 Phone: (240) 507-1710 Email: jhoffman@offitkurman.com About Amadues Development Gaithersburg, Md.-based Amadues Development, LLC, a privately held company in the residential building construction business, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 19-19515) on July 15, 2019. At the time of the filing, the Debtor disclosed $2,094,200 in assets and $1,456,864 in liabilities. Judge Thomas J. Catliota oversees the case. McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A. serves as the Debtor's legal counsel. Cheryl E. Rose is the Chapter 11 trustee appointed in the Debtor's Chapter 11 case. The trustee tapped Rose & Associates, LLC as legal counsel, Offit Kurman, P.A. as special counsel, and James H. Brandon, CPA as accountant. APPLE VALLEY, MN: S&P Lowers 2016A Rev. Bond Rating to 'BB-(sf)' ---------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'BB-(sf)' from 'BB(sf)' on the city of Apple Valley, Minn.'s senior tier 2016A senior living revenue bonds (Minnesota Senior Living LLC Project, or the project). At the same time, S&P affirmed the 'B(sf)' and 'B-(sf)' long-term ratings on the project's second tier 2016B and third tier 2016C senior living revenue bonds, respectively. The outlook is negative. "The downgrade on the senior 2016A bonds follows another fiscal period of declining operating revenues and increased operating expenses resulting in an S&P-calculated debt service coverage (DSC) ratio of 1.02x, very close to the 1.0x cut-off between the 'BB' and 'B' rating category, according to our Methodology for Rating U.S. Public Finance Rental Housing Bonds published on April 15, 2020," said S&P Global Ratings credit analyst Joanie Monaghan. The series 2016 bonds were issued in late 2016 by the city of Apple Valley on behalf of the borrower, Minnesota Senior Living LLC. The 2016 issuance consists of four tranches of debt, with the fourth tranche being unrated. Proceeds of the bonds, with a total par amount of $147.97 million, were used by the borrower to acquire eight senior living facilities located in the Minneapolis-St. Paul metro area consisting of 1,007 rental independent living, assisted living, and memory care beds. Proceeds of the bonds were also used to fund debt service reserve funds for the subordinate series and to pay certain capital and issuance costs. BACALLAO GRANITE: Seeks to Hire Hood & Bolen as Legal Counsel ------------------------------------------------------------- Bacallao Granite and Marble, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Hood & Bolen, PLLC to handle its Chapter 11 case. The firm will be paid at these rates: Partners $300 per hour Attorneys $200 per hour Senior Paralegals $125 per hour Junior Paralegals $85 per hour The firm received a retainer in the amount of $25,000. As disclosed in court filings, Hood & Bolen does not represent interests adverse to the Debtor's bankruptcy estate. The firm can be reached through: R. Michael Bolen, Esq. Hood & Bolen, PLLC 3770 Highway 80 West Jackson, MS 39209 Tel: (601) 923-0788 Email: rmb@hoodbolen.com About Bacallao Granite and Marble Bacallao Granite and Marble, LLC, a Jackson, Miss.-based marble contractor, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 21-00807) on May 4, 2021. Yoel M. Bacallao, manager and member, signed the petition. In the petition, the Debtor disclosed total assets of up to $50,000 and liabilities of up to $10 million. Judge Neil P. Olack presides over the case. R. Michael Bolen, Esq. at Hood & Bolen, PLLC ,represents the Debtor as legal counsel. BAINBRIDGE UINTA: Unsecureds Split GUC Reserve After All Payments ----------------------------------------------------------------- Bainbridge Uinta, LLC, and its debtor-affiliates filed with the Bankruptcy Court a Joint Plan of Liquidation and a Disclosure Statement. The Plan is designed to accomplish the winding down of the Debtors following the sale of substantially all of their assets pursuant to Section 363 of the Bankruptcy Code to Vaquero Uinta, LLC, for approximately $41.6 million, which sale closed on April 30, 2021, pursuant to the Successful Bidder Asset Purchase Agreement. A Plan Administrator will be designated to oversee the wind-down process and administer the sale proceeds. Available cash will be reserved to satisfy administrative claims, priority tax claims, Class 1 priority non-tax claims, and U.S. Trustee fees to the extent allowed under the Plan. Available cash will be distributed, accordingly, as follows: * First, the Debtors or the Plan Administrator shall pay to the Agent for application to the Prepetition Secured Claim all Available Cash, less the amount set forth in the Wind-Down Budget; then * Second, the Debtors or the Plan Administrator shall fund from Available Cash the Professional Fee Claim Reserve; and * Third, the Debtors or the Plan Administrator shall fund from Available Cash the GUC Claim Reserve Treatment of Claims Under the Plan -- Class 1 Priority Non-Tax Claims shall be paid in full in cash on the Effective Date. -- Class 2 Prepetition Secured Claims shall be allowed for $61.9 million, (less amounts received pursuant to the Sale Order), and shall be paid (i) all available cash on the Effective Date, (except portions of Available Cash set aside for budgeted expenses on the Wind-Down Budget); and (ii) all available cash remaining as of the final distribution date, after payment of all budgeted expenses. -- Class 3 Other Secured Claims will be allowed, to the extent identified on the Schedule of Allowed Claims, and shall be satisfied either through (i) payment in full in Cash on the Effective Date; or (ii) the Debtors' surrender of the Claimant's collateral and payment of any amounts required under Section 506(b) of the Bankruptcy Code. -- Class 4 Prepetition Secured Lender Deficiency Claims shall be allowed in the amount of Class 2 Claims, less any amounts paid to the Prepetition Secured Lenders pursuant to the Sale Order and Plan. Class 4 Claims shall be released and extinguished as of the Final Distribution Date. -- Class 5 General Unsecured Claims shall be paid based on their pro rata share of GUC Claims Reserve as soon as practical after the Effective Date. A copy of the Disclosure Statement is available for free at https://bit.ly/3yvyxfc from PacerMonitor.com. Objections to confirmation of the Plan must be filed and served no later than June 23, 2021, at 5 p.m. C.T. Ballots must be received by the Debtors' counsel on or before June 23, 2021, at 5 p.m., C.T. at this address: Bainbridge Ballots Kane Russell Coleman Logan PC Attn: Theresa Garcia 901 Main Street, Suite 5200 Dallas, TX 75202 White Oak Global Advisors, LLC, administrative agent for the Debtor's Pre-petition Secured Lenders, is represented by: Paul E. Heath, Esq. VINSON & ELKINS LLP 1001 Fannin Street, Suite 2500 Houston, TX 77002 Telephone: (713) 758-3313 Telecopier: (713) 615-5056 Email: pheath@velaw.com Matthew J. Pyeatt, Esq. VINSON & ELKINS LLP 2001 Ross Avenue, Suite 3900 Dallas, TX 75201 Telephone: (214) 220-7700 Telecopier: (214) 220-7787 Email: mpyeatt@velaw.com About Bainbridge Uinta Bainbridge Uinta, LLC, develops and operates fields to extract crude oil and natural gas. Bainbridge Uinta sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Tex. Case No. 20-42794) on Sept. 1, 2020. In the petition signed by CEO Paul D. Ching, the Debtor was estimated to have assets of between $50 million and $100 million and liabilities of between $50 million and $100 million. The cases are assigned to Judge Mark X. Mullin. Joseph M. Coleman, Esq. of Kane Russell Coleman Logan PC serves as counsel to the Debtors. Oak Hills Securities, Inc., is tapped as financial advisor to the Debtors. BARETTA INC: Seeks to Hire A.E. Bell as Accountant -------------------------------------------------- Baretta, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Missouri to hire A.E. Bell Company as its accountant. The Debtor requires an accountant to prepare its monthly operating reports and provide other necessary accounting services. As disclosed in court filings, A.E. Bell Company is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard Bell, A.E. Bell & Company, LLC 15455 Conway Rd., Suite 160 Chesterfield, MO 63017 Phone: (636) 532-1116 Fax: (636) 532-1118 Email: rbell2315@aol.com About Baretta Inc. Baretta, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case No. 21-40914) on March 15, 2021, listing under $1 million in both assets and liabilities. Judge Bonnie L. Clair oversees the case. Frank Ledbetter, Esq., at Ledbetter Law Firm, LLC, serves as the Debtor's legal counsel. BLACKROCK INTERNATIONAL: Unsecureds Will Get 100% in 3 Years ------------------------------------------------------------ Blackrock International, Inc., filed with the U.S. Bankruptcy Court for the Western District of Louisiana a Disclosure Statement describing Plan of Reorganization dated May 13, 2021. The Debtor's sole asset and sole source of income is the ownership and operation of the residential real property located at 305 Kensington Drive, Lafayette, Louisiana. This property was acquired by the Debtor on Jan. 8, 2018. Visio Financial Services financed the purchase of the property. The note secured by the property was in the original sum of $269,500 and payments were $2,063 per month. Blackrock agreed to lease the property to Gregory Red for the sum of $2,200 per month. On or about Sept. 4, 2020, the Wilmington Savings Fund instituted a foreclosure proceeding seeking a sale of the property. A Sheriff Sale was scheduled for Dec. 16, 2020. On Dec. 15, 2020, the Debtor filed this bankruptcy proceeding. The Debtor has reached an agreement with Gregory Red to resume monthly rental payments beginning May 2021 in the sum of $2,500 per month. Class 3 consists of the Allowed Secured Claim of the Wilmington Savings Fund. The secured claim of the Wilmington Savings Fund is secured by a first mortgage on the residential real property located at 305 Kensington Drive, Lafayette, Louisiana owned by the Debtor. This is a fully secured claim. As of the date of filing of this Plan, the secured claim due the Wilmington Savings Fund was $319,583 inclusive of accrued interest and attorney fees in accordance with the proof of claim filed in this proceeding. The Allowed Secured Claim of the Wilmington Savings Fund will accrue interest at rate of 4.25% per annum from date until paid and will be satisfied by payments of 119 equal monthly payments in the amount of $1,979 each and one final payment on the 120th month in an amount equal to the entire unpaid balance of principal and interest then due shall be immediately due and payable. Allowed Unsecured Creditors are treated in Class 4. Beginning on the first day of the second month following the Effective Date the Debtor shall deposit the sum of at least $150 per month into an account to be known as the Creditors Pool. The Debtor may pay more as it is the goal to pay 100% of the Allowed Unsecured Claims as soon as possible. These contributions shall continue for 36 consecutive months or until all Allowed Unsecured Claims have been paid in full. Distributions from the Creditors Pool shall be made annually on the anniversary date of the first contribution made to the Creditors Pool by the Debtor. The Debtor will continue its business operations under the Plan. Payments to the creditors will be made out of cash on hand and the proceeds from rental proceeds and other assets of the Debtor. A full-text copy of the Disclosure Statement dated May 13, 2021, is available at https://bit.ly/3u0C9Cq from PacerMonitor.com at no charge. The Debtor is represented by: David Patrick Keating, Esq. The Keating Firm, APLC P.O. Box 3426 Lafayette, LA 70502 Tel: (337)594-8200 Email: rickkeating@charter.net About Blackrock International Blackrock International, Inc., is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Blackrock International filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 20-50922) on Dec. 15, 2020. Helen Jean Williams, authorized representative, signed the petition. At the time of the filing, the Debtor had estimated assets of between $1 million and $10 million and liabilities of between $100,000 and $500,000. Judge John W. Kolwe oversees the case. The Keating Firm, APLC serves as the Debtor's legal counsel. BOMBARDIER INC: Sells Additional 7.45% Bonds to Fend Off Debt ------------------------------------------------------------- Esteban Duarte of Bloomberg News reports that Bombardier Inc. sold an additional $260 million of its 7.45% bonds due 2034 to an unidentified party in a move that will make it more difficult for creditors to trigger a default by arguing that the company's divestitures ran afoul of investor debt protections. The buyer of the new notes owns a majority of the $510 million of 2034 securities and has agreed to approve certain covenant changes tied to the bonds, Bombardier said in an statement Tuesday, May 18, 2021. Bombardier is in the process of getting investor approvals to amend terms of eight bonds. About Bombardier Inc. Bombardier Inc. is a global diversified manufacturer of business and commercial jets as well as rail transportation equipment. Annual revenues total roughly $16 billion. BOY SCOUTS: Monzack, Brown 3rd Update on Coalition Members ---------------------------------------------------------- In the Chapter 11 cases of Boy Scouts of America and Delaware BSA, LLC, the law firms of Monzack Mersky Browder and Hochman, P.A., and Brown Rudnick LLP submitted a supplement to its third amended verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose an updated list of Coalition Members that they are representing. On Oct. 7, 2020, the Coalition filed its Second Amended Verified Statement of Coalition of Abused Scouts for Justice Pursuant to Bankruptcy Rule 2019, followed on Oct. 13, 2020 by the Supplement to Amended Verified Statement of Coalition of Abused Scouts for Justice Pursuant to Bankruptcy Rule 2019. Following a hearing on October 14, 2020, the Court entered its Order Approving the Adequacy and Sufficiency of the Amended Verified Rule 2019 Statement Filed by the Coalition for [sic] Abused Scouts for Justice [Docket No. 1572], approving the sufficiency of the Coalition's Second Rule 2019 Statement and observing the Coalition's continuing obligation to supplement its disclosures. On January 29, 2019, the Coalition filed its Third Amended Verified Statement of Coalition of Abused Scouts for Justice Pursuant to Bankruptcy Rule 2019. The Coalition recently provided an update to the Third Rule 2019 Statement, in accordance with the Sufficiency Order. The Coalition states: As a result of increasing membership interest, the Coalition is today comprised of more than 18,000 Sexual Abuse Survivors. Each Coalition Member is a Sexual Abuse Survivor as defined in the Debtors' bar date order [D.I. 695]. As a result of the Members' status as Sexual Abuse Survivors, the identity of each Coalition Member is highly confidential. A full list of the Coalition Members including each Member's name and contact information will be filed separately and contemporaneously with this Statement as Exhibit A-1 hereto. Effective February 26, 2021, the Coalition engaged Robbins, Russell, Englert, Orseck, Untereiner & Sauber LLP as special litigation counsel. The Coalition's engagement letter with Robbins Russell has been filed on the public docket in the attached Exhibit A. See Exhibit A-2; see also FED. R. BANK. P. 2019(c)(4) Attached as Exhibit B are Declarations by the State Court Counsel verifying that the documents set forth in Exhibit A-2 to this Verified Statement are true and correct copies of the documents. Nothing contained in this Supplement should be construed as (i) a waiver or release of any claims filed or to be filed against, or interests in, the Debtors held by any Coalition Member, or (ii) a limitation upon, or waiver of, any Coalition Member's rights to assert, file and/or amend its claim in accordance with applicable law and any orders entered in these cases establishing procedures for filing proofs of claim. Other than disclosed herein, the Coalition Counsel does not represent or purport to represent any other entities with respect to the Bankruptcy Cases. In addition, the Coalition Members do not purport to act, represent, or speak on behalf of any other entities in connection with the Bankruptcy Cases. From time to time, additional State Court Counsel may seek to have their clients join the Coalition, additional Sexual Abuse Victims may become Coalition Members and certain Coalition Members may cease to be members in the future. Coalition Counsel reserves the right to amend or supplement this Supplement or the Third Rule 2019 Statement as necessary for that, or any other, reason in accordance with Rule 2019. The information contained herein is intended only to comply with Rule 2019 and is not intended for any other use or purpose. As directed at the hearings on Sept. 9, 2020, and Oct. 14, 2020, the Coalition shall, upon request, provide copies of the Personally Identifiable Information to Permitted Parties entitled to receive personally identifiable information thereunder and subject to the confidentiality restrictions set forth in the Bar Date Order; provided, further, however, that the Coalition is permitted, but not required, in its sole and absolute discretion, to provide access to Personally Identifiable Information to a party to the Protective Order, Order Approving Confidentiality and Protective Order [D.I. 799], so long as such access to Personally Identifiable Information is subject to designation as "Committee Advisor Only" pursuant to the terms of the Protective Order. Counsel to the Coalition of Abused Scouts for Justice can be reached at: MONZACK MERSKY BROWDER AND HOCHMAN, P.A. Rachel Mersky, Esq. 1201 North Orange Street Suite 400 Wilmington, DE 19801 Tel: (302) 656-8162 Fax: (302) 656-2769 E-mail: rmersky@monlaw.com BROWN RUDNICK LLP David J. Molton, Esq. Eric R. Goodman, Esq. Seven Times Square New York, NY 10036 Tel: (212) 209-4800 E-mail: dmolton@BrownRudnick.com egoodman@BrownRudnick.com - and - Sunni P. Beville, Esq. Tristan G. Axelrod, Esq. One Financial Center Boston, MA 02111 Tel: (617) 856-8200 E-mail: sbeville@BrownRudnick.com taxelrod@BrownRudnick.com A copy of the Rule 2019 filing is available at https://bit.ly/3tXAm0Y at no extra charge. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets at least $500 million in liabilities as of the bankruptcy filing. The Debtors tapped Sidley Austin LLP as general bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; and Alvarez & Marsal North America, LLC as financial advisor. Omni Agent Solutions is the claims agent. BRAZOS ELECTRIC: Committee Taps Lazard Freres as Investment Banker ------------------------------------------------------------------ The official committee of unsecured creditors of Brazos Electric Power Cooperative, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to retain Lazard Freres & Co. LLC as its investment banker. The firm will render these services: (a) review and analyze the business, operations, liquidity, assets and liabilities, financial condition, and prospects of the Debtor; (b) review and analyze the Debtor's business plan; (c) evaluate the Debtor's debt capacity in light of its projected cash flows; (d) review and provide an analysis of any proposed capital structure for the Debtor; (e) review and provide an analysis of any valuation of the Debtor or its assets; (f) attend meetings of the committee as well as meetings with the Debtor or other third parties as appropriate; (g) assist the committee in evaluating the financial aspects of any potential debot-in-possession loans or other financing by the Debtor; (h) review, analyze, and advise the committee with respect to the existing debt structures of the Debtor, and potential refinancing alternatives for existing debt; (i) assist the committee in analyzing strategic alternatives potentially available to the Debtor; (j) review and provide an analysis of any restructuring plan proposed by any party; (k) review and provide an analysis of any new securities, other consideration or inducements to be offered or issued under a Chapter 11 plan or otherwise; (l) advise the committee on tactics and strategies, consideration or other inducements to be offered or issued under the plan or otherwise; (m) provide testimony; (n) review and evaluate any bids or offers for the purchase of all or a portion of the Debtor's assets or securities; (o) advise and assist the committee in analyzing the financial impact of any legislative or regulatory proposals on the Debtor's operations; and (p) provide the committee with other financial restructuring advice. The firm will be paid as follows: (a) A monthly fee of $150,000. Fifty percent of all monthly fees paid in the months following the sixth month of Lazard's engagement shall be credited (without duplication) against any restructuring fee. Commencing with the 25th month of this engagement, the monthly fees shall not be credited. (b) A fee payable upon the consummation of a restructuring equal to $3.25 million; (c) Reimbursement of all expenses incurred by Lazard. As disclosed in court filings, Lazard is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tyler Cowan Lazard Freres & Co. LLC 30 Rockefeller Plaza New York, NY 10020 Phone: 212-632-6000 Brazos Electric Power Cooperative Brazos Electric Power Cooperative Inc. is a 3,994-megawatt transmission and generation cooperative which members' service territory covers 68 counties from the Texas Panhandle to Houston. It was organized in 1941 and the first cooperative formed in the Lone Star state with the primary intent of generating and supplying electrical power. At present, Brazos Electric is the largest generation and transmission cooperative in the state and is the wholesale power supplier for its 16 member-owner distribution cooperatives and one municipal system. Brazos Electric filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 21-30725) on March 1, 2021. At the time of the filing, the Debtor disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the case. The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as special counsel, Collet & Associates LLC as investment banker, and Berkeley Research Group, LLC as financial advisor. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtor's case on March 15, 2021. The committee is represented by the law firms of Porter Hedges, LLP and Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and Lazard Freres & Co. LLC serve as the committee's financial advisor and investment banker, respectively. BRAZOS ELECTRIC: Lawmaker Help Is Not the Best Option, Says Judge ----------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that Brazos Electric judge says lawmaker help may not be the best option. Winter storm relief bills winding their way through the Texas legislature may not offer Brazos Electric Power Cooperative its best restructuring options, the power seller’s bankruptcy judge said in a hearing Tuesday, May 18, 2021. Brazos and its advisers have been closely following proposed legislation that would let it securitize costs incurred during Winter Storm Uri. "I don't know that legislative action is the best option for the debtors," U.S. Bankruptcy Judge David Jones said. "I understand you want to see what the options are before you start making decisions -- I get that," he told the power seller's lawyer. About Brazos Electric Power Cooperative Brazos Electric Power Cooperative Inc. is a 3,994-megawatt transmission and generation cooperative which members' service territory covers 68 counties from the Texas Panhandle to Houston. It was organized in 1941 and the first cooperative formed in the Lone Star state with the primary intent of generating and supplying electrical power. At present, Brazos Electric is the largest generation and transmission cooperative in the state and is the wholesale power supplier for its 16 member-owner distribution cooperatives and one municipal system. Brazos Electric filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725) on March 1, 2021. At the time of the filing, the Debtor disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the case. The Debtor tapped Norton Rose Fulbright US, LLP, as bankruptcy counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as special counsel, Collet & Associates LLC as investment banker, and Berkeley Research Group, LLC as financial advisor. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtor's case on March 15, 2021. The committee is represented by the law firms of Porter Hedges, LLP and Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc., is the committee's financial advisor. BRAZOS ELECTRIC: Stockholders Fuss Over $350 Million DIP Loan ------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that Brazos Electric's proposed $350 million debtor-in-possession financing is meeting resistance from creditors and customers who are at odds over how to pay for the electric retailer's bankruptcy. Tri-County Electric Cooperative Inc. -- one of the 16 member cooperatives that own Brazos -- is concerned that additional debt will lead to higher bills for its own customers, jeopardizing its business. "No interest is served if the Debtor is reorganized at the cost of destroying the competitive viability of the member co-ops and their ability to serve their members by providing reasonably priced power," lawyers for Tri-County said. About Brazos Electric Power Cooperative Brazos Electric Power Cooperative Inc. is a 3,994-megawatt transmission and generation cooperative which members' service territory covers 68 counties from the Texas Panhandle to Houston. It was organized in 1941 and the first cooperative formed in the Lone Star state with the primary intent of generating and supplying electrical power. At present, Brazos Electric is the largest generation and transmission cooperative in the state and is the wholesale power supplier for its 16 member-owner distribution cooperatives and one municipal system. Brazos Electric filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725) on March 1, 2021. At the time of the filing, the Debtor disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the case. The Debtor tapped Norton Rose Fulbright US, LLP, as bankruptcy counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as special counsel, Collet & Associates LLC as investment banker, and Berkeley Research Group, LLC as financial advisor. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtor's case on March 15, 2021. The committee is represented by the law firms of Porter Hedges, LLP and Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc., is the committee's financial advisor. BROOKS BROTHERS: Ex-Owners Used Chapter 11 to Avert Deal, Suit Says ------------------------------------------------------------------- Law360 reports that the former owners of clothing retailer Brooks Brothers took the company into bankruptcy to dodge paying millions of dollars in personal obligations, according to an investor suit filed in New York federal court Monday, May 17, 2021. In its complaint, TAL Apparel Ltd. accused former Brooks Brothers CEO Claudio Del Vecchio and his son and Chief Administrative Officer Matteo Del Vecchio of turning down pre-bankruptcy purchase offers for the company that would have triggered their obligation to pay TAL millions. Instead, the company says they opted to "roll the dice" in Chapter 11. About Brooks Brothers Group Brooks Brothers -- https://www.brooksbrothers.com/ -- was a clothing retailer with over 1,400 locations in over 45 countries. Brooks Brothers Group, Inc., and 12 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11785) on July 8, 2020. The Debtors were estimated to have assets and liabilities of $500 million to $1 billion. The Hon. Christopher Sontchi presides over the cases. Richards, Layton & Finger, P.A., and Weil, Gotshal & Manges LLP serve as counsel to the Debtors. PJ Solomon, L.P acts as investment banker; Ankura Consulting Group LLC as financial advisor; and Prime Clerk LLC as claims and noticing agent. On July 21, 2020, the Office of the United States Trustee formed an official committee of unsecured creditors. The Committee selected Akin Gump Strauss Hauer & Feld LLP and Troutman Pepper Hamilton Sanders LLP as its counsel, and FTI Consulting, Inc. as its financial advisor. * * * In August 2020, the Court entered an order authorizing the Debtors to sell substantially all assets for $325 million to SPARC Group LLC, the successful bidder. The sale closed Aug. 31, 2020. The Debtors were renamed to BBGI US Inc., et al., following the sale. CAJUN COMPANY: Seeks to Hire Stephen DuValle as Special Counsel --------------------------------------------------------------- The Cajun Company, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Stephen DuValle, Esq., at Maricle & Associates, as special counsel. The Debtor needs the attorney's legal assistance in connection with an insurance case (Case No. 706745) filed in the 19th Judicial District Court, Parish of East Baton Rouge, State of Louisiana. Mr. DuValle is considered in-house counsel to The Charter Oak Fire Insurance Company, a division or subsidiary of Travelers Insurance Company. The attorney is a salaried employee of Maricle & Associates, which Travelers has retained and, therefore, his fees are being paid by the insurer. In court filings, Mr. DuValle disclosed that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mr. DuValle can be reached at: Stephen M. DuValle, Esq. Maricle & Associates Sanctuary Blvd., Suite 202 Mandeville, LA 70471-3307 Phone: (504) 256-7514 Fax: (888) 341-6954 About The Cajun Company The Cajun Company -- http://cajunco.net/-- is a family-owned and operated business that provides industrial insulation services. The Cajun Company filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. 21-50174) on March 26, 2021. Julia E. Davis, corporate secretary and comptroller, signed the petition. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. Judge John W. Kolwe oversees the case. The Debtor tapped H. Kent Aguillard, Esq., as bankruptcy counsel; Darnall, Sikes & Frederick, Inc., as accountant; and Steve Gardes, an accountant practicing in Lafayette, La., as financial consultant. Neuner Pate, Mickey S. deLaup, Esq., and Stephen M. DuValle, Esq., of Maricle & Associates, serve as the Debtor's special counsel. CDRH PARENT: S&P Downgrades ICR to 'D' on Distressed Exchange ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Jacksonville, Fla.-based wound care services provider CDRH Parent Inc. (doing business as Healogics Inc. to 'D' from 'CC', its rating on the company's first-lien secured credit facilities to 'D' from 'CC', and its rating on the company's second-lien credit facilities to 'D' from 'C'. The downgrade follows CDRH's exchange of $151 million of its existing principal outstanding under its first-lien credit facilities with preferred equity, while repaying the remaining balance outstanding of about $440 million with proceeds from issuing new debt and equity. The company has also exchanged the existing $269 million of principal outstanding under its second-lien term loan with common equity. S&P said, "In both instruments, we view the debt-for-equity transaction as distressed and tantamount to a default, because the first-lien and second-lien lenders will receive less than they were originally promised due in part to the junior ranking of the equity being offered. "We plan to reevaluate the issuer credit rating in the coming days based on our conventional assessment of default risk. We will focus on the long-term viability of CDRH's capital structure against the backdrop of its weak operating trends." CHARTER NEXT: S&P Affirms 'B' Issuer Credit Rating, Outlook Neg. ---------------------------------------------------------------- S&P Global Ratings affirmed its ratings on Charter Next Generation Inc. (CNG) and its debt issues, including its 'B' issuer credit rating. The issue-level rating on the company's first-lien term loan remains 'B' pro forma for the proposed upsizing. The negative outlook reflects the one-in-three potential for lower ratings if the company does not reduce its adjusted debt-to-EBITDA ratio to a more tolerable level (firmly below 7.0x) following the near-term spike in leverage associated with the incremental debt financing. The increase in debt leverage from the incremental issuance is not enough to warrant a downgrade at this time. While S&P now believes CNG's debt leverage could be in the 7.0x-7.5x range for much of 2021, it does not believe it would be accurate to say that there are no clear prospects for improvement. On the contrary, CNG performed very well during 2020 and demand for its specialty films remains robust. Assuming demand conditions remain constant while operational execution continues at a high level, the company could reduce leverage by a turn within a year. As a well-regarded operator with leading market share in specialty films, CNG's operational profile is strong enough to manage through the high leverage. KKR and Leonard Green will be co-owners of the company. S&P understands that existing owner Leonard Green & Partners L.P. is issuing equity to the capital structure out of a new fund and that KKR is investing in CNG out of its Americas XII fund. Ownership will be split 50:50. CNG will continue to be owned by a group of equity sponsors, as it was when Leonard Green and Oak Hill were the co-owners. Charter Next Generation's capital structure is highly leveraged and financial policies are key to improving this. S&P said, "We believe the company's owners' willingness to reduce debt leverage is more of a question mark than the company's capacity to do so. We note that CNG's owners have raised the company's debt balance rather substantially the past couple of years. The December 2020 recapitalization included an incremental $329 million first-lien term loan commitment and an incremental $245 million of senior unsecured payment-in-kind (PIK) notes, which together partially financed a shareholder distribution of over $600 million. It is now issuing an additional $240 million to that tranche, so debt leverage will be slightly higher for a bit longer than we originally anticipated. We do not believe financial sponsors KKR or Leonard Green will push for another large dividend in the next year, but the roughly $800 million increase in adjusted debt from 2019 to 2021 is notable. We also note the company continues to pay cash interest on the $500 million senior unsecured PIK toggle floating rate notes due Dec. 1, 2028. These notes accrue at Libor plus 7.5% subject to a 1% Libor floor. We are looking for management and ownership to exert discipline regarding deleveraging before we can revise the outlook to stable." The negative outlook reflects the one-in-three potential for a downgrade as CNG's already high debt leverage could now stay high for a longer time than we initially expected because of the proposed transaction. The company's adjusted debt to EBITDA ratio rose to 7.1x at Dec. 31, 2020 with the dividend recapitalization transaction, and now could hover within the 7.0x-7.5x range during most of 2021 following the proposed $240 million incremental first-lien term loan issuance. S&P said, "We could lower our ratings if CNG's adjusted debt-to-EBITDA ratio remains above 7x on a sustained basis with no clear prospects for improvement. The company's credit quality could weaken if the company pursues further aggressive financial policies such as additional debt-funded dividends or debt leverage-increasing acquisitions. However, we see this route as less likely in the near term given the recency of the last large dividend and this year being the first year of new sponsor KKR's ownership." Another path to lower ratings would be if cost inflation is higher and longer-lasting than expected, enough to severely dent both the demand for specialty films and the company's pricing power. In such a scenario, the additional capacity expansion the company is undertaking may not translate into increased EBITDA. Following the close of the debt issuance, if the company's leverage ratio is flat or increasing for multiple sequential quarters, this could be a path to lower ratings. S&P could revise its outlook to stable once the company establishes a track record of deleveraging, likely through ongoing profit and cash flow growth, to the point that its adjusted debt to EBITDA ratio is firmly under 7x and likely to remain there. The company has performed very well through the COVID-19 pandemic, managing through changing demand patterns in some end markets while achieving gains from productivity and integrating the Next Generation acquisition. The reopening of the economy and continued solid demand for the company's specialty films should allow it to continue to exceed industry growth rates. With effective pricing to counteract resin cost inflation, the company has a chance to reduce debt leverage. CITYSCAPE AT COURTHOUSE: Taps Carlyle Appellate as Special Counsel ------------------------------------------------------------------ Cityscape At Courthouse Centre Condominium Association, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Carlyle Appellate Law Firm as its special counsel. The Debtor needs the firm's legal assistance in connection with an appeal pending in the Second District Court of Appeals. The firm received a pre-bankruptcy retainer in the amount of $11,000. Christopher Carlyle, Esq., owner of Carlyle Appellate, disclosed in a court filing that his firm does not represent interests adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Christopher V. Carlyle, Esq. The Carlyle Appellate Law Firm The Carlyle Building 1950 Laurel Manor Drive, Suite 130 The Villages, FL 32162 Phone: (352) 259-8852 Fax: (352) 259-8842 Email: ccarlyle@appellatelawfirm.com served@appellatelawfirm.com About Cityscape At Courthouse Centre Condominium Association Cityscape At Courthouse Centre Condominium Association, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-00991) on March 2021. Lou Wells, treasurer, signed the petition. In the petition, the Debtor had between $100,000 and $500,000 in both assets and liabilities. Judge Caryl E Delano oversees the case. Johnson Pope Bokor Ruppel & Burns, LLP and The Carlyle Appellate Law Firm serve as the Debtor's bankruptcy counsel and special counsel, respectively. COMMUNITY INTERVENTION: Gets Court OK to Hire Verdolino & Lowey --------------------------------------------------------------- Community Intervention Services, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Verdolino & Lowey, P.C. to administer the termination of their 401k pension plan. The firm's services include: (i) coordinating with the Debtors and Fidelity Investments to acquire needed information and documents concerning the 401k pension plan and participants; (ii) assisting the Debtors with required plan termination actions, including establishment of a default option for rollover of participants' funds, preparation of required notices to plan participants, and transmittal of required notices to plan participants, (iii) coordinating plan audit activities and non-discrimination testing; (iv) coordinating with Fidelity, the Debtors, plan participants and others as necessary on funds transfer logistics; (v) causing the preparing and filing of required documents including Form 5500 returns and financial statement audits, with the Internal Revenue Service for 2020 and 2021; and (vi) such other tasks as may be necessary to comply with related laws and to fully terminate the plan. The firm will be paid at these rates: Principals $495 per hour Managers $245 to $395 per hour Staff $125 to $375 per hour Bookkeepers $110 to $210 per hour Clerical Staff $90 per hour Craig Jalbert, principal at Verdolino, disclosed in a court filing that his firm does not hold or represent any interest adverse to the Debtors, creditors or any other party. The firm can be reached through: Craig R. Jalbert Verdolino & Lowey, P.C. 124 Washington St. Foxborough, MA 02035 Phone: 508-543-1720 Fax: 508-543-4114 About Community Intervention Services Community Intervention Services, Inc. and its affiliates are either for-profit corporations or limited liability companies formed to provide community-based behavioral health services. Headquartered in Westborough, Mass., Community Intervention Services is a diversified provider of community-based and outpatient mental health and behavioral services, including through its wholly-owned subsidiaries, South Bay and Futures. Community Intervention Services and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 21-40002). Andrew R. Calkins, president and chief executive officer of Community Intervention Services, signed the petitions. In its petition, Community Intervention Services estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Elizabeth D. Katz oversees the cases. The Debtors tapped Casner & Edwards, LLP as their legal counsel, Getzler Henrich & Associates, LLC as financial advisor, and Duff & Phelps Securities, LLC as investment banker. CRAZY CAT CYCLERY: Unsecureds to Get Share of Income for 5 Years ---------------------------------------------------------------- Crazy Cat Cyclery, LLC, filed with the Bankruptcy Court a First Amended Plan of Reorganization, as modified, for Small Business Chapter 11 Plan. The Plan proposes to make distribution to allowed claims from its disposable income and from contributions of Roberto Barrio, the Debtor's principal. The Debtor's projected disposable income for the five-year period beginning June 1, 2021 through June 1, 2026 (after deducting all regular fixed payments to creditors under the Plan) is $73,086. This amount will be paid to the unsecured creditors for the allowed claims in Class 5 and Class 6 under the Plan, on a pro-rata basis, as follows: $12,390 by June 1, 2022; $3,339 by June 1, 2023; $13,859 by June 1, 2024; $17,526 by June 1, 2025; and $26,296 by June 1, 2026. Classes of Claims and Their Treatment Under the Plan: * Class 1 Priority Claims * Class 2 Secured Claim of the City of El Paso Total Allowed Claims in Class 2 for ad valorem taxes is approximately $100,826, which shall be paid in full in equal monthly installments, with the first payment being made on the first day of the first full month after the Effective Date in such amount to fully amortize the Claim within 60 months of the Petition Date. Post-petition interest at 12% per annum will accrue from the Petition Date until the Effective Date and thereafter on the entire balance of the tax debt until paid in full. Class 2 Claims are unimpaired under the Plan. * Class 3 Secured Claim of the Department of Treasury, Internal Revenue Services Allowed Claims in Class 3 aggregate $35,180, which will be paid in full in 60 monthly payments of $632 beginning on the 15th day after entry of the Plan confirmation order, and continuing thereafter for 59 months. Class 3 Claims, which are impaired under the Plan, will be paid interest at 3% per annum on the allowed amount of the claim. * Class 4 Secured Claim of The Texas Comptroller of Public Accounts Allowed Amount in Class 4 aggregates $9,447, which amount shall be paid in full in 24 monthly payments of $411 beginning May 1, 2021, and continuing thereafter for the next 23 months. Interest of 4.25% per annum will accrue on the allowed amount. Class 4 Claims are impaired under the Plan. * Class 5 Non-Priority Unsecured Creditors Class 5 Claims consist of claims of the Department of Treasury - Internal Revenue Service for $21,157; Chase Southwest Visa for $41,493; Specialized Bicycle Components, Inc., for $15,346 and the Office of the U.S. Trustee for $4,875. On the Effective Date, the Debtor shall pay 2% of the allowed unsecured claim of each unsecured creditor in the Class. On the first anniversary through the fifth anniversary of the Effective Date, the Debtor will pay 2% of each of the creditors' allowed claim, plus a pro-rata amount of (i) $12,390 on the first anniversary date; (ii) $3,399 on the second anniversary date; (iii) $13,859 on the third anniversary date; (iv) $17,563 on the fourth anniversary date; and (v) $26,296 on the fifth anniversary, up to the amount necessary to pay off the unsecured claims. * Class 6 Non-priority Unsecured Creditors Class 6 consists of the claim of Giant Bicycle, Inc., for $238,913. The Debtor will pay 2% of the allowed Class 6 claims on the Effective Date, and on each succeeding anniversary date for the next five years thereafter. In addition, the Debtor will pay specified amounts, to be shared pro-rata, on the anniversary of the Effective Date for the next five years up to the amount necessary to pay the unsecured claims in full. * Class 7 Equity Security Holders of the Debtor. Roberto Barrio will retain his ownership and equity interest in the Debtor after the Effective Date. Mr. Barrio shall contribute at least $10,000 to the Debtor by the Effective Date to ensure that funds are available for payments under the Plan. A copy of the Plan is available for free at https://bit.ly/3hEX0sj from PacerMonitor.com. About Crazy Cat Cyclery Crazy Cat Cyclery, LLC, owns a bicycle sales and repair business in El Paso, Texas. The business is run and was founded by Roberto Barrio in 1995. The business had four locations, with the central hub located at 2800 N. Stanton Street. Based in El Paso, Texas, Crazy Cat Cyclery, LLC, filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 19-31773) on Oct. 25, 2019. At the time of the filing, the Debtor had estimated assets of between $100,001 and $500,000 and liabilities of between $500,001 and $1 million. Judge H. Christopher Mott oversees the case. The Debtor tapped James & Haugland, P.C., as its legal counsel and Phillips & Baca, P.C., as its accountant. CYPRUS MINES: Tort Committee Taps Axlor as Consultant ----------------------------------------------------- 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 Axlor Consulting LLC as its consultant. The firm's services include: a. review and analysis of the Debtor's talc-related claims database and resolution of various talc claims; b. estimation of the Debtor's liability for talc-related claims that are pending as well as those that will be filed in the future; c. quantitative analyses of trust distribution procedures and formulation of matrix values; d. evaluation of reports and opinions of experts and consultants retained by other parties in connection with the Debtor's bankruptcy proceedings; e. quantitative analyses of other matters related to talc-related claims as may be requested by the tort committee; f. testimony on matters within Axlor's expertise, if requested by the tort committee; and g. such other services as the tort committee may request. The firm's hourly rates are as follows: Gregory A. Brusseau, Engineer/Statistician $450 Brent Crossman, Statistician (Contractor) $250 Timothy Wyant, Statistician (Contractor) $450 As disclosed in court filings, Axlor is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Gregory A. Brusseau, Ph.D. Axlor Consulting LLC One Mifflin Place, Suite 400 Cambridge, MA 02138 Phone: 617-674-7612 Email: gbrusseau@axlorllc.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 tort committee is represented by Caplin & Drysdale, Chartered and Campbell & Levine, LLC. Province, LLC and Axlor Consulting, LLC serve as the tort committee's financial advisor and consultant, respectively. DESERT VALLEY: Seeks Cash Collateral Access ------------------------------------------- Desert Valley Steam Carpet Cleaning, LLC asks the U.S. Bankruptcy Court for the District of Arizona for authority to use cash collateral and obtain post petition financing. The Debtor asserts that immediate interim relief is crucial to the Debtor's reorganization efforts. The Debtor's only source of income is the rental income from its apartment complex in Eloy, Arizona. On March 17, 2017, a fire occurred at the Property, severely damaging the five-unit building on the Property. State Farm paid insurance proceeds to the Debtor's Principal, Victor Granado, and Atlas Residential, LLC totaling $158,191.06 related to the fire. On May 31, 2018, State Farm paid Victor and Atlas an additional $9,834.76 in insurance proceeds related to the fire claim. The total amount paid to Atlas related to the Fire Insurance Proceeds was $168,025.82. On June 15, 2017, Atlas declared the Debtor in default under the Promissory Note and Deed of Trust. In January 2018, the Property was abandoned yet Atlas did not foreclose. Subsequently the insurance monies were abandoned by the Bankruptcy Court and Atlas still did not foreclose. On July 19, 2018, while the Property was in the sole possession and control of Atlas, a roof collapse occurred at the Property caused by the unpermitted demolition activities authorized by Atlas. State Farm covered losses associated with the Roof Collapse, and on September 5, 2018 issued a check for insurance proceeds totaling $98,509.29. While in possession, Atlas has allegedly spent $178,625.50 on improvements to the property which it has characterized as "Repairs." Despite numerous orders from the state court to apply the insurance proceeds in accordance with the Deed of Trust, Atlas has failed to do so. Such failure has improperly inflated the amounts owing to Atlas and permitted Atlas to justify accruing default interest on the loan for literally years. According to Atlas' records, the staggering outstanding balance on its loan to the Debtor is $643,235. On May 24, 2019, the Debtor's Principals were required again to turn over two additional checks from State Farm totaling $18,337.77 to Atlas. Atlas has collected a grand total of approximately $284,872.88 in insurance proceeds related to the fire and Collapse. On April 27, 2020, the Court ordered Atlas to turnover the remainder of the Insurance Proceeds. Atlas turned over $236,525.66 of the Total Proceeds. There is approximately $48,619.45 of the Total Proceeds which are currently unaccounted for by Atlas. With interest, the Debtor currently has $236,895.08 in Turned Over Proceeds which are currently being held in a segregated debtor-in-possession bank account. On March 19, 2021, the Debtor obtained a Loan Commitment Letter from eMortgage Inc. to refinance the Property for $160,000. Specifically, the Debtor seeks to apply the balance of the Insurance Proceeds to Atlas' secured claim under the Deed of Trust from $275,000 down to $38,104.92. Additionally, the Debtor seeks permission from the Court to refinance the Property and pay any remaining unpaid secured claim owed to Atlas under the Deed of Trust recorded on February 27, 2015, between the Debtor and Kansas State Bank. The Deed of Trust states in no uncertain terms that Atlas' maximum lien against the Property cannot exceed $275,000. The Debtor asserts that all of the Insurance Proceeds at issue in the case were paid on claims based on the estimate for repair and rebuild of the fire damaged and later collapsed 5-unit building. Atlas' attempts to rebuild that structure only resulted in further damage, after which they ceased any effort to rebuild it. Rather, Atlas spent significant funds remodeling the existing 8-unit building. The Debtor contends Atlas is not entitled to be reimbursed for its expenses from the Total Insurance Proceeds or Turned Over Proceeds because the funds were not expended rebuilding the damage for which any of the Total Proceeds were paid. The only logical action is to apply the funds according to the Deed of Trust by first paying the funds towards amounts owed under the Deed of Trust. On July 30, 2020, Lane & Nach, P.C., filed a Secured Claim in the amount of $33,592.14. Lane & Nach has recorded a lien for this claim against the Insurance Proceeds which are now the Turned Over Proceeds. The Debtor contends Atlas' claim under the Deed of Trust is superior to Lane & Nach's claim, in which case there would be no remaing funds available. Lane & Nach's claim is not secured and therefore they are not prejudiced by the Debtor's proposed use of Turned Over Proceeds. However, should the Court decide that Lane & Nach maintain some secured interest in the Turned Over Proceeds, pursuant to Section 363(c)(3), the Debtor proposes to adequately protect Lane & Nach by granting a second position lien against the Property for an amount corollary to their secured interest. The Debtor seeks permission to refinance the Property with a loan that is secured by a first position lien on the Property. It is not practical or possible for the Debtor to obtain the financing on an unsecured basis. Additionally, the Debtor is already being overrun with administrative claims, so it would do the Debtor's Estate no good to incur additional significant administrative claims. The Refinance accounts for a total debt of $160,000 to be repaid in monthly payments of $1,644.55 per month. The interest rate is fixed at 11.99%. The Refinance would result in approximately $148,355 of net proceeds. Of the total approximate net, $30,000 would be held back by the lender and released as renovations progressed at the property. This means that $118,000 would be available to the Debtor at close of escrow on the Refinance. If the Court denies application of the Missing Proceeds, the $118,000 would be used to pay the Remaining Balance due to Atlas under the Deed of Trust of $38,104.92. This would still leave approximately $79,895 immediately available to Debtor to help fund Plan payments and for repair and maintenance of the Property. A copy of the Debtor's request is available for free at https://bit.ly/3flSHzz from PacerMonitor.com. About Desert Valley Steam Carpet Cleaning Desert Valley Steam Carpet Cleaning, LLC, was formed on 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 Keery McCue, PLLC, the original bankruptcy counsel of the Debtor. DISCOVERY DAY: $5.65M Property Sale to Fund Plan Payments --------------------------------------------------------- Discovery Day Academy II, Inc., submitted a Third Amended Disclosure Statement in support of its Plan of Reorganization dated May 13, 2021. The Plan is the product of efforts by the Debtor and its professionals to design a Plan for the Estate that is fair and equitable to all parties-in-interest. Consistent with these objectives, the Debtor believes that, considering all the facts and circumstances underlying the Bankruptcy Case, the Plan provides for the maximum, expeditious and equitable treatment of holders of all Claims. The essential elements of the Plan include, among other things: (a) The Debtor has engaged a Broker to market and sell the Debtor's property located at 23601 N. Commons Drive, Bonita Springs, FL 34134. The Debtor intends to sell the Property through a structured sale process, with a closing to occur no later than June 30, 2021. The net proceeds from the sale of the Debtor's Property will be used to fund the Debtor's Plan and make distributions to creditors. (b) Creditors will be paid according to the priority scheme established by the Bankruptcy Code. The Debtor's primary asset is the Property, which the Debtor currently has listed for sale at the price of $5,650,000.00 and the proceeds of any sale of the Property. The Debtor's primary source of revenue is a lease between itself and its sister entity Discovery IV. Class 1 consists of Allowed First Position Secured Claim of Bank OZK. Bank OZK shall receive payment up to the amount of Bank OZK's Allowed First Position Secured Claim, plus any unpaid, accrued, post-petition interest to the extent such unpaid and accrued interest has not been subordinated to that of the SBA. Bank OZK's First Priority Lien will attach to the proceeds of the Sale. To the extent there are insufficient funds to pay Bank OZK's First Priority claim in full, Bank OZK shall forgive and release any such unpaid amounts as to the Debtor and any other party who is liable on account of a Class 1 claim. Class 2 consists of Allowed Secured Claim of the SBA. The Allowed Secured Claim of the SBA will be paid from the net proceeds of the Sale, up to the value of the SBA's second priority lien after payment in full of Class 1 Claims. To the extent there are sufficient funds to pay the Allowed Secured Claim of the SBA in full, the SBA shall be entitled to unpaid, and accrued post-petition interest on account of such claim. If, the net proceeds of the Sale are insufficient to pay the Allowed Secured Claim of the SBA in full, such proceeds shall be applied to the outstanding principal of the SBA Note. Class 3 consists of Subordinated Lien of OZK. After payment in full of Class 1 Claims and Class 2 Claims, and Class 3 claims, Class 4 shall receive payment from the proceeds of the Sale up to the amount of the Subordinated Lien of OZK. To the extent the remaining proceeds from the Sale are insufficient to pay Class 3 claims in full, any amounts remaining on account of a Class 3 Claim shall be released and forgiven as to the Debtor, and any other party who may be liable on account of the Subordinated Lien constituting Class 3 Claims. Class 4 consists of Allowed Unsecured Claim of the SBA. The remaining principal balance of the SBA Note, if any, shall be re-amortized over 20 years at the existing non-default interest rate per the SBA Note, applicable to all guarantors, co-signors, co-borrowers, or any other person liable on the SBA Note. At the end of year 10, the remaining balance owed to the SBA shall be paid in full on a lump sum balloon payment. All Cash required for payments to be made under the Plan on and after the Effective Date shall be obtained from (i) The Sale; (ii) Contributions from Discovery IV to the extent necessary to fund payments to Class 4; (iii) Cash on hand at the time of the Effective Date. A full-text copy of the Third Amended Disclosure Statement dated May 13, 2021, is available at https://bit.ly/3ynq0uF from PacerMonitor.com at no charge. Counsel to the Debtor: Adam M. Gilbert Megan W. Murray Scott A. Underwood UNDERWOOD MURRAY PA 100 N Tampa St. Suite 2325 Tampa, FL 33602 Tel: (813) 540-8401 Email: sunderwood@underwoodmurray.com mmurray@underwoodmurray.com agilbert@underwoodmurray.com About Discovery Day Academy II Discovery Day Academy II Inc. is an independent private school located in Bonita Springs. Founded in 2006, Discovery Day Academy has developed The Discovery Method, a project-based learning model, with an emphasis on children ages two to eight years. Discovery Day Academy II filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-04183) on May 29, 2020. The petition was signed by Discovery Day President Elizabeth A. Garcia. At the time of the filing, the Debtor disclosed $5,500,000 and $6,050,389 in liabilities. Judge Caryl E. Delano oversees the case. The Debtor is represented by Michael R. Dal Lago, Esq., at Dal Lago Law. DLT RESOLUTION: Delays Filing of First Quarter Form 10-Q -------------------------------------------------------- DLT Resolution, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2021. The Company said, "We are unable to file the quarterly report on Form 10-Q for the period ended March 31, 2021 within the prescribed time period because we have been hampered by certain accounting issues relating to the work of contracted accountants. We believe these matters are close to being resolved and we are working closely with our independent accounting firm to ensure that our filing is brought current in the shortest possible time." About DLT Resolution Las Vegas, NV-based DLT Resolution Inc. currently operates in three high-tech industry segments: blockchain applications; telecommunications; and data services which includes image capture, data collection, data phone center services, and payment processing. DLT Resolution reported a net loss of $503,929 for the year ended Dec. 31, 2020, compared to a net loss of $1.04 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $3.52 million in total assets, $2.83 million in total liabilities, and $688,873 in total stockholders' equity. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 10, 2021, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. DTJ PROPERTY: Seeks to Hire Grillo Law Firm as Bankruptcy Counsel ----------------------------------------------------------------- DTJ Property, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to hire Grillo Law Firm as its bankruptcy counsel. The firm's services include: a. advising and consulting with the Debtor on contract negotiations; b. evaluating and objecting to claims of various creditors; c. appearing in, prosecuting, or defending suits and proceedings; d. representing the Debtor in court proceedings; e. advising the Debtor on any reorganization plan; and f. other legal services necessary to administer the Debtor's Chapter 11 case. The firm will receive a flat fee of $3,283 for its services. Nicholas Grillo, Esq., at Grillo Law Firm, disclosed in a court filing that his firm does not represent interests adverse to the Debtor and its estate. The firm can be reached through: Nicholas T. Grillo, Esq. Grillo Law Firm 607 Corinne Street, Ste. A3 Hattiesburg, MS 39401 Phone: 769-+390-7935 Email: grillolawms@gmail.com About DTJ Property DTJ Property, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 21-50521) on April 29, 2021, listing under $1 million in both assets and liabilities. Judge Katharine M. Samson oversees the case. Nicholas T. Grillo, Esq., at Grillo Law Firm, represents the Debtor as legal counsel. EASTERN POWER: S&P Alters Outlook to Negative, Affirms 'BB-' Rating ------------------------------------------------------------------- S&P Global Ratings revised its outlook on Eastern Power LLC to negative and affirmed the 'BB-' rating. The '3' recovery rating, indicating its expectations for meaningful recovery (50%-70%; rounded estimate: 50%) in a default scenario, remains unchanged. S&P said, "The negative outlook reflects our expectation for minimal cushion to our 1.2x downgrade threshold in 2022. We expect debt outstanding on the term loan at refinancing in October 2025 of around $703 million, average quarterly rolling DSCRs of 1.42x through 2022, and stable operational performance and cash sweeps or voluntary prepayments that accelerate paydown on the term loan." Eastern is a project-financed portfolio of six merchant assets totaling 3.7 gigawatts (GW). These plants service the Pennsylvania-New Jersey-Maryland Interconnection (PJM; American Electric Power, AEP, and Commonwealth Edison [ComEd] zones) and New York Independent System Operator (NYISO, Zone J). Plants are: -- Rolling Hills: 850 megawatts (MW) combustion turbine (CT), sells into PJM AEP -- Crete: 328 MW CT, sells into PJM ComEd -- Lincoln: 656 MW CT, sells into PJM ComEd -- U.S. Power Generating: three peaking facilities totaling 1,951 MW in NYISO Zone J (Astoria, Gowanus, Narrows) Rolling Hills, Crete, and Lincoln are relatively young plants with a weighted age of 17 years, while the New York peakers are relatively old with a weighted age of 58 years. Combined, these assets have a weighted age of 36 years by nameplate capacity. Recent weakness in cleared and projected capacity prices in both PJM and Zone J through 2023 will decrease Eastern's gross margin and cash flow available for debt service (CFADS), resulting in lower debt service coverage ratios (DSCRs) through S&P's forecast period. The outlook revision reflects its forecast for a minimum DSCR of 1.24x in 2022. Lower cleared and projected capacity prices translate to lower CFADS and DSCRs. Zone J summer 2021 capacity prices have cleared at $5.5 per kilowatt per month (kW-month), about $13/kW-month lower than the prior year and significantly below our prior expectations. While low summer 2021 prices have been known for some time--NYISO disclosed an incremental 750 MW of temporary capacity across the UNPY-ConEd interface late last year--the recent revision to our assumed NYISO capacity through the summer 2023 delivery period has resulted in weaker gross margins and DSCRs in our forecast for Eastern. We now expect Eastern to generate about $185 million less in gross margin from its Zone J assets through the project's term loan maturity in October 2025. The lowest expected DSCR in this period is 1.24x, occurring in early 2023. S&P said, "Similarly, we have reduced our forecast for PJM capacity prices, although the reduction from our previous assumptions are not as steep as those for NYISO and have less impact on Eastern's profitability. The new assumptions result in about $40 million less in gross margin from Eastern's PJM assets through 2025, with lower assumed capacity prices somewhat offset by a recent life in the forward power curve, resulting in slightly higher forecast energy margin through 2025. "We now forecast debt at maturity to be $703 million, up from $525 million in our previous review. Because we assume a finite asset life over which Eastern must repay its debt, the amount of debt Eastern has outstanding at refinancing in 2025 is important to our view of the project's overall credit strength. The increase in our forecast for outstanding debt in 2025 is attributable to two factors. The project began 2021 with about $73 million more outstanding than previously contemplated due to both mild financial underperformance and lower-than-expected sweeps. The changes in cleared 2021 Zone J capacity prices and our forecast for capacity prices in both Zone J and PJM result in about $225 million less gross margin through 2025." A few factors partially offset the above impact from higher starting debt and lower gross margin. First, because Eastern pays out tax distributions--a function of profitability--ahead of its sweep in the cash flow waterfall, a decline in CFADS does not translate 1 to 1 to a decline in cash flow sweeps. Secondly, Eastern has recently signed an agreement to sell 8 acres of surplus land in Astoria. S&P expects this sale to close by the end of the year and all proceeds to enter the project's cash waterfall. The net cash impact of sale, combined with the tax distribution dynamic, somewhat mitigate the forecast decline in CFADS. S&P has revised its expectations downward for Zone J, a negative for portfolio margin. The drop in Zone J's locational capacity requirement (LCR) values reflects ConEdison's (ConEd) plans to bypass series reactors on feeders from the Lower Hudson Valley, which will increase the transfer capacity on the UPNY-ConEd interface and offset the effect of Indian Point 3's retirement. The series reactors operated for many years to mitigate reliability concerns related to fault current issues in New York City. Although the series reactors mitigate the fault current issues, they also reduce the limit on UPNY-ConEd. The higher UPNY-ConEd operating limit also contributed to the lower LCR values for Zone J in 2021/2022. S&P said, "From a credit perspective, we see such swings in capacity prices as unfavorable for credits in Zone J. However, the short-term reliability process report indicates surplus generation of up to 900 MW in New York City (including 750 MW of temporary capacity across the UNPY-ConEd interface). But NYISO's own reliability needs assessment highlights New York City's incremental generation requirement beginning in 2023. "We expect Zone J prices to recover by the 2023/2024 capability year, with the first wave of retirements under the New York State Department of Environmental Conservation's Peaker Rule beginning in May 2023, along with a higher LCR starting in May 2022. While prices in outer years will likely be influenced upward by offshore wind additions, we have not increased our price assumptions above $16/kW-month because they have not increased materially beyond these levels in the past, even when fundamentals indicated they would. "Negative for portfolio margin: We have revised our expectations downward for PJM. We have lowered our forecast for future PJM capacity auctions, resulting in about $40 million less gross margin through 2025. We recently lowered our forecast for capacity prices in the PJM-RTO region. We now expect regional transmission organization (RTO) prices of $85/MW-day and $90/MW-day in the 2022/2023 and 2023/2024 capacity auctions. This is somewhat lower than our prior expectation of $100/MW-day for both 2022/2023 and 2023/2024. We still forecast a mean-reverting price for the RTO of about $120/MW-day, though we foresee some near-term pricing pressure because of the significant revisions to our load forecast and calculation of net cost of new entry. "We expect ComEd prices of 110/MW-day in the 2022/2023 auction and $125/MW-day in 2023/2024. The ComEd zone is experiencing the most significant decline (2.2 GW) in its reliability requirements of all of the delivery areas, which will also hamper its auction price outcomes. The pricing in this LDA could go either way in future auctions. A materially lower price in 2022/2023 will place more nuclear units "at risk", which could cause the state of Illinois to take action (to be clear, this is not a given but possible). If that occurs, the LDA's future prices could merge with those in the RTO and fall further. However, if bidding behavior underpins the LDA's prices, its future prices could rise further to incorporate the costs of nuclear units (especially if renewables keep energy prices lower). "While these updates negatively affect our forecast, they are a less significant to Eastern's profitability than NYISO capacity margin. The forecast decrease in PJM capacity prices is also somewhat offset by modestly higher forecast energy margin. "The negative outlook reflects our expectation for minimal cushion to our 1.2x downgrade threshold in 2022. We expect debt outstanding on the term loan at refinancing in October 2025 of around $703 million. We expect average quarterly rolling DSCRs of 1.42x through 2022. We further expect stable operational performance and cash sweeps or voluntary prepayments that accelerate paydown on the term loan. "We would likely lower the rating if debt service coverage levels fell below 1.2x for a sustained period. The most likely cause would be a failure of NYISO Zone J capacity prices to rebound as expected in summer 2022. Other factors could include operational issues that lower availability and increase maintenance costs, sooner-than-expected implementation of New York NOx limits for peakers, or higher debt outstanding at maturity. "A stable outlook would likely require higher forecast gross margin, such that DSCRs were over 1.3x in each period of our forecast." EINSTEIN HEALTHCARE: Fitch Rates $416MM Health Bonds 'BB+' ---------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' long-term revenue bond rating on the following bonds issued by Montgomery County Industrial Development Authority on behalf of Einstein Healthcare Network (EHN): -- $416.305 million health system revenue bonds, series 2015A. Fitch has also affirmed EHN's Issuer Default Rating (IDR) at 'BB+'. The Rating Outlook is revised to Positive from Stable. SECURITY The bonds are secured by a gross revenue pledge and granted mortgage lien on certain real property. ANALYTICAL CONCLUSION The 'BB+' IDR and revenue bond rating reflect EHN's difficult operating environment and good market position but competitive and generally more economically challenged service area. EHN had previously seen operating cost pressures from a constrained payor mix and workforce environment, but more recent progress towards better operating results over the last three years, combined with meaningful improvement in EHN's leverage position, have resulted in the Outlook revision to Positive. EHN has passed all legal challenges to become a member of Jefferson Health. The agreement envisions Jefferson Health becoming the parent and sole member of EHN. It is also expected to include a provision where EHN becomes a member of Jefferson Health's obligated group. The merger is expected to close around Oct. 1, 2021. Fitch does not rate Jefferson Health, and while Fitch views the merger as positive for EHN, the rating affirmation and Outlook revision are based solely on EHN's credit characteristics. KEY RATING DRIVERS Revenue Defensibility: 'bb' Challenging Operating Environment; Restrictive Payor Mix EHN's flagship facility, Einstein Medical Center Philadelphia (EMCP), is located in north Philadelphia and is a safety net hospital for its primary service area. EHN also operates in the competitive southeastern Pennsylvania healthcare market. Influential competitors include Main Line Health System (AA), University of Pennsylvania Health System, and Temple University Health System (BB+). Another market participant is Jefferson Health, which has grown in recent years, consolidating with Abington Health, Aria Health and Cherry Hill, NJ based Kennedy Health System. EHN's payor mix is comparatively restrictive as it is concentrated with governmental payors that account for about 70% of gross revenues in fiscal 2020. Medicaid and self-pay represent a high 31.5% of gross revenues, in line with Fitch's 'weak' revenue source assessment. However, Fitch views EHN as well positioned for any transition to value-based contracts, due to their partial ownership of a not-for-profit HMO, Health Partners of Philadelphia, which provides strategic and financial benefits, especially in the Medicaid HMO market. EHN also has experience caring for their immediate population base, which requires early interventional care, and requires the ability to operate on comparatively thinner margins. Median household income, poverty levels, and unemployment rates are all weaker than state and national averages, although Fitch views that impact on payor mix as stable. Similarly, Einstein Medical Center Montgomery (EMCM) has seen business growth in Montgomery County, benefiting from population gains and above average median household income levels. Operating Risk: 'bbb' Operating Margins Showing Improvement EHN's operating performance is expected to stabilize in the post-coronavirus environment, after multiple years of revenue enhancement and cost saving initiatives. Operating income levels had been pressured in prior years due to labor cost pressures and shifts in patient volumes to more outpatient settings; however, EHN saw operating EBITDA margins of 6.9% and 6.7%, respectively in fiscal 2019 and 2020, and in fiscal 2021 year-to-date (unaudited third quarter results through March 31, 2021), operating EBITDA margins have improved to 8.4%. After essentially break-even operations for two fiscal years, EHN produced an operating EBITDA margin of 8.4% during fiscal 2021 year-to-date. Financial improvements are the result of on-going revenue enhancing and cost reduction initiates begun before the coronavirus pandemic. In addition, EHN benefited from a $50 million CARES Act stimulus infusion in fiscal 2020, and a larger stimulus infusion in fiscal 2021 year-to-date of $135 million, $101 million of which has been recognized into income thus far. EHN has a long history of adapting to the changing healthcare environment, and Fitch expects that EHN will be able to produce around 7% to 8% operating EBITDA margin on a go-forward basis. EBITDA margins are very similar to operating EBITDA margins based on EHN's highly conservative asset allocation, with around 85% in cash and fixed income instruments, which while returning limited positive results year over year, is also largely immune to downward swings in the equities market. EHN's capital spending moderated over the last several years, initially after the construction of EMCM and more recently due to capital preservation as a result of the disruption and uncertainty from the coronavirus pandemic. Capital expenses represented just 60% of depreciation over the last four audited fiscal years. No major capital projects are factored into this analysis, and Fitch anticipates that projected routine needs will be approximately 70% of depreciation expenses, or around $50 million on an annual basis. Financial Profile: 'bb' Improved Markedly in Fiscal 2020 EHN's unrestricted cash and investments equaled $334 million in fiscal 2020, excluding approximately $81.4 million in advanced Medicare payments. EHN's long-term debt was $494 million as of fiscal 2020, including amounts related to new operating lease accounting. In addition, EHN has a pension debt equivalent of $132.3 million, since EHN's funding level in fiscal 2020 was below 80%. This results in a cash to adjusted debt metric of 53%, which is slightly improved from the prior year. Through the first nine-months of fiscal 2021, both cash and operations have improved significantly. Unrestricted cash and investments have improved to $482.1 million, excluding advanced Medicare payments received in both fiscal 2020 and 2021 (approximately $130 million). The improvement is driven by stronger cash flow with both operational improvements, significant CARES stimulus funding, and also due to reduced capital expenditures, which are at approximately 30% of annual depreciation year-to-date. Similarly, EHN's debt equivalents have dropped to approximately $46.2 million (the difference between current year-to-date pension funding levels and 80% funding), resulting in a much stronger cash to adjusted debt of 95%, although there is still some comingling of unrecognized CARES stimulus associated with this calculation, and it will likely trend a bit lower once all the revenues and expenses are settled. Fitch employs a forward-looking scenario analysis for rated entities, which describes a plausible outcome of future performance, and then places that scenario under moderate stress in order to gauge credit, and rating, resiliency. It is difficult to gauge what Jefferson Health will ultimately add to the overall EHN operational profile at this time, but Fitch assumes it would be either neutral, or possibly accretive to current levels. Fitch expects that cash to adjusted debt could improve over the next several years, to levels of approximately 130%, which is a factor supporting the Positive Outlook. The stress scenario applies Fitch's standard stress over the five-year period. EHN's performance softens during the early years given Fitch's standard liquidity and operational stress, and then rebounds to levels consistent with fiscal 2021 by year three. Even under a stress scenario Fitch assumes that cash to adjusted debt would measure 115% towards the outer years of Fitch's stress scenario, which is consistent with current, and possibly higher rating levels, and demonstrates credit resiliency. ASYMMETRIC ADDITIONAL RISK CONSIDERATIONS There are no asymmetric risk considerations affecting the IDR and revenue bond rating determination. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Continued and sustained improvements to unrestricted cash and investments compared to adjusted debt exceeding 120%; -- Maintenance of EHN's improved operating EBITDA margins of approximately 7% to 8% with a return to capital expenditures at or above annual depreciation expense. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- If EHN's operating EBITDA income levels fall below 6% for multiple years; -- If unrestricted liquidity levels, either due to additional capital spending or borrowing, fall below 100% cash to adjusted debt. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Sovereigns, Public Finance and Infrastructure 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 three 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. CREDIT PROFILE EHN operates Einstein Medical Center Philadelphia (EMCP), a 489-bed tertiary and quaternary teaching hospital in northern section of the city of Philadelphia; Einstein Medical Center Montgomery (EMCM), a 171-bed facility in East Norriton Township; Elkins Park Hospital, a 66-bed general hospital; and Moss Rehab, a nationally recognized inpatient rehabilitation hospital located in Elkins Park. EHN also operates several other ambulatory and specialized facilities located throughout its service area. Additionally, EHN includes a large medical education component with over 400 fellow and residents and 25 residency programs. In fiscal 2020, EHN had total revenues of $1.3 billion and the obligated group represents the vast majority of network assets. Fitch's analysis and all ratios cited in this report represent the consolidated network. 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. ELITE TRUCKING: Gets Court Approval to Hire Palacios Accounting --------------------------------------------------------------- Elite Trucking & Rigging, LLC received approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Palacios Accounting, Inc. as its accountant. The Debtor needs an accountant to prepare its tax returns and monthly operating reports and provide other services. The firm will be paid at the rate of $175 per hour and will be reimbursed for out-of-pocket expenses incurred. Carlos Palacios, a partner at Palacios Accounting, 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: Carlos Palacios Palacios Accounting, Inc. 4205 Bergenline Ave. Suite 2 Union City, NJ 07087 Tel: (201) 392-8224 About Elite Trucking & Rigging Elite Trucking & Rigging, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 21-11481) on Feb. 24, 2021, disclosing under $1 million in both assets and liabilities. Judge Stacey L. Meisel oversees the case. Minion & Sherman and Palacios Accounting, Inc. serve as the Debtor's legal counsel and accountant, respectively. EMBLEM FINANCE 2: Fitch Alters Ratings Outlook to Stable -------------------------------------------------------- Fitch Ratings has affirmed Emblem Finance Company No. 2 Limited and revised the Rating Outlook to Stable from Negative. DEBT RATING PRIOR ---- ------ ----- Emblem Finance Company No. 2 Limited Adjusted by Inflation Credit XS0332880342 LT BB-sf Affirmed BB-sf KEY RATING DRIVERS The rating action follows Fitch's affirmation of the reference entity, Votorantim S.A. (VSA) at 'BBB-'; Outlook revised to Stable from Negative. The Outlook reflects the Outlook on the main risk driver, VSA, which is the lowest-rated risk-presenting entity. The rating considers the credit quality of JPMorgan Chase & Co.'s Issuer Default Rating (IDR) of 'AA-'/Outlook Stable as the swap counterparty and HSBC Holdings Plc's subordinated notes rating of 'A-' as the qualified investment. The rating also considers the IDR of the reference entity, VSA, which is subject to restructuring as a credit event. Therefore, Fitch applied a one-notch downward adjustment to the rating of the reference entity to 'BB+'/Outlook Stable from 'BBB-'/Outlook Stable, prior to applying the "three-risk matrix" as outlined in the credit-linked note (CLN) rating criteria. Coronavirus Impact: Fitch acknowledges the uncertainty and rapidly evolving events related to the coronavirus pandemic and its impact on global markets. This disruption may impact the ratings of the risk-presenting entities. RATING SENSITIVITIES A change of the ratings assigned to any of the risk presenting entities could result in a change of the rating assigned to the notes based on Fitch's CLN criteria Three-Risk CLN Matrix. Factors that could, individually or collectively, lead to positive rating action/upgrade: Rating Scenarios Regarding VSA (assuming no change to the current rating assigned to HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6] and JPMorgan Chase): -- An upgrade of one notch would result in a rating upgrade of the notes to 'BBsf'; -- An upgrade of two notches would result in a rating upgrade of the notes to 'BB+sf'. Rating Scenarios Regarding HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6] (assuming no change to the current rating assigned VSA and JPMorgan Chase): -- An upgrade of one notch would have no impact on the current rating of the notes; -- An upgrade of two notches would have no impact on the current rating of the notes. Rating Scenarios Regarding JPMorgan Chase (assuming no change to the current rating assigned to VSA and HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6]): -- An upgrade of one notch would have no impact on the current rating of the notes; -- An upgrade of two notches would have no impact on the current rating of the notes. Factors that could, individually or collectively, lead to negative rating action/downgrade: Rating Scenarios Regarding VSA (assuming no change to the current rating assigned to HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6] and JPMorgan Chase): -- A downgrade of one notch would result in a rating downgrade of the notes to 'B+sf'; -- A downgrade of two notches would result in a rating downgrade of the notes to 'Bsf'. Rating Scenarios Regarding HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6] (assuming no change to the current rating assigned VSA and JPMorgan Chase): -- A downgrade of one notch would have no impact on the current rating of the notes. -- A downgrade of two notches would have no impact on the current rating of the notes. Rating Scenarios Regarding JP Morgan Chase (assuming no change to the current rating assigned to VSA and HSBC Holdings' Subordinated Notes [CUSIP: 404280AF6]): -- A downgrade of one notch would result in a rating downgrade of the notes to 'B+sf'; -- A downgrade of two notches would result in a rating downgrade of the notes to 'B+sf'. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Structured Finance transactions have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of seven 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 seven notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings are based on historical performance. ENERGY ALLOYS: Court Okays Bankruptcy Plan for Creditor Vote ------------------------------------------------------------ Alex Wolf of Bloomberg Law reports that the court approved the bankruptcy plan of Energy Alloys Holdings for creditor vote. The bankruptcy estate for Energy Alloys Holdings Inc. won court approval to solicit votes on its plan to liquidate and distribute partial recoveries to creditors. The company, now known as MEA RemainCo Holdings LLC, is proposing to establish a liquidation trust and wind down its remaining assets. Second-lien lenders are projected to recover about $1.8 million on $90 million in claims. Unsecured creditors holding $8.3 million in claims are projected to receive $600,000. Judge Mary K. Walrath of the U.S. Bankruptcy Court for the District of Delaware on Tuesday, May 18, 2021, approved the company’s plan and related disclosure materials. About MEA RemainCo Holdings MEA RemainCo Holdings, LLC, f/k/a Energy Alloys Holdings, LLC when founded in 1995 together with its affiliates, are privately-owned distributors and resellers of tube and bar products sold into the oil and gas industry for the exploration of hydrocarbons. Visit https://www.ealloys.com for more information. On May 5, 2021, the Court entered an Order authorizing the Debtors to change the case caption to reflect the corporate name changes pursuant to the BioUrja Purchase Agreement governing the sale of substantially all of the Debtors' assets to BioUrja. The BioUrja Purchase Agreement required, among others, that the Debtors cease using the name "Energy Alloys" and any derivations thereof. On Sept. 9, 2020, then Energy Alloys Holdings LLC and seven of its affiliates filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 20-12088). Bryan Gaston, chief restructuring officer, signed the petitions. Judge Mary Walrath presides over the cases. The Debtors were estimated to have consolidated assets of $10 million to $50 million, and consolidated liabilities of $100 million to $500 million. The Debtors tapped Richards, Layton & Finger, P.A., as bankruptcy counsel, Akin Gump Strauss Hauer & Feld LLP as corporate counsel, Moelis & Company as investment banker, and Epiq Corporate Restructuring LLC as claims and noticing agent. Ankura Consulting Group, LLC provides interim management services. The U.S. Trustee appointed a committee of unsecured creditors on Sept. 23, 2020. The committee is represented by McDermott Will & Emery, LLP. ENERGY ALLOYS: Unsecureds to Share $600K GUC Pool in Plan --------------------------------------------------------- MEA RemainCo Holdings, LLC (f/k/a Energy Alloys Holdings, LLC) and its debtor-affiliates filed on May 14, 2021 a Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation. The Combined Plan and Disclosure Statement provides for the distribution of the Debtors' assets (already liquidated or to be liquidated over time) to the Holders of Allowed Claims. Distributions will occur on the Effective Date or as soon thereafter as is practicable and at various intervals thereafter, unless otherwise indicated by a Court order. Treatment of Claims under Plan a. Class 1 Other Priority Claims. Allowed Class 1 Claims estimated at $150,000 shall be paid in full under the Plan. b. Class 2 Other Secured Claims. Holders of Allowed Other Secured Claim shall receive, on the Effective Date or as soon as thereafter as reasonably practical, either (a) the treatment agreed to by the Holder, or (b) at the Debtors' option (i) payment in full in Cash of the Allowed Secured Claim Amount, based on the settlement or Final Court Order, or (ii) a treatment consistent with Section 1129(a)(9) of the Bankruptcy Code. c. Class 3 Wingfoot/Second Lien Claims. Each Holder of an Allowed Wingfoot/Second Lien Claim shall receive on the Effective Date, or as soon as reasonably practicable thereafter (after the payment or reservation of the Cash necessary to fund the Confirmation Amount): 1. 75% of each of the following: * the Debtors' Cash on hand, after the payment or reservation of the Cash necessary to fund the Confirmation Amount, as of the Effective Date; * the Wingfoot/Second Lien Secured Parties Collateral Proceeds; * the Remaining Claims Reserve; and * the Remaining Fee Escrow Amount; and 2. 100% of the recoveries from causes of action: * against the Wingfoot/Second Lien Secured Parties and their Related Parties; * against the Debtors' present or former employees with respect to wage and severance payments; * related to the severance and retention bonuses paid to Kevin Burnett, Doris Stuart, and Neil Thomas; and * related to board of director fees. d. Class 4 General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim shall receive one or more distributions equal to its pro rata share of the GUC Recovery Pool, as such distributions become available, unless said Holder of an Allowed General Unsecured Claim has agreed to a different treatment of the Claim. The GUC Recovery Pool is approximately $600,000. e. Class 5 Intercompany Claims and Class 6 Equity Interests shall be cancelled and released without any distribution or retention of any property. Only Classes 1 and 2 are unimpaired under the Plan and are therefore deemed to accept the Plan. Classes 3 and 4 are impaired and may vote to accept or reject the Plan. The Confirmation Amount consists of the total cash necessary to satisfy: * all accrued and unpaid Statutory Fees; * all unpaid reasonable fees and expenses of Professionals retained by the Debtors and the Creditors' Committee in these Chapter 11 cases, within the scope of the Wind-down Budget; * the Liquidation Trust Reserve (which is equal $100,000 and which amount may be used to satisfy Liquidation Trust Expenses or otherwise fund Distributions to Holders of Allowed General Unsecured Claims); * the Claims Reserve (which is equal to the amount of cash necessary to satisfy asserted amounts of Administrative Expense Claims, Priority Tax Claims, Other Priority Claims, and Other Secured Claims); and * the GUC Excess (which is the aggregate amount included in the Wind-down Budget to pay Fee Claims of Professionals retained by the Creditors' Committee minus the amount of such Fee Claims that are Allowed and actually paid, up to an aggregate cap of $75,000). The Debtors disclosed that the risk to consummating the Plan (by the occurrence or non-occurrence of the Plan Effective Date) includes depends on the Debtors' ability to have sufficient cash on hand to fully fund Distributions to Classes 1 and 2, pursuant to Section 1129 of the Bankruptcy Code. While the Debtors believe that they will have sufficient cash on hand to fully fund Distributions to Classes 1 and 2 (based on their estimates of Priority Tax Claims, Administrative Expense Claims, and Secured Claims that must be paid or reserved for), there can be no guarantee that the Debtors' estimates are correct. A full-text copy of the Combined Disclosure Statement and Joint Plan is available for free at https://bit.ly/3ymeEH5 from Epiq, claims agent. About MEA RemainCo Holdings MEA RemainCo Holdings, LLC, f/k/a Energy Alloys Holdings, LLC when founded in 1995 together with its affiliates, are privately-owned distributors and resellers of tube and bar products sold into the oil and gas industry for the exploration of hydrocarbons. Visit https://www.ealloys.com for more information. On May 5, 2021, the Court entered an Order authorizing the Debtors to change the case caption to reflect the corporate name changes pursuant to the BioUrja Purchase Agreement governing the sale of substantially all of the Debtors' assets to BioUrja. The BioUrja Purchase Agreement required, among others, that the Debtors cease using the name "Energy Alloys" and any derivations thereof. On Sept. 9, 2020, then Energy Alloys Holdings LLC and seven of its affiliates filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 20-12088). Bryan Gaston, chief restructuring officer, signed the petitions. Judge Mary Walrath presides over the cases. The Debtors were estimated to have consolidated assets of $10 million to $50 million, and consolidated liabilities of $100 million to $500 million. The Debtors tapped Richards, Layton & Finger, P.A., as bankruptcy counsel, Akin Gump Strauss Hauer & Feld LLP as corporate counsel, Moelis & Company as investment banker, and Epiq Corporate Restructuring LLC as claims and noticing agent. Ankura Consulting Group, LLC provides interim management services. The U.S. Trustee appointed a committee of unsecured creditors on Sept. 23, 2020. The committee is represented by McDermott Will & Emery, LLP. EVERI PAYMENTS: S&P Affirms 'B' ICR on Strong Operating Performance ------------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based gaming and payments equipment and software provider Everi Payments Inc. to positive from negative and affirmed all of its ratings on the company, including the 'B' issuer credit rating. S&P said, "The positive outlook reflects that we could raise the rating on Everi once we are confident that the company's performance would remain relatively stable even after alternate entertainment and travel options reopen in a manner that sustains leverage below our 5x upgrade threshold. "The positive outlook reflects Everi's stronger than expected operating recovery, despite the COVID-19 pandemic and our belief that leverage, will continue to improve over the next 12 months. The outlook revision reflects our forecast for adjusted leverage to improve below 5x in 2021 from 7.5x at the end of 2020. The company has outperformed our recovery expectations since casinos began reopening in the second quarter of 2020. Although we believe the gaming industry has benefited from limited alternate entertainment and travel options, the impact of multiple stimulus packages and the rollout of COVID-19 vaccines across the U.S., we believe gaming demand will likely remain steady over the near term given our economists' forecast for good consumer spending growth. "As a result, we upwardly revised our forecast for Everi's operating performance in 2021 and 2022 based on revenue and EBITDA recovery over the last three quarters. We believe the company's technology investments combined with a good macroeconomic outlook will support demand for its products and services. As such, we expect 2021 revenue in line with that of 2019 and higher EBITDA than in 2019. Margins will slightly improve on 2020 cost-saving initiatives and a revenue mix shift toward higher-margin fee-based revenue. We assume Everi will modestly reduce debt through required cash flow sweeps and amortization under its term loan. We expect Everi's adjusted leverage will improve to the mid- to high-4x area in 2021, below our 5x upgrade threshold. We expect leverage to improve further to the low-4x area in 2022, which we believe would provide Everi with a sufficient cushion to absorb potential modest EBITDA underperformance and acquisition spending while leverage remains below our 5x upgrade threshold." Everi has options to accelerate deleveraging. Outside of robust EBITDA recovery, Everi can use a portion of its sizable excess cash balances and free operating cash flow generation to voluntarily repay debt. Everi secured a $125 million incremental term loan at a very high interest rate in April 2020 to bolster liquidity amid uncertainty about the pandemic and casino closures. The company has indicated it may review its capital structure in 2021 given favorable market conditions. S&P said, "We believe Everi may opt to refinance its unsecured notes when the call premium steps down in December or prepay a portion of its high-cost incremental term loan when it becomes callable in April 2022. Additionally, we do not anticipate Everi will use its excess cash to make material opportunistic leveraging acquisitions or undertake other leveraging transactions such as returning capital to shareholders. Rather, Everi may resume small tuck-in acquisitions as the operating environment normalizes." S&P said, "The positive outlook reflects that we could raise the rating on Everi once we are confident that the company's performance would remain relatively stable even after alternate entertainment and travel options reopen in a manner that sustains leverage below our 5x upgrade threshold." S&P could raise the rating if: -- S&P is highly confident that company performance would remain relatively stable even after alternate entertainment and travel options reopen; and -- S&P expected that leverage would be maintained in the mid-4x area or better in a good operating environment. S&P could revise the outlook to stable if it no longer believes Everi will sustain adjusted leverage of less than 5x. Although less likely than an outlook revision given its EBITDA recovery and our economic outlook, S&P could lower its ratings if: -- S&P believes adjusted leverage would increase above 6.5x and interest coverage would fall below 2x; or -- Its liquidity position became impaired. These scenarios would most likely result if Everi undertook an unexpected leveraging transaction. While less likely given the pace of vaccinations and easing of restrictions, this could also occur if visitation to or player spending at casinos was impaired because another wave of the pandemic or new variants led to additional restrictions or shutdowns, or casino operators materially cut back on gaming machine orders for an extended period. FDZ HOMES: Seeks to Hire Century 21 as Real Estate Agent -------------------------------------------------------- FDZ Homes, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Montebello, Calif.-based real estate firm Century 21 Realty Masters. The Debtor needs the firm's assistance to market for sale its property located at 821 Mel. Ave., Palm Springs, Calif. Century 21 will receive a commission of 6 percent of the purchase price upon consummation of the sale. Jose Arana, a real estate agent at Century 21, disclosed in a court filing that he is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Arana can be reached at: Jose Arana Century 21 Realty Masters 830 N Wilcox Ave Montebello, CA 90640 Phone: +1 323-633-4317 Email: josearanasells@hotmail.com About FDZ Homes Inc. FDZ Homes, Inc. is the owner of five properties in Los Angeles and Palm Springs, Calif., having a total current value of $7.42 million. FDZ Homes sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 20-20772) on Dec. 7, 2020. At the time of the filing, the Debtor disclosed $7,422,233 in assets and $7,464,153 in liabilities. Judge Ernest M. Robles oversees the case. The Bisom Law Group serves as the Debtor's legal counsel. FIRSTENERGY CORP: Bribery Lawsuit Does Not Allege Crimes, Say Execs ------------------------------------------------------------------- Law360 reports that the directors and officers of nuclear power plant owner FirstEnergy Corp. told an Ohio federal judge that a shareholder suit involving bribes paid to state lawmakers doesn't adequately allege any violations by the company's leadership. In a series of motions to dismiss the shareholders' complaint, the executive defendants argued that the complaint doesn't include any allegations that the executives engaged in any wrongdoing related to the effort to secure passage of a nuclear plant bailout bill in 2019. About FirstEnergy Corp. Based in Akron, Ohio, FirstEnergy Corp. and its subsidiaries are principally involved in the generation, transmission, and distribution of electricity. FirstEnergy's ten utility operating companies comprise one of the nation's largest investor-owned electric systems, based on serving six million customers in the Midwest and Mid-Atlantic regions. FirstEnergy Corp. holds the outstanding common stock of its principal subsidiaries: Ohio Edison Company (OE), The Cleveland Electric Illuminating Company (CEI), The Toledo Edison Company (TE), Pennsylvania Power Company (Penn) (a wholly owned subsidiary of OE), Jersey Central Power & Light Company (JCP&L), Metropolitan Edison Company (ME), Pennsylvania Electric Company (PN), FirstEnergy Service Company (FESC), FirstEnergy Solutions Corp. (FES) and its principal subsidiaries (FirstEnergy Generation, LLC (FG) and FirstEnergy Nuclear Generation, LLC, (NG)), Allegheny Energy Supply Company, LLC (AE Supply), Monongahela Power Company (MP), The Potomac Edison Company (PE), West Penn Power Company (WP), FirstEnergy Transmission, LLC (FET) and its principal subsidiaries (American Transmission Systems, Incorporated (ATSI) and Trans-Allegheny Interstate Line Company (TRAIL), and Allegheny Energy Service Corporation (AESC). In addition, FE holds all of the outstanding common stock of other direct subsidiaries including: FirstEnergy Properties, Inc., FirstEnergy Ventures Corp. (FEV), FirstEnergy Nuclear Operating Company (FENOC), FELHC, Inc., GPU Nuclear, Inc., and Allegheny Ventures, Inc. About FirstEnergy Solutions Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a subsidiary of FirstEnergy Corp (NYSE:FE). FES -- http://www.firstenergycorp.com/-- provides energy-related products and services to retail and wholesale customers; and owns and operates 5,381 MWs of fossil generating capacity through its FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of nuclear generating capacity through its FirstEnergy Nuclear Generation subsidiary. Nuclear generating plants are operated by FirstEnergy Nuclear Operating Company (FENOC), which is a separate subsidiary of FirstEnergy Corp. On March 31, 2018, FirstEnergy Solutions and 6 affiliates, including FENOC, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). The cases are pending before the Honorable Judge Alan M. Koschik and their cases be jointly administered under Case No. 18-50757. Parent company, First Energy Corp. and its other subsidiaries, including its regulated subsidiaries, are not part of the filing and will not be subject to the Chapter 11 process. First Energy Corp. listed $42.2 billion in total assets against $4.07 billion in total current liabilities, $21.1 billion in long-term debt and other long-term obligations and $13.1 billion in non-current liabilities as of Dec. 31, 2017. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor and Charles Moore as chief restructuring officer; and Prime Clerk as claims and noticing agent. The Debtors also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel. The U.S. Trustee for Region 9 appointed an official committee of unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley & McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the committee. * * * Bankruptcy Judge Alan M. Koschik on Oct. 16, 2019 confirmed FirstEnergy's plan that erased $4 billion in debt and that was supported by more than 93 percent of voting creditors. FirstEnergy Solutions exited bankruptcy with a new name, Energy Harbor Corp., and ownership obtained by big bondholders Avenue Capital Group and Nuveen Asset Management LLC. FRESH ACQUISITIONS: VitaNova Loan Wins Final Court OK ----------------------------------------------------- Fresh Acquisitions, LLC and its debtor-affiliates sought and obtained permission from the U.S. Bankruptcy Court for the Northern District of Dallas to enter into a senior secured loan facility of up to $3,500,000 in aggregate principal amount with VitaNova Brands, as the DIP Lender. An immediate need exists for the Debtors to obtain the DIP Financing in order to continue operations and administer and preserve the value of their estates for the benefit of their various stakeholders. The DIP facility consists of $3,000,000 of New Money DIP Loans and $500,000 of DIP Roll-Up Loans. First priority liens will be granted to the DIP Lender on the assets of all of the Debtors, except the Furrs Debtors -- Fresh Acquisitions, LLC and FMP SA Management Group, LLC -- as well as allowed super-priority claims, pursuant to Section 364(c)(1) of the Bankruptcy Code, subject to the Carve Out. The DIP facility will provide the Debtors with sufficient DIP financing to fund their Chapter 11 cases, bridging to a sale of substantially all of the Debtors assets and confirmation of a liquidating plan. The Bankruptcy Court also authorized the Debtors to use, on an interim basis, the cash collateral of the DIP Lender and continue using the cash collateral of Arizona Bank & Trust (ABT), the Debtors' prepetition lender. AB&T has first priority liens on substantially all assets of the Furrs Debtors. On January 2, 2015, Fresh Acquisitions, LLC and non-Debtor Alamo Dynamics, LLC, entered into a Commercial Loan Agreement with Arizona Bank & Trust in the original principal amount of $8,707,500. The CLA was guaranteed by, among others, FMP SA Management Group, LLC, one of the Debtors. On June 29, 2015, the CLA was modified to incorporate, among other things, a short term bridge loan of $14,500,000. The CLA was further modified from time to time thereafter, including on May 30, 2017, when FMP was added as a borrower. The CLA is guaranteed by a variety of non-Debtor entities and individuals. On February 18, 2021, AB&T entered into a forbearance agreement with Fresh, Alamo, FMP, and the Guarantors as a result of certain alleged defaults under the CLA which, among other things, extended the maturity date for the CLA to July 30, 2021. As of the Petition Date, Fresh and FMP are indebted to AB&T of $13,466,150 in principal and accrued interest, plus additional costs and fees. The Prepetition Loan Documents constitute the legal, valid, properly authorized, binding and unconditional obligations of Fresh and FMP to AB&T, enforceable in accordance with their terms. The DIP Order provides that the Pre-petition Lender and the DIP Lender are entitled to (i) adequate protection liens and (ii) adequate protection super-priority claims as adequate protection of their interests in the Prepetition Collateral for the amount of actual diminution in the value of their respective interests in the Prepetition Collateral from and after the Petition Date. Moreover, the Pre-petition Lender will have the right to credit bid the full amount of (or any portion of) the pre-petition secured obligations during any sale of all or any portion of the pre-petition collateral. A copy of the order is available for free at https://bit.ly/3yi0yqb from PacerMonitor.com. About Fresh Acquisitions Fresh Acquisitions LLC and Buffets, LLC, operate independent restaurant brands and are based in San Antonio, Texas. Prior to the COVID-19 pandemic, Fresh and its affiliates were a significant operator of buffet-style restaurants in the United States with approximately 90 stores operating in 27 states. Fresh's concepts include six buffet restaurant chains and a full service steakhouse, operating under the names Furr's Fresh Buffet, Old Country Buffet, Country Buffet, HomeTown Buffet, Ryan's, Fire Mountain, and Tahoe Joe's Famous Steakhouse, respectively. Buffets Holdings, Inc., filed for Chapter 11 relief in January 2008 and won confirmation of a reorganization plan in April 2009. In January 2012, Buffets again sought Chapter 11 protection and emerged from bankruptcy in July 2012. On Aug. 19, 2015, Alamo Ovation, LLC, acquired Buffets Restaurants Holdings, Inc., and as a result of the merger, Buffets operated over 300 restaurants in 35 states. Down to 150 restaurants in 25 states after closing unprofitable locations, Buffets LLC and its affiliated entities sought Chapter 11 protection (Bankr. W.D. Tex. Case No. Lead Case No. 16-50557) in San Antonio on March 7, 2016. On April 27, 2017, the Court confirmed the Debtors' Second Amended Joint Plan of Reorganization. The Effective Date of the Plan was May 18, 2017. Fresh Acquisitions, LLC and 14 affiliates, including Buffets LLC (a/k/a Ovation Brands), sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 21-30721) on April 20, 2021. Fresh Acquisitions was estimated to have $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Harlin Dewayne Hale is the case judge. In the 2021 cases, the Debtors tapped GRAY REED as counsel; and B. RILEY ADVISORY SERVICES as financial advisor. KATTEN MUCHIN ROSENMAN LLP is special counsel. BMC GROUP, INC., is the claims and noticing agent. HILCO REAL ESTATE, LLC is the real estate consultant. GARDA WORLD: Fitch Rates $500MM Unsecured Notes Due 2029 'B-' ------------------------------------------------------------- Fitch Ratings has assigned a rating of 'B-/RR6' to Garda World Security Corporation's (GW) new offering of USD$500 million Senior Unsecured Notes due 2029. GW intends to use part of these proceeds of these notes to redeem its existing USD$175 million Senior Unsecured Notes due 2025. Remaining proceeds will be used for general corporate purposes (which may include acquisitions). Fitch views this transaction to be credit neutral. Leverage will remain neutral on a net basis, and Fitch estimates pro forma Total Debt/EBITDA leverage will increase by 0.7x to at 6.2x. 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 6.2x currently. The company delevered quicker than Fitch expected during 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 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 achieve scale quickly noting its U.S. customer retention rates are much higher than competitors. 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's 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 to 49% currently from 26% when it was taken private in 2012, 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, to above 14% currently from approximately 11% in 2016, 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 acquisitions. 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 during 2020 were partly driven by pandemic effects, which Fitch expects to moderate during the next year. 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 around the 6x range over the next several years as the company profitably integrates acquisitions. Recovery Assumptions: The recovery analysis assumes that GW would be reorganized as a going concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. Fitch estimates GW's GC EBITDA at $410 million. This reflects pro forma adjustments for cash flows added via acquisitions. The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the enterprise valuation. This estimate reflects a potential weakening of the cash services market and/or the loss of several significant customers. It also reflects corrective measures taken in the reorganization to offset the adverse conditions that triggered default such as cost cutting, contract repricing and industry recovery. Fitch assumes GW would receive a GC recovery multiple of 6.5x in this scenario. This multiple is applied to the GC EBITDA to calculate a post-reorganization enterprise value (EV). This multiple reflects: -- According to industry information, most of the large transactions announced over the past 15 years have indicated average purchase price values in the 8x-9x EBITDA range, while smaller acquisitions tend to have mid- to high single-digit multiples. -- GW's experience of acquiring small industry players in the 4x 6x range post synergies, and the larger Whelan acquisition at a multiple of 12x. -- Ultimately GW's 6.5x multiple is driven by the company's size and scale, and comparable EV valuations among security and cash service providers. -- Fitch's recovery scenario assumes GW's revolver is fully drawn. These assumptions generate a 'BB+' rating and 'RR1' recovery rating for the Senior Secured debt and a 'B-' rating and 'RR6' recovery rating for the Senior Unsecured debt. 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 Adequate Liquidity: The company has adequate liquidity with a pro forma post-transaction cash balance around $430 million and full availability under its revolver. Fitch expects GW to continue to generate positive free cash flow of around $200 million annually. With no material debt maturities until 2026, Fitch views this liquidity to be manageable. Debt Structure: Pro forma for the transaction, the company has $2.0 billion of debt at the Senior Secured level consisting of its USD$570 million Senior Secured Notes maturing 2027, US$1.1 billion Senior Secured TLB maturing 2026 and an undrawn USD$335 million in Revolver capacity, which matures 2024. The company's Senior Unsecured debt balance of $1.4 billion consists of the USD$604 million Unsecured Notes maturing 2027, the new USD$500 million Unsecured Notes maturing 2029 and $45 million in other unsecured debt. 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. GEX MANAGEMENT: Delays Filing of First Quarter Form 10-Q -------------------------------------------------------- GEX Management, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2021. GEX Management was unable to file its Quarterly Report by the prescribed date of May 17, 2021, without unreasonable effort or expense, because it needs additional time to complete certain disclosures and analyses to be included in the report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the company intends to file the report on or prior to the fifth calendar day following the prescribed due date. About GEX Management GEX Management -- http://www.gexmanagement.com-- is a professional business services company that was originally formed in 2004 as Group Excellence Management, LLC d/b/a MyEasyHQ. The Company formed GEX Staffing, LLC in March 2017. GEX Management reported a net loss of $224,947 in 2020, a net loss of $100,200 in 2019, and a net loss of $5.10 million in 2018. GIRARDI & KEESE: Trustee Implies It May Have Been Insolvent in 2015 ------------------------------------------------------------------- Law360 reports that the bankruptcy trustee for Girardi Keese implied the scandal-plagued California plaintiffs firm may have been insolvent as early as 2015 in a one-sided exchange with its former chief financial officer, who refused to answer a series of probing questions. In a remote hearing for Girardi Keese creditors held Tuesday, May 18, 2021, morning, the firm's liquidation trustee, Elissa Miller of SulmeyerKupetz PC, asked Chris Kamon, the firm's former CFO, several questions implying it may have been in serious financial trouble as early as 2015, the earliest date given so far for the start of the firm's financial death spiral. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: (213) 626-2311 Facsimile: (213) 629-4520 E-mail: emiller@sulmeyerlaw.com GUIORA LLC: Seeks to Hire Novian & Novian as Special Counsel ------------------------------------------------------------ Guiora, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Novian & Novian LLP as special counsel. The Debtor needs the firm's legal assistance in connection with a case (LASC Case No. 20SMCV00010) filed in the Superior Court of California for the County of Los Angeles against Wells Fargo Bank, N.A. The firm will be paid at these rates: Farhad Novian, Managing Partner $575 per hour Joon Song, Senior Associate $475 per hour Roberto Carmona, Paralegal $150 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Farhad Novian, Esq., a partner at Novian & Novian, 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: Farhad Novian, Esq. Novian & Novian LLP 1801 Century Park East, Suite 1201 Los Angeles, CA 90067 Tel: (310) 553-1222 Fax: (310) 553-0222 Email: farhad@novianlaw.com About Guiora LLC Guiora LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-12775) on March 10, 2021. At the time of the filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Ernest M. Robles oversees the case. Raines Feldman, LLP and Novian & Novian, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. GULFPORT ENERGY: Fitch Assigns 'B' LongTerm IDR, Outlook Pos. ------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B' to Gulfport Energy Corporation. Fitch has also assigned a 'BB'/'RR1' rating to Gulfport's first lien revolver and term loan and a 'BB-'/'RR2' to the senior unsecured notes. The Rating Outlook is Positive. Gulfport's rating reflects the company's emergence from bankruptcy with leverage expected below 2x along with materially reduced firm transportation costs. The company is expected to be FCF positive over the ratings horizon and further debt reduction is expected. These factors are offset by relatively short maturity dates for the revolver and term loan, substantial quarterly amortization on the term loan, modest liquidity, and an average hedging program. The Positive Outlook reflects the expectation of improved liquidity, positive FCF, and improved netbacks following the emergence from bankruptcy. KEY RATING DRIVERS Emergence from Bankruptcy: Gulfport Energy and its subsidiaries filed for voluntary petitions of relief under Chapter 11 of the U.S. bankruptcy code on Nov. 13, 2020. The company expects confirmation of its bankruptcy plan in May 2021. As a result of the bankruptcy process, Gulfport was able to restructure its balance sheet resulting in the expectation of debt/EBITDA of below 2.0x by YE 2021. In addition, the company was able to restructure some of the contracts under its midstream portfolio to reduce fixed cost and minimum volume commitments. Fitch believes the restructuring will allow Gulfport to generate positive FCF under its base price case over the rating horizon, leading to further improvement in credit metrics. Restructured Midstream Commitments: Through the restructuring process, Gulfport was able to reduce firm transportation commitments from approximately $215 million in 2020 to an expected $119 million in 2021. This includes a reduction of approximately 40% in minimum volume commitments that should negate the need for deficiency payments going forward. Two contracts remain under negotiations and not expected to be settled until 6-12 months after emergence. Fitch does not consider these contracts to be material. Low Leverage/Modest Liquidity: Under Fitch's base price case, Gulfport is expected to report debt/EBITDA below 2.0x over the rating horizon. Despite the low leverage, liquidity is modest. The $580 million borrowing base allows for a $400 million revolver and a $180 million term loan with an amortization of $15 million per quarter beginning in 3Q21. Letters of credit take up a little less than $100 million of the revolver availability. Further, availability on the $400 million revolver is reduced to $360 million until the final firm transportation contract negotiations are settled. Fitch notes that a prolonged period of low natural gas prices could materially reduce liquidity despite the low overall leverage. The relatively high recovery of the senior unsecured notes reflects the minimum amount of secured debt and the expectation of even lower secured debt as the term loan amortizes. Improving Drilling Cost Structure: Similar to other Appalachian natural gas producers, drilling costs per foot continue to reduce due to lower service provider costs, longer laterals, and other operating efficiencies. Utica well costs are expected to further decline helped by increased average lateral length drilling from approximately 10,000 feet in 2020 to a planned 15,400 feet in 2021. Gulfport's drilling costs are at the high end of its Appalachian peers but the company believes its wider spacing and high intensity fracture treatment results in higher returns than its peers. Ample Drilling Inventory: Gulfport estimates that it has a drilling inventory of approximately 15 years in the Utica (445 gross operated locations on a 1.5 rig program) and 20 years in the SCOOP (460 gross operated locations on a 1.5 rig program). Fitch notes that the company's reserve life, as calculated by dividing 2020 proved reserves by 2020 production is only 6.8 years, but reserves are based on very low 2020 prices and a revised drilling plan that pushed development of proved undeveloped locations outside the five-year window for booking reserves under SEC guidelines. Minimum Hedging Exposure: The restructuring support agreement requires Gulfport to hedge 80% of its 2021 production and not less than 60% of its 2022 proved developed producing reserves. The company expects to meet the 2022 hedge level prior to the emergence from bankruptcy. The hedge requirements are relatively lower than other Appalachian peers although management plans to hedge more than these requirements. Fitch values a high, multi-year hedging program given the volatility in natural gas prices to offset the potential adverse impact on liquidity during a low pricing environment. DERIVATION SUMMARY Fitch estimates Gulfport's debt/EBITDA of 1.5x in 2021. This is at the low range of other single- and double B natural gas producers over the same rating horizon. This is offset by modest liquidity owing to the lower commitments on the revolver and shorter maturity schedule relative to its peers. Gulfport's 2020 production of 1,039 mmcfe/d was below Comstock Resources (B/Positive; 1,260 mmcfe/d), Ascent Resources Utica Holdings (B/Stable; 1,991 mmcfe/d) and CNX Resources (BB/Positive; 1,396). The company's proved reserves of 2.6 TCFE are also well below the same peers. Gulfport's 2020 Fitch calculated netback of $0.31 was also below Comstock ($0.77) CNX ($0.55), and Ascent (0.39), but in-line with Southwestern Energy (BB/Stable; $0.30) and EQT Corporation ($0.36). Fitch believes Gulfport's netback will become more competitive following the restructuring, which will reduce firm transportation, costs, general and administrative expenses, and interest costs. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Henry Hub natural gas price of $2.75/mcf in 2021, and $2.45/mcf over the long term; -- WTI oil price of $55/bbl in 2021, and $50/bbl over the long term; -- Production relatively flat in 2021 with production focus moving to natural gas and oil versus NGLs; -- Capex of approximately $300 million annually over the forecast horizon; -- No assumptions of acquisition, divestitures, or distributions. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Gross debt reduction and ability to address near-term maturities; -- Improved netbacks particularly through lower firm transportation and gas gathering costs; -- Improved liquidity through increased revolver commitments and cash on hand; -- Mid-cycle debt/EBITDA of 2.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Reduction in liquidity that leads to inability to service debt maturities; -- Mid-cycle debt/EBITDA above 2.5x; -- A material reduction in netbacks; -- A change in financial policy that could potentially lead to weaker credit metrics and liquidity measures. 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 Following the emergence from bankruptcy, Gulfport will have a borrowing base of $580 million. Commitment will consist of a $400 million first lien secured revolver and a $180 million first lien term loan. The term loan will amortize $15 million per quarter beginning in the 3Q21 and matures in 2024 along with the revolver. Initial borrowings on the revolver at the time of emergence is estimated at $220 million with an additional $75 million of estimated letters of credit outstanding. In addition, commitments on the revolver are reduced to $360 million until negotiations on two firm transportation contracts are settled. This implies revolver availability of $65 million upon emergence. Fitch believes liquidity will improve as the company generates FCF to reduce revolver borrowings and meet term loan amortization requirements. Fitch believes Gulfport's low leverage and expected positive FCF generation should allow the company to improve liquidity and meet debt amortization requirements. However, the company is vulnerable to an unexpected, severe drop in natural gas prices, which could materially reduce liquidity and limit access to debt capital markets. 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. GULFPORT ENERGY: Successfully Emerges From Chapter 11 Bankruptcy ---------------------------------------------------------------- Gulfport Energy Corporation (NYSE: GPOR) announced May 18, 2021, that it has successfully completed its restructuring process and emerged from chapter 11 protection. As contemplated by Gulfport’s Plan of Reorganization (the "Plan") that was confirmed by the U.S. Bankruptcy Court for the Southern District of Texas on April 28, 2021, Gulfport has exited bankruptcy with a new Board of Directors; a strengthened balance sheet, with $853 million of total debt representing more than $1.2 billion of deleveraging through the Chapter 11 process; and approximately $135 million of liquidity. At emergence, Gulfport's net-debt-to-EBITDA is approximately 1.5x. Please refer to Gulfport’s emergence presentation for more details which will be provided in a Form 8-K and can also be found on the Company's Investor Relations site: https://ir.gulfportenergy.com. New Board of Directors and Leadership Team In accordance with the Plan, the Company has appointed a new Board of Directors effective immediately. The Board is comprised of five new directors who are experienced industry professionals: Timothy J. Cutt (Chairman), David Wolf (Lead Independent Director), Guillermo "Bill" Martinez, Jason Martinez and David Reganato. Biographies for the directors can be found on the Company’s website at: https://www.gulfportenergy.com/about/board-of-directors. The Company also announced the retirement of David M. Wood, the Company’s President and Chief Executive Officer effective immediately. Additionally, Quentin Hicks, Gulfport's Chief Financial Officer, has resigned effective immediately to pursue other opportunities. The Board has appointed Chairman Timothy J. Cutt as Interim Chief Executive Officer and William "Bill" J. Buese as Chief Financial Officer. Mr. Cutt will serve in the interim position at least through year end 2021 and the Board will conduct a search for a permanent CEO at the appropriate time. Message from Timothy J. Cutt, Chairman and Interim Chief Executive Officer "We want to thank Dave, Quentin and the departing Gulfport Board for their leadership through a complex and challenging Chapter 11 process. Gulfport is emerging from its successful restructuring having materially improved its balance sheet and midstream cost structure, which leaves Gulfport well-positioned for future success. Today, we begin a new chapter at Gulfport with a strategy focused on continuing to reduce costs and generating sustainable free cash flow in an effort to drive shareholder value. In addition, we are committed to an emphasized focus on sustainability, and Gulfport will continue to prioritize safety, environmental stewardship, and maintaining strong relationships with the communities in which we operate." "I also want to thank the entire Gulfport workforce for their hard work and commitment to the Company and each other through the restructuring process." Listing on the NYSE Gulfport's new common shares will be listed on the NYSE under the ticker symbol "GPOR" and is expected to commence trading on May 18, 2021. Details of the restructuring, the securities issued pursuant to the Plan and the debt and other agreements entered into as part of the Plan will be provided in a Form 8-K which can be viewed on the Company's website or the Securities and Exchange Commission's website at www.sec.gov. Advisors Kirkland & Ellis LLP and Jackson Walker L.L.P. served as legal co-counsel, Perella Weinberg Partners and its affiliate, Tudor Pickering Holt & Co. served as financial advisors, and Alvarez & Marsal served as restructuring advisor to the Company. Additional Information Additional information regarding the securities issued pursuant to the Plan, debt and other agreements entered into as part of the Plan has also been provided in a Form 8-K, which can be viewed on the Company’s website or the Securities and Exchange Commission’s website at www.sec.gov. Additional information regarding the Company’s restructuring is available at www.gulfportenergy.com/restructuring. Court filings are available at https://dm.epiq11.com/Gulfport. Questions should be directed to the Company’s claims agent by email to GulfportInfo@epiqglobal.com or by phone at (888) 905-0409 (toll free) or +1 (503) 597-7687 (international). About Gulfport Energy Gulfport Energy Corporation (NYSE:GPOR) -- http://www.gulfportenergy.com/-- is an independent natural gas and oil company focused on the exploration and development of natural gas and oil properties in North America and a producer of natural gas in the contiguous United States. Headquartered in Oklahoma City, Gulfport holds significant acreage positions in the Utica Shale of Eastern Ohio and the SCOOP Woodford and SCOOP Springer plays in Oklahoma. In addition, Gulfport holds non-core assets that include an approximately 22% equity interest in Mammoth Energy Services, Inc. (NASDAQ: TUSK) and has a position in the Alberta Oil Sands in Canada through its 25% interest in Grizzly Oil Sands ULC. Gulfport and its subsidiaries sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020. As of Sept. 30, 2020, Gulfport had $2,375,559,000 in assets and $2,520,336,000 in liabilities. The Honorable David R. Jones is the case judge. The Debtors tapped Kirkland & Ellis LLP as their bankruptcy counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Alvarez & Marsal North America, LLC as restructuring advisor; and Perella Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as financial advisor; and PricewaterhouseCoopers LLP as tax services provider. Epiq Corporate Restructuring LLC is the claims agent. Wachtell, Lipton, Rosen & Katz is counsel for the special committee of Gulfport's Board of Directors while Chilmark Partners is the financial advisor. Katten Muchin Rosenman LLP is counsel for the special committee of the governing body of each Debtor other than Gulfport while M III Partners, LP, is the financial advisor. The U.S. Trustee for Region 7 formed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Norton Rose Fulbright US LLP and Kramer Levin Naftalis & Frankel, LLP and Jefferies LLC as its investment banker. HEARTWISE INC: Disclosure Statement Hearing Continued to July 14 ---------------------------------------------------------------- Judge Mark S. Wallace has entered an order within which the hearing for the First Amended Disclosure Statement Describing Heartwise, Inc.'s First Amended Chapter 11 Plan of Reorganization, filed May 5, 2021 is continued to July 14, 2021 at 2:00 p.m. Objections to the First Amended Disclosure Statement are due June 18, 2021, while replies to objections are due July 2, 2021. A full-text copy of the order dated May 13, 2021, is available at https://bit.ly/3eWOumO from PacerMonitor.com at no charge. General Insolvency Counsel for Heartwise, Inc.: Ronald A. Clifford R. CLIFFORD & ASSOCIATES 1100 Town and Country Rd., Suite 1250 Orange, California 92868 Telephone: (949) 533-9774 E-Mail: RAC@RCliffordLaw.com About Heartwise Inc. Heartwise Incorporation -- https://www.naturewise.com/ -- is a retail store that sells wellness and health related supplements. Heartwise filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-13335) on Dec. 4, 2020. Tuong V. Nguyen, chief executive officer, signed the petition. In its petition, the Debtor disclosed $7,653,717 in assets and $12,030,563 in liabilities. Judge Mark S. Wallace oversees the case. The Law Offices of Michael Jay Berger and Trojan Law Offices serve as the Debtor's bankruptcy counsel and special counsel, respectively. HELIX GEN: S&P Affirms 'BB-' Rating on Lower Expected Margin ------------------------------------------------------------ S&P Global Ratings affirmed its 'BB-' rating on Helix Gen Funding LLC. The outlook is stable. S&P also affirmed its '2' recovery rating, indicating expectations for substantial recovery in the event of default. The stable outlook reflects S&P's forecast for DSCRs above 1.3x in each period of its forecast. Despite lower forecast capacity prices in New York Independent System Operator (NYISO) Zone J and materially lower cash flows through 2023 than previously expected, S&P forecasts stable credit metrics for Helix Gen Funding LLC. The project has a material portion of its capacity hedged through S&P's forecasted period of weakness in Zone J. The Ravenswood Generating Station is a 2,000-megawatt (MW) combined power plant located in New York City (NYC; Zone J of the NYISO). The site includes a 248-MW combined-cycle power plant (CCGT), 51 MW of gas turbine peakers, and 1,716 MW of steam turbine generation. The plant has dual–fuel capability to run on oil. The project is 100% owned by funds controlled by LS Power, is ring-fenced, and complies with S&P Global Ratings' definition of a project financing. Recent weakness in both cleared and projected Zone J capacity prices through 2023 will decrease Helix's gross margin and cash flow available for debt service (CFADS), resulting in lower debt service coverage ratios (DSCRs) through our forecast period. That said, Helix has a large portion of its capacity hedged through bilateral contracts, which provide it with a bridge to the winter 2023/2024 capacity period when we expect prices to recover. Lower cleared and projected Zone J capacity prices translate to lower CFADS and worse DSCRs. Summer 2021 capacity prices have cleared at $5.5 per kilowatt per month (kW-month), about $13/kW-month lower than the prior year and significantly below our prior expectations. While low summer 2021 prices have been known for some time--NYISO disclosed an incremental 750 MW of temporary capacity across the UNPY-ConEd interface late last year--the recent revision to our assumed NYISO capacity through the summer 2023 delivery period has resulted in weaker gross margins and DSCRs in our forecast for Helix. S&P now expects Helix to generate about $152 million less in gross margin through the project's term loan maturity in June 2024. The lowest expected DSCR in its forecast is 1.34x, occurring in early-2023. Helix's capacity hedging program provides a substantial credit benefit. Throughout 2020, Helix continued to actively hedge its exposure to fluctuating capacity market prices through bilateral transactions. Helix has secured bilateral hedges for over 50% of its availability through the winter 2022/2023 delivery period, which substantially mitigate the expected effect of lower strip auction prices on its financial performance and provide near-term cash flow stability. S&P said, "We forecast average quarterly rolling trailing 12-month DSCRs of about 1.45x through the expiration of Helix's current hedges. Our 1.34x forecast minimum DSCR occurs in the first-quarter 2023. Helix has slightly less capacity hedged in this period and is thus more exposed to our assumed winter 2022/2023 capacity price of $2/kW-month. Helix's hedges run to the beginning of the summer 2023 delivery year, which we expect will see a return to stabilized capacity pricing in Zone J." S&P said, "The stable outlook reflects the the impact of Helix's hedging through our forecasted period of weakness in Zone J. We believe the very weak 2021 summer pricing to be a one-off event caused by the unexpected addition of transfer capacity to Zone J for one year. While we cannot discount the recent volatility in Zone J capacity pricing, we forecast stabilization in pricing by the summer 2023 period. Helix has a significant portion of its capacity hedged through the period of weakness in 2021 and 2022, providing a floor to cash flows over the next two years. Should capacity prices be materially lower than forecast in 2023, the rating could be pressured, however this is not in our base case. "Helix repaid a significant amount of debt in 2020, beating our expectations. Helix outperformed our expectations in 2020, generating higher CFADS than we anticipated and repaying about $23 million more debt in 2020 than our forecast for $60 million. Helix's debt levels are now at a point that, given our current forecast for CFADS from 2025 to 2034, it could not repay any more debt between now and the term loan's maturity in 2024 and still generate DSCRs above 1.85x. We currently expect the term loan B to have about $691 million outstanding at maturity. "We recently revised our capacity price expectations downward for Zone J in NYISO. The drop in Zone J's locational capacity requirement (LCR) values reflects ConEdison's (ConEd) plans to bypass series reactors on feeders from the Lower Hudson Valley, which will increase the transfer capacity on the UPNY-ConEd interface and offset the effect of Indian Point 3's retirement. The series reactors operated for many years to mitigate reliability concerns related to fault current issues in New York City. Although the series reactors mitigate the fault current issues, they also reduce the limit on UPNY-ConEd. The higher UPNY-ConEd operating limit also contributed to the lower LCR values for Zone J in 2021/2022. "From a credit perspective, we see such swings in capacity prices as unfavorable for credits in Zone J. However, the short-term reliability process report indicates surplus generation of up to 900 MW in New York City (including 750 MW of temporary capacity across the UNPY-ConEd interface). But NYISO's own reliability needs assessment highlights New York City's incremental generation requirement beginning in 2023. "We expect Zone J prices to recover significantly by the 2023/2024 capability year, with the first wave of retirements under the New York State Department of Environmental Conservation's (NYSDEC) Peaker Rule beginning in May 2023, along with a higher LCR starting in May 2022. While prices in outer years will likely be influenced upward by offshore wind additions, we have not increased our price assumptions above $16/kW-month because they have not increased materially beyond these levels in the past, even when fundamentals indicated they would. "The stable outlook reflects our forecast for DSCRs above 1.3x in each period through the life of the asset. The minimum DSCR of 1.34x occurs in 2023. We expect Helix's current capacity hedges to mitigate the impact of lower NYISO strip capacity auction prices until summer 2023, when we expect prices to recover to $14.5/kW-mo. We currently expect the project to have $692 million outstanding on its term loan B at maturity in June 2024. "We could lower the rating if our forecast minimum DSCR falls below 1.2x for a sustained period. This would likely be caused by operational outages at Ravenswood or NYISO capacity cleared capacity prices that fail to meet our forward-looking assumptions, leading to weak DSCRs ahead of refinancing. "We could consider a higher rating if we expect DSCRs to be greater than 1.8x in all years of our forecast. The most likely cause would be a faster or stronger than expected recovery in NYISO capacity prices that allowed the project to repay." HIGHLAND CAPITAL: Former CEO Agrees to Stay Away from Bankrupt Firm ------------------------------------------------------------------- Daniel Gill of Bloomberg Law reports that Highland Capital Management LP's former CEO agreed not to threaten, interfere, or contact the bankrupt investment firm or its officers and employees, under a court-approved deal reached on the eve of trial. The order, approved Tuesday, May 18, 2021, mostly settles the long-running dispute with James Dondero, who stepped down as CEO in January 2020 under an agreement with Highland creditors. A separate motion for a contempt order against Dondero for allegedly violating an earlier temporary injunction remains outstanding. Judge Stacey G. C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas said Tuesday, May 18, 2021. About Highland Capital Management Highland Capital Management LP was founded by James Dondero and Mark Okada in Dallas in 1993. Highland Capital is the world's largest non-bank buyer of leveraged loans in 2007. It also manages collateralized loan obligations. In March 2007, it raised $1 billion to buy distressed loans. Collateralized loan obligations are created by bundling together loans and repackaging them into new securities. Highland Capital Management, L.P., sought Chapter 11 protection (Bank. D. Del. Case No. 19-12239) on Oct. 16, 2019. Highland was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. On Dec. 4, 2019, the case was transferred to the U.S. Bankruptcy Court for the Northern District of Texas and was assigned a new case number (Bank. N.D. Tex. Case No. 19-34054). Judge Stacey G. C. Jernigan is the case judge. The Debtor's counsel is James E, O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP. Foley & Lardner LLP, is special Texas counsel. Kurtzman Carson Consultants LLC is the claims and noticing agent. Development Specialists Inc. CEO Bradley Sharp is a financial adviser and restructuring officer. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP as bankruptcy counsel; Young Conaway Stargatt & Taylor LLP as co-counsel with Sidley Austin; and FTI Consulting, Inc., as financial advisor. HOSPITALITY INVESTORS: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Hospitality Investors Trust, Inc. (Lead Debtor) 21-10831 Park Avenue Tower, 65 East 55th Street Suite 801 New York, NY 10022 Hospitality Investors Trust Operating 21-10830 Partnership, L.P. Business Description: Hospitality Investors Trust, Inc. is a self-managed real estate investment trust that invests primarily in premium- branded select-service lodging properties in the United States. Chapter 11 Petition Date: May 19, 2021 Court: United States Bankruptcy Court District of Delaware Judge: Hon. Craig T. Goldblatt Debtors' General Bankruptcy Counsel: Jeff J. Marwil, Esq. Paul V. Possinger, Esq. Jordan E. Sazant, Esq. PROSKAUER ROSE LLP 70 West Madison, Suite 3800 Chicago, IL 60602 Tel: (312) 962-3550 Fax: (312) 962-3551 Email: jmarwil@proskauer.com ppossinger@proskauer.com jsazant@proskauer.com - and - Joshua A. Esses, Esq. PROSKAUER ROSE LLP Eleven Times Square New York, NY 10036 Tel: (212) 969-3000 Fax: (212) 969-2900 Email: jesses@proskauer.com Debtors' Delaware Bankruptcy Counsel: Jeremy W. Ryan, Esq. R. Stephen McNeill, Esq. POTTER ANDERSON & CORROON LLP 1313 North Market Street Wilmington, DE 19801 Tel: (302) 984-6000 Fax: (302) 658-1192 Email: jryan@potteranderson.com rmcneill@potteranderson.com Bankruptcy Counsel to Independent Directors: MORRISON & FOERSTER LLP Debtors' Claims & Noticing Agent and Administrative Advisor: EPIQ CORPORTAE RESTRUCTURING, LLC Debtors' Investment Banker and Financial Advisor: JEFFERIES LLC Total Assets as of March 31, 2021: $1,701,867,000 Total Debts as of March 31, 2021: $1,360,423,000 The petitions were signed by Jonathan P. Mehlman, chief executive officer & presient. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/PVYV5OA/Hospitality_Investors_Trust_Inc__debke-21-10831__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Wells Fargo Bank, N.A. $870,000,000 $707,800,000 as Trustee Mortgage Loan c/o Keycorp Real Estate Capital Markets, Inc. 11501 Outlook Street Suite 300 Overland Park, KS 66211 Contact: Seth A. Smith, Sr. Account Manager Tel: 913-317-4342 Fax: 877-379-1625 Email: Seth_A_smith@keybank.com 2. Wilmington Trust, N.A. $232,000,000 $232,000,000 as Trustee Mortgage Loan c/o Wells Fargo Commercial Mortgage 401 South Tryon Street 8th Floor Charlotte, NC 28202 Contact: Joseph Olzewski, AVP Tel: 704-715-6522 Fax: 877-840-2849 Email: joseph.j.olzewski@wellsfargo.com 3. Citibank, N.A. as $310,000,000 $227,600,000 Administrative Agent and Term Loan Collateral Agent c/o Citigroup Global Markets Inc. 388 Greenwich Street, 8th Floor New York, NY 10013 Contact: Michael Piccirillo Tel: 212-816-9193 Email: michael.piccirillo@citi.com 4. Nonghyup Bank, as Trustee $100,000,000 $81,350,000 c/o Keycorp Real Estate Capital Mezzanine A Loan Markets, Inc. 11501 Outlook Street, Suite 300 Overland Park, KS 66211 Contact: Seth A. Smith, Sr. Tel: 913-317-4342 Fax: 877-379-1625 Email: Seth_A_Smith@keybank.com 5. CC6 Investment Ltd. and $70,000,000 $56,950,000 NC Garnet Fund, L.P. Mezzanine B Loan c/o Dechert LLP Cira Centre 2929 Arch Street Philadelphia, PA 19104-2808 Contact: Matthew B. Ginsburg, Partner Tel: 215-994-2321 Fax: 215-994-2222 Email: matthew.ginsburg@dechert.com 6. U.S. Bank N.A. as Trustee $20,700,000 $18,400,000 c/o Midland Loan Services Mortgage Loan 10851 Mastin, Suite 300 Overland Park, KS 66210 Contact: Andy Ramsey, Sr. Asset Manager Tel: 913-521-6525 Email: andrew.ramsey@midlandls.com 7. Wilmington Trust, N.A. $10,500,000 $9,900,000 as Trustee Mortgage Loan c/o Wells Fargo Commercial Mortgage 401 South Tryon Street, 8th Floor Charlotte, NC 28202 Contact: Reggie Smith, Asset Manager Tel: 704-715-6171 Fax: 704-715-0036 Email: reggie.smith@wellsfargo.com 8. Hunton Andrews Kurth LLP Trade Debt $30,000 2200 Pennsylvania Avenue NW Washington, DC 20037 Contact: Wendell L. Taylor Tel: 202-955-1500 Email: wtaylor@huntonak.com 9. Maryland Mechanical Systems Trade Debt $29,660 Inc. 300 South Haven Street Baltimore, MD 21224 Contact: President/ General Counsel Tel: 410-327-4750 Fax: 410-563-1611 Email: info@marymec.com 10. LG Funfillment - Trade Debt $28,743 Ponte Vedra Beach Florida 1102 A1A North, Suite 205 Ponte Vedra Beach, FL 32082 Contact: President/General Counsel Tel: 800-359-6741 Email: sales@lgfulfillment.com 11. Arctic Engineering Co., Inc. Trade Debt $13,765 79 Main Street Everett, MA 02149 Contact: Maria Ardagna Tel: 617-389-2461 Fax: 617-381-0712 12. Friedrich Air Trade Debt $11,531 Conditioning Co. Ltd. 10001 Reunion PL 500 San Antonio, TX 78216 Contact: President/General Counsel Tel: 210-546-0500 Fax: 210-546-0630 Email: tac@friedrich.com 13. Keith Lawson Services, LLC Trade Debt $10,481 4557 Capital Cir NW Tallahassee, FL 32303 Contact: President/General Counsel Tel: 850-568-2600 Fax: 850-562-6779 Email: service@keithlawson.com 14. Albuquerque Plumbing Trade Debt $5,879 Heating & Cooling, Inc. 4300 Second Street NW Albuquerque, NM 78107 Contact: President/General Counsel Tel: 505-508-3808 Fax: 505-508-0875 Email: info@abqlumbing.com 15. Peach State Roofing, Inc. Trade Debt $4,325 1655-A Spectrum Drive Lawrenceville, GA 30043 Contact: President/General Counsel Tel: 770-962-7885 Fax: 770-962-7809 Email: info@peachstateinc.com 16. Power Outage Services Trade Debt $2,899 Company, LLC 461 Boston Street Unit E1 Topsfield, MA 01983 Contact: President/General Counsel Tel: 877-701-0701 Fax: 978-887-6520 Email: info@powerout.us 17. Guest Supply LLC Trade Debt $2,890 300 Davidson Avenue Somerset, NJ 08875 Contact: President/General Counsel Tel: 609-514-9696 Email: info@guestworldwide.com 18. Legacy Heating & Air Trade Debt $2,325 Conditioning 6502 Bluffton Road Fort Wayne, IN 46809 Contact: President/General Counsel Tel: 260-747-1800 Fax: 260-747-1818 Email: admin@legacyheating.com; v.griffin@legacyheating.com 19. Dalton Service, Inc. Trade Debt $1,128 1220 South Thornton Ave PO Box 968 Dalton, GA 37022-0968 Contact: President/General Counsel Tel: 706-278-3011 Fax: 706-278-8718 20. Capitol Document Solutions LLC Trade Debt $628 12115 L Parklawn Drive Rockville, MD 20852 Contact: President/General Counsel Tel: 301-230-9009 Fax: 301-230-9033 Email: info@capitolds.com IMAGEWARE SYSTEMS: Appoints James Sight as Director --------------------------------------------------- ImageWare Systems, Inc. appointed James W. Sight to serve as a member of the Board of Directors, effective as of April 27, 2021. James W. Sight currently serves on the Board of Directors of Griffon Corporation (NYSE: GFF) and Fiduciary Benchmarks Insights, LLC, an independent, private company that provides consulting services to the retirement plan industry. Mr. Sight has been a private investor for over twenty-five years, serving on the boards of numerous public companies, including most recently Photomedex, Inc. (formerly NASDAW: PHMD) from 2010 through 2015. Mr. Sight has over two decades of experience in corporate restructurings and financings, having advised both public companies and creditors in these areas serving as a board member, consultant and on creditors' committees. From 2007 through 2012, Mr. Sight was a significant shareholder of Feldman Mall Properties, Inc., a real estate investment trust (formerly NYSE: FLMP), and served in the office of the REIT's President; and from 1998 to 2006, he served as a consultant to LSB Industries (NYSE: LXU). Mr. Sight will serve on the Board of Directors until the next annual meeting of shareholders of the Company, or until his successor is elected and qualified. As compensation as an independent director, he will receive: (a) a $30,000 annual cash retainer, payable in equal monthly installments in cash or shares of the; (b) a grant of options to purchase 750,000 shares of the Company's Common Stock, the exercise price of which shall be $0.065, which Initial Grant shall vest over a period of one year in equal monthly installments; (c) reimbursement for expenses related to Board meeting attendance and Committee participation; and (d) beginning on the first anniversary of the Effective Date, and on each annual anniversary thereafter (unless revised by the Board), an option to purchase 750,000 shares of Common Stock, the exercise price of which shall be such fair market value of the Company's Common Stock as determined on the date of grant as reported on the OTC Markets. The Initial Grant and Annual Grant shall contain such other terms and conditions as are customary for director grants and approved by the Board, including immediate vesting of all unvested options effective upon a change in control of the Company. Compensatory Arrangement of Kristin Taylor On April 16, 2021, the Board approved an amendment to the equity compensation of Kristin Taylor, the Company's president and chief executive officer. Pursuant to the equity award amendment, Ms. Taylor is entitled to options to purchase up to 27.0 million shares of the Company's common stock, par value $0.01 per share, at an exercise price of $0.067 per share. Under the terms of the Grant: (i) 2.7 million Options vest immediately upon the date of the Grant, and (ii) the remaining 24.3 million Options vest over a period of three years with (A) one-third of the remaining 24.3 million Options vest on March 1, 2022; and (iii) the remaining two-thirds vesting in equal monthly amounts for 24 months thereafter. About ImageWare Systems Headquartered in San Diego, CA, ImageWare Systems, Inc. -- http://www.iwsinc.com-- provides defense-grade biometric identification and authentication for access to your data, products, services or facilities. The Company delivers next-generation biometrics as an interactive and scalable cloud-based solution. ImageWare brings together cloud and mobile technology to offer two-factor, biometric, and multi-factor authentication for smartphone users, for the enterprise, and across industries. Imageware Systems reported a net loss of $7.25 million for the year ended Dec. 31, 2020, compared to a net loss of $11.58 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $14.80 million in total assets, $33.05 million in total liabilities, $1.57 million in mezzanine equity, and a total shareholders' deficit of $19.82 million. San Diego, California- based Mayer Hoffman McCann P.C., the Company's auditor since 2011, issued a "going concern" qualification in its report dated April 2, 2021, citing that the Company does not generate sufficient cash flows from operations to maintain operations and, therefore, is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. JACKSON STREET: Gets OK to Hire St. James Law as Legal Counsel -------------------------------------------------------------- Jackson Street Equities, LLC received approval from the U.S. Bankruptcy Court for the Northern District of California to hire St. James Law, P.C. as its legal counsel. The firm will render these services: a. ensure the Debtor is compliant with the requirements of the Bankruptcy Code and the Office of the U.S. Trustee with respect to operating matters and the filing of reports; c. interact with the Subchapter V trustee; d. administer claims including the evaluation of timely filed proofs of claim; e. formulate and prosecute a plan of reorganization; and f. provide general counsel and representation in the course of the Debtor's Chapter 11 proceedings. The firm has a single full-time employee, Michael St. James, Esq., whose current rate is $650 per hour. As disclosed in court filings, St. James Law is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael St. James, Esq. St. James Law, P.C. 22 Battery Street, Suite 810 San Francisco, CA 94111 Tel: 415-391-7566 Fax: 415-391-7568 Email: ecf@stjames-law.com About Jackson Street Equities San Francisco, Calif.-based Jackson Street Equities, LLC is primarily engaged in renting and leasing real estate properties. Jackson Street Equities filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 21-30298) on April 20, 2021. Marc Shishido, manager, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Dennis Montali presides over the case. Michael St. James, Esq., at St. James Law, P.C. represents the Debtor as legal counsel. JBS USA: S&P Assigns 'BB+' Rating on New $500MM Sr. Unsecured Notes ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating to JBS USA Lux S.A.'s, JBS USA Finance Inc.'s, and JBS USA Food Co.'s proposed $500 million senior unsecured notes due 2031. S&P also assigned a '3' recovery rating to the proposed notes, which indicates average recovery expectation of 50%-70% in the event of default. The parent company, JBS S.A. (JBS; BB+/Stable/--), will fully and unconditionally guarantee the notes. Therefore, recovery expectations for these notes are in line with all JBS USA's other senior unsecured guaranteed notes. JBS USA will use the proceeds to fund the acquisition of Vivera Topholding BV (Vivera), which was announced on April 15, 2021. Vivera is the third-largest European plant-based products manufacturer, and the acquisition amount is EUR341 million (about $410 million) plus final working capital adjustments. The conclusion of the transaction is subject to closing conditions, but once completed, will allow JBS to develop a global platform for plant-based products which benefit from strong growth prospects. S&P expects JBS to use the excess cash to strengthen liquidity and for other corporate purposes. The group continues to benefit from its global production footprint and diversified portfolio. This allows JBS to generate solid cash flows and contain leverage despite some weaker business units such as poultry in the U.S., and poultry and beef in Brazil, because of still subdued foodservice demand in the U.S. and high input costs in Brazil. Recovery Analysis S&P has assigned a recovery rating of '3' to the proposed senior unsecured notes, with an average recovery of 65% (rounded estimate). Key analytical factors: -- S&P's hypothetical default scenario would occur in 2026 amid a further rise in grain prices, shortages of livestock, high cattle prices, weak demand for meat in general, and tighter access to credit markets. -- S&P has valued JBS USA using a 6x multiple applied to its projected emergence-level EBITDA of $1.4 billion, arriving at a stressed enterprise value of $8.7 billion. Simulated default assumptions -- Simulated year of default: 2026 -- EBITDA at emergence: $1.4 billion -- EBITDA multiple: 6.0x -- Estimated gross EV: $8.7 billion Simplified waterfall JBS USA -- Net EV, after 5% of administrative costs: $8.3 billion -- Collateral net value available from restricted subsidiaries: $7.9 billion -- Senior secured debt: $3.6 billion (including all company's term loans) -- Senior unsecured debt: $7.1 billion -- Recovery expectations for secured debt: 95% -- Recovery expectations for unsecured debt guaranteed by JBS S.A.: 65% Ratings List NEW RATING JBS USA Lux S.A. JBS USA Finance Inc. JBS USA Food Co. Senior Unsecured BB+ Recovery Rating 3(65%) KRISU HOSPITALITY: Unsecureds Will Get 4% of Claims in 60 Months ---------------------------------------------------------------- Krisu Hospitality, LLC, a Texas Limited Liability Company, filed with the U.S. Bankruptcy Court for the Northern District of Texas, Amarillo Division, a Disclosure Statement in support of Plan of Reorganization dated May 13, 2021. Krisu owns the real property and improvements thereon containing, and directly operates, a 63-unit hotel located at 500 W. Harvester, Pampa, Tx 79065 and branded under a La Quinta Hotel flag and franchise agreement. Krisu commenced this case in order to stay the foreclosure of the hotel property by Centennial Bank, predecessor in interest to HSB. Happy State Bank (HSB), successor-in-interest to Centennial Bank, holds a first consensual lien against and has valued the hotel and personal property. Debtor believes based in part upon an appraisal dated October 11, 2019, the fair market value of the hotel and personal property to be approximately $4,180,000. Gray County and other governmental authorities hold a tax lien for 2019 and 2020 property taxes in the original principal amount of $107,177. The amount of the allowed secured claim of HSB is the payoff amount of the debt owing to HSB on the effective date plus HSB's reasonable pre- and post-petition attorneys' fees to be paid at no interest as a balloon to be added to the final payment to HSB. The amount of HSB's claim, as of May 12, 2021, not including attorney's fees to be added, is in the amount of $2,425,677. The Debtor acknowledges that HSB's claim and loan documents are valid, subsisting, and fully and properly executed and are in full force and effect. Priority unsecured claims will be paid in full according to the claims filed or pursuant to the agreement of the parties. General unsecured creditors are classified in Class 5, and will receive a distribution of approximately 4% of allowed claims, to be distributed in equal monthly distributions over a period of 60 months beginning month 37 following the effective date. Payments and distributions under the Plan will be funded by the ongoing operations of the hotel property. A full-text copy of the Disclosure Statement dated May 13, 2021, is available at https://bit.ly/3hCCk4k from PacerMonitor.com at no charge. Attorneys for the Debtor: Patrick A. Swindell Swindell Law Firm 1619 S Kentucky Suite B202 Amarillo, TX 79102 (806)374-7979 fax (806)414-5105 pat@swindellandassociates.com About Krisu Hospitality Krisu Hospitality, LLC, is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Krisu Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-20347) on Nov. 4, 2019, disclosing assets of less than $50 million and debt under $10 million. Judge Robert L. Jones is assigned to the case. SWINDELL LAW FIRM is the Debtor's counsel. LAKE CECILE: Seeks to Hire Fairwinds Consulting as Loan Broker -------------------------------------------------------------- Lake Cecile Resort, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Fairwinds Consulting, LLC as loan broker. The Debtor needs the firm's services to arrange a loan from sources that make commercial real estate loans to refinance and replace the existing mortgage loans for its business. Fairwinds Consulting will get 1.5 percent of the gross loan amount as compensation. Walter Parsons, II, a member of Fairwinds Consulting, 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: Walter C. Parsons, II Fairwinds Consulting, LLC 2813 Sonoma Way Rockledge, FL 32955 Tel: (407) 319-8880 About Lake Cecile Resort Lake Cecile Resort Inc. is an Orlando, Fla.-based company primarily engaged in renting and leasing real estate properties. Lake Cecile Resort sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01060) on March 12, 2021. In the petition signed by Mary T. Nguyen, president, the Debtor disclosed between $10 million and $50 million in both assets and liabilities. Judge Karen S. Jennemann oversees the case. David R. McFarlin, Esq. at Fisher Rushner, P.A. is the Debtor's legal counsel. LEBSOCK 200: Seeks Approval to Hire Moye White as Legal Counsel --------------------------------------------------------------- Lebsock 200 Hays, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Moye White, LLP as its legal counsel. The firm's services include: a. assisting in the preparation of the Debtor's bankruptcy schedules and statement of financial affairs and other documents; b. assisting in the preparation of the Debtor's plan of reorganization and disclosure statement; c. preparing legal papers; d. representing the Debtor in adversary proceedings and contested matters related to its Chapter 11 case; e. advising the Debtor regarding its rights, powers, obligations and duties in the continued operation of its business and administration of its estate; and f. other legal services necessary to administer the estate. The hourly rates for the firm's attorneys range from $250 to $550. Paralegals charge an hourly fee of $125. The firm received a retainer of $30,000 from David and Cheryl Lebsock, members of the Debtor. Moye White is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, according to court papers filed by the firm. The firm can be reached through: Timothy M. Swanson, Esq. Patrick Akers, Esq. Moye White LLP 1400 16th Street 6th Floor Denver, CO 80202-1486 Tel: (303) 292-2900 Fax: (303) 292 4510 Emaiil: Tim.Swanson@moyewhite.com Patrick.Akers@moyewhite.com About Lebsock 200 Hays Sterling, Colo.-based Lebsock 200 Hays, LLC is primarily engaged in renting and leasing real estate properties. Lebsock 200 Hays filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 21-12385) on May 4, 2021. David W. Lebsock, manager, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Moye White, LLP serves as the Debtor's legal counsel. LECLAIRRYAN PLLC: Trustee Plans to Sell Accounts Receivable ----------------------------------------------------------- Patrick Springer of Richmond Biz Sense reports that the trustee overseeing the bankruptcy liquidation of former Richmond legal giant LeClairRyan is ready to pass the baton on trying to collect a lingering pool of millions of dollars worth of the law firm's uncollected bills. Lynn Tavenner, who's handling the law firm's Chapter 7 case, has struck a pending deal to sell the firm's book of accounts receivable to collections firm Atwell, Curtis & Brooks. The deal, which requires creditor and court approval, involves sharing a portion of whatever money is recovered between New York-based AC&B and the bankruptcy estate. AC&B would make an initial payment to the estate of $35,000, while then keeping the first $35,000 it collects. After that, 60 percent of whatever is collected would go to the LCR estate and AC&B would keep the remaining 40 percent. Court filings list around $2.5 million in remaining accounts receivable owed to LCR. The list includes more than 300 outstanding invoices owed to the firm, from as much as $122,000 to as little as $500. "The debtor's portfolio of accounts receivable, unfortunately, contained (and still contains) a large amount of smaller balances owed from individuals and entities spread across the country (and in some instances internationally)," the trustee states in court filings. "Unfortunately, there still remains a large amount of outstanding accounts receivable on the debtor's books." The trustee has up to this point used a company called On-Site Associates to aid in the collection of outstanding receivables, before recently deciding to put the remaining receivables portfolio out to bid. AC&B was the highest offer, court filings state. The collections would add to a pool of assets Tavenner is tasked with building to return to LCR's creditors. The once-mighty downtown-based law firm collapsed into bankruptcy in September 2019, battered by a mass-attorney exodus and an allegedly botched joint venture with legal services firm UnitedLex. Tavenner already has filed suit against UnitedLex to try to recover up to $128 million in damages. That case is pending. Tavenner also has begun to try to recoup money from many former LCR attorneys, many of whom were shareholders of the firm. Those include Bruce Matson, the firm's longtime general counsel who recently reached a settlement for an undisclosed sum with Tavenner. The deal with Matson has been the subject of other recent filings in the case, as both Tavenner and Matson seek to seal certain records related to his settlement from public view. That includes the specific financial terms of his settlement as well as sealing the transcripts from the hearings related to the settlement negotiations. Matson has been the subject of recent scrutiny in another complex corporate bankruptcy case — that of former Henrico-based LandAmerica. Matson served as trustee on the long-running case and admitted last year to wrongfully pocketing nearly $3 million in funds from the LandAmerica trust account. He has since returned that money but also recently paid an additional $577,000 into the LandAmerica estate for undisclosed reasons. The new LandAmerica trustee continues to dig into the Matson matter, which is alluded to in Tavenner's request as a reason to seal the LCR settlement documents. "If disclosed, the revelation of such information could be harmful to the estate and/or Mr. Matson in other ongoing proceedings and potentially further subject the trustee and/or estate to a claim for breaching the express terms of the settlement agreement," the filing states. A hearing on whether to seal the information is set for 11 a.m. May 27, 2021. It's unclear from bankruptcy court records how much in assets the LCR trustee has managed to recover for the estate or whether there have been any distributions to creditors. About LeClairRyan Founded in 1988, LeClairRyan PLLC is a national law firm with 385 attorneys, including 160 shareholders, at its peak. The firm represented thousands of clients, including individuals and local, regional, and global businesses. Following massive defections by its attorneys LeClairRyan, members of the firm in July 2019 voted to effect a wind-down of the Debtor's operations. LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case No. 19-bk-34574) on Sept. 3, 2019, to effect the wind-down of its affairs. In its Chapter 11 petition, the firm listed a range of 200-999 creditors owed between $10 million and $50 million. The firm claims assets of $10 million to $50 million. The Hon. Kevin R Huennekens is the case judge. Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews Kurth are representing LeClairRyan in the case. Protiviti is its financial adviser for the liquidation. LOVES FURNITURE: Creditors Call for Probe of Quick Collapse ----------------------------------------------------------- Alex Wolf of Bloomberg Law reports that creditors of Loves Furniture Inc. are calling for an investigation into the retailer's formation last year and quick collapse into bankruptcy, citing "significant" unsecured claims accrued in just eight months of existence. The U.S. Bankruptcy Court for the Eastern District of Michigan should authorize a claims investigation into Loves and its owner, U.S. Assets Inc., an official committee of unsecured creditors said in a filing Monday, May 17. 2021. The committee , which is considering potential litigation in the matter, seeks information from U.S. Assets and owner Jeffrey Love related to Loves Furniture's finances, management and operational path from creation to collapse. About Loves Furniture Loves Furniture Inc. -- http://www.lovesfurniture.com/-- is a furniture retailer that sells furniture, mattresses, home decor and appliances. It conducts business under the name Loves Furniture and Mattresses. Loves Furniture sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 21-40083) on Jan. 6, 2021. The Debtor was estimated to have $10 million to $50 million in assets and liabilities at the time of the filing. Judge Thomas J. Tucker oversees the case. The Debtor tapped Butzel Long, A Professional Corporation, led by Max J. Newman, Esq., as legal counsel; B. Riley Advisory Services as financial advisor; and Stretto as claims and noticing agent. On Jan. 14, 2021, the U.S. Trustee for Region 9 appointed an official committee of unsecured creditors. The committee tapped Foley & Lardner LLP as its legal counsel and Conway Mackenzie, LLC as its financial advisor. M TRAN CONSTRUCTION: Updates Professional Fee Details; Amends Plan ------------------------------------------------------------------ M Tran Construction Inc. submitted an Amended Combined Chapter 11 Plan of Reorganization and Disclosure Statement dated May 13, 2021. The Amended Combined Plan and Disclosure Statement discusses the alterations made to professional fees of Mufthiha Sabaratnam in the estimated amount of 65,000.00. Sabaratnam shall be paid $25,000 on the Effective Date or upon court approval of fees, whichever is later, and the balance to be paid monthly over time. On the effective date of this Plan, the Debtor will be discharged from any debt, except the debt of EDD, that arose before confirmation of this Plan, to the extent specified in § 1141(d)(1)(A) of the Code, except that the Debtor will not be discharged of any debt: (i) imposed by this Plan; and (ii) to the extent provided in § 1141(d)(6). Pursuant to an agreement with EDD, the discharge of debts debtor owes to EDD will not be effective until completion of all Plan Payments under this Plan. The Amended Combined Plan and Disclosure Statement does not alter the proposed treatment for unsecured creditors in Class 2: * Class 2(a) consists of Small Claims. This class includes any creditor whose allowed claim is $10,000 or less, and any creditor in Class 2(b) whose allowed claim is larger than $10,000, but agrees to reduce its claim to $ 10,000. This class will be paid a lump Sum of $12,938, pro rata per creditor on the Effective Date or a single payment equal to 40% of its allowed claim. * Class 2(b) consists of [Other] General Unsecured Claims. EDD unsecured claim is the only creditor in this Class. This Class will be paid $1,651 monthly for 60 months pro-rata, for a total 40% of allowed Unsecured Claims. The Plan proposes 60 monthly payments on all claims, due on the 15th day of the month, starting on the Effective Date of the plan. The number of payments (60) reflects EDD's willingness to agree to treatment other than that required under certain conditions, as memorialized in the EDD communication. The statute allows for the plan to provide treatment for claims entitled to priority such as EDD's priority claims other than over a period ending not later than 5 years after the petition date where a claimant agrees to different treatment. Accordingly, this Plan complies with Section 1129(a)(9). A full-text copy of the Amended Combined Plan and Disclosure Statement dated May 13, 2021, is available at https://bit.ly/3wmpxHp from PacerMonitor.com at no charge. About M Tran Construction M Tran Construction, Inc., operates a construction business. It was formed in 2004. Minh Tran is the sole shareholder and President of the corporation. M Tran Construction filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No. 19-51856) on Sept. 13, 2019, listing under $1 million in both assets and liabilities. The Debtor is represented by Mufthiha Sabaratnam, Esq., in Oakland, California. MALLINCKRODT PLC: Too Incompetent to Run Chapter 11, Say Med Buyers ------------------------------------------------------------------- Law360 reports that drug buyers alleging bankrupt pharmaceutical company Mallinckrodt PLC overcharged for its Acthar Gel medication have again told a Delaware judge that a Chapter 11 trustee must take over the case, saying Mallinckrodt's leadership lacks the competence necessary to complete the reorganization. In a motion filed late Monday, May 18, 2021, seeking the trustee's appointment, the Acthar plaintiffs say the debtor's proposed plan is unconfirmable and is causing Mallinckrodt to incur unnecessary millions in professional fees. "The Acthar plaintiffs have lost all confidence in the competence and honesty of the debtors and their management team," the motion said. About Mallinckdrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. As of March 27, 2020, the Company had $10.17 billion in total assets, $8.27 billion in total liabilities, and $1.89 billion in total shareholders' equity. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware in the U.S. (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against the company. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen & Katz are serving as counsel to the Company, Guggenheim Securities, LLC, is serving as investment banker and AlixPartners LLP is serving as restructuring advisor to Mallinckrodt. Hogan Lovells is serving as counsel with respect to the Acthar Gel matter. Prime Clerk LLC is the claims agent. On April 20, 2021, the Debtors filed their Plan of Reorganization and the Disclosure Statement related thereto. The Bankruptcy Court will hold a hearing to consider approval of the Disclosure Statement on May 26, 2021, at 1 p.m. (prevailing Eastern Time) before the Honorable John T. Dorsey. MEDNAX INC: S&P Alters Outlook to Positive, Affirms 'B+' ICR ------------------------------------------------------------ S&P Global Ratings revised its outlook on MEDNAX Inc. to positive from stable, and affirmed its ratings on the company, including the 'B+' issuer credit rating. S&P said, "The positive outlook reflects our belief that MEDNAX's progress in improving operating performance will continue and patient volumes increases as children resume pre-COVID activities. "We expect lower leverage due to continued improvement in EBITDA. Though first quarter 2021 same-unit volume down slightly as compared to the same period in 2019, we expect patient volume growth from the continued return to pre-pandemic life, largely in pediatric hospital-based volume such as pediatric hospitalist services and pediatric critical care. Additionally, we expect the company to invest increasingly in sales and marketing, tuck-in acquisitions, and expansion into adjacency within pediatric and maternal specialties in existing markets. "We view the U.S. health care staffing industry as highly fragmented, but MEDNAX benefits as the only large, national provider of neonatology services, with a market share greater than 20%. MEDNAX's leading position in the high-intensity, highly sensitive neonatology, pediatric care, and high-risk pregnancy subsectors distinguishes it from other larger staffing players and insulates the company somewhat more from reimbursement pressures. The company is also distinguished from peers such as Team Health and CHG in its diversification outside the hospital setting, with about 25% of revenue stemming from ambulatory settings. In addition to its scale within its subspecialties, MEDNAX also maintains the largest database of neonatology records, a competitive advantage in seeking new contracts. Still, MEDNAX has significant exposure to Medicaid reimbursement. We believe the company is well positioned given its focus on relatively high-intensity specialties, somewhat flexible cost structure, and EBITDA margins that remain higher than those of peers." The company is shielded somewhat from the declining U.S. birth rate. While the birth rate in the United States declined sharply by about 4% in 2020, the birth rate had been declining for several years and is likely to continue declining. The number of births in hospitals where MEDNAX provides neonatology services, however, have declined at a slightly slower pace. S&P believes this may reflect the size and strength of the markets in which it operates. Given the significant capital expenditure requirements of neonatal intensive care units (NICUs), hospitals in which MEDNAX operates may have greater financial resources, and therefore, more extensive labor and delivery services and a greater concentration of high-risk pregnancies. Additionally, with 2020 provisional birth rates falling most sharply among women in their late teens and early 20s, a greater concentration of pregnancies may be considered high-risk, encouraging doctors to refer their obstetrics patients to hospitals with NICUs. The company could see some reimbursement pressures and contract negotiations.When the recently enacted Surprise Billing legislation takes effect in 2022, payors and providers will have a 30-day open-negotiation period, after which either may initiate a binding independent dispute-resolution process for a claim of any dollar value, administered by an independent arbitrator, using the in-network contract date from 2019 for reference. Patient liability will be limited to in-network cost sharing, deductibles, and out-of-pocket maximums, and payors will be required to pay providers directly, not the patient. Shareholder rewards will add to leverage. S&P said, "While we expect continued EBITDA growth and the subsiding of restructuring costs to continue decreasing leverage, we expect the company to pursue shareholder-friendly activity. As such, we expect the company's leverage to remain between 4x-5x in 2021 and between 3x-4x in the longer run." Still, the company maintains stronger EBITDA margins that most of its staffing peers due to the highly specialized nature of its services. S&P said, "The positive outlook reflects our belief that MEDNAX's progress in improving operating performance will continue as children resume pre-COVID activities. Still, there are some risks to our base case springing from uncertainty about the next stage of the pandemic, the decline in the U.S. birth rate, and questions about the company's long-term financial policies. "We could revise the outlook on MEDNAX to stable if the company can't achieve the EBITDA improvements we assume in our base case. This could occur if volume trends are unfavorable, or if there are unfavorable reimbursement or regulatory events. We could also revise our outlook to stable if the company adopts more-aggressive financial policies than we currently envision or if the company's leading market position is weakened. "We could raise our ratings on MEDNAX if we believe the company will maintain leverage below 4x while maintaining its leading position and strong margins." MUSCLEPHARM CORP: Delays Filing of First Quarter Form 10-Q ---------------------------------------------------------- MusclePharm Corporation filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Form 10-Q for the period ended March 31, 2021. MusclePharm said it was unable to compile the necessary financial information required to prepare a complete filing in part due to the company's transition to a new chief financial officer and turnover within its accounting department. Thus, the company would be unable to file the quarterly report in a timely manner without unreasonable effort or expense. The company expects to file the quarterly report within the extension period. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.musclepharm.comand http://www.musclepharmcorp.com-- is a lifestyle company that develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a broad range of performance powders, capsules, tablets, gels and on-the-go ready to eat snacks that satisfy the needs of enthusiasts and professionals alike. MusclePharm reportedo net income of $3.18 million for the year ended Dec. 31, 2020, compared to a net loss of $18.93 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $13 million in total assets, $37.42 million in total liabilities, and a total stockholders' deficit of $24.42 million. Los Angeles, California-based SingerLewak LLP issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has suffered recurring losses from operations, has an accumulated deficit and its total liabilities exceed its total assets. This raises substantial doubt about the Company's ability to continue as a going concern. NORTHLAKE CORNERS: Seeks to Hire Eric A. Liepins as Legal Counsel ----------------------------------------------------------------- Northlake Corners, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Eric A. Liepins, P.C. as its legal counsel. The Debtor requires legal assistance to orderly liquidate its assets, reorganize the claims of the estate, and determine the validity of claims asserted against the estate. The firm will be paid at these rates: Eric Liepins, Esq. $275 per hour Paralegals/Legal Assistants $30 - $50 per hour Liepins received a retainer of $5,000, plus the filing fee. The firm will also receive reimbursement for out-of-pocket expenses incurred. Eric Liepins, Esq., disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's estate. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 Email: eric@ealpc.com About Northlake Corners Flower Mound, Texas-based Northlake Corners, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns 20 acres of land valued at $5 million. Northlake Corners filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 21-40675) on May 4, 2021. Todd Rogers, sole member, signed the petition. In its petition, the Debtor disclosed $5,020,000 in assets and $3,012,250 in liabilities. Eric A. Liepins, Esq. serves as the Debtor's legal counsel. NOSCE TE IPSUM: Taps Ojeda & Ojeda Law Offices as Special Counsel ----------------------------------------------------------------- Nosce Te Ipsum, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Ojeda & Ojeda Law Offices P.S.C. as its special counsel. The firm will represent the Debtor in its collection actions. As compensation, the Debtor has agreed to pay Ojeda a maximum of 10 percent of the amount owed to the Debtor, plus expenses, or $125 per hour, plus expenses, whichever is lower of the two in the event that collection is effected prior to the filing of a complaint. In the event that collection is effected after the filing of a complaint, the firm will get 20 percent of the amount collected, plus expenses, or $125 per hour, plus expenses, whichever is lower. In the event the case is appealed, Ojeda will get 30 percent of the amount finally collected or $125 per hour, plus expenses, whichever is lower. As disclosed in court filings, Ojeda is disinterested within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Rafael A. Ojeda-Diez, Esq. Ojeda & Ojeda Law Offices P.S.C. P.O. Box 009023392 San Juan, PR 00902-3392 Tel: (787) 728-4120 Fax: (787)727-3177 Email: rafaelojeda@ojedalawpr.com About Nosce Te Ipsum Nosce Te Ipsum, Inc. owns a five-story building with office and commercial spaces for lease, and adjacent parking lot structure in Guaynabo, P.R., valued at $7 million. It classifies its business as single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Nosce Te Ipsum filed a Chapter 11 petition (Bankr. D.P.R. Case No. 19-05155) on Sept. 9, 2019. In the petition signed by Maria De Los A. Ubarri, general manager, the Debtor disclosed $7,046,991 in assets and $5,210,939 in liabilities. Judge Brian K. Tester oversees the case. The Debtor tapped Charles A. Cuprill PSC Law Offices as bankruptcy counsel, Ojeda & Ojeda Law Offices P.S.C. as special counsel, and Tamarez CPA, LLC as accountant. NYMOX PHARMACEUTICAL: Incurs $2.4 Million Net Loss in First Quarter ------------------------------------------------------------------- Nymox Pharmaceutical Corporation reported a net loss of $2.44 million on zero revenue for the three months ended March 31, 2021, compared to a net loss of $2.62 million on $5,000 of total revenues for the three months ended March 31, 2020. The decrease of $175,195 in net losses for the three months ended March 31, 2021 compared to the same period in 2020 is primarily due to a decrease of $129,573 in R&D expense and a decrease of $73,813 in G&A expense. As of March 31, 2021, the Company had $1.46 million in total assets, $1.47 million in total liabilities, and a total stockholders' deficit of $12,000. As of March 31,2021, cash and receivables including tax receivable totaled $895,000 compared with $3,630,000 at Dec. 31, 2020. The Company used cash in the Company's operating activities in the amounts of $2,669,506 and $2,169,752 for the quarters ended March 31, 2021 and 2020, respectively. Research and development expenditures were $1,425,245 for the quarter ended March 31, 2021, compared with $1,554,818 for the quarter ended March 31, 2020. Research and development expenditures mainly include costs incurred in advancing Nymox's BPH product candidate NX-1207 through clinical trials, as well as costs related to its R&D pipeline. Research and development expenditures also include stock compensation and stock option expense charges of $167,452 in the three months ended March 31, 2021 and $393,071 in the comparative period in 2020. The decrease of $129,573 for the quarter ended March 31, 2021 is mainly attributable to a decrease of $225,619 in stock -based compensation charge offset with an increase of $80,197 various consulting and professional fee expense . Investing activities have been insignificant and substantially all cash flows have been provided by financing activities, specifically proceeds from the issuance of common stock. As of March 31, 2021, the Corporation made principal repayment of operation lease at a total of $59,889. "We have incurred substantial operating losses since our inception due in large part to expenditures for our research and development activities and expense charges related to the issuance of stock and stock options to our key employees. As at March 31, 2021, we had an accumulated deficit of $182,464,159 and we have negative cash flows from operations. The Corporation had a negative working capital of $68,000 at March 31, 2021. Our current level of annual expenditures exceeds the anticipated revenues from sales of goods, however, we have cash totaling over $880 thousand at our bank as of March 31, 2021," Nymox said. "Management has implemented steps to reduce expenditures, including deferral of management salaries, and other operational changes. There is no assurance these actions will be successful; however, management believes the use of the going concern assumption is appropriate," Nymox said. A full-text copy of the Form 6-K is available for free at: https://www.sec.gov/Archives/edgar/data/1018735/000164033421001149/nymox_ex991.htm About Nymox Headquartered in Nassau, The Bahamas, Nymox Pharmaceutical Corporation -- www.nymox.com -- specializes in the research and development of therapeutics and diagnostics, with a particular emphasis on products targeted for the unmet needs of the rapidly aging male population in developed economies. The Company's lead drug candidate for benign prostatic hyperplasia (BPH), Fexapotide Triflutate (FT), has completed Phase 3 development in more than 70 clinical centers in the United States, involving more than 1700 patients during the entire clinical development program. Currently, the Company will soon be filing for approval in major economies around the world, including the United States and Europe. NYMOX reported a net loss of US$11.74 million for the year ended Dec. 31, 2020, compared to a net loss of US$13.16 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had US$4.34 million in total assets, US$2.20 million in total liabilities, and US$2.14 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued an opinion in its report dated March 29, 2021, citing that "Without qualifying our opinion, we draw attention to Note 2 in the financial statements which indicates that the failure of U.S. phase 3 studies of NX 1207 materially affects Nymox Pharmaceutical Corporation's current ability to fund its operations, meet its cash flow requirements, realize its assets and discharge its obligations. These conditions, along with other matters...indicate the existence of the material uncertainty that casts substantial doubt about Nymox Pharmaceutical Corporation's ability to continue as a going concern." ONDAS HOLDINGS: Signs Deal to Acquire American Robotics ------------------------------------------------------- Ondas Holdings Inc. has entered into a definitive agreement to acquire American Robotics, a leading developer of fully-automated commercial drone systems and the first and only company approved by the FAA to operate its drones beyond-visual-line-of-site (BVLOS) without a human operator on the ground. This acquisition will integrate the two companies' technology platforms and increase automation, data collection, and AI-powered analytics in industrial markets allowing for the improved maintenance, monitoring and operation of critical infrastructure. American Robotics brings together best-in-class IP, a Robot-as-a-Service business model, and its historic FAA approvals to deliver an industrial drone service capable of unlocking the $100 billion commercial drone market. Unlike other drone technology, American Robotics' Scout System provides an unmatched level of autonomy, safety, and analytics with its industrial-grade design and advanced, AI-powered software. Digitizing the physical world enables those in energy, agriculture, and other industrial sectors to better see how their physical assets - from railroads to utilities and crops - are performing, and better inform decision-making processes to be more efficient and more sustainable. Drones are a vehicle to better capture this data across large field area operations and with American Robotics, Ondas will provide users the capability to collect and analyze data through continuous, automated drone operations. "We are excited to bring American Robotics into the Ondas fold," said Eric Brock, Chairman and CEO of Ondas. "At the end of the day, the drone industry's product is data, not aircraft. The drone is the ultimate data gathering edge device for mission critical operations, solving a huge pain-point for Ondas' industrial and government customers and ecosystem partners. American Robotics' full stack IP portfolio is a complete system enabling Ondas to turn these pain-points into growth opportunities fueled by more rich data collection," Mr. Brock continued. American Robotics' Scout System will be integrated into Ondas FullMAX platform, a standards-based next-generation networking solution designed to enable enhanced data communications for field area operations. With Ondas FullMAX wireless technology integrated into an AR Scout System, Ondas customers and ecosystem partners can more widely deploy industrial drones for next-generation data requirements. "It's the perfect time for American Robotics to join forces with Ondas as we bring Scout System to the market and scale customer deployments," added Reese Mozer, co-founder and CEO of American Robotics. "Ondas' deep experience and relationships in our target customer markets in addition to its next-generation industrial networking capabilities will be incredibly helpful as we penetrate the large markets we address. We see substantial customer demand and are ready to deliver systems across an impressive pipeline of blue-chip industrial customers in addition to new customer relationships via Ondas." About Ondas Holdings Inc. Ondas Holdings Inc., through its wholly owned subsidiary, Ondas Networks Inc., is a developer of proprietary, software-based wireless broadband technology for large established and emerging industrial markets. The Company's standards-based, multi-patented, software-defined radio FullMAX platform enables Mission-Critical IoT (MC-IoT) applications by overcoming the bandwidth limitations of today's legacy private licensed wireless networks. Ondas Networks' customer end markets include railroads, utilities, oil and gas, transportation, aviation (including drone operators) and government entities whose demands span a wide range of mission critical applications. These markets require reliable, secure broadband communications over large and diverse geographical areas, many of which are within challenging radio frequency environments. Customers use the Company's FullMAX technology to deploy their own private licensed broadband wireless networks. The Company also offers mission-critical entities the option of a managed network service. Ondas Networks' FullMAX technology supports IEEE 802.16s, the new worldwide standard for private licensed wide area industrial networks. For additional information, visit www.ondas.com. Ondas Holdings reported a net loss of $13.48 million for the year ended Dec. 31, 2020, compared to a net loss of $19.39 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $28.51 million in total assets, $13.43 million in total liabilities, and $15.08 million in total stockholders' equity. OZARK PARTNERS: Seeks to Hire GreerWalker LLP as Financial Advisor ------------------------------------------------------------------ Ozark Partners, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ GreerWalker, LLP to provide financial advisory services in connection with its Chapter 11 case. The firm's hourly rates are as follows: William A. Barbee $510 per hour Consultants $150 to $550 per hour GreerWalker LLP will also be reimbursed for out-of-pocket expenses incurred. William Barbee, a partner at GreerWalker, 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. GreerWalker LLP can be reached at: William A. Barbee GreerWalker LLP 227 West Trade Street, Suite 1100 Charlotte, NC 28202 Tel: (704) 377-0239 Email: greerwalker@greerwalker.com About Ozark Partners Inc. Gastonia, N.C.-based Ozark Partners, Inc. is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Ozark Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 21-30195) on April 9, 2021. Jennifer Beal, president, signed the petition. At the time of the filing, the Debtor disclosed assets of $3,008,325 and liabilities of $1,329,274. Judge Laura T. Beyer oversees the case. Moon Wright & Houston, PLLC and GreerWalker, LLP serve as the Debtor's legal counsel and financial advisor, respectively. OZARK PARTNERS: Seeks to Hire Moon Wright as Legal Counsel ---------------------------------------------------------- Ozark Partners, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Moon Wright & Houston, PLLC as legal counsel. The firm will provide these services: a. advise the Debtor with respect to its powers and duties in the continued operation of its business and management of its properties; b. negotiate, prepare and pursue confirmation of a Chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements and documents; c. prepare legal papers; d. represent the Debtor in all adversary proceedings related to its Chapter 11 case; e. represent the Debtor in all litigation arising from or relating to causes of action owned by the estate or defending causes of action brought against the estate, in any forum; f. appear in court; and g. perform all other legal services for the Debtor that may be necessary and proper in its Chapter 11 proceeding. Moon Wright will be paid at these rates: Richard S. Wright $550 per hour Andrew T. Houston $525 per hour Caleb Brown $325 per hour Shannon L. Myers, Paralegal $180 per hour Amy Murray, Paralegal $150 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Richard Wright, Esq., a partner at Moon Wright, 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 S. Wright, Esq. Caleb Brown, Esq. Moon Wright & Houston, PLLC 121 W. Trade Street, Suite 1950 Charlotte, NC 28202 Tel: (704) 944-6560 Fax: (704) 944-0380 Email: rwright@mwhattorneys.com cbrown@mwhattorneys.com About Ozark Partners Inc. Gastonia, N.C.-based Ozark Partners, Inc. is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Ozark Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 21-30195) on April 9, 2021. Jennifer Beal, president, signed the petition. At the time of the filing, the Debtor disclosed assets of $3,008,325 and liabilities of $1,329,274. Judge Laura T. Beyer oversees the case. Moon Wright & Houston, PLLC and GreerWalker, LLP serve as the Debtor's legal counsel and financial advisor, respectively. OZOP ENERGY: Places Orders for $1.5M of Inventory for Ozop West --------------------------------------------------------------- Ozop Energy Solutions, Inc.'s new sales division under Ozop Energy Systems has placed orders for $1.5 million in inventory for its West Coast warehouse. As Ozop begins to build inventory to serve its growing client base that can generate between $2.5 to $3 million in monthly sales by year end, "Ozop West" has placed an order for more than $1.5 million in inventory that includes, but is not limited to, solar panels, invertors, optimizers, and racking. "As of the end of the day on Wednesday, May 5, 75% of that inventory has already been earmarked to clients," stated Brian Conway, CEO of Ozop Energy Solutions. "We expect to hire additional experienced personnel including salespeople and support staff by the end of next week to support this monumental effort. It's exciting to feed off the energy of our new sales team." Current projections based on the sales accumulated so far, and with just the current staff, Ozop West is looking at a $32 million annual run rate by December of this year. Feeding off its success on the West Coast, and to satisfy demand on the East Coast, OES will begin building out its New York office and warehouse for an August 1 launch and will be attending the Solar Power International in New Orleans in September of 2021. About Ozop Energy Solutions Ozop Energy Solutions (http://ozopenergy.com/)invents, designs, develops, manufactures, and distributes ultra-high-power chargers, inverters, and power supplies for a wide variety of applications in the defense, heavy industrial, aircraft ground support, maritime and other sectors. The Company's strategy focuses on capturing a significant share of the rapidly growing renewable energy market as a provider of assets and infrastructure needed to store energy. OZOP Energy reported a net loss of $20.48 million for the year ended Dec. 31, 2020, compared to a net loss of $571,595 for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $2.38 million in total assets, $7.39 million in total liabilities, and a total stockholders' deficit of $5.01 million. Hackensack, New Jersey-based Prager Metis CPA's LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2021, citing that as of Dec. 31, 2020, the Company had an accumulated deficit of $21,793,375 and a working capital deficit of $4,604,189. In addition, the Company has generated losses since inception. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. PALMCO HOMES: Gets Court Approval to Hire Public Insurance Adjuster ------------------------------------------------------------------- Palmco Homes II, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Horizon Public Adjusters, PA, LLC, a Deerfield Beach, Fla.-based public insurance adjuster. The Debtor needs the firm's assistance in connection with its claim for damage sustained at its property located at 10129 Spyglass Way, Boca Raton, Fla. As compensation, the firm will get 20 percent of the total amount of the actual loss and damage recovered by adjustment. As disclosed in court filings, Horizon Public Adjusters does not represent interests adverse to the Debtor or its bankruptcy estate. The firm can be reached through: Louis DePrima Horizon Public Adjusters, PA, LLC 650 East Hillsboro Blvd., Suite 101 Deerfield Beach, FL 33441 Phone: (954) 491-4646/(954) 491-3440 About Palmco Homes II Palmco Homes II, LLC sought protection from the U.S. Bankruptcy Code for the Southern District of Florida (Bankr. S.D. Fla. Case No. 21-12044) on March 1, 2021, listing under $1 million in both assets and liabilities. Judge Erik P. Kimball oversees the case. Van Horn Law Group, PA serves as the Debtor's legal counsel. PARMELEE INVESTMENTS: Disclosure Statement Hearing Set for July 20 ------------------------------------------------------------------ Judge Martin R. Barash will hold a hearing to consider approval of the Disclosure Statement explaining the Chapter 11 Plan of Parmelee Investments, LLC on July 20, 2021 at 1:30 p.m., at Crtrm 303 of the Central California Bankruptcy Court, 21041 Burbank Blvd, in Woodland Hills, California. Parmelee Investments Parmelee Investments, LLC, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10002) on Jan. 3, 2021, listing under $1 million in both assets and liabilities. Matthew Abbasi, Esq., at Abbasi Law Corporation, is the Debtor's legal counsel. PATRICIAN HOTEL: Unsecureds to Be Paid in Full from Sale Proceeds ----------------------------------------------------------------- Patrician Hotel, LLC, 3621 Acquisition, LLC, All Seasons 408, LLC, and Gaij, LLC submitted a Joint Chapter 11 Plan of Reorganization and a Disclosure Statement on May 13, 2021. The Debtors are Florida limited liability companies. The Debtors were created as part of a proposed transaction wherein the Debtors proposed to purchase all of the condominium units in a building located at 3631 Collins Avenue, Florida for a subsequent redevelopment or resale in bulk. The Debtors currently own 24 units in the building. The building is unoccupied and the City of Miami Beach has deemed it uninhabitable at the current time. Since the Petition Date, the Debtors have continued to and manage its property as Debtor-in-Possession. The Debtors' goals throughout the process have been to resolve claims, either through litigation or settlement, and to sell the Debtors' condominium units. Class 3 consists of the Secured Claim of Morgan Reed MI2, LLC, who holds a duly perfected mortgage against certain of the condominium units that the Debtors own. The Debtors and Morgan Reed MI2, LLC are still calculating the amount that will be paid on the Class 3 Claim, but anticipate resolving said amount shortly. Class 3 will be paid in full at the closing of the sale of the Debtors' condominium units as contemplated under this Plan. Class 3 is currently deemed impaired but this may change depending on the outcome of the Debtors' negotiations with Morgan Reed MI2, LLC. Class 4 will consist of the Claims of All Seasons Condominium Association, Inc. (the "Association"), the condominium association for the building where the Debtors' units are located. The Class 4 Claims shall be treated pursuant to a settlement agreement that the Debtors and the Association have negotiated. Class 4 is impaired. Class 5 shall consist of the Claim of All Seasons Suites, LLC. The Class 5 Claim shall be satisfied in two manners: 1) All amounts returned by the Non-Bonded Unit Owners from the resolution of Adversary Proceeding No.20-1108-RAM shall be paid directly to the Class 5 Claimant; and 2) upon the closing of the sale of Units 305, 315 and 508 that Debtor Patrician currently owns, the Debtors shall remit to the Class 5 Claimant the amounts of $53,651.69 (Unit 305), $58,824 (Unit 315) and $62,959 (Unit 508), which are the amounts the Class 5 Claimant asserts it is owed with relation to those units in its filed Proof of Claim 36. The foregoing will result in the full satisfaction of the Class 5 Claimant's claim as filed, and thus the Class 5 Claimant is unimpaired. Class 7 consists of all General Unsecured Claims. The Debtors anticipate generating sufficient funds from the sale of their units to pay all remaining General Unsecured Claims in full. Accordingly, All Claims in Class 7 shall be paid in full without interest within 21 days after the closing of the sale of the Debtors' condominium units as contemplated under this Plan. Class 7 is impaired under the Plan. Class 8 consists of the Debtors' equity and membership interests. To the extent there are funds remaining after the Debtors satisfy all Administrative Claims, Tax Claims not referenced above and Classes 1 through 7, the Debtors shall distribute any remaining amounts to the members of Class 8. All Cash necessary for the Disbursing Agent to make payments and Plan Distributions will be obtained primarily through the sale of the Debtors' 24 condominium units located at 3631 Collins Avenue, Miami Beach, Florida. The Debtors believe that a sale of their units will satisfy all creditors in full and leave some funds available for a return to equity. A full-text copy of the Disclosure Statement dated May 13, 2021, is available at https://bit.ly/3hHmh59 from PacerMonitor.com at no charge. The Debtors are represented by: Robert F. Reynolds, Esq. Law Offices of Robert F. Reynolds, PA 515 East Las Olas Boulevard, Suite 850 Fort Lauderdale, FL 33301 Telephone: (954) 766-9928 Facsimile: (954) 745-5890 Email: rreynolds@srobertreynoldspa.com About Patrician Hotel LLC Based in Miami Beach, Fla., Patrician Hotel, LLC and three affiliates filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 19-25290) on November 14, 2019, listing under $1 million in both assets and liabilities. Judge Robert A. Mark oversees the case. Robert F. Reynolds, Esq. at Slatkin & Reynolds, P.A., represents the Debtor as counsel. The Debtors tapped DWNTWN Realty Advisors, LLC, as their real estate broker. PH BEAUTY: S&P Affirms 'B-' Long-Term ICR, Outlook Negative ----------------------------------------------------------- S&P Global Ratings affirmed its 'B-' long-term issuer credit ratings on pH Beauty Holdings I Inc. The outlook remains negative. S&P said, "At the same time, we affirmed the 'B-' issue-level rating on the company's $25 million senior secured revolving credit facility due September 2023, the 'B-' issue-level rating on the company's $270 million senior secured first-lien term loan due September 2025, and the 'CCC' issue-level rating on the company's $70 million second-lien term loan maturing in September 2026. The '3' and '6' recovery ratings are unchanged and indicate our expectation for meaningful (50%-70%; rounded recovery: 65%) recovery and negligible (0%-10%; rounded recovery: 5%) recovery, respectively. "The negative outlook indicates that we could lower our rating on pH Beauty over the next several quarters if its credit metrics do not improve in line with our base-case scenario, leading us to believe the company's capital structure is unsustainable." Operating performance has been weaker than expected in 2020 because of the pandemic and will likely remain pressured in 2021. pH Beauty's profitability declined significantly in the fourth quarter of fiscal 2020 (ending December 2020) because the cosmetic accessories category remained weak as a result of depressed consumer spending and store closures. The company also incurred substantial costs in response to supply chain disruptions for some of its top-selling items, including significantly higher logistics costs as well as penalties levied by its customers for failing to meet delivery commitments. The company generates close to 40% of its annual EBITDA in the fourth quarter. Therefore, the underperformance constrained the company's credit metrics drastically. Leverage increased to 16.5x and EBITDA interest coverage fell to 0.8x at the end of fiscal 2020, compared with 6.9x and 2.1x, respectively, at fiscal year-end 2019. S&P said, "Although sales volumes improved in the first quarter of fiscal 2021 and we expect the trend to continue in the subsequent quarters, we believe profitability will remain depressed because of higher input costs and operating expenses. Ongoing shortages in logistics capacity result in higher freight costs for pH Beauty as the company sources the majority of its products internationally, primarily from China. In the fourth quarter of 2020, the company decided to import supply of some key items through air freight to ensure on-time fulfillment of customer orders and we expect this to continue during the first half of fiscal 2021. Our forecast assumes cost inflation for certain key ingredients that are closely linked to oil prices, higher freight costs, higher fuel costs, and wage inflation from a tight labor market. We believe these cost headwinds will offset the benefits from higher sales volumes resulting from recent distribution gains and increased consumer spending as social and economic activity returns to more normal levels. We do not add these costs back to EBITDA because we believe they are related to the company's core operations and not to a transformative event. "We expect pH Beauty's credit metrics will remain elevated and could deteriorate rapidly if our forecasted operating rebound does not take hold. We project pH Beauty's adjusted debt to EBITDA will improve to around 8x in 2021 from the mid-16x area in 2020 and interest coverage to improve to about 1.5x. We also expect the company will continue generating free operating cash flow (FOCF) of about $10 million in fiscal 2021. However, this outlook faces a high degree of uncertainty given the volatile macroeconomic landscape, including uncertainty related to the global logistics and freight supply chain disruptions as well as the risk of fuel costs and personnel wages increasing substantially. Moreover, the company's small scale and lack of customer diversity make its credit metrics particularly vulnerable if performance misses expectations. Given pH Beauty's relatively small EBITDA base, operating difficulties with any one of its key customers could lead to a rapid decline in EBITDA and cash flow generation." Liquidity position appears manageable but covenant pressure is building. S&P assesses pH Beauty's liquidity as adequate with support from $29 million of cash on its balance sheet as of March 2021 and its lack of near-term debt maturities. Further, the company has access to its $25 million revolver, which it typically draws on to fund its seasonal working capital requirements. The credit agreement for pH Beauty's senior secured first-lien credit facilities includes a maximum net leverage ratio of 7x through the quarter ending September 2021, after which point the covenant steps down to 6.5x through September 2022, and 6x thereafter. Although S&P expects the company to have a sufficient cushion under this covenant (about 20%) at the end of the next two fiscal quarters, it could deteriorate rapidly depending on the severity of the cost pressures or if consumer spending declines materially causing sales volume to decline more than 5%. Moreover, covenant cushion could tighten considerably in the fourth quarter as the covenant steps down. This could occur if the company cannot sustain the sales and profitability rebound that occurred in the first quarter over the next several quarters because of factors that may or may not be under the company's control. Still, S&P believes the company would likely receive short-term covenant relief from its lenders, to the extend these impacts are viewed as largely temporary and one-time in nature. S&P said, "We believe the company will remain acquisitive under its financial sponsor ownership; while the possibility of future shareholder returns is another credit risk. We believe the company will continue to seek out acquisition opportunities to diversify its business into adjacent categories and increase its scale in cosmetic accessories. While we have not modeled in material debt-funded acquisitions, we believe the company will likely target smaller companies that fit well with pH Beauty's outsourced manufacturing model, which gives it greater operating flexibility and requires less capital spending. We also expect the sponsors pursue debt-financed dividends if M&A opportunities do not materialize and credit measures have been restored. "The negative outlook reflects our expectation that adjusted debt to EBITDA will remain elevated at around 8x in 2021. Although this represents an improvement from the mid-teens area in 2020, we believe the risk for sustained elevated leverage remains high given inflationary cost pressure and the risk of future supply chain disruptions. "We could lower the ratings over the next few quarters if we believe its capital structure is unsustainable because weaker-than-expected operating performance results in EBITDA interest coverage remaining below 1.5x, free cash flow turning negative or liquidity becoming constrained. We believe this could occur if macroeconomic conditions such as higher inflation constrain consumers' purchasing power, if higher fuel costs and wages erode the company's profitability, or if global supply chain disruptions re-emerge. Alternatively, we could lower the ratings if the company engages in large debt-financed acquisitions. "We could revise the outlook to stable if the company generates better-than-expected revenue and EBITDA growth, if FOCF remains positive, interest coverage improves to above 1.5x and liquidity remains adequate in a more normalized operating environment, and we expect the better performance to be sustainable." PHYTO-PLUS INC: Seeks Approval to Hire A+ Accounting ---------------------------------------------------- Phyto-Plus, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ A+ Accounting and Tax as its accountant. The firm will provide these services: a. prepare and file tax returns and conduct tax research including contacting the Internal Revenue Service; b. perform normal accounting and other accounting services as required by the Debtor; and c. assist the Debtor in preparing court-ordered reports, including monthly operating reports, a 12-month actual or historical income and expense report and any documents necessary for the Debtor's disclosure statement. A+ Accounting and Tax will be paid at these rates: Accountants $175 per hour Staffs $100 to $50 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. The retainer fee is $1,500. Akshay Dave, a partner at A+ Accounting & Tax, 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: Akshay Dave A+ Accounting & Tax Post Office Box 372 Brandon, FL 33509-0372 Tel:(813) 381-3809 Email: tax4002@gmail.com About Phyto-Plus Inc. Phyto-Plus Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01225) on March 16, 2021. In the petition signed by Marco A. Abbiati, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Michael G. Williamson oversees the case. Buddy D. Ford, P.A. and A+ Accounting and Tax serve as the Debtor's legal counsel and accountant, respectively. RESTAURANT BRANDS: S&P Alters Outlook to Stable, Affirms 'BB' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on Toronto-based quick-service restaurant (QSR) company Restaurant Brands International Inc. (RBI) to stable from negative and affirmed all its ratings on the company, including its 'BB' issuer credit rating. S&P said, "The stable outlook reflects our expectation that RBI's operating performance will continue to improve in the next 12 months, as the company increases its franchise base and executes operational initiatives across its three brands. "We expect continued same store sales recovery in 2021, supported by rapid vaccination distribution and strengthened consumer confidence. Encouraging signs of an accelerating economic recovery are fast emerging, and we have raised our U.S. GDP growth forecast to 6.5% and Canada GDP growth forecast to 5.5%. We expect easing restrictions and growing confidence to increase consumer mobility and drive higher spending this year, including at restaurants. The company recently reported healthy sales recovery for the first fiscal quarter of 2021, with consolidated system-wide sales surpassing the first quarter of 2019. This reflects quarterly same store sales growth of 0.7% at Burger King and 1.5% at Popeye's, which was partially offset by a same store sales decline of 2.3% at Tim Hortons, relative to the same period the previous year. While these results benefited from the distribution of stimulus checks, we believe a continuing improving operating environment in North America and globally will help support sustained comparable sales growth in 2021. "We anticipate robust new restaurant openings and sales leverage to drive EBTDA returning to the pre-pandemic level this year. After a year of stagnant new restaurant growth largely due to the global impact of COVID-19, we also expect RBI to resume its unit expansion in 2021. In the first quarter of 2021, the company added 148 net new restaurants, nearly matching its best-ever first quarter unit growth. Most recently, the company announced a new round of funding from investors to support its leading partner opening 200 new Tim Horton units in China this year, in addition to an expansion plan of opening over 1,000 Popeye's units in the U.K., India, Mexico, and Saudi Arabia in the next 10 years. While the slower-growing U.S. and Canada markets still represent the vast majority (more than 85%) of company revenue, we also expect RBI's revenue base will further diversify as future growth centers internationally, especially in Asia and South America. "Burger King, Tim Hortons, and Popeyes all have good growth prospects, name recognition, and combined system sales that rank highly among QSRs globally. We forecast EBITDA returning to close to 2019's level this year, driven by double-digit revenue growth and recovering EBITDA margins. In addition, we expect RBI to continue implementing operating initiatives and making key investments in technology and digital, supply chain, and its marketing campaign over the next 12 months. We believe these initiatives will continue to gain traction with consumers and support new store expansion and revenue growth. "We forecast solid free operating cash flow (FOCF) generation and leverage improving to the low 5x area in fiscal 2021. We forecast S&P Global Ratings-adjusted debt to EBITDA will be in the low-5x area in 2021, declining from about 6x in 2020, driven by a healthy EBITDA recovery. RBI also maintains a substantial cash balance ($1.6 billion as of March 31, 2021), most of which we net against debt in our leverage ratio calculation. As primarily a franchisor, RBI benefits from relatively stable and high profitability, given its low cost-structure and low capital spending. Despite the double-digit revenue decline, RBI generated good FOCF of about $760 million in 2020. We believe RBI will generate strong FOCF (about $1.2 billion-$1.4 billion annually in 2021 and 2022) and use it primarily for business reinvestment, dividends, and scheduled debt amortization. In addition, we believe the risk of meaningful re-leveraging is mitigated by the company's more conservative financial policy, as its previous equity-owner, 3G Capital, has continued to dilute ownership to about 30% as of end of 2020. "The stable outlook reflects our expectation that RBI's operating performance will continue to improve in the next 12 months, as the company increases its franchise base and executes operational initiatives across its three brands. We anticipate improved credit metrics driven by continued EBITDA growth and meaningful balance-sheet cash, resulting in debt to EBITDA in the low 5x area in fiscal 2021. S&P could raise the rating over the next 12 months if the company: -- Demonstrated a clear commitment to a more conservative financial policy that included maintaining adjusted leverage at about 4.5x or below; or -- Achieved sustained operating performance gains, including positive comparable sales, successful new restaurant development especially outside of North America, and margin expansion. S&P could lower the rating if: -- Credit measures deteriorated, including adjusted leverage remaining above 5.5x, whether due to sustained operating performance setbacks or a shift to a more aggressive financial policy. -- This could occur if RBI issued debt above our base-case forecast to fund an acquisition or fuel additional shareholder returns. Sharply declining operating results due to an unfavorable economic environment, heightened industry competition, or a food-safety issue could also lead us to lower the rating. RVT INC: Unsecureds to Recover 100%; June 15 Status Conference Set ------------------------------------------------------------------ RVT, Inc., submitted an Amended Disclosure Statement accompanying Chapter 11 Plan dated May 13, 2021. The Bankruptcy Court has scheduled July 15, 2021, at 2:00 p.m. in Courtroom 6C in 411 West Fourth Street, Santa Ana CA 92701 as the hearing/status conference. The Amended Disclosure Statement does not alter the proposed treatment for creditors: * Class 1 and 2 consist of claims secured by collateral which generally are entitled to be paid in full, over time, with interest. Class 1 is reserved for claims secured only by real estate that is an individual Debtor's principal residence. Class 2 contains all other secured claims. * Class 4 consists of General Unsecured Claims which will receive an estimated percentage of 100% of their claims. The Debtor believes the Plan is feasible because, both on the Effective Date and for the duration of the Plan, the proponent estimates that Debtor will have sufficient cash to make all distributions. A full-text copy of the Amended Disclosure Statement dated May 13, 2021, is available at https://bit.ly/2SaeiTi from PacerMonitor.com at no charge. Attorney for RVT, Inc.: Larry Fieselman, Esq. OAKTREE LAW 10900 183rd Street, Suite 270 Cerritos CA90703 Tel: (562) 741-3943 Fax: (562) 264-1496 About RVT Inc. Based in Fontana, California, RVT Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-17552) on Aug. 28, 2019, listing under $1 million in both assets and liabilities. The Hon. Mark S. Wallace is the case judge. OAKTREE LAW represents the Debtor. SAGE ECOENTERPRISES: Seeks to Hire Moon Wright as Legal Counsel --------------------------------------------------------------- Sage Ecoenterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Moon Wright & Houston, PLLC as its legal counsel. The firm will provide these services: a. advise the Debtor with respect to its powers and duties in the continued operation of its business and management of its properties; b. negotiate, prepare and pursue confirmation of a Chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements and documents; c. prepare legal papers; d. represent the Debtor in all adversary proceedings related to its Chapter 11 case; e. represent the Debtor in all litigation arising from or relating to causes of action owned by the estate or defending causes of action brought against the estate, in any forum; f. appear in court; and g. perform all other legal services for the Debtor that may be necessary and proper in its Chapter 11 proceeding. Moon Wright will be paid at these rates: Richard S. Wright $550 per hour Andrew T. Houston $525 per hour Caleb Brown $325 per hour Shannon L. Myers, Paralegal $180 per hour Amy Murray, Paralegal $150 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Richard Wright, Esq., a partner at Moon Wright, 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 S. Wright, Esq. Caleb Brown, Esq. Moon Wright & Houston, PLLC 121 W. Trade Street, Suite 1950 Charlotte, NC 28202 Tel: (704) 944-6560 Fax: (704) 944-0380 Email: rwright@mwhattorneys.com cbrown@mwhattorneys.com About Sage Ecoenterprises Sage EcoEnterprises, LLC is a privately held company that owns and operates restaurants. It conducts business under the name Green Sage Café. Sage EcoEnterprises filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 21-10072) on April 20, 2021. In the petition signed by James R. Talley, member manager, the Debtor reported $1,155,799 in total assets and $1,550,628 in total liabilities. Judge George R. Hodges oversees the case. Moon Wright & Houston, PLLC is the Debtor's legal counsel. SALEM CONSUMER: Belfor USA Says It's Owed $4M, Opposes Plan ----------------------------------------------------------- BELFOR USA Group, Inc., a secured creditor and party in interest of debtor Salem Consumer Square OH LLC, objects to the Debtor's proposed disclosure statement. BELFOR asserts that: * The Disclosure Statement should include the basis for the proposed Settlement Payment, and why the Debtor agreed to settle for only the exact amount of the insurance proceeds issued by Travelers for BELFOR's work (i.e., $2.8 million) that were received and deposited by MCI in 2019/20. * The Disclosure Statement is not clear regarding the scope and meaning and intent of the quoted release and discharge. More specifically, the Disclosure Statement should disclose whether the Debtor (and MCI, the counterparty to the release and discharge) intend that the release and discharge bar BELFOR's claims against MCI and other non-Debtor third parties. * The Disclosure Statement does not provide adequate information evidencing the Debtor's ability to fund the proposed Plan, and the feasibility of the Plan generally. This lack of information in the Disclosure Statement is fatal as creditors will have no way to determine whether or not to approve the proposed treatment of their respective claims. * BELFOR asserts a fully secured claim in this Chapter 11 Case in excess of $4 million based on its mechanic's lien on the Property and its lien against the insurance proceeds paid by Travelers pursuant to Ohio law. Notwithstanding, through the Disclosure Statement and Plan, the Debtor lists BELFOR's secured claim as $0 and its unsecured claim as $1,400,000, with no explanation whatsoever as to how these determinations were made. Specifically, the Debtor does not disclose any basis for challenging BELFOR's mechanic's lien or for reducing BELFOR's scheduled unsecured claim by 50%. * The Disclosure Statement omits any mention of important pending motions in the case, and fails to disclose the consequences to the Plan if BELFOR prevails and obtains relief on either of the Motion to Dismiss, Trustee Motion and/or the Adversary Proceeding regarding its claim. * The premise for the Plan is a settlement between the Debtor and MCI whereby the Debtor would recover $2.8 million of the nearly $10 million transferred to MCI via the payments from Travelers Insurance. The Disclosure Statement is silent on the various relationships by and among the Debtor and its representatives, on the one hand, and MCI and its ownership, on the other. A full-text copy of Belfor's objection dated May 13, 2021, is available at https://bit.ly/3yptblC from PacerMonitor.com at no charge. Counsel for BELFOR USA: FOLEY & LARDNER LLP Ann Marie Uetz Derek L. Wright 500 Woodward Ave., Ste. 2700 Detroit, MI 48226 Telephone: (313)-234-7100 E-mail: auetz@foley.com dlwright@foley.com DENTONS COHEN & GRIGSBY P.C. William E. Kelleher, Jr. Pa I.D. 30747 Helen Sara Ward Pa I.D. 204088 625 Liberty Avenue Pittsburgh, PA 15222-3152 Telephone: (412) 297-4900 Fax: (412) 209-0672 E-mail: bill.kelleher@dentons.com helen.ward@dentons.com About Salem Consumer Salem Consumer Square OH LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns and operates the shopping center known as "Salem Consumer Square" located at 5447 Salem Avenue, Dayton, OH 45426. On Jan. 5, 2021, Salem Consumer Square sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-20020). The Debtor disclosed total assets of $3,385,461 and total liabilities of $3,134,072. The case is assigned to The Honorable Carlota M. Bohm. BERNSTEIN-BURKLEY, P.C., led by Kirk B. Burkley, is the Debtor's counsel. SEANERGY MARITIME: Announces Delivery of Capesize M/V Hellasship ---------------------------------------------------------------- Seanergy Maritime Holdings Corp. has taken delivery of the 181,325 dwt Capesize bulk carrier, built in 2012 by Imabari Shipbuilding Co. in Japan, which was renamed M/V Hellasship. The delivery of the M/V Hellasship is the first of the four Capesize acquisitions performed already in 2021. The Vessel has been fixed on a time charter with NYK Line, a leading Japanese shipping company and operator. The T/C is expected to commence immediately, upon finalization of the customary transition process and will have a term of minimum 11 to maximum 15 months from the delivery. The gross daily rate of the T/C is based at a premium over the Baltic Capesize Index. Stamatis Tsantanis, the Company's chairman & chief executive officer, stated: "We are pleased to announce the well-timed delivery of our twelfth cape vessel, during the strongest Capesize market of the last decade with spot rates standing currently above $42,000 per day. This delivery is the first of the four acquisitions we agreed so far in 2021, before the impressive surge in freight day rates and asset values. Needless to say, that our timing has been once again optimal." "At the same time, we are glad to initiate a long-term commercial partnership with another leading charterer through M/V Hellasship's period employment. The relationships we have established with first class charterers in the Capesize space attest to the operational quality of our fleet and management platforms." "Currently, 92% percent of our fleet is employed under index-linked time charters allowing Seanergy's earnings to be highly correlated with the performance of the Capesize index. We believe that Seanergy, as a pure-play Capesize owner, is best positioned to fully benefit from the strong earnings environment and increasing asset values." About Seanergy Maritime Greece-based Seanergy Maritime Holdings Corp. -- http://www.seanergymaritime.com-- is the only pure-play Capesize ship-owner publicly listed in the US. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. Upon delivery of the new vessels, the Company's operating fleet will consist of 14 Capesize vessels with an average age of 12 years and aggregate cargo carrying capacity of approximately 2,461,138 dwt. The Company is incorporated in the Marshall Islands and has executive offices in Glyfada, Greece. Seanergy Maritime reported a net loss of $18.35 million for the year ended Dec. 31, 2020, compared to a net loss of $11.70 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $295.24 million in total assets, $199.55 million in total liabilities, and $95.69 million in total stockholders' equity. SENIOR PRO SERVICES: Plan of Reorganization Confirmed by Judge -------------------------------------------------------------- Judge Charles Novack has entered an order confirming the Combined Plan and Disclosure Statement of Debtor Senior Pro Services, LLC. Class 2A (Small Claims) of the Plan is corrected to reflect that under 11 USC § 1129(b)(2)(B)(i), postpetition interest shall be allowed and paid on account of each allowed Class 2A claim at the annual rate of 3.5%, accruing from the petition date of February 22, 2020 through the projected Effective Date of May 24, 2021. A full-text copy of the order dated May 13, 2021, is available at https://bit.ly/3yloTeV from PacerMonitor.com at no charge. The Debtor is represented by: James A. Shepherd, Esq. LAW OFFICES OF JAMES SHEPHERD 3000 Citrus Circle, Suite 204 Walnut Creek, CA 94598 Tel: (925) 954-7554 Fax: (925) 281-2341 Email: jim@jsheplaw.com About Senior Pro Services Senior Pro Services LLP is a home health care service provider in San Leandro, California. It sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-40408) on Feb. 22, 2020. The case is assigned to Judge Charles Novack. The Debtor estimated $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. The petition was signed by Fessha Taye, the Debtor's manager and chief executive officer. James A. Shepherd, Esq. at the Law Offices of James Shepherd is the Debtor's counsel. SERENDIPITY LABS: Court Approves Second Amended Disclosures ----------------------------------------------------------- On May 12, 2021, the U.S. Bankruptcy Court for the Northern District of Georgia held a final hearing on the final approval of the Second Amended Disclosure Statement to Chapter 11 Plan of Reorganization of and for Serendipity Labs, Inc. filed on April 8, 2021. On May 13, 2021, Judge Sage M. Sigler ordered that: * Disclosure Statement is approved on a final basis as containing adequate information. Any objections to the adequacy of the information contained in the Disclosure Statement, including the Hall Disclosure Statement Objection, are expressly overruled. * Service of the Notice Package, Solicitation Package and this Disclosure Statement Procedures Order, in the manner provided for in the Conditional Approval Order, complies with the requirements of Bankruptcy Rules 2002, 3017 and 3020, and such service constitutes good and sufficient notice of the matters. * The Debtor is authorized and empowered to take any and all actions necessary to implement the terms of this Order. A full-text copy of the order dated May 13, 2021, is available at https://bit.ly/33WHsIr from PacerMonitor.com at no charge. Counsel for the Debtor: Lee B. Hart Joshua H. Stein NELSON MULLINS RILEY & SCARBOROUGH LLP 201 17th Street, NW, Suite 1700 Atlanta, Georgia 30363 Tel: (404) 322-6000 Fax: (404) 322-6050 E-mail: lee.hart@nelsonmullins.com josh.stein@nelsonmullins.com About Serendipity Labs Serendipity Labs, Inc., is a workplace-as-a-service company that offers co-working, shared offices and team suites. It has over 35 locations in urban, suburban, and secondary markets across the United States. Serendipity Labs filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-68124) on July 15, 2020. John Arenas, chairman and CEO, signed the petition. At the time of the filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Sage M. Sigler oversees the case. Nelson Mullins Riley & Scarborough, LLP is the Debtor's legal counsel. TCNR LLC: Seeks to Hire Colliers International as Broker -------------------------------------------------------- TCNR, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Colliers International New England, LLC as its broker. The Debtor requires a broker to market and sell a property known as Newmarket Square located between Northampton Street and Massachusetts Avenue. Colliers will receive a 3 percent commission for sales less than $10 million, 2 percent for sales between $10 million and $250 million, and 1 percent for sales greater than $20 million. Frank Petz, a broker at Colliers, 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 through: Frank Petz Colliers International New England, LLC 15999 City Walk Ste 250 Sugar Land, TX, 77479-6607 Phone: (281) 460-4197 Email: Frank.Petz@colliers.com About TCNR, LLC and LRNCT, LLC TCNR, LLC and LRNCT, LLC are companies engaged in non-residential building construction. TCNR and LRNCT filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos. 21-10310 and 21-10311). Nicholas Heras, Jr., manager and member, signed the petitions. At the time of the filing, the Debtors each had between $10 million and $50 million in both assets and liabilities. Judge Janet E. Bostwick presides over the cases. TCNR and LRNCT are represented by Morrissey Wilson & Zafiropoulos, LLP and John M. McAuliffe & Associates, P.C., respectively. TEEFOR2 INC: Seeks Cash Collateral Access ----------------------------------------- Teefor2, Inc., a California corporation, asks the U.S Bankruptcy Court for the Central District of California, Riverside Division, for authority to, among other things use cash collateral and provide adequate protection. The Debtor needs access to Cash Collateral to promptly pay its suppliers, rent, equipment leases, employees, utility providers, insurance and other reasonable and necessary costs of operating its business and to preserve its value for the benefit of all creditors. The Debtor filed a petition in Chapter 11 in response to garnishments of its bank accounts by a judgment creditor, Arcaruis, as well as pending litigation by several of the Debtor's suppliers and creditors. For most of the last 10 years, the Debtor's business has been primarily generated from the production and sales of promotional shirts, towels and related items to large purchasers for commercial events. As a result of a sharp decline in orders due to the COVID-19 pandemic, the Debtor's 2020 income before taxes, interest and depreciation totaled $71,185 on gross receipts of $2,090,962. The Debtor is currently operating at a reduced rate and has year to date gross receipts of $810,000, and net income of $20,000 for the period from January through April 2021. In order to address the shortfall in sales from this sector of its business, beginning in July 2020, the Debtor began an intensive sales program aimed at smaller online sales of custom products to small vendors using social media. This effort has been successful and is currently generating approximately $100,000 in gross sales monthly, with the balance of sales to commercial sales. Further, this business model has allowed the Debtor to avoid investing in inventory and waiting for payment by making material purchases after receipt of specific orders and requiring payment upon shipping of goods, and to charge higher prices resulting in an increase in the gross margins of its products. In addition, the Debtor has substantially reduced overhead and other expenses during the period of the pandemic. It has successfully reduced its rental expense by $5,000 per month through January 2021, and renegotiated payments on its equipment leases, at a savings of approximately $2,000 per month. As a result of the decline in business, the Debtor has reduced its payroll by approximately approximately 35% from the first quarter of 2020. The Debtor has a single secured creditor as of the date of filing, the US Small Business Administration. The SBA is owed $150,000 as a result of a COVID-19 Economic Injury Disaster Loan in that amount taken out by the Debtor in June 2020. The terms of the SBA Loan require that payment commence on or about June 1, 2022 in the approximate sum of $650 per month. In addition, the Secured Creditor hold a lien upon the Debtor's personal property, including its machinery, fixtures and equipment. The Debtor values its machinery, fixtures and equipment at a fair market value, as of the date of filing, to be approximately $96,000. In consideration for the use of the Cash Collateral, the Debtor proposes to grant the SBA a replacement lien on the Debtor's post-petition cash, inventory and accounts receivable and the proceeds thereof, to the same extent and priority as the lien, if any, held by the SBA as of the Petition Date, and subject to the same defenses and avoidance actions as those applicable by the Debtor to the SBAs putative lien, such replacement liens being further limited to the extent the Cash Collateral is actually used by the Debtor. The liens of the SBA are adequately protected in several ways in that they will be adequately protected by post-petition liens on the Debtor's cash, inventory and accounts receivable. The Debtor contends the value of the SBA's collateral, including its cash collateral is less than the amount of its pre-petition debt. As such, it is undersecured and not entitled to payment or accrual of post-petition interest or costs and expenses. The Debtor will provide the SBA with a replacement lien on its deposit accounts post-petition accounts and inventory in the same amount and with the same priority as it held upon filing. Providing the Debtor maintains the value of the SBA's collateral at or above its pre-petition level, the SBA is adequately protected by this post-petition lien. A copy of the motion is available for free at https://bit.ly/3wccI2a from PacerMonitor.com. About Teefor2, Inc. Teefor2, Inc. owns and operates a graphic design and screen printing business in the City of Chino, California. It sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-12580) on May 10, 2021. In the petition signed by Larry Lazalde, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Stephen R. Wade, Esq., at LAW OFFICES OF STEPHEN R. WADE, P.C. is the Debtor's counsel. TELKONET INC: Reports First Quarter 2021 Financial Results ---------------------------------------------------------- Telkonet, Inc. announced financial results for the quarter ended March 31, 2021. "While we continue to endure the ongoing impact of the COVID-19 pandemic upon our operations, during the quarter we did experience an increase in quoting requests, especially in the hospitality market," stated Jason Tienor, Telkonet's chief executive officer. "Our efforts continue to be focused on navigating through the effects of the pandemic in order to position the company for long-term growth," continued Tienor. Operational Summary: For the three-month period ended March 31, 2021, compared to the three-month period ended March 31, 2020: * Total revenues decreased $0.51 million, or 28% year-over-year. * Gross profit as a percentage of total revenues increased 10% to 55%, compared to the prior year period, which was primarily due to a lower cost structure as a result of the Company's decreased used of installation subcontractors and lower material costs as a percentage of product revenues. * Gross profit percentage on recurring revenues increased 6% to 94%, compared to the prior year period. * Gross profit decreased $0.11 million, or 13% year-over-year, primary attributable to the decline in revenues, partially offset by the gross profit percentage improvement. * The Company had an operating loss of $0.83 million, compared to an operating loss of $0.64 million during the prior year period, primarily due to the decrease in gross profit and an increase in selling, general and administrative expenses. * On Feb. 16, 2021, the outstanding principal and accrued interest on the first draw Paycheck Protection Program Loan, entered into on April 21, 2020, was fully forgiven. On April 27, 2021, the Company entered into an unsecured promissory note for a second draw Paycheck Protection Program Loan for a total principal amount of $913,067. Financial Results Summary For the three-month period ended March 31, 2021: * Total revenue decreased $0.51 million to $1.3 million compared to $1.8 million for the comparable period in 2020. * Product revenue, which principally arises from the sales and installation of our energy management platforms, decreased $0.5 million to $1.1 million compared to $1.6 million for the comparable period in 2020. * Recurring revenue, which principally arises from call center support services, decreased $0.01 million to $0.19 million compared to $0.19 for the comparable period in 2020. * Gross profit decreased $0.11 million to $0.70 million compared to $0.81 million for the comparable period in 2020. * Net income of $0.08 million compared to a net loss of $0.65 million for the comparable period in 2020. Income was primarily attributable to the non-cash gain on debt extinguishment of $0.92 million for the full forgiveness of the first draw Paycheck Protection Program Loan. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/1094084/000168316821002006/telkonet_8k-ex9901.htm About Telkonet Headquartered in Waukesha, WI, Telkonet, Inc. is the creator of the EcoSmart and the Rhapsody Platforms of intelligent automation solutions designed to optimize energy efficiency, comfort and analytics in support of the emerging Internet of Things. The platforms are deployed primarily in the hospitality, educational, governmental and other commercial markets, and is specified by engineers, HVAC professionals, building owners, and building operators. The Company currently operates in a single reportable business segment. Telkonet reported a net loss attributable to common stockholders of $3.15 million for the year ended Dec. 31, 2020, compared to a net loss attributable to common stockholders of $1.93 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $6.49 million in total assets, $5.17 million in total liabilities, and $1.32 million in total stockholders' equity. Minneapolis, Minnesota-based Wipfli LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has suffered operating losses, has negative operating cash flows and is dependent upon its ability to generate profitable operations in the future and obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These conditions raise substantial doubt about its ability to continue as a going concern. TENET HEALTHCARE: Fitch Assigns B+ Rating on First Lien Notes ------------------------------------------------------------- Fitch Ratings has assigned a 'B+'/'RR3' rating to the first-lien senior secured notes issued by Tenet Healthcare Corp. (Tenet; B/Stable). Fitch expects the newly issued notes will refinance second-lien secured notes. Tenet's ratings and Stable Outlook reflect the issuer's solid competitive position as a healthcare provider and the relative durability of its operational and financial results amid the pandemic, offset in part by persistently high debt leverage. Fitch expects leverage will remain in line with the 'B' ratings through the rating horizon, but notes the potential for further improvement depending on Tenet's capital allocation priorities, including its potential Conifer segment spin-off. KEY RATING DRIVERS Hospitals Drive Operating Outlook: Tenet is one of the largest for-profit operators of acute care hospitals in the U.S., and a leading operator of ambulatory surgery centers (ASCs) through its ownership of United Surgical Partners International (USPI). USPI provides setting diversification, which Fitch expects will continue to benefit from secular tailwinds. Tenet has set a public goal of having USPI's EBITDA increase to 50% of total and the hospital segment decrease to 35% in 2023. Fitch expects Tenet will use a combination of acquisitions and de novo openings in USPI, hospital dispositions and the relative growth rates for each segment to make progress against its goal. For example, Tenet acquired 45 ASCs for $1.1 billion in December 2020. Until then, the hospital segment will be the main driver of the company's results, with a contribution of about 80% and 50% of consolidated revenues and EBITDA, respectively. Pandemic Having Manageable Impact: Fitch expects healthcare providers like Tenet will continue to be negatively impacted by the pandemic (i.e. lower volumes, higher operating expenses) through at least 2021. While volumes have not fully rebounded to pre-pandemic levels, they have rebounded sharply from the 2Q20 lows, and stabilized at levels where Tenet can support its current capitalization and rating. Lower volumes have been offset in part by some favorable rate changes from government payors, higher acuity mix and Tenet's efforts to manage operating expenses. Business Improvements Clouded by Pandemic: Prior to the pandemic, Tenet had made progress against its objectives to improve operations, rationalize its hospital footprint by exiting non-core assets and markets and grow USPI. Fitch expects operating EBITDA margins will rebound in 2021 towards pre-pandemic levels of 13%-14% up from around 12% in 2016, and improve further as the higher margin USPI segment's contributions become larger than the hospital segment. Fitch expects Tenet will continue to focus on growing USPI through both capital expenditures and acquisitions, which follows Tenet's increased ownership stake to 95% from around 50%. Despite pre-pandemic improvements in margins, Tenet's profitability continues to lag its closest industry peers, which supports Fitch's view that sustainably higher margins for Tenet are achievable but not explicitly assumed in Fitch's forecasts. Persistently High Gross Leverage: Fitch expects gross leverage (after adjusting for cash distributions to non-controlling interests (NCI) and the repayment of $478 million of senior unsecured notes) will sustain around 6x through the rating horizon, which is generally consistent with Tenet's public comments of targeting less than 5x on a net basis before NCI for 2021. The affirmation and Stable Outlook reflect that gross leverage has remained high relative to peers despite the aforementioned improvements. Gross debt has remained steady with $15.4 billion currently outstanding pro forma for the recent debt repayment as compared to $15.5 billion at Dec. 31, 2016. Fitch-calculated leverage will improve by about 1x from around 7x towards 6x. Latent Catalysts for Positive Momentum: The Stable Outlook reflects Fitch's view that leverage will sustain around 6x as compared to the 5.5x rating sensitivity for positive momentum. Nonetheless, Fitch believes there are paths to positive rating actions in the future. Tenet's management has publicly stated its intentions to further improve its leverage, and is evaluating means to do so. Specific and credible plans could be a catalyst for positive momentum, as could more details on the timing, structure and financial implications of a potential spin-off of its Conifer segment. Lastly, operating performance and financial results that meaningfully outperform Fitch's expectations could drive leverage closer to 5.5x are not assumed but possible. DERIVATION SUMMARY Tenet's 'B' Long-Term IDR reflects the company's highly leveraged balance sheet. Tenet's leverage is higher than its closest hospital industry peers HCA Healthcare Inc. (HCA; BB+/Stable) and Universal Health Services Inc. (UHS; BB+/Stable). Tenet's operating and FCF margins also lag these industry peers; however, Tenet has recently made progress in closing the gap through cost-cutting measures and the divestiture of lower margin hospitals. Tenet has a stronger operating profile than similarly-rated peer Prime Healthcare Services, Inc. (B) and lower-rated peer Community Health Systems (CHS; CCC), which have lower and higher leverage than Tenet, respectively. Similar to HCA and UHS, Tenet's operations are primarily located in urban or large suburban markets that have relatively favorable organic growth prospects. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Revenues and operating EBITDA rebound in 2021 but remain slightly below pre-pandemic levels before including a full year's contributions from the SCD acquisition in late 2020; -- Revenue growth of 3%-5% thereafter with some margin improvement as the EBITDA mix shifts towards USPI; -- Operating cashflows negatively affected in 2021 and 2022 as certain benefits from the CARES Act are unwound (e.g. Medicare Advance Payments, deferred payroll taxes); -- Capex approximating 3%-4% of revenues per year and $250 million of acquisitions per year to accelerate USPI's growth; -- The repayment of the $478 million of notes due 2025 in 2021 and no other meaningful changes to gross debt or equity issuances / repurchases; -- Fitch has not explicitly assumed the potential Conifer spin off, or the acquisition of the remaining interest in USPI. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- An expectation of debt/EBITDA after associate and minority dividends sustained below 5.5x; -- An expectation for FCF margin sustained above 2%. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Debt/EBITDA after associate and minority dividends sustained above 7.0x; -- An expectation for consistently break-even to negative FCF margin. 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 Profile Solid: Tenet's sources of liquidity include $2.1 billion of cash at Mar. 31, 2021. The company has access to an undrawn $1.9 billion ABL facility that matures in September 2024. Tenet's debt agreements do not include financial maintenance covenants aside from a 1.5x fixed-charge coverage ratio test in the bank agreement that is only in effect during a liquidity event, defined as whenever available ABL capacity is less than $100 million. The next significant debt maturity is $1.9 billion of unsecured notes maturing in June 2023. Fitch expects free cash flow will be between $300 million to $500 million per year before the unwinding of benefits from the CARES Act (i.e. $1.5 billion of advanced Medicare payments and $260 million of deferred payroll taxes) in 2021 and 2022. Debt Notching Considerations: The 'BB'/'RR1' and 'B+'/'RR3' ratings for Tenet's ABL facility and the senior secured first-lien notes reflect Fitch's expectation of recovery for the ABL facility in the 91% to 100% range and recovery for the first lien secured notes in the 51%-70% range under a bankruptcy scenario. The 'B'/'RR4' rating on the senior secured second-lien notes and senior unsecured notes reflect Fitch's expectations of recovery of outstanding principal in the 31%-50% range. Fitch estimates an enterprise value (EV) on a going-concern basis of $9 billion for Tenet, after a deduction of 10% for administrative claims. The EV assumption is based on post-reorganization EBITDA after dividends to associates and minorities of $1.4 billion and a 7.0x multiple. Fitch does not believe that the coronavirus pandemic has changed the longer-term valuation prospects for the hospital industry, and Tenet's post-reorganization EBITDA and multiple assumptions are unchanged from the last ratings review. The post-reorganization EBITDA estimate is approximately 28% lower than Fitch's 2020 EBITDA for Tenet excluding grant income and considers the attributes of the acute care hospital sector and includes the following: a high proportion of revenue (30%-40%) generated by government payors, exposing hospital companies to unforeseen regulatory changes; the legal obligation of hospital providers to treat uninsured patients, resulting in a high financial burden for uncompensated care, and the highly regulated nature of the hospital industry. The 7.0x multiple employed for Tenet reflects a history of acquisition multiples for large acute care hospital companies with similar business profiles as Tenet in the range of 7.0x-10.0x since 2006 and trading multiples (EV/EBITDA) of Tenet's peer group (HCA, UHS and CHS), which have fluctuated between approximately 6.5x and 9.5x since 2011. Based on the definitions of Tenet's secured debt agreements, Fitch believes that the group of hospital operating subsidiaries that guarantee the secured debt excludes any non-wholly owned and non-domestic subsidiaries, and therefore, does not encompass part of the value of the Conifer and ambulatory care segments. The hospital operations segment contributes about 50% of consolidated EBITDA (53% pre-pandemic and 47% for 2021 guidance which reflects 2020 ASC acquisitions), and Fitch uses this value as a proxy to determine the rough value of the secured debt collateral of $4.5 billion. Fitch assumes this amount is completely consumed by the ABL facility and the first-lien lenders, leaving $4.5 billion of residual value to be distributed on a pro rata basis to the remaining first-lien claims and the second-lien secured and unsecured claims. Tenet's debt instrument ratings are sensitive to relative debt levels given the significance of the assets outside of the collateral pool. Upsized issuances could have rating implications for all debt levels depending on the use of proceeds given each instrument's recoveries are towards the low-end of their respective Recovery Rating range. The ABL facility is assumed to be fully recovered before the other secured debt in the capital structure. The ABL facility is secured by a first-priority lien on the patient accounts receivable of all of the borrower's wholly owned hospital subsidiaries, while the first- and second-lien secured notes are secured by the capital stock of the operating subsidiaries, making the notes structurally subordinate to the ABL facility with respect to the accounts receivable collateral. Fitch assumes that Tenet would draw the full amount available on the ABL facility in a bankruptcy scenario, and includes that amount in the claims waterfall. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch has removed the effects of certain portions of the CARES Act from operating EBITDA and changes in working capital in 2020 that were deemed to be non-recurring (i.e. grant monies) or temporary (i.e. accelerated Medicare payments, deferred payroll taxes) and reallocated to non-recurring lines. ESG CONSIDERATIONS Tenet has an ESG Relevance Score of '4' for Exposure to Social Impacts due to societal and regulatory pressures to constrain growth in healthcare spending in the U.S. This dynamic has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. TGS HOSPITALITY: Seeks to Hire Moon Wright as Legal Counsel ----------------------------------------------------------- TGS Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Moon Wright & Houston, PLLC as its legal counsel. The firm will provide these services: a. advise the Debtor with respect to its powers and duties in the continued operation of its business and management of its properties; b. negotiate, prepare and pursue confirmation of a Chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements and documents; c. prepare legal papers; d. represent the Debtor in all adversary proceedings related to its Chapter 11 case; e. represent the Debtor in all litigation arising from or relating to causes of action owned by the estate or defending causes of action brought against the estate, in any forum; f. appear in court; and g. perform all other legal services for the Debtor that may be necessary and proper in its Chapter 11 proceeding. Moon Wright will be paid at these rates: Richard S. Wright $550 per hour Andrew T. Houston $525 per hour Caleb Brown $325 per hour Shannon L. Myers, Paralegal $180 per hour Amy Murray, Paralegal $150 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Richard Wright, Esq., a partner at Moon Wright, 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 S. Wright, Esq. Caleb Brown, Esq. Moon Wright & Houston, PLLC 121 W. Trade Street, Suite 1950 Charlotte, NC 28202 Tel: (704) 944-6560 Fax: (704) 944-0380 Email: rwright@mwhattorneys.com cbrown@mwhattorneys.com About TGS Hospitality TGS Hospitality, LLC is a North Carolina company that operates one restaurant in Asheville, N.C. TGS Hospitality filed a petition under Subchapter V of Chapter 11 (Bankr. W.D.N.C. Case No. 21-10073) on April 20, 2021. In the petition signed by James R. Talley, member manager, the Debtor disclosed total assets of $177,270 and total liabilities of $1,043,155. Judge George R. Hodges oversees the case. Moon Wright & Houston, PLLC is the Debtor's legal counsel. TRC COS: S&P Alters Outlook to Stable, Affirms 'B' ICR ------------------------------------------------------ On May 14, 2021, S&P Global Ratings revised its outlook on TRC Cos. Inc. to stable from negative and affirmed its 'B' issuer credit rating. S&P said, "At the same time, we affirmed our 'B' issue-level ratings on the company's first-lien term loan and revolving line of credit. The '3' recovery ratings are unchanged, indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 50%) in the event of a payment default. "The stable outlook reflects our expectation for continued improved profitability and operating performance into 2022, resulting in debt to EBITDA at or below 6.5x. "We expect improved credit metrics over the next year as customer delays caused by the COVID-19 pandemic and the low oil price environment continue to subside. Despite higher than previously anticipated debt leverage in the second half of fiscal 2020, we expect stable profitability to reduce S&P Global Ratings-adjusted debt to EBITDA below 6.5x in 2021 and 2022. We assume top-line improvements as field work resumes from stoppages in 2020. In 2021, we anticipate TRC will benefit from its growing backlog of projects focused on higher-margin services. This is driven by growth in its power, infrastructure, and environmental segments and benefits from its integration of Lockheed Martin Corp.'s distributed energy services business acquisition in 2020. Additionally, TRC's cost structure is relatively flexible, with EBITDA margins in the low- to mid-teens percent area. "We believe improved and stable profitability coupled with the low capital intensity of TRC's business will result in positive free operating cash flow (FOCF) through fiscal 2022. Operating performance should continue to benefit from the company's focus on engineering, consulting, and construction management, which we believe have lower risk than construction work. However, we believe TRC still faces similar cyclical demand patterns to traditional engineering and construction companies due to the nature of its customers' industries. TRC has relatively low maintenance capital expenditure (capex) requirements, less than 1% of revenue, and continues to manage working capital. We note that continued working capital management could provide some further upside to free cash flow generation from our base case, in which we forecast that some working capital inflows from 2020 will unwind as the company supports business growth. We expect FOCF to debt in the mid-single-digit percent area through 2022. "The stable outlook reflects our belief that TRC will maintain healthy margins over the next 12 months. We expect adjusted debt to EBITDA will improve below 6.5x and FOCF to debt will be in the mid-single-digit percent area." S&P could lower its rating on TRC over the next 12 months if: -- It appears FOCF to debt approaches 0%; or -- S&P believes the company's adjusted debt to EBITDA will trend higher than 6.5x on a sustained basis. This could occur because of, for example, a meaningful deterioration in its EBITDA margins caused by the loss of key projects or a material debt-financed transaction. S&P considers an upgrade unlikely over the next 12 months given its belief that TRC's financial policies will remain aggressive over the medium term under its financial sponsor. However, S&P could raise the ratings if: -- S&P believes the company is committed to maintaining FOCF to debt of greater than 5%; -- It demonstrates sustained debt reduction (with leverage approaching 4x); and -- S&P comes to believe the risk of leverage increasing above 5x adjusted debt to EBITDA is low. TS EMPLOYMENT: Trustee Hires Plotzker & Agarwal as Accountant ------------------------------------------------------------- James Feltman, the Chapter 11 trustee for TS Employment, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Plotzker & Agarwal, CPAS, LLC as accountant. The firm will provide these services: a. assist in the preparation of federal income tax returns for the 2015 post-petition period; b. assist in the preparation of federal income tax returns for the years 2016 through 2021; and c. respond to inquiries from taxing authorities as the trustee winds down the Debtor's Chapter 11 case. Plotzker & Agarwal will be paid as follows: a. all work in connection with the preparation of federal income tax returns for the 2015 post-petition period, at a cost not to exceed $15,000, plus actual expenses incurred. b. all work in connection with the preparation of federal income tax returns for the years 2016 through 2021, at a cost of not more than $2,500 per return, for a total of $15,000, plus actual expenses incurred. The firm's hourly rates are as follows: Partner $500 to $700 per hour Senior Managers/Managers $395 to $495 per hour Staff $290 to $390 per hour Paraprofessionals $195 to $285 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Vinay Agarwal, a partner at Plotzker & Agarwal, 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: Vinay Agarwal Plotzker & Agarwal, CPAS, LLC 150 East 58th Street, Suite 2001 New York, NY 10155 About TS Employment Inc. Based in New York, TS Employment Inc. is a professional employer organization that provides payroll-related services. Its only customer is publicly held Corporate Resource Services, Inc., a diversified technology, staffing, recruiting, and consulting services firm. TS processes payroll of up to 30,000 employees. TS Employment sought Chapter 11 for protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. The Debtor disclosed up to $100 million in both assets and debt. Judge Martin Glenn oversees the case. The Debtor tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as legal counsel. Realization Services Inc. serves as the Debtor's consultant. James S. Feltman is the Chapter 11 trustee appointed in the Debtor's case. The trustee tapped Togut, Segal & Segal LLP as bankruptcy counsel and Jenner & Block LLP as special litigation counsel. Plotzker & Agarwal, CPAS, LLC is the trustee's accountant. UNITI GROUP: All Three Proposals Approved at Annual Meeting ----------------------------------------------------------- The 2021 annual meeting of stockholders of Uniti Group Inc. was held virtually on May 13, 2021 at 8:00 a.m. (Eastern time) at www.virtualshareholdermeeting.com/UNIT2021. During the Annual Meeting, the Company's stockholders: (1) elected Jennifer S. Banner, Scott G. Bruce, Francis X. Frantz. Kenneth A. Gunderman, Carmen Perez-Carlton, and David L. Solomon to the Company's Board of Directors; (2) approved an advisory non-binding resolution approving the compensation of the Company's named executive officers; and (3) ratified the appointment of KPMG LLP as the Company's independent registered public accountant for 2021. About Uniti Headquartered in Little Rock, Arkansas, Uniti -- http://www.uniti.com-- is an internally managed real estate investment trust. It is engaged in the acquisition and construction of mission critical communications infrastructure, and is a provider of wireless infrastructure solutions for the communications industry. As of Dec. 31, 2020, Uniti owns over 123,000 fiber route miles, approximately 6.9 million fiber strand miles, and other communications real estate throughout the United States. Uniti Group reported a net loss of $718.81 million for the year ended Dec. 31, 2020, compared to net income of $10.91 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $4.78 billion in total assets, $6.93 billion in total liabilities, and a total shareholders' deficit of $2.15 billion. * * * In March 2020, S&P Global Ratings placed all ratings on U.S. telecom REIT Uniti Group Inc., including the 'CCC-' issuer credit rating, on CreditWatch with positive implications. The CreditWatch placement follows the company's announcement it reached an agreement in principle with its largest tenant Windstream Holdings Inc. to resolve all legal claims it asserted against Uniti in the context of Windstream's bankruptcy proceedings. US STEEL: Fitch Raises LT IDR to 'B' & Alters Outlook to Positive ----------------------------------------------------------------- Fitch Ratings has upgraded United States Steel Corporation's (U. S. Steel) Long-Term Issuer Default Rating (IDR) to 'B' from 'B-'. The Rating Outlook has been revised to Positive from Stable. Fitch has also upgraded the ABL credit facility to 'BB'/'RR1' from 'BB-'/'RR1' and upgraded the senior unsecured notes and environmental revenue bonds to 'B'/'RR4' from 'CCC+'/'RR5'. The upgrade reflects the faster than anticipated economic recovery following the pandemic's impact on the economy in 2020, leading to significantly improved domestic steel market conditions and expected EBITDA generation. The ratings also reflect U. S. Steel's acquisition of the remaining interest in Big River Steel Holdings LLC in 1Q21, which is expected to lower the company's overall cost position. The Positive Outlook reflects Fitch's expectation that total debt/EBITDA will be significantly lower in 2021 compared with 2020 and for the company to use excess cash to prioritize debt repayment in the near-term leading to total debt/EBITDA sustained below 4.0x. The Positive Outlook also reflects solid domestic steel market conditions, including historically high prices and solid demand, which should lead to the generation of significant cash resulting in meaningful deleveraging capacity. The two-notch upgrade of the unsecured notes reflects U. S. Steel repaying $1.056 billion of secured notes in 1Q21 leading to a better recovery of the unsecured notes in the recovery waterfall. KEY RATING DRIVERS Improved Steel Market Conditions: The timing and magnitude of recovery in automotive demand has been faster than initially anticipated, leading to improved steel market fundamentals. HRC prices have recovered dramatically to historical highs and are supported by solid supply/demand dynamics, low imports and high raw material costs. In its flat-rolled segment, U. S. Steel's shipments and realized prices improved 30% and 23% respectively in 1Q21 compared with the low point over the past year in 2Q20. The significantly improved domestic steel environment leads to stronger than expected EBITDA generation and lower leverage. Big River Steel Acquisition: In October 2019, U. S. Steel acquired a 49.9% equity interest in Big River Steel Co. (BRS), an electric arc furnace (EAF) facility with 3.3 million tons of annual capacity, for approximately $700 million. In January 2021, U. S. Steel acquired the remaining equity interest in BRS for approximately $774 million. BRS's high EBITDA margins, driven by its flexible low-cost structure, should benefit U. S. Steel's overall cost position and operating profile, reducing earning volatility. Secured Debt Repayment: In 1Q21, U. S. Steel completed an equity offering for proceeds of approximately $790 million. The company used the equity proceeds, together with new $750 million unsecured notes, to redeem all of its $1.056 billion secured notes due 2025. Additionally, in 1Q21, U. S. Steel repaid the remaining $500 million drawn on its $2.0 billion ABL credit facility due 2024. Fitch views the removal of essentially all secured debt (excluding BRS debt) from its capital structure and the restoration of secured debt capacity as positive to U. S. Steel's credit profile. Improved Leverage Expectations: Total debt/EBITDA was significantly elevated in 2020 driven by increased borrowings and reduced earnings driven by the coronavirus' impact on the economy. Fitch expects total debt/EBITDA to improve to below 4.0x in 2021 in line with the economic recovery and solid steel market conditions and for the company to prioritize debt repayment in the near-term leading to total debt/EBITDA sustained below 4.0x over the ratings horizon. Fitch views the gross debt repayment at the U. S. Steel level in 1Q21 as partially offset by the assumption of BRS debt in connection with the acquisition. Project Spending Cancellation: In 1Q21, U. S. Steel announced its plans to cancel construction of the $1.5 billion endless casting and rolling line and cogeneration facility at its Mon Valley Works. Additionally, weak market conditions in Europe led to the announcement in 4Q19 to delay Dynamo line spending. Fitch views the decision to prioritize liquidity and debt repayment positively. However, postponed projects were focused on improving the company's cost and capability and therefore previously expected benefits from these investments are now also removed or delayed. Asset Monetization: U. S. Steel granted Stelco Inc. a $100 million option to acquire a 25% interest in its Minntac iron ore mining operations for an aggregate purchase price of $600 million. Under the agreement, Stelco paid $100 million to U. S. Steel in 2020. Stelco will then have the ability to exercise its option any time before Jan. 31, 2027 to acquire a 25% interest for an additional $500 million. The transaction provides the potential to further improve liquidity and fits the company's reduced footprint following its indefinite idling of Great Lakes Works. In addition, U. S. Steel sold its Keystone Industrial Port Complex, a non-core real estate asset, for approximately $163 million. DERIVATION SUMMARY U. S. Steel is smaller than Cleveland-Cliffs Inc. (B/Positive) although has a comparable operating profile in that both companies are integrated and have both blast furnace and EAF production but are primarily blast furnace producers. U. S. Steel is more diversified by product and geography although Cliffs has lower leverage metrics. U. S. Steel is larger in terms of annual shipments compared with EAF steel producer Commercial Metals Company (BB+/Stable) and smaller and less diversified than globally diversified steel producer ArcelorMittal S.A. (BB+/Positive). U. S. Steel has higher product and end-market diversification compared with CMC, although CMC has lower leverage metrics and its profitability is less volatile resulting in more stable margins and leverage metrics through the cycle. U. S. Steel is larger in terms of total shipments, although less profitable with weaker credit metrics compared with EAF producer Steel Dynamics (BBB/Stable). KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Flat-rolled steel prices decline significantly in 2022 from historical highs and remain relatively flat thereafter; -- Great Lakes Works and Granite City blast furnace A remain idle through the forecast period; -- Flat-rolled steel shipments, including BRS, improve to around 12 million tons per year; -- Capex around $800 million per year; -- Gross debt repayment of over $1 billion in the near term. KEY RECOVERY RATING ASSUMPTIONS The recovery analysis assumes U. S. Steel would be reorganized as a going concern in a bankruptcy rather than liquidated. Assumptions for the going concern (GC) approach: Fitch has assumed a bankruptcy scenario exit GC EBITDA of $700 million. The GC EBITDA estimate is reflective of a mid-cycle sustainable EBITDA level upon which Fitch bases the enterprise valuation. The $700 million GC EBITDA estimate compares with 2018 operating EBITDA of approximately $1.5 billion and 2016 operating EBITDA of approximately $400 million which represent domestic steel market high and low points respectively. The GC EBITDA estimate is weighted toward the lower end of the mid-point to reflect the volatility of prices and the cyclical end market demand in addition to Fitch's view that the company could potentially exit a hypothetical bankruptcy scenario with a smaller operational footprint. Fitch has not incorporated Big River Steel's debt in the recovery analysis since it is ring-fenced at BRS and U. S. Steel does not provide guarantees. Big River Steel also does not guarantee U. S. Steel's debt. Therefore, Fitch does not incorporate BRS's EBITDA in its GC EBITDA estimate. Fitch generally applies EBITDA multiples that range from 4.0x-6.0x for metals and mining issuers given the cyclical nature of commodity prices. Fitch applied a 5.0x multiple to the GC EBITDA estimate to calculate a post-reorganization enterprise value of $3.15 billion after an assumed 10% administrative claim. Fitch assumed the ABL credit facility is 80% drawn in the recovery analysis. The allocation of value in the liability waterfall results in a Recovery Rating of 'RR1' for the first lien secured ABL credit facility and first lien secured notes resulting in a 'BB' rating and a Recovery Rating of 'RR4' for the senior unsecured level resulting in a 'B' rating. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Gross debt repayment leading to mid-cycle total debt/EBITDA sustained below 4.0x; -- EBITDA margins sustained above 7.5%; -- Maintenance of $2.0-$2.5 billion of liquidity. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Total debt/EBITDA sustained above 5.0x; -- EBITDA margins sustained below 6.0%; -- A material weakening of domestic steel market conditions leading to significantly larger than expected 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 As of March 31, 2021, U. S. Steel had $753 million of cash and cash equivalents and $1.543 billion available under its $2.0 billion ABL credit facility due 2024 (not drawn). In addition, the company had $362 million available under its USSK credit facilities due 2023 and 2021 and $251 million under BRS' ABL due 2022. The company's next material maturity is $731 million of notes due 2025. 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. VISTAGEN THERAPEUTICS: Signs Deal to Sell $75M Common Shares ------------------------------------------------------------ VistaGen Therapeutics, Inc. entered into an Open Market Sale Agreement with Jefferies LLC, as sales agent, with respect to an at-the-market offering program under which the Company may offer and sell, from time to time, shares of its common stock, par value $0.001 per share, having an aggregate offering price of up to $75.0 million through Jefferies as its sales agent. Under the Sales Agreement, if and when directed by the Company, Jefferies may sell the Shares by any method permitted by law and deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, including block transactions, sales made directly on the Nasdaq Capital Market or any other trading market for the Common Stock. In addition, under the Sales Agreement, Jefferies may sell the Shares in negotiated transactions with the Company's consent. Under certain circumstances, the Company may instruct Jefferies not to sell the Shares if the sales cannot be effected at or above the price designated by the Company from time to time. The Company will pay Jefferies a commission equal to three percent of the aggregate gross proceeds from each sale of the Shares as directed by the Company and sold through Jefferies under the Sales Agreement. The Sales Agreement contains customary representations, warranties and agreements by the Company, and customary indemnification and contribution rights and obligations of the parties. The Sales Agreement will terminate upon the earlier of (i) the sale of all Shares subject to the Sales Agreement or (ii) the termination of the Sales Agreement by Jefferies or the Company, as permitted therein. Any Shares to be offered and sold under the Sales Agreement will be issued and sold pursuant to the Company's effective shelf registration statement filed with the Securities and Exchange Commission on March 15, 2021, and declared effective on March 26, 2021 (File No. 333-254299). The Company filed a prospectus supplement with the SEC on May 14, 2021 in connection with the offer and sale of the Shares pursuant to the Sales Agreement. About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics -- http://www.vistagen.com-- is a clinical-stage biopharmaceutical company developing new generation medicines for CNS diseases and disorders where current treatments are inadequate, resulting in high unmet need. VistaGen's pipeline is focused on clinical-stage CNS drug candidates with a differentiated mechanism of action, an exceptional safety profile in all clinical studies to date, and therapeutic potential in multiple large and growing CNS markets. VistaGen reported a net loss attributable to common stockholders of $22.04 million for the fiscal year ended March 31, 2020, compared to a net loss attributable to common stockholders of $25.73 million for the fiscal year ended March 31, 2019. As of Dec. 31, 2020, the Company had $109.27 million in total assets, $15.46 million in total liabilities, and $93.81 million in total stockholders' equity. OUM & CO. LLP, in San Francisco, California, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has not yet generated sustainable revenues, has suffered recurring losses and negative cash flows from operations and has a stockholders' deficit, all of which raise substantial doubt about its ability to continue as a going concern. VIVA TEXAS: Gets OK to Hire Adelita Cavada as Bankruptcy Counsel ---------------------------------------------------------------- Viva Texas Cruises, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Adelita Cavada Law as its bankruptcy counsel. The firm will provide legal services in connection with the Debtor's Chapter 11 case, which include examining claims of creditors, negotiating with creditors for a Chapter 11 plan, preparing the plan and objecting to claims of creditors. The firm's hourly rates as as follows: Adelita Cavada, Attorney $275 Ralph Perez, Legal Assistant $150 Crystal Cavada, Legal Assistant $90 Adelita Cavada, Esq., at Adelita Cavada Law, disclosed in a court filing that her firm has no connection with the Debtor, creditors or any other party in interest. The firm can be reached through: Adelita Cavada, Esq. Adelita Cavada Law 5151 Flynn Pkwy., Ste. 508 Corpus Christi, TX 78411 Phone: (361) 857-9080 Fax: (833) 851-3160 Email: adelita@adelitacavadalaw.com About Viva Texas Cruises Bishop, Texas-based Viva Texas Cruises, Inc. operates in the travel agencies business and industry. Viva Texas Cruises filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 21-21128) on May 3, 2021. Vidal Conde, director, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in assets and between $100,000 and $500,000 in liabilities. Adelita Cavada Law serves as the Debtor's legal counsel. WB SUPPLY: Gets Court OK to Hire EHI LLC, Appoint CRO ----------------------------------------------------- WB Supply, LLC received approval from the U.S. Bankruptcy Court for the District of Delaware to hire EHI LLC and appoint Edward Hostmann as its chief restructuring officer. The firm's services include: (a) preparing and executing plans and budgets for an orderly Chapter 11 bankruptcy case; (b) managing all aspects of the Debtor's liquidity and cash flow; (c) communicating with all primary stakeholders of the Debtor; (d) executing documents; (e) preparing financial disclosures required by the court, including the Debtor's schedules of assets and liabilities, statements of financial affairs, and monthly operating reports; and (f) providing testimony. The firm will be paid at these rates: Edward Hostmann, President $595 per hour Greg Fletcher, Principal $515 per hour Jim Feehan, Project Manager $465 per hour Seniors & Associates $270 - $395 per hour Mr. Hostmann, president of EHI, disclosed in a court filing that his firm is a "disinterested person" as that term is defined by Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward Hostmann EHI LLC 2621 San Mateo Blvd NE Albuquerque, NM, 87110-3174 Phone: (575) 650-5426 About WB Supply WB Supply LLC is a privately held pipe and supply company based in Pampa, Texas. Founded in 1971, WB Supply has grown to more than a dozen locations in multiple states, including Texas, Oklahoma and New Mexico. WB Supply sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 21-10729) on April 20, 2021. At the time of the filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Chipman Brown Cicero & Cole, LLP as its legal counsel, Great American Global Partners, LLC as liquidation agent, and EHI, LLC, a division of KBF CPAS LLP, as restructuring advisor. EHI President Edward Hostmann serves as the Debtor's chief restructuring officer. Stretto is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtor's case on April 29, 2021. The committee is represented by William A. Hazeltine, Esq. WILLIAMS TRANSPORTATION: Seeks to Hire Douglas M. Engell as Counsel ------------------------------------------------------------------- Williams Transportation Co. LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ the Law Offices of Douglas M. Engell, Inc. as its legal counsel. The firm will provide these services: a. advise and consult with the Debtor regarding questions arising from certain contract negotiations which will occur during the operation of its business; b. evaluate and object to claims of creditors; c. appear in, prosecute, or defend suits and proceedings; d. represent the Debtor in court hearings and assist in the preparation of legal papers; e. advise and consult with the Debtor in connection with any reorganization plan which may be proposed in its Chapter 11 proceeding; and f. perform other legal services. The Law Offices of Douglas M. Engell will be paid at these rates: Attorneys $395 per hour Paralegals $110 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. The retainer fee is $13,262. Douglas Engell, Esq., a partner at the Law Offices of Douglas M. Engell, 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: Douglas M. Engell, Esq. Law Offices of Douglas M. Engell, Inc. PO BOX 309 Marion, MS 39342 Tel: (601) 693-6311 Email: dengell@dougengell.com About Williams Transportation Co. Williams Transportation Co, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 21-50539) on April 30, 2021. Scott A. Williams, member and manager, signed the petition. In the petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Katharine M. Samson oversees the case. The Law Offices of Douglas M. Engell, Inc. is the Debtor's legal counsel. WIRTA HOTELS: Seeks Approval to Hire Saddle Peak Hotel as Advisor ----------------------------------------------------------------- Wirta Hotels 3, LLC and Wirta 3, LLC seek approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Saddle Peak Hotel Advisors, LLC to provide general consulting and expert witness services. Saddle Peak's advisory fee is a rate of $375 per hour with an estimation of fees for this assignment between $15,000 and $25,000. The retainer fee is $15,000. As disclosed in court filings, Saddle Peak is a disinterested person as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher A. Kraus Saddle Peak Hotel Advisors, LLC 2985 Tumbleweed Drive Bozeman, MT 59715 About Wirta Hotels 3 and Wirta 3 Wirta Hotels 3, LLC and Wirta 3, LLC are privately held companies that operate in the hotels and motels industry. They own and operate the Holiday Inn Express & Suites in Sequim, Wash. On Sept. 18, 2020, Wirta Hotels and Wirta 3 filed Chapter 11 petitions (Bankr. W.D. Wash. Lead Case No. 20-12398). At the time of the filing, Wirta Hotels disclosed $2,365,830 in assets and $2,805,775 in total liabilities while Wirta 3 disclosed $13,214,141 in assets and $7,017,530 in liabilities. Judge Marc Barreca oversees the cases. The Debtors tapped Foster Garvey, PC as legal counsel and Premier Capital Associates, LLC as financial consultant. Saddle Peak Hotel Advisors, LLC provides general consulting and expert witness services to the Debtors. WITCHEY ENTERPRISES: Unsecureds to Recover Up to $150K in 60 Months ------------------------------------------------------------------- Witchey Enterprises, Inc., filed with the Bankruptcy Court a Second Amended Disclosure Statement explaining its Small Business Plan of Reorganization. The Debtor proposes to pay the final allowed unsecured claims up to a total of $150,000 following the 60 months after the Plan Effective Date. The estimated unsecured debt is $1,200,000 and the Debtor proposes to make distributions from available funds. In any month in which the Debtor has $10,000 in cash profit, the Debtor will deposit $5,000 the following month into a segregated reserve account into which reserve cash are accumulated and from which the business can draw upon to pay both anticipated and unanticipated ordinary course expenses, as well as to fund distributions to the holders of General Unsecured Claims. When the balance of the account reaches a minimum of $30,000, a distribution will be made to the holders of General Unsecured Claims for $20,000, to be distributed on a pro-rata basis no later than the 15th of the month following the Debtor having deposits of $30,000 in reserve account, thus, allowing the Debtor to maintain $10,000 during the Plan as a reserve for expenses. The Debtor will continue this practice for a period of 60 months, or until $150,000 has been distributed to holders of General Unsecured Claims, whichever comes first. The Debtor proposes to pay no interest on the unsecured claims. The Debtor urges the Court to approve the Plan. The Debtor believes that it can operate profitably going forward, after clearing out the excess leased equipment, getting rid of the Linehaul routes and focusing on local operations. Louis Witchey, the Debtor's current manager, will hire persons from Bankruptcy Exchange to position the Debtor well for future growth and profitability. A copy of the Second Amended Disclosure Statement is available for free at https://bit.ly/3hAFKEI from PacerMonitor.com. Hearing on the Disclosure Statement will be held on June 24, 2021 at 1 p.m. Objections are due by June 21, 2021. About Witchey Enterprises Witchey Enterprises, Inc., a Wilkes-Barre, Pa.-based provider of courier and express delivery services, filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 19-00645) on Feb. 14, 2019. Louis Witchey, president, signed the petition. At the time of filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Patricia M. Mayer oversees the case. The Debtor tapped Andrew Joseph Katsock, III, Esq., as legal counsel and David L. Haldeman as accountant. WPACES: S&P Places 'BB' 2011 Revenue Bonds Rating on Watch Negative ------------------------------------------------------------------- S&P Global Ratings placed its 'BB' underlying rating on Philadelphia Industrial Development Authority, Pa.'s series 2011 revenue bonds issued for West Philadelphia Achievement Charter Elementary School (WPACES) on CreditWatch with negative implications. "The rating's placement on CreditWatch with negative implications reflects our view of the heightened risks surrounding WPACES's charter contract as its expiration date of June 30, 2021 draws near," said S&P Global Ratings credit analyst Robert Tu. "We understand that the authorizer will likely make its determination within the 90-day timeframe, and we expect to resolve the CreditWatch placement as soon as we receive information on the authorizer's renewal decision and the school's response," Mr. Tu added. "However, we could lower the rating, potentially by multiple notches, if WPACES is unable to secure a charter renewal, or there are contractual considerations that could materially influence its financial operations, threatening the long-term viability of the school," Mr. Tu said. The charter has been unsigned since its 2011 renewal and the school has been operating well above the enrollment cap as stated in the unsigned charter contract for the same time period. The school's authorizer, the School District of Philadelphia (SDP) granted WPACES its initial five-year charter in 2001, and has renewed it three times, most recently for a five-year period through 2021, though the last two renewals were unsigned. The school's 2016 charter renewal was not signed as the school did not agree with several conditions imposed by the School Reform Commission of the SDP, which was similar to 2011, when the school did not sign the charter renewal when it was offered due to the aforementioned enrollment cap provision. Since that time, WPACES has been operating well above its enrollment cap of 400 students but has been funded directly for the additional students by the state. The rating's placement on CreditWatch with negative implications reflects our opinion of the heightened governance risk WPACES faces as its charter contract term approaches expiration on June 30, 2021 and its history of unsigned charters. S&P said, "We view the risks posed by COVID-19 to public health and safety as an elevated social risk for all charter schools under our ESG factors. We believe this is a social risk for WPACES due to the duration of the COVID-19 pandemic and its unknown influence on state revenues, which could pressure funding levels over time. Despite the elevated social and governance risks, we believe the school's environmental risks are in line with our view of the sector." WPACES, founded in 1999, is an open-enrollment kindergarten through fifth grade charter school in West Philadelphia that currently serves approximately 660 students. YOUNG 5801: Seeks to Hire A.O.E. Law & Associates as Counsel ------------------------------------------------------------ Young 5801, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire A.O.E. Law & Associates, APC as its bankruptcy counsel. The firm's services include: (a) advising the Debtor on matters relating to the administration of its estate and on the Debtor's rights and remedies with regard to the estate's assets and claims of creditors; (b) representing the Debtor's interest in suits arising in or related to its Chapter 11 case, including any adversary proceedings against the Debtor; and (c) assisting in the preparation of pleadings and other documents necessary to administer the Debtor's Chapter 11 case. A.O.E Law charges these hourly fees: Principal $450 Associate $350 Paralegal/Law Clerk $150 - $250 Prior to the petition date, the firm billed the Debtor $10,000 for its pre-bankruptcy services and expenses. Anthony Obehi Egbase, Esq., at A.O.E. Law & Associates, disclosed in a court filing that he and his staff are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. A.O.E Law can be reached through: Anthony Obehi Egbase, Esq. A.O.E. Law & Associates, APC The World Trade Center 350 S Figueroa St., Suite 189 Los Angeles, CA 90071 Tel: (213) 620-7070 Fax: (213) 620-1200 Email: info@aoelaw.com About Young 5801 Young 5801, LLC is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner of a property located at 5801 E. Washington Blvd., Commerce, Calif., having an appraised value of $1.64 million. Young 5801 filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-13366) on April 26, 2021. Young Woon Choi, managing member, signed the petition. In its petition, the Debtor disclosed $1,641,147 in assets and $1,265,878 in liabilities. Judge Sandra R. Klein presides over the case. Anthony O. Egbase, Esq. at A.O.E. Law & Associates, APC, serves as the Debtor's legal counsel. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Richard Joseph Guillot Bankr. E.D. La. 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BAKER & ASSOCIATES In re JY Korea, Inc. Bankr. C.D. Cal. Case No. 21-11234 Chapter 11 Petition filed May 13, 2021 See https://www.pacermonitor.com/view/KEN62IA/JY_Korea_Inc__cacbke-21-11234__0001.0.pdf?mcid=tGE4TAMA represented by: Donald Iwuchuku, Esq. LAW OFFICES OF DONALD IWUCHUKU E-mail: donaldiwuchuku@gmail.com In re Ground Up Inc. Bankr. D.N.J. Case No. 21-13987 Chapter 11 Petition filed May 13, 2021 See https://www.pacermonitor.com/view/J47MXWY/Ground_Up_Inc__njbke-21-13987__0001.0.pdf?mcid=tGE4TAMA represented by: Robert N. Braverman, Esq. MCDOWELL LAW, PC E-mail: rbraverman@mcdowelllegal.com In re GetWell Pharmacy of Tennessee, Inc. Bankr. W.D. Tenn. Case No. 21-21598 Chapter 11 Petition filed May 13, 2021 See https://www.pacermonitor.com/view/L7VK7EI/GetWell_Pharmacy_of_Tennessee__tnwbke-21-21598__0001.0.pdf?mcid=tGE4TAMA represented by: Steven N. Douglass, Esq. HARRIS SHELTON, PLLC E-mail: sdouglass@harrisshelton.com In re Glenn A. Long Bankr. N.D. Tex. Case No. 21-50068 Chapter 11 Petition filed May 13, 2021 represented by: David Langston, Esq. In re Kevin Fikes Bankr. N.D. Tex. Case No. 21-50069 Chapter 11 Petition filed May 13, 2021 represented by: David Langston, Esq. In re Aaron Thomas Andrews Bankr. M.D. Fla. Case No. 21-02510 Chapter 11 Petition filed May 14, 2021 represented by: Buddy Ford, Esq. BUDDY D. FORD, P.A. In re Third Time, Inc. Bankr. M.D. Fla. Case No. 21-02237 Chapter 11 Petition filed May 14, 2021 See https://www.pacermonitor.com/view/LGKHX7I/Third_Time_Inc__flmbke-21-02237__0001.0.pdf?mcid=tGE4TAMA represented by: Cynthia E. Lewis, Esq. NARDELLA & NARDELLA, PLLC E-mail: Clewis@lewismonroe.com In re Richard K. Roddy and Tracy L. Roddy Bankr. S.D. Fla. Case No. 21-14698 Chapter 11 Petition filed May 14, 2021 represented by: Chad Van Horn, Esq. In re Israel Michael Arevalo, Jr. Bankr. D. Idaho Case No. 21-00316 Chapter 11 Petition filed May 14, 2021 represented by: Matthew T. Christensen, Esq. In re Gary L. Wright Bankr. N.D. Ill. Case No. 21-06349 Chapter 11 Petition filed May 14, 2021 represented by: Chris Rouskey, Esq. In re Goldmaker Inc. Bankr. E.D.N.Y. Case No. 21-41309 Chapter 11 Petition filed May 14, 2021 See https://www.pacermonitor.com/view/XNVIEFA/GOLDMAKER_INC__nyebke-21-41309__0001.0.pdf?mcid=tGE4TAMA represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Peter Miller Bankr. E.D.N.Y. Case No. 21-41310 Chapter 11 Petition filed May 14, 2021 represented by: Alla Kachan, Esq. In re Scott Carl St. Peter Bankr. C.D. Cal. Case No. 21-10878 Chapter 11 Petition filed May 17, 2021 represented by: Lionel Giron, Esq. In re Direct Diesel, Inc. Bankr. E.D. Cal. Case No. 21-21811 Chapter 11 Petition filed May 17, 2021 See https://www.pacermonitor.com/view/L2NHINY/Direct_Diesel_Inc__caebke-21-21811__0001.0.pdf?mcid=tGE4TAMA represented by: Arasto Farsad, Esq. FARSAD LAW OFFICE, P.C. E-mail: farsadecf@gmail.com In re Reike Plecas Bankr. S.D. Iowa Case No. 21-00702 Chapter 11 Petition filed May 17, 2021 represented by: Robert Gainer, Esq. In re Human Housing Henrietta Hyatt, LLC Bankr. W.D. Ky. Case No. 21-31099 Chapter 11 Petition filed May 17, 2021 See https://www.pacermonitor.com/view/RYA25PY/Human_Housing_Henrietta_Hyatt__kywbke-21-31099__0001.0.pdf?mcid=tGE4TAMA represented by: Mark J. Sandlin, Esq. GOLDBERG SIMPSON LLC E-mail: msandlin@goldbergsimpson.com; sdaniel-harkins@goldbergsimpson.com In re Frank William Haines, Jr. Bankr. E.D. La. Case No. 21-10668 Chapter 11 Petition filed May 17, 2021 represented by: Phillip Wallace, Esq. In re Serguei I. Timachev Bankr. D. Md. Case No. 21-13279 Chapter 11 Petition filed May 17, 2021 represented by: Richard Rosenblatt, Esq. In re Jeffrey Scott Cates and Christine Therese Cici-Cates Bankr. D. Minn. Case No. 21-40882 Chapter 11 Petition filed May 17, 2021 represented by: Kenneth Edstrom, Esq. SAPIENTIA LAW GROUP, PLLP Email: kene@sapientialaw.com In re Maya Karapetrova Bankr. D.N.J. Case No. 21-14071 Chapter 11 Petition filed May 17, 2021 represented by: David Stevens, Esq. In re Edward A. Ariniello, Jr. Bankr. D. Oregon Case No. 21-31142 Chapter 11 Petition filed May 17, 2021 represented by: Nicholas Henderson, Esq. In re Ten & Free Inc. Bankr. E.D. Tex. Case No. 21-40734 Chapter 11 Petition filed May 17, 2021 See https://www.pacermonitor.com/view/SUTHSCQ/Ten__Free_Inc__txebke-21-40734__0001.0.pdf?mcid=tGE4TAMA represented by: Sarah M. Cox, Esq. SPECTOR & COX E-mail: sarah@spectorcox.com In re Hookin' C Ranch Inc. Bankr. D. Utah Case No. 21-22120 Chapter 11 Petition filed May 17, 2021 See https://www.pacermonitor.com/view/A5YGNNI/Hookin_C_Ranch_Inc__utbke-21-22120__0001.0.pdf?mcid=tGE4TAMA represented by: Ted F. Stokes, Esq. STOKES LAW PLLC E-mail: ted@stokeslawpllc.com In re Charles L. Stricklan Bankr. D. Ariz. Case No. 21-03827 Chapter 11 Petition filed May 18, 2021 represented by: Thomas E. Littler, Esq. In re BFCD Properties, LLC Bankr. M.D. Pa. Case No. 21-01127 Chapter 11 Petition filed May 18, 2021 See https://www.pacermonitor.com/view/BMHRGDI/BFCD_Properties_LLC__pambke-21-01127__0001.0.pdf?mcid=tGE4TAMA represented by: Kara K. Gendron, Esq. MOTT & GENDRON LAW E-mail: karagendron@gmail.com In re LTS Enterprises, LLC Bankr. D. V.I. Case No. 21-30002 Chapter 11 Petition filed May 18, 2021 See https://www.pacermonitor.com/view/EOAPJCQ/None_None_LTS_Enterprises_LLC__vibke-21-30002__0001.0.pdf?mcid=tGE4TAMA represented by: Kevin A. Rames, Esq. HECTOR FIGUEROA VINCENTY ESQ. ********* 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. 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