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T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, August 10, 2021, Vol. 25, No. 221
Headlines
8533 GEORGETOWN: Seeks to Hire Washington Fine Properties as Broker
AGILON ENERGY: Seeks to Hire Grant Thornton as Financial Advisor
AGILON ENERGY: Seeks to Hire Hugh Smith Advisors, Appoint CRO
AGILON ENERGY: Seeks to Hire Locke Lord as Legal Counsel
AIRSEATRANS LLC: Case Summary & 20 Largest Unsecured Creditors
ALCO CONSTRUCTION: Obtains Interim Nod to Use IRS Cash Collateral
ALPHA LATAM MGT: Gets Court Okay for $45 Million Ch. 11 DIP Loan
AUTO-SWAGE: Case Summary & 11 Unsecured Creditors
B & S DEVELOPMENT: Taps Toni Campbell Parker as New Counsel
BEACH RESORTS: Gets Interim OK to Hire Mark Williams as Counsel
BEACH RESORTS: Wins Cash Collateral Access
BERLIN PACKAGING: Moody's Rates $125MM Revolver Loan Due 2026 'B3'
BLUCORA INC: Moody's Affirms B1 CFR & Alters Outlook to Stable
BOYCE HYDRO: Liquidating Trustee Taps Steinhardt as Special Counsel
BUHLER-FREEMAN: Case Summary & 8 Unsecured Creditors
CALLON PETROLEUM: Incurs $11.7 Million Net Loss in Second Quarter
CALLON PETROLEUM: Inks Exchange Agreement With Kimmeridge
CALLON PETROLEUM: To Acquire Oil and Gas Operator Primexx
CASTLEROCK DEVELOPMENT: Seeks to Use Lenders' Cash Collateral
CDT DE SAN SEBASTIAN: PREPA Says Disclosure Statement Insufficient
CE ELECTRICAL: Wins Cash Collateral Access Thru Jan 2022
CENTURI GROUP: Moody's Assigns 'Ba2' CFR, Outlook Stable
CENTURI GROUP: S&P Assigns 'BB-' ICR, Outlook Stable
CENTURY ALUMINUM: Incurs $35.1 Million Net Loss in Second Quarter
CLEARWATER INSURANCE: Moody's Withdraws Ba1 IFS Rating
COMMUNITY INTERVENTION: U.S. Trustee Opposes Plan & Disclosures
CORNERSTONE ONDEMAND: S&P Places 'B+' ICR on CreditWatch Negative
CROCS INC: Moody's Rates New $350MM Senior Unsecured Notes 'B1'
CTI BIOPHARMA: Incurs $19.7 Million Net Loss in Second Quarter
DUNKIN' BRANDS: Egan-Jones Withdraws B+ Senior Unsecured Ratings
ECOVYST CATALYST: S&P Rates Assigns 'B+' ICR, Outlook Stable
EDWIN BACON HALL: Deadline to File Medical Claims Set for Oct. 19
FIVE STAR SENIOR: Incurs $12.3 Million Net Loss in Second Quarter
GIRARDI & KEESE: To Receive Sovereign Towers Settlement Legal Fees
GOGO INC: Incurs $69.3 Million Net Loss in Second Quarter
GRAN TIERRA: Amends Bylaws to Change Meeting Quorum Requirement
GRAN TIERRA: Posts $17.6 Million Net Loss in Second Quarter
HANKS TOWING: Has Until August 23 to File Plan & Disclosures
HI TORK POWER: Files Emergency Bid to Use Cash Collateral
HOSPEDERIA VILLA: Seeks Cash Collateral Access
I MORALES TIRE: Plan of Reorganization Confirmed by Judge
INTEGRATED GLOBAL: Case Summary & 20 Largest Unsecured Creditors
J. HUNTER: Gets OK to Hire Victor W. Dahar as Legal Counsel
JEFFERSON CAPITAL: Fitch Assigns Final 'BB-' IDR, Outlook Stable
JIM'S DISPOSAL: Unsec. Creditors to Get 26% in Reorganization Plan
JOHN DAUGHERTY: Unsecureds to Get Share of Net Distributable Cash
KADMON HOLDINGS: Incurs $30.3 Million Net Loss in Second Quarter
KATERRA INC: Volumetric Invites Former Employees to Apply
KOPIN CORPORATION: Incurs $3.9 Million Net Loss in Second Quarter
L'INC D'ALINE: Seeks Cash Collateral Access
LENDINGTREE INC: Moody's Assigns 'B2' CFR, Outlook Stable
LENDINGTREE INC: S&P Assigns 'B' Rating on New Sr. Secured Facility
LIMETREE BAY: DIP Lender Cuts Loan Commitment, Cites Default
LIMETREE BAY: Jones Walker Represents Total Safety, 2 Others
LIQUI-BOX HOLDINGS: S&P Alters Outlook to Pos., Affirms 'CCC+' ICR
LIT'L PATCH OF HEAVEN: Has Deal with Wells Fargo on Cash Access
LUMEN TECHNOLOGIES: Fitch Affirms 'BB' LT IDR, Outlook Stable
MAGNACOUSTICS INC: Taps Moritt Hock & Hamroff as Special Counsel
MAY CONTRACTING: Case Summary & 20 Largest Unsecured Creditors
MAY CONTRACTING: Hearing Today on Cash Collateral Access
MOBIQUITY TECHNOLOGIES: Posts $2.6-Mil. Net Loss in Second Quarter
MODIVCARE INC: S&P Affirms 'B+' Long-Term ICR, Outlook Negative
NEPHROS INC: Incurs $1.1 Million Net Loss in Second Quarter
NORTHERN OIL: Incurs $90.6 Million Net Loss in Second Quarter
NORTHERN OIL: Moody's Hikes CFR to B2 & Alters Outlook to Stable
ODYSSEY LOGISTICS: Moody's Alters Outlook on 'B3' CFR to Stable
OLIN CORP: Moody's Alters Outlook on 'Ba2' CFR to Positive
ORGANIC POWER: Court Extends Plan Exclusivity Thru August 12
ORIGINCLEAR INC: Incurs $17.9 Million Net Loss in First Quarter
PATTERN ENERGY: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
PB 6 LLC: Disclosure Statement Hearing Continued to Oct. 20
PEOPLE SPEAK: Disclosure Motion Hearing Reset to August 25
POWER BAIL BONDS: Court OKs Deal on Cash Collateral Use
PRESIDIO DEVELOPMENT: Has Until Sept. 30 to File Plan & Disclosures
PRINTEX INC: Combined Disclosure & Plan Confirmed by Judge
QUOTIENT LIMITED: Incurs $24.4 Million Net Loss in First Quarter
RADIOLOGY PARTNERS: $300MM Loan Add-on No Impact on Moody's B3 CFR
RED HOOK: Case Summary & 20 Largest Unsecured Creditors
REGENTS COURT: Pendergraft Represents Petitioning Creditors
ROSA MOSAIC: Case Summary & 18 Unsecured Creditors
RYAN 1000: Wins Cash Collateral Access Thru Sept 8
SAVI TECHNOLOGY: Seeks 90-Day Access to Cash Collateral
SEAWORLD PARKS: Moody's Ups CFR to B2 & Alters Outlook to Stable
SEAWORLD PARKS: S&P Upgrades ICR to 'B+', Off CreditWatch Positive
SHOOTING SPORTS: Seeks to Hire Bradford Law Offices as Counsel
SHOOTING SPORTS: September 16 Plan Confirmation Hearing Set
SNAP ONE: S&P Upgrades ICR to 'B' on Debt Paydown, Outlook Stable
SOTHEBY'S (OLD): Moody's Hikes Rating on $31MM Notes Due 2025 to B2
SVXR INC: Finestone Hayes Updates on Noteholders Group
SYLVAMO CORP: Moody's Assigns First Time Ba2 Corp. Family Rating
SYLVAMO CORP: S&P Assigns 'BB' ICR on SpinOff from IPC
T-MOBILE USA: Moody's Ups CFR to Ba1 & Alters Outlook to Positive
TARGA RESOURCES: S&P Upgrades ICR to 'BB+', Outlook Stable
TECT AEROSPACE: Seeks to Extend Plan Exclusivity Until Nov. 1
TK SKOKIE: September 30 Disclosure Statement Hearing Set
TRIUMPH GROUP: Incurs $30.4 Million Net Loss in First Quarter
TUPPERWARE BRANDS: S&P Hikes ICR to 'B+' on Continued Deleveraging
U-HAUL CO: Ferrell Class Says Disclosure Statement Insufficient
U-HAUL CO: United States Trustee Says Disclosures Deficient
UNITI GROUP: Posts $49.6 Million Net Income in Second Quarter
VESTCOM PARENT: Moody's Puts 'B3' CFR Under Review for Upgrade
VILLAGES HEALTHCARE: Seeks Interim Use of Cash Collateral
VILLAGES HEALTHCARE: Taps Jason A. Burgess as Legal Counsel
VTV THERAPEUTICS: Posts $608K Net Loss in Second Quarter
W&T OFFSHORE: Incurs $51.7 Million Net Loss in Second Quarter
WEINSTEIN: Bros Can Collect 'Scream' Profits as Part of Asset Sale
WILLCO XII: May Continue Using Cash Collateral Thru October 31
WING DINGERS: Seeks Emergency Access to Cash Collateral
WMG ACQUISITION: Moody's Rates New EUR445MM 10-Year Notes 'Ba3'
WORKHORSE GRADING: Seeks to Tap Country Boys Auction as Auctioneer
XPO LOGISTICS: S&P Downgrades Secured Loan Rating to 'BB+'
YELLOW CORP: Incurs $9.4 Million Net Loss in Second Quarter
ZAYAT STABLES: Sends Letter to Bankruptcy Judge Overseeing His Case
[*] Bankruptcy Filings in Colorado Declined 22.5% in July 2021
[*] Scott Olson Joins BCLP's Bankruptcy & Reorganization Group
[^] Large Companies with Insolvent Balance Sheet
*********
8533 GEORGETOWN: Seeks to Hire Washington Fine Properties as Broker
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8533 Georgetown Pike, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to employ Washington
Fine Properties as its broker and Penny Yerks, sales and marketing
specialist at the firm, as its listing agent.
The Debtor's principal asset is its interest in the property
located at 8533 Georgetown Pike, McLean, Va. The Debtor intends to
place the property for sale.
The Debtor will pay Washington Fine Properties a 6 percent
commission on the gross sales price. The broker intends to offer a
cooperating commission of 3 percent to any selling agent and to
retain the remainder of the sales commission.
Mark Schappel, managing partner at Washington Fine Properties,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Mark Schappel
Washington Fine Properties
3201 New Mexico Ave, NW, Suite 220
Washington, DC 20016
Phone: 202-944-5000
Fax: 202-944-5021
Email: info@wfp.com
About 8533 Georgetown Pike
Great Falls, Va.-based 8533 Georgetown Pike, LLC filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Va. Case No. 21-11000) on June 1, 2021. Raymond Rahbar,
manager, signed the petition. John P. Forest, II, Esq. serves as
the Debtor's legal counsel.
AGILON ENERGY: Seeks to Hire Grant Thornton as Financial Advisor
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Agilon Energy Holdings II, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Grant Thornton, LLP as their financial advisor.
The firm's services include:
a. analyzing the Debtors' financial position, business plans
and financial projections prepared by management;
b. advising the management on potential options available to
the Debtor, including the bankruptcy process and exit strategy;
c. consulting with the management in connection with the
development of financial projections;
d. assisting the management with its communications with
customers, suppliers, statutory committees and other
parties-in-interest;
e. analyzing the Debtors' rolling 13-weeks cash receipts and
disbursements forecast and assessing liquidity and
debtor-in-possession financing needs;
f. consulting with the management regarding its valuation of
the Debtor on a going-concern and liquidation basis and, should a
valuation report be required by the Debtor, issuing a separate
SOW;
g. consulting with the management and other professionals, in
coordination with the Debtors' legal counsel, in the preparation of
a disclosure statement, plan of reorganization and the underlying
business plans from which those documents are developed;
h. assisting the management, in coordination with legal
counsel, in evaluating competing disclosure statements, plans and
other strategic proposals made by the committee of unsecured
creditors or other interested parties;
i. assisting the management in responding to information
requests submitted by statutory committees and their legal or
financial counsel;
j. consulting with the management regarding the preparation of
required financial statements, schedules of financial affairs,
monthly operating reports, and any other financial disclosures
required by the bankruptcy court;
k. providing expert advice and testimony regarding financial
matters related to, including, among other things, the need for DIP
financing, the feasibility of any proposed plan of reorganization,
and the best interest of creditors test; and
l. providing additional services as requested from time to
time by the Debtor and agreed to by Grant Thornton.
The firm's hourly rates are as follows:
Managing Director $710 per hour
Director $625 per hour
Manager $550 per hour
Senior Associate $425 per hour
Associate $300 per hour
Paraprofessional $120 per hour
Loretta Cross, managing director at Grant Thornton, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Loretta Cross
Grant Thornton LLP
700 Milam St., Suite 300
Houston, TX 77002
Tel: +1 832 476 3600
Fax: +1 713 655 8741
Email: loretta.cross@us.gt.com
About Agilon Energy Holdings
Texas-based power producer Agilon Energy Holdings II, LLC and its
affiliates, Victoria Port Power LLC and Victoria City Power LLC,
sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No.
21-32156) on June 27, 2021. At the time of the filing, Agilon had
between $100 million and $500 million in both assets and
liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Locke Lord, LLP as legal counsel, Grant
Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as
restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as
the Debtors' chief restructuring officer. Stretto is the claims
and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 30,
2021.
AGILON ENERGY: Seeks to Hire Hugh Smith Advisors, Appoint CRO
-------------------------------------------------------------
Agilon Energy Holdings II, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Hugh Smith Advisors, LLC and appoint Hugh Smith, a member
of the firm, as its chief restructuring officer.
The firm's services include:
a. overseeing and directing the operation of the Debtors,
including without limitation, being designated as an authorized
signatory for the Debtors to execute all documents and agreements;
b. overseeing and directing all activities required to bring
the Debtors' generation units into production;
c. overseeing and directing the preparation of all financial
information;
d. overseeing and directing the development of short-term cash
management procedures and liquidity forecasting, including
developing and maintaining cash flow forecast and budgets delivered
to the lender under any of the post-petition debtor-in-possession
financing facilities;
e. approving all material cash disbursements, in coordination
with the Debtors' obligations under the DIP facility, in order to
maximize, protect, and preserve the assets of the Debtors;
f. overseeing and directing the Debtors' efforts to complete a
sale of substantially all of their assets or such other sale
consistent with the requirements of the Debtors pursuant to the DIP
facility;
g. consistent with the requirements of the Debtors pursuant to
the DIP facility, overseeing and directing the Debtors and their
advisors through the sale process;
h. overseeing and directing the claims reconciliation
process;
i. attending hearings, meetings and other events related to
the cases as the Debtors' representative;
j. retaining or terminating employees, contractors and
professionals employed by the Debtors, subject to any required
approval by the bankruptcy court;
k. overseeing and directing the preparation of information,
including any reports and the schedules needed for the Chapter 11
cases;
l. participating in meetings with third parties and their
respective representatives on all material matters related to the
Debtors or the administration of the cases;
m. consistent with the requirements of the Debtors pursuant to
the DIP facility, working with the Debtors' advisors with respect
to the development, negotiation and filing of any Chapter 11 plan,
disclosure statement or motion to dismiss or convert the Debtors'
cases;
n. providing testimony before the bankruptcy court; and
o. consistent with the requirements of the Debtors pursuant to
the DIP facility, taking any and all actions necessary and
appropriate to fulfill the CRO's responsibilities.
The firm will be paid as follows:
a. A fixed monthly fee of $35,000.
b. Reimbursement of all expenses incurred by Hugh Smith
Advisors.
c. In the event that any eligible sale transaction occurs
during the term or within three months immediately after the end of
the term, unless the term is terminated by the Debtors for cause or
voluntarily by Hugh Smith Advisors, the Debtors shall pay to the
firm from the proceeds of the sale closing, an amount equal to
$75,000 and 0.325 percent of the proceeds.
Mr. Smith disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Hugh Smith
Hugh Smith Advisors LLC
12503 Meadow Lake Drive
Houston, TX 77077
About Agilon Energy Holdings
Texas-based power producer Agilon Energy Holdings II, LLC and its
affiliates, Victoria Port Power LLC and Victoria City Power LLC,
sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No.
21-32156) on June 27, 2021. At the time of the filing, Agilon had
between $100 million and $500 million in both assets and
liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Locke Lord, LLP as legal counsel, Grant
Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as
restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as
the Debtors' chief restructuring officer. Stretto is the claims
and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 30,
2021.
AGILON ENERGY: Seeks to Hire Locke Lord as Legal Counsel
--------------------------------------------------------
Agilon Energy Holdings II, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Locke Lord, LLP to serve as legal counsel in their
Chapter 11 cases.
The firm's services include:
a. advising the Debtors with respect to their powers and
duties in the continued management and operation of their
businesses and properties;
b. advising and consulting on the conduct of the cases,
including all of the legal and administrative requirements of
operating in Chapter 11;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors in
negotiations concerning litigation in which the Debtors are
involved, including objections to claims filed against the
estates;
e. preparing pleadings and other legal papers;
f. representing the Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
g. advising the Debtors in connection with any potential sale
of assets;
h. appearing before the bankruptcy court and any appellate
courts;
i. advising the Debtors regarding tax matters;
j. taking any necessary action to negotiate, prepare and
obtain approval of a disclosure statement and confirmation of a
Chapter 11 plan and all documents related thereto; and
k. performing all other necessary legal services for the
Debtors.
The firm's hourly rates are as follows:
Attorney $350 to $1,100 per hour
Paraprofessional $195 to $425 per hour
Locke Lord has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement and that none of the firm's professionals included in
this engagement vary their rate based on the geographic location of
the Debtors' bankruptcy cases, according to court papers filed by
the firm.
Elizabeth Guffy, Esq., senior counsel at Locke Lord, disclosed in
court filings that her firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Locke Lord can be reached through:
Elizabeth M. Guffy, Esq.
Locke Lord LLP
600 Travis, Suite 2800
Houston, TX 77002
Tel: 713-226-1200
Fax: 713-223-3717
Email: eguffy@lockelord.com
About Agilon Energy Holdings
Texas-based power producer Agilon Energy Holdings II, LLC and its
affiliates, Victoria Port Power LLC and Victoria City Power LLC,
sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No.
21-32156) on June 27, 2021. At the time of the filing, Agilon had
between $100 million and $500 million in both assets and
liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Locke Lord, LLP as legal counsel, Grant
Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as
restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as
the Debtors' chief restructuring officer. Stretto is the claims
and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 30,
2021.
AIRSEATRANS LLC: Case Summary & 20 Largest Unsecured Creditors
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Debtor: Airseatrans LLC
1665 NW 102 Ave
Suite 108
Doral, FL 33172
Business Description: Airseatrans LLC --
https://www.airseatrans.com -- is an
international freight forwarder with in-
house customs brokerage. It offers door to
door logistics, air freight and ocean
freight, ground transportation, courier
services, free estimates, shipment tracking,
customs brokerage, on-site art handling and
supervision, packing and crating services.
Chapter 11 Petition Date: August 9, 2021
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 21-17747
Judge: Hon.Robert A. Mark
Debtor's Counsel: Thomas L. Abrams, Esq.
GAMBERG & ABRAMS
633 S. Andrews Av.
Suite 500
Fort Lauderdale, FL 33301
Tel: (954) 523-0900
Email: tabrams@tabramslaw.com
Total Assets: $262,921
Total Liabilities: $2,462,625
The petition was signed by Luis Eduardo Pineres, Jr., as authorized
representative of the Debtor.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4PHJZLY/AIRSEATRANS_LLC__flsbke-21-17747__0001.0.pdf?mcid=tGE4TAMA
ALCO CONSTRUCTION: Obtains Interim Nod to Use IRS Cash Collateral
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ALCO Construction Inc. asked the U.S. Bankruptcy Court for the
Western District of Texas to authorize the use of cash collateral
in which the Internal Revenue Service may assert an interest in
order to sustain the Debtor's ongoing operations. The Debtor said
it has insufficient unencumbered cash resources, and has been
unable to obtain sufficient post-petition credit to administer its
business other than pursuant to Section 363 of the Bankruptcy Code.
As of the Petition Date, the IRS has a blanket security interest in
all of Debtor's assets, including equipment and account
receivables. The Debtor owes the IRS approximately $365,095. The
balance of Debtor's bank account, on the day of the bankruptcy
filing, was approximately $14,300; accounts receivables total
approximately $54,000; and the book value of Debtor's equipment and
other personal property is approximately $949,013.
The Debtor requires the continued use of cash collateral to make
payments on, among other things, fuel, taxes, rental, insurance,
payroll, payroll expenses, utility charges, and the costs of
supplies used in the ordinary course operation of the business.
Operating expenses aggregating $99,140 is provided for in the
budget, a copy of which is available for free at
https://bit.ly/3xwY6ur from PacerMonitor.com.
As adequate protection to the IRS, the Debtor proposed to:
a. grant the IRS with replacement liens on all post-petition
inventory and accounts receivable acquired by the Debtor since the
Petition Date and generated by the use of cash collateral; and
b. make monthly adequate protection payments to the IRS for
$1,500 beginning September 15, 2021, and continuing monthly
thereafter until confirmation of a plan of reorganization.
A copy of the motion is available for free at
https://bit.ly/2VGbTBW from PacerMonitor.com.
* * *
Judge Ronald B. King on August 5, 2021, entered an order granting
the Debtor interim authority to use the cash collateral to pay its
post-petition operating expenses.
The Debtor may grant the IRS replacement liens on all post-petition
accounts receivable, equipment, furniture and fixtures and
proceeds. Moreover, the Debtor ratifies and confirms the
pre-petition liens of the IRS in the Debtor's inventory, accounts
receivable and equipment as being perfected pre-petition.
The Court directed the Debtor to remain current on all of its tax
obligations, to deposit employee withholding for income, Social
Security taxes and hospital insurance (Medicare) and employer's
contribution for Social Security taxes and to deposit excise tax,
if applicable. The Court also directed the Debtor to file all
present and future returns as they become due.
A copy of the interim order is available for free at
https://bit.ly/2TYDeyv from PacerMonitor.com.
A final hearing on the Debtor's request to use the IRS cash
collateral will be held on September 8, 2021 at 10:30 a.m.
About ALCO Construction Inc.
ALCO Construction Inc. sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 21-50953) on August 1, 2021. The Debtor, on the
Petition Date, estimated $500,000 to $1,000,000 in assets and
$1,000,000 to $10,000,000 in liabilities. The petition was signed
by Terri K. Corbett, the Debtor's president. Villa & White LLP is
the Debtor's counsel.
ALPHA LATAM MGT: Gets Court Okay for $45 Million Ch. 11 DIP Loan
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Law360 reports that Latin American payday lender Alpha Latam
Management LLC and its top creditors secured a Delaware Bankruptcy
Court go-ahead late Wednesday, August 4, 2021, for a $45 million
debtor-in-possession loan, after untangling an impasse over
noteholder demands for a commanding role in the case.
U.S. Bankruptcy Judge J. Kate Stickles found that Miami-based,
Delaware-chartered Alpha Latam developed a "robust and competitive"
process for financing its case, international operations and sale
effort, with creditors holding about half the company's $700
million in unsecured notes chosen over four other potential
lenders.
About Alpha Latam Management
Alpha Latam Management LLC, et al., operate a specialty finance
business that offers consumer and small business lending services
to underserved communities in Mexico and Colombia.
Alpha Latam Management LLC and certain of its affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 21-11109) on August
1, 2021. In the petition signed, Alpha Latam Management estimated
assets of between $100 million and $500 million and estimated
liabilities of between $500 million and $1 billion.
RICHARDS, LAYTON & FINGER, P.A., led by Mark D. Collins, is the
Debtors' counsel. ROTHSCHILD & CO. is the investment banker and
ALIXPARTNERS LLP is the financial advisor. PRIME CLERK LLC is the
claims agent.
AUTO-SWAGE: Case Summary & 11 Unsecured Creditors
-------------------------------------------------
Debtor: Auto-Swage Products, Inc.
d/b/a AutoSwage Products, Inc.
d/b/a Auto Swage Products, Inc.
726 River Road
Shelton, CT 06484
Business Description: Auto-Swage Products, Inc. is a Single Asset
Real Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: August 7, 2021
Court: United States Bankruptcy Court
District of Connecticut
Case No.: 21-50502
Judge: Hon. Julie A. Manning
Debtor's Counsel: Jeffrey M. Sklarz, Esq.
GREEN & SKLARZ LLC
1 Audubon St, 3rd Fl
New Haven, CT 06511
Tel: 203-285-8545
Fax: 203-823-4546
Email: jsklarz@gs-lawfirm.com
Total Assets: $626,883
Total Liabilities: $1,239,385
The petition was signed by Keith D. Brenton as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/VSA2WFQ/Auto-Swage_Products_Inc__ctbke-21-50502__0001.0.pdf?mcid=tGE4TAMA
B & S DEVELOPMENT: Taps Toni Campbell Parker as New Counsel
-----------------------------------------------------------
B & S Development, Inc. received approval from the U.S. Bankruptcy
Court for the Western District of Tennessee to substitute the Law
Offices of Toni Campbell Parker for the Law Office of Vanecia
Belser Kimbrow.
Toni Campbell Parker will assist the Debtor in the preparation of
its plan of reorganization, represent the Debtor in adversary
proceedings and provide other legal services in connection with its
Chapter 11 case.
The firm will charge $350 per hour for its services.
Toni Campbell Parker is a "disinterested person," as that term is
defined in Section 101(14) of the Bankruptcy Code, according to
court papers filed by the firm.
The firm can be reached through;
Toni Campbell Parker, Esq.
Law Offices of Toni Campbell Parker
5100 Poplar Ave, Ste 2008
Memphis, TN 38137
Phone: 901-683-0099
Fax: 866-489-7938
About B & S Development
B & S Development, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case
No.21-20894) on March 18, 2021, listing $500,001 to $1 million in
assets and $100,001 to $500,000 in liabilities. Judge M. Ruthie
Hagan oversees the case. The Law Offices of Toni Campbell Parker
represents the Debtor as legal counsel.
BEACH RESORTS: Gets Interim OK to Hire Mark Williams as Counsel
---------------------------------------------------------------
Beach Resorts, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Guam to hire the Law Offices
of Mark Williams, P.C. to serve as legal counsel in its Chapter 11
case.
The firm's services include:
a. advising the Debtor regarding its rights, powers,
obligations and duties;
b. advising the Debtor on pre-bankruptcy planning for maximum
legal benefits provided under the law;
c. identifying and reviewing potential assets, including
causes of action and non-litigation recoveries;
d. classifying and analyzing all business debts and the
liabilities and priority of each type of debt;
e. providing options for curing delinquencies on any secured
or priority debts;
f. analyzing income and budget;
g. assisting on the impact of any pending judgement, liens,
offsets, levies or garnishment activity;
h. representing the Debtor during litigation or other
adversarial proceedings;
i. advising the Debtor concerning sales, leases and
disposition or abandonment of assets and related transaction work;
j. advising the Debtor on the operation of its business;
k. reviewing issues concerning severance, retention, 401k
coverage and continuation of pension plans;
l. advising the Debtor on the use of collateral, secured
claims and loan documentation analysis;
m. preparing legal papers; and
n. advising the Debtor regarding compliance with plan
confirmation order, related orders and rules, disbursement and case
closing activities, and various post-petition and post-confirmation
matters.
The Law Offices of Mark Williams will be paid as follows:
Attorneys $350 per hour
Paralegals $85 per hour
The firm requires a retainer in the amount of $26,717, which
includes the filing fee in the amount of $1,717.
Mark Williams, Esq., disclosed in court filings that he and other
employees of his firm are "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Mark Williams, Esq.
Law Offices of Mark Williams, P.C.
c/o Dededo Law Office
166 W. Marine Corps. Dr.
Bank Pacific Bldg. Ste. 102
Dededo, GU 96929
Tel: 671-637-9620
Email: markwilliams247@gmail.com
About Beach Resorts LLC
Beach Resorts, LLC, a Tamuning, Guam-based company that conducts
business under the name Hotel Santa Fe Guam, filed a petition under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Guam
Case No. 21-00034) on July 27, 2021. Kathlyn Selleck has been
appointed as Subchapter V trustee in the Debtor's case.
In its petition, the Debtor disclosed up to $50 million in assets
and up to $10 million in liabilities. Bartley Jackson, authorized
representative, signed the petition.
Chung & Press, P.C. and the Law Offices of Mark Williams, P.C.
serve as the Debtor's legal counsel. Burger & Comer, P.C. is the
Debtor's accountant.
BEACH RESORTS: Wins Cash Collateral Access
------------------------------------------
The U.S. District Court of Guam, Bankruptcy Division has authorized
Beach Resorts, LLC to use cash collateral on an interim basis, with
a 10% variance.
The Debtor is permitted to use cash collateral including accounts
receivable and cash proceeds from its ongoing business operations,
effective as of July 27, 2021, to meet normal and customary
operating expenses associated with business of the
Debtors-in-Possession.
The Bank of Guam and the Guam Department of Revenue and Taxation
will have a replacement lien on post-petition receivables in the
amount of any prepetition cash collateral used pursuant to the
Order.
The Debtor is also directed to set aside or pay to the Subchapter V
Trustee to be held in escrow towards her fees the sum of $2000 per
month. The Debtor will also pay up to $100 for the Trustee's bond,
upon request of the United States Trustee, which amount will not be
counted against the budget limits.
A copy of the order and the Debtor's budget is availabe at
https://bit.ly/2VJR6NS from PacerMonitor.com.
The Debtor projects $100,968 in income and $73,126.25 in expenses.
About Beach Resorts LLC
Beach Resorts, LLC, a Tamuning, Guam-based company that conducts
business under the name Hotel Santa Fe Guam, filed a petition under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Guam
Case No. 21-00034) on July 27, 2021. Kathlyn Selleck has been
appointed as Subchapter V trustee in the Debtor's case.
In its petition, the Debtor disclosed up to $50 million in assets
and up to $10 million in liabilities. Bartley Jackson, authorized
representative, signed the petition.
Chung & Press, P.C. and the Law Offices of Mark Williams, P.C.
serve as the Debtor's legal counsel. Burger & Comer, P.C. is the
Debtor's accountant.
BERLIN PACKAGING: Moody's Rates $125MM Revolver Loan Due 2026 'B3'
------------------------------------------------------------------
Moody's Investors Service assigned B3 ratings to Berlin Packaging
LLC's $125 million revolving credit facility expiring in 2026, and
its Canadian first lien tranche B-3 term loan due 2025. All other
ratings, including Berlin's proposed $1,070 million senior secured
first lien term loan due 2028 and B3 Corporate Family Rating,
remain unchanged. The B3 rating on the company's existing senior
secured first lien term loan due 2025 is unchanged and will be
withdrawn at the close of the transaction. The outlook is stable.
The proceeds from the proposed add-on term loan will be used to pay
down the existing senior secured first lien term loan 2025, redeem
the remaining $200 million of senior secured second lien term loans
due 2026 (not rated), and pay fees and expenses. The transaction is
basically leverage neutral (with an increase of 0.1x in leverage)
and improves the company's debt maturity profile. Pro forma the
proposed refinancing, Moody's projects Berlin's debt-to-EBITDA
(inclusive of Moody's adjustments) will be 6.2x at year-end 2021.
The terms and conditions of the proposed $1,070 million add-on are
expected to be similar to the existing term loans.
"With the proposed $1,070 million add-on, Berlin will increase its
financial flexibility by extending its debt maturity schedule and
lowering its interest expense burden," said Emile El Nems, a
Moody's Vice President-Senior Analyst.
Assignments:
Issuer: Berlin Packaging LLC
Senior Secured 1st Lien Revolving Credit Facility, Assigned B3
(LGD4)
Senior Secured 1st Lien Term Loan B-3, Assigned B3 (LGD4)
RATINGS RATIONALE
Berlin's B3 credit rating is constrained by the company's high
leverage and aggressive financial policies, including debt financed
acquisitions and dividends. Berlin also has a high percentage of
business that lacks long-term contracts thereby lowering switching
costs for customers. At the same time, the rating reflects the
company's geographic diversity, stable end markets, which include
food, beverage and health care, and broad customer base. In
addition, the credit rating is supported by the company's low capex
requirement and free cash flow.
The stable outlook reflects Moody's expectations that the
management team of Berlin will successfully integrate the recently
completed and pending acquisitions, grow revenue organically,
improve profitability, and generate free cash flow that can be used
to reduce leverage.
Moody's expects Berlin to maintain adequate liquidity over the next
12-18 months. Pro forma for the proposed refinancing, Berlin's
liquidity position is supported by $64 million of cash, a $125
million revolving credit facility, which Moody's expects to remain
undrawn, and Moody's expectation the company will generate more
than $70 million in free cash flow in 2021. The revolving credit
facility, which expires in August 2026, is governed by a springing
first lien net leverage ratio of 8.5x that triggers if borrowings
exceed 35.0% of the total revolver amount.
The proposed add-on term loan is expected to contain covenant
flexibility including the ability to have a portable capital
structure. This covenant flexibility also includes an ability to
incur incremental indebtedness up to either $165m prior to a
Permitted Change of Control, or 100% of EBITDA thereafter (less any
amounts previously incurred under the 1st lien or 2nd lien
incremental starter baskets), plus for pari passu 1st lien secured
debt in additional amounts so long as pro forma 1st lien net
leverage does not exceed 5.50x; and for junior secured debt
additional amounts up to: (i) 7.25x secured net leverage ratio
(prior to a Permitted Change of Control); or (ii) the lesser of
7.75x and the pro forma secured net leverage at the time the
Permitted Change of Control is consummated.
In addition, designations of unrestricted subsidiaries and transfer
of assets to unrestricted subsidiaries are permitted, subject to
carve-outs. Certain provisions limit designation of unrestricted
subsidiaries, but there are no "blocker" provisions preventing the
transfer of assets to such subsidiaries once designated. Only
wholly-owned subsidiaries are required to be subsidiary guarantors;
partial dividends of ownership interest could jeopardize
guarantees, subject to limitations on the release of the guarantee
of a guarantor that ceases to be wholly-owned, unless no event of
default exists and the borrower is deemed to have made an
investment in such subsidiary and such investment is otherwise
permitted under the investment covenant. There are no step-downs to
the asset sale prepayment requirement, subject to reinvestment
rights.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be downgraded if adjusted debt-to-LTM EBITDA is
above 6.5x; EBITDA to interest expense is below 2.0x; free cash
flow to debt is below 1.0%
The rating could be upgraded if adjusted debt-to-LTM EBITDA is
below 5.5x; EBITDA-to-interest expense exceeds 3.0x; free cash
flow-to-debt is over 4.5%.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers Methodology
published in September 2020.
Based in Chicago, Illinois, Berlin Packaging LLC is a distributor
of rigid packaging primarily for food, beverage, household,
personal care, and health care end markets. The company also
provides various services to the industry including sourcing,
design, consulting, warehousing, and financing. For the twelve
months ended March 31, 2021, sales totaled approximately $2.3
billion pro forma for recent and pending acquisitions. Berlin is
majority owned by Oak Hill Capital Partners with a minority
interest by the Canada Pension Plan Investment Board (CPPIB).
BLUCORA INC: Moody's Affirms B1 CFR & Alters Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Blucora, Inc.'s B1 corporate
family rating and B1 senior secured first lien term loan and
revolving credit facility ratings. Moody's also changed to stable
from negative Blucora's outlook.
Affirmations:
Issuer: Blucora, Inc.
Corporate Family Rating, Affirmed B1
Backed Senior Secured Bank Credit Facility, Affirmed B1
Outlook Actions:
Issuer: Blucora, Inc.
Outlook, Changed to Stable from Negative
RATINGS RATIONALE
Moody's said the ratings' affirmation reflects a greater certainty
in the trajectory of Blucora's financial profile compared to a
challenging 2020, driven by stronger revenue in both of the firm's
segments: tax software and wealth management. The rating action
also reflects Blucora's senior management's focus on improving the
firm's services across both business units and executing on
synergies mainly through shared services and expense management.
Blucora's current CEO and CFO were appointed in January and April
2020, respectively, following the sudden departures of their
predecessors in January 2020. Since then, the new executive
leadership team has focused on navigating the challenging operating
environment introduced by the pandemic, filling key heads of
business unit positions, as well as introducing a new set of
medium-term growth targets. Some of these goals include achieving
$2 billion in incremental net new assets and $20 million in gross
revenue synergies from incremental cross-selling by 2024.
Management aims to realize these synergies mainly through
additional cross-business segment offerings such as introducing tax
segment customers into the wealth management channel. Blucora
anticipates these goals to be realized through its strategy to
drive synergies and to be on top of the firm's steady growth
prospects.
The extension of the 2020 tax season meant that Blucora had to
operate at higher expenses during the season. The firm's improving
results during the 2021 tax season indicate a strengthening cash
flow profile for the firm on the back of a stronger operating
environment as well as credit positive measures taken by Blucora's
management. Moody's said improvements were also notable within
Blucora's wealth management segment which benefited from rising
financial markets and overall growth in recurring revenue.
Moody's said the change in outlook to stable from negative reflects
the greater certainty than previously existed around Blucora's
leadership and corporate governance, and consequent favorable
implications on the stability of Blucora's financial profile and
strategic direction. The outlook also considers the credit
constraints associated with Blucora's competitive environment and
reliance on macroeconomic drivers.
Moody's said Blucora's two business segments are in highly
competitive industries that favor scale, which constrains the
firm's credit strengths. The tax software segment faces competition
from larger tax providers who lead in market share and pricing,
while the wealth management segment operates in a consolidating
industry showing signs of pricing pressure and contending with
heightened regulation, revenue challenges stemming from an extended
period of low interest rates, and the potential for additional
revenue challenges in the event of a market correction from
historically high asset valuations.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade:
- Achieving and maintaining sustainable revenue growth and higher
pretax margins across both the wealth management and tax software
businesses
- Ongoing evidence of a successful implementation of Blucora's
operational strategies resulting in organic growth and a
Moody's-adjusted debt/EBITDA below 4.0x on a sustained basis
Factors that could lead to a downgrade:
- Increasing competitive pressures on the firm's wealth management
or tax software businesses resulting in a deterioration in the
firm's revenue and cash flow generation
- Shift in financial policy that increasingly favors shareholders
such as increasing leverage to fund share repurchases, or other
credit negative policies
- A significant deterioration in franchise value, via a security
breach of client accounts, a sustained service outage, or a
significant legal or compliance issue resulting in reputational
damage, loss of customers and litigation costs pressuring profit
margins
The principal methodology used in these ratings was Securities
Industry Service Providers Methodology published in November 2019.
BOYCE HYDRO: Liquidating Trustee Taps Steinhardt as Special Counsel
-------------------------------------------------------------------
Scott Wolfson, the liquidating trustee appointed in the Chapter 11
cases of Boyce Hydro, LLC and Boyce Hydro Power, LLC, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Michigan to retain Steinhardt Pesick & Cohen, P.C. as his special
counsel.
The trustee needs the firm's legal assistance in connection with
the condemnation case captioned Consumers Energy Company v.
Smallwood Hydro Property LLC, et al., Case No. 18-9846-CC. The
case is pending in Gladwin County Circuit Court.
Steinhardt will be paid on a contingent fee basis, which is 33.5
percent of all the amounts that the Debtors receive.
As disclosed in court filings, the firm's attorneys neither
represent nor hold any interest adverse to the Debtors and their
estates.
Steinhardt can be reached through:
H. Adam Cohen, Esq.
Steinhardt Pesick & Cohen, P.C.
380 North Old Woodward Avenue, Suite 120
Birmingham, MI 48009
Telephone: (248) 646-0888
Facsimile: (248) 646-0887
Email: hacohen@spclaw.com
About Boyce Hydro
Boyce Hydro, LLC is an Edenville dam that was privately owned and
operated by Boyce Hydro Power, a company based in Edenville, which
also owned three other hydroelectric facilities.
On July 31, 2020, Boyce Hydro and affiliate, Boyce Hydro Power,
LLC, sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No.
20-21214). The Debtors were each estimated to have $10 million to
$50 million in assets and $1 million to $10 million in liabilities
as of the bankruptcy filing.
Judge Daniel S. Oppermanbaycity oversees the cases.
Goldstein & McClintock LLP, led by Matthew E. McClintock, Esq., is
the Debtors' legal counsel.
On Feb. 25, 2021, the court entered a nonconsensual order, which
confirmed the Debtors' joint consolidated Chapter 11 plan of
liquidation, and approved the establishment of the Boyce Hydro
liquidating trust and Scott A. Wolfson's appointment as liquidating
trustee. The plan was declared effective on March 3, 2021.
The liquidating trustee tapped Wolfson Bolton PLLC as bankruptcy
counsel, Honigman LLP and Steinhardt Pesick & Cohen P.C. as special
counsel, and Plante & Moran, PLLC as accountant. Stretto is the
claims agent.
BUHLER-FREEMAN: Case Summary & 8 Unsecured Creditors
----------------------------------------------------
Debtor: Buhler-Freeman Management, LLC
2739 Old Elm Hill Pike
Nashville, TN 37214
Business Description: Buhler-Freeman Management is a Single Asset
Real Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: August 8, 2021
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 21-02410
Judge: Hon. Marian F. Harrison
Debtor's Counsel: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
618 Church St., #410
Nashville, TN 37219
Tel: 615-256-8300
Fax: 615-255-4516
E-mail: slefkovitz@lefkovitz.com
Total Assets: $2,000,000
Total Liabilities: $1,202,761
The petition was signed by Julie Buhler, the Debtor's owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/N2T2CYA/BUHLER-FREEMAN_MANAGEMENT_LLC__tnmbke-21-02410__0001.0.pdf?mcid=tGE4TAMA
CALLON PETROLEUM: Incurs $11.7 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Callon Petroleum Company filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $11.70 million on $440.40 million of total operating revenues
for the three months ended June 30, 2021, compared to a net loss of
$1.56 billion on $157.23 million of total operating revenues for
the three months ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $92.10 million on $800.28 million of total operating
revenues compared to a net loss of $1.35 billion on $447.15 million
of total operating revenues for the same period during the prior
year.
As of June 30, 2021, the Company had $4.55 billion in total assets,
$3.79 billion in total liabilities, and $757.29 million in total
stockholders' equity.
Callon stated, "Historically, our primary sources of capital have
been cash flows from operations, borrowings under our Credit
Facility, proceeds from the issuance of debt securities and public
equity offerings, and non-core asset dispositions. We regularly
consider which resources, including debt and equity financings, are
available to meet our future financial obligations, planned capital
expenditures and liquidity requirements. In addition, depending
upon our actual and anticipated sources and uses of liquidity,
prevailing market conditions and other factors, we may, from time
to time, seek to retire or repurchase our outstanding debt or
equity securities through cash purchases in the open market or
through privately negotiated transactions or otherwise. The
amounts involved in any such transactions, individually or in
aggregate, may be material.
"We may continue to consider divesting certain properties or assets
that are not part of our core business or are no longer deemed
essential to our future growth or enter into joint venture
agreements, provided we are able to divest such assets or enter
into joint venture agreements on terms that are acceptable to us."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/928022/000092802221000132/cpe-20210630.htm
About Callon Petroleum
Callon Petroleum -- http://www.callon.com-- is an independent oil
and natural gas company focused on the acquisition, exploration and
development of high-quality assets in the leading oil plays of
South and West Texas.
Callon Petroleum reported a net loss of $2.53 billion for the year
ended Dec. 31, 2020, compared to net income of $67.93 million for
the year ended Dec. 31, 2019.
CALLON PETROLEUM: Inks Exchange Agreement With Kimmeridge
---------------------------------------------------------
Callon Petroleum Company entered into an exchange agreement by and
among the Company and Chambers Investments, LLC, a Delaware limited
liability company (Kimmeridge"), as holder of the Company's 9.00%
Second Lien Senior Secured Notes due 2025, issued pursuant to the
Indenture, dated as of Sept. 30, 2020, by and among the Company,
the subsidiary guarantors named therein and U.S. Bank National
Association, as trustee and collateral agent.
Pursuant to the Exchange Agreement, Kimmeridge has agreed to
exchange, on the Closing Date, $197.0 million in aggregate
principal amount of Second Lien Notes held by Kimmeridge for a
notional amount of approximately $223.1 million of common stock of
the Company. The value of common stock to be delivered is based on
the construct of the optional redemption language in the Indenture
for the Second Lien Notes. The price of the common stock used to
calculate the common stock issued is based on the 10-day
volume-weighted average price as of Aug. 2, 2021.
The closing of the Exchange is subject to various closing
conditions, including (i) the closing of the acquisitions of
certain producing oil and gas properties and undeveloped acreage in
the Delaware Basin from Primexx Resource Development, LLC and BPP
Acquisition, LLC, (ii) for purposes of complying with Rule
312.03(b) of the New York Stock Exchange Listed Company Manual,
approval of the Company's stockholders of the issuance of New
Common Stock to Kimmeridge, (iii) approval by NYSE of the listing
of the New Common Stock, (iv) the expiration of any applicable
waiting period under the Hart-Scott-Rodino Improvements Act of
1976, as amended, (v) the accuracy of each party's representations
and warranties, subject to certain materiality qualifiers and (vi)
the absence of any injunctions or orders preventing the Exchange.
Stockholders of the Company will be asked to vote on the issuance
of the New Common Stock in connection with the Exchange at a
special meeting of stockholders that will be held on a date to be
announced. Pursuant to the Exchange Agreement, Kimmeridge has
agreed to vote all of its shares of common stock for which it has
voting power in favor of the Related Party Issuance Proposal.
The transactions contemplated by the Exchange Agreement are
expected to close on the date that is two business days after the
satisfaction or waiver of the conditions set forth therein or such
other date as the parties thereto may mutually agree upon.
The New Common Stock will be issued to Kimmeridge pursuant to an
exemption from the registration requirements of the Securities Act
of 1933, as amended pursuant to Section 4(a)(2) thereunder.
Registration Rights Agreement
In connection with the issuance of New Common Stock pursuant to the
Exchange Agreement, the Company and Kimmeridge expect to enter into
a separate registration rights agreement pursuant to which the
Company is required to, subject to certain exceptions, prepare and
file a registration statement under the Securities Act with the
Securities and Exchange Commission, within three Business Days of
the Closing Date, in order to permit the public resale of the New
Common Stock. The Registration Rights Agreement will also include
certain customary demand rights for underwritten offerings and
certain piggyback rights.
Voting Agreements
In connection with the execution of the Exchange Agreement, each of
the Company's executive officers and directors entered into a
Voting Agreement, dated as of the date of the Exchange Agreement.
On the terms and conditions set forth in the Voting Agreements,
such persons have agreed to vote all of the shares of common stock
over which they have voting power (representing in the aggregate 2%
of the Company's total outstanding voting power as of Aug. 3, 2021)
in favor of the Related Party Issuance Proposal. Additionally,
pursuant to those certain purchase and sale agreements, dated as of
Aug. 3, 2021, between the Company and Callon Petroleum Operating
Company and Primexx Resource Development LLC and BPP Acquisition,
LLC, Primexx has agreed to vote all 9.19 million shares of common
stock over which they will have voting power in favor of the
Related Party Issuance Proposal.
About Callon Petroleum
Callon Petroleum -- http://www.callon.com-- is an independent oil
and natural gas company focused on the acquisition, exploration and
development of high-quality assets in the leading oil plays of
South and West Texas.
Callon Petroleum reported a net loss of $2.53 billion for the year
ended Dec. 31, 2020, compared to net income of $67.93 million for
the year ended Dec. 31, 2019. For the six months ended June 30,
2021, the Company reported a net loss of $92.10 million.
CALLON PETROLEUM: To Acquire Oil and Gas Operator Primexx
---------------------------------------------------------
Callon Petroleum Company has signed an agreement to acquire the
leasehold interests and related oil, gas, and infrastructure assets
of Primexx Energy Partners and its affiliates.
Primexx is a private oil and gas operator in the Delaware Basin
with a contiguous footprint of 35,000 net acres in Reeves County
and second quarter 2021 net production of approximately 18,000
barrels of oil equivalent per day ("Boe/d") (61% oil). The cash
and stock transaction is valued at approximately $788 millioni,
representing a headline purchase price multiple of approximately
$43,800 per Boe/d, based on second quarter production.
The acquisition represents a significant step forward in Callon's
strategy to deliver long-term value to shareholders through the
application of its scaled, life-of-field development model while
also strengthening its financial position. Callon's proven ability
to integrate and further optimize assets in its core operating
areas represents untapped upside to the already attractive pro
forma accretion to all key per share financial metrics.
Demonstrated strong well results and established infrastructure
pave the way for the seamless addition of Primexx's current two-rig
program into Callon's multi-year development plans. With
approximately 300 identified core net locations, approximately
two-thirds of which are two-mile laterals, the acquired assets will
support Callon's continued shift to larger, more capital efficient
development projects in the Delaware Basin. Additionally, the
acquisition increases the oil cut of Callon's Delaware business and
improves corporate-level cash margins.
Kimmeridge, a leading investor in both the public and private oil
and gas space, has agreed to convert their remaining portion of the
Callon second lien senior notes that were issued in 2020 into
common shares after the close of the Primexx transaction. This
equitization further advances the Company's deleveraging timetable
and saves nearly $20 million per year in interest costs.
Callon President and Chief Executive Officer Joe Gatto commented:
"The Primexx transaction checks every operational and financial box
on the list of compelling attributes of consolidation. The asset
base adds substantial current oil production and a top-tier
inventory to our Delaware portfolio, and fits squarely into our
model of scaled, co-development of a multi-zone resource base. Our
integrated, future development plans will benefit greatly from the
combined Delaware scale and we expect to generate approximately 30%
more adjusted free cash flowii from the third quarter of 2021
through year-end 2023 under our conservative planning price
assumptionsiii. The infusion of over $550 million of equity from
the acquisition and Kimmeridge's exchange further heightens the
overall benefits, immediately reducing leverage metrics and
creating a visible path to net debt to adjusted EBITDA of below
2.0x next year."
TRANSACTIONS TO ADVANCE CALLON'S STRATEGIC AND FINANCIAL GOALS
The acquisition of Primexx, combined with the impact of the
Kimmeridge exchange, is forecast to be accretive across all key
financial metrics and will enable the Company to leverage its
existing operating model and knowledge base in the southern
Delaware Basin. With these transactions, Callon will:
* Capture the benefits of a larger Delaware operation: The
acquisition will increase Callon's Delaware Basin position to over
110,000 net acres. Primexx's assets will immediately compete for
capital within the Callon portfolio and increase Callon's capital
allocation to the Delaware Basin. In addition, numerous
opportunities for cost and capital efficiency gains, which Callon
has proven to achieve in past transactions, create upside to
current forecasted performance.
* Drive substantial FCF increases: The acquired asset base with
substantial current production will immediately contribute to both
near-term adjusted free cash flow1 and total cumulative adjusted
free cash flow of almost $1.2 billion through 2023 at current strip
prices. This forecasted free cash flow profile is the product of a
reinvestment rateiv of less than 60% with an associated compounded
annual production growth profile that remains under 5%.
Importantly, the combined transactions are forecast to be accretive
to adjusted free cash flow per share in 2022 and 2023 at both
planning prices of $55 - $60/Bbl for oil and current NYMEX strip
pricing for oil.
* Accelerate deleveraging goals: The transactions will position
Callon to accelerate its debt reduction goals, reducing leverage to
less than 2.0x net debt to adjusted EBITDA by year-end 2022 at
current strip prices. This rapid deleveraging opportunity
accelerates the timetable for the Company's future transition from
balance sheet strengthening to exploring return of capital
opportunities.
* Improve cash margins: The addition of Primexx is expected to
further expand Callon's leading cash margins and increase the oil
weighting of its Delaware Basin production profile. Given Callon's
established operations, minimal incremental G&A will be needed to
consolidate the Primexx assets into the newly combined footprint.
* Support sustainability initiatives: Primexx has invested in a
robust gathering and water management infrastructure that includes
80 MBbl/d of water recycling capacity and 60 miles of water
transfer lines, more than doubling Callon's current water recycling
capacity. This significantly enhances Callon's ability to manage
its freshwater impact in the Delaware Basin while reducing overall
development and operating costs.
PRIMEXX TRANSACTION DETAILS
The acquisition consideration includes $440 million in cash and
9.19 million shares of CPE stock issued to the seller, subject to
closing adjustments. The cash portion of the purchase price can be
financed using available capacity under the current credit facility
with near-term repayment coming from forecasted free cash flow and
proceeds from in-process divestiture initiatives. The Company will
also look opportunistically to the debt capital markets to term out
all or a portion of the cash payment in lieu of credit facility
borrowings.
The transaction is expected to close early in the fourth quarter of
2021, subject to customary closing conditions and regulatory
approvals.
KIMMERIDGE EXCHANGE DETAILS
The Company entered into an agreement with Chambers Investments,
LLC, a private investment vehicle managed by Kimmeridge Energy, to
exchange $197.0 million of its outstanding Second Lien Notes for a
notional amount of approximately $223.1 million of Company common
stock. The value of equity to be delivered is based on the
construct of the optional redemption language in the indenture for
the Second Lien Notes. The price of the Company common stock used
to calculate the shares issued is based on the 10-day
volume-weighted average price as of Aug. 2, 2021 and equates to 5.5
million shares. This exchange is contingent upon the closing of
the Primexx Acquisition described above as well as a shareholder
vote as required under NYSE rules because Kimmeridge is deemed a
related party due to its current ownership of over 5% of the
Company's common stock. Callon has entered into voting agreements
in support of the share issuance with shareholders representing
approximately 16 million, or 30%, of the shares anticipated to be
outstanding upon closing of the Primexx transaction.
ADVISORS
Citi is serving as exclusive financial advisor and Gibson Dunn &
Crutcher LLP is serving as legal advisor to Callon for the Primexx
acquisition. RBC is serving as exclusive financial advisor and
Kirkland & Ellis LLP is serving as legal advisor to Primexx.
About Callon Petroleum
Callon Petroleum -- http://www.callon.com-- is an independent oil
and natural gas company focused on the acquisition, exploration and
development of high-quality assets in the leading oil plays of
South and West Texas.
Callon Petroleum reported a net loss of $2.53 billion for the year
ended Dec. 31, 2020, compared to net income of $67.93 million for
the year ended Dec. 31, 2019. For the six months ended June 30,
2021, the Company reported a net lsos of $92.10 million.
CASTLEROCK DEVELOPMENT: Seeks to Use Lenders' Cash Collateral
-------------------------------------------------------------
Castlerock Development Services, LLC sought emergency authorization
from the U.S. Bankruptcy Court for the Northern District of Georgia
to use cash collateral in accordance with a proposed budget to be
able to continue its operations.
The Debtor is a borrower on various loans with John Deere
Construction and Forestry Company; Cowin Equipment Company, Inc.;
GM Financial, and Wells Fargo Bank, N.A. The Debtor owed these
Lenders, as follows:
a. The Debtor owed John Deere Construction and Forestry Company
$20,844, as of the Petition Date, for the financing of certain
equipment. John Deere filed a UCC Financing Statement on October
7, 2019;
b. As of the Petition Date, the Debtor owed GM Financial
approximately $115,814 under two finance agreement pertaining to
two trucks, a 2021 Chevrolet Silverado 3500HD and a 2021 Chevrolet
Silverado 1500 used by the Debtor; and
c. The Debtor owed Wells Fargo Bank, N.A. approximately $40,941
on a finance agreement. Wells Fargo filed a UCC Financing
Statement on December 28, 2020.
Cowin Equipment Company, Inc. filed UCC Financing Statements
related to equipment financing on September 30, 2020. The Debtor
said it is no longer in possession of the equipment that Cowin
claims a security interest in. Accordingly, the Debtor contends
that Cowin is not a secured party.
The Debtor proposed to grant the Lenders replacement liens in
post-petition collateral of the same kind, extent, and priority as
the liens existing pre-petition, to the extent that any interest
that the Lenders may have in the Cash Collateral is diminished.
The Debtor also proposed that additional adequate protection
requested by the Lenders or agreed upon by the Debtor may be
considered at a final hearing on the motion.
The Debtor asserted that if it is not allowed to use the cash
collateral, its business would be forced to shut down without an
orderly process, which will diminish the value of its assets and
cause significant job losses. The Debtor requires the use of cash
collateral to protect and preserve its going concern value.
A copy of the motion is available for free at
https://bit.ly/3lMegxQ from PacerMonitor.com.
About Castlerock Development Services, LLC
Castlerock Development Services, LLC provides land development and
erosion control services as well as related construction site
maintenance work like grading, grubbing, utility installation,
detention pond clean-outs, and concrete work.
The company filed a Chapter 11 petition (Bankr. N.D. Cal. Case No.
21-20848) on August 5, 2021. The petition was signed by Jody Lewis
as president/managing member. On the day of petition, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
Rountree, Leitman & Klein, LLC serves as the Debtor's counsel.
CDT DE SAN SEBASTIAN: PREPA Says Disclosure Statement Insufficient
------------------------------------------------------------------
Puerto Rico Electric Power Authority ("PREPA") objects to the
Disclosure Statement of debtor CDT de San Sebastian Inc.
PREPA objects to the disclosure statement in as much as the same
does not provide reasonably sufficient information as to the
amounts owed by Debtor for administrative expenses. Section I of
the Disclosure Statement refers creditors to Articles II, III, and
IV of the Plan for information regarding the precise treatment of
their claims. Article III of the Plan estimates Debtor's
administrative expenses in the sum of not more than $30,000.00 and
represent Chapter 11 court costs and professional fees.
However, Debtor is aware that it owes PREPA in excess of $30,000.00
for electric power supplied by PREPA to Debtor post petition and
related charges under Debtor's three post-petition accounts with
PREPA. Said charges constitute administrative expenses and should
be contemplated and disclosed by Debtor in its disclosure
statement, whether expressly or by reference to the Plan, and in
the Plan.
PREPA objects to the approval of the disclosure statement and
requests that Debtor be ordered to amend the same to as to provide
reasonably accurate information regarding the correct amount of
administrative expenses it expects to have to pay as a condition
precedent to the conformation of the Plan.
A full-text copy of PREPA's objection dated August 5, 2021, is
available at https://bit.ly/3rVk7SE from PacerMonitor.com at no
charge.
Counsel for PREPA:
CORRETJER, L.L.C.
625 Ave. Ponce de Leon
San Juan, P.R. 00917-4819
Tel. 787-751-4618
Fax 787-759-6503
Eduardo J. Corretjer Reyes
E-mail: ejcr@corretjerlaw.com
About CDT De San Sebastian
CDT De San Sebastian Inc., a tax-exempt entity that operates an
outpatient care center in San Sebastian, P.R., sought Chapter 11
protection (Bankr. D.P.R. Case No. 19-06636) on Nov. 13, 2019. At
the time of the filing, the Debtor disclosed assets of between $1
million and $10 million and liabilities of the same range. Judge
Brian K. Tester oversees the case. The Debtor has tapped Jose
Ramon Cintron, Esq., as its legal counsel, and JE&MA CPA Consulting
Solutions LLC, as its accountant.
CE ELECTRICAL: Wins Cash Collateral Access Thru Jan 2022
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut, Hartford
Division, has authorized CE Electrical Contractors, LLC to use cash
collateral on a final basis in accordance with the budget through
January 1, 2022.
The Debtor is permitted to use cash collateral in the ordinary
course of its business in pursuant to the budget, with a 20%
variance for those categories of spending where projected spending
is under $2,000 in a given week and is permitted a variance of 15%
for those categories of spending where the projected spending is
$2,000 or more weekly. The Debtor's request to carryforward any
unused monies in any category and to apply excess gross revenues,
75% to costs of goods sold and the balance to general expenses, are
approved.
The Debtor requires the use of cash generated primarily from
operations, including all Cash Collateral, to carry on the
operation of its business and administer and preserve the value of
its assets.
The parties that assert an interest in the cash collateral include
People's United Bank, N.A., Liberty Bank, De Lage Landon, Global
Merchant Cash, the United States Small Business Administration, and
Nosal Builders, Inc.
As adequate protection to the Secured Creditors for the Debtor's
use of Cash Collateral, the Secured Creditors are granted a
continuing post-petition lien and security interest in all
pre-petition property of the Debtor as it existed on the Petition
Date, of the same type against which the Secured Creditors held
liens and security interests as of the Petition Date and a
continuing post-petition lien in all property acquired by the
Debtor after the Petition Date. The Replacement Liens will maintain
the same priority, validity and enforceability as the Secured
Creditors' liens on the Prepetition Collateral and will be
recognized only to the extent of any diminution in the value of the
Prepetition Collateral resulting from the use of the Cash
Collateral pursuant to the Order.
During the Cash Collateral Usage Period, the Debtor is authorized
and directed to make payments to People's as adequate protection as
follows: The Debtor will pay to People's a monthly adequate
protection payment, due on the 27th of each month, of $300.
People's is authorized to provide the Debtor with monthly bills
reflecting such amounts and such actions by People's will not be
considered in violation of the automatic stay.
A copy of the order is available at https://bit.ly/3fL2Eaq from
PacerMonitor.com.
About CE Electrical Contractors
CE Electrical Contractors, LLC filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn.
Case No. 21-20211) on March 5, 2021. Paul Calafiore, managing
member of CE Electrical Contractors, signed the petition. In the
petition, the Debtor disclosed total assets of $1,625,485 and total
liabilities of $8,648,831.
Judge James J. Tancredi oversees the case.
The Debtor tapped The Fox Law Corporation Inc. as lead bankruptcy
counsel, Boatman Law LLC as local bankruptcy counsel, and Jacobs
and Rozich LLC as special counsel. Lucove, Say & Co. is the
Debtor's accountant.
CENTURI GROUP: Moody's Assigns 'Ba2' CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a Ba2 Corporate Family Rating
and a Ba2-PD Probability of Default Rating to Centuri Group, Inc.
Moody's also assigned Ba2 ratings to the company's proposed $1.145
billion senior secured term loan due 2028 and $400 million senior
secured revolving credit facility. Centuri Group, Inc. and
co-borrower, Centuri Canada Division Inc., will apply the proceeds
of the term loan, along with approximately $100 million drawn on a
new $400 million revolving credit facility at close, towards the
$855 million acquisition of Riggs Distler & Company, Inc. (Riggs
Distler), refinance roughly $330 million of existing USD and CAD
bank debt, fund working capital, add a small amount of cash to the
balance sheet and pay related fees and expenses. The outlook is
stable.
The assigned ratings are subject to review of final documentation
and no material changes to the size, terms and conditions of the
transaction as communicated to Moody's.
"Centuri's Ba2 ratings reflects its strong market position as a
services company to the utility industry with a majority of
multi-year master service agreements (MSAs) that contribute to a
stable, recurring revenue stream, long-term relationships with
high-quality customers and extensive track record as a utility
services company. However, the ratings also incorporate its
elevated leverage, relatively small scale and the risks associated
with the integration of the Riggs Distler acquisition," said
Domenick R. Fumai, Moody's Vice President and lead analyst for
Centuri Group, Inc.
Assignments:
Issuer: Centuri Group, Inc.
Corporate Family Rating, Assigned Ba2
Probability of Default Rating, Assigned Ba2-PD
Senior Secured Term Loan B, Assigned Ba2 (LGD4)
Senior Secured Bank Credit Facility, Assigned Ba2 (LGD4)
Outlook Actions:
Issuer: Centuri Group, Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
Centuri's Ba2 rating is underpinned by its strong market position
as a utility infrastructure services company. Multi-year master
service agreements (MSAs), which account for approximately 77% of
revenue as of LTM March 31, 2021, allow for a highly visible
revenue stream as customers issue future work authorizations that
include fairly specific details related to performing a job.
Centuri also benefits from favorable contract pricing agreements
that reduce volatility in both gross profit and earnings, with
roughly 68% of the contracts structured as unit price agreements
that have a set price per units of work as well as time and
materials contracts that make up 24% of the contracts. Centuri's
rating also benefits from long-term relationships with highly-rated
utilities.
Moody's views the acquisition of Riggs Distler positively as the
company expands its geographic scope, reduces its dependence on gas
utilities and increases end market exposure to faster growth
electric utilities and infrastructure services including renewable
energy and 5G telecom. The rating also receives uplift from
ownership by an investment-grade parent, Southwest Gas Holdings,
Inc. (SWX; Baa2 stable). SWX has demonstrated financial support in
the past for Centuri's acquisition of Linetec and is expected to
make further equity contributions to acquire the remaining 20%
stake. Moreover, the importance of Centuri to SWX as it represented
roughly 59% of the parent's revenue and 32% of the net income in
2020, consistently pays dividends and is a major contractor for
SWX's regulated utility, Southwest Gas Corporation (Baa1 stable),
Moody's believe strongly suggests that despite the absence of a
legally binding parent support agreement, a high degree of implied
support exists from SWX.
The Ba2 rating considers the increased leverage and weaker credit
metrics following the Riggs Distler acquisition. Moody's estimates
that pro forma Debt/EBITDA, including standard adjustments for
pensions and operating leases, will be roughly 4.7x in FY 2021,
which is more indicative of the "B" rating category but is expected
to improve towards 4.0x in FY 2022 as Centuri benefits from the
contribution of Riggs Distler's EBITDA, including the ramp up of
new business from two existing customers and outstanding debt is
gradually reduced through free cash flow generation. Funds from
operations (cash flow from operations before working capital
changes) to total debt (FFO/Debt) is projected to range from about
14% to 16% over the next two years while interest coverage as
measured by EBITA/interest expense declines from 10.6x in 2020 to
3.6x next year. The rating is also constrained by lack of scale
based on revenue compared to competitors in the construction
industry such as Quanta Services (Baa3 stable), MasTec, Inc. (Ba1
stable) and Dycom Industries, Inc. (Ba2 stable).
The credit profile is further tempered by an acquisitive growth
strategy that has included several deals since 2014. While
management has done a good job of assimilating prior acquisitions,
Riggs Distler is more than double the company's largest acquisition
to-date, Lintetec Services, LLC., and introduces integration risk.
Centuri is seeking to retain Riggs Distler's key management team to
manage the business, which should ensure a smooth transition. The
Riggs Distler deal also creates challenges as the company expands
into new segments such as 5G and offshore wind. Moody's believes
this risk is partially mitigated by similar MSA contract structures
to Centuri, though Riggs Distler also has a significantly higher
percentage of fixed price contracts. Moody's also views customer
concentration as another limiting factor in the rating with the top
10 customers representing 58% of sales.
Centuri has good liquidity in excess of $350 million comprised of
cash on the balance sheet and availability under its revolving
credit facility. Moody's expects the company to generate positive
free cash flow in 2021, which should increase cash balances while
reducing any borrowings under the revolver during the remainder of
2021.
The Ba2 ratings assigned to the proposed $1.145 billion senior
secured term loan and revolving credit facility are in line with
the Ba2 CFR given the preponderance of secured debt in the capital
structure with no loss absorption from less junior debt. The $400
million revolving credit facility is expected to contain a maximum
net leverage ratio covenant of 5.5x with step-downs to 4.0x and
minimum interest coverage ratio of 2.5x. Centuri can elect a 0.5x
step-up for acquisitions once the covenant steps-down to 4.0x.
The new credit facilities are expected to provide covenant
flexibility that if utilized, could negatively impact creditors.
Notable terms include: an incremental first lien facility not to
exceed the greater of $300 million and 100% of consolidated EBITDA,
plus an amount, which on a pro forma basis, would not cause the
total net leverage ratio to exceed 4.0 to 1.0x. No portion of the
incremental may be incurred with an earlier maturity than the
initial term loans. Subsidiaries must provide guarantees whether or
not wholly-owned, eliminating the risk that guarantees will be
released because they cease to be wholly-owned. The credit
agreement does not permit the designation of unrestricted
subsidiaries, preventing collateral "leakage" to unrestricted
subsidiaries. The credit agreement provides some limitations on
up-tiering transactions, including the requirement that (a) the
consent of all lenders is required for releases or subordination of
all or substantially all of the value of the collateral or
guarantors; and (b) the consent of all directly affected lenders is
required to subordinate any of the obligations in right of payment
or otherwise adversely affect the priority of payment of any of
such obligations. The proposed terms and the final terms of the
credit agreement may be materially different.
ESG CONSIDERATIONS
Moody's evaluates environmental, social and governance issues in
Centuri's credit profile. The construction sector has low exposure
to environmental risks and Centuri's risks are consistent with the
sector. Furthermore, the acquisition of Riggs Distler enables
Centuri to enhance their ESG profile with increased focus on
renewable projects and opportunities. Solar projects, anaerobic
digester facilities, battery storage, EV charging, fuel cells, and
microgrid projects are among the initiatives Centuri is exploring.
The company also has the ability to engage and support offshore
wind projects, which are critical to decarbonizing coastal
population centers. As a utility services company, Centuri has
moderate social risk due to reliance on human capital, external
supply chains, and health and safety risks prevalent on energy
construction projects. The company is focused on the health and
safety of its employees and has over 50 years of a proven track
record of safety. They are committed to cultivating a culture of
community involvement, philanthropy and inclusion. Centuri's
governance risk is characterized as below average as it is part of
a public company that is the parent of a regulated utility company.
The company has a highly experienced management team that has
successfully developed and executed the long-term operational and
financial strategy. Moreover, management has a conservative
financial policy with a clearly stated goal of delevering to below
3.0x total leverage within 2 years.
The stable outlook assumes that Centuri will continue to
demonstrate improved operating results through organic growth and
the addition of Riggs Distler so that it remains on a path to
deleverage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade the rating if Debt/EBITDA is maintained below
2.5x, absolute debt is also reduced, funds from operations to total
debt (FFO/Debt) is consistently in excess of 25%, and the company
achieves the successful integration of Riggs Distler.
Moody's would likely downgrade the rating if Debt/EBITDA is
sustained above 4.5x, funds from operations to total debt
(FFO/Debt) is sustained below 15%, a deterioration in its liquidity
profile, another large debt-financed acquisition, a loss of major
customer or failure to achieve a successful integration of Riggs
Distler.
The principal methodology used in these ratings was Construction
Industry published in March 2017.
Centuri Group, Inc., headquartered in Phoenix, AZ, is a
comprehensive utility services company that provides replacement
and installation work to gas and electric utilities in North
America. The company is a subsidiary of Southwest Gas Holdings,
Inc., which also owns Southwest Gas Corporation, a regulated gas
utility. The company operates in two key segments across the US and
Canada: Gas Utility and Electric Utility. Centuri reported revenue
of $2.0 billion for the last twelve months ended June 30, 2021.
CENTURI GROUP: S&P Assigns 'BB-' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings assigned its 'BB-' issuer credit rating to
infrastructure services provider Centuri Group Inc. The outlook is
stable.
S&P said, "We also assigned our 'BB-' issue-level rating and '3'
recovery rating to the company's proposed first-lien term loan,
indicating our expectation for meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of a payment default.
"The stable outlook reflects our expectation that Centuri will
continue to convert favorable end-market trends into strong organic
EBITDA growth over the next 12 months. We expect S&P Global
Ratings' adjusted free operating cash flow (FOCF) to debt between
5%-10% and our adjusted debt to EBITDA between 3.5x-4x in 2022."
Centuri has entered into a definitive agreement to acquire Riggs
Distler & Co. Inc. Centuri is issuing debt to fund the transaction,
which S&P Global Ratings expects will close late August 2021.
Centuri's business risk is constrained by its modest scale and
mostly domestic footprint among globally diversified players in the
broader engineering and construction (E&C) industry. S&P said, "We
expect the addition of Riggs will somewhat improve Centuri's
capabilities and competitiveness, while expanding its geographic
density in the U.S. Northeast and Mid-Atlantic. We also believe
Riggs' strength in the electric union utility space complements
Centuri's expertise in the union and nonunion gas and nonunion
electric end markets. However, pro forma for the transaction, our
view of Centuri's business reflects its position in the highly
fragmented and competitive utility services industry. Although we
believe Centuri's established position and reputation in its core
services bolster the rating, we view its modest scale and
geographic reach as limited compared with larger global industry
peers. Overall, we believe robust demand in the company's end
markets will remain strong, reflecting the need for safe and
reliable utility infrastructure in the U.S."
S&P said, "We assume pro forma for the transaction that FOCF to
debt will weaken significantly compared to historical levels. While
mandates to maintain utility infrastructure underpin the company's
ability to reduce leverage through strong EBITDA growth,
weaker-than-expected operating performance could erode margins,
resulting in negative FOCF for debt repayment. However, by 2022, we
assume the company will realize the full benefit of its 2021
acquisition, which should improve EBITDA margins given Riggs'
specialized, higher-margin work. As such, after incorporating
Riggs' incremental cash flows, and the ongoing revenue growth from
the company's core services offerings, we forecast our adjusted
FOCF to debt between 5%-10% and adjusted debt to EBITDA between
3.5x-4x.
"Our ratings on Centuri incorporate one notch of uplift to reflect
our view of the company as a moderately strategic member of the
Southwest Gas Holdings Inc. (SWX) group. This reflects our view
that Centuri could receive extraordinary support in some potential
circumstances because it contributes meaningfully to SWX's
consolidated earnings (about 40% of EBITDA) and is a successful
business, generating positive cash flow after dividends and debt
repayment. A higher degree of group support is not considered
because we believe Centuri operates in lines of business that are
different from the group's mainstream business of gas distribution.
We therefore believe there is some likelihood that Centuri could be
sold in the future.
"The stable outlook reflects our expectation that Centuri will
continue to convert favorable end-market trends into strong organic
EBITDA growth over the next 12 months. We expect S&P Global
Ratings' adjusted FOCF to debt between 5%-10% and adjusted debt to
EBITDA between 3.5x-4x in 2022."
S&P could lower the rating on Centuri over the next 12 months if
FOCF to debt was consistently below 5% and leverage was
consistently above 5x through any of the following:
-- Lower-than-expected EBITDA margins post acquisition due to
operational challenges, substantial startup costs, or unforeseen
increases in input costs.
-- Working capital outflows and poor management of capital
spending, leading to volatile cash flows.
-- Aggressive financial policy decisions such as large
debt-financed acquisitions or substantial debt-funded distributions
to shareholders.
S&P could raise the ratings on Centuri over the next 12 months if
it improves its FOCF to debt to consistently at or above 10% and
adjusted leverage remains consistently below 4x through any of the
following:
-- Expansion of EBITDA margins due to solid project execution,
sustained cost efficiencies and pricing optimization.
-- Substantially improved positive cash flow generation due to
working capital and capital spending optimization.
CENTURY ALUMINUM: Incurs $35.1 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Century Aluminum Company filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $35.1 million on $528 million of total net sales for the three
months ended June 30, 2021, compared to a net loss of $26.9 million
on $401.9 million of total net sales for the three months ended
June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $175.1 million on $972 million of total net sales compared
to a net loss of $29.6 million on $823.1 million of total net sales
for the same period during the prior year.
As of June 30, 2021, the Company had $1.41 billion in total assets,
$394.4 million in total current liabilities, $640.6 million in
total noncurrent liabilities, and $370.4 million in total
shareholders' equity.
Adjusted EBITDA for the second quarter of 2021 was $34.4 million,
an increase of $54.1 million from the prior quarter primarily
driven by higher prices of primary aluminum and increased regional
premiums. Century's liquidity position at quarter end was $108.6
million. Quarterly cash flow was impacted by increased capital
spend on the Mt. Holly restart project, and changes in working
capital.
"Global aluminum markets have continued to strengthen, driven by
strong consumer spending and industrial expansion, commented
president and chief executive officer Jesse Gary. "This has been
especially true in the U.S. and Europe, where we have seen
inventories already return to pre-pandemic levels and demand for
value-added products, including low-carbon products, near all-time
highs.
"In this environment, we remain focused on bringing additional
production online through our previously announced expansion
project at Mt. Holly and a return to targeted production levels at
Hawesville. We continue to expect that both of these projects will
be completed by year end, which will provide much needed additional
units to the marketplace and provide additional LME and regional
premium pricing exposure.
"In Iceland, we were very pleased to reach a power contract
extension with Landsvirkjun, and now have secured all of our power
requirements for the smelter with 100% renewable energy through
2026. Importantly, this extension will also increase the power to
be provided under the contract by over 20 MW, which will allow the
smelter to continue to operate at peak amperage in line with our
capacity creep program and potentially enable further expansion
into value-added products at the smelter in the future."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/949157/000094915721000119/cenx-20210630.htm
About Century Aluminum Company
Century Aluminum Company -- http://www.centuryaluminum.com-- is a
global producer of primary aluminum and operates aluminum reduction
facilities, or "smelters," in the United States and Iceland.
Century Aluminum reported a net loss of $123.3 million for the year
ended Dec. 31, 2020, a net loss of $80.8 million for the year ended
Dec. 31, 2019, and a net loss of $66.2 million for the year ended
Dec. 31, 2018. As of March 31, 2021, the Company had $1.36 billion
in total assets, $364.3 million in total current liabilities,
$590.8 million in total noncurrent liabilities, and $408.3 million
in total shareholders' equity.
CLEARWATER INSURANCE: Moody's Withdraws Ba1 IFS Rating
------------------------------------------------------
Moody's Investors Service has withdrawn its Ba1 Insurance Financial
Strength rating of Clearwater Insurance Company; formerly an
indirect, wholly-owned subsidiary of Fairfax Financial Holdings
Limited. The outlook has also been withdrawn.
RATINGS RATIONALE
Moody's has withdrawn the ratings of Clearwater as a result of its
reorganization. Clearwater was merged into TIG Insurance Company,
effective September 2016. TIG Insurance Company is owned by Fairfax
(US) Inc., Fairfax's lead US holding company subsidiary.
The following rating has been withdrawn:
Clearwater Insurance Company, insurance financial strength at Ba1
Outlook actions:
Clearwater Insurance Company, outlook withdrawn, previously stable
COMMUNITY INTERVENTION: U.S. Trustee Opposes Plan & Disclosures
---------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 1,
objects to the Joint Liquidating Plan of Community Intervention
Services, Inc. and its debtor affiliates because the Plan
unlawfully extends exculpation to non-estate fiduciaries and to
post-effective date conduct. In support of this limited objection,
the United States Trustee states as follows:
* An exculpation provision is intended to shield retained
professionals and estate fiduciaries from liability for certain
conduct taken during a chapter 11 case. In Section 8, paragraph 8.4
of the Plan, the Debtors propose an overbroad exculpation provision
that exculpates parties not entitled to exculpation, and exculpates
conduct not entitled to protection.
* The definition of Exculpated Persons includes a wide range
of non-estate fiduciaries, including secured creditors, their
agents, and employees, who have no fiduciary obligations to the
estate and thus, should not be exculpated. Since the Exculpation
includes non-estate fiduciaries it is overly broad and
impermissible and should not be approved.
* The Exculpation exceeds the reasonable temporal boundaries
under the law. Plans should only exculpate those actions taken in
connection with a bankruptcy case between the petition date and the
effective date of the plan.
* It is not sufficiently clear that the temporal scope of the
Exculpation is limited to postpetition, pre-effective date.
Moreover, the definition of Exculpated Persons includes the Plan
Administrator, who won't come into existence, or take any actions,
until after confirmation. To the extent the Exculpation extends to
acts and omissions occurring pre-petition or post-effective date,
it is overbroad and cannot be approved.
A full-text copy of the United States Trustee's objection dated
August 5, 2021, is available at https://bit.ly/3rW3Mgq from
PacerMonitor.com at no charge.
About Community Intervention
Services, Inc.
Community Intervention Services, Inc., sought Chapter 11 protection
(Bankr. D. Mass. Case No. 21-40002-EDK). The case is being jointly
administered with the bankruptcy cases of its affiliates Community
Intervention Services Holdings, Inc., Futures Behavior Therapy
Center, LLC, and South Bay Mental Health Center, Inc.
CORNERSTONE ONDEMAND: S&P Places 'B+' ICR on CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings placed its 'B+' issuer credit rating on talent
management software provider Cornerstone OnDemand Inc. on
CreditWatch with negative implications.
The CreditWatch placement follows Cornerstone's announcement that
it is being taken private by financial-sponsor Clearlake Capital
Group for $5.2 billion. S&P said, "While the company has yet to
announce its new capital structure, we believe there is a high
likelihood that its private-equity owners will cause it to take on
debt and increase its leverage relative to current levels. If we
believe Cornerstone's new financial-sponsor owner will cause it to
sustain leverage above our downside trigger, we could take a
negative rating action."
Due to a change of control provision, we expect all Cornerstone
debt to be repaid. We will withdraw the issue-level rating on the
Cornerstone debt once the transaction is complete.
S&P said, "We will continue to monitor the details of the proposed
take-private transaction as well as the company's operating
performance. Because Cornerstone will become a private entity, we
will evaluate any changes to its financial policies, such as its
long-term leverage targets, appetite for dividend payments, and
acquisition policy. We expect the proposed transaction to close in
the second half of 2021."
Cornerstone OnDemand is a global software as a service (SaaS)
provider of learning and people development software.
CreditWatch
S&P will resolve the CreditWatch placement once the acquisition
closes and it reviews the company's capital structure, integration
plan, synergy expectations, and appetite for further acquisitions.
CROCS INC: Moody's Rates New $350MM Senior Unsecured Notes 'B1'
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Crocs, Inc's
proposed $350 million senior unsecured notes offering. The
company's existing ratings are unchanged, including its Ba3
corporate family rating, Ba3-PD probability of default rating and
B1 existing senior unsecured notes rating. The speculative grade
liquidity rating remains SGL-2 and the outlook remains stable.
Proceeds from the planned senior unsecured notes issuance will be
used for share repurchases. Pro forma for the incremental debt,
Moody's adjusted debt/EBITDA will be approximately 1.7x as the
company continues to outperform.
Assignments:
Issuer: Crocs, Inc.
Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5)
RATINGS RATIONALE
Crocs' Ba3 CFR reflects its well-known brand, leading market
position in the clog category and successful digital marketing
strategies. The rating also reflects the company's diversified
sales channels with a good mix of wholesale, retail and digital,
improving margins and good liquidity. Also considered are
governance considerations, specifically conservative financial
strategies as reflected by its low debt levels, low leverage and
strong interest coverage. Over the past several years, Crocs has
been able to improve its margins as a result of strategies
implemented to close unprofitable store locations, reduce it SKU
offering to focus on its more profitable core products like the
clog and a shift to digital marketing. However, prior to these
management initiatives, Crocs has a history of erratic EBITDA
performance.
The rating is constrained by the company's modest scale, single
brand and limited product diversification with the majority of
sales derived from the sale of the clog. As a footwear
wholesaler/retailer, the company is subject high level of
competition in the footwear sector. It is also subject to fashion
risk which is heightened due to the company's narrow product focus
in casual footwear and significant exposure to a single
silhouette.
Crocs' liquidity is good. The company had $197 million of cash on
hand as of 6/30/2021 and consistent free cash flow generation which
is expected to continue. The company has a $500 million revolving
credit facility due 2024 that is used to fund seasonal working
capital needs. Moody's expects the company to have ample
availability. The revolver contains a maximum leverage ratio of
3.50x which steps down to 3.25x after 12/31/2021 as well as a
minimum interest coverage ratio of 4.00x. Moody's expects the
company to remain in compliance with these covenants.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The stable outlook reflects Moody's expectation of sales growth
while maintaining good liquidity and sustaining profit margins over
the next 12-18 months.
An upgrade to the ratings is unlikely given the company's modest
scale and limited product diversification. However, the ratings
could be upgraded if the company increases its scale and product
diversity while maintaining strong operating performance, very good
liquidity and sustaining EBITA/interest expense above 3.5x and
debt/EBITDA below 2.25x or 2.75x following acquisitions. An upgrade
would also require a demonstration of a successful integration of
any potential acquisitions.
The ratings could be downgraded if there is a shift to more
aggressive financial strategies or if there is a deterioration in
the company's overall operating performance, brand relevance or
liquidity profile. Quantitatively, the ratings could be downgraded
if debt/EBITDA rises above 3.5x or EBITA/interest expense declines
below 2.75x.
Headquartered in Broomfield, Colorado, Crocs, Inc. is engaged in
the design, development, marketing distribution and sale of casual
footwear. The company's products are sold through digital and
wholesale channels as well as 352 company operated retail stores
across the globe. Revenue for the twelve months ended June 30, 2021
was approximately $1.9 billion.
The principal methodology used in this rating was Apparel published
in June 2021.
CTI BIOPHARMA: Incurs $19.7 Million Net Loss in Second Quarter
--------------------------------------------------------------
CTI Biopharma Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $19.68 million for the three months ended June 30, 2021,
compared to a net loss of $14 million for the three months ended
June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $36.94 million compared to a net loss of $26.19 million for
the same period during the prior year.
As of June 30, 2021, the Company had $77.50 million in total
assets, $15.79 million in total liabilities, and $61.71 million in
total stockholders' equity.
As of June 30, 2021, cash, cash equivalents and short-term
investments totaled $71.9 million, as compared to $52.5 million as
of Dec. 31, 2020. The Company expects its current cash and cash
equivalents will enable it to fund its operations into the fourth
quarter of 2021.
"This past quarter, we continued to advance pacritinib towards a
potential U.S. approval and commercial launch this year. The U.S.
Food and Drug Administration's acceptance with priority review of
our NDA submission for the use of pacritinib in myelofibrosis
patients with severe thrombocytopenia underscores the unmet need in
this area," said Adam R. Craig, M.D., Ph.D., president and chief
executive officer of CTI Biopharma. "With a PDUFA target action
date of November 30, 2021, and commercial preparations already well
underway, we will be well positioned for a potential U.S. launch
later this year. We are working closely with the FDA during the
review of our application and we continue to advance our commercial
launch activities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/891293/000089129321000041/ctic-20210630.htm
About CTI BioPharma
Headquartered in Seattle, Washington, CTI BioPharma Corp. is a
biopharmaceutical company focused on the acquisition, development
and commercialization of novel targeted therapies for blood-related
cancers that offer a unique benefit to patients and their
healthcare providers. The Company concentrates its efforts on
treatments that target blood-related cancers where there is an
unmet medical need. In particular, the Company is focused on
evaluating pacritinib, its sole product candidate currently in
active development, for the treatment of adult patients with
myelofibrosis. In addition, the Company has recently started
developing pacritinib for use in hospitalized patients with severe
COVID-19, in response to the COVID-19 pandemic.
CTI Biopharma reported a net loss of $52.45 million for the year
ended Dec. 31, 2020, compared to a net loss of $40.02 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $42.79 million in total assets, $16.14 million in total
liabilities, and $26.65 million in total stockholders' equity.
Seattle, Washington-based Ernst & Young LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 17, 2021, citing that the Company has suffered losses
from operations and has stated that substantial doubt exists about
the Company's ability to continue as a going concern.
DUNKIN' BRANDS: Egan-Jones Withdraws B+ Senior Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on July 27, 2021, withdrew its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by Dunkin' Brands Group, Inc.
Headquartered in Canton, Massachusetts, Dunkin' Brands Group, Inc.
franchises quick service restaurants ("QSRs") serving hot and cold
coffee, baked goods, as well as ice cream.
ECOVYST CATALYST: S&P Rates Assigns 'B+' ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issuer credit rating to
U.S.-based Ecovyst Catalyst Technologies LLC, which is now the
parent-borrower on the company's rated $900 million secured term
loan facility. PQ Corp. is no longer a part of the organizational
structure or a borrower on the company's debt, and thus, S&P
withdrew all ratings on PQ Corp.
S&P said, "We have affirmed our 'BB-' rating on Ecovyst's secured
term loan. The '2' recovery rating is unchanged and indicates our
expectation of substantial (70%-90%; rounded estimate: 80%)
recovery in the event of a payment default.
"The stable outlook reflects our expectation that Ecovyst's credit
metrics will continue to improve, supported by polyethylene and
alkylate demand, as U.S. refinery utilization and miles-driven
rebound from depressed 2020 levels. We expect S&P Global
Ratings-adjusted debt to EBITDA of about 4x and funds from
operations (FFO) to debt of more than 12% on a weighted-average
basis."
PQ Group Holdings Inc. (not rated) recently underwent a corporate
name change--rebranding as Ecovyst Inc.--following the close of its
performance chemicals business sale to Cerberus Capital Management
and Koch Minerals & Trading LLC.
S&P said, "Our rating on Ecovyst reflects the company's recent
transformation into a pure-play catalyst and chemical services
company following the divestiture of several non-core businesses.
The rating also incorporates the company's use of asset sale
proceeds to reduce debt and pay a special dividend. Ecovyst
recently closed the sale of its performance chemicals segment,
after divesting its performance materials segment in fourth-quarter
2020. It used cash proceeds from the performance chemicals sale to
repay $526 million of debt and to fund a $3.20 per share special
dividend to shareholders. While EBITDA generated by the two
divested segments accounted for about half of Ecovyst's historical
earnings, following the most recent debt paydown, we now expect
that weighted average S&P Global Ratings-adjusted FFO to debt will
exceed 12% and remain consistent with our 'B+' rating."
The company also retained its two most profitable segments (on an
EBITDA margin basis): Ecoservices and Catalyst Technologies. Both
have historical segment margins in the mid- to high-30% range and
the potential to benefit from positive industry trends over the
medium term. Ecoservices accounts for about two-thirds of the
company's revenue, while Catalyst Technologies, including the
company's Zeolyst International joint venture, accounts for the
remainder. Our rating on Ecovyst reflects the company's
market-leading positions in silica and zeolite catalysts--which are
used to produce polyethylene and transportation fuels--and its No.
1 position in North American sulfuric acid recycling. However,
following the divestitures, Ecovyst's reduced size, scale, and
geographic diversity, along with its higher exposure to more
volatile end markets such as transportation fuels, mining, and
petrochemicals, are key risks to the rating. As a result, S&P views
the company's business risk assessment as modestly weaker than
other specialty chemicals peers, such as Ferro Corp.
Ecovyst's recent sale of non-core assets enhances our view of the
company's profitability and growth potential. However, these
factors are partially offset by the company's smaller scale,
geographic concentration, and modest end-market diversity.
Following the divestiture, Ecovyst has become a slightly more North
American-centric businesses, with refining service facilities and
customers located mainly on the Gulf Coast and in California. S&P
believes this geographic concentration exposes the company to
higher operational risks posed by natural disasters and
weather-related events. The close proximity of the company's
facilities to customers does, however, provide Ecovyst with key
competitive advantages, including higher cost competitiveness and
greater service reliability compared to its peers. Ecovyst's global
manufacturing, customer, and sales base in silica and zeolite
catalysts, for which more than half of revenue comes from outside
North America, also helps to offset some concentration risk.
S&P said, "We view the company's higher exposure to refining,
industrial, and mining end markets as a key credit risk because of
the potential for higher future volatility in demand and earnings.
Partially offsetting this volatility risk is our expectation for
strong profitability, with projected S&P Global Ratings-adjusted
EBITDA margins in the mid- to high-30% range. Our profitability
assessment is supported by the high percentage of sales covered by
long-term contracts, which include cost pass-through mechanisms,
take-or-pay provisions, and/or capacity reservation fees. Ecovyst
should also benefit from medium-term growth trends in key segments
of its portfolio. In its Ecoservices segment, we expect higher
alkylation volumes from new customer acquisitions, as well as
tightening emissions control standards, which encourage higher
octane fuels and higher quantities of alkylate in fuel blending. In
its catalyst portfolio, the company will likely see opportunities
on the margin from applications targeting plastics lightweighting,
recycling, and renewable fuels.
"Our view of the company's financial risk reflects our expectation
that credit measures will improve following the recent debt
paydown, and that management will remain committed to leverage
metrics that support the rating, including weighted-average FFO to
debt of more than 12%. We believe the company's capital allocation
policies, a rebound in volumes across its portfolio, and free cash
flow generation, should lead to slight leverage reduction over the
next two years. We assume management uses a portion of free cash
flow to fund bolt-on acquisitions, similar in nature and size to
its Chem32 acquisition, which it completed in early 2021. Financial
sponsor CCMP retains a 38% stake in the company. However, we
believe management's communicated leverage target and its prudent
use of recent divestiture proceeds limit the risk of debt-funded
acquisitions or shareholder rewards.
"The stable outlook reflects our expectation that Ecovyst will
maintain leverage metrics that support our 'B+' rating, including a
weighted-average FFO-to-debt ratio of more than 12%. We expect
earnings in the company's Ecoservices segment to improve
sequentially in 2021, driven by higher demand for regeneration
services as refinery utilization rebounds from a weak 2020.
Additionally, silica catalyst sales, which grew nearly 10% in 2020,
should be supported by robust polyethylene demand. We also expect
Ecovyst to mitigate the effect of rising raw material costs, given
the company's high percentage of long-term cost pass-through
agreements with customers. Our stable outlook does not anticipate
any large debt-funded acquisitions or shareholder rewards beyond
the company's recent special dividend announcement.
"We could consider a negative rating action over the next 12 months
if Ecovyst pursues any large debt-funded acquisitions or
shareholder rewards. We could also lower the rating if FFO to debt
falls and remains below 12%. In such a scenario, we would expect a
significant deterioration in margins, along with revenue growth 10%
below our expectations. Additionally, we could lower the rating if
liquidity sources fall below 1.2x uses.
"We could consider a positive rating action over the next 12 months
if Ecovyst's financial risk profile improves such that debt to
EBITDA falls below 4x and FFO to debt exceeds 20% on a sustained
basis. For this to occur, EBITDA margins would need to rise over
200 basis points above our base case and revenue growth would need
to exceed our expectations. Factors that could improve operating
performance and strengthen credit metrics include higher demand and
volumes in the company's Ecoservices business, an improved product
mix, and the continued ability to pass on raw material price
increases to costumers in a timely manner. We could also consider
raising the rating if Ecovyst improves its scale, scope, and
diversity while maintaining appropriate credit measures for a
higher rating. In order to consider a positive action, we would
also need to have high confidence in management's future financial
policies and its commitment to maintaining financial metrics that
support a higher rating."
EDWIN BACON HALL: Deadline to File Medical Claims Set for Oct. 19
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Mexico entered
the order granting the motion for approval of medical claims
settlement, including settlement procedures, channeling injunction
and sale of the Capson Policies free and clear of liens, claims,
and interests.
Edwin Bacon Hall practiced psychiatric medicine in the State of New
Mexico. In 2017 and 2018, the New Mexico Medical Board
investigated Mr. Hall in connection with, inter alia, the use or
Mr. Connell, an unlicensed person, to provide medical services in
his medical practice. As a result of that investigation, Mr. Hall
surrendered his license to practice medicine. On March 19, 2021,
Mr. Hall filed a voluntary bankruptcy petition.
Under the future claims procedures, in order to be eligible for
distributions from the future claims trust, all former patients of
Mr. Hall's medical practice who assert damages resulting from Mr.
Hall's practice of medicine which (a) had not accrued prior to the
filing of the bankruptcy case; or (b) were neither listed nor
scheduled under Bankruptcy Code 521(a)(1), with the name and
current address of the claimant, in time to permit timely filing of
a proof of claim, unless such claimant had notice or actual
knowledge of the Bankruptcy Case in time for the time filing must
complete a consent and a future claim form and deliver it to the
claims administer no later than Oct. 19, 2022, at:
Gregory W. Chase
Claims Administrator
5901 Wyoming NE
#J-284
Albuquerque, NM 87109
Tel: (505) 980-0287
Copy of the consent and the future claim form can be obtained by
contacting Mr. Chase. Any future claim received after the future
claims deadline will not be eligible for a distribution from the
future claims trust.
FIVE STAR SENIOR: Incurs $12.3 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Five Star Senior Living Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $12.30 million on $258.62 million of total revenues for the
three months ended June 30, 2021, compared to net income of $3
million on $285.08 million of total revenues for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $8.99 million on $527.72 million of total revenues compared
to a net loss of $14.21 million on $582.53 million of total
revenues for the same period during the prior year.
As of June 30, 2021, the Company had $451.68 million in total
assets, $174.10 million in total current liabilities, $75.60
million in total long-term liabilities, and $201.97 million in
total shareholders' equity.
The Company requires cash to fund its operating expenses, to make
capital expenditures and to service its debt obligations. As of
June 30, 2021, the Company had $99.3 million of unrestricted cash
and cash equivalents. As of June 30, 2021, the Company's
restricted cash and cash equivalents included $21.5 million of bank
term deposits in its captive insurance company.
As of June 30, 2021 and Dec. 31, 2020, the Company had current
assets of $252.5 million and $262.3 million, respectively, and
current liabilities of $174.1 million and $177.9 million,
respectively.
Katherine Potter, president and chief executive officer, made the
following statement:
"During the second quarter, Five Star executed on our Strategic
Plan to transform our business to better address the changing needs
and preferences of a growing and aging adult population and
position Five Star for long term growth. This quarter we closed
1,473 skilled nursing facility units and a corresponding 27
Ageility inpatient clinics. While all the Ageility inpatient
clinics will be closed as part of the Strategic Plan, we remain
focused on expanding Ageility's reach and, during the quarter, we
opened three net new Ageility outpatient clinics. As of July 31,
2021, Diversified Healthcare Trust has reached agreement to
transition the management of 76 of 108 transitioning senior living
communities managed by Five Star to new operators. I greatly
appreciate the contributions of our residents, clients and team to
this transition."
"Resident vaccination levels have increased throughout our senior
living portfolio, while confirmed resident COVID-19 cases have
declined to pandemic lows. We remain on target to vaccinate all
community team members by September 1, 2021, which we believe is
essential to ensuring the safety and well-being of our residents,
team members and clients. In addition, as of July 31, 2021, the
120 communities that we will continue to manage for DHC have
regained 140 basis points of occupancy from pandemic lows to 73.8%.
We are building momentum toward a sustained recovery by welcoming
new residents and clients to our communities and clinics and
embracing the return to our full resident, client and team member
experience."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1159281/000115928121000067/fve-20210630.htm
About Five Star Senior Living
Headquartered in Newton, Massachusetts, Five Star Senior Living
Inc. -- http://www.fivestarseniorliving.com-- is a senior living
and rehabilitation and wellness services company. As of March 31,
2021, FVE operated 252 senior living communities (29,265 living
units) located in 31 states, including 228 communities (26,963
living units) that it managed and 24 communities (2,302 living
units) that it owned or leased. FVE operates independent living,
assisted living, and memory care communities, continuing care
retirement communities and skilled nursing facilities.
Additionally, FVE's rehabilitation and wellness services segment
includes Ageility Physical Therapy SolutionsTM, or Ageility, a
division of FVE, which provides rehabilitation and wellness
services within FVE communities as well as to external customers.
As of March 31, 2021, Ageility operated 215 outpatient
rehabilitation clinics and 37 inpatient rehabilitation clinics in
28 states. FVE is headquartered in Newton, Massachusetts.
Five Star reported net loss of $7.59 million for the year ended
Dec. 31, 2020, compared to a net loss of $20 for the year ended
Dec. 31, 2019. As of March 31, 2021, the Company had $471.13
million in total assets, $179.07 million in total current
liabilities, $78.44 million in total long-term liabilities, and
$213.63 million in total shareholders' equity.
GIRARDI & KEESE: To Receive Sovereign Towers Settlement Legal Fees
------------------------------------------------------------------
The Hollywood Land Development Company Chairman and CEO Mr.
Nicholas Phipps White, on Aug. 9 announced legal fees to Girardi &
Keese from the Sovereign Towers settlement of $27,829,774,612 with
the Department of Justice, will urgently assist Girardi & Keese
Bankruptcy Victims and a portion of the settlement will assist U.S.
law enforcement. The U.S. Bankruptcy Court Central District of
California's The Honorable Judge Barry Russell earlier this year
appointed Elissa D. Miller of Sulmeyer Kupetz of Los Angeles as the
Interim U.S. Trustee for the Girardi & Keese Bankruptcy Case
Number: 2:20-BK-21022.
"We are pleased to assist the Office of the U.S. Trustees in Los
Angeles, California to ensure that The Department of Justice
immediately meets its obligation from our past due $27.8
billion-dollar settlement which was negotiated on behalf of the
United States government by lead Counsel, Mr. Thomas V. Girardi of
Girardi & Keese and former Deputy Attorney General, Mr. Rod J.
Rosenstein of King & Spalding, Washington, DC -- making it the
largest settlement in U.S. history," said Mr. Nicholas Phipps White
the Pro-Se Claimant/Owner and the Chairman and CEO of the
privately-held, The Hollywood Land Development Company LLC and the
Developer of the Sovereign Towers project.
"The Department of Justice is aware that the legal fees from the
Sovereign Towers settlement will go a long way towards paying off
Girardi & Keese's debts to hundreds of victims, such as the
Indonesian Lion Air 737 MAX flight crash that killed 189 people.
Additionally, the settlement will allow The Hollywood Land
Development Company to fulfill their $370 million-dollar gift to
Palm Beach County Sheriff's Office in Florida to benefit the more
than 4,500 men and women of law enforcement," Mr. Nicholas Phipps
White added.
The executed Stipulation for Compromise Settlement and Release
Agreement from May 2020 in the amount $27,829,774,612 for
Administrative Claims (#164222575, #164222576, #164222577)
stipulates that Girardi & Keese and King & Spalding will each
receive $2,782,977,461 in legal fees respectively from the U.S.
government; and, $2,782,977,461 from the Pro-Se Claimant/Owner
which will be distributed by Mr. Nicholas Phipps White. The
Sovereign Towers settlement had been approved for the immediate
payment by the former Deputy Attorney General of the United States,
Rod J. Rosenstein, after being submitted on February 5, 2018 by
Chairman and CEO Mr. Nicholas Phipps White as the Pro-Se
Claimant/Owner. The Sovereign Towers settlement includes
$572,124,076 of interest income accrued, agreed late penalties, and
just compensation for The Hollywood Land Development Company's
Sovereign Tower I and Sovereign Tower II U.S. Gold Bullion.
The Department of Justice has confirmed that both U.S. President
Joseph R. Biden, Jr., and U.S. Attorney General Merrick B. Garland
are aware of the immediate past due obligation of $27,829,774,612
by the United States of America to the Claimant. The Claimant, Mr.
Nicholas Phipps White, has requested a written confirmation from
DOJ by August 13, 2021 for an August 20, 2021 delivery of the
Treasury check and the return of the company's Sovereign Towers
U.S. Gold Bullion to the U.S. Attorney's Offices of the Central
District of California from the U.S. Attorney's Offices in
Delaware, for just compensation.
The Sovereign Towers featured a planned Marriott-dual branded
Ritz-Carlton/St. Regis, 32-story, 800-room luxury hotel sold to the
Kingdom of Saudi Arabia's Public Investment Fund. Marriott
International's former CEO and President Mr. Arne Sorenson, an
American visionary responsible for a workforce of approximately
174,000 people and the architect of $13.6 billion dollar
Marriott-Starwood merger, passed away earlier this year on February
15, 2021.
The Claimant Mr. Nicholas Phipps White is the 100% percent Owner of
both the privately-held The Hollywood Land Development Company, LLC
and the Developer of the Sovereign Towers project. Mr. Nicholas
Phipps White is the great-great grandson of prominent
philanthropist, U.S. Senator Lawrence C. Phipps of Colorado,
Treasurer of Carnegie Steel, who architected U.S. Steel the first
billion-dollar company in the world and the nephew of Palm Beach
industrialist Henry Phipps Jr. of Palm Beach, Florida, who founded
Bessemer Trust. Mr. Nicholas Phipps White is also the grandson of
Brigadier General Nicholas E. Allen USAF, former Judge Advocate
General and the former Assistant Secretary of Commerce for
International Affairs for the United States of America.
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
GOGO INC: Incurs $69.3 Million Net Loss in Second Quarter
---------------------------------------------------------
Gogo Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $69.25
million on $82.38 million of total revenue for the three months
ended June 30, 2021, compared to a net loss of $85.98 million on
$54.63 million of total revenue for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $76.93 million on $156.24 million of total revenue compared
to a net loss of $170.76 million on $125.56 million of total
revenue for the same period during the prior year.
As of June 30, 2021, the Company had $352.04 million in total
assets, $929.32 million in total liabilities, and a total
stockholders' deficit of $577.28 million.
"Accelerating business aviation demand and our industry-leading
AVANCE platform drove Gogo's record results," said Oakleigh Thorne,
chairman and chief executive officer of Gogo. "We'll further
enhance the performance of AVANCE when we launch the Gogo 5G
network in 2022."
"Our increased guidance reflects Gogo's record equipment backlog
and growing AVANCE penetration," said Barry Rowan, Gogo's executive
vice president and chief financial officer. "Gogo is at an
exciting inflection point as we expect to achieve sustainable
positive net income beginning in the third quarter of 2021."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1537054/000156459021041278/gogo-10q_20210630.htm
About Gogo Inc.
Gogo Inc. -- http://www.gogoair.com-- is an inflight internet
company that provides broadband connectivity products and services
for aviation. It designs and sources innovative network solutions
that connect aircraft to the Internet, and develop software and
platforms that enable customizable solutions for and by its
aviation partners. Gogo's products and services are installed on
thousands of aircraft operated by the leading global commercial
airlines and thousands of private aircraft, including those of the
largest fractional ownership operators. Gogo is headquartered in
Chicago, IL, with additional facilities in Broomfield, CO, and
locations across the globe.
Gogo Inc. reported a net loss of $250.04 million for the year ended
Dec. 31, 2020, compared to a net loss of $146 million for the year
ended Dec. 31, 2019. As of March 31, 2021, the Company had $687.73
million in total assets, $1.32 billion in total liabilities, and a
total stockholders' deficit of $631.50 million.
GRAN TIERRA: Amends Bylaws to Change Meeting Quorum Requirement
---------------------------------------------------------------
The board of directors of Gran Tierra Energy Inc. approved an
amendment to the Company's bylaws, effective immediately as of the
date of the Board's approval. The Amendment reduces the quorum for
all meetings of stockholders (unless otherwise provided by
applicable law or the Company's certificate of incorporation) from
the presence, in person or by proxy, of a majority of the voting
power of the outstanding shares of stock entitled to vote to the
presence, in person or by proxy, of 33 and 1/3% of the voting power
of the outstanding shares of stock entitled to vote.
About Gran Tierra
Headquartered in Calgary, Alberta, Canada, Gran Tierra Energy Inc.
(www.grantierra.com), together with its subsidiaries, is an
independent international energy company focused on oil and natural
gas exploration and production. The Company is focused on its
existing portfolio of assets in Colombia and Ecuador and will
pursue new growth opportunities throughout Colombia and Latin
America, leveraging its financial strength. The Company's common
stock trades on the NYSE American, the Toronto Stock Exchange and
the London Stock Exchange under the ticker symbol GTE.
Gran Tierra reported a net and comprehensive loss of $777.97
million for the year ended Dec. 31, 2020. For the six months ended
June 30, 2021, the Company reported a net and comprehensive loss of
$55.05 million.
GRAN TIERRA: Posts $17.6 Million Net Loss in Second Quarter
-----------------------------------------------------------
Gran Tierra Energy Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net and
comprehensive loss of $17.63 million on $96.62 million of oil sales
for the three months ended June 30, 2021, compared to a net and
comprehensive loss of $370.65 million on $33.82 million of oil
sales for the three months ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
and comprehensive loss of $55.05 million on $192.12 million of oil
sales compared to a net and comprehensive loss of $622.28 million
on $119.90 million of oil sales for the same period a year ago.
As of June 30, 2021, the Company had $1.17 billion in total assets,
$145.02 million in total current liabilities, $826.32 million in
total long-term liabilities, and $203.20 million in total
shareholders' equity.
Gary Guidry, president and chief executive officer of Gran Tierra,
commented: "Despite the challenges with blockades during the
Quarter, we are very pleased that we have now safely and diligently
ramped operations back up throughout our Colombia portfolio.
Although the blockades temporarily impacted Gran Tierra's
production volumes, the stronger Brent oil price environment more
than offset the effect of lower production volumes, as demonstrated
by our higher oil sales and EBITDA1 figures. With production
restored, we expect Gran Tierra to generate second half 2021 free
cash flow of $100-120 million. With a constructive oil price
environment, a successful first half 2021 drilling program and the
expiry of our first half 2021 oil price hedges, we are very excited
about the second half of 2021 and all of 2022."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1273441/000127344121000022/gte-20210630.htm
About Gran Tierra
Headquartered in Calgary, Alberta, Canada, Gran Tierra Energy Inc.
(www.grantierra.com), together with its subsidiaries, is an
independent international energy company focused on oil and natural
gas exploration and production. The Company is focused on its
existing portfolio of assets in Colombia and Ecuador and will
pursue new growth opportunities throughout Colombia and Latin
America, leveraging its financial strength. The Company's common
stock trades on the NYSE American, the Toronto Stock Exchange and
the London Stock Exchange under the ticker symbol GTE.
Gran Tierra reported a net and comprehensive loss of $777.97
million for the year ended Dec. 31, 2020. As of March 31, 2021,
the Company had total assets of $1.17 billion, total current
liabilities of $127.46 million, total long-term liabilities of
$827.12 million and total shareholders' equity of $220.19
million. .
HANKS TOWING: Has Until August 23 to File Plan & Disclosures
------------------------------------------------------------
Judge James J. Robinson has entered an order within which the
deadline for debtor Hanks Towing, Inc. to file Plan and Disclosure
Statement is extended to August 23, 2021.
A copy of the order dated August 3, 2021, is available at
https://bit.ly/3isqlq4 from PacerMonitor.com at no charge.
About Hanks Towing
Hanks Towing Inc. filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
21-40072) on Jan. 25, 2021. Daniel Eanes, president, signed the
petition. Harry P. Long, Esq., at the Law Offices of Harry P. Long,
LLC serves as the Debtor's legal counsel.
HI TORK POWER: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
Hi Tork Power, Inc. asks the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, for authority to use cash
collateral.
The emergency relief is requested by August 12, 2021. The Debtor
depends on the use of cash collateral for payroll and general
operating expenses. Revenue is generated through the Debtor's power
generation and supply business.
The Debtor produces revenue from its power generation and supply
business. Moreover, the revenue will be deposited by the Debtor in
its DIP operating account pending entry of an order allowing use of
cash collateral or consent by lien holders.
A search in the Texas Secretary of State shows that allegedly
secured positions are held by S and P Financial Services, Inc.; MME
Capital, LLC; Western Alliance Bank and Global Financial and
Leasing Services, LLC; SPG Advance, LLC; The Fundworks, LLC; Alpha
Capital Source; GFY Cap LLC; Fundbox; and the U.S. Small Business
Administration.
The UCC financing statements filed by S&P Financial Services, Inc.
and Global Financial& Leasing Services, LLC secure a 1994 Hyster
H155XL and a 1997 Hyster H360XL, respectively.
There is one financing statement filed by an unknown creditor.
Corporation Service Company filed a financing statement designated
by filing number 19-0047814519 as a representative for an unknown
creditor. Counsel for the debtor contacted Corporation Service
Company and was unable to obtain the name of the creditor.
The Debtor produces revenue from its power generation and supply
business. Moreover, such revenue will be deposited by Debtor in its
DIP operating account pending entry of an order allowing use of
cash collateral or consent by lien holders.
A copy of the motion is available at https://bit.ly/3AnFI97 from
PacerMonitor.com.
About Hi Tork Power, Inc.
Hi Tork Power, Inc. is in the power generation and supply business
in Houston, Texas. The Debtor sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-32660) on
August 5, 2021. In the petition signed by Jorge Tijerina,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Robert Chamless Lane, Esq., at the Lane Law Firm is the Debtor's
counsel.
HOSPEDERIA VILLA: Seeks Cash Collateral Access
----------------------------------------------
Hospederia Villa Verde, Inc. asks the U.S. Bankruptcy Court for the
District of Puerto Rico for entry of an order extending its
authority to use cash collateral on an interim basis and provide
adequate protection.
The Court approved the Stipulation for Interim Use of Cash
Collateral, Adequate Protection and Reservation of Rights filed by
the Debtor and secured creditor, YAJAD 77, LLC. Pursuant to the
terms and conditions of the Stipulation, the Secured Creditor
consented to the use of its Cash Collateral commencing on the
Petition Date until July 31, 2021. The Stipulation provides that
the Parties may extend the use of the Cash Collateral if they are
able to reach a written agreement.
The Debtor and YAJAD continue to negotiate the treatment of YAJAD's
claim under the reorganization plan.
The parties assert that they have negotiated and agreed to a
further extension of the Stipulation until August 31 pursuant to
the same terms and conditions of the approved Stipulation. They
also agree to these terms:
a. Ratification of Stipulation: The Stipulation, as approved
by the Honorable Court, is incorporated by reference and the Debtor
ratifies all of the representations, agreements, stipulations and
releases in the Stipulation.
b. Use of Cash Collateral. Subject to the terms and conditions
of the Stipulation, the Secured Creditor consents to the use of its
Cash Collateral until August 31.
c. Adequate Protection. Upon the extension of the Stipulation
for one month, the Debtor will provide the Secured Creditor with an
adequate protection payment in the amount of $5,000, which will be
due and payable on the 1st day of August 2021.
d. Reporting Requirements. The reporting requirements in the
Amended Stipulation will continue in full force and effect.
A copy of the motion is available at https://bit.ly/3ivNyra from
PacerMonitor.com.
About Hospederia Villa Verde
Hospederia Villa Verde, Inc., owner and operator of the Villa Verde
Inn, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case No. 21-01015) on March 31, 2021, listing
$500,001 to $1 million in both assets and liabilities.
Harold A. Frye Maldonado, Esq., at Frye Maldonado Law Office,
serves as the Debtor's legal counsel.
YAJAD 77, LLC, as secured creditor, is represented by Hermann D.
Bauer, Esq. and Gabriel A. Miranda Rivera, Esq. at O'Neill and
Borges LLC.
I MORALES TIRE: Plan of Reorganization Confirmed by Judge
---------------------------------------------------------
Judge Mildred Caban Flores has entered an order approving the
Disclosure Statement and confirming the Plan of Reorganization of I
Morales Tire Corp.
The Plan of Reorganization under Chapter 11 Subsection V of the
Bankruptcy Code filed by the debtor on May 3, 2021, having been
transmitted to creditors and equity security holders.
It having been determined after hearing on notice that the plan
satisfies the relevant provisions of 11 U.S.C. Sec. 1129(a) and, as
a result, is a consensual Subchapter V plan under Sec. 1191(a).
A copy of the order dated August 5, 2021, is available at
https://bit.ly/3jyc4as from PacerMonitor.com at no charge.
Counsel for the Debtors:
Javier Vilarino
VILARINO & ASSOCIATES LLC
P.O. BOX 9022515
San Juan, PR 00902-2515
Tel. 787-565-9894
E-mail: jvilarino@vilarinolaw.com
About I. Morales Tire Corp.
Aguas Buenas, P.R.-based I. Morales Tire Corp. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D.P.R. Case No. 21-00311) on Feb. 3, 2021, listing $100,001 to
$500,000 in both assets and liabilities. Isarael Morales Nieves
also sought bankruptcy protection (Case No. 21-00305). Judge
Mildred Caban Flores oversees the cases. Vilarino & Associates,
LLC, serves as the Debtor's legal counsel.
INTEGRATED GLOBAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Integrated Global Concepts Medical Group, Inc.
d/b/a Integrated Global Concepts Medical Group
800 Rose Avenue
Long Beach, CA 90813
Chapter 11 Petition Date: August 9, 2021
Court: United States Bankruptcy Court
Central District of California
Case No.: 21-16329
Judge: Hon. Sandra R. Klein
Debtor's Counsel: Vanessa M. Haberbush, Esq.
HABERBUSH, LLP
444 West Ocean Boulevard
Suite 1400
Long Beach, CA 90802
Tel: (562) 435-3456
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Brenner as president and CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BS66VNI/Integrated_Global_Concepts_Medical__cacbke-21-16329__0001.0.pdf?mcid=tGE4TAMA
J. HUNTER: Gets OK to Hire Victor W. Dahar as Legal Counsel
-----------------------------------------------------------
J. Hunter Properties, LLC received approval from the U.S.
Bankruptcy Court for the District of New Hampshire to employ Victor
W. Dahar, P.A. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. assisting in the preparation and review of bankruptcy
schedules and monthly operating reports;
b. preparing a Chapter 11 plan and disclosure statement;
c. preparing objections to motions for relief and
post-petition financing issues;
d. preparing objections to motions and pending issues as they
arise;
e. representing turnover, preference actions and other
avoidance or subordination actions;
f. representing the Debtor in litigation;
g. negotiating with creditors or creditors' committee, if any;
and
h. representing the Debtor in all other matters related to its
bankruptcy case.
Eleanor Wm. Dahar, Esq., at Victor W. Dahar, disclosed in a court
filing that her firm is disinterested within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Eleanor Wm. Dahar, Esq.
Victor W. Dahar, P.A.
20 Merrimack Street
Manchester, NH 03101
Phone: (603) 622-6595
Fax: (603) 647-8054
Email: vdaharpa@att.net
About J. Hunter Properties
J. Hunter Properties, LLC is a New Hampshire company that buys,
owns and holds real estate in New Hampshire and Massachusetts, with
its principal business office at 314 Lafayette Road, Suite 3,
Hampton, N.H. Jessica Lapa is the Debtor's manager.
J. Hunter Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.H. Case No. 21-10429) on July 15,
2021. In its petition, the Debtor disclosed as much as $10 million
in both assets and liabilities. Judge Bruce A. Harwood oversees
the case. Eleanor Wm. Dahar, Esq., at Victor W. Dahar Professional
Association, is the Debtor's legal counsel.
JEFFERSON CAPITAL: Fitch Assigns Final 'BB-' IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has assigned Jefferson Capital Holdings, LLC a final
Long-Term Issuer Default Rating (IDR) of 'BB-'. The Rating Outlook
is Stable. In addition, Fitch has assigned a 'BB-' final rating to
Jefferson's $300 million 6% senior unsecured notes due 2026.
Proceeds will be used to partially repay existing borrowings, and
to fund a distribution to shareholders.
The assignment of the final ratings follows the receipt of
documents conforming to information already received by Fitch. The
final ratings are the same as the expected ratings assigned to the
IDRs and senior unsecured debt on July 26, 2021.
KEY RATING DRIVERS
IDRS AND SENIOR DEBT
Jefferson's final ratings reflect its growing franchise within the
debt purchasing sector, where it benefits from a recognized market
position in the U.S., a leading franchise in Canada and a presence
in the UK; its diversification across secured and unsecured asset
classes and business lines; and a relatively consistent operating
history through predecessor entities over several business cycles.
The final ratings also reflect Jefferson's conservative leverage
profile, limited near-term refinancing risk and achieved
profitability and efficiency gains.
Ratings are constrained by limited scale in an industry dominated
by larger peers, a monoline business model primarily servicing
charged off debt, largely secured funding profile and need to
access financing to grow receivables to support earnings growth,
and history of acquisitions, which presents execution risks.
Additional constraints include potential regulatory scrutiny
associated with the consumer collections businesses, the company's
reliance on internal modelling for portfolio valuations and
associated metrics such as estimated remaining collections (ERCs)
and its private equity ownership, which can yield uncertainty
around strategic and financial targets, including the potential for
increased distributions.
In 1Q21, Jefferson reported pre-tax income of $10.3 million,
reflecting strong cash collections performance, which was up 56%
yoy on a consolidated basis, driven partially by the acquisition of
Canaccede Financial Group, which closed on Feb. 29, 2020. There has
been minimal negative impact from the coronavirus pandemic on
collections to date, with collections in the U.S. running above the
company's expectations due to better-than-expected consumer credit
and liquidity and the inclination of many consumer borrowers to pay
down debt. In Fitch's view, some repayment risk remains with
respect to those consumers whose incomes have been adversely
impacted by the economic disruption as well as from negative
impacts related to the expiry of stimulus, forbearance, and other
supportive measures.
Reported adjusted EBITDA was $321.4 billion for the TTM ended 1Q21;
up 12% from reported fiscal 2020 adjusted EBITDA. The adjusted
EBITDA margin as a proportion of revenues (gross of portfolio
amortization) was strong at 65%, for the TTM, and has been
gradually improving in recent years as the company has gained scale
and executed on efficiency initiatives. Fitch believes earnings and
the margin could be pressured as a result of normalization of
collections in the future; however, current profitability is strong
relative to 'bb' category benchmark ranges.
Potential near-term asset quality risk, as a result of slower
collections, is partially mitigated by the long-dated nature of the
portfolio investments, which are typically collected over a few
years, allowing for some absorption of collection delays within the
asset-life cycle, as well as the historically sound collection
multiples reported for these assets. Jefferson relies on internal
modeling and estimates for portfolio income and future recoveries.
These estimates impact profitability and leverage metrics and
contribute to an ESG relevance score of '4' for financial
transparency. Jefferson is yet to adopt CECL accounting, given the
later implementation requirement for private companies, and thus
accounts for portfolio income and impairments differently, which
has an asymmetrical impact on portfolio value adjustments, but also
allows Jefferson to defer some costs relative to its peers.
Fitch's primary leverage metric for debt purchasers is gross
debt-to-adjusted EBITDA (including adjustments for portfolio
amortization), consistent with the business model's asset-based
cash-generation characteristics. Jefferson's debt-to-adjusted
EBITDA ratio was 1.4x on a TTM 1Q21 basis, and has been improving
over the past few years from over 3.0x during 2017-2018. Pro forma
for the unsecured issuance, debt-to-adjusted EBITDA is estimated to
be 1.5x as of 1Q21, as proceeds were used largely to repay existing
debt. The company has a stated target to manage this ratio
at-or-below 2.5x, which is comparable to larger peers and
consistent with 'bb' category benchmarks.
Fitch also considers debt-to-tangible equity as a complimentary
leverage metric, which was 3.4x at 1Q21 and has been between
4.0x-5.0x in recent years. Pro forma for the unsecured issuance and
the planned shareholder distribution, debt-to-tangible equity is
estimated to increase to 4.7x, still within the historical range.
The tangible equity position is viewed favorably by Fitch,
particularly given weaker balance sheet capitalization at some
peers. Fitch notes that leverage could increase temporarily if
substantial portfolio acquisition opportunities materialize in
2021; however, under Fitch's base and stress case expectations
leverage is expected to remain within the targeted or historical
range.
Pro forma for the $300 million unsecured notes issuance Jefferson's
percentage of unsecured debt increased to be 63% of total debt,
representing a substantial shift from the company's fully secured
prior funding profile. The company is targeting an unsecured
funding mix in the 40%-50% range long term, which, compares
favorably with peers, and helps to incrementally diversify the
firm's funding profile, which remains less diverse than similarly
rated finance & leasing companies. The remaining funding includes a
secured revolving credit facility (RCF), which is subject to
borrowing base calculations based on ERCs and secured non-recourse
warehouse facilities.
The company recently renewed its secured RCF in May 2021 extending
the maturity to 2024 and there are no material near-term
refinancing requirements outside of amortization of the warehouse
facilities. Near-term liquidity consists primarily of balance sheet
cash, which amounted to $35.5 million at end-1Q21, and existing
headroom on the RCF, subject to borrowing base calculations.
However, debt purchasers have the option, over shorter periods, to
moderate their rate of investment in new NPLs and therefore
conserve liquidity.
Jefferson operates in regulated markets with a high level of
scrutiny on consumer disclosures, collection practices, data
privacy etc. In the U.S., the CFPB has promulgated new rules that
aims to govern collection and disclosure practices of the debt
collectors and enforce those standards. These have contributed to
an ESG relevance score of '4' for customer welfare - fair
messaging, privacy & data security.
The Stable Rating Outlook reflects Fitch's view that medium-term
risks stemming from the coronavirus pandemic, including from any
potential associated slowdown in debt-collection activities and/or
changes to estimated recoveries, is mitigated by the company's
conservative leverage and current profitability levels as well as
its ability to moderate portfolio purchases to offset slower
collections and maintain its liquidity profile. The Stable Rating
Outlook also assumes that any changes to Jefferson's collection
practices arising from new regulatory rules will have minimal
negative impact on the business model.
The rating on Jefferson's senior unsecured debt is equalized with
the Long-Term IDR, reflecting Fitch's expectation of average
recovery prospects given the negative impact from the presence of
significant secured funding in a priority position, offset by lower
overall leverage levels.
RATING SENSITIVITIES
IDRS AND SENIOR DEBT
Factors that could, individually or collectively, lead to negative
rating action/downgrade include:
-- Failure to maintain a diverse funding profile, including
expectations to maintain the unsecured funding component in
the 40%-50% range;
-- A sustained reduction in earnings generation, particularly if
it leads to a weakening in key debt service ratios or other
financial efficiency metrics;
-- A sustained increase in debt/adjusted EBITDA leverage ratio
above 2.5x or debt/tangible equity above 5x, whether resulting
from lack of EBITDA growth, an increase in acquisitions or
reductions of the tangible equity base;
-- A weakening in asset quality, as reflected in acquired debt
portfolios significantly underperforming anticipated returns
or repeated material write-downs in expected recoveries;
-- An adverse operational event or significant disruption in
business activities (for example arising from regulatory
intervention in key markets adversely impacting collection
activities), thereby undermining franchise strength and
business-model resilience.
Upward momentum in ratings in unlikely in the short-term but
factors that could, individually or collectively, lead to positive
rating action/upgrade over time include:
-- An increase in scale and franchise strength relative to peers
and demonstrated earning resilience through the current
economic cycle;
-- Further diversification of the funding profile and maintenance
of an unsecured debt funding mix at greater than 40% of total
debt;
-- Leverage maintained consistently below 2.0x through the cycle
on a debt/adjusted EBITDA basis and below 4x on a
debt/tangible equity basis.
Jefferson's senior unsecured debt rating is primarily sensitive to
changes in the group's Long-Term IDR and secondarily to the funding
mix and recovery prospects on the unsecured debt. A material
increase in the proportion of secured debt, from current levels,
which weakens recovery prospects for unsecured debtholders in a
stressed scenario could result in the unsecured debt rating being
notched down below the IDR.
ESG CONSIDERATIONS
Jefferson Capital Holdings LLC has an ESG Relevance Score of '4'
for Customer Welfare - Fair Messaging, Privacy & Data Security due
to the importance of fair collection practices and consumer
interactions and the regulatory focus on them, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors.
Jefferson Capital Holdings LLC has an ESG Relevance Score of '4'
for Financial Transparency due to the significance of internal
modelling to portfolio valuations and associated metrics such as
estimated remaining collections, which has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors. These are features of the debt purchasing sector as
a whole, and not specific to the company.
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.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
JIM'S DISPOSAL: Unsec. Creditors to Get 26% in Reorganization Plan
------------------------------------------------------------------
Substantively consolidated debtors Jim's Disposal Service, LLC
("JDS") and Byrdland Properties, LLC filed with the U.S. Bankruptcy
Court for the Western District of Missouri a Disclosure Statement
and Plan of Reorganization dated August 3, 2021.
JDS is a contributing sponsor of the Pension Plan, 29 U.S.C. Sec.
1301(a)(13), and Byrdland is a member of JDS's controlled group, 29
U.S.C. Sec. 1301(a)(14). The Pension Plan is covered by Title IV of
ERISA.
As a single-employer pension plan covered by Title IV of ERISA, the
Pension Plan may only be terminated through the following methods:
(1) a voluntary termination by the sponsor through the standard
termination procedure described in 29 U.S.C. Sec. 1341(b)
("Standard Termination"); (2) a voluntary termination by the
sponsor through the distress termination procedure described in 29
U.S.C. Sec. 1341(c) ("Distress Termination"); or (3) a
PBGC-initiated termination under 29 U.S.C. Sec. 1342
("PBGC-Initiated Termination").
To insure against unequal distributions in the event that the
Standard Termination is unsuccessful and the PBGC initiates a
Distress Termination (which will trigger an approximate $1,000,000
increase in Unsecured Claims), Debtor will segregate $50,000 in a
separate account until the Standard Termination is complete. That
sum would be to equal out distributions to the PBGC for payments
already made to the Class 7 General Unsecured Creditors.
On the Effective Date of the Plan, current management and ownership
will remain the same for Debtor, and Debtor will assume and
continue to own and operate the business and assets presently being
operated by Debtor. The Debtor will take all steps necessary to
protect their interest in their assets and to restore their value
through appropriate management of Debtor's operations.
The Class 3 Claim of TCF National Bank, which arises from Loan No.
001-0672021-500, shall be an Allowed Secured Claim in the
approximate amount of $298,042.18 and shall be secured by a first
priority security interest in the commercial vehicles corresponding
to TCF. TCF's Class 3 Claim shall be paid in full and shall accrue
interest at the contract rate of 6.50% per annum, amortized over
five years.
The Class 4 Claim of Wells Fargo Bank, which arises from loans
dated December 12, 2017 and December 28, 2017, shall be an Allowed
Secured Claim in the approximate amount of $150,000.00 and shall be
secured by a first-priority security interest in the commercial
vehicles. Wells Fargo's Class 4 Claim shall be paid in full and
shall accrue interest at the contract rate of 5.65% per annum,
amortized over five years.
The Class 5 Claim of Bank of Weston, which arises from loans dated:
July 20, 2018; November 30, 2018; December 7, 2018; March 21, 2019;
September 12, 2019; and December 26, 2019, shall be an Allowed
Secured Claim in the approximate amount of $200,000.00 and shall be
secured by a first-priority security interest in the commercial
vehicles. BOW's Class 5 Claim shall be paid in full and shall
accrue interest at the contract rate of 6.50% per annum, amortized
over five years.
The Class 6 Claim of Huntington Bank, which arises from a loan
dated June 29, 2018, shall be an Allowed Secured Claim in the
approximate amount of $22,707.45 and shall be secured by a first
priority security interest in certain commercial vehicles.
Huntington's Class 6 Claim shall be paid in full and shall accrue
interest at the contract rate of 5.99% per annum, amortized over
five years.
Class 7 consists of the Allowed Unsecured Claims of General
Unsecured Creditors not classified in any other class. Debtors
estimate that Class 7 claims equal approximately $4,818,251.68. If
the Standard Termination is successful, then there will only be
approximately $3,811,358.68 in general unsecured claims. Debtor
will pay $1,000,000 to Class 7 creditors, representing a return of
approximately 26% on their claims, as follows:
* $250,000 on the Starting Date;
* $125,000 on the first anniversary of the Effective Date;
* $150,000 on the second anniversary of the Effective Date;
* $150,000 on the third anniversary of the Effective Date;
* $150,000 on the fourth anniversary of the Effective Date;
and
* $175,000 on the fifth anniversary of the Effective Date.
Class 8 equity interests shall retain all of their equity ownership
in the Debtors. Both Debtors are wholly owned by Charles Byrd and
Eartha Byrd.
The Debtor will execute the Plan through a continuation of their
operations as contemplated under the Plan. The Debtor has made
great strides in selling assets, reducing costs, streamlining
operations, and increasing revenues. Additionally, the Debtor is
exploring adding and seeking additional contracts with the City of
Kansas City to further increase revenues.
A full-text copy of the Disclosure Statement dated August 3, 2021,
is available at https://bit.ly/2Vu1PMj from PacerMonitor.com at no
charge.
Counsel for Debtor:
Robert S. Baran, Esq.
Ryan E. Shaw (MO #57897)
CONROY BARAN
1316 Saint Louis Ave., 2nd FL
Kansas City, MO 64101
Phone: (816) 210-9680 / (816) 616-5009
Fax: (816) 817-6023
Email: rbaran@conroybaran.com
lpittman@conroybaran.com
rshaw@conroybaran.com
About Jim's Disposal Service
Jim's Disposal Service, LLC, a company that specializes in
residential waste solutions, filed a Chapter 11 petition (Bankr.
W.D. Mo. Case No. 20-40050) on Jan. 6, 2020. At the time of the
filing, the Debtor was estimated to have less than $50,000 in
assets and $1 million to $10 million in liabilities.
Judge Brian T. Fenimore oversees the case.
The Debtor tapped Mann Conroy, LLC as its legal counsel and Cochran
Head Vick & Co., P.A. as its accountant.
JOHN DAUGHERTY: Unsecureds to Get Share of Net Distributable Cash
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John Daugherty Real Estate, Inc. ("Debtor") and the Official
Committee of Unsecured Creditors (collectively, the "Plan
Proponents") submitted a Combined Plan of Liquidation and
Disclosure Statement (the "DS/Plan") dated August 5, 2021.
The Debtor is a Texas corporation formed on July 31, 1972, and
owned by John A. Daugherty, Jr., the sole shareholder and director.
The Debtor is and always has been owned 100% by John Daugherty.
At the time of the filing of its bankruptcy case, the Debtor, in
its capacity as a real estate broker, had an interest in a variety
of commissions and/or fees to be earned by virtue of real estate
purchases and sales. Specifically, the Debtor anticipated the
receipt of commissions and/or fees in the following specific
contexts: (1) sales yet to be closed for which the Debtor still
retained the listing agreement; and (2) sales yet to be closed and
which related to a listing agreement transferred to another real
estate broker (including Compass RE Texas, LLC) in return for a
percentage of the commission.
Subsequent to the filing of its bankruptcy petition, the Debtor
initiated the filing of the Elliman Lawsuit. Since that time, the
parties have reached a settlement of claims. This settlement was
presented to the Bankruptcy Court via a motion to compromise
claims, and the Bankruptcy Court approved the agreement. The order
approving the settlement is final as of July 28, 2021.
Since the filing of this bankruptcy case and especially in the
context of the filing of the Griffin Adversary, the Debtor and
Griffin have worked to resolve the dispute between the parties. The
Debtor and Griffin reached an agreement resolving their dispute.
The parties also agreed that the agreement reached by the parties
would be presented to the Bankruptcy Court in the context of the
Debtor's DS/Plan.
Terms of Settlement:
Griffin will have an allowed general unsecured claim in the amount
of $925,000. Griffin's claim will be classified as a general
unsecured claim; accordingly, Griffin's claim will be treated,
classified, and paid pro rata on an equal basis along with the
other holders of general unsecured Allowed Claims pursuant to the
terms of the DS/Plan. Additionally, the parties have agreed to
provide the other with a mutual release of claims.
Class 1 consists of Administrative Claims (Professional Fee Claims
and U.S. Trustee Quarterly Fees). The Administrative Claims shall
be paid in full out of Net Distributable Cash. To the extent an
Administrative Claim is allowed by the Court as of the Confirmation
Date, it shall be paid in full out of the Net Distributable Cash
within 14 days of the Effective Date. The Class 1 claims are
unimpaired.
Class 2 consists of All Other Administrative Claims. Allowed Class
2 Administrative Claims shall be paid in full from Net
Distributable Cash within 30 days of the Effective Date, or as soon
thereafter as such claims are allowed by Final Order. The Class 2
claims are unimpaired.
Class 3 consists of consists of all Allowed priority tax claims.
The Holders of Allowed Class 3 Claims shall receive pro rata share
of distributions of the remaining Net Distributable Cash, after
payment in full of Allowed Class 1, and Class 2 Claims, until the
earlier of (i) when the Allowed Class 3 Claims are paid in full,
with interest at the statutory rate, or (ii) the Net Distributable
Cash is fully depleted. The Class 3 claims are unimpaired.
Class 4 consists of the Allowed Claims of General Unsecured
Creditors. The Holders of Allowed Class 4 Claims shall receive pro
rata share of distributions of the remaining Net Distributable
Cash, after payment in full of Allowed Class 1, Allowed Class 2,
Allowed Class 3 Claims, until the earlier of (i) when the Allowed
Class 4 Claims are paid in full, without interest (or with 5%
interest if there is sufficient Net Distributable Cash for 100%
payout to holders of Allowed Class 4 Claims), or (ii) the Net
Distributable Cash is fully depleted. The Class 4 Claims are
impaired.
Class 5 consists of Prosperity Bank who has asserted a Claim in the
amount of $2,760,270.58. The Allowed Class 5 Claim shall be treated
as follows: Before being entitled to any distribution under the
Plan, the holder of any Allowed Class 5 Claim first must look to
(i) collateral not owned by the bankruptcy estate, and (ii) any
obligor who is not the Debtor. Only after exhaustion of, and credit
to, Debtor for (i) and (ii) shall the holder of an Allowed Class 5
Claim be entitled to any distribution under the Plan ("Net
Remainder Claim"), at which point such Net Remainder Claim shall be
a Class 4 Claim. The Class 5 claims are impaired.
Class 6 consists of the Allowed Interests in the Debtor. The Holder
of Allowed Class 6 Equity Interests shall receive no distribution
under the Plan on account of said Interests until Allowed Class 1,
Class 2, Class 3, Class 4, and Class 5 Claims are paid as provided
under the terms of this Plan. The Class 6 Interests are impaired.
Within 60 days of the Effective Date, the Liquidating Trust shall
seek to sell or auction the Remaining Assets free and clear of all
liens, claims and encumbrances (to the extent certain of the
Remaining Assets are of a nature that can be sold). Upon the sale
of the Remaining Assets, all holders of Liens, if any, on the
Remaining Assets shall release their respective Liens upon the
Property, and such holders shall execute any instruments reasonably
requested to confirm and/or effectuate such release. Liens shall
attach to the Proceeds in the same priority as they previously
attached to the asset. The net Proceeds received from the sale of
the Remaining Assets shall be utilized to fund the payments
contemplated under the Plan.
The source of funds to achieve consummation of and carry out the
Plan shall be (i) Proceeds from the Elliman Settlement; (ii)
Debtor's Cash; (iii) collection from John Daugherty promissory
notes (secured by deeds of trust on non-debtor real estate); (iv)
proceeds received in connection with the Remaining Assets; and (v)
recoveries, if any, from pursuit of Reserved Litigation Claims.
A full-text copy of the Disclosure Statement dated August 5, 2021,
is available at https://bit.ly/3Cmtn78 from PacerMonitor.com at no
charge.
General Counsel for John Daugherty Real Estate:
Ronald J. Sommers
Heather R. Potts
NATHAN SOMMERS JACOBS
2800 Post Oak Blvd. 61st Floor
Houston, TX 77056
Tel: (713) 960-0303
Fax: (713) 892-4800
E-mail: rsommers@nathansommers.com
hpotts@nathansommers.com
Attorneys for the Official Committee of Unsecured Creditors:
HASELDEN FARROW PLLC
Melissa Haselden
State Bar No. 00794778
700 Milam, Suite 1300
Pennzoil Place
Houston, Texas 77002
Telephone: (832) 819-1149
Facsimile: (866) 405-6038
mhaselden@haseldenfarrow.com
About John Daugherty Real Estate
John Daugherty Real Estate, Inc. -- https://www.johndaugherty.com/
-- is a licensed real estate broker in Houston, Texas. It sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Case No. 20-31293) on February 27, 2020. The petition was
signed by John A. Daugherty, Jr., its chief executive officer. At
the time of the filing, the Debtor was estimated to have assets of
between $1 million and $10 million and liabilities of the same
range.
Hon. Christopher M. Lopez oversees the case.
The Debtor hired Nathan Sommers Jacobs, a professional corporation,
as its counsel.
KADMON HOLDINGS: Incurs $30.3 Million Net Loss in Second Quarter
----------------------------------------------------------------
Kadmon Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $30.34 million on $197,000 of total revenue for the three months
ended June 30, 2021, compared to a net loss of $27.15 million on
$448,000 of total revenue for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $58.72 million on $761,000 of total revenue compared to a
net loss of $56.45 million on $7.18 million of total revenue for
the same period a year ago.
As of June 30, 2021, the Company had $310.28 million in total
assets, $276.83 million in total liabilities, and $33.46 million in
total stockholders' equity.
Loss from operations for the three and six months ended June 30,
2021 was $32.0 million and $59.4 million, respectively, compared to
$26.9 million and $43.0 million for the same period in 2020. The
six months ended June 30, 2020 included $6.0 million in one-time
license revenues related to the Meiji strategic partnership.
The $5.6 million and $11.2 million increase in operating expenses
for the three and six months ended June 30, 2021, respectively, as
compared to 2020 was primarily related to belumosudil commercial
launch readiness activities, non-cash stock compensation expenses
and direct external research and development costs of developing
our preclinical product candidates from the Company's
immuno-oncology platform.
At June 30, 2021, the Company's cash, cash equivalents and
marketable debt securities totaled $270.5 million, compared to
$123.9 million at Dec. 31, 2020. The Company expects its current
financial position to be sufficient to fund its operations and
capital expenditures into 2023.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1557142/000155714221000070/kdmn-20210630x10q.htm
About Kadmon Holdings
Based in New York, Kadmon Holdings, Inc. -- http://www.kadmon.com
-- is a clinical-stage biopharmaceutical company that discovers,
develops and delivers transformative therapies for unmet medical
needs. The Company's clinical pipeline includes treatments for
immune and fibrotic diseases as well as immuno-oncology therapies.
Kadmon reported a net loss attributable to common stockholders of
$111.03 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to common stockholders of $63.43 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$335.11 million in total assets, $275.90 million in total
liabilities, and $59.20 million in total stockholders' equity.
KATERRA INC: Volumetric Invites Former Employees to Apply
---------------------------------------------------------
On August 4, 2021, Volumetric Building Companies (VBC), announced
that the company has received approval from the United States
Bankruptcy Court for the Southern District of Texas (Houston
Division) to purchase Katerra, Inc. assets, including the lease and
tenant improvement of their state-of-the-art manufacturing facility
and offices in Tracy, CA. Katerra filed for bankruptcy protection
on June 6, 2021 and the transaction is part of a court supervised
sale of its assets.
The 577,000 square foot Tracy, CA factory, which opened in 2019, is
a highly automated production facility designed for the
manufacturing of building components, including wall panels, floor
systems, roof trusses, windows, cabinets and countertops. The newly
built offices and showrooms include 50,000 square feet of custom
fit-out and furnishings, conference rooms, model display areas and
office suites.
"With the continued growth and success of VBC, we were exploring
options to expand our manufacturing footprint and industry
influence," said Vaughan Buckley, Chief Executive Officer of VBC.
"Katerra's Tracy location provides an exceptional opportunity to
bring our hands-on construction and manufacturing expertise to a
state-of-the-art facility and build our presence on the West Coast.
We look forward to moving quickly to allow displaced staff members
to return to work, restart production and support the needs of a
very robust construction environment."
VBC is encouraging former Katerra employees to apply to work at the
Tracy location as it reopens and begins production by visiting
https://www.vbc.co/tracy/. VBC is looking to begin manufacturing of
windows, cabinetry, countertops, trusses & panelized building
components in 60 – 90 days and has plans to produce modular
housing components in 2022.
"Katerra's bankruptcy and the shutdown of the Tracy location
significantly impacted its employees as well as a wide range of
customers," added Buckley. "We are hopeful that we can provide jobs
to many of those employees and help address the needs of those
customers. We well understand the current state of play in the
construction sector and our goal is to provide great products,
superior service and customized solutions for the vibrant
California and western U.S. markets."
About VBC
Volumetric Building Companies is a volumetric modular business
headquartered in Philadelphia, PA that is building the future of
housing by integrating technology, architecture, logistics,
manufacturing and construction into a single offering to produce
multifamily housing solutions in less time at a greater return.
About Katerra Inc.
Based in Menlo Park, Calif., Katerra Inc. is a Japanese-funded,
American technology-driven offsite construction company. Katerra
was founded in 2015 by Michael Marks, former chief executive
officer of Flextronics and former Tesla interim CEO, along with
Fritz Wolff, the executive chairman of The Wolff Co. It offers
technology-driven design, manufacturing, and assembly solution for
bathroom pods, door and window, furniture, and modular utility
systems.
Katerra and its affiliates sought Chapter 11 protection (Bankr.
S.D. Texas Lead Case No. 21-31861) on June 6, 2021. In its
petition, Katerra disclosed assets of between $500 million and $1
billion and liabilities of between $1 billion and $10 billion.
Judge David R. Jones oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as
bankruptcy counsel; Houlihan Lokey Capital, Inc. as investment
banker; Alvarez & Marsal North America, LLC as financial and
restructuring advisor; and KPMG, LLP as tax consultant. Prime Clerk
LLC is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on June 22,
2021. The Committee is represented by Fox Rothschild, LLP.
Weil, Gotshal & Manges LLP is counsel for SB Investment Advisers
(UK) Limited, DIP Lender.
KOPIN CORPORATION: Incurs $3.9 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Kopin Corporation filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $3.85
million on $9.91 million of total revenues for the three months
ended June 26, 2021, compared to a net loss of $1.14 million on
$8.81 million of total revenues for the three months ended June 27,
2020.
For the six months ended June 26, 2021, the Company reported a net
loss of $8.03 million on $21.58 million of total revenues compared
to a net loss of $4.80 million on $16.69 million of total revenues
for the six months ended June 27, 2020.
As of June 26, 2021, the Company had $57.82 million in total
assets, $16.08 million in total current liabilities, $277,846 in
noncurrent contract liabilities and asset retirement obligations,
$488,392 in operating lease liabilities (net of current portion),
$1.33 million in other long-term obligations, and $39.64 million in
total stockholders' equity.
At June 26, 2021 and Dec. 26, 2020, the Company had cash and cash
equivalents and marketable securities of $30.8 million and $20.7
million, respectively, and working capital of $33.9 million and
$22.6 million, respectively. The change in cash and cash
equivalents and marketable securities was primarily due to the sale
of 2.5 million shares of common stock for net proceeds of $16.3
million partially offset by capital expenditures of $0.7 million.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/771266/000149315221018729/form10-q.htm
About Kopin
Kopin Corporation -- http://www.kopin.com-- is a developer and
provider of innovative display and optical technologies sold as
critical components and subassemblies for military, industrial and
consumer products. Kopin's technology portfolio includes
ultra-small Active Matrix Liquid Crystal displays (AMLCD), Liquid
Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode
(OLED) displays, a variety of optics, and low-power ASICs.
Kopin reported a net loss of $4.53 million for the year ended Dec.
26, 2020, compared to a net loss of $29.37 million for the year
ended Dec. 28, 2019. As of Dec. 26, 2020, the Company had $47.55
million in total assets, $16.88 million in total current
liabilities, $276,409 in noncurrent contract liabilities and asset
retirement obligations, $821,306 in operating lease liabilities,
$1.27 million in other long-term liabilities, and $28.29 million in
total stockholders' equity.
L'INC D'ALINE: Seeks Cash Collateral Access
-------------------------------------------
L'Inc D'Aline Corporation asks the U.S. Bankruptcy Court for the
Central District of California, Santa Ana Division, for authority
to use the cash collateral of its secured creditors Ennerdale
Corporation Defined Benefit Plan & Trust, for the benefit of Alan
Reay; and Ennerdale Corporation 401K, for the benefit of Alan Reay;
DSXW Holdings, Inc.; Financial Pacific Leasing, Inc.; Tesoro
Refining & Marketing Company, LLC; and Lien Solutions.
The Debtor requires the use of cash collateral to pay the
reasonable expenses it incurs during the ordinary course of its
business including Ennerdale's loans, insurance, underground tax
payments, property taxes, and other necessary business expenses .
The Debtor is the owner of the real property located at 7470
Cerritos Avenue, Stanton, California 90680.
Secured Creditor Ennerdale Corporation Defined Benefit Plan &
Trust, for the benefit of Alan Reay; and Ennerdale Corporation
401K, for the benefit of Alan Reay, hold the first and second deeds
of trust on the Property for a total claim amount of $1,923,845.
On December 30, 2020, Poppy Bank, the original holder of the first
and second deeds of trust for the Property, assigned its interest
to Ennerdale pursuant to a Loan Purchase Agreement, dated as of
December 17, 2020.
The Property is further encumbered by property taxes owed to the
Orange County Treasurer and Tax Collector, and other lienholders
such DSXW Holdings, Inc., Vendor Services Center, Financial Pacific
Leasing, Inc., Tesoro Refining & Marketing Company, LLC, and Lien
Solutions. These secured claims, including Ennerdale's claims,
total to $3,369,462.23.
The Debtor's unsecured priority obligations consist of the
Franchise Tax Board with an estimated claim of $17,000. The
Debtor's unsecured non-priority claim consists of Southern
California Edison with an estimated claim of $17,000.
The Debtor filed for emergency Chapter 11 bankruptcy to stave off
Ennerdale's scheduled August 3, 2021 foreclosure sale of the
Property.
The Debtor believes its assets more than adequately protect
Ennerdale's $1,923,845.34 claim. While the Property is currently in
escrow with a sale price of $2.3 million, the Debtor remains open
to a loan modification with Ennerdale.
Nevertheless, the sale offers a full repayment of Ennerdale's
loans. The Debtor proposes that it use the cash collateral from the
income it generates from the Property to pay the allowed expenses
pursuant to the Debtor's budget, with a 15% variance.
The Debtor asserts that Ennerdale's interest is more than
adequately protected by the equity in the Debtor's Property. The
sale offers a full repayment of Ennerdale's loans.
Nevertheless, the Debtor proposes to make adequate protection
payments to Ennerdale's loans that are equivalent to the monthly
payments it would be required to make. The Debtor proposes an
adequate protection payment of $9,041 for Ennerdale's first loan,
and $6,268 for Ennerdale's second loan for a total monthly sum of
$15,309. No adequate protection payment will be provided to any of
the other Secured Creditors as their claims are undervalued and
they will likely be treated as an unsecured creditor.
A copy of the motion and the Debtor's budget from August 2021 to
January 2022 is available at https://bit.ly/37q6m50 from
PacerMonitor.com.
The Debtor projects $21,300 in gross income and $21,069 in total
expenses.
About L'Inc D'Aline Corporation
L'Inc D'Aline Corporation owns a real property located at 7470
Cerritos Avenue, Stanton, California 90680. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
C.D. Cal. Case No. 21-11906) on August 3, 2021. In the petition
signed by Zaal John Haddadin, chief executive officer, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Scott C. Clarkson oversees the case.
Michael Jay Berger, Esq. at Law Offices of Michael Jay Berger, is
the Debtor's counsel.
LENDINGTREE INC: Moody's Assigns 'B2' CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned LendingTree, Inc. a B2 Corporate
Family Rating, B2-PD Probability of Default Rating and a Ba3 rating
to the senior secured credit facility (including a revolving credit
facility and term loan B). The outlook is stable.
Net proceeds from the term loan B are expected to be used to repay
the $170 million of existing convertible notes due 2022 and add
approximately $80 million in cash to the balance sheet when the
term loan funds in Q1 2022. The term loan is required to be funded
no later than June 1, 2022. Upon repayment of the convertible
notes, total debt will increase by $80 million and interest expense
will rise to approximately $14 million annually.
While leverage is currently very high at 13.2x as of Q2 2021
(including Moody's standard lease adjustments and the treatment of
stock compensation as an expense) due to the impact of the pandemic
on LendingTree's Consumer segment, Moody's expects operating
results will improve during the remainder of 2021 and 2022 with
leverage declining to about 7.5x by the end of 2022.
Moody's assigned LendingTree a Speculative Grade Liquidity (SGL)
rating of SGL-2 as a result of projected strong free cash flow
(FCF), a pro forma cash balance of $203 million, and an undrawn
$200 million revolving credit facility.
Assignments:
Issuer: LendingTree, Inc.
Probability of Default Rating, Assigned B2-PD
Speculative Grade Liquidity Rating, Assigned SGL-2
Corporate Family Rating, Assigned B2
Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD2)
Senior Secured Term Loan B, Assigned Ba3 (LGD2)
Outlook Actions:
Issuer: LendingTree, Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
The B2 CFR reflects LendingTree's very high leverage (13.2x as of
LTM 6/30/21) as well as Moody's expectation that leverage will
decrease substantially as the company's consumer segment recovers.
LendingTree's $63.4 million in stock-based compensation expense as
of LTM 6/30/21 increased its leverage ratio by about 6.5x. A
significant portion of costs are related to selling and marketing,
leading to low margins in the low to mid teen percentages prior to
the pandemic. While Moody's expects margins will improve over time,
they are likely to remain at relatively low levels. LendingTree's
consumer segment is expected to recover in the near term, but this
division is likely to remain sensitive to periods of economic
weakness. The home segment has benefited from strong mortgage
refinancing as interest rates decreased, but activity will likely
decline in a rising interest rate environment. LendingTree also
operates in a highly competitive environment and will need to adapt
to existing and new competitive products on an ongoing basis.
LendingTree has also been very acquisitive historically and Moody's
expects the company will continue to evaluate acquisitions going
forward that have the potential to increase leverage and
integration risk.
LendingTree benefits from its strong position in the financial
services marketplace sector with good brand recognition. The
company has a large and growing business diversified across 3
segments -- home (mortgage loans, mortgage refinancing, home equity
loans), consumer (credit cards, personal loans, small business
loans and other services) and insurance (auto, home, health and
Medicare). The diversified offerings are likely to provide a degree
of stability as LendingTree's services are impacted differently
during the economic cycle.
The Insurance segment will continue to demonstrate good growth,
although Moody's expects competition will continue to rise. Moody's
expects continued strong growth in financial technology as
consumers perform more traditional financial transactions online
and through mobile devices and benefit as financial service
providers compete for new customers. Results should also improve as
new investments in the insurance segment and the expansion of its
MyLendingTree platform take hold. While the MyLendingTree service
is a relatively small part of the company, Moody's expects it to
offer the potential to lower customer acquisition costs and provide
opportunities for additional growth with higher levels of customer
engagement.
A governance impact that Moody's considers is the expectation of a
relatively aggressive financial policy over time. LendingTree has
completed a number of acquisitions historically and Moody's expects
the company will continue to evaluate acquisitions going forward in
a highly competitive and dynamic industry. LendingTree is a
publicly traded company on the Nasdaq Stock Market LLC.
The stable outlook reflects Moody's expectation for a recovery in
the consumer segment and continued growth in the insurance
division. The home segment has experienced strong growth over the
last year, but Moody's projects growth will be more challenged
going forward and would be negatively impacted by an increase in
interest rates. Free cash flow will improve with FCF as a
percentage of debt increasing to the low to mid-teens in 2022.
Moody's projects leverage will decline to the 7.5x range by the end
of 2022, although leverage has the potential to improve further if
excess cash flow is used for debt repayment or to fund EBITDA
positive acquisitions.
LendingTree's SGL-2 rating reflects $203 million of cash on the
balance sheet and a new undrawn $200 million revolver due 2026 as
of Q2 2021. Moody's expects FCF to increase to over $100 million in
2021 and for the available cash balance to increase further in the
absence of additional acquisitions or equity friendly transactions.
While capex increased to $57 million as of LTM Q2 2021 due to the
construction of new office space, Moody's expects capex to decrease
to the $30 million range in 2022.
The term loan is covenant lite and the revolver is subject to a
Maximum First Lien Net Leverage of 2.5x when more than $20 million
is drawn. Moody's expects LendingTree will remain well within
compliance with the financial covenant.
As proposed, the new credit facility is expected to provide
flexibility that if utilized could negatively impact creditors
including: (i) the proposed terms provide LendingTree the ability
to issue incremental first lien debt equal to the greater of $116
million and 100% of Consolidated EBITDA (as defined by the credit
agreement) plus an unlimited amount of additional secured debt if
the First Lien Net Leverage Ratio does not exceed 3x. No portion of
the incremental may be incurred with an earlier maturity than the
initial term loans. The credit agreement permits the transfer of
assets to unrestricted subsidiaries, up to the carve-out
capacities, subject to "blocker" provisions which provide that
material intellectual property shall not be transferred
unrestricted subsidiaries. Dividends or transfers resulting in
partial ownership of subsidiary guarantors could jeopardize
guarantees, subject to explicit protective provisions limiting such
guarantee releases for non-wholly owned subsidiaries. The credit
agreement provides some limitations on up-tiering transactions,
including a requirement that the consent of each lender shall be
required for any amendment permitting a transaction providing for
the subordination of any lender's right to payment or to the liens
securing the obligation.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
A ratings upgrade is unlikely over the near-term, however an
upgrade could occur if LendingTree's leverage decreased below 5x
with continued revenue growth and EBITDA margin expansion. A
financial policy consistent with a higher rating would also be
required in addition to a good liquidity position.
A ratings downgrade could occur if financial leverage was sustained
over 7x due to operating underperformance or a debt funded
leveraging transaction. A weak liquidity position or a FCF to debt
percentage ratio in the low single digits could also pressure the
ratings. A change in the mix of the debt structure (e.g., decrease
in the amount of convertible notes or an increase in secured debt)
could also lead to a downgrade of the secured credit facility
rating.
Structural considerations
Moody's Loss Given Default (LGD) methodology indicated a Ba2 rating
for the proposed senior secured credit facility, but a one notch
override to Ba3 was included due to the uncertainty over the mix of
the debt structure going forward. The convertible notes mature
ahead of the proposed term loan and have the potential to reduce
the cushion provided to the credit facility going forward. The
Probability of Default (PDR) rating is B2-PD and reflects the
expectation of a 50% recovery rate in the event of default.
LendingTree, Inc., headquartered in Charlotte, North Carolina,
operates a leading online marketplace platform connecting consumers
with financial services, including home, personal, small business
loans, insurance, credit cards as well as other services. Revenue
for the LTM period ended 6/30/2021 was approximately $985 million.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
LENDINGTREE INC: S&P Assigns 'B' Rating on New Sr. Secured Facility
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '1'
recovery rating to U.S.-based digital marketing services provider
and online lending marketplace LendingTree Inc.'s proposed senior
secured credit facility. The '1' recovery rating reflects its
expectation for very high recovery (90%-100%; rounded estimate:
95%) in the event of a payment default.
The stable outlook reflects S&P's expectation for LendingTree's S&P
Global Ratings-adjusted leverage to decline to 5x-6x from about 7x
as of June 30, 2021, and for free operating cash flow (FOCF) to
debt to remain around 10%-15% over the next 12 months.
S&P's 'B' rating on LendingTree reflects its participation in a
highly competitive and fragmented industry with low barriers to
entry, meaningful customer concentration, relatively small scale of
operations, and lower EBITDA margins compared to some peers. In
addition, it believes that the company's pay-for-performance
business model creates uncertainty in predicting future operating
performance. The company's solid cash flow metrics, favorable
industry tailwinds, and sticky client relationships help temper
these weaknesses.
LendingTree's pay-for-performance business model makes it
vulnerable to volatility in operating performance. LendingTree
serves as a digital marketplace and marketing services provider
connecting potential borrowers of various loan and other financial
products to lenders, who the company identifies as its network
partners. The company's revenue model typically consists of a
pay-for-performance structure (for example, cost per lead) where it
takes responsibility to attract and deliver leads to its network
partners with the expectation that the leads convert into sales,
insurance products, and loan closings. The pay-for-performance
nature of customer contracts poses operating uncertainty as it
makes LendingTree vulnerable to earnings volatility resulting from
the level of competition, pricing for traffic acquisition onto its
platform, and quality of leads it delivers to its clients which can
affect its future pricing. In addition, the company's customer
relationships are not exclusive, and LendingTree's customers could
easily reallocate marketing dollars to competitors that offer a
compelling alternative.
Although the company was one of the early players in the lead
generation space and has spent a significant amount on building its
brand via TV advertisements over the years, we believe the brand
name provides only a modest benefit for the company versus its
competitors since a substantial majority of internet traffic to the
company's website is paid as opposed to organic. Further, the
company could over time reduce its reliance on paid traffic by
driving adoption of its My LendingTree app, although, S&P views
adoption of the app as a long-term play for the company, and do not
expect a large increase in organic traffic over the next 12
months.
LendingTree is subject to customer concentration risk. Lending tree
is exposed to customer concentration risk, in each of its business
segments among its largest partners. The top network partner in the
home, consumer, and insurance segments comprised 28%, 10%, and 42%
of segment revenue, respectively, in 2020. S&P views such
concentration as a risk to the company. A large reduction in
spending or the loss of business with any of these or other larger
network partners would likely have an adverse impact on company
profitability, if LendingTree is unable to replace the lost
revenue. Although we note, relationships with the company's largest
customers has been sticky, and overall attrition rates are low
across each of the three segments.
The company is somewhat diversified among its financial product
offerings. The company targets a diverse group of customers for its
network partners across a wide spectrum of products including home
mortgages, credit cards, auto loans, personal loans, insurance
products and other financial offerings. Each of its three business
segments contributed between 28%-37% of revenues in 2020, which
helps provide diversification to the business. Each segment is
highly dependent upon favorable macroeconomic conditions, but
declines in one segment have the potential to be offset by gains in
another. This was seen in 2020 when the consumer segment's revenue
declined 51% due to lower demand for products such as credit cards
and personal loans, but the home and insurance segments grew
15%-17%, respectively, aided by low interest rates and a growing
client base.
LendingTree benefits from favorable industry growth prospects and a
variable cost structure. The company benefits from the ongoing
shift to digital customer acquisition from offline acquisition. As
more customers make their purchase decisions online, the company
has a larger pool of potential activations. S&P also believes the
performance marketing industry will benefit as organizations demand
increased accountability from its chief marketing officers and
improved marketing spending transparency and sales attribution.
Variable marketing spending costs are a key component of
LendingTree's cost base, equating to about 60% of total revenue.
LendingTree has the ability to flex its advertising spending either
up or down dependent upon market conditions and lender activity
which can somewhat offset margin volatility. However, the company's
remaining operating cost are more fixed. In 2020 when revenue
declined 18%, even though variable marketing costs as a percentage
of revenue stayed somewhat consistent, the company's general and
administrative costs remained elevated. This contributed to
adjusted EBITDA falling about 40%. Overall, the company's EBITDA
margins are in the low- to mid- teen area, which is comparable to
other digital marketing services companies but below that of
competitors, Red Ventures and Centerfield Partners. Adjusted
margins are higher for these two competitors given lower variable
and marketing expenditures as a percentage of revenue, derived from
organic search traffic to their multiple owned-and-operated (O&O)
websites.
S&P said, "We expect LendingTree's S&P Global Ratings-adjusted
leverage to reduce toward 5x-6x in 2021 and 2022 from about 7x as
of 12-months ended June 30, 2021. We expect leverage to reduce by
the end of 2021 given EBITDA improvements derived by growth in the
company's home and insurance business due to low mortgage rates and
an increasing client base, offset by a recovering albeit still well
below 2019 level consumer business. We expect the company to draw
the full balance of its $250 million term loan by June 2022 to
repay its $170 million senior unsecured convertible notes and for
other corporate and growth purposes. Incremental debt in 2022 will
somewhat offset EBITDA gains over the next 12 to 24 months. Prior
to the pandemic, the company maintained net leverage in the 2x-3x
area, and we believe it is its goal to reduce net leverage back
toward similar levels.
"The company has an acquisitive growth strategy that could delay
deleveraging. The fragmented nature of the industry provides
LendingTree additional acquisition opportunities. We expect the
company would be willing to use a combination of cash on its
balance sheet and issue incremental debt to fund acquisitions in
the fragmented digital advertising and lead generation space.
Either, to expand into new verticals or bolster its position in
existing verticals. While our projections do not explicitly
incorporate future debt-funded acquisition spending, we believe
future acquisitions could pose integration risk.
"The stable outlook reflects our expectation that LendingTree will
exhibit steady operating performance with improving revenues and
EBITDA margins supporting S&P Global Ratings-adjusted leverage to
decline to 5x-6x from about 7x as of June 30, 2021, on a
rolling-12-month (RTM) basis and for the company to maintain FOCF
to debt of around 10%-15% over the next 12 months.
S&P could lower the rating if FOCF to debt falls below 5% and
leverage increases well above 6x on a sustained basis because:
-- Organic growth stalls due to a lack of new business partners or
an inability to increase or sustain wallet share with key clients;
or
-- Competition drives down profitability and EBITDA margins; or
-- The company makes debt-financed acquisitions or dividends.
Although unlikely over the next 12 months, S&P could raise the
rating if the company:
-- Meaningfully increases its scale and diversity of customers and
end markets as well as improves its EBITDA margins; and
-- Exhibits a track record of maintaining leverage below 4.5x.
LIMETREE BAY: DIP Lender Cuts Loan Commitment, Cites Default
------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal, reports that
Arena Investors LP told the Bankruptcy Court at a hearing Monday it
would offer Limetree Bay Refining LLC only a portion of the loan
package it had previously agreed to.
This drew a rebuke from the judge overseeing the Chapter 11 case,
according to the report. The judge said he feels "misled" about
its bankruptcy financing, WSJ reports.
Limetree appeared in court Monday to seek approval of a $19.5
million emergency loan, the balance of the financing Arena had
offered last month. However, Arena only offered $10 million,
citing an alleged decline in collateral, the report says.
Jason Brookner -- JBROOKNER@GRAYREED.COM -- of Gray Reed,
representing 405 Sentinel LLC, as administrative agent for the DIP
lenders, advised the Debtors' counsel in a letter dated August 9
that certain Events of Default (as defined in the DIP Credit
Agreement) and Termination Events (as defined in the Interim DIP
Order) have occurred and are continuing.
These Events of Default and Termination Events include, but are not
limited to:
-- The Debtors have failed to provide timely budget variance
reporting pursuant to paragraph 3(b) of the Interim DIP Order and
pursuant to section 6.01(o) of the DIP Credit Agreement, and an
immediate Event of Default has arisen under section 7.01(c) of the
DIP Credit Agreement as a result of the breach of such section
6.01(o); and
-- The Debtors have failed to comply with certain Milestones
(as defined in the Interim DIP Order) as set forth in paragraph
9(g)(i) and (ii) of the Interim DIP Order, by (A) failing to
prepare a contingency plan for the wind-down of the Debtors'
operations and (B) failing to prepare a 13-week budget, in each
case in a form and substance reasonably acceptable to the
Prepetition Secured Parties by July 28, 2021.
"As a result of the foregoing, the Agent, on behalf of the Lenders,
has the right to declare a Termination Event (as defined in
paragraph 15 of the Interim DIP Order), terminate the Commitment
(as defined in the DIP Credit Agreement), and exercise any and all
rights and remedies as provided for under the DIP Credit Agreement
and the Interim DIP Order," Brookner says. "In addition, this
letter is to notify the Debtors that, as evidenced by valuation
information provided by the Debtors to Agent after the Petition
Date (as defined in the DIP Credit Agreement), a Material Adverse
Effect (as defined in the DIP Credit Agreement) has arisen as a
result of the precipitous decline in the value of the collateral
securing the Debtors' obligations under the DIP Credit Agreement.
As a result, the representation and warranty set forth in section
5.01(w) of the DIP Credit Agreement cannot be provided to Agent and
Lenders on any future Funding Date (as defined in the DIP Credit
Agreement)."
"Please note this letter is not a Termination Notice (as defined in
paragraph 17(a) of the Interim DIP Order)."
"Agent and Lenders hereby expressly reserve any and all rights,
remedies and privileges under the Interim DIP Order, the DIP Credit
Agreement, and the Loan Documents (as defined in the DIP Credit
Agreement), and at law and in equity."
About Limetree Bay Refining
Limetree Bay Energy is a large-scale energy complex strategically
located in St. Croix, U.S. Virgin Islands. The complex consists of
Limetree Bay Refining, a refinery with peak processing capacity of
650 thousand barrels of petroleum feedstock per day, and Limetree
Bay Terminal, a 34-million-barrel crude and petroleum products
storage and marine terminal facility serving the refinery and
third-party customers.
Limetree Bay Refining, LLC, restarted operations in February 2021,
and is capable of processing around 200,000 barrels per day. Key
restart work at the site began in 2018, including the 62,000
barrels per day modern, delayed Coker unit, extensive
desulfurization capacity, and a reformer unit to produce clean,
low-sulfur transportation fuels. The restart project provided much
needed economic development in the U.S.V.I. and created more than
4,000 construction jobs at its peak.
Limetree Bay Refining, LLC and its affiliates sought Chapter 11
protection on July 12, 2021. The lead case is In re Limetree Bay
Services, LLC (Bankr. S.D. Tex. Case No. 21-32351).
Limetree Bay Terminals, LLC did not file for bankruptcy.
In the petitions signed by Mark Shapiro, chief restructuring
officer, Limetree Bay Services disclosed up to $10 million in
assets and up to $50,000 in liabilities. Limetree Bay Refining,
LLC, estimated up to $10 billion in assets and up to $1 billion in
liabilities.
Baker Hostetler is acting as legal counsel for the Company and B.
Riley Financial Inc. has been retained as restructuring advisor.
BMC Group, Inc. serves as their claims, noticing and administrative
agent.
405 Sentinel, LLC, serves as administrative and collateral agent
for the DIP Lenders. It is represented by Gray Reed.
LIMETREE BAY: Jones Walker Represents Total Safety, 2 Others
------------------------------------------------------------
In the Chapter 11 cases of Limetree Bay Services, LLC, et al., the
law firm of Jones Walker LLP submitted a verified statement under
Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose
that it is representing the following entities:
Total Safety Virgin Islands, LLC
3151 Briarpark Drive, Suite 500
Houston, Texas 77042
* Nature of Claim: Unsecured
* Amount of Claim: $434,272.10
Worley Pan-American Corp.
ATTEN: Cesar Hernandez Espinoza
5985 Rogerdale Road
Houston, Texas 77072
* Nature of Claim: Unsecured
* Amount of Claim: $2,664.105.61
Complan USA, LLC
16417 Squyres Rd.
Spring, TX 77379
* Amount of Claim: $1,689,410.13
The parties listed above are each creditors of the Debtor and each
has consented to this multiple representation by Jones Walker LLP.
Counsel for Worley Pan American, Total Safety Virgin Islands, LLC,
and Complan USA, LLC can be reached at:
JONES WALKER LLP
Mark A. Mintz, Esq.
201 St. Charles Avenue, 49th Floor
New Orleans, LA 70170
Tel: 504-582-8368
Fax: 504-589-8368
Email: mmintz@joneswalker.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/2Vz3Irf
About Limetree Bay Refining
Limetree Bay Energy is a large-scale energy complex strategically
located in St. Croix, U.S. Virgin Islands. The complex consists of
Limetree Bay Refining, a refinery with peak processing capacity of
650 thousand barrels of petroleum feedstock per day, and Limetree
Bay Terminal, a 34-million-barrel crude and petroleum products
storage and marine terminal facility serving the refinery and
third-party customers.
Limetree Bay Refining, LLC, restarted operations in February 2021,
and is capable of processing around 200,000 barrels per day. Key
restart work at the site began in 2018, including the 62,000
barrels per day modern, delayed Coker unit, extensive
desulfurization capacity, and a reformer unit to produce clean,
low-sulfur transportation fuels. The restart project provided much
needed economic development in the U.S.V.I. and created more than
4,000 construction jobs at its peak.
Limetree Bay Refining, LLC and its affiliates sought Chapter 11
protection on July 12, 2021. The lead case is In re Limetree Bay
Services, LLC (Bankr. S.D. Tex. Case No. 21-32351).
Limetree Bay Terminals, LLC did not file for bankruptcy.
In the petitions signed by Mark Shapiro, chief restructuring
officer, Limetree Bay Services disclosed up to $10 million in
assets and up to $50,000 in liabilities. Limetree Bay Refining,
LLC, estimated up to $10 billion in assets and up to $1 billion in
liabilities.
Baker Hostetler is acting as legal counsel for the Company and B.
Riley Financial Inc. has been retained as restructuring advisor.
BMC Group, Inc., serves as their claims, noticing and
administrative agent.
405 Sentinel, LLC, serves as administrative and collateral agent
for the DIP Lenders.
LIQUI-BOX HOLDINGS: S&P Alters Outlook to Pos., Affirms 'CCC+' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on flexible packaging
company Liqui-Box Holdings Inc. to positive from negative and
affirmed all of its ratings on the company, including its 'CCC+'
issuer credit rating.
S&P said, "The positive outlook reflects the chance we could raise
our ratings on the company over the next year if it continues to
generate positive free operating cash flow (FOCF), maintains
sufficient revolving capacity and liquidity such that financial
covenant concerns become remote, and its debt leverage improves to
levels we consider sustainable.
"Although the weakness in its end market persists, Liqui-Box has
rebounded from lockdown-induced lows and we expect the company to
sequentially improve over the next few quarters. Following
pandemic-impacted sales in the second through fourth quarters of
2020, the first quarter of 2021 produced revenues like that of the
first quarter in 2020 which, was minimally affected by the
lockdowns. We expect revenues for the year to be between 25% and
30% greater than those in 2020 as the company continues to improve
quarter over quarter as more restaurants offer indoor-dining
options and large venues begin to welcome attendees. The company
has also secured almost $10 million in additional contracts in
2021, which will support additional growth. We anticipate the
company's recovery to support leverage in the mid-7x area at the
end of 2021 and improve to the high-6x area in 2022."
Margins have held despite short-term pressure.The company
experienced supply chain disruptions in early 2021, which elevated
input costs and pressured margins. The company has been able to
initiate prices increases to help offset supply chain disruptions,
commodity price increases, and higher freight costs to manage
margin degradation. EBITDA margins in the first quarter of 2021
were in the mid-teen percentage area, similar to what we expect for
the full year
S&P said, "Liqui-Box faces short-term liquidity pressure and we
believe it still faces the risk of a covenant breach; however, we
expect these risks to moderate by year-end. After the company
generated negative FOCF of approximately $50 million in 2020, it
once again generated negative free cash flow of around $16 million
in the first quarter as its free cash flow usage increased to
support growth. The company expects to draw about $17 million on
the revolver in the second quarter of 2021 after drawing $10
million in the first quarter to help fund integration and migration
disbursements, working capital requirements, as well as tax
payments for the acquired entity. The anticipated draw leaves about
$9 million of availability under the $75 million revolver at the
end of the second quarter. Liqui-Box had $33 million of cash and
cash equivalents on its balance sheet as of March 31, 2021. We
believe the company has sufficient liquidity to meet its cash needs
over the short term as improving operations generate additional
free cash flow, seasonal working capital needs decline, as well as
a decline in integration and migration expenses. However, there is
still some risk of a breach of its maximum leverage covenant,
particularly in the second and third quarter of 2021. Therefore, we
will continue to monitor the company's performance to determine the
probability that it will require covenant amendments from its
lenders.
"The positive outlook reflects that the possibility we could raise
our ratings on Liqui-Box over the next year if it continues to
improve its operating performance such that we believe its capital
structure is more sustainable over the longer term and its
liquidity position is solid."
S&P could raise its ratings on Liqui-Box over the next 12 months
if:
-- The likelihood of a covenant breach becomes remote;
-- The conditions in its end markets continue to rebound and S&P
expects it to maintain positive FOCF and sufficient liquidity; and
-- Its operating prospects improve and S&P expects the company's
leverage to approach 8x and remain at that level.
S&P could revise its outlook on Liqui-Box to negative or lower the
rating if:
-- S&P believes there is increased risk that it will breach one of
its financial covenants;
-- Its liquidity becomes constrained due to an increasing cash
flow deficit; or
-- Its operating results unexpectedly weaken and S&P forecasts its
adjusted debt to EBITDA will remain elevated in the double-digit
area, which is a level it deems unsustainable.
LIT'L PATCH OF HEAVEN: Has Deal with Wells Fargo on Cash Access
---------------------------------------------------------------
Wells Fargo may have a secured lien position on the Debtor's funds
and revenues that constitute cash collateral on account of a 2005
loan agreement, pursuant to which the Debtor granted Wells Fargo a
lien on substantially all of its assets.
Prior to the deal, the Debtor filed a motion to use cash
collateral, proposing to provide the following as adequate
protection:
a. Provide any party possessing a properly perfected security
interest in the cash collateral with a replacement lien on all
postpetition accounts receivable to the extent that the use of the
cash collateral results in a decrease in the value of such party's
interest in the cash collateral;
b. Expend cash collateral pursuant to the proposed budget by no
more than 15% for each expense line item per month, plus any fees
owed to the U.S. Trustee;
c. Pay all postpetition taxes; and
d. Maintain adequate insurance coverage on all personal property
assets.
The budget for the period from August 1 to 31 provided for weekly
expenses and disbursements, as follows:
$7,641 from August 8 to 14, 2021;
$10,955 from August 15 to 21, 2021;
$7,926 from August 22 to 28, 2021; and
$750 from August 29 to 31, 2021.
A copy of the budget, filed with the proposed interim order, is
available at https://bit.ly/37rGdTq from PacerMonitor.com at no
charge.
About Lit'l Patch of Heaven
Lit'l Patch of Heaven Inc., a Thornton, Colo.-based owner and
operator of an assisted living residence facility, filed a Chapter
11 petition (Bankr. D. Colo. Case No. 19-16119) on July 17, 2019.
In the petition signed by Jeff Kraft, chief executive officer, the
Debtor disclosed total assets of up to $10 million and total
liabilities of up to $1 million. Judge Michael E. Romero oversees
the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner
Conrardy, P.C., serves as the Debtor's bankruptcy counsel.
LUMEN TECHNOLOGIES: Fitch Affirms 'BB' LT IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Lumen Technologies, Inc. and its
subsidiaries (except for Embarq Corporation) Long-Term Issuer
Default Ratings (IDRs) at 'BB'. Fitch has placed Embarq Corp.'s
'BB' IDR and issue ratings on Rating Watch Negative, as Lumen has
reached an agreement to sell to affiliates of Apollo Global
Management, Inc. (Apollo Funds) certain local exchange assets
including Embarq. The purchaser will assume Embarq's debt. Lumen
will retain Embarq Florida and certain other Embarq assets.
Based on Fitch's revised "Corporates Recovery Ratings and
Instrument Ratings Criteria," dated April 9, 2021, certain other
actions were taken. Qwest Corp.'s senior unsecured debt has been
downgraded to 'BB'/'RR4' from 'BB+'/'RR2'. Lumen's senior secured
credit facility and notes recovery rating was revised to 'RR2' from
'RR1'; Level 3 Financing's senior unsecured notes recovery rating
was revised to 'RR4' from 'RR2' and Embarq's recovery rating was
revised to 'RR4' from 'RR3'. Fitch has removed the entities from
Under Criteria Observation (UCO).
KEY RATING DRIVERS
Affirmation of Lumen's IDR: This affirmation primarily reflects the
expectation for stable gross leverage (total debt/operating EBITDA)
in the near term while the company is in an investment cycle, and
longer-term expectations for reductions in leverage as the company
progresses to its net leverage target of 2.75x to 3.25x. Concerns
include the impact on revenues and EBITDA in 2022 as Connect
America Fund II (CAF II) federal support revenue goes away. The
impact on FCF is expected to largely offset by lower related capex
as the CAF II program winds down.
Key Competitor in Business Services: Lumen operates in an industry
where scale is a key factor, and is a top-three competitor in the
business services market. AT&T Inc. is the largest in this segment,
and Lumen's revenue base is similar in size to the comparable
operations of Verizon Communications Inc. The company's network
capabilities, in particular a strong metropolitan network, and a
broad product and service portfolio emphasizing IP-based
infrastructure and managed services, provide the company with a
solid base to grow enterprise segment revenue.
Asset Sales Effect on Credit Profile: Lumen announced two asset
sales in July and August 2021 with a total value of approximately
$10.2 billion, including $1.4 billion of assumed Embarq debt. Fitch
believes the near-term impact is neutral to its credit profile but
in the longer-term investment in the enterprise business and fiber
to the home strengthen the company's competitive position and
better position the company for revenue and cash flow growth.
In total, the assets to be divested generated approximately $1.7
billion of estimated 2020 adjusted EBITDA and incurred
approximately $600 million of capex. The proceeds and debt relief
will provide sufficient flexibility to maintain gross leverage
around the mid-3x level, while also allowing for the acceleration
of investments in its enterprise-serving Lumen platform and
accelerate the investment in its fiber to the home network in the
remaining states.
In the first transaction, Lumen's Latin America business will be
acquired by Stonepeak Partners for approximately $2.7 billion, and
reflects a valuation of approximately 9x 2020 estimated adjusted
EBITDA (as defined by Lumen). Lumen will continue to have a
strategic relationship under reciprocal reselling and network
arrangements with the company. The transaction will be subject to
customary regulatory approvals is expected to be completed in the
first half of 2022.
In the second transaction, Lumen plans to sell the incumbent local
exchange (ILEC) operations in 20 states to Apollo Funds for $7.5
billion (including Embarq debt of $1.4 billion), at a 5.5x multiple
of estimated adjusted 2020 EBITDA (as defined by Lumen). Lumen will
retain its ILEC operations in 16 states, as well as its national
long-haul fiber and competitive local exchange carrier (CLEC)
networks in the markets to be sold. The transaction is expected to
close in the second half of 2022, following customary regulatory
approvals.
Stable Leverage Expectations: Lumen has stated that its
post-transaction leverage will remain relatively stable in the
mid-3x range over the near term, but has maintained its 2.75x to
3.25x net leverage target for the long term and will work to those
levels following a higher investment cycle in the interim.
Additionally, the company has announced an opportunistic stock
repurchase plan of $1 billion under a two-year authorization. Fitch
believes the company can accommodate the current authorization
without pressuring leverage given the expected proceeds from the
asset sales and free cash flow generation.
Secular Challenges Facing Telecoms: In Fitch's view, Lumen
continues to face secular challenges similar to other wireline
operators. The company's plans more aggressively address these
challenges through increased investment its enterprise and consumer
fiber to the home businesses following the asset sales. The company
faces execution risk with regard to this strategy but Fitch
believes the investments have the potential to stabilize and
eventually grow revenues.
Parent-Subsidiary Relationship: Fitch links the ratings of Lumen
and its operating subsidiaries, based on strong operational and
strategic ties.
DERIVATION SUMMARY
Lumen has a relatively strong competitive position based on the
scale and size of its operations in the enterprise/business
services market. In this market, Lumen has a moderately smaller
revenue position than AT&T Inc. (BBB+/Stable) and is similar in
size to Verizon Communications Inc. (A-/Stable). All three
companies have an advantage with national or multinational
companies, given extensive footprints in the U.S. and abroad. Lumen
also has a larger enterprise business that notably differentiates
it from other wireline operators, such as Windstream Services, LLC
(B/Stable) and Frontier Communications Corporation (BB-/Stable).
AT&T and Verizon maintain lower financial leverage, generate higher
EBITDA and FCF, and have wireless offerings providing more service
diversification compared with Lumen. FCF improved at Lumen due to
the dividend reduction and cost synergies.
Lumen has lower exposure to the residential market than wireline
operators Frontier and Windstream. The residential market held up
relatively well during the coronavirus pandemic but continues to
face secular challenges. Incumbent wireline operators face
competition for residential broadband customers from cable
operators. Lumen and other wireline operators are investing more
aggressively in fiber in response to these threats.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for the issuer
include:
-- Fitch assumes revenues will decline in the mid-single-digits
in 2021, due to pressure in legacy business lines, a slower
recovery in the business market as purchasers delay decisions
and due to the sale of a small business line in 2020. Revenues
further decline in 2022 due to the expiration of the CAF II
funding and the asset sales;
-- EBITDA margins are expected to be around 42% in 2021;
-- EBITDA margins decline by 50bps to 100bps in 2022-2024 due to
the loss of CAF II funding;
-- Fitch expects 2021 capex to be toward the middle of company
guidance of $3.2 billion-$3.5 billion;
-- Fitch assumes an increase in capital intensity to the high
teens following the asset sales;
-- Fitch assumes the company repurchases stock under the current,
two-year $1 billion stock repurchase program.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Gross leverage, defined as total debt with equity
credit/operating EBITDA, remaining at or below 3.0x, with FFO
leverage of 3.0x, while consistently generating positive FCF
margins in the mid-single-digits;
-- Demonstrating consistent EBITDA and FCF growth.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A weakening of Lumen's operating results, including
deteriorating margins and consistent mid-single-digit or
greater revenue erosion brought on by difficult economic
conditions or competitive pressures the company is unable to
offset through cost reductions;
-- Discretionary management decisions, including but not limited
to execution of M&A activity that increases gross leverage
beyond 4.5x, with FFO leverage of 4.5x, in the absence of a
credible deleveraging plan.
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
Strong Liquidity: Lumen's cash and cash equivalents totaled $935
million at June 30, 2021. Total debt as of June 30, 2021 was just
under $31.2 billion before finance leases, unamortized discounts,
debt issuance costs and other adjustments, down from $31.9 billion
at YE 2020 debt.
The credit agreement was amended and restated in January 2020. The
$2.2 billion senior secured revolving credit facility was undrawn
as of June 30, 2021. Lumen's secured credit facility benefits from
secured guarantees by Qwest Communications International Inc.;
Qwest Services Corporation; CenturyTel Investments of Texas, Inc.;
and CenturyTel Holdings, Inc.
A stock pledge is provided by Wildcat HoldCo LLC, the parent of
Level 3 Parent, LLC, to the Lumen credit facility. The credit
facility is guaranteed on an unsecured basis by Embarq Corporation
and Qwest Capital Funding, Inc. The largest regulated subsidiary,
Qwest Corporation, does not guarantee Lumen's secured facility, nor
does Level 3 Parent.
The Lumen senior secured notes are guaranteed by the same
subsidiaries that guarantee the senior secured credit facilities
and will be secured by the same collateral. CenturyLink
Communications, LLC was released as a guarantor of the senior
secured credit facility, which makes the notes pari passu with the
credit facility.
The secured revolving credit facility and term loan A limit Lumen's
gross debt/EBITDA to no more than 4.75x. The current credit
agreement requires cash interest coverage to be no less than 2.0x.
The company is subject to an excess cash flow sweep of 50%, with
step downs to 25% and 0%, at total leverage of 3.5x and 3.0x,
respectively. The excess cash flow calculation provides credit for
voluntary prepayments and certain other investments.
Fitch estimates 2021 FCF, or cash flow from operations less capex
and dividends, will be in the $1.8 billion to $1.9 billion range.
Long-term debt maturities in the remainder of 2021 total
approximately $1.1 billion, and $1.5 billion in 2022.
ISSUER PROFILE
Lumen Technologies, Inc. (f/k/a CenturyLink) merged with Level 3
Communications, Inc. in late 2017, creating one of the largest
wireline providers in the U.S. with a strong presence in the
enterprise market, including multinational corporations, large
enterprises, small and medium-sized businesses, governments and
other carriers on a wholesale basis.
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.
MAGNACOUSTICS INC: Taps Moritt Hock & Hamroff as Special Counsel
----------------------------------------------------------------
Magnacoustics, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ Moritt Hock &
Hamroff, LLP as its special counsel.
The firm will assist the Debtor in general corporate and employment
matters, which include drafting employee separation agreements and
sales contracts, and advising the Debtor of its COVID-19
vaccination policy.
The firm's hourly rates are as follows:
Attorneys $285 to $715 per hour
Non-legal Personnel $235 to $310 per hour
A. Jonathan Trafimow, Esq., a partner at Moritt Hock & Hamroff,
disclosed in a court filing that his firm does not hold an interest
adverse to the Debtor's estate.
The firm can be reached through:
A. Jonathan Trafimow, Esq.
Moritt Hock & Hamroff LLP
400 Garden City Plaza
Garden City, NY 11530
Tel: (516) 873-2000 Ext. 283
Fax: (516) 873-2010
Email: jtrafimow@moritthock.com
About Magnacoustics Inc.
Magnacoustics, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-70670) on April
9, 2021, listing $500,001 to $1 million in both assets and
liabilities. Judge Robert E. Grossman oversees the case. Sandra
E. Mayerson, Esq., at Mayerson & Hartheimer, PLLC and A. Jonathan
Trafimow, Esq., at Moritt Hock & Hamroff, LLP serve as the Debtor's
bankruptcy counsel and special counsel, respectively.
MAY CONTRACTING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: May Contracting, Inc.
12354 Virginia Blvd.
Ashland, KY 41102
Business Description: May Contracting, Inc. is a service
contractor in Ashland, Kentucky.
Chapter 11 Petition Date: August 6, 2021
Court: United States Bankruptcy Court
Eastern District of Kentucky
Case No.: 21-10144
Judge: Hon. Tracey N. Wise
Debtor's Counsel: Taft A. McKinstry, Esq.
FOWLER BELL PLLC
300 W. Vine Street
Suite 600
Lexington, KY 40507-1660
Tel: 859-252-6700
Fax: 859-255-3735
E-mail: Bankruptcy@FowlerLaw.com
Total Assets: $1,286,920
Total Liabilities: $2,077,144
The petition was signed by Donnie L. May as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/Y7HAQGA/May_Contracting_Inc__kyebke-21-10144__0001.0.pdf?mcid=tGE4TAMA
MAY CONTRACTING: Hearing Today on Cash Collateral Access
--------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky,
Ashland Division, is slated to hold a hearing this afternoon on the
request of May Contracting, Inc. for authority to, among other
things, use cash collateral and provide adequate protection. The
matter is scheduled at 1:30 p.m.
The Debtor requires the use of cash collateral and equipment and
vehicles to continue normal business operations in the Chapter 11
Case, including maintaining vendor and supply relationships,
continuing to pay all necessary post-petition expenses of
continuing business operations, and satisfying other operational
requirements.
The parties that may claim an interest in the pre-petition cash
collateral are City National Bank of West Virginia and FIVCO Area
Development District.
The loan amount due City National is $632,385 as of July 2, 2021.
The Debtor has scheduled assets subject to security interest of
City National at a value of at least $1,106,345. Financing
Statement (UCC-1) was filed with the Kentucky Secretary of State on
October 7, 2014.
As adequate protection to City National for the use of Cash
Collateral, it will receive a replacement lien on assets of the
same type and description as it held pre-Petition in assets
acquired by the Debtor post-Petition and by the continuation of
timely monthly payments of interest to City National.
The loan amount due FIVCO is $143,975 as of July 22, 2021. The
Debtor has scheduled assets subject to security interest of FIVCP
at a value of at least $1,106,345 subject to the first lien of City
National. The Financing Statement (UCC-1) filed with the Kentucky
Secretary of State on November 24, 2020.
As adequate protection to FIVCO for the use of Cash Collateral, it
will receive a replacement lien on assets of the same type and
description as it held pre-Petition in assets acquired by the
Debtor post-Petition and by the continuation of timely monthly
payments under its Note.
The entities that may claim a lien against the Debtor's equipment
or vehicles are DESCO Federal Credit Union, GM Financial, and Ally
Bank.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3lKmWEV from PacerMonitor.com.
About May Contracting, Inc.
May Contracting, Inc. is a corporation organized under the laws of
Kentucky. Its principal business location is in Ashland, Kentucky.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Kent. Case No. 21-10144) on August 6,
2021. In the petition signed by Donnie L. May. president, the
Debtor disclosed up to $10 milion in both assets and liabilities.
Taft A. McKinstry at Fowler Bell PLLC is the Debtor's counsel.
MOBIQUITY TECHNOLOGIES: Posts $2.6-Mil. Net Loss in Second Quarter
------------------------------------------------------------------
Mobiquity Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net
comprehensive loss of $2.64 million on $702,434 of revenue for the
three months ended June 30, 2021, compared to a net comprehensive
loss of $4.58 million on $657,269 of revenue for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
comprehensive loss of $4.82 million on $1.22 million of revenues
compared to a net comprehensive loss of $7.02 million on $1.60
million of revenue for the same period during the prior year.
As of June 30, 2021, the Company had $7.19 million in total assets,
$6.59 million in total liabilities, and $594,559 in total
stockholders' equity.
The Company had cash and cash equivalents of $173,571 at June 30,
2021. Cash used in operating activities for the six months ended
June 30, 2021, was $2,712,694. This resulted primarily from a net
loss of $4,823,399 offset by stock-based compensation of $572,731,
amortization of $900,367, common stock issued for services of
$119,800, accrued interest of $195,811, decrease in accounts
receivable of $840,740 and $519,474 decrease in accounts payable,
decrease in prepaid expenses of $16,500. Cash used in investing
activities results from note converted to common stock of $671,602,
common stock issued for cash $898,990 and Original issue discount
of $268,150. Cash flow from financing activities of $445,342
resulted from the proceeds from the issuance of notes of
$1,310,000, and cash paid on loans $598,816 and the forgiveness of
Small Business Administration of $265,842.
The Company had cash and cash equivalents of $440,075 at June 30,
2020. Cash used in operating activities for the six months ended
June 30, 2020 was $1,116,388. This resulted primarily from a net
loss of $7,019,253 offset by stock-based compensation of
$1,276,870, warrant expense $1,354,817 amortization of $1,300,368,
allowance for uncollectible receivables of $306,000, common stock
issued for services of $375,000, decrease in accounts receivable of
$1,930,915 and $625,562 decrease in accounts payable, increase in
prepaid expenses of $14,000. Cash used in investing activities
results from note converted to common stock of $30,695. Cash flow
from financing activities of $282,694 resulted from the proceeds
from the issuance of notes of $745,388, and cash paid on loans
$462,694.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1084267/000168316821003267/mobiquity_i10q-063021.htm
About Mobiquity
Headquartered in Shoreham, NY, Mobiquity Technologies, Inc. owns
100% of Advangelists, LLC and 100% of Mobiquity Networks, Inc. as
wholly owned subsidiaries. Advangelists is a developer of
advertising and marketing technology focused on the creation,
automation, and maintenance of an advertising technology operating
system (or ATOS). Advangelists' ATOS platform blends artificial
intelligence (or AI) and machine learning (ML) based optimization
technology for automatic ad serving that manages and runs digital
advertising inventory and campaigns. Mobiquity Networks has evolved
and grown from a mobile advertising technology company focused on
driving Foot-traffic throughout its indoor network, into a next
generation location data intelligence company.
Mobiquity reported a net comprehensive loss of $15.03 million for
the year ended Dec. 31, 2020, compared to a net comprehensive loss
of $44.03 million for the year ended Dec. 31, 2019. As of Dec. 31,
2020, the Company had $9.38 million in total assets, $6.49 million
in total liabilities, and $2.88 million in total stockholders'
equity.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 31, 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.
MODIVCARE INC: S&P Affirms 'B+' Long-Term ICR, Outlook Negative
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' long-term issuer rating on
Denver-based health care services company ModivCare Inc. and
revised its outlook to negative.
The negative outlook reflects elevated credit metrics and uncertain
profitability over the next 12 months as a result of an aggressive
pace of acquisitions and expected higher utilization in the
transportation segment.
S&P said, "Our affirmation primarily reflects our expectation for
adjusted debt to EBITDA to decrease to the mid-4x area in 2022. We
expect growth in the home care business and cost-cutting in
non-emergency medical transportation (NEMT) to offset expenses from
higher expected utilization in capitated NEMT contracts. The
acquisitions enhance the business in terms of scale and diversity,
but a high concentration in Medicaid-related services that are low
margin and highly competitive remains a key risk. We view recent
reimbursement rate increases by some payers, despite state budget
constraints, as a positive development. We believe the company is
committed to pausing share repurchases and acquisitions until
credit measures are comfortably within levels consistent with the
rating.'
S&P's negative outlook reflects uncertainty in the company's
profitability over the next 12 months. There is elevated risk to
our base case, such that leverage could increase above 5x in 2022,
rather than decreasing as expected. S&P sees three primary sources
of uncertainty:
-- Rising utilization in the capitated contracts in the NEMT
segment;
-- Labor inflation and hiring competition, particularly for
relatively low-wage home care workers; and
-- Increased operating complexity from three significant
acquisitions since November 2020 and entering three new service
lines: home care, remote monitoring, and food delivery.
In NEMT, S&P expects higher utilization by Medicaid patients under
capitated contracts as COVID-19 concerns ease, and it is difficult
to predict the degree of margin compression, given complex dynamics
between utilization and expenses under capitated arrangements with
profit caps. Additional variables include general wage inflation
and potential pent-up demand. S&P's base case incorporates planned
expense reductions, including user-facing IT upgrades that reduce
expenses by at least $50 million annually. The company also
improved controls to tighten the compliance of rides with benefit
coverage. In addition, the company acquired National Medtrans in
2020, which provides incremental ride volume to NEMT's existing
infrastructure, improving margins.
The tight labor market for home care workers is a risk to both
revenue and margins. Availability of home care workers is currently
constrained by general wage inflation for lower paying jobs as well
as CARES Act stimulus checks. Additionally, demand for home care
services could be lower than expected over the next year from an
increase in COVID-19 cases, as patients may not want workers in
their home. S&P's base case assumes the availability of home care
workers will improve because MotivCare is increasing wages (funded
from higher reimbursement rates) and demand will increase in 2022.
Increased business complexity over the past 10 months is another
source of risk. MotivCare has aggressively grown from a single line
of business (NEMT) to now include home care, remote monitoring, and
food delivery. The company has acquired three companies since
November 2020 to expand its supportive care offerings. These
business segments all benefit from established relationships with
large Medicaid and Medicare payers (creating bundling and cross
selling opportunities) and fit the company's broader mission of
focusing on social determinants of health. S&P said, "That said, we
see elevated operational risk, as they involve diverse business
models with unique dynamics and challenges. Our base case assumes
growth in all segments because we expect it will retain key
management from its acquisitions, which should help adapt to
operational challenges, but we believe operating risk remains in
the near term."
S&P said, "We believe underperformance would be compounded by the
company's constrained cash flow over next two years because of $235
million of accrued contracts payable (related to profitability caps
on its capitated contracts) as of March 31, 2021. Conversely,
ModivCare has a significant minority equity stake in the private
company Matrix Medical, which could be monetized for several
hundred million dollars, but the timing and use of proceeds for
this monetization is uncertain.
"The negative outlook reflects elevated downside risk to our base
case, which assumes adjusted debt to EBITDA declining to the mid-4x
area in 2022 from stable performance in NEMT and growth in home
care and remote monitoring.
"We could consider a lower rating if we expect adjusted debt to
EBITDA to remain higher than 5x. The most likely scenario for
higher leverage is underperformance from staffing challenges in the
home care market and higher-than-expected costs in NEMT. Although
less likely, additional debt-funded acquisitions could result in
leverage above 5x and we could consider lowering the rating.
"We could revise the outlook to stable if MotivCare executes well
over the next 12 months and meets our base case for adjusted debt
to EBITDA to remain below 5x. Alternatively, we could revise the
outlook to stable if the company monetizes its stake in Matrix and
uses the proceeds to repay debt or make accretive, deleveraging
acquisitions."
NEPHROS INC: Incurs $1.1 Million Net Loss in Second Quarter
-----------------------------------------------------------
Nephros, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $1.13
million on $2.27 million of total net revenues for the three months
ended June 30, 2021, compared to a net loss of $1.66 million on
$1.58 million of total net revenues for the three months ended June
30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $1.66 million on $5 million of total net revenues compared
to a net loss of $2.76 million on $4.11 million of total net
revenues for the same period during the prior year.
As of June 30, 2021, the Company had $17.99 million in total
assets, $3 million in total liabilities, and $14.99 million in
total stockholders' equity.
Adjusted EBITDA for the quarter ended June 30, 2021 was ($0.8
million), compared with ($1.4 million) during the same period in
2020.
Cost of goods sold for the quarter ended June 30, 2021 was $1.0
million, compared with $0.7 million for the quarter ended June 30,
2020, an increase of 43%. Gross margins for the quarter ended June
30, 2021 were 56%, compared with 57% in the same period in 2020.
Management expects future gross margins to continue in the range of
55% to 60%.
Research and development expenses for the quarter ended June 30,
2021 were $0.5 million, compared with $0.8 million during the
quarter ended June 30, 2020.
Depreciation and amortization expenses for the quarter ended June
30, 2021 were approximately $51,000, compared with approximately
$47,000 for the corresponding period 2020, an increase of 9%.
Selling, general and administrative expenses for the quarter ended
June 30, 2021 were $1.9 million, compared with $1.6 million during
the same period in 2020, an increase of 19%.
As of June 30, 2021, Nephros had cash and cash equivalents of $8.3
million.
"We are pleased that net revenue growth in the second quarter was
strong, with a 44% year-over-year increase on a consolidated basis.
This growth included solid performance from our water filtration
business, as well as early success within our Pathogen Detection
Systems (PDS) segment," Andy Astor, chief executive officer of
Nephros, said. "Our acquisition of GenArraytion, Inc. last month
further bolstered our position in the PCR testing marketplace,
expanding our abilities to detect and mitigate the spread of
infectious disease, while empowering customers to conduct on-site
water testing quickly and accurately."
"Our potential for long-term growth is additionally supported by
the recent submission of an FDA 510(k) clearance for our
second-generation HDF Assist Module. We are now in discussion with
the FDA and anticipate that the product may be cleared later this
year for a limited commercial launch in the dialysis clinic
market," Mr. Astor further said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1196298/000149315221018725/form10-q.htm
About Nephros
South Orange, New Jersey-based Nephros -- www.nephros.com -- is a
water technology company in medical and commercial water
purification and pathogen detection.
Nephros reported a net loss of $4.53 million for the year ended
Dec. 31, 2020, compared to a net loss of $3.18 million for the year
ended Dec. 31, 2019. As of March 31, 2021, the Company had $17.94
million in total assets, $2.40 million in total liabilities, and
$15.54 million in total stockholders' equity.
NORTHERN OIL: Incurs $90.6 Million Net Loss in Second Quarter
-------------------------------------------------------------
Northern Oil and Gas, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $90.56 million for the three months ended June 30, 2021,
compared to a net loss of $899.20 million for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $180.92 million compared to a net loss of $530.91 million
for the same period a year ago.
As of June 30, 2021, the Company had $1.09 billion in total assets,
$1.26 billion in total liabilities, and a total stockholders'
deficit of $168.22 million.
"This was one of the strongest operational and financial quarters
on record for the Company," commented Nick O'Grady, Northern's
chief executive officer. "Year-to-date Northern has executed on
several large bolt-on acquisitions and significantly improved its
balance sheet. With the active management of our portfolio, we
have driven substantial production and cash flow growth. Our focus
on return on capital and high-quality operators and acreage is
showing up directly on the bottom line. Our long term plan remains
unchanged: building a diversified, low-leverage entity with the
ability to deliver substantial cash returns. The opportunity set
for value creation in front of us is stronger than ever."
Northern had total liquidity of $411.2 million as of June 30, 2021,
consisting of cash of $4.8 million, the Permian acquisition deposit
of $9.4 million, and $397.0 million of committed borrowing
availability under the revolving credit facility.
In June 2021, Northern additionally strengthened its balance sheet
through a common equity transaction alongside of its announcement
of a series of Permian Basin acquisitions. Northern issued 5.75
million shares of common equity for gross proceeds of $100.2
million. On May 17, 2021, Northern redeemed and retired the
remaining $15.7 million of its 2023 Senior Notes.
On Aug. 2, 2021, Northern funded the purchase price, including
typical closing adjustments, of $105.6 million for the largest of
its recently announced Permian acquisitions, funded in part by the
$9.4 million deposit made during the second quarter, and borrowings
under its credit facility.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1104485/000110448521000095/nog-20210630.htm
About Northern Oil and Gas
Northern Oil and Gas, Inc. -- http://www.northernoil.com-- is an
independent energy company engaged in the acquisition, exploration,
development and production of oil and natural gas properties,
primarily in the Bakken and Three Forks formations within the
Williston Basin in North Dakota and Montana.
Northern Oil reported a net loss of $906.04 million for the year
ended Dec. 31, 2020, compared to a net loss of $76.32 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $873.24 million in total assets, $1.05 billion in total
liabilities, and a total stockholders' deficit of $180.68 million.
NORTHERN OIL: Moody's Hikes CFR to B2 & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service upgraded Northern Oil and Gas, Inc.'s
(NOG) Corporate Family Rating to B2 from B3, Probability of Default
Rating to B2-PD from B3-PD, senior unsecured notes rating to B3
from Caa1 and Speculative Grade Liquidity rating to SGL-2 from
SGL-3. The rating outlook was change to stable from positive.
"Northern Oil & Gas' upgrade reflects the company's increased scale
and diversification through recent acquisitions," said Amol Joshi,
Moody's Vice President and Senior Credit Officer. "The company's
leverage metrics should improve with near-term free cash flow
likely used to either pay down debt or acquire additional assets
and enhance cash flow."
Upgrades:
Issuer: Northern Oil and Gas, Inc.
Probability of Default Rating, Upgraded to B2-PD from B3-PD
Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3
Corporate Family Rating, Upgraded to B2 from B3
Senior Unsecured Notes, Upgraded to B3 (LGD5) from Caa1 (LGD5)
Outlook Actions:
Issuer: Northern Oil and Gas, Inc.
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
These rating actions follow NOG's increased scale and
diversification after closing the acquisition of Appalachian Basin
non-operated natural gas assets in April and Delaware Basin
non-operated assets in early August. NOG's production should exceed
55 thousand barrels of oil equivalent (boe) per day pro forma for
these acquisitions. The company funded these acquisitions with
meaningful equity, supporting its leverage metrics. NOG should
generate free cash flow through 2022, likely leading to improving
leverage metrics, while the acquisitions should provide exposure to
prolific oil and gas basins that could support additional growth.
NOG's B2 CFR reflects the company's moderate leverage, while its
year-to-date acquisitions should improve scale and provide basin
and commodity diversification. The company's legacy Williston Basin
asset base is oil-weighted and benefits its unleveraged cash
margins and cash flow at higher oil prices. Its 2020 production
fell materially because of production shut-ins and lower drilling
of new wells in response to the pandemic induced collapse in oil
prices. Pro forma for the acquisitions, production should exceed 55
thousand boe per day. NOG has hedged a meaningful portion of its
oil and gas production through 2022, reducing volatility in its
revenue and cash flow. Moody's expects NOG's retained cash flow
(RCF) to debt ratio to remain supportive through 2022. While NOG
manages a well-diversified portfolio of non-operated working
interests in numerous producing assets, it relies on the operating
performance of its partners. The company continues to be challenged
by its modest scale, and NOG's growth strategy is focused on
participating in operator initiated wells and executing bolt-on
acquisitions, requiring a high degree of financial flexibility.
NOG's senior unsecured notes are rated B3, one notch below the
company's B2 CFR despite the priority claim of its relatively large
revolver in the capital structure. The B3 rating for the senior
unsecured notes is more appropriate than the rating suggested by
Moody's Loss Given Default for Speculative-Grade Companies
Methodology because of the sound asset coverage provided by the
company's reserve base and expected decline in revolver debt
balances through 2022. If the proportion of revolver debt to senior
unsecured notes increases due to factors including high utilization
of the revolver, NOG's notes could get downgraded.
NOG's good liquidity is reflected by its SGL-2 rating, and is
supported by its ability to generate positive free cash flow
through 2022. At June 30, NOG had $4.8 million of cash and $263
million of revolver borrowings. NOG raised over $95 million of net
equity proceeds in June and reduced its revolver borrowings.
However, revolver borrowings should increase after funding roughly
$100 million for the Delaware Basin acquisition that closed in
early August. The company's revolver borrowing base was increased
to $725 million from $660 million in May, with an elected
commitment of $660 million, and the borrowing base could modestly
increase further after considering the Delaware Basin acquisition
and higher commodity prices. The revolver's financial covenants
include a maximum net debt to EBITDAX ratio of 3.5x (with cash
netting limited to $50 million), and a minimum current ratio of 1x.
The current ratio calculation allows certain adjustments and the
inclusion of unused amounts of the total bank commitments. NOG's
next debt maturity will be when its secured revolver matures in
November 2024. Substantially all of the company's assets are
pledged as security under the credit facility, which limits the
extent to which asset sales can provide a source of additional
liquidity.
NOG's stable outlook reflects the company's ability to generate
free cash flow through 2022, likely leading to gradually improving
leverage metrics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if NOG successfully integrates and
develops the acquired assets with production rising towards 75
thousand boe per day, the company consistently generates positive
free cash flow supportive of debt reduction and it balances
leverage and any shareholder returns in line with actual results
and cash flow. The ratings could be downgraded if production
volumes materially decline, RCF to debt falls below 25%, liquidity
deteriorates significantly or the company borrows to fund
acquisitions or shareholder returns causing debt to grow materially
faster than cash flow.
Northern Oil and Gas, Inc., headquartered in Minnetonka, Minnesota,
owns non-operated working interests in oil and gas wells and
acreage in the Williston Basin, Marcellus Shale and Delaware
Basin.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
ODYSSEY LOGISTICS: Moody's Alters Outlook on 'B3' CFR to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Odyssey Logistics
& Technology Corporation, including the B3 corporate family rating,
the B3-PD Probability of Default Rating, the B2 first lien senior
secured rating and the Caa2 second lien senior secured rating. The
rating outlook was changed to stable from negative.
The affirmation of ratings and change in outlook to stable reflects
Moody's expectation for a continued rebound in overall demand for
Odyssey's services across most end markets, though recovery could
at times be uneven due to lingering pandemic impacts as well as
cross-industry supply chain disruptions.
Ratings Affirmed:
Issuer: Odyssey Logistics & Technology Corporation
Corporate Family Rating, affirmed at B3
Probability of Default Rating, affirmed at B3-PD
Senior Secured First Lien Revolving Credit Facility, affirmed at
B2 (LGD3)
Senior Secured First Lien Term Loan, affirmed at B2 (LGD3)
Senior Secured Second Lien Term Loan, affirmed at Caa2 (LGD5)
Outlook Actions:
Issuer: Odyssey Logistics & Technology Corporation
Outlook, Changed To Stable from Negative
RATINGS RATIONALE
The ratings reflect Odyssey's good standing as a niche provider of
domestic freight forwarding under the Jones Act, intermodal and
trucking services and expectations of an extended recovery in key
end markets (chemicals, industrial, food & beverage). Moody's
recognizes the relatively stable nature but lower margin of
Odyssey's managed services business as well as the company's
technical and regulatory expertise and select portfolio of
specialized assets primarily serving chemical, metals and liquid
food grade customers. Improving market conditions in domestic
freight forwarding and intermodal have resulted in a strong rebound
in results since Q2 2020 which Moody's expects to continue well
into 2022, boosted by strengthening demand, tight capacity and a
healthy pricing environment.
These positive considerations are tempered by the company's small
size within the highly competitive logistics industry, high
financial leverage and cyclical nature of chemicals and metals,
markets that could be susceptible to lower volumes and earnings
pressures during economic downturns.
Moody's adjusted debt-to-EBITDA was over 7x at March 2021 but
expected to approach the low-6x range by year-end 2021 largely
driven by steadily improving earnings. Moody's projected free cash
flow (cash flow from operations less capital expenditures less
dividends) is expected to be comfortably positive in 2021 even with
higher investments to accommodate topline growth.
The stable outlook reflects Moody's expectations for largely
favorable market conditions to remain in place through 2022 which
will allow for continued earnings growth, meaningful free cash flow
and a steadier operating profile.
Moody's expects Odyssey to maintain adequate liquidity through 2022
supported by a run-rate cash position in the $30 million - $40
million range and availability of at least $40 million under the
$60 million revolving credit facility (modestly sized for the
revenue base) that expires October 2022. With outstanding
borrowings along with becoming current within the next few months,
Moody's expects the company to refinance the revolving facility in
the near term -- failure to do so could weaken the liquidity
profile. The revolving facility contains a springing first lien net
leverage ratio of 6.25x, that comes into effect if usage exceeds
35%. As such, the company is expected to demonstrate increasing
cushion into 2022 after coming under pressure in prior quarters.
Odyssey has no significant near-term principal obligations and
amortization on the first lien term loan is minimal at
approximately $5 million annually. Free cash flow is expected to be
modest but positive in 2021 before building in 2022 despite higher
investment in working capital and capital expenditures to meet
growth.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given Odyssey's modest scale, Moody's anticipates credit metrics
that are stronger than levels typically associated with companies
at the same rating level. As a result, ratings could be upgraded if
debt-to-EBITDA (after Moody's standard adjustments) is expected to
fall below the mid-5x range. Improving liquidity and strong
operating performance across all services would also be necessary
for an upgrade. The ratings could be downgraded if Moody's expects
the EBITA margin to remain materially below 6%, debt-to-EBITDA
above 7x at the end of 2021 or if free cash flow is anticipated to
turn negative, weakening the liquidity position. The ratings could
also be downgraded if the company pursues debt-financed
acquisitions or shareholder distributions that would reduce
currently modest financial flexibility.
Odyssey Logistics & Technology Corporation is a global logistics
solutions provider offering intermodal services, trucking services,
managed services, domestic and international ocean freight
forwarding, as well as international transportation management and
consulting. Odyssey operates in multiple modes of transport with
trucking, containership, freight forwarding, rail, air and bulk
transport. Revenue for the latest twelve months ended March 31,
2021 was approximately $880 million.
The principal methodology used in these ratings was Surface
Transportation and Logistics published in May 2019.
OLIN CORP: Moody's Alters Outlook on 'Ba2' CFR to Positive
----------------------------------------------------------
Moody's Investors Service affirmed Olin Corporation's Ba2 Corporate
Family Rating and revised the rating outlook to positive from
stable based on substantial reduction in debt. Moody's also
upgraded the company's senior unsecured ratings following the
company's announcement that security on the company's senior
secured credit facilities has been released by lenders, improving
the position of the unsecured notes in the company's capital
structure. Moody's also downgraded the ratings on the company's
senior secured credit facilities because they no longer benefit
from a first priority lien on certain assets.
"Olin is reducing debt significantly using free cash flow generated
during strong cyclical market conditions, strengthening the
company's balance sheet and providing greater financial flexibility
to navigate future commodity downturns," said Ben Nelson, Moody's
Vice President -- Senior Credit Officer and lead analyst for Olin
Corporation.
Affirmations:
Issuer: Olin Corporation
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Affirmed Ba2-PD
Downgrades:
Issuer: Olin Corporation
Senior Secured Bank Credit Facility, Downgraded to Ba2 (LGD4) from
Baa3 (LGD2)
Upgrades:
Issuer: Olin Corporation
Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD4)
from Ba3 (LGD4)
Outlook Actions:
Issuer: Olin Corporation
Outlook, Changed To Positive From Stable
RATINGS RATIONALE
Moody's expects substantial improvement in earnings and cash flow
in 2021. Olin raised guidance for management-adjusted EBITDA to at
least $2.1 billion in 2021, a significant increase in guidance for
the second quarter in a row and up significantly from $636 million
in 2020, and expects further improvement in 2022. Olin is a
beneficiary of a combination of factors, including macroeconomic
recovery, tightened market conditions following Winter Storm Uri,
and early progress on the company's business model transformation.
Moody's also expects that Olin will reduce debt significantly in
2021. While Olin has not reduced debt since acquiring chlor-alkali
assets from Dow Chemical in 2015, improved market conditions
creates an opportunity for meaningful debt reduction and management
has signaled clearly its intent to reduce debt by at least $1
billion in 2021 -- including nearly $500 million executed in the
first half of 2021. Olin reported $3.4 billion of balance sheet
debt at June 30, 2021, down from $3.9 billion at December 31, 2020,
and reducing debt by more than 25%, as planned, would substantially
improve resilience of key credit metrics during future
macroeconomic and/or commodity downturns. The quantum of debt
reduction represents almost all of the company's guidance for $1.3
billion of leveraged free cash flow in 2021 and signals a clear
intent to improve the company's balance sheet.
Moody's expects that key credit measures will improve
substantially, including adjusted financial leverage falling toward
2.0x (Debt/EBITDA; including standard analytical adjustments) if
the company reduces debt near the guided level in 2021. Key credit
metrics on a trailing twelve months basis (6/30/21) include 2.9x
Debt/EBITDA, 22% RCF/Debt, and 15% FCF/Debt.
The Ba2 CFR is principally constrained by the challenges associated
with navigating a cyclical industry with substantial balance sheet
debt. The rating also reflects exposure to the cyclical
chlor-alkali industry and longer-term risks associated with
ESG-related factors. The rating is supported by strong market
positions, excellent cost position supported by access to low-cost
energy, and good liquidity. The company's intention to reduce debt
in 2021 and emerging business model transformation could have
positive rating implications in the near-term.
The SGL-1 Speculative Grade Liquidity rating reflects expectations
for improved earnings and cash flow in 2021. The SGL-1 is supported
by $273 million of cash on hand at 6/30/2021, and an undrawn $800
million revolving credit facility with only modest letters of
credit ($799.6 available). The company has no near-term debt
maturities, and no significant cash outlays are expected in 2021.
Olin's liquidity profile will further benefit from a reduction in
capital spending and interest expense as the company pays down
debt. The expected cushion of compliance under financial
maintenance covenants (including a net leverage ratio test and
interest coverage ratio test) will improve significantly through
EBITDA growth and lower debt levels.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade the rating with expectations for adjusted
financial leverage sustained below 4 times for the vast majority of
the cycle, retained cash flow-to-debt sustained above 12%, and a
commitment to a more conservative financial policy that includes
lower debt levels that create more financial flexibility during
down-cycles. Moody's could downgrade the rating with expectations
for adjusted financial leverage sustained above 5 times
(Debt/EBITDA), retained cash flow-to-debt (RCF/Debt) sustained
below 8%, or a substantive deterioration in liquidity.
ESG CONSIDERATIONS
Environmental, social, and governance factors influence Olin's
credit quality. The company is exposed to environmental and social
issues typical for commodity chemicals companies and additional
social risk related to the Winchester ammunition business.
Governance-related risks related to debt-funded acquisitions, share
repurchases, and shareholder activists collectively are heightened
compared to many publicly-traded companies, but recent management
commentary related to reducing debt is a positive factor mitigating
these historical activities. Improving disclosure of ESG-related
information and implementation of ESG-related targets are positive
factors in Moody's assessment.
Olin Corporation is a Clayton, Missouri-based manufacturer and
distributor of commodity chemicals and a manufacturer of small
caliber firearm ammunition. The company operates through three main
segments: (i) Chlor Alkali Products and Vinyls whose primary
products include chlorine and caustic soda, hydrochloric acid,
vinyl chloride, sodium hypochlorite (bleach), and potassium
hydroxide; (ii) Epoxy, which produces and sells a full range of
epoxy materials, including allyl chloride, epichlorohydrin, liquid
epoxy resins and downstream products such as converted epoxy resins
and additives; and (iii) Winchester, whose primary focus is the
manufacture and sale of small caliber, firearm sporting and
military ammunition. In 2015, Olin acquired Dow's U.S.
chlor-alkali, global epoxy and global chlorinated organics
businesses (Dow's chlor-alkali business), significantly expanding
the company's size and diversity.
The principal methodology used in these ratings was Chemical
Industry published in March 2019.
ORGANIC POWER: Court Extends Plan Exclusivity Thru August 12
------------------------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico extended the periods within which Debtor Organic
Power, LLC has the exclusive right to file a plan of reorganization
through and including August 12, 2021, and to solicit acceptances
through and including October 11, 2021.
Although substantial work has been done to accomplish the filing of
the Plan and Disclosure Statement, the Debtor is still in the
process of reconciling its claims and the deadline for filing proof
of claims, even for non-government entities, has not elapsed. As
such, the Debtor understands that it would be more cost-effective
to file its Disclosure Statement and Plan of Reorganization after
at least the deadline for non-government entities elapses since
there are $1,203,728 in disputed claims that could be eliminated if
no proof of claim is filed.
More importantly, Debtor is still in negotiations with Euro-Caribe
Packaging, Corp., for the rejection of the executory contract by
and between the Debtor and said entity, which will resolve one of
Debtor's confirmation hurdles. Without the said agreement, the
Disclosure Statement and Plan of Reorganization could be
premature.
The Debtor has worked to meet its Chapter 11 operating and
reporting requirements. The Debtor and its advisors have also
worked with the Office of the United States Trustee to provide
requested information and comply with the reporting requirements
under the Bankruptcy Code and the Bankruptcy Rules and are in the
process of completing its plan of reorganization and disclosure
statement.
The extension of the Exclusive Periods will give the Debtor:
(i) an opportunity to negotiate and obtain confirmation of a
consensual plan with its creditors;
(ii) the Debtor has already published the public notice of the
Department of Natural and Environmental Resources' intent to issue
one of the environmental permits needed for Debtor to continue its
operations, and Debtor has already submitted its formal request for
the second permit needed; and
(iii) the Debtor needs the extensions for all parties to file their
respective claims within the deadlines already established by the
Court and for Debtor to reconcile said claims once filed.
The extension will give the Debtor additional time to prepare and
file a meaningful plan and disclosure statement, meeting the
requirements of 11 U.S.C. §1125. Also, for the Debtor to negotiate
terms of a plan that provides for an equitable distribution to
holders of valid claims against the Debtor's estate.
A copy of the Debtor's Motion to extend is available at
https://bit.ly/2VyaVrq from PacerMonitor.com.
A copy of the Court's Extension Order is available at
https://bit.ly/3fEUrob from PacerMonitor.com.
About Organic Power
Organic Power, LLC, -- https://www.prrenewables.com/ -- is a Vega
Baja, P.R.-based company that offers food processing companies,
restaurants, pharmaceuticals, and retail outlets an alternative to
landfill disposal -- a low cost and environmentally friendly
recycling option.
Organic Power sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.P.R. Case No. 21-00834) on March 17, 2021. Miguel E.
Perez, the president, signed the petition. In its petition, the
Debtor disclosed assets of between $10 million and $50 million and
liabilities of the same range.
Judge Edward A. Godoy oversees the case.
The Debtor tapped Fuentes Law Offices, LLC as bankruptcy counsel,
and Godreau & Gonzalez Law, LLC, and Vidal, Nieves & Bauza, LLC as
special counsel. CPA Luis R. Carrasquillo & Co., P.S.C. is the
financial advisor.
ORIGINCLEAR INC: Incurs $17.9 Million Net Loss in First Quarter
---------------------------------------------------------------
OriginClear, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $17.86
million on $796,178 of sales for the three months ended March 31,
2021, compared to net income of $21.60 million on $1.09 million of
sales for the three months ended March 31, 2020.
As of March 31, 2021, the Company had $2.09 million in total
assets, $39.52 million in total liabilities, $7.73 million in
commitments and contingencies, and a total shareholders' deficit of
$45.17 million.
Net cash used in operating activities was $999,665 for the three
months ended March 31, 2021, compared to $926,200 for the prior
period ended March 31, 2020. The increase in cash used in
operating activities was primarily due to an increase in contract
liabilities.
Net cash flows used in investing activities for the three months
ended March 31, 2021 and 2020, were $4,500 and $0, respectively.
The increase in investing activities was due to payment of accounts
payable for purchase of fixed assets.
Net cash flows provided by financing activities was $1,146,201 for
the three months ended March 31, 2021, as compared to $732,886 for
the three months ended March 31, 2020. The increase in cash
provided by financing activities was due primarily to an increase
in proceeds for issuance of preferred stock and loan payable. To
date the Company has principally financed its operations through
the sale of its common and preferred stock and the issuance of
debt.
"We do not have any material commitments for capital expenditures
during the next twelve months. Although our proceeds from the
issuance of securities together with revenue from operations are
currently sufficient to fund our operating expenses in the near
future, we will need to raise additional funds in the future so
that we can maintain and expand our operations. Therefore, our
future operations are dependent on our ability to secure additional
financing, which may not be available on acceptable terms, or at
all. Financing transactions may include the issuance of equity or
debt securities, obtaining credit facilities, or other financing
mechanisms. Furthermore, if we issue additional equity or debt
securities, stockholders may experience additional dilution or the
new equity securities may have rights, preferences or privileges
senior to those of existing holders of our common stock. The
inability to obtain additional capital may restrict our ability to
grow and may reduce our ability to continue to conduct business
operations. If we are unable to obtain additional financing, we
may have to curtail our marketing and development plans and
possibly cease our operations," OriginClear said.
"We have estimated our current average burn, and believe that we
have assets to ensure that we can function without liquidation for
a limited time, due to our cash on hand, growing revenue, and our
ability to raise money from our investor base. Based on the
aforesaid, we believe we have the ability to continue our
operations for the immediate future and will be able to realize
assets and discharge liabilities in the normal course of
operations. However, there cannot be any assurance that any of the
aforementioned assumptions will come to fruition and as such we may
only be able to function for a short time," the Company said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1419793/000121390021040252/f10q0321_originclear.htm
About OriginClear
Headquartered in Clearwater, Florida, OriginClear --
www.originclear.tech -- is a water technology company which has
developed in-depth capabilities over its 14-year lifespan. Those
technology capabilities have now been organized under the umbrella
of OriginClear Tech Group.
OriginClear reported net income of $13.26 million for the year
ended Dec. 31, 2020, compared to a net loss of $27.47 million for
the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$1.33 million in total assets, $24.64 million in total liabilities,
$6.33 million in convertible preferred stock, and a total
shareholders' deficit of $29.65 million.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
May 21, 2021, citing that the Company suffered a net loss from
operations and has a net capital deficiency, which raises
substantial doubt about its ability to continue as a going concern.
PATTERN ENERGY: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Investors Service changed the outlook of Pattern Energy
Operations LP (Pattern Operations) to stable from positive.
Concurrently, Moody's affirmed Pattern Operations' Ba3 corporate
family rating, Ba3 senior unsecured rating and Ba3-PD Probability
of Default rating. Pattern Operations' speculative grade liquidity
rating is unchanged at SGL-2.
Affirmations:
Issuer: Pattern Energy Operations LP
Probability of Default Rating, Affirmed Ba3-PD
Corporate Family Rating, Affirmed Ba3
Gtd Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD4)
Outlook Actions:
Issuer: Pattern Energy Operations LP
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
"The change in Pattern Operations' outlook to stable from positive
reflects our expectation that incremental project debt incurred
during 2021 will reduce consolidated credit metrics going forward
following an improvement in 2020" said Natividad Martel, Vice
President - Senior Analyst. "Today's rating action also considers
lower liquidity following the renewal of the group's committed
revolving bank credit facility at a reduced size of $375 million
(down from $440 million) that will now mature in 2026", added
Martel. Pattern US Finance Company LLC and Pattern Canada Finance
Company ULC remain the co-borrowers and co-guarantors under the
renewed facility.
Contrary to Moody's expectations last year, Pattern Operations did
not fully repay the $266 million 364-day term-loan that it, entered
into in April 2020 in the wake of the pandemic with cash on hand.
Instead, the repayment was funded with $277 million of new debt in
the form of two amortizing term loans entered into at its Spring
Valley project (due in 2032) and its Lost Creek project (due in
2030) in February 2021.
In addition, a severe winter storm in February 2021 adversely
affected the operational and financial performance of the Panhandle
1 and 2 wind farms located in Texas. Gains generated at the Gulf
Power wind farm, also located in Texas, partially offset losses
that aggregated $86 million on a net basis. Pattern Operations
funded the losses through a combination of available cash on hand
and a $21 million loan from the two projects' co-owner, the Public
Sector Pension Investment Board (PSP). These losses contributed to
the deterioration in consolidated credit metrics for the last
twelve month period ended March 2021. Specifically, Pattern
Operation's ratio of debt to EBITDA exceeded 9.0x compared to
nearly 8.0x at the end of 2020 while the ratio of cash flow from
operations pre-working capital (CFO pre-W/C) to debt dropped to
around 6.5% at the end of March 2021 from nearly 10% in 2020.
Moody's acknowledge that these losses should not be recurring, but
they highlight the risks associated with contractual arrangements
in the form of hedges.
The affirmation of the Ba3 CFR and the senior unsecured notes
rating considers that the vast majority of its assets operate under
long-term power purchase agreements, with hedging arrangements
limited to its three wind farms in Texas. It also factors in the
company's geographic diversification with operations across
different regions of both the US and Canada and good credit quality
counterparties. The rating also reflects some indirect exposure to
construction risk, largely because its credit facility also
supports the liquidity of its sister company Pattern Energy Group
Holdings 2 LP ("Pattern Development"). The affirmation of the Ba3
senior unsecured rating assumes that the secured debt obligations
will remain limited to borrowings under the revolving credit
facility such that the senior unsecured notes will continue to
account for the vast majority of the issuer's capital structure.
The affirmation of the rating of the notes also considers that
Pattern US Finance Company LLC (one of the two co-borrowers under
the bank credit facility; see liquidity section) also guarantees
the 2028 senior unsecured notes. This intermediate holding company
holds the group's interests in the projects located in the United
States. Moody's estimate that the EBITDA of these assets, excluding
tax payments, represents over 50% of the consolidated EBITDA.
The stable outlook assumes a moderate expansion strategy and a
financing strategy that enables Pattern Operations to report a
run-rate ratio of consolidated debt to EBITDA of around 8.0x.
Moody's calculations of this ratio include proportional
consolidation of Pattern Operations' unconsolidated subsidiaries
and any debt that its direct parent company, Pattern Energy Group
LP, could incur going forward (currently: unencumbered).
Liquidity
Pattern Operations' SGL-2 speculative grade liquidity rating
reflects the group's good liquidity. Pattern US Finance Company LLC
and Pattern Canada Finance Company ULC (co-borrowers and
co-guarantors) renewed their bank credit facility . The reduction
of the size to $375 million from $440 million is credit negative
because it reduced an important source of external liquidity.
However, the SGL-2 assumes that Pattern Operations will primarily
rely on the credit facility for letters of credit with direct
borrowings under the facility largely limited to co-funding the
acquisition of new assets from its sister company Pattern Energy
Group Holdings 2 LP until permanent financing is put in place. This
expectation considers that the company had no borrowings
outstanding at the end of 2020 and at March 31, 2021 even in the
aftermath of the severe Texas winter storm event in February 2021.
The renewed facility includes a $200 million sublimit for letters
of credit.
The SGL-2 also anticipates that Pattern US Finance Company LLC and
Pattern Canada Finance Company ULC will remain comfortably in
compliance with the covenants embedded in the credit facility.
These financial covenants require that the subsidiaries maintain a
first lien leverage ratio (the ratio of borrower first lien debt to
borrower cash flow) that does not exceed 3.50:1.00 and an interest
coverage ratio (the ratio of borrower cash flow to borrower
interest expense) that is not less than 1.75:1.00. The company does
not disclose its covenant compliance calculations. Borrowings under
the revolving credit facility are subject to material adverse
change representation clauses, a credit negative.
Pattern Operations used largely cash on hand and the $21 million
PSP loan to cover the net losses reported in the aftermath of the
Texas winter storm in February 2021 such that the net cash impact
amounted $58 million. In addition, it used the proceeds from new
term loans at Spring Valley and Lost Creek to repay the $266
million 364 day term loan that the projects' direct parent company
had entered into to strengthen the group's liquidity in April 2020
in the wake of the pandemic outbreak.
The SGL-2 assumes that the group will use its excess cash flow and
proceeds from new amortizing project debt and tax equity
partnerships to fund the majority of its capital requirements,
including the acquisition of the 1,050 MW Western Spirit wind farm
and Phoenix solar project after they achieve commercial operation.
Currently, Pattern Operations' nine unencumbered assets, including
the Panhandle 1 and 2 Texas assets as well as Gulf Wind, have
entered into tax equity partnerships. In most cases, the payments
under these tax equity partnerships reduce the amount of cash that
is distributable to Pattern Operations except under the Broadview
and Grady pay-go tax equity arrangements. Moody's estimate the
annual net amounts related to these arrangements will not exceed
$20 million.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
Pattern Operations' ratings could experience positive momentum if
its consolidated ratio of debt to EBITDA falls below 7.5x and the
ratio of CFO pre- changes in working capital CFO pre-W/C to debt
above 10%, on a sustainable basis. Both ratios are calculated
including proportional consolidation of unconsolidated projects and
any parent debt outstanding at Pattern Energy Group LP.
Factors that could lead to a downgrade
A downgrade of the CFR is likely if Pattern Operations' leverage
deteriorates more than anticipated such that its consolidated debt
to EBITDA exceeds 8.5x and CFO pre-W/C to debt falls below 5%, on a
sustained basis. Both ratios are calculated on a run-rate basis
considering the full-year financial performance of any new assets
as well as proportional consolidation of unconsolidated projects
and any parent debt outstanding at Pattern Energy Group LP. Pattern
Operations' ratings could also be lowered if significant exposure
to construction risk materializes at PEG LP and/or at Pattern
Operations' sister companies. The Ba3 rating of the senior
unsecured notes could be downgraded upon changes in the seniority
of the group's capital structure, including for example if
incremental senior secured debt in the form of term loans is issued
and deteriorates the recovery prospects of the senior unsecured
notes.
Pattern Energy Operations LP (Pattern Operations) is a
growth-oriented renewable energy company that owns and operates a
fleet of wind farms and transmission assets with an installed
capacity that currently approximates 4.2 GW, or 3 GW on an
ownership-adjusted basis. Pattern Energy Operations will acquire
from its sister development company, Pattern Energy Group Holdings
2 LP, the 1,050 MW Western Spirit wind farm as well as the
portfolio's first solar asset, the 83 MW Phoenix project, upon
their completion, expected before year-end 2021.
In April 2020, the Canada Pension Plan Investment Board (CPPIB, Aaa
stable) became the ultimate majority shareholder of Pattern
Operations' parent company, Pattern Energy Group LP (parent or PEG
LP) with an interest of approximately 78%. Private equity funds
sponsored by Riverstone Holdings Limited ("Riverstone") hold around
20% and management holds the remaining minority interests. Pattern
Operations' ownership interest includes non-consolidated joint
ventures (interests ranging between 21.7% and 50%). In addition,
the Public Sector Pension Investment Board (PSP; Aaa stable)
co-owns several projects along with Pattern Operations.
The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.
PB 6 LLC: Disclosure Statement Hearing Continued to Oct. 20
-----------------------------------------------------------
Judge Maureen A. Tighe has entered an order within which the
hearing on the Original Disclosure Statement of debtor PB-6, LLC
shall be continued from August 18, 2021 at 10:30 a.m. to October
20, 2021, at 10:30 a.m.
A copy of the order dated August 5, 2021, is available at
https://bit.ly/3xzNb3q from PacerMonitor.com at no charge.
Attorneys for Debtor:
JEFFREY S. SHINBROT, ESQ.
JEFFREY S. SHINBROT, APLC
15260 Ventura Blvd., Suite 1200
Sherman Oaks, CA 91403
Tel: (310) 659-5444
Fax: (310) 878-8304
E-mail: jeffrey@shinbrotfirm.com
About PB 6 LLC
PB 6, LLC, a privately held company in Newbury Park, Calif., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case No. 21-10293) on Feb. 23, 2021. At the time of the
filing, the Debtor disclosed assets of between $1 million and $10
million and liabilities of the same range. Judge Maureen Tighe
oversees the case. Jeffrey S. Shinbrot, APLC is the Debtor's
counsel.
PEOPLE SPEAK: Disclosure Motion Hearing Reset to August 25
----------------------------------------------------------
Judge Meredith S. Grabill has ordered that the hearing on the
motion to extend time within which debtor People Speak, LLC must
file a Chapter 11 Plan and Disclosure Statement and Gain Acceptance
of Plan in order to Maintain Exclusivity Period currently set for
hearing on August 4, 2021, shall be continued to August 25, 2021 at
1:00 p.m., at the U.S. Bankruptcy Court, Eastern District of
Louisiana.
A copy of the order dated August 3, 2021, is available at
https://bit.ly/2WQhlT5 from PacerMonitor.com at no charge.
About People Speak
People Speak, LLC, a privately held company that operates in the
traveler accommodation industry, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. La. Case No. 21-10315) on March
11, 2021. Rachele Riley, owner, and member signed the petition. The
Debtor disclosed $1 million to $10 million in both assets and
liabilities in the petition.
Judge Meredith S. Grabill oversees the case.
Lugenbuhl, Wheaton, Peck, Rankin & Hubbard, led by Stewart F. Peck,
Esq., serves as the Debtor's counsel.
POWER BAIL BONDS: Court OKs Deal on Cash Collateral Use
-------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has approved the Fifth Interim Stipulation Authorizing the Use of
Cash Collateral between Caroline Djang, the Subchapter V
Trustee-in-Possession for the bankruptcy estate of Power Bail
Bonds, Inc., and Secured Creditor Lexington National Insurance
Corporation.
As previously reported by the Troubled Company Reporter, the
parties agreed on the consensual use of Cash Collateral which would
allow the Trustee's interim use of Cash Collateral to pay ordinary,
necessary and reasonable operating expenses incurred by the estate
for the Third Quarter of 2021 (July 1, 2021 to September 30, 2021)
and accordingly, have entered into the Fifth Interim Stipulation
Authorizing Use of Cash Collateral.
LNIC is a secured creditor of the Debtor by virtue of a blanket
security interest in all of the Debtor's assets properly perfected
by the recording of a UCC-1 financing statement on or August 28,
2017. LNIC's collateral includes, without limitation, the Debtor's
accounts receivable and intellectual property.
LNIC is the only creditor with a security interest in Debtor's
accounts receivable.
A copy of the order is available at https://bit.ly/3xEpMhi from
PacerMonitor.com.
About Power Bail Bonds
Power Bail Bonds, Inc., a company based in Temecula, Calif., filed
a Chapter 11 petition (Bankr. C.D. Calif. Case No. 20-14155) on
June 15, 2020. In the petition signed by Marcus Romero, chief
executive officer and president, the Debtor disclosed $55,112,483
in assets and $2,673,222 in liabilities.
Judge Mark S. Wallace oversees the case.
The Debtor tapped Reid & Hellyer, APC as its bankruptcy counsel and
John R. Mayer, A Professional Law Corporation as its special
counsel.
Caroline R. Djang has been appointed as Subchapter V trustee in the
Debtor's Chapter 11 case.
PRESIDIO DEVELOPMENT: Has Until Sept. 30 to File Plan & Disclosures
-------------------------------------------------------------------
Judge Julia W. Brand has entered an order within which the deadline
of July 15, 2021 for debtor Presidio Development, LLC, to file and
serve its disclosure statement describing Chapter 11 plan of
reorganization and Chapter 11 plan of reorganization is continued
to September 30, 2021.
A copy of the order dated August 5, 2021, is available at
https://bit.ly/3isMy7t from PacerMonitor.com at no charge.
Proposed Attorneys for Debtor:
Roksana D. Moradi-Brovia
Matthew D. Resnik
RESNIK HAYES MORADI LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Telephone: (818) 285-0100
Facsimile: (818) 855-7013
E-mail: roksana@RHMFirm.com
matt@RHMFirm.com
About Presidio Development
Presidio Development, LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
21-10086) on Jan. 6, 2021, listing under $1 milion in both assets
and liabilities. The Law Offices of Michael Jay Berger serves as
the Debtor's legal counsel.
PRINTEX INC: Combined Disclosure & Plan Confirmed by Judge
----------------------------------------------------------
Judge Bonnie L. Clair has entered an order confirming the Second
Amended Combined Disclosure Statement and Liquidating Plan of
Reorganization filed by debtors Printex, Inc., MidAmerica Pick &
Pack, Inc., and Medford Randal Park.
The Second Amended Plan is proposed in good faith and not by any
means forbidden by law as required by Section 1129(a)(3) of the
Code.
At least one impaired class, exclusive of insiders, has accepted
the Second Amended Plan with regard to each Debtor as required by
section 1129(a)(10) of the Code and as demonstrated in the
Corrected Ballot Report, to wit:
* With regard to Printex, impaired Class 3c voted 100% in
favor of confirmation of the Second Amended Plan in both amount and
dollars;
* With regard to MAP&P, impaired Class 3a voted 100% in favor
of confirmation of the Second Amended Plan in both amount and
dollars and impaired Class 3c voted 100% in favor of confirmation
of the Second Amended Plan in both amount and dollars;
* With regard to Mr. Park, impaired Class 2 voted 100% in
favor of confirmation of the Second Amended Plan in both amount and
dollars and impaired Class 3c voted 100% in favor of confirmation
of the Second Amended Plan in both amount and dollars.
For secured creditors, the Second Amended Plan provides for lien
retention plus cash payments that total the amount of the claim and
have a present value, as of Second Amended Plan's expected
effective date, of the creditor's interest in property, for sale of
collateral with each creditor's lien to attach to proceeds, or for
realization of the indubitable equivalent of each creditor's claims
as required by section 1129(b)(2)(A) of the Code. As this is a
liquidating plan, no secured claims are being treated, other than
as set forth. The treatment of First Bank of the Lake satisfies the
requirements of section 1129(b)(2)(A) of the Code.
For unsecured creditors, each impaired unsecured class and all
below it in priority are treated according to the so-called
absolute priority rule contained in section 1129(b)(2)(B) of the
Code. To satisfy that absolute priority rule, MAP&P and Mr. Park
each waive any interest or right to receive any payment or other
compensation as a result of their 1% ownership retention in the
real estate sold to Icon.
A copy of the Plan Confirmation Order dated August 5, 2021, is
available at https://bit.ly/3A9r8SK from PacerMonitor.com at no
charge.
About Printex Inc.
Printex Inc. and its affiliates, Medford Randal Park and Midamerica
Pick & Pack Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Case Nos. 19-20132 to 19-20134) on
May 31, 2019. The cases were jointly administered under Lead Case
Case No. 19- 20132.
At the time of the filing, Printex was estimated to have assets of
between $1 million to $10 million and liabilities of the same
range. Meanwhile, Midamerica Pick was estimated to have assets of
less than $50,000 and liabilities of between $1 million and $10
million.
Cruse.Chaney-Faughn, PC, is the Debtors' their legal counsel.
QUOTIENT LIMITED: Incurs $24.4 Million Net Loss in First Quarter
----------------------------------------------------------------
Quotient Limited filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $24.40
million on $9.10 million of total revenue for the three months
ended June 30, 2021, compared to a net loss of $25.43 million on
$8.92 million of total revenue for the same period during the prior
year.
As of June 30, 2021, the Company had $276.55 million in total
assets, $328.24 million in total liabilities, and a total
shareholders' deficit of $51.70 million.
As of June 30, 2021, the Company had available cash, cash
equivalents and short-term investments of $166.7 million and $8.3
million of restricted cash held as part of the arrangements
relating to its Secured Notes and the lease of its property in
Eysins, Switzerland.
Since its commencement of operations in 2007, the Company has
incurred net losses and negative cash flows from operations. As of
June 30, 2021, the Company had an accumulated deficit of $616.3
million.
The Company's use of cash during the quarter ended June 30, 2021
was primarily attributable to its investment in the development of
MosaiQ and corporate costs, including costs related to being a
public company.
From its incorporation in 2012 to March 31, 2021, the Company has
raised $160.0 million of gross proceeds through the private
placement of its ordinary and preference shares and warrants,
$433.0 million of gross proceeds from public offerings of its
shares and issuances of ordinary shares upon exercise of warrants
and $145.0 million of gross proceeds from the issuance of the
Secured Notes.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1596946/000156459021041577/qtnt-10q_20210630.htm
About Quotient Limited
Penicuik, United Kingdom-based Quotient Limited is a
commercial-stage diagnostics company committed to reducing
healthcare costs and improving patient care through the provision
of innovative tests within established markets. With an initial
focus on blood grouping and serological disease screening, Quotient
is developing its proprietary MosaiQTM technology platform to offer
a breadth of tests that is unmatched by existing commercially
available transfusion diagnostic instrument platforms. The
Company's operations are based in Edinburgh, Scotland; Eysins,
Switzerland and Newtown, Pennsylvania.
Quotient Limited reported a net loss of $108.47 million for the
year ended March 31, 2021, compared to a net loss of $102.77
million for the year ended March 31, 2020. As of March 31, 2021,
the Company had $219.27 million in total assets, $248.31 million in
total liabilities, and a total shareholders' deficit of $29.04
million.
RADIOLOGY PARTNERS: $300MM Loan Add-on No Impact on Moody's B3 CFR
------------------------------------------------------------------
Moody's Investors Service said that Radiology Partners, Inc's
decision to raise approximately $300 million as a fungible add-on
to its existing $1.4 billion senior secured 1st lien term loan
($1.3 billion outstanding) due in July 2025 and to expand its
revolver size to $440 million from current $300 million is credit
neutral and will not impact the company's ratings or outlook.
According to the company, the proceeds from the term loan add-on
will be used to fund acquisitions of three radiology practices in
AK, FL and CA. Radiology Partners is also increasing its revolver
size to align with the expanded scale of its business. The
transaction has no impact on the company's B3 corporate family
rating, and B3-PD probability of default rating. There is also no
change to the B2 ratings on senior secured 1st lien debt or the
Caa2 rating on the unsecured debt. The outlook remains stable.
Moody's estimates that Radiology Partner's debt/EBITDA was
approximately 8.0 times at the end of March 31, 2021. Considering
the expected EBITDA contributions from the acquisitions, the
company's leverage is likely to remain flat on proforma basis.
Headquartered in El Segundo, CA, Radiology Partners, Inc. is one of
the largest physician-led and physician-owned radiology practices
in the U.S. Services provided include diagnostic and interventional
radiology. The company is 19.8% owned by New Enterprise Associates,
10.1% by Future Fund, 32.3% by Starr and the rest by physicians,
management, and other investors. Management's projected 2021
revenues including the recent MEDNAX Radiology Solutions
acquisition are approximately $2.3 billion.
RED HOOK: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Red Hook Solar Corp.
160 Nevis Rd.
Tivoli, NY 12583-5009
Chapter 11 Petition Date: August 9, 2021
Court: United States Bankruptcy Court
Northern District of New York
Case No.: 21-10759
Debtor's Counsel: Michael L. Boyle, Esq.
BOYLE LEGAL, LLC
64 2nd Street
Troy, NY 12180-3927
Tel: 518-687-1648
Fax: 518-516-5075
Email: mike@boylebankruptcy.com
Total Assets: $1,302,866
Total Liabilities: $363,146
The petition was signed by Chad Dickason as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/UI5YJ6Q/Red_Hook_Solar_Corp__nynbke-21-10759__0001.0.pdf?mcid=tGE4TAMA
REGENTS COURT: Pendergraft Represents Petitioning Creditors
-----------------------------------------------------------
In the Chapter 11 cases of Regents Court Investors, LLC, the law
firm of Pendergraft & Simon, LLP provided notice under Rule 2019 of
the Federal Rules of Bankruptcy Procedure, to disclose that it is
representing the Petitioning Creditors.
Atty. Leonard H. Simon was licensed to practice law in 1977. He was
employed by the law firm of Baker & Botts, LLP from 1977 to1982. In
April of 1982, he joined with Robert Pendergraft and Marilyn Elam
to form the law firm of Pendergraft, Elam & Simon. The firm name
has changed as partners came and went over the years, and today
said firm has the name Boyar & Miller. Robert L. Pendergraft left
the firm in approximately 1987. He left the firm in approximately
1999. In April of 2004, Robert L. Pendergraft and Leonard H. Simon
formed the law firm Pendergraft & Simon, LLP, and Mr. Pendergraft
and Mr. Simon, as partners, have engaged in a boutique litigation
and bankruptcy practice to the present. His resume was attached
hereto as Exhibit "1".
Atty. Leonard H. Simon was licensed to practice law in the State of
Texas, and he was admitted to practice in the Southern District of
Texas, and all three of the other districts in Texas. He was also
admitted to practice in the Fifth Circuit Court of Appeals and the
United States Supreme Court.
He was a board certified Business Bankruptcy Lawyer by the State of
Texas. He has been designated as a "pre-eminent AVl rated lawyer"
since the mid-1980s by Martindale Hubbell and have attained the
designation "Super Lawyer" for numerous years since the latter part
of the 200s.
On or about the last week in May 2021, Mr. Simon was approached by
John Riddle, to represent a company in which he was the president,
Meredith Capital Corporation in connection with a non-judicial
foreclosure proceeding that was scheduled to take place on June 1,
2021, by Texas Gulf Bank, N.A. against an entity named Regents
Court Investors, LLC. Mr. Riddle advised that, as an independent
contractor, he had performed services for the Debtor in 2018 and
2019 related to the development of a tract of land in Spring
Branch, Texas, which is located at 8940 Long Point Road in Houston,
Texas. A real property description of the Property is:
All of REGENTS COURT, a subdivision in Harris County, Texas,
according to the map or plat thereof, recorded in/under Film
Code No. 686825 of the Map Records of Harris County, Texas.
The Estate's Real Property is approximately 4.26 acres and is
located on the north line of Long Point Road with additional
exposure and frontage on the south line of Spring Branch Street and
is approximately one mile north of Interstate 10 and four miles
west of West Loop 610.
The Estate's Real Property is improved with underground
utilities and concrete streets, and a plat has been recorded and
accepted by the City of Houston. However, the project is only
partially completed. The status of the Estate's Real Property is
that it needs to be cleared of debris, mowed, sewar lines and water
lines need to be pressure tested and tested for contaminants, the
concrete entrance to the project needs to be completed, sprinkler
system needs to be installed, mailboxes need to be installed,
fencing and concrete walls need to be erected around the project,
and the City of Houston needs to approve the project as completed.
Mr. Riddle estimated that to complete the project, it will take
approximately $500,000 and as much as 5 to 6 months to complete.
Mr. Riddle provided him with an appraisal prepared by a well-known
appraiser in Houston, Texas, Murphy Appraisal Group, indicating
that the fair market value of the project, as of October 2020, was
approximately $8 million. That appraisal was filed of record as ECF
Doc. 8-1. Mr. Riddle also provided him with a spreadsheet showing a
rough estimate of the claims of creditors, which was set forth
below:
Secured Creditors:
* Ad Valorem Taxes
Per Harris County Tax
Assessor–Collector: $160,000.00
* Deed of Trust Liens
Texas Gulf Bank: $4,200,000.00
Ngoc Tran and Khanh Quoc Le: $1,400,000.00
* M&M Liens
Dennis Williams: $13,000.00
Texas Equipment: $27,000.00
City of Houston: $3,000.00
DPSI Engineering: $5,732.13
David William Hall Architecture: $11,000.00
Unsecured Creditors:
* Fencecreate America Inc.: $3,272.53
* Benchmark Engineering: $336,127.32
* Mark Hass Engineering: $12,000.00
* John Collins: $30,000.00
* Andrews Myers PLLC: $5,000.00
* Six Brothers Concrete: $7,000.00
* H-5 Ranch, Inc.: $4,000.00
* Meredith Capital Corporation: $98,000.00
This list has since been refined, based upon proofs of claims that
have since been filed in this case.
Mr. Riddle also advised that he had a preliminary agreement from
the second lienholder, Ngoc Tran and Khanh Quoc Le, to reduce their
claim from $1,400,000 to $450,000.00.
Therefore, in the latter part of May 2021, I believed that there
was equity in the Estate's Real Property worthy of being preserved
for the benefit of Unsecured Creditors.
Mr. Riddle spent the several days attempting to persuade the
Debtors' principal, Jack Howeth, to file a voluntary chapter 11
proceeding to preserve the equity for Unsecured Creditors, but he
refused to respond to emails or to communicate with the
undersigned.
As a result, the only other avenue to attempt to preserve the
equity in the Estate's Real Property was to file an involuntary
bankruptcy proceeding. Mr. Simon felt that an involuntary chapter
11 proceeding and the appointment of a chapter 11 Trustee was the
appropriate remedy. He asked the three petitioning creditors for
their invoices showing that services had been performed by them for
the Debtor, and they each provided me with same.
Mr. Riddle indicated that he could muster two other Unsecured
Creditors, David William Hall, Architects and Benchmark
Engineering, to join in the involuntary filing. At the time he had
an engagement agreement with MCC but did not have an engagement
agreement with Hall or Benchmark. he therefore listed himself as
attorney for MCC, but not Benchmark or Hall on the Involuntary
Petition.
Mr. Simon did not believe at the time that a "Group" existed
consisting of these three Unsecured Creditors. To his knowledge no
agreement existed as among the three Petitioning Creditors. The
same holds true today. He referred to the three Unsecured Creditors
as the "Petitioning Creditors," because that is what they were, but
not for the reason of establishing a "Group" of Creditors. It is
true that at least by the time he filed the Expedited Motion at ECF
Doc. 8, he was representing each of the Petitioning Creditors, but
he did not consider that they were a "Group," and he knew of no
written or oral agreements among them establishing a "Group" or
defining any agreements among them.
At no time prior to the latter part of July 2019, did it occur to
him that a disclosure would be required under Bankruptcy Rule 2019
until the latter part of July, when the Trustee mentioned this in
an email, and then several days later when TGB filed its Emergency
motion on August 2, 20021. He was still unsure of this, but he was
making this disclosure as a precautionary measure. He certainly had
no intention of violating Rule 2019.
He has represented John Riddle and MCC over the last 35 years with
respect to several matters having nothing to do with this Debtor.
His engagement in this matter was with Meredith Capital Corporation
which is controlled by John Riddle. MCC filed a Proof of Claim in
this matter, a true and correct copy of which is attached hereto as
Exhibit 2. The Proof of Claim filed by MCC delineates its claim
against the Debtor. Other than what was stated in the Proof of
Claim he was unaware of any other connections Mr. Riddle or MCC
have in this case, including any contacts with the Debtor's
Principal, Jack Howeth.
He represented David Hall during the 1990s in a litigation matter
pending in Harris County State District Court. Other than this
representation, he has not otherwise represented David Hall. He
filed a Proof of Claim in this matter, a true and correct copy of
which is attached hereto as Exhibit 3. The claim of David Hall is
set forth in his Proof of Claim. Other than Mr. Hall's, Proof of
Claim he was unaware of any other contact Mr. Hall may have with
the Debtor or its Principal.
Mr. Simon have never represented Benchmark Engineering prior to
this case. Benchmark Engineering has filed a Proof of Claim in
this case, a true and correct copy of which is attached hereto as
Exhibit 4. Other than what is delineated in said Proof of Claim, he
was aware of no other contacts Benchmark Engineering has with the
Debtor or its Principal, Jack Howeth.
Mr. Simon have never represented Colina Homes, Lexington 26, LP or
Ken Williams. He does not represent said Parties in this Bankruptcy
Proceeding or in any other matter.
In her email to Ken Williams on July 30, 2021, at 7:23 p.m., the
Trustee advises him that the contract he submitted to his title
company, along with his $100,000 is ineffective, which is not true.
As stated above, the Petitioning Creditors under 11 U.S.C. §
1121(c), 1123(a)(5)(D) and 1123(b)(4), the Petitioning Creditors
have the absolute right to file the DS/Plan to sell the Estate's
Real Property. Ken Williams' response was very troubling, as
follows: "I will look at your contract, but I think you clearly
have a different agenda, and I may just need to sit this one out."
The Trustee is interfering with the Petitioning Creditors DS/Plan
as to which this Court has conditionally approved the disclosure
and set down for a confirmation hearing on August 19, 2021.
Counsel for Petitioning Creditors can be reached at:
PENDERGRAFT & SIMON, LLP
Leonard H. Simon, Esq.
William P. Haddock, Esq.
2777 Allen Parkway, Suite 800
Houston, TX 77019
Tel: (713) 528-8555
Fax: (713) 868-1267
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/2VB8XXp
About Regents Court Investors
Regents Court Investors, LLC, is a limited liability company formed
under the laws of the State of Texas for the purpose of acquiring
and developing a tract of property located at 8940 Long Point Road,
Houston.
On May 31, 2021, an involuntary petition under Chapter 11 (Bankr.
S.D. Tex. Case No. 21-31802) was filed against Regents Court
Investors by petitioning creditors Meredith Capital Corporation,
David William Hall Architecture, and Benchmark Engineering.
Leonard H. Simon, Esq., at Pendergraft & Simon, LLP, represents the
petitioning creditors.
Judge Jeffrey P. Norman oversees the Debtor's Chapter 11 case.
Allison D. Byman is the trustee appointed in the Debtor's case.
The trustee is represented by C. Alexander Higginbotham, Esq., at
Byman & Associates, PLLC.
ROSA MOSAIC: Case Summary & 18 Unsecured Creditors
--------------------------------------------------
Debtor: Rosa Mosaic & Tile Company
4023 South Brook Street
Louisville, KY 40214
Chapter 11 Petition Date: August 6, 2021
Court: United States Bankruptcy Court
Western District of Kentucky
Case No.: 21-31649
Debtor's Counsel: Neil C. Bordy, Esq.
SEILLER WATERMAN LLC
22nd Floor - Meidinger Tower
462 S 4th Street
Louisville, KY 40202
Tel: 502-584-7400
Fax: 502-583-2100
E-mail: bordy@derbycitylaw.com
Total Assets: $1,158,806
Total Liabilities: $3,706,464
The petition was signed by Anna C. Tatman as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/3CVNHVI/Rosa_Mosaic__Tile_Company__kywbke-21-31649__0001.0.pdf?mcid=tGE4TAMA
RYAN 1000: Wins Cash Collateral Access Thru Sept 8
--------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin has
authorized Ryan 1000, LLC and Ryan 8641, LLC to continue using cash
collateral on an interim basis through September 8, 2021.
Pursuant to the Decision and Order dated July 2, the Court extended
its previous orders approving use of cash collateral on an interim
basis until August 4. At the status conference, the Debtors
requested the Court extend its previous orders authorizing use of
cash collateral on an interim basis. Waterstone Bank stated it had
no objection to an extension of cash collateral access on the same
terms of previous orders entered by the Court.
The Debtor is permitted to use cash collateral on the same terms as
stated in the previous orders. The use of cash collateral may be
extended by mutual agreement of the Debtors and Waterstone.
This Order is without prejudice to Waterstone' right to seek
immediate relief from the Court and to argue that it is not
adequately protected and is entitled (a) to relief from the
automatic stay and (b) the payment of any rents and any other
amounts relating to the use or occupancy of properties subject to
liens held by Waterstone.
A copy of the order is available at https://bit.ly/2VHVHQj from
PacerMonitor.com.
About Ryan 1000 LLC
Ryan 1000, LLC, a single asset real estate company based in
Milwaukee, Wisc., filed a petition under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. E.D. Wisc. Case No. 21-21326) on
March 15, 2021. David Ryan, sole shareholder, signed the petition.
At the time of filing, the Debtor disclosed up to $50,000 in both
assets and liabilities.
Judge Beth E. Hanan oversees the case.
Strouse Law Offices represents the Debtor as legal counsel.
SAVI TECHNOLOGY: Seeks 90-Day Access to Cash Collateral
-------------------------------------------------------
Savi Technology, Inc. asked the U.S. Bankruptcy Court for the
Eastern District of Virginia to authorize the use of cash
collateral for the period from August 1 to October 31, 2021,
pursuant to a proposed budget. The Debtor proposed to use Cash
Collateral for general corporate purposes, such as operating costs
and payment of its normal operating expenses.
The budget provided for total operating expenses, as follows:
$606,927 for August 2021; $436,152 for September 2021; and $576,241
for October 2021.
As of the Petition Date, the Debtor owed Eastward Fund Management,
LLC $5,000,000 in original principal amount on account of a Master
Lease Agreement dated November 5, 2018. The Loan Documents
provided that the money lent would be secured by a lien on
substantially all of the Debtor's assets. Eastward, thereafter,
filed a UCC-1 Financing Statement in order to perfect its lien.
As adequate protection for the Debtor's use of Cash Collateral and
any diminution of the value of Eastward's Collateral, the Debtor
proposed to:
* grant Eastward a continuing, valid, binding, enforceable
perfected post-petition security interest in all assets of the
Debtor and the proceeds thereof, except for the lien on any
pre-petition avoidance actions; provided however that, to the
extent the Debtor, a trustee or any committee appointed by the
Bankruptcy Court recovers any proceeds from avoidance actions,
which proceeds were subject to Eastward's lien, such proceeds shall
be recovered solely for the benefit of Eastward. The replacement
lien granted to Eastward shall at all times be senior to the rights
of the Debtor, and any subsequently appointed Chapter 11 or Chapter
7 trustee in the Debtor's case or any subsequent proceedings under
the Bankruptcy Code;
* make monthly interest payments to Eastward at the default rate
of interest provided for under the Loan Documents commencing in
August 2021 and continuing until and including October 2021.
Thereafter, and if the Debtor's continued use of Cash Collateral is
approved, the Debtor shall pay interest at the contract rate under
the Loan Documents while Eastward reserves the right to claim all
accrued prepetition and postpetition interest at the default rate;
and
* grant Eastward an allowed superpriority administrative expense
claim for any diminution in the value of collateral since the
Petition Date.
The entry of a proposed order will allow the Debtor's uninterrupted
use of the accounts and receivables. The Debtor represents that
the use of the Cash Collateral is essential to its continued
operation and effective reorganization.
A copy of the motion is available for free at
https://bit.ly/3yHP4fq from PacerMonitor.com.
A copy of the proposed order is available for free at
https://bit.ly/3CjXEn7 from PacerMonitor.com.
Counsel for Eastward Fund Management, LLC:
Richard E. Hagerty, Esq.
Troutman Pepper Hamilton Sanders LLP
401 9th Street, N.W., Suite 1000
Washington, DC 20004
Telephone: (202) 274-1910
Facsimile: (703) 448-6520
Email: richard.hagerty@troutman.com
About Savi Technology, Inc.
Savi Technology, Inc. -- https://www.savi.com/ -- is an innovator
in supply chain visibility and sensor technology, providing
real-time information about the location, condition and security of
in-transit goods and assets. The company sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
21-11369) on August 4, 2021.
On the Petition Date, the Debtor estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities.
The petition was signed by Rosemary Johnston as acting president
and CEO.
Shulman, Rogers, Gandal, Pordy & Ecker, P.A. serves the Debtor's
counsel.
SEAWORLD PARKS: Moody's Ups CFR to B2 & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service upgraded SeaWorld Parks & Entertainment,
Inc.'s corporate family rating to B2 from B3 and assigned a Ba3
rating to the new senior secured first lien credit facility
(including a revolver and term loan B). The existing senior secured
first lien notes were upgraded to Ba3 from B2. The outlook was
changed to stable from positive.
Net proceeds of the term loan B and other unsecured debt are
expected to be used to help refinance the existing senior secured
term loan and senior secured 2nd priority notes. The transaction
extends the debt maturity profile, increases the size of the
revolving credit facility, and reduces interest expense while debt
levels remain largely unchanged.
The upgrade of the CFR reflects the benefits of the transaction,
the significant improvement in SeaWorld's performance during the
first half of 2021 and Moody's projection for further growth during
the second half of 2021 and 2022 due to relaxed health restrictions
and pent up consumer demand. Moody's expects SeaWorld will maintain
a good liquidity position to manage through the remainder of the
pandemic with $514 million of pro forma cash on the balance sheet
as of Q2 2021 and an undrawn $385 million revolving credit
facility. SeaWorld's Speculative Grade Liquidity (SGL) rating is
unchanged at SGL-2. The rating on the existing senior secured
credit facility and senior secured 2nd priority notes will be
withdrawn after repayment.
Upgrades:
Issuer: SeaWorld Parks & Entertainment, Inc.
Corporate Family Rating, Upgraded to B2 from B3
Probability of Default Rating, Upgraded to B2-PD from B3-PD
Gtd Senior Secured First Lien Regular Bond/Debenture, Upgraded to
Ba3 (LGD3) from B2 (LGD3)
Assignments:
Issuer: SeaWorld Parks & Entertainment, Inc.
Senior Secured Term Loan, Assigned Ba3 (LGD3)
Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD3)
Outlook Actions:
Issuer: SeaWorld Parks & Entertainment, Inc.
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
The B2 CFR reflects Moody's view that SeaWorld's revenue and EBITDA
will continue to improve substantially over the remainder of 2021
as health restrictions ease and allow for higher capacity at its
amusement parks. SeaWorld is recovering from the severe impact of
the pandemic on the company's portfolio of parks which led to
negative EBITDA in 2020 and higher debt levels. SeaWorld has
concentrated exposure to five different states in the US, but less
restrictive health requirements benefited performance at its parks
in Florida (which is its largest market with five parks) and Texas.
Parks located in California, Virginia, and Pennsylvania were
impacted by more restrictive conditions, but SeaWorld San Diego was
able to open on a limited basis during part of the past year,
following the State of California's guidance for reopening zoos. By
the end of Q2 2021, all twelve parks were operating without Covid
related-capacity limitations.
SeaWorld's parks in Orlando face competition from destination
parks, although the company has focused on attracting guests from
nearby markets in recent years. Guest traffic from international
customers is likely to take longer to recover due to the effects of
the pandemic on travel but represent a relatively small portion of
overall attendance. SeaWorld competes for discretionary consumer
spending from an increasingly wide variety of other leisure and
entertainment activities as well as cyclical discretionary consumer
spending. The parks are highly seasonal and sensitive to weather
conditions, changes in fuel prices, terrorism, public health issues
(such as the coronavirus pandemic) as well as other disruptions
outside of the company's control.
SeaWorld benefits from its portfolio of parks in key markets
including SeaWorld, Busch Gardens, and Sesame Place as well as
separately branded parks that typically generate meaningful annual
attendance. SeaWorld faces negative publicity due to its orca
attractions, but performance improved materially prior to the
pandemic after several years of declines and the company has taken
steps to address the issue. Ongoing cost efficiency and new revenue
initiatives should support performance as the pandemic subsides,
although a portion of the gains are likely to be offset by higher
wages for park employees. Significant expenditures on new rides and
attractions prior to the pandemic and additional spending going
forward will support the recovery in performance.
Moody's analysis has considered the effect on the performance of
leisure and entertainment spending from the economic recession in
the U.S. and a gradual recovery for the coming months. Although an
economic recovery is underway, it is tenuous and its continuation
will be closely tied to containment of the virus. As a result, the
degree of uncertainty around Moody's forecasts is unusually high.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety.
A governance impact that Moody's considers is the resignation of
SeaWorld's past two CEOs after a brief tenure with the company. The
former CFO, who has been with the Company for over 20 years in
various roles, was recently appointed as the CEO after acting as
the as interim CEO since April 2020. SeaWorld is a publicly traded
company listed on the NYSE.
The stable outlook reflects Moody's expectations that results will
continue to improve significantly during SeaWorld's peak summer
operating season and benefit from reduced capacity restrictions,
although a lingering pandemic poses some uncertainty over the pace
of recovery and performance in 2021. SeaWorld's substantial
exposure to markets that have pursued less restrictive health
requirements should also support performance. SeaWorld's free cash
flow (FCF) turned positive as of LTM Q2 2021 and Moody's projects
FCF will improve further in 2021. While leverage levels are
currently very high (9.8x as of Q2 2021), leverage is projected to
decline to the 5x range by the end of 2021 driven by a recovery in
profitability.
SeaWorld's SGL-2 reflects $514 million of pro forma cash on the
balance sheet as of Q2 2021 and an undrawn $385 million revolver
due 2026. Moody's expects cash flow to increase significantly with
FCF as a percentage of debt in the low teens in 2021. SeaWorld
spent $195 million on capex in 2019 on new rides and attractions,
but only $109 million in 2020. Capex is expected to increase to the
$120 to $150 million range in 2021. The large number of new rides
and attractions from capex prior to the pandemic as well as new
attractions going forward are likely to support a recovery in
attendance in 2021 and 2022. The parks are divisible and could be
sold individually, but all of the company's assets are pledged to
the credit facility and asset sales trigger 100% mandatory
repayment if proceeds are not reinvested within 12 months.
The term loan is covenant light, but the revolver is subject to a
springing maximum first lien secured leverage covenant ratio when
greater than 35% is drawn.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
SeaWorld's ratings could be upgraded if the parks were operated as
scheduled without an ongoing impact from the pandemic and Moody's
expected leverage to be maintained below 5x. Comfort that there are
not any significant legislative, regulatory, or activist actions
that would materially impact operations would also be required. A
good liquidity position would also be required in addition to
confidence that the company would maintain a financial policy
consistent with a higher rating level.
The ratings could be downgraded if Moody's expected leverage to be
sustained above 6.5x or the EBITDA to interest ratio was maintained
below 2x. A weakened liquidity position may also lead to negative
rating pressure.
SeaWorld Entertainment, Inc., through its wholly-owned subsidiary,
SeaWorld Parks & Entertainment, Inc. (SeaWorld), own and operate
twelve theme park and water parks located in the US. Properties
include SeaWorld and Aquatica (Orlando, San Diego and San Antonio),
Busch Gardens (Tampa and Williamsburg), Discovery Cove (Orlando)
and Sesame Place (Langhorne, PA in addition Aquatica San Diego is
expected to be rebranded as the Company's second Sesame Place park
in 2022). The Blackstone Group (Blackstone) acquired SeaWorld in
2009 in a leverage buyout for $2.4 billion (including fees).
SeaWorld completed an initial public offering in 2013 and
Blackstone exited its ownership position in 2017. SeaWorld's
revenue was approximately $872 million as of LTM Q2 2021.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
SEAWORLD PARKS: S&P Upgrades ICR to 'B+', Off CreditWatch Positive
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S. regional
theme park operator SeaWorld Parks & Entertainment Inc. by two
notches to 'B+' from 'B-' and removed all of its ratings from
CreditWatch, where S&P placed them with positive implications on
June 30, 2021.
S&P said, "At the same time, we assigned our 'BB-' issue-level
rating and '2' recovery rating to the proposed senior secured
credit facility. We expect to rate the new unsecured debt once the
company announces the offering.
"The positive outlook reflects our assumption that SeaWorld's
leverage will be about 3x in 2021, which is materially below our
4.75x upgrade threshold at the current rating. Despite our
expectation for its leverage to be comfortably below our upgrade
threshold, we would not raise our rating until it becomes clear
that the delta or other COVID-19 variants will not lead to
additional park closures, mask mandates, or consumer apprehensions,
which could depress its attendance. We would also need to believe
that the economic recovery remains strong enough to support a
sustained improvement in per capita spending relative to 2019.
"The upgrade reflects our expectation that the improved attendance
trends at its theme parks, increased per capita spending, and
improved margin from management's substantial cost-cutting could
reduce SeaWorld S&P Global Ratings-adjusted net leverage to about
3x in 2021. Attendance at the company's properties was depressed in
2020 due to park closures, cautious consumer behavior, government
restrictions, and discomfort with wearing masks for extended
periods in warm outdoor weather. However, SeaWorld has reported
that the attendance at its parks has sequentially improved to 10.1%
below 2019 levels in the second quarter of 2021, from 33.7% below
2019 levels in the first quarter of 2021, and 53% below 2019 levels
in the fourth quarter of 2020. We believe that consumers are
materially less resistant to--and to some extent eager to--reenter
public spaces, which is supporting a rebound in the attendance at
SeaWorld's parks this summer." In addition to the improvement in
its attendance, the per capita spending of its guests has remained
significantly elevated relative to 2019 levels, which could be due
to pent-up demand, government stimulus actions, ticket price
increases, and a higher mix of general admission attendance
relative to groups. SeaWorld's improved operating trends lead us to
expect that its total revenue may improve to near 2019 levels this
year.
SeaWorld is issuing a new $1.1 billion first lien term loan due
2028, $825 million of other unsecured debt, and a new $385 million
revolving credit facility due 2026 that will be undrawn at close.
The company will use the proceeds from this new debt primarily to
repay its ($1.485 million outstanding) existing term loan B due
2024 and $489 million of second-lien senior secured notes
(including call premiums) due 2025.
SeaWorld has undertaken a cost-reduction plan that could
substantially improve its margin in 2021 and 2022. Management has
identified about $100 million of costs that it believes can be
sustainably removed, including through headcount reductions,
flexible staffing and streamlined park operating schedules, the
centralization of functions at the corporate level, more efficient
marketing strategies, the rebidding of third-party supply
contracts, reduced energy usage, and the consolidation of
suppliers. Although S&P expects some of these costs to creep back
over time and anticipate that inflationary labor and other cost
pressures could partially offset some of its cost reductions, S&P
assumes SeaWorld's EBITDA margins will be in the high 30% area in
2021 and 2022, which compares with about 32.7% in 2019.
SeaWorld has substantial cash balances and its capital allocation
decisions over the next several quarters could materially affect
its net leverage. S&P said, "Pro forma for the proposed
transaction, the company will have about $514 million of cash on
hand, which is significantly more than it typically carried prior
to the pandemic (we net SeaWorld's cash against its debt in our
adjusted leverage measure). Under our revised base case, we expect
that SeaWorld generates $150 million-$200 million more cash flow
from operations in the second half of 2021. Depending on how it
deploys its cash, which we expect it could use to finance
acquisitions, investments, share repurchases, or debt repayment,
its net leverage could be higher than we currently assume through
2022."
SeaWorld has taken steps to address its reputational risk factors.
S&P said, "Over the last few years, the company has stopped
breeding Orcas in captivity, phased out its theatrical orca shows,
publicized its long-standing marine rescue operations, and
partnered with the Humane Society of the U.S., which we believe has
reduced the risk of further reputational damage that could impair
its attendance. Additionally, the demand for SeaWorld's theme parks
appears to have fully recovered in recent months. While this might
not be fully sustainable, we believe its demand will likely remain
healthy through the important third quarter. Therefore, we have
loosened our upgrade and downgrade thresholds at the current rating
relative to prior to the pandemic, which reflects our stronger view
of SeaWorld's business risk profile. However, our assessment of its
business risk profile continues to reflect the unfavorable
publicity related to its care of large marine animals for
entertainment purposes, which remains a risk factor and could lead
to depressed attendance or cash flow volatility if the company
experiences an incident that damages its reputation."
S&P said, "The positive outlook reflects our assumption that
SeaWorld's leverage will be about 3.00x in 2021, which is
materially below our 4.75x upgrade threshold at the current rating.
Despite our expectation for its leverage to be comfortably below
our upgrade threshold, we would not raise our rating until it
becomes clear that the delta or other COVID-19 variants will not
lead to additional park closures, mask mandates, or consumer
apprehensions, which could depress its attendance. We would also
need to believe that the economic recovery remains strong enough to
support a sustained improvement in per capita spending relative to
2019. To raise our rating, we would also need to see the company
make capital spending and investment decisions that support its
ability to sustain S&P Global Ratings-adjusted leverage of less
than 4.75x after incorporating the volatility of an economic
cycle.
"We could raise our rating on SeaWorld if we believe that it will
sustain leverage of below 4.75x after incorporating the volatility
of an economic cycle. We would require further clarity regarding
the path of COVID cases in the U.S. and the corresponding risks for
further regional restrictions before raising our rating.
"We believe a downgrade is unlikely over the next 12 months given
the recent improvement in SeaWorld's operating performance and our
expectation for a strong cushion relative to our downgrade
threshold. However, we could lower our rating if we expect the
company to sustain leverage of greater than 5.75x."
Ratings List
Class Prelim. Prelim. amount Interest rate* Credit
rating (mil. EUR) enhancement
A-1 AAA (sf) 208.30 3M EURIBOR + 0.95% 39.50%
A-1 loan AAA (sf) 60.00 3M EURIBOR + 0.95% 39.50%
A-2 AAA (sf) 10.00 1.20% 39.50%
B-1 AA (sf) 42.30 3M EURIBOR + 1.65% 27.70%
B-2 AA (sf) 12.00 2.00% 27.70%
C A (sf) 26.40 3M EURIBOR + 2.15% 21.96%
D BBB (sf) 33.00 3M EURIBOR + 3.10% 14.78%
E BB- (sf) 23.90 3M EURIBOR + 5.99% 9.59%
F B- (sf) 12.90 3M EURIBOR + 8.62% 6.78%
Sub notes NR 41.50 N/A N/A
*The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
3M--Three month.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated. N/A--Not applicable.
SHOOTING SPORTS: Seeks to Hire Bradford Law Offices as Counsel
--------------------------------------------------------------
Shooting Sports Wholesale, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to
employ Bradford Law Offices to serve as legal counsel in its
Chapter 11 case.
The firm's services include assisting the Debtor in the preparation
of its plan of reorganization, representing the Debtor in adversary
proceedings and providing other legal services in connection with
its bankruptcy case.
The firm's hourly rates are as follows:
Attorneys $400 per hour
Paraglegals $175 per hour
Bradford Law Offices received $13,262 for attorneys fees and $1,738
for the court filing fee.
Danny Bradford, Esq., owner of Bradford Law Offices, disclosed in a
court filing that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Danny Bradford, Esq.
Bradford Law Offices
455 Swiftside Drive, Suite 106
Cary, NC 27518-7198
Tel: (919) 758-8879
Fax: (919) 803-0683
Email: dbradford@bradford-law.com
About Shooting Sports Wholesale
Shooting Sports Wholesale, LLC, a Raleigh, N.C.-based wholesaler of
firearms and ammunition, filed a Chapter 11 petition (Bankr.
E.D.N.C. Case No. 21-01669) on July 27, 2021. At the time of the
filing, the Debtor disclosed $81,766 in assets and $2,344,295 in
liabilities. Judge Joseph N. Callaway oversees the case. Danny
Bradford, Esq., at Bradford Law Offices, is the Debtor's legal
counsel.
SHOOTING SPORTS: September 16 Plan Confirmation Hearing Set
-----------------------------------------------------------
On August 2, 2021, debtor Shooting Sports Wholesale, LLC filed with
the U.S. Bankruptcy Court for the Eastern District of North
Carolina a Disclosure Statement describing its Chapter 11 Plan.
On Aug. 3, 2021, Judge Joseph N. Callaway conditionally approved
the disclosure statement and ordered that:
* Sept. 9, 2021, is fixed as the last day for filing and
serving written objections to the disclosure statement.
* Sept. 16, 2021, at 11:30 a.m. in 300 Fayetteville Street,
3rd Floor Courtroom, Raleigh, NC 27601 is the hearing on
confirmation of the plan.
* Sept. 9, 2021, is fixed as the last day for filing written
acceptances or rejections of the plan.
* Sept. 9, 2021, is fixed as the last day for filing and
serving written objections to confirmation of the plan.
A copy of the order dated August 3, 2021, is available at
https://bit.ly/3jtBar1 from PacerMonitor.com at no charge.
About Shooting Sports
Shooting Sports Wholesale, LLC, a wholesaler of firearms and
ammunition, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 21-01669) on July 27, 2021. The Hon. Joseph N. Callaway
oversees the case. At the time of filing, the Debtor disclosed up
to $81,766 in assets and up to $2,344,295 in liabilities. PAUL D.
BRADFORD, PLLC, led by Danny Bradford, is the Debtors' counsel.
SNAP ONE: S&P Upgrades ICR to 'B' on Debt Paydown, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Snap One
Holdings Corp., a provider of products and support to professional
home electronics integrators, to 'B' from 'B-'.
S&P said, "At the same time, we raised our issue-level rating on
its revolving credit facility and first-lien term loan to 'B' from
'B-'. Our '3' recovery rating on the debt remains unchanged. The
stable outlook reflects our expectation that Snap One will maintain
its good performance throughout the economic recovery from the
COVID-19 pandemic. Specifically, we expect the company to report a
strong improvement in its top line supported by good demand for its
smart home solution products, which will help reduce its leverage
to the mid-4x area in 2021."
While other technology hardware providers faced tremendous
headwinds due to the COVID-19 pandemic, Snap One was able to
achieve a strong financial performance in 2020. Many technology
hardware providers faced revenue headwinds in 2020 due to the
weaker demand for their hardware products. However, Snap One was
able to capitalize on certain shifts precipitated by the pandemic
because its customers are generally high-end households that want a
complex smart home system or experience, which typically requires a
professional integrator to install. These smart home projects can
cost upwards of $20,000. Because these high-end households were
more insulated from the macroeconomic factors of the COVID-19
pandemic than those on the lower-end, they generated good demand
for Snap One's solutions.
Snap One was able to capitalize on the abrupt shift toward remote
work and learning because many houses were not equipped to
accommodate an entire family working from home on a full-time
basis. Therefore, these households looked to upgrade their
networking or internet connectivity with the company's products.
Snap One also benefitted from the shift in its customers'
discretionary spending away from travel and entertainment and
toward upgrading their in-house experience. Given that many
households spent most of their time at home during the COVID-19
pandemic, they wanted to improve their in-home experience by
upgrading to better and more capable smart home products. Snap One
also saw that the increase in home prices helped support the demand
for its smart homes solutions because consumers looked to upgrade
their homes with more advanced products to increase the sale price.
Due to these good tailwinds, the company was able to increase its
organic revenue by 10% in 2020.
S&P said, "The stable outlook on Snap One reflects our expectation
for a good performance through the COVID-19 recovery. Specifically,
we expect a strong improvement in its top line on good demand for
its smart home solution products, which will help reduce its
leverage to the mid-4x area in 2021.
"We could lower our rating on Snap One if we believe that it will
sustain leverage exceeding the mid-6x area or FOCF to debt of less
than 5%. This could occur if the demand for its smart home
solutions is lower than we expect due do a weaker macroeconomic
environment that leads to reduced discretionary consumer spending
or it engages in debt-funded acquisitions or shareholder returns.
"We could raise our rating on Snap One if it sustains leverage of
less than 5x and generates unadjusted FOCF of more than $50 million
despite its debt-funded acquisitions or shareholder returns. This
could occur if the demand for its smart home solutions remains
elevated due to a strong macroeconomic environment."
SOTHEBY'S (OLD): Moody's Hikes Rating on $31MM Notes Due 2025 to B2
-------------------------------------------------------------------
Moody's Investors Service upgraded the rating on Sotheby's (Old)
$31 million notes due 2025 to B2 from Caa1. All other ratings and
outlook of Sotheby's remain unchanged.
The upgrade reflects the liens granted to secure the notes on a
pari passu basis with liens securing Sotheby's term loans, revolver
and senior secured notes.
Moody's took the following rating actions for Sotheby's (Old):
Senior Secured Global Notes, upgraded to B2 (LGD3) from Caa1
(LGD6)
Outlook, remains stable
RATINGS RATIONALE
Sotheby's B2 CFR is constrained by the high cyclicality of the art
auction market, which can result in dramatic swings in operating
performance and credit metrics. The credit profile also reflects
the company's high leverage and governance considerations,
specifically the back-to-back debt-financed distributions, which
have increased debt by 40% in the restricted subsidiaries relative
to the initial LBO financing. While the company has stated its
intent to maintain net leverage (based on the credit agreement
definition) in the 4.0-4.5x range, Moody's expect leverage to
remain high. Moody's projects leverage to be in the 6.4-6.9x over
the next 12-18 months, reflecting high debt levels but mitigated by
continued strength in the art market, growth in private sales, and
expense management. Moody's credit metrics include the mortgage
held by the unrestricted UK subsidiary, which is treated as debt
because the subsidiary is consolidated on Sotheby's balance sheet.
Nevertheless, Sotheby's credit profile is supported by strong
qualitative factors, including the company's position as one of
just two major branded global auction houses and its well-known
expertise in a highly specialized industry with high barriers to
entry. Further, Sotheby's had strong performance during the
coronavirus pandemic, meeting the original 2020 EBITDA targets set
out in the 2019 LBO, as a result of the resilient art market demand
and the company's ability to pivot to a digital format and cut
expenses. Moody's expects earnings growth to continue, driven by
favorable art market conditions and continued execution of the
company's strategic initiatives, including digitization, expansion
into new non-art product categories, and focus on new geographies
and appealing to an expanded target demographic. The rating is also
supported by Sotheby's adequate liquidity over the next 12-18
months.
The stable outlook reflects Moody's expectations for earnings
growth and adequate liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company reduces debt/EBITDA to
5.75x on a sustained basis through earnings improvement and debt
repayment, while maintaining good liquidity.
The ratings could be downgraded if liquidity deteriorates for any
reason or if EBITA/interest expense declines below 1.5x. The
ratings could also be downgraded if earnings materially weaken,
including due to a protracted structural downturn in the art
market.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
SVXR INC: Finestone Hayes Updates on Noteholders Group
------------------------------------------------------
In the Chapter 11 cases of SVXR, Inc., the law firm of Finestone
Hayes LLP submitted an amended notice under Rule 2019 of the
Federal Rules of Bankruptcy Procedure, to disclose an updated list
of Noteholders Group that it is representing.
As of Aug. 8, 2021, members of the Noteholders Group and their
disclosable economic interests are:
Amount of Claim
---------------
The Levy Family Trust dated $2,000,000
February 18, 1983
Grand Process Technology Corporation $1,000,000
ASE Test Limited $954,000
David Adler $500,000
Michael Wu $270,000
Scott Jewler $250,000
The McWhirter Living Trust $200,000
The Franklin/Malnekoff Trust $300,000
Remon Kaldani $100,000
Sunil Kaul $100,000
Robert Maire $100,000
The address for each listed creditor is c/o Finestone Hayes LLP,
456 Montgomery St., 20th Floor, San Francisco, CA 94104.
Counsel for the Noteholders Group can be reached at:
FINESTONE HAYES LLP
Stephen D. Finestone, Esq.
Jennifer C. Hayes, Esq.
456 Montgomery Street, 20th Floor
San Francisco, CA 94104
Tel: (415) 421-2624
Fax: (415) 398-2820
E-mail: sfinestone@fhlawllp.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3jubIlj
About SVXR Inc.
SVXR, Inc. -- https://svxr.com/ -- offers high-speed inspection and
metrology technology to the semiconductor packaging industry.
SVXR sought Chapter 11 protection (Bankr. N.D. Cal. Case No.
21-51050) on Aug. 4, 2021. In the petition signed by Daniel
Trepanier, CEO & president, the Debtor estimated assets of $1
million to $10 million and debt of $10 million to $50 million.
PAUL HASTINGS LLP, led by Todd M. Schwartz, is serving as the
Debtor's counsel. OMNI AGENT SOLUTIONS is the claims agent.
SYLVAMO CORP: Moody's Assigns First Time Ba2 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned a first-time Ba2 Corporate
Family Rating, a Ba2-PD probability of default rating, and an SGL-1
Speculative Grade Liquidity Rating to Sylvamo Corporation, a
planned spin-off of International Paper Company's (IP,
International Paper) printing papers business along with certain
coated paperboard and pulp businesses in Latin America, Europe and
North America. International Paper plans to complete the spin off
on October 1.
Moody's also assigned a Ba1 rating to the proposed $450 million
five-year revolver, $500 million seven-year term loan B and a six
year $520 million-term loan F facility. The capital structure is
also expected to include $500 million of other unsecured debt. The
proceeds of the debt issuances will be used to make a special
payment to IP, pay associated fees and expenses and retain an
initial cash balance of $120 million for Sylvamo Corporation. The
rating outlook is stable.
Assignments:
Issuer: Sylvamo Corporation
Corporate Family Rating, Assigned Ba2
Probability of Default Rating, Assigned Ba2-PD
Speculative Grade Liquidity Rating, Assigned SGL-1
Senior Secured Term Loan B, Assigned Ba1 (LGD3)
Senior Secured Term Loan F, Assigned Ba1 (LGD3)
Senior Secured Revolving Credit Facility, Assigned Ba1 (LGD3)
Outlook Actions:
Issuer: Sylvamo Corporation
Outlook, Assigned Stable
RATINGS RATIONALE
The Ba2 Corporate Family Rating (CFR) for Sylvamo benefits from its
(1) leading global market positions in uncoated free sheet (UFS);
(2) geographic diversity and operational flexibility with seven low
cost operations across Brazil, the US, France and Russia; (3) good
backward vertical integration into pulp to minimize input cost
volatility; (4) good credit metrics with starting leverage
(adjusted debt to EBITDA) of about 3.4x in the twelve months ended
June 30, 2021; and (5) strong liquidity with approximately $120
million cash balance, full availability under a $450 million
revolver and projected positive free cash flow generation.
Sylvamo's credit quality is constrained by (1) its significant
exposure to the long-term secular decline of commodity paper which
continues to be replaced by digital alternatives; (2) the
uncertainty that the industry (Sylvamo as the industry leader, as
well as its global paper peers) will actively reduce UFS capacity
to match on-going demand declines; (3) negative UFS demand pressure
with potential renewed lock downs (following a resurgence of
coronavirus infections) causing the closure or move back on-line of
many schools and businesses; and (4) the uncertain strategy of how
the company will address its declining UFS business in Northern
America and Western Europe, including the leveraging risk of
getting into other businesses, to grow their revenue. The credit
profile is also constrained by an ongoing Brazilian tax
litigation.
Sylvamo's adjusted leverage is expected to be 3.4x at inception and
improve to about 3.1x over the next 12 to 18 months with the flow
through of recent price increases.
Moody's expect that UFS prices will remain essentially flat at
current levels as Sylvamo and other paper producers continue to
actively reduce paper capacity to match demand declines through
grade conversions or closures. Moody's expect that management will
seek to reduce indebtedbess and set a sustainable dividend policy
and capital investment plan with its new board of directors.
Overtime Moody's expect the management team will maintain a strong
balance sheet to provide flexibility to invest into new businesses
to offset the decline in its core paper business.
As a manufacturing company, Sylvamo is moderately exposed to
environmental risks, such as air and water emissions, and social
risks, such as labor relations and health and safety issues. The
company has established expertise in complying with these risks,
and has incorporated procedures to address them in their
operational planning and business models. The company has reserved
$12.7 million for remediation work to be performed at the
Svetogorsk mill, Russia, related to mercury contamination and plans
to spend $220 million, primarily in 2023 and 2024, on a new
recovery boiler at the Russian mill. Additional social risks
include changing customer preferences, as digital alternatives
continue to replace traditional paper use.
Sylvamo's governance risk will be similar to other public companies
with adequate governance structures. IP will initially retain about
19.9% of ownership in the company. It is likely that the company
will pay a regular common dividend and will incorporate a flexible
share repurchase program. The credit agreement is expected to allow
dividends of $25 million for dividends a year, with other available
baskets subject to various tests. Until the Brazil tax dispute is
resolved, restricted payments (including dividends) are subject to
additional limitations, subject to leverage tests. Sylvamo has
agreed to pay 40% of any liability resulting from the Brazil tax
litigation with IP paying the rest. (IP is currently disputing
about $492 million in tax assessments and penalties as of June 30,
2021.)
Moody's expect Sylvamo to have very good liquidity to support its
operations following the spin-off as reflected by the SGL-1
speculative grade liquidity rating. Moody's expects the company to
have about $120 million of cash on hand at inception, have full
access to a $450 million five-year revolving credit facility and
generate free cash flow of about $150 million in the first four
quarters (before dividends -- which are allowed by the credit
agreement). The company is putting in place a well-spaced debt
maturity profile. The revolver is the closest maturity in 2026.
Annual amortization payments are approximately 1% on the $500
million term loan B and 2.5% (rising to 5% after one year) on the
$520 million term loan F. The revolver and the $520 million
term loan F are expected to have maintenance covenants: minimum
consolidated interest coverage of 3x and maximum consolidated total
leverage ratio of 4.25x with step downs. The covenant would be
reset lower after two years if the Brazil tax litigation is not
resolved. The company is expected to have significant cushion under
the covenants at the inception. The majority of the assets are
pledged as collateral for the secured loans, but Sylvamo owns about
250,000 acres of forest plantations in Brazil which are not pledged
as collateral and could be monetized to provide alternative
liquidity if required, after making a $100 million payment to
International Paper.
The stable outlook is based on Moody's expectation that Sylvamo
will maintain good liquidity and leverage around of 3.1x over the
next 12 to 18 months. Moody's anticipate ongoing global UFS demand
declines of about 2-3% following significant declines in 2020 due
to the closure of schools and offices as a result of stay-at-home
measures during thecoronavirus. The rating outlook reflects Moody's
expectation that Sylvamo and other paper producers will continue to
actively reduce UFS capacity to match demand declines (through
grade conversions and closures) so that prices will remain
relatively flat at current levels.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
Sylvamo demonstrates and maintains conservative financial
policies;
the company improves its diversification such that most of its
sales are generated by products that are not in secular decline
(UFS currently represents about 90% of sales);
the company sustains strong credit metrics such as Debt to EBITDA
below 3x and (RCF-Capex)/Debt above 12%
Factors that could lead to a downgrade
A sustained deterioration in operating performance should Moody's
expectations of normalized Debt to EBITDA exceed 4x or
(RCF-Capex)/Debt drop below 6%
Structural considerations
Sylvamo's revolving credit facility and senior secured term loans
are rated Ba1, one notch above the corporate family rating,
reflecting their priority position in the capital structure, which
is also expected to include $500 million of other unsecured debt,
in accordance with the Moody's Loss Given Default for
Speculative-Grade Companies methodology.
Sylvamo is the largest producer of uncoated freesheet (UFS) paper
(used primarily for photocopying) in the world. The company
operates 2 mills in the US (with capacity totaling almost 1 million
tons), three mills in Brazil (with capacity totaling about 1.1
million tons), one mill in France (with capacity totaling 265,000
tons) and one mill in Russia (with about 420,000 tons of capacity).
Sylvamo also manages about 680,000 tons of paper capacity in the US
through a supply agreement with the Georgetown SC and Riverdale AL
(owned by International Paper) and is seeking approval to market
and sell about 275,000 tons in Russia under a joint marketing
agreement with Ilim Group, an International Paper joint vernture.
Other products include market pulp and coated paperboard. Proforma
sales for 2021 are estimated to be about $3.4 billion. Sylvamo will
be spun out from IP on October 1. It will be a publicly listed
company, but IP will retain approximately 20% in the business.
The principal methodology used in these ratings was Paper and
Forest Products Industry published in October 2018.
SYLVAMO CORP: S&P Assigns 'BB' ICR on SpinOff from IPC
------------------------------------------------------
S&P Global Ratings assigned its 'BB' issuer rating to U.S.-based
Sylvamo Corp. and its 'BB+' issue-level and '2' recovery ratings to
its proposed senior secured term loans.
The stable outlook reflects S&P's expectation of S&P-adjusted
EBITDA of nearly $550 million in 2021, leading to anticipated debt
to EBITDA leverage of 2.5x-3x and funds from operations (FFO) to
debt between 25% and 30%.
Sylvamo is currently a subsidiary of International Paper Co. (IP)
and will be spun-off on Oct. 1, 2021, when IP will own
approximately 20% of the outstanding shares of Sylvamo's common
stock and IP stockholders will own the remaining 80%.
S&P views Sylvamo's global mill footprint as a strong credit
consideration. Sylvamo has strong local market positions, with more
than two-thirds of its capacity in the first quartiles of global
and regional cost curves. Its global mill footprint also gives
Sylvamo access to raw materials at competitive costs, reducing the
impact of volatile commodity swings. Like other paper product
producers, Sylvamo's operations are capital intensive and require
large investments, providing barriers to entry. Sylvamo generates
nearly half its sales outside the U.S., also reflecting its
diversified operations.
Sylvamo should continue to preserve its market position and
maintain leverage below 3x in the next 12 months. With
approximately $3 billion of sales in 2020, Sylvamo is one of the
largest paper companies in the world, with strong market share
across the regions it serves (no. 1 supply positions in Brazil and
Russia, no. 2 in North America). As businesses and schools reopen,
advertising and commercial printing rises, and government spending
increases, Sylvamo will benefit from the resulting uptick in UFS
demand. S&P expects the company to maintain debt to EBITDA of
2.5x-3x and FFO to debt between 25% and 30% over the next 12
months, both commensurate with the rating.
Sylvamo operates in an industry subject to secular decline with a
focus on more commodity-like products. The paper industry faces
secular decline – primarily in Sylvamo's western markets -
because of increasing technological substitution by electronic
media. In addition, demand for printing paper products is closely
correlated with changes in commercial printing and advertising
activity, direct mail volumes, and for uncoated cut-size products
with changes in white-collar employment that affect the usage of
copy and laser printer paper. Sylvamo's products primarily include
uncoated paper, which is used in copiers, desktop and laser
printers, and digital imaging. However, most of its U.S. peers
focus on specialty paper production and thus maintain higher
margins while reducing substitution risk. S&P believes Sylvamo has
limited pricing power given its exposure to commodity paper
products and lack of value-added products.
S&P said, "The stable outlook reflects our expectation of
S&P-adjusted EBITDA of nearly $550 million in 2021, leading to
anticipated debt to EBITDA leverage of 2.5x-3x and FFO to debt
between 25% and 30% over the next 12 months.
"We could lower the rating over the next 12 months if leverage were
to approach 4x. This scenario would entail operating performance
falling short of expectations such that EBITDA fell more than $150
million, or 30%, either on account of margins compressing by at
least 450 basis points (bps) or revenues declining more than 30% in
2022. This could occur in the absence of expected industry capacity
curtailments, depressing prices and compressing EBITDA margins.
"We view a higher rating as unlikely within the next 12 months
considering Sylvano's limited operating history as a stand-alone
company within an industry in secular decline in its western
markets. We could consider raising the rating if Sylvamo reduces
and maintains leverage near 2x through industry cycles."
T-MOBILE USA: Moody's Ups CFR to Ba1 & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service upgraded T-Mobile USA, Inc.'s corporate
family rating to Ba1 from Ba2, its probability of default rating to
Ba1-PD from Ba2-PD and changed its ratings outlook to positive from
stable. Moody's also affirmed T-Mobile's senior secured notes at
Baa3 and upgraded its senior unsecured notes to Ba2 from Ba3. As
part of this action, Moody's also upgraded the senior unsecured
notes of T-Mobile's wholly-owned subsidiaries Sprint Corporation
(Sprint) and Sprint Communications, Inc. (SCI) to Ba2 from B1 and
the unsecured notes of Sprint Capital Corporation (SCC) to Ba2 from
B1. T-Mobile's speculative grade liquidity rating is maintained at
SGL-1.
The ratings upgrade and change to positive outlook reflect Moody's
projections of strong financial performance supported by wireless
subscriber growth, EBITDA margin expansion, steadily declining debt
leverage (Moody's adjusted) and rising free cash flow. The upgrade
also reflects the company's network investment focus and
disciplined and prudent approach to future share buybacks.
Outlook Actions:
Issuer: T-Mobile USA, Inc.
Outlook, Changed To Positive From Stable
Upgrades:
Issuer: Sprint Capital Corporation
Backed Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2
(LGD6) from B1 (LGD6)
Issuer: Sprint Communications, Inc.
Backed Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2
(LGD6) from B1 (LGD6)
Issuer: Sprint Corporation
Backed Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2
(LGD6) from B1 (LGD6)
Issuer: T-Mobile USA, Inc.
Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD
Corporate Family Rating, Upgraded to Ba1 from Ba2
Backed Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2
(LGD4) from Ba3 (LGD4)
Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD4)
from Ba3 (LGD4)
Affirmations:
Issuer: T-Mobile USA, Inc.
Backed Senior Secured 1st Lien Revolving Credit Facility, Affirmed
Baa3 (LGD2)
Backed Senior Secured Regular Bond/Debenture, Affirmed Baa3
(LGD2)
Senior Secured Regular Bond/Debenture, Affirmed Baa3 (LGD2)
RATINGS RATIONALE
T-Mobile's Ba1 CFR reflects the company's solid integration
progress and accelerated achievement of operating cost synergies
following its April 2020 merger with Sprint. The company's large
and growing scale of operations, extensive asset base and solid
industry market position as the second largest nationwide wireless
operator on a wireless subscriber basis support continued
subscriber growth, EBITDA margin expansion, steadily declining debt
leverage (Moody's adjusted) and rising free cash flow over at least
the next two years. T-Mobile's financial policy, which focuses on
network infrastructure investments to support market share growth
and incorporates a balanced and prudent approach to funding
operating cash flow deficits, remains an important driver of the
credit profile going forward. Moody's views network investments,
including future spectrum investments, as supportive of the
business profile. T-Mobile's debt-financed $10.5 billion all-in
cost for 40 MHz of mid-band spectrum won in the FCC's recently
completed C-band auction and potential additional spectrum
investments are manageable under Moody's upgraded credit profile
assessment. Although the amount the company invested in C-band
spectrum trailed its nationwide wireless peers, T-Mobile will
continue to operate with a significant capacity lead in the sub 6
GHz spectrum category for the next few years, and a smaller but
still meaningful lead when Verizon Communications Inc. (Baa1
stable) is expected to receive the majority of its C-band licenses
acquired in the auction at year-end 2023.
Achievement of synergies associated with the multi-year integration
of the wireless network of Sprint Corporation (Sprint) into the
legacy T-Mobile wireless network continues to progress both well
ahead of schedule and Moody's initial expectations, and will now
result in higher run rate cost efficiencies than estimated at the
time of the company's merger with Sprint. The migration of most of
Sprint's customers to T-Mobile's network is also tracking ahead of
schedule and over 80% of Sprint customer traffic is now carried on
the T-Mobile network. With over 14 months of solid network
integration completed, any forward execution missteps would likely
result in less severe service quality deterioration and associated
customer churn fallout than at the beginning of this combination of
the formerly third and fourth largest US nationwide wireless
carriers. Since the merger, T-Mobile has continued to capture
market share due to its focus on customer service, simple and
innovative products, competitive price plans and enhancements to
customer value.
Moody's expects that T-Mobile's debt leverage (Moody's adjusted)
will fall to near or below 4.0x by year-end 2022 on a before merger
related/Covid-19 costs basis, even after factoring in debt leverage
impacts (Moody's adjusted) from potential tower lease extensions
and reasonably sizable future debt-funded spectrum investments.
Moody's further expects T-Mobile's organic growth and continued
progress on cost synergies will enable it to generate positive free
cash flow in the mid-single digits as a percentage of revenue by
year-end 2022, with steady expansion higher thereafter. T-Mobile's
growing free cash flow will enable targeted share buybacks, which
Moody's expects will be measured and constrained by Board-enforced
and company-defined debt targets. Moody's believes that T-Mobile's
steadily improving cost structure will enable the company to
adequately invest in its network to remain competitive, including
in future fiber and spectrum-based capacity enhancements as
necessary to deliver evolving 5G technology applications while
competing at discounted price points relative to its nationwide
wireless peers. T-Mobile's increased operating scale enables the
company to better pursue opportunities in under-indexed markets,
including in more rural markets and in the enterprise end market.
In addition, T-Mobile could benefit from its affiliation with its
controlling shareholder Deutsche Telekom AG (DT, Baa1 stable),
although Moody's does not impute any credit support to the rating
from DT.
Moody's expects T-Mobile to maintain committed liquidity sufficient
to address 12-18 months of total cash needs, including debt
maturities. The company's ongoing and extensive refinancing actions
post its merger with Sprint demonstrate solid access to multiple
segments of the debt capital markets. Moody's believes T-Mobile's
strategic business plan is adequately funded for aggregated costs
to achieve remaining synergy targets and effect complete and full
integration of networks and operations. T-Mobile's liquidity is
very good as reflected in the SGL-1 speculative grade liquidity
rating and is supported by a currently undrawn $5.5 billion
revolving credit facility and about $7.8 billion of cash as of June
30, 2021.
The instrument ratings reflect the probability of default of
T-Mobile, as reflected in the Ba1-PD probability of default rating,
an average expected family recovery rate of 50% at default, and the
loss given default assessment of the debt instruments in the
capital structure based on a priority of claims. The company's
senior secured debt is rated Baa3 and has effective seniority
provided by guarantees on a secured basis by all wholly-owned
domestic restricted subsidiaries of T-Mobile and Sprint (subject to
customary exceptions including for Sprint Spectrum special purpose
vehicles), but the guarantees by Sprint, Sprint Communications,
Inc. (SCI) and Sprint Capital Corporation (SCC) are unsecured due
to secured debt restrictions in the Sprint senior note documents.
The Baa3 senior secured rating reflects Moody's expectation that
the mix of funded senior secured debt as a percentage of T-Mobile's
total of funded senior secured debt plus funded senior unsecured
debt will not exceed 80% for any extended period of time.
T-Mobile's senior unsecured debt issued by T-Mobile entities is
rated Ba2, reflecting its junior position in the capital structure
and the proportion of senior secured debt in the capital structure.
Senior unsecured debt issued by Sprint entities is also rated Ba2.
Senior unsecured debt issued by T-Mobile is guaranteed on an
unsecured basis by all wholly-owned domestic restricted
subsidiaries of T-Mobile and Sprint (subject to customary
exceptions), but Sprint Spectrum special purpose vehicles (SPV) are
designated as restricted non-guarantors. T-Mobile US, Inc.
(T-Mobile US), parent of T-Mobile, T-Mobile and T-Mobile's
wholly-owned domestic restricted subsidiaries (subject to customary
exceptions) guarantee Sprint spectrum lease payments, out of which
up to $3.5 billion is secured on a pari passu basis by the assets
of the same entities whose assets are pledged to secure the senior
secured debt held at T-Mobile. The senior unsecured notes at Sprint
and Sprint's wholly-owned subsidiaries, SCI and SCC, receive
downstream unsecured guarantees from T-Mobile US and T-Mobile. As
Sprint is a subsidiary of T-Mobile, Moody's priority of claims
waterfall ranks the senior unsecured notes issued by Sprint and its
subsidiaries below in priority to the senior unsecured debt issued
by T-Mobile entities, reflecting the fact that the senior unsecured
notes issued by Sprint and its subsidiaries have guarantees from
both T-Mobile US and T-Mobile but not from their operating
subsidiaries. Although the T-Mobile and Sprint unsecured notes are
rated at the same Ba2 rating, the LGD assessment on the Sprint
notes is LGD6 compared to LGD4 on the T-Mobile notes reflecting the
difference in ranking in Moody's priority of claims of waterfall.
Moody's includes the entire amount of spectrum-backed notes issued
by SPV in a waterfall analysis and ranks the spectrum-backed notes
at the same level as T-Mobile's senior secured debt. Though these
spectrum-backed notes are bankruptcy remote from T-Mobile, this
treatment accounts for the diminished asset pool available to the
senior secured debt holders due to the prior claim on spectrum
assets.
The positive outlook reflects T-Mobile's continued subscriber and
service revenue growth, EBITDA margin expansion, steadily declining
debt leverage (Moody's adjusted) and rising free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
T-Mobile's ratings could be upgraded if debt/EBITDA (Moody's
adjusted) declines towards 3.75x and free cash flow as a percentage
of debt is in the mid-single digits, both on a sustained basis.
Further, an upgrade would require the continuation of strong
service revenue growth, sufficient network infrastructure
investment to support competitive positioning and a publicly stated
financial policy commitment to investment grade ratings.
Downward rating pressure could develop if T-Mobile's leverage is
sustained near 4.5x, if free cash flow or liquidity deteriorates,
if remaining merger integration progress materially falters or if
shareholder buybacks become more aggressive and largely
debt-funded. In addition, significant increases in the proportion
of senior secured debt in the capital structure could pressure the
senior secured rating downward.
The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.
With headquarters in Bellevue, Washington, T-Mobile USA, Inc.
(T-Mobile) provides mobile communications services under the
T-Mobile and Metro by T-Mobile brands in the US, Puerto Rico and
the US Virgin Islands. Following the merger of its parent, T-Mobile
US, Inc., with Sprint Corporation on April 1, 2020, T-Mobile now
operates with 104.8 million subscribers as of June 30, 2021. DT
owns an approximate 43.2% stake in T-Mobile's parent, T-Mobile US,
Inc. (T-Mobile US), but consolidates the T-Mobile parent and
subsidiaries by virtue of its voting control over approximately
52.1% of T-Mobile US.
TARGA RESOURCES: S&P Upgrades ICR to 'BB+', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Targa
Resources Corp. to 'BB+' from 'BB'.
S&P said, "We also raised the issue-level rating on Targa's
unsecured notes to 'BB+' from 'BB' and structurally subordinated
debt to 'BB-' from 'B+'. Our '3' recovery rating on the unsecured
debt and '6' recovery rating on the subordinated debt are
unchanged.
"The stable outlook reflects our expectations that the company will
maintain leverage of 3.6x in 2021, rising to approximately 4x in
2022 on the development joint ventures (DevCo) buy-in.
"The steps Targa took to reduce debt, including lower growth
capital spending and dropping its common dividend 90%, resulted in
leverage well below our 4.5x upgrade trigger. Additionally, Targa
demonstrated resilience in volumes in 2020 despite a difficult
commodity price environment. As a result, Targa used strong free
cash flow to reduce its debt balance.
"The company recently raised 2021 adjusted EBITDA guidance by
approximately $100 million to the $1.9 billion - $2.0 billion
range. As a result, we forecast a free operating cash flow surplus
of $990 for 2021. We expect the company to continue to focus on
debt reduction, leading to debt to EBITDA leverage of 3.6x in 2021.
As a result, we revised our financial risk profile to significant
from aggressive.
"The stable outlook reflects our expectation that the company will
maintain leverage of about or below 4x on a sustained basis,
bolstered by strong cash flow generation and volume resiliency. We
expect Targa to maintain minimal capital expenditure and a
conservative financial policy over the next few years, prioritizing
debt repayment and leverage reduction.
"We could consider a negative rating action if we expect leverage
to approach 4.5x, which would likely be due to lower-than-expected
volumes on Targa's assets." This could occur:
-- If very low drilling in the Permian Basin continues for an
extended period; or
-- Because of aggressive financial policies, including a
leveraging acquisition.
S&P does not anticipate a positive rating action on Targa in the
near term. However, S&P would consider one if:
-- Targa exhibits a conservative financial policy in line with
S&P's expectations such that leverage remains below 4x for a
sustained period.
TECT AEROSPACE: Seeks to Extend Plan Exclusivity Until Nov. 1
-------------------------------------------------------------
TECT Aerospace Group Holdings, Inc. and its affiliates request the
U.S. Bankruptcy Court for the District of Delaware to extend the
exclusive periods during which the Debtor may file a Chapter 11
plan and to solicit acceptances of such plan to November 1, 2021,
and January 3, 2022, respectively. This is the Debtors' first
request for an extension of the Exclusive Periods.
The Debtors have made significant and material progress in these
chapter 11 cases. Since commencing these chapter 11 cases, among
other things, the Debtors have:
(i) stabilized their operations by securing post-petition
financing;
(ii) overseen two value-maximizing marketing processes that led to
the sales of substantially all of their assets associated with
their Everett, Washington, and Kansas manufacturing businesses,
with the consent of the official committee of unsecured creditors;
(iii) established procedures and deadlines for asserting claims
against the Debtors; and
(iv) otherwise been focused on an efficient administration of the
Debtors' estates for the benefit of creditors.
More recently, the Debtors have been in discussions with The Boeing
Company, as the Debtors' pre-petition and post-petition lender (the
"Secured Lender"), and the Committee regarding the wind-down of the
Debtors' estates and orderly exit of these chapter 11 cases.
Also, the Debtors continue to make timely payments on their
undisputed post-petition obligations. In short, the Debtors
continue to make good faith progress towards the resolution of
these chapter 11 cases. These good faith efforts and progress
support an extension of the Exclusive Periods.
The Debtors need the extensions of the exclusive periods to
finalize, file and prosecute a plan for the benefit of the Debtors'
creditors. Granting the requested extensions to the exclusive
periods will not pressure the Debtors' creditor constituencies or
grant the Debtors any unfair bargaining leverage.
A copy of the Debtor's Motion to extend is available at
https://bit.ly/3jsIcfw from Kccllc.com.
About TECT Aerospace Holdings Inc.
TECT Aerospace Group Holdings, Inc. and its affiliates manufacture
high precision components and assemblies for the aerospace
industry, specializing in complex structural and mechanical
assemblies and machined components for various aerospace
applications. TECT produces assemblies and parts used in flight
controls, fuselage/interior structures, doors, wings, landing gear,
and cockpits.
TECT operates manufacturing facilities in Everett, Washington, and
Park City, and Wellington, Kansas, and their corporate headquarters
are located in Wichita, Kansas. TECT currently employs
approximately 400 individuals nationwide.
TECT and its affiliates are privately held companies owned by Glass
Holdings, LLC and related Glass-owned or Glass-controlled
entities.
TECT Aerospace Group Holdings, Inc. and six affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 21-10670) on April
6, 2021.
TECT Aerospace estimated assets of $50 million to $100 million and
liabilities of $100 million to $500 million as of the bankruptcy
filing.
The Debtors tapped RICHARDS, LAYTON & FINGER, P.A., as counsel;
WINTER HARBOR, LLC, as restructuring advisor; and IMPERIAL CAPITAL,
LLC, as an investment banker. KURTZMAN CARSON CONSULTANTS LLC is
the claims agent.
The Boeing Company, as DIP Agent, is represented by Alan D. Smith,
Esq. and Kenneth J. Enos, Esq.
As reported by Troubled Company Reporter on June 2, 2021, Judge
Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized the bidding procedures proposed by
TECT Aerospace Group Holdings Inc. and affiliates in connection
with the auction sale of their Everett, Washington assets.
TK SKOKIE: September 30 Disclosure Statement Hearing Set
--------------------------------------------------------
TK Skokie, LLC filed with the U.S. Bankruptcy Court for the
Northern District of Illinois a plan and disclosure statement.
Judge LaShonda A. Hunt has ordered that:
* Sept. 30, 2021, at 11:30 a.m., via Zoom teleconference is
the hearing to consider the approval of the disclosure statement.
* Sept. 9, 2021, is fixed as the last day for the filing and
serving of written objections to the disclosure statement or to
confirmation of the plan.
* Sept. 9, 2021, is fixed as the last day for the filing of
written acceptances or rejections of the plan.
A copy of the order dated August 5, 2021, is available at
https://bit.ly/3lEHiQ8 from PacerMonitor.com at no charge.
Attorney for the Debtor:
Timothy C. Culbertson
ARDC No. 6229083
P.O. Box 56020
Harwood Heights, Illinois 60656
Tel: (847) 913-5945
E-mail: tcculb@gmail.com
About TK Skokie
TK Skokie, LLC, owns and operates a restaurant and bar in Skokie,
Illinois. It sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 19-33898) on Nov. 29, 2019, listing assets and liabilities of
less than $1 million. Timothy C. Culbertson, Esq., at the LAW
OFFICES OF TIMOTHY C. CULBERTSON, is the Debtor's counsel.
TRIUMPH GROUP: Incurs $30.4 Million Net Loss in First Quarter
-------------------------------------------------------------
Triumph Group, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $30.35 million on $396.65 million of net sales for the three
months ended June 30, 2021, compared to a net loss of $275.79
million on $495.08 million of net sales for the three months ended
June 30, 2020.
As of June 30, 2021, the Company had $1.88 billion in total assets,
$562.70 million in total current liabilities, $1.61 billion in
long-term debt, $365.83 million in accrued pension and other
postretirement benefits, $7.46 million in deferred income taxes,
$167.44 million in other noncurrent liabilities, and a total
stockholders' deficit of $826.23 million.
"Triumph delivered solid first quarter results with organic net
sales up 11% compared to the prior year, driven largely by
increased demand in commercial aviation, which translated into
higher orders for maintenance, repair and overhaul work," stated
Daniel J. Crowley, Triumph's chairman, president and chief
executive officer. "Profitability on an adjusted basis improved
year over year across both business units."
Mr. Crowley continued, "During the quarter, we retired several
non-recurring cash uses and are on track to complete the 747
production later this month. We strengthened our balance sheet in
the quarter by reducing our debt and have no substantive repayments
until 2024. With most of our transformation milestones behind us,
Triumph today is a more predictably profitable company and we
expect to be cash flow positive over the balance of the year.
Improvements in the broader market coupled with the positive
momentum we are seeing across Triumph has enabled us to initiate
guidance for fiscal 2022. As we accelerate our organic growth, we
remain committed to conserving cash and partnering with our
customers to deliver value to all our stakeholders."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1021162/000095017021000806/tgi-20210630.htm
About Triumph
Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. --
http://www.triumphgroup.com-- designs, engineers, manufactures,
repairs and overhauls a broad portfolio of aerospace and defense
systems, components and structures. The company serves the global
aviation industry, including original equipment manufacturers and
the full spectrum of military and commercial aircraft operators.
Triumph Group reported a net loss of $450.91 million for the year
ended March 31, 2021, a net loss of $29.43 million for the year
ended March 31, 2020, and a net loss of $327.14 million for the
year ended March 31, 2019.
* * *
As reported by the TCR on Aug. 6, 2020, Moody's Investors Service
downgraded its ratings for Triumph Group, Inc., including the
company's corporate family rating (CFR, to Caa3 from Caa2) and
probability of default rating (to Caa3-PD from Caa2-PD). "The
downgrades reflect its assertion of rising default risk over the
next few years given the company's deemed unsustainable leveraged
capital structure and the multi-year recovery of the aerospace
industry as anticipated," says Eoin Roche, Moody's vice president
and senior analyst covering Triumph.
In June 2020, S&P Global Ratings lowered its issuer credit rating
on Triumph Group Inc. to 'CCC+' from 'B-'.
TUPPERWARE BRANDS: S&P Hikes ICR to 'B+' on Continued Deleveraging
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
Tupperware Brands Corp. to 'B+' from 'B'.
The stable outlook reflects its expectation that Tupperware will
continue to execute its turnaround plan, resulting in modest
revenue growth and good cost control to offset rising resin and
logistics costs.
The upgrade to 'B+' reflects Tupperware's improved operating
performance and credit measures. Tupperware reported 17% revenue
growth (10% excluding changes in foreign exchange rates) in the
second quarter ended June 26, 2021. This was its fourth consecutive
quarter of double-digit percent revenue growth. Its North American,
South American, and European segments all posted strong gains, with
only the Asia-Pacific region declining in the quarter, mainly due
to pandemic-related lockdowns. S&P believes the growth in total
revenue was primarily driven by a 24% increase in the active
salesforce resulting from a relatively weak macroeconomic
environment and better digital tools for its representatives.
Revenue also grew because of good consumer demand for food storage
products due to increased at-home food consumption. Reported EBITDA
roughly tripled compared with the first half of last year due to
higher revenue, lower restructuring costs, and further realization
of its 2020 cost-saving initiatives. Furthermore, the company
repaid about $100 million of term loan debt in the first half, and
our adjusted debt leverage as of the 12 months ended in June was in
the low-2x area. Although S&P believes Tupperware's revenue and
profitability could be relatively volatile over the next few years,
the proactive debt repayment and cost reductions give us confidence
that the company will be able to sustain leverage under 4x. In
addition, it forecasts free operating cash flow (FOCF) of about
$150 million in 2021 (excluding asset sale proceeds), declining
moderately in 2022 but still healthy at more than $100 million.
Tupperware's credit metrics are good for the current rating, but
the company is still in the early stages of a turnaround and has
yet to prove its omnichannel strategy. While Tupperware's leverage
and free cash flow might otherwise indicate higher ratings, the
company is still in the early stages of executing a turnaround plan
that targets new channels and categories that are unproven for
Tupperware. Its key initiatives include bolstering the brand with
greater consumer pull marketing, entering new product categories,
segmenting its branding and pricing, expanding its distribution
channels--including its digital presence--and enhancing the methods
of its direct-sales force. We believe strengthening its digital and
direct to consumer (D2C) capabilities amid the heightened
competition from large, online players, such as Amazon, will be its
greatest hurdle. Management's ability to build its e-commerce
presence while maintaining a motivated active sales force will be
essential to sustaining long-term revenue growth. The strategy will
require additional investments to position the company for growth
in these new channels, but it must also manage the difficult task
of selling products in new channels without cannibalizing its
direct sales channel or experiencing a substantial drop in sales
representatives. Management intends to navigate this challenge
primarily by maintaining proactive communication with its sales
representatives and appropriately segmenting its brand and product
offerings.
Following several years of declining revenue and a shrinking
salesforce, it's unclear how much of Tupperware's recent growth was
bolstered by the pandemic. Tupperware's reported revenue has
declined almost every year since at least 2014, driven by
unfavorable currency movements and a steadily shrinking salesforce,
until it rebounded in the second half of 2020 under a new
management team. S&P believes Tupperware presented a compelling
opportunity to earn income from home during the pandemic, as
opposed to many other gig economy and traditional jobs that
required face-to-face interaction with customers. Tupperware
capitalized on this by accelerating the rollout of tools and
methods to help its salesforce connect with customers digitally. If
consumer mobility continues to be restricted by the emergence of
coronavirus variants, then Tupperware will likely continue to
benefit in most markets. However, there could be a pullback when
mobility eventually returns closer to normal, albeit with some
offset by improvements in retail-focused markets like China.
Additional cost savings and price increases will likely be needed
to offset cost inflation. So far, Tupperware has been able to
offset much of the impact of the higher costs of resin and freight
through supply-chain efficiencies. Its margin also benefited from
working through the higher levels of inventory which were purchased
when resin costs were lower. S&P expects a manageable increase in
the company's cost of goods sold in 2022 as it buys new inventory
at higher costs. However, if input and logistics costs continue to
rise, the company will need to find even more efficiencies or raise
prices to offset the impact and preserve its margins.
The stable outlook reflects S&P's expectation that Tupperware will
continue to execute its turnaround plan, resulting in modest
revenue growth and good cost control to offset rising resin and
logistics costs.
S&P could lower its rating on Tupperware if its leverage approaches
4x or free cash flow deteriorates below $60 million. This could
occur if:
-- The company is not able to retain the active sales
representatives recruited over the last year and revenue falls;
-- It is unable to execute its strategic plan to expand into new
channels and categories without significantly increasing
investment, leading to a meaningful decline in margin;
-- It engages in large debt-financed shareholder returns or
acquisitions; or
-- It does not successfully refinance its term loan before it
becomes current in December 2022 and its revolver before it becomes
current in March 2023.
Although unlikely over the next year, S&P could raise its rating on
Tupperware if the company demonstrates the long-term success of its
turnaround strategy such that it has a more favorable view of its
business risks. This could occur if the company:
-- Maintains a stable active salesforce and stable revenue;
-- Sustains sales growth in channels outside its direct selling
channel;
-- Refinances its term loan maturing in 2023 and revolver maturing
in 2024 on satisfactory terms; and
-- Commits to a financial policy that maintains leverage below
4x.
U-HAUL CO: Ferrell Class Says Disclosure Statement Insufficient
---------------------------------------------------------------
Petitioning Creditors Amanda Ferrell, John Stigall, Misty Evans and
the Certified Class of Claimants (the "Ferrell Class" or
"Petitioning Creditors") object to the Disclosure Statement in
Support of Plan of Reorganization of debtor U-Haul Co. of West
Virginia.
The Ferrell Class incorporates and restates the "Objection of
Acting U. S. Trustee to Debtor's Motion for Order Approving (I)
Restructuring Support Agreement, (II) Bidding Procedures and (III)
Break-up Fee" and "Objection of the Acting United States Trustee to
the Disclosure Statement of U-Haul of West Virginia."
Further, it appears from the record in this case to date that the
Debtor and its sole shareholder, U-Haul International, Inc., are
alter egos of one another and are utilizing the Chapter 11
bankruptcy process to improperly cheat their creditors. The Farrell
Class intends to conduct discovery to further establish the alter
ego relationship. As such, the disclosure statement is premature.
The Debtor has not been functionally hindered in regularly paying
its debts.
Furthermore, it is not clear how the Debtor's alleged approximately
$118,000,000 debt to the sole shareholder, U-Haul International,
Inc., came into existence, what the debt was for, or how it hinders
the Debtor in the regular and appropriate payments of its debts to
other Creditors. Given the rate of the Debtor's losses and net
assets not including this alleged debt, it is inconceivable how
such a large debt could have been incurred. The Disclosure is
insufficient because it does not inform creditors of the details of
this alleged debt.
Lastly, the sale of the Reorganized Debtor's business proposed by
the Debtor's Plan of Reorganization and Disclosure Statement
appears to replicate the type of closed-participant auction that
occurs when a car is repossessed. Typically, the only bidders at
such an auction is the bank who holds the car loan secured by the
car. The Debtor's Plan and Disclosure Statement do not state how
other potential bidders will be notified of the opportunity to make
a bid in fair competition of the Stalking Horse Bid, i.e. the bid
by the Debtor's sole shareholder.
A full-text copy of the Ferrell Class' objection dated August 5,
2021, is available at https://bit.ly/3xt77EX from PacerMonitor.com
at no charge.
Counsel of the Petitioning Creditors:
Anthony J. Majestro
James S. Nelson
Powell & Majestro PLLC
405 Capitol Street, Suite P1200
Charleston, WV 25301
Tel: (304) 346-2889
Fax: (304) 346-2895
E-mail: amajestr@powellmajestro.com
jnelson@powellmajestro.com
About U-Haul Co. of West Virginia
St Albans, W.Va.-based U-Haul Co. of West Virginia sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.W.
Va. Case No. 21-20140) on June 16, 2021. At the time of the
filing, the Debtor disclosed total assets of $1,056,439 and total
liabilities of $118,626,327. Judge B. Mckay Mignault oversees the
case. Flaherty Sensabaugh Bonasso, PLLC and Brown Edwards &
Company, LLP serve as the Debtor's legal counsel and financial
advisor, respectively.
U-HAUL CO: United States Trustee Says Disclosures Deficient
-----------------------------------------------------------
John P. Fitzgerald, III, Acting United States Trustee for Region
Four ("UST"), objects to the Disclosure Statement of UHaul of West
Virginia.
The UST objects to the disclosure statement because the method of
sale proposed for the New Equity is structured in such a way that
UHI, its sole shareholder, will almost certainly be the successful
bidder. The debtor has not disclosed how it proposes to identify
potential upset bidders for the New Equity and has set the required
amount for an incremental upset bid at a sum ($125,000) that would
have a chilling effect, rather than encourage competitive bidding.
To ensure the debtor's New Equity is sold for the highest and best
price, the debtor should be required to market the New Equity in
some tangible way to outside parties who may be interested in
submitting an upset bid.
The UST believes full and fair disclosure requires that creditors
of the estate be provided with information describing how the
debtor intends to market the New Equity, prior to approval of a
bidding procedure. The debtor's proposed method of sale does not
appear to be structured in a way that will bring the highest and
best priced for the New Equity. Accordingly, the disclosure
statement does not provide adequate information that is reasonably
necessary to permit creditors and parties-in-interest to fairly and
effectively evaluate the plan.
Furthermore, since UHI owns 100% of the stock in the debtor, UHI
would likely have submitted a bid for the New Equity in the debtor
without the inclusion of a break-up fee in its stalking horse bid.
In addition, since UHI is the money management agency for the
debtor, UHI is unlikely to need to incur the expense of conducting
due diligence.
In addition, the disclosure statement is deficient because it does
not describe or set forth in any detail the basis of the claims the
debtor has against UHI, nor is any valuation of the asset given.
Without this information, creditors have no basis upon which to
evaluate whether or not the stalking horse bid submitted by UHI
represents the fair market value of the New Equity.
A full-text copy of the United States Trustee's objection dated
August 3, 2021, is available at https://bit.ly/2WRPS3q from
PacerMonitor.com at no charge.
About U-Haul Co. of West Virginia
St Albans, W.Va.-based U-Haul Co. of West Virginia sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
W.Va. Case No. 21-20140) on June 16, 2021. At the time of the
filing, the Debtor disclosed total assets of $1,056,439 and total
liabilities of $118,626,327. Judge B. Mckay Mignault oversees the
case. Flaherty Sensabaugh Bonasso, PLLC and Brown Edwards &
Company, LLP serve as the Debtor's legal counsel and financial
advisor, respectively.
UNITI GROUP: Posts $49.6 Million Net Income in Second Quarter
-------------------------------------------------------------
Uniti Group Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing net income of $49.64
million on $268.18 million of total revenues for the three months
ended June 30, 2021, compared to a net loss of $598.33 million on
$266.82 million of total revenues for the three months ended June
30, 2020.
For the six months ended June 30, 2021, the Company reported net
income of $45.14 million on $540.77 million of total revenues
compared to a net loss of $678.60 million on $532.98 million of
total revenues for the same period during the prior year.
As of June 30, 2021, the Company had $4.75 billion in total assets,
$6.88 billion in total liabilities, and a total shareholders'
deficit of $2.13 billion.
As of June 30, 2021, the Company had cash and cash equivalents of
$108.5 million and approximately $465.5 million of borrowing
availability under its Revolving Credit Facility.
"Uniti delivered another strong quarter of results including
consolidated bookings during the quarter of approximately $1.0
million in monthly recurring revenue, representing an increase of
over 80% from consolidated bookings in the first quarter of 2021,
and industry leading monthly churn of 0.2%. Demand for our fiber
infrastructure remains very strong and is fueled by the continued
virtualization of our society," commented Kenny Gunderman,
president and chief executive officer.
Mr. Gunderman continued, "Given the tailwinds we are seeing for
more investment needed by our customers to enable 5G networks,
fiber to the home, and greater cloud-based connectivity, we expect
these strong demand trends will continue for the foreseeable
future."
INVESTMENT TRANSACTION
On June 1, 2021, Uniti announced it had completed its previously
mentioned strategic transaction with Everstream Solutions LLC. As
part of the transaction that was initially announced on Nov. 9,
2020, Uniti entered into two 20 year IRU agreements with Everstream
on Uniti-owned fiber. In addition, Uniti sold to Everstream a
portion of Uniti Fiber's Northeast operations and certain dark
fiber IRU customer contracts acquired as part of the Windstream
settlement.
Total cash consideration to Uniti, including upfront IRU payments,
was approximately $135 million. In addition to the upfront
proceeds, Uniti will receive fees of approximately $3 million
annually from Everstream over the initial 20 year term of the IRU
lease agreements, subject to an annual escalator of 2%.
LIQUIDITY
At quarter-end, the Company had approximately $574 million of
unrestricted cash and cash equivalents, and undrawn borrowing
availability under its revolving credit agreement. The Company's
leverage ratio at quarter-end was 5.65x based on Net Debt to
Annualized Adjusted EBITDA.
On Aug. 3, 2021, the Company's Board of Directors declared a
quarterly cash dividend of $0.15 per common share, payable on Oct.
1, 2021, to stockholders of record on Sept. 17, 2021.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1620280/000156459021041718/unit-10q_20210630.htm
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 June 30, 2021, Uniti owns
approximately 123,000 fiber route miles, 7.1 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.
VESTCOM PARENT: Moody's Puts 'B3' CFR Under Review for Upgrade
--------------------------------------------------------------
Moody's Investors Service placed Vestcom Parent Holdings, Inc.'s B3
corporate family rating, B3-PD probability of default rating and
the B2 rating assigned to its senior secured credit facilities on
review for upgrade. The outlook was revised to ratings under
review from stable.
The rating action follows the announcement by Avery Dennison
Corporation ("Avery Dennison", Baa2 stable) that it will acquire
Vestcom for $1.45 billion in an all-cash transaction. The
transaction is subject to customary conditions and expected to
close in the third quarter of 2021.
On Review for Upgrade:
Issuer: Vestcom Parent Holdings, Inc.
Probability of Default Rating, Placed on Review for Upgrade,
currently B3-PD
Corporate Family Rating, Placed on Review for Upgrade, currently
B3
Senior Secured Bank Credit Facility, Placed on Review for Upgrade,
currently B2 (LGD3)
Outlook Actions:
Issuer: Vestcom Parent Holdings, Inc.
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
The rating review reflects Moody's anticipation that, following the
close of the acquisition by Avery Dennison, Vestcom's rated debt
could remain an obligation of Vestcom with or without the explicit
support of Avery Dennison, be exchanged for Avery Dennison debt, be
repaid or be refinanced. If the rated Vestcom debt remains
outstanding after the purchase closes, it would benefit from the
positive credit impact of Avery Dennison as a potential source of
debt service, whether or not Avery Dennison provides explicit
support such as a guarantee. Moody's expects to conclude the review
once Avery Dennison's plan for the Vestcom debt is announced or
effected. Moody's expects to withdraw Vestcom's ratings if the debt
is repaid.
The ratings could be upgraded if Avery Dennison assumed Vestcom's
debt, possibly by more than one notch. The ratings could also be
upgraded if the company's performance results in debt-to-EBITDA
leverage (Moody's adjusted) sustained below 5.5x and a financial
strategy that supports this leverage level. Greater customer
diversification would also support an upgrade. Good liquidity along
with good cash flow generation near high single digits as a
percentage of total debt would also be factors necessary for an
upgrade.
Given the rating under review for upgrade, a negative rating action
is unlikely in the near term. However, declining revenue due to a
loss of one or more significant clients would likely result in a
downgrade. Increased pricing pressure on the company's products
leading to sustained revenue and EBITDA declines, debt to EBITDA
(Moody's adjusted) sustained above 6.5x, additional debt funded
distributions, liquidity erosion, or negative free cash flow could
also result in a downgrade.
Vestcom provides shelf-edge communications and technology enabled
services to the retail industry with roughly $400 million in annual
revenue. Private equity sponsor Charlesbank Capital Partners
acquired the company from Court Square Capital Partners in December
2016.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
VILLAGES HEALTHCARE: Seeks Interim Use of Cash Collateral
---------------------------------------------------------
Villages Healthcare Services, LLC asked U.S. Bankruptcy Court for
the Middle District of Florida to authorize the interim use of cash
collateral, pursuant to a budget, and the grant of adequate
protection to entities that may have an interest in the cash
collateral. The Debtor proposed to expend $80,906 monthly to pay
for current and necessary expenses, until further Court order.
CRF Small Business Loan Company LLC may claim a security interest
in all accounts by virtue of a UCC-1 financing statement filed
August 16, 2019, with the Florida Secured Transaction Registry.
The U.S. Small Business Administration may claim a security
interest in all proceeds on future sales by virtue of a UCC-1
financing statement filed June 29, 2020 with the Florida Secured
Transaction Registry. If enforceable, properly perfected, and
valid the CRF and SBA's UCCs could encumber the Debtor's Cash
Collateral. The Debtor neither acknowledges nor contests the CRF
or SBA having perfected, valid liens or security interests on any
of the Debtor's assets, and expressly reserves its rights to later
do so.
To provide adequate protection, the Debtor proposed to grant a
replacement lien in any cash collateral it acquired after the
Petition Date to the same extent, priority and validity of its
respective liens in such cash collateral as of the Petition Date.
A copy of the motion, with the budget and proposed order, is
available for free at https://bit.ly/37sTOcW from
PacerMonitor.com.
About Villages Healthcare Services, LLC
Villages Healthcare Services, LLC, d/b/a Central Florida
Regenerative Medicine, provides regenerative therapy for joint pain
and other conditions which services The Villages and Lady Lake,
Florida area.
The health care provider sought Chapter 11 protection (Bankr. M.D.
Fla. Case No. 21-01833) on July 27, 2021. On the Petition Date,
the Debtor estimated $100,000 to $500,000 in assets and $1,000,000
to $10,000,000 in liabilities. The petition was signed by Dr.
Lawrence T. Restieri, the Debtor's member manager.
The Law Offices of Jason A. Burgess, LLC serves as counsel for the
Debtor.
VILLAGES HEALTHCARE: Taps Jason A. Burgess as Legal Counsel
-----------------------------------------------------------
Villages Healthcare Services, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ The
Law Offices of Jason A. Burgess, LLC to serve as legal counsel in
its Chapter 11 case.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
and the continued management of its business;
b. advising the Debtor with respect to its responsibilities in
complying with the U.S. trustee's operating guidelines and
reporting requirements and with the local 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 negotiations with its creditors
and in the preparation of a plan of reorganization.
The firm's hourly rates are as follows:
Attorneys $350 per hour
Paralegals $75 per hour
The Law Offices of Jason A. Burgess will be paid a retainer in the
amount of $13,738 and reimbursed for out-of-pocket expenses
incurred.
Jason Burgess, Esq., 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.
Mr. Burgess can be reached at:
Jason A. Burgess, Esq.
The Law Offices of Jason A. Burgess, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Tel: (904) 372-4791
Fax: (904) 372-4994
Email: jason@jasonAburgess.com
About Villages Healthcare Services
Villages Healthcare Services, LLC is a health care services
provider in Lady Lake, Fla. It conducts business under the name
Central Florida Regenerative Medicine.
Villages Healthcare Services filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla.
Case No. 21-01833) on July 27, 2021. Dr. Lawrence T. Restieri, the
Debtor's member manager, signed the petition. At the time of the
filing, the Debtor listed $100,000 to $500,000 in assets and $1
million to $10 million in liabilities. The Law Offices of Jason A.
Burgess, LLC serves as the Debtor's legal counsel.
VTV THERAPEUTICS: Posts $608K Net Loss in Second Quarter
--------------------------------------------------------
vTv Therapeutics Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
attributable to the company of $608,000 on $9,000 of revenue for
the three months ended June 30, 2021, compared to a net loss of
$3.37 million on zero revenue for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss attributable to the company of $4.85 million on $996,000 of
revenue compared to a net loss attributable to the company of $8.09
million on $8,000 of revenue for the same period during the prior
year.
As of June 30, 2021, the Company had $21.66 million in total
assets, $9.29 million in total liabilities, $60.19 million in
redeemable noncontrolling interest, and a total stockholders'
deficit of $47.82 million.
To date, the Company has not generated any product revenue and has
not achieved profitable operations. The continuing development of
its drug candidates will require additional financing. From its
inception through June 30, 2021, the Company has funded its
operations primarily through a combination of private placements of
common and preferred equity, research collaboration agreements,
upfront and milestone payments for license agreements, debt and
equity financings and the completion of its IPO in August 2015. As
of June 30, 2021, the Company had an accumulated deficit of $273.1
million and has generated net losses in each year of its existence.
As of June 30, 2021, the Company has cash and cash equivalents of
$10.8 million. According to the Company, to meet its future
funding requirements into the third quarter of 2022, based on its
current operating plans, the Company plans to rely primarily on its
remaining availability of $50.0 million under our Controlled Equity
OfferingSM Sales Agreement with Cantor Fitzgerald & Co. pursuant to
which the Company may offer and sell, from time to time shares of
the Company's Class A Common Stock and the ability to sell an
additional 9,437,376 shares of Class A Common Stock under the LPC
Purchase Agreement based on the remaining number of registered
shares. However, the ability to use these sources of capital is
dependent on a number of factors, including the prevailing market
price of and the volume of trading in the Company's Class A Common
Stock.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1641489/000156459021040889/vtvt-10q_20210630.htm
About vTv Therapeutics
vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company
focused on developing oral small molecule drug candidates. vTv has
a pipeline of clinical drug candidates led by programs for the
treatment of type 1 diabetes, Alzheimer's disease, and inflammatory
disorders. vTv's development partners are pursuing additional
indications in type 2 diabetes, chronic obstructive pulmonary
disease (COPD), and genetic mitochondrial diseases.
vTv Therapeutics reported a net loss attributable to common
shareholders of $8.50 million for the year ended Dec. 31, 2020,
compared to a net loss attributable to common shareholders of
$17.91 million for the year ended Dec. 31, 2019. As of March 31,
2021, the Company had $16.75 million in total assets, $10.38
million in total liabilities, $62.65 million in redeemable
noncontrolling interest, and a total stockholders' deficit
attributable to the company of $56.28 million.
W&T OFFSHORE: Incurs $51.7 Million Net Loss in Second Quarter
-------------------------------------------------------------
W&T Offshore, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $51.67 million on $132.83 million of total revenues for the
three months ended June 30, 2021, compared to a net loss of $5.90
million on $55.24 million of total revenues for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $52.42 million on $258.48 million of total revenues
compared to net income of $60.08 million on $179.37 million of
total revenues for the same period during the prior year.
As of June 30, 2021, the Company had $1.14 billion in total assets,
$244.40 million in total current liabilities, $717.92 million in
long-term debt, $380.12 million in asset retirement obligations
(less current portion), $56.26 million in other liabilities,
$128,000 in deferred income taxes, and a total shareholders'
deficit of $259.78 million.
Tracy W. Krohn, W&T's Chairman and chief executive officer, stated,
"We continued to deliver strong operational and financial results
in the second quarter and believe that the improved commodity price
environment and our commitment to expanding margins will lead to a
very good second half of 2021. We continue to generate strong
Adjusted EBITDA and free cash flow with $58.7 million of free cash
flow generated thus far in 2021. As a reminder, during the first
quarter of this year, we paid down $32 million of our RBL with a
portion of that free cash flow. In addition to the strong
quarterly results, we completed a financial transaction in May that
meaningfully improved our financial flexibility by more efficiently
utilizing the collateral value of our Mobile Bay Area assets,
allowing us to pay off our existing RBL balance of $48 million, and
adding significant cash to the balance sheet. This transaction
does not impact us operationally or affect our ability to generate
significant free cash flow and it allows us to take advantage of
the long-lived nature of our Mobile Bay assets. Importantly, it
provides us the dry powder we need to continue to accretively grow
W&T through attractive producing property acquisitions. We believe
that market conditions in the Gulf of Mexico remain very favorable
for accretive acquisitions."
"After a difficult pricing environment in 2020, we have seen a
strong recovery in crude oil and natural gas prices that has
positively impacted our reserves and the PV-10 value of our
reserves. We remain confident in our strong asset base which is
evident in our mid-year 2021 reserve report that included 6.5 MMBoe
of positive revisions due to field performance which nearly offset
our year-to-date production of 7.3 MMBoe and we saw a positive
revision of 15.3 MMBoe due to improved prices. The PV-10 of our
reserves increased 39% using mid-year SEC pricing and increased
102% using July 1, 2021 NYMEX strip pricing."
"With our further improved balance sheet, increased cash position
and strong projected cash flow generation, we have positioned W&T
to actively pursue opportunities and continue to deliver on our
strategic vision," concluded Mr. Krohn.
After primarily excluding a $66.1 million unrealized commodity
derivative loss, the Company's Adjusted Net Income was $2.2
million, or $0.02 per share. In the second quarter of 2020, W&T
reported a net loss of $5.9 million, or $0.04 per share, which
included a $38.0 million unrealized commodity derivative loss, a
$29.0 million non-cash gain on debt transaction, and $8.7 million
of deferred tax benefit. Adjusted Net Loss for the second quarter
of 2020 was $2.2 million, or $0.02 per share. In the first quarter
of 2021, net loss was $0.7 million, or $0.01 per share, which
included a $16.3 million unrealized commodity derivative loss. For
that same period, Adjusted Net Income was $15.9 million or $0.11
per share.
Adjusted EBITDA for the second quarter of 2021 totaled $49.8
million, a decrease of 14% compared to $57.6 million in the first
quarter of 2021 primarily due to increased operating expenses
related to increased activity, employee retention credit received
during the first quarter but not during the second quarter of 2021,
and realized derivatives losses. Second quarter 2021 Adjusted
EBITDA increased 18% from $42.1 million in the second quarter of
2020 primarily due to higher commodity prices, partially offset by
higher expenses as a result of reductions in credits to expense
from prior period royalty adjustments and Paycheck Protection
Program funds, higher incentive compensation costs in the second
quarter of 2021 compared to the prior year period, and realized
derivative losses.
Free Cash Flow for the second quarter of 2021 totaled $18.7
million, a slight decrease compared with $20.8 million in the
second quarter of 2020, and down from $40.0 million in the first
quarter of 2021, primarily driven by higher asset retirement
obligation settlements, increased capital expenditures and other
factors that similarly affected Adjusted EBITDA as previously
described.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1288403/000155837021010262/wti-20210630x10q.htm
About W&T Offshore
W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an
independent oil and natural gas producer with operations offshore
in the Gulf of Mexico and has grown through acquisitions,
exploration and development. The Company currently has working
interests in 41 producing fields in federal and state waters and
has under lease approximately 622,000 gross acres, including
approximately 435,000 gross acres on the Gulf of Mexico Shelf and
approximately 187,000 gross acres in the Gulf of Mexico deepwater.
A majority of the Company's daily production is derived from wells
it operates.
* * *
In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit
rating on Houston-based W&T Offshore Inc.
As reported by the TCR on April 19, 2021, Moody's Investors Service
upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from
Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and
senior secured second lien notes rating to Caa2 from Caa3. The
outlook was changed to stable from negative. "The upgrade of W&T
Offshore's ratings reflects higher commodity prices that support
continued positive free cash flow in 2021," said Jonathan Teitel, a
Moody's analyst.
WEINSTEIN: Bros Can Collect 'Scream' Profits as Part of Asset Sale
------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Weinsteins can collect
'Scream 4' profits as part of asset sale.
Harvey Weinstein and his brother Robert are entitled to collect up
to $2.3 million in profits from "Scream 4" after a bankruptcy judge
found that their studio's agreement to sell its film library to
Spyglass Media Group LLC lets them retain their rights to the
money.
The Weinstein Co. sold its assets to Spyglass in 2018 free and
clear of liens, except for a certain subset. The Weinsteins'
"participation rights," entitling them to collect the profits once
the 2011 slasher movie reached a "cash break even" point, is among
those liens that remained in place, Judge Mary F. Walrath ruled.
About The Weinstein Company
The Weinstein Company (TWC) -- http://www.WeinsteinCo.com/-- is a
multimedia production and distribution company launched in 2005 in
New York by Bob and Harvey Weinstein, the brothers who founded
Miramax Films in 1979. TWC also encompasses Dimension Films, the
genre label founded in 1993 by Bob Weinstein. During Harvey and
Bob's tenure at Miramax and TWC, they have received 341 Oscar
nominations and won 81 Academy Awards.
TWC dismissed Harvey Weinstein in October 2017, after dozens of
women came forward to accuse him of sexual harassment, assault or
rape.
The Weinstein Company Holdings LLC and 54 affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 18-10601) on March 19,
2018, after reaching a deal to sell all assets to Lantern Asset
Management for $310 million.
The Weinstein Company Holdings estimated $500 million to $1 billion
in assets and $500 million to $1 billion in liabilities.
The Hon. Mary F. Walrath is the case judge.
Cravath, Swaine & Moore LLP is the Debtors' bankruptcy counsel,
with the engagement led by Paul H. Zumbro, George E. Zobitz, and
Karin A. DeMasi, in New York.
Richards, Layton & Finger, P.A., is the local counsel, with the
engagement headed by Mark D. Collins, Paul N. Heath, Zachary I.
Shapiro, Brett M. Haywood, and David T. Queroli, in Wilmington,
Delaware.
The Debtors also tapped FTI Consulting, Inc., as restructuring
advisor; Moelis & Company LLC as investment banker; and Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.
The official committee of unsecured creditors retained Pachulski
Stang Ziehl & Jones, LLP as its legal counsel, and Berkeley
Research Group, LLC, as its financial advisor.
WILLCO XII: May Continue Using Cash Collateral Thru October 31
--------------------------------------------------------------
Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the
District of Colorado approved the stipulation between Willco
Development, LLLP and FirstBank to extend the Debtor's use of cash
collateral through October 31, 2021, pursuant to a modified budget,
a copy of which is available for free at https://bit.ly/3yC8vq7
from PacerMonitor.com.
The modified budget provided for total expenses of $72,713 for
August 2021 and $66,477 for September 2021.
A copy of the order is available for free at https://bit.ly/3AoLg3s
from PacerMonitor.com.
About Willco Development, LLLP
Willco XII Development, LLLP, owns the hotel property at 4851
Thompson Parkway, in Johnstown Colorado, currently identified as
the Comfort Inn & Suites in Johnstown. The company is a unit of
William G. Albrecht's Spirit Hospitality, LLC.
Willco XII Development sought Chapter 11 protection (Bankr. D.
Colo. Case No. 20-16307) on Sept. 23, 2020, to stop its lender from
foreclosing on the property.
The Debtor disclosed $14.2 million in assets and $10.274 million in
liabilities as of the bankruptcy filing. The Debtor's property is
valued at $13 million and secures a $6.4 million first mortgage to
the FirstBank of Colorado and a $3.46 million second mortgage to
Wells Fargo.
Lance J. Goff represents the Debtor as the counsel.
FirstBank, as lender, is represented by Chad Caby, Esq., at Lewis
Roca Rotgherber Christie LLP.
WING DINGERS: Seeks Emergency Access to Cash Collateral
-------------------------------------------------------
Wing Dingers Texas, LLC sought emergency approval from the U.S.
Bankruptcy Court for the Eastern District of Texas to use the cash
collateral to allow the Debtor to make payroll and pay other
immediate expenses to keep its doors open.
A 15-day proposed operating budget provided for these expenses:
$86,000 for payroll;
$31,000 for grocery depot inventory;
$11,700 for Sam's Inventory;
$5,400 for Sysco Inventory;
$2,100 for Blue Bell Inventory;
$2,700 for Ashby's Inventory;
$3,700 for utilities; and
$2,200 for processing fees.
Merchant Capital; Hi Bar Capital; Reserve Capital Management; and
the Small Business Administration assert a lien in the accounts
receivable of Debtor. The Debtor is willing to provide these
secured creditors with replacement liens pursuant to Section 552 of
the Bankruptcy Code co-existent with their current lien priority.
A copy of the motion is available for free at
https://bit.ly/3fFrRDq from PacerMonitor.com.
About Wing Dingers Texas, LLC
Wing Dingers Texas, LLC, owner and operator of three restaurants,
filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 21-60327) on
August 5, 2021.
On the Petition Date, the Debtor estimated up to $50,000 in assets
and $1,000,000 to $10,000,000 in liabilities. The petition was
signed by Christopher Fischer, sole member. Eric A. Liepins, P.C.
is the Debtor's counsel.
WMG ACQUISITION: Moody's Rates New EUR445MM 10-Year Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to WMG Acquisition
Corp.'s proposed senior secured euro-denominated 10-year notes. The
Ba3 Corporate Family Rating and stable outlook remain unchanged.
Following is a summary of the rating action:
Assignments:
Issuer: WMG Acquisition Corp.
EUR445 Million ($531 Million US dollar equivalent) Gtd Senior
Secured Regular Bond/Debenture due 2031, Assigned Ba3 (LGD3)
The assigned rating is subject to review of final documentation and
no material change in the size, terms and conditions of the
transaction as advised to Moody's. Acquisition Corp. is an indirect
wholly-owned subsidiary of Warner Music Group Corp. ("WMG" or the
"company"), which is the ultimate parent and financial reporting
entity that produces consolidating financial statements. The new
senior secured term euro-denominated notes will be pari passu with
Acquisition Corp.'s existing senior secured (unrated) revolving
credit facility (RCF), senior secured term loan (governed by a
separate credit agreement than the RCF) and senior secured notes.
The new euro notes will be guaranteed on a senior secured basis by
Acquisition Corp.'s wholly-owned domestic restricted subsidiaries
(same guarantors as the credit facilities) and secured by a first
priority perfected lien on substantially all domestic property and
assets of Acquisition Corp., WMG Holdings Corp. and each subsidiary
guarantor.
RATINGS RATIONALE
The transaction is leverage neutral since Moody's expects
Acquisition Corp. to use the net proceeds plus cash-on-hand to
fully repay the existing EUR445 Million 3.625% Senior Secured Euro
Notes due 2026 (the "2026 Notes") together with the call premium
and unpaid interest associated with the 2026 Notes. Moody's views
the transaction favorably given the extension of the debt maturity
and expected lower coupon. Upon full extinguishment of the 2026
Notes, Moody's will withdraw the rating.
WMG Acquisition Corp.'s Ba3 CFR benefits from: (i) WMG's position
as the world's third largest music company with steady market
shares bolstered by its extensive recorded music and music
publishing assets, which drive recurring revenue streams that
remained fairly resilient during the COVID-19 pandemic; (ii) the
global music industry's long-term secular growth fueled by
resurgent demand to license WMG's music content, driven chiefly by
strong consumer adoption of paid subscription streaming services,
social media apps and emerging digital platforms that Moody's
expect to continue, especially in overseas markets; (iii) WMG's
business model in which only a small percentage of revenue depends
on recording artists and songwriters without an established track
record, while the bulk of revenue is generated by proven artists or
its music library; (iv) investment in new artist and talent
development to institutionalize a pipeline of recurring hit songs
to help moderate recorded music volatility; (v) an attractive music
library with good geographic diversity and monetization
characteristics; and (vi) an improving financial leverage profile
approaching the 3.5x- 4x area (as calculated and adjusted by
Moody's).
Factors that weigh on the rating include: (i) WMG's historically
seasonal recorded music revenue (about 85% of total revenue),
albeit increasingly less cyclical in large digital streaming
markets, coupled with low visibility into results of upcoming
release schedules; and (ii) softness in certain revenue streams
affected by the pandemic (i.e., artist services and expanded
rights, general licensing, performance and mechanical). Potential
headwinds include the slow transition from physical to digital
among a few large countries, secular declines in physical media and
digital downloads, and the music industry's revenue challenges that
prevent full maximization of content value from user-uploaded
videos to WMG's songwriters and rights holders. Recent regulatory
developments, however, are expected to help expand royalty payments
to rights holders. There is also the potential for increasing
competition from Universal Music Group, which is planning to spin
out of parent Vivendi SA later this year.
The stable outlook reflects Moody's view that WMG's license revenue
model, driven by digital revenue growth, and operating
profitability will remain fairly resilient generate positive free
cash flow. The outlook considers Moody's expectation for continued
improvement in recorded music industry fundamentals combined with
WMG's position as the world's third largest music content provider
with global diversification, an enhanced recorded music repertoire
and well-established music publishing assets with long-tail
annuity-like cash flows. The company's scale and market position
combined with revenue diversification across songs, music genre and
license type, will help to offset and cushion the impact from
pandemic-related softness in performance, mechanical, general
licensing ad-supported, and artists services and expanded rights
revenue (as a result of tour postponements and reduced
merchandising and sponsorship revenue).
Moody's expects that WMG will maintain good liquidity supported by
cash levels of at least $150 million (cash balances totaled $442
million at June 30, 2021), access to the unrated $300 million
revolving credit facility maturing April 2025 (currently undrawn)
and free cash flow generation in the range of roughly $250-$350
million over the next twelve months. Moody's free cash flow
projection assumes no music publishing or catalogue asset
purchases.
A social impact that Moody's considers in WMG's rating is
consumers' increasing shift to on-demand music streaming
subscription services (access) from music purchases (ownership).
Given that WMG owns the copyrights to highly desirable music
content, the streaming providers and emerging digital platforms
have no other choice but to license the company's content for their
platforms to remain competitive and ensure listeners have access to
their favorite songs. This will continue to benefit WMG and support
solid revenue and EBITDA growth fundamentals over the next several
years.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Ratings could be upgraded if WMG exhibits sustained revenue growth
in the recorded music business, EBITDA margin expansion, continued
decrease in earnings volatility and higher returns on investments.
Upward pressure on ratings could also occur if Moody's expects
total debt to EBITDA will be sustained below 3.5x (Moody's
adjusted) with free cash flow to debt of at least 7.5% (Moody's
adjusted).
Ratings could be downgraded if competitive or pricing pressures
lead to a decline in revenue or higher operating expenses (e.g.,
increased artist and repertoire (A&R) investments), EBITDA margin
contraction or sizable debt-financed acquisitions increases debt to
EBITDA to above 4.5x (Moody's adjusted) for an extended period of
time. There would also be downward pressure on ratings if EBITDA or
liquidity were to weaken resulting in free cash flow to debt
sustained below 5% (Moody's adjusted).
With headquarters in New York, NY, WMG Acquisition Corp. is an
indirect wholly-owned subsidiary of Warner Music Group Corp., a
publicly traded leading music content provider operating
domestically and overseas in more than 70 countries. WMG has a
library of over 1 million copyrights from more than 80,000
songwriters and composers across a diverse range of genres. Access
Industries, Inc., a privately-held industrial group, acquired WMG
for approximately $3.3 billion in July 2011. Revenue totaled just
under $5.1 billion for the twelve months ended June 30, 2021.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
WORKHORSE GRADING: Seeks to Tap Country Boys Auction as Auctioneer
------------------------------------------------------------------
Workhorse Grading and Construction, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of North Carolina to
hire Michael Gurkins and Country Boys Auction & Realty Co. as its
auctioneer.
Workhorse Grading owns personal property, including equipment and
vehicles that it used for its logging operation. The Debtor has
determined that it will be necessary to liquidate these assets in
order to satisfy the claims of its creditors and has tapped the
services of Country Boys Auction to handle the liquidation of the
property.
Country Boys Auction will get 20 percent on the first $20,000 from
the sale of the personal property, 10 percent on the next $50,000,
and 4 percent on the balance. The firm will also receive
reimbursement for expenses incurred in connection with the sale.
As disclosed in court filings, Mr. Gurkins is a disinterested party
and has no connection with the creditors or any other party in
interest.
The firm can be reached through:
Michael Gurkins
Country Boys Auction & Realty Co.
1211 W 5th St.
Washington, NC 27889
Phone: +1 252-946-6007
About Workhorse Grading and Construction
Workhorse Grading and Construction, Inc. operates a logging
operation, clearing trees and selling the timber on a cash and
carry basis.
Workhorse Grading sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Case No. 21-01078) on May 7, 2021.
In the petition signed by Wayland J. Plyler, president, the Debtor
disclosed as much as $10 million in both assets and liabilities.
Judge David M. Warren oversees the case. J.M. Cook, P.A. is the
Debtor's legal counsel.
XPO LOGISTICS: S&P Downgrades Secured Loan Rating to 'BB+'
----------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on XPO Logistics
Inc.'s senior secured term loan to 'BB+' from 'BBB-' and recovery
rating to '2' (rounded estimate: 85%) from '1'. S&P also lowered
the rating on the company's unsecured notes due in 2025 to 'B+'
from 'BB-' and the recovery rating to '6' (rounded estimate: 0%)
from '5'. S&P removed its issue-level ratings from CreditWatch,
where it placed them with negative implications on June 15, 2021.
S&P's 'BB' issuer credit rating is unchanged. The ratings on the
2034 unsecured notes, issued by Con-way Inc. and not guaranteed by
XPO, are also unchanged.
S&P said, "The downgrade reflects our expectation for a lower
enterprise value at default following the spin-off of the company's
contract logistics business, GXO Logistics Inc., XPO will generate
most of its EBITDA from its less-than-truckload (LTL) business,
which we view as more cyclical than contract logistics. We utilize
a 5x multiple as our standard assumption for the cyclical
transportation industry, lower than the 5.5x multiple we previously
used for XPO. Although we expect the company will repay a
significant portion of unsecured debt with proceeds from the
spin-off and recent equity issuance (including its 2023 and 2024
unsecured notes), we do not believe this will completely offset its
smaller size. Further, we do not expect XPO will repay secured debt
in conjunction with the spin-off. While the commitments are
somewhat smaller following the spin-off, XPO will continue to have
a large amount of priority claims, including its asset-based
lending revolving credit facility that we assume would be 60% drawn
at default. This reduces the value available to more junior
lenders.
"We continue to believe XPO's credit metrics will improve as it
repays debt and benefits from the favorable demand environment for
freight transportation."
ISSUE RATINGS – RECOVERY ANALYSIS
Key analytical factors
-- S&P revised its recovery analysis to reflect XPO's operations
following the spin-off of its contract logistics segment, as well
as the full repayment of its unsecured notes due in 2023 and 2024.
-- S&P's simulated default scenario considers a payment default in
2026 amid a sustained cyclical economic downturn that significantly
reduces industrial production and demand for LTL transportation.
This lowers revenue and margin pressure, leading to a payment
default.
-- S&P values the company as a going concern using a 5x multiple
of its projected EBITDA, in line with its standard assumption for
the sector.
Simulated default assumptions
-- Year of default: 2026
-- Jurisdiction: U.S.
-- EBITDA multiple: 5x
-- Valuation split (obligor/nonobligor): 10%/90%
-- EBITDA at emergence: $556 million
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $2.6
billion
-- Priority claims at obligors: $612 million
-- Value available to secured claims: $2.1 billion
-- Total secured claims: $2.5 billion
--Recovery expectations: 70%-90% (rounded estimate: 85%)
-- Total value available to unsecured claims: $88 million
-- Total unsecured claims: $1.5 billion
--Recovery expectations: 0%-5% (rounded estimate: 0%)
YELLOW CORP: Incurs $9.4 Million Net Loss in Second Quarter
-----------------------------------------------------------
Yellow Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $9.4 million on $1.31 billion of operating revenue for the three
months ended June 30, 2021, compared to a net loss of $37.1 million
on $1.02 billion of operating revenue for the three months ended
June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $72.7 million on $2.51 billion of operating revenue
compared to a net loss of $32.8 million on $2.17 billion of
operating revenue for the six months ended June 30, 2020.
As of June 30, 2021, the Company had $2.49 billion in total assets,
$804.8 million in total current liabilities, $1.52 billion in
long-term debt, $128.7 million in operating lease liabilities,
$325.3 million in claims and other liabilities, and a total
shareholders' deficit of $286.4 million.
Management Commentary
"I am pleased with the yield progress in the second quarter and
look forward to continued operational efficiencies," said Darren
Hawkins, chief executive officer. "Strong customer demand and an
industry-wide shortage of qualified drivers are contributing to
tight capacity and a favorable yield environment. Sequentially,
LTL revenue per hundredweight increased 7.6% in the second quarter
2021 compared to first quarter 2021 and 16.2% compared to a year
ago. This contributed to a nearly 30% increase in second quarter
revenue compared to last year when the U.S. economy was severely
impacted by the initial stages of the COVID-19 pandemic. With
inventories below normal levels and U.S. manufacturing expected to
return to full strength once the microchip shortage ends, demand
for LTL capacity is positioned to remain strong into 2022.
"Our yield strategy is also helping us manage near-term headwinds
from higher purchased transportation expense. We are executing
plans to reduce the use of local cartage and over the road
purchased transportation and expect to see improvement as we move
forward.
"We are making steady progress towards One Yellow and the
multi-year transformation remains on schedule. Two of our
companies are now operating on One Yellow technology platform with
the conversion of the others expected to be completed by the end of
the year. Moving to a single technology platform sets the stage
for a fully integrated network. I am excited for what One Yellow
means for our customers, employees and shareholders. We will go to
market as a super-regional carrier with enhanced service in the 1,
2 and 3-day lanes nationwide and provide customers with choice,
simplicity, speed, visibility and reliability.
"We are continuing to invest in Yellow with one of the largest
capital expenditure plans in Company history. Through the first
half of 2021, we have acquired more than 1,800 tractors, 2,200
trailers and 400 containers. The investments are expected to
enhance safety, improve fuel efficiency, reduce maintenance expense
and augment our sustainability efforts. We maintained our strong
liquidity position during the second quarter helping us narrow 2021
capital expenditures guidance range from $450 million to $550
million to $480 million to $530 million," concluded Hawkins.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/716006/000156459021040792/yell-10q_20210630.htm
About Yellow Corporation
Yellow Corporation -- www.myyellow.com -- owns a comprehensive
logistics and less-than-truckload (LTL) network in North America
with local, regional, national, and international capabilities.
Through its teams of experienced service professionals, Yellow
Corporation offers flexible supply chain solutions, ensuring
customers can ship industrial, commercial, and retail goods with
confidence. Yellow Corporation, headquartered in Overland Park,
Kan., is the holding company for a portfolio of LTL brands
including Holland, New Penn, Reddaway, and YRC Freight, as well as
the logistics company HNRY Logistics.
Yellow Corp reported a net loss of $53.5 million in 2020 following
a net loss of $104 million in 2019. As of Dec. 31, 2020, the
Company had $2.18 billion in total assets, $700.7 million in total
current liabilities, $1.22 billion in long-term debt, $16.7 million
in pension and postretirement, $172.6 million in operating lease
liabilities, $297.7 million in claims and other liabilities, and a
total shareholders' deficit of $223.3 million.
* * *
As reported by the TCR on July 14, 2020, S&P Global Ratings raised
its issuer credit rating on Overland Park, Kan.-based
less-than-truckload (LTL) and logistics company YRC Worldwide Inc.
to 'CCC+' from 'CCC' after the company announced the U.S.
Department of the Treasury will lend it an aggregate of $700
million under the Coronavirus Aid, Relief, and Economic Security
(CARES) Act, and that it has amended its term loan agreement to
waive the minimum EBITDA covenant through December 2021. In July
2020, Moody's Investors Service confirmed the ratings of truck
carrier YRC Worldwide Inc., including the Caa1 corporate family
rating, following YRC's announcement that the United States
Department of Treasury intends to provide a $700 million loan to
YRC under authorization of the CARES Act. The Caa1 CFR considers
the company's position as one of the largest less-than-truckload
truck carriers in North America, thin operating margins and
substantial debt balance, in part due to Moody's adjustments
related to underfunded pension obligations.
ZAYAT STABLES: Sends Letter to Bankruptcy Judge Overseeing His Case
-------------------------------------------------------------------
Matt Hegarty of DRF.com reports that Ahmed Zayat sent letter to the
bankruptcy judge overseeing his bankruptcy case.
Ahmed Zayat, the prominent horse owner who has been sued by his
main lender and who has filed for Chapter 7 bankruptcy, told the
judge presiding over his bankruptcy case in a personal letter that
his brother has been paying his legal bills and that he stopped
paying his attorney because the fees were "over the quote we
agreed."
Zayat filed the letter to the U.S. Bankruptcy Court for the
District of New Jersey one week after his lawyer asked to be
allowed to withdraw from his representation of Zayat due to unpaid
bills of $368,000. Zayat is being represented by Jay L. Lubetkin, a
partner in the law firm Rabinowitz, Lubetkin, and Tully.
In his letter, which appeared on his own letterhead, Zayat said
that Lubetkin told him in August 2020, just before he filed for
bankruptcy, that representation in the case.
would cost "in the range of $150,000-$250,000." He then said he
asked his brother Sherif, who lives in Egypt, for financial help to
pay the bills, and that the two brothers settled on a budget in
that range.
Ahmed Zayat goes on to say in the letter that since his brother has
already paid the firm $263,000 that he believes that Lubetkin "has
been paid for his services to represent me."
"The process that he agreed to a maximum of $250,000 he says now is
costing $669,000," Zayat wrote. "Is that reasonable billing in a
chapter 7 bankruptcy case? Let alone the discovery that has not
begun?"
About Zayat Stables
Headquartered in Hackensack, New Jersey, Zayat Stables owned 203
thoroughbred horses. The horses, which are collateral for the bank
loan, are worth $37 million, according to an appraisal mentioned in
a court paper. Ahmed Zayat said in a court filing that he
personally invested $40 million in the business.
The Company filed for Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 10-13130) on Feb. 3, 2010. The Company estimated
$10 million to $50 million in assets and the same range of
liabilities as of the bankruptcy filing. The Debtor tapped Cole,
Schotz, Meisel, Forman & Leonard, P.A., as bankruptcy counsel.
[*] Bankruptcy Filings in Colorado Declined 22.5% in July 2021
--------------------------------------------------------------
Christopher Wood of Greeley Tribune reports that Colorado
bankruptcy filings declined 22.5% in July compared with the same
period in 2020, with bankruptcy filings also declining in Boulder,
Larimer and Weld counties.
That's according to a BizWest analysis of U.S. Bankruptcy Court
data. The state recorded 540 bankruptcy filings in July, down from
697 a year ago. Year to date, bankruptcy filings totaled 4,007
statewide, down 23.3% from 5,225 recorded through July 2020.
Among counties in the Boulder Valley and Northern Colorado:
* Weld County bankruptcy filings totaled 37 in July, down from 44
recorded a year ago. Year to date,
* Weld County has recorded 290 bankruptcy filings, compared with
336 a year ago.
* Larimer County filings totaled 23 in July, compared with 36 a
year ago. Year-to-date filings totaled 199, down from 246 through
July 2020.
* Boulder County recorded 16 bankruptcy filings in July, compared
with 26 in July 2020. Year-to-date filings totaled 145, compared
with 187 a year ago.
+ Broomfield recorded 12 bankruptcy filings in July, compared with
nine in July 2020. Year-to-date filings totaled 50, down from 67 in
2020.
[*] Scott Olson Joins BCLP's Bankruptcy & Reorganization Group
--------------------------------------------------------------
The international law firm Bryan Cave Leighton Paisner (BCLP) on
Aug. 9, 2021, disclosed that noted finance, bankruptcy and
insolvency lawyer Scott Olson has joined the firm as a partner in
the San Francisco office. Mr. Olson joins from Vedder Price, where
he co-led the West Coast practice of the firm's Insolvency,
Bankruptcy & Corporate Reorganization Group.
Mr. Olson advises financial institutions through complex
transactions with both healthy and distressed companies. He
regularly represents banks and non-bank lenders to structure and
document middle-market finance transactions, including asset-based
loans, cash-flow loans, and other credit facilities. In addition,
he is retained frequently as outside counsel for companies seeking
to improve financial performance and mitigate business risks. He
counsels boards of directors, business owners and shareholders on
fiduciary duties and general corporate responsibilities.
In addition to his strong finance practice, Mr. Olson has deep
experience in bankruptcy and insolvency matters. He regularly acts
on behalf of secured or unsecured creditors and trustees in
commercial bankruptcy proceedings nationwide. He represents banks,
hedge funds, private equity firms, special situation lenders,
bondholder constituencies and other financial institutions in large
and complex Chapter 11 bankruptcy cases, receivership matters and
loan workouts. He also has substantial litigation experience in all
aspects of creditors' rights in state and federal jurisdictions,
including complex financial litigation, loan enforcement matters
and defense of lender liability claims.
"We are delighted to have Scott join us in the San Francisco
office, where his extensive experience in insolvency, bankruptcy
and corporate reorganization will be an asset to our clients
firmwide," said Partner and Global Department Leader – Corporate
and Finance Transactions Stephanie Hosler. "We look forward to
welcoming Scott to BCLP."
Mr. Olson is also deeply involved in professional and civic
organizations. He is a board member of the Northern California
Chapter of the Turnaround Management Association, having formerly
served as Board President and as a member of the Global Board of
Trustees. He also served as Chair of the Board of Directors for
Raphael House, a family shelter in Northern California with a
mission to help low-income families and families experiencing
homelessness by achieving stable housing and financial
independence.
"I'm excited to be joining BCLP at this time, particularly as the
firm is advancing with its long-term strategic growth plans and
vision for the future," Mr. Olson said. "I look forward to helping
the firm build on its already strong finance and restructuring
practice and providing clients with all of the resources and
services they may need."
About Bryan Cave Leighton Paisner
With over 1,400 lawyers in 30 offices across North America, Europe,
the Middle East and Asia, Bryan Cave Leighton Paisner LLP is a
fully integrated global law firm that provides clients with
connected legal advice, wherever and whenever they need it. The
firm is known for its relationship-driven, collaborative culture,
diverse legal experience and industry-shaping innovation and offers
clients one of the most active M&A, real estate, financial
services, litigation and corporate risk practices in the world.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ACCELERATE DIAGN 1A8 GR 94.0 (69.8) 74.4
ACCELERATE DIAGN AXDX US 94.0 (69.8) 74.4
ACCELERATE DIAGN AXDX* MM 94.0 (69.8) 74.4
ACCELERATE DIAGN 1A8 TH 94.0 (69.8) 74.4
ACCELERATE DIAGN 1A8 QT 94.0 (69.8) 74.4
AEMETIS INC DW51 GR 143.7 (138.4) (42.2)
AEMETIS INC AMTX US 143.7 (138.4) (42.2)
AEMETIS INC AMTXGEUR EU 143.7 (138.4) (42.2)
AEMETIS INC AMTXGEUR EZ 143.7 (138.4) (42.2)
AEMETIS INC DW51 GZ 143.7 (138.4) (42.2)
AEMETIS INC DW51 TH 143.7 (138.4) (42.2)
AEMETIS INC DW51 QT 143.7 (138.4) (42.2)
AERIE PHARMACEUT AERI US 355.5 (39.6) 180.9
AERIE PHARMACEUT 0P0 GZ 355.5 (39.6) 180.9
AERIE PHARMACEUT 0P0 TH 355.5 (39.6) 180.9
AERIE PHARMACEUT 0P0 QT 355.5 (39.6) 180.9
AERIE PHARMACEUT AERIEUR EU 355.5 (39.6) 180.9
AERIE PHARMACEUT 0P0 GR 355.5 (39.6) 180.9
AGENUS INC AJ81 GZ 234.9 (175.4) (2.7)
AGENUS INC AJ81 GR 234.9 (175.4) (2.7)
AGENUS INC AGEN US 234.9 (175.4) (2.7)
AGENUS INC AJ81 QT 234.9 (175.4) (2.7)
AGENUS INC AGENEUR EZ 234.9 (175.4) (2.7)
AGENUS INC AJ81 TH 234.9 (175.4) (2.7)
AGENUS INC AGENEUR EU 234.9 (175.4) (2.7)
AGRIFY CORP AGFY US 161.5 146.1 144.0
ALPHA CAPITAL -A ASPC US 231.6 206.6 1.6
ALPHA CAPITAL AC ASPCU US 231.6 206.6 1.6
ALPHA PARTNERS T APTMU US 0.9 (2.2) (0.4)
ALTICE USA INC-A ATUS* MM 33,532.0 (1,349.0) (2,294.7)
ALTICE USA INC-A 15PA GR 33,532.0 (1,349.0) (2,294.7)
ALTICE USA INC-A 15PA TH 33,532.0 (1,349.0) (2,294.7)
ALTICE USA INC-A ATUSEUR EU 33,532.0 (1,349.0) (2,294.7)
ALTICE USA INC-A 15PA GZ 33,532.0 (1,349.0) (2,294.7)
ALTICE USA INC-A ATUS US 33,532.0 (1,349.0) (2,294.7)
ALTUS MIDSTREA-A ALTM US 1,853.7 (506.2) 73.1
AMC ENTERTAINMEN AMC US 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AMC* MM 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AMC4EUR EU 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AH9 TH 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AH9 QT 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AH9 GR 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AH9 GZ 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AH9 SW 10,488.7 (2,287.0) (568.5)
AMC ENTERTAINMEN AMC-RM RM 10,488.7 (2,287.0) (568.5)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICAN AIR-BDR AALL34 BZ 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL TE 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE A1G SW 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE A1G GZ 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL11EUR EU 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL AV 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL11EUR EZ 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE A1G QT 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL US 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE A1G GR 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL* MM 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE A1G TH 72,464.0 (7,667.0) 1,126.0
AMERICAN AIRLINE AAL-RM RM 72,464.0 (7,667.0) 1,126.0
AMYRIS INC AMRS US 445.8 (82.5) 254.4
AMYRIS INC 3A01 GR 445.8 (82.5) 254.4
AMYRIS INC 3A01 TH 445.8 (82.5) 254.4
AMYRIS INC AMRSEUR EZ 445.8 (82.5) 254.4
AMYRIS INC 3A01 QT 445.8 (82.5) 254.4
AMYRIS INC AMRSEUR EU 445.8 (82.5) 254.4
AMYRIS INC 3A01 GZ 445.8 (82.5) 254.4
AMYRIS INC AMRS* MM 445.8 (82.5) 254.4
ANEBULO PHARMACE ANEB US 4.3 (6.5) 3.6
APPLOVIN CO-CL A APP US 2,621.4 (129.7) 698.2
APPLOVIN CO-CL A 6RV GZ 2,621.4 (129.7) 698.2
APPLOVIN CO-CL A 6RV GR 2,621.4 (129.7) 698.2
APPLOVIN CO-CL A APP2EUR EU 2,621.4 (129.7) 698.2
APPLOVIN CO-CL A 6RV QT 2,621.4 (129.7) 698.2
APPLOVIN CO-CL A 6RV TH 2,621.4 (129.7) 698.2
APRIA INC APR US 684.4 (19.0) 32.2
ARCHIMEDES TECH ATSPU US - - -
ARCHIMEDES- SUB ATSPT US - - -
ARRAY TECHNOLOGI ARRY US 583.3 (70.1) 53.2
ASANA INC- CL A ASAN US 747.6 (47.7) 264.4
ASHFORD HOSPITAL AHT1EUR EU 4,058.0 (54.2) -
ASHFORD HOSPITAL AHD GR 4,058.0 (54.2) -
ASHFORD HOSPITAL AHT US 4,058.0 (54.2) -
ASHFORD HOSPITAL AHD TH 4,058.0 (54.2) -
ATLAS TECHNICAL ATCX US 362.3 (154.4) 113.0
AUSTERLITZ ACQ-A AUS US 691.6 618.5 0.8
AUSTERLITZ ACQUI AUS/U US 691.6 618.5 0.8
AUTOZONE INC AZ5 GR 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZ5 TH 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZO US 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZOEUR EZ 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZ5 GZ 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZO AV 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZ5 TE 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZO* MM 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZOEUR EU 14,137.9 (1,763.4) (788.9)
AUTOZONE INC AZ5 QT 14,137.9 (1,763.4) (788.9)
AUTOZONE INC-BDR AZOI34 BZ 14,137.9 (1,763.4) (788.9)
AVID TECHNOLOGY AVID US 256.7 (129.7) (6.5)
AVID TECHNOLOGY AVD GR 256.7 (129.7) (6.5)
AVID TECHNOLOGY AVD TH 256.7 (129.7) (6.5)
AVID TECHNOLOGY AVD GZ 256.7 (129.7) (6.5)
BABCOCK & WILCOX BWEUR EU 582.4 (195.4) 123.7
BABCOCK & WILCOX UBW1 GR 582.4 (195.4) 123.7
BABCOCK & WILCOX BW US 582.4 (195.4) 123.7
BATH & BODY WORK BBWI US 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LTD0 TH 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LTD0 GR 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LBEUR EZ 10,546.0 (533.0) 1,932.0
BATH & BODY WORK BBWI AV 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LBEUR EU 10,546.0 (533.0) 1,932.0
BATH & BODY WORK BBWI* MM 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LTD0 QT 10,546.0 (533.0) 1,932.0
BATH & BODY WORK LTD0 GZ 10,546.0 (533.0) 1,932.0
BAUSCH HEALTH CO BVF GR 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BHC CN 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BHC US 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BVF TH 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BVF GZ 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO VRX1EUR EZ 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO VRX1EUR EU 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BVF QT 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO BHCN MM 30,042.0 (611.0) (67.0)
BAUSCH HEALTH CO VRX SW 30,042.0 (611.0) (67.0)
BELLRING BRAND-A BRBR US 685.4 (100.1) 107.5
BELLRING BRAND-A BR6 GR 685.4 (100.1) 107.5
BELLRING BRAND-A BR6 TH 685.4 (100.1) 107.5
BELLRING BRAND-A BRBR1EUR EU 685.4 (100.1) 107.5
BELLRING BRAND-A BR6 GZ 685.4 (100.1) 107.5
BIOCRYST PHARM BO1 TH 277.3 (1,130.9) 172.6
BIOCRYST PHARM BCRX US 277.3 (1,130.9) 172.6
BIOCRYST PHARM BO1 GR 277.3 (1,130.9) 172.6
BIOCRYST PHARM BO1 SW 277.3 (1,130.9) 172.6
BIOCRYST PHARM BCRXEUR EZ 277.3 (1,130.9) 172.6
BIOCRYST PHARM BCRXEUR EU 277.3 (1,130.9) 172.6
BIOCRYST PHARM BO1 QT 277.3 (1,130.9) 172.6
BIOCRYST PHARM BCRX* MM 277.3 (1,130.9) 172.6
BIOHAVEN PHARMAC 2VN TH 1,003.2 (218.2) 504.9
BIOHAVEN PHARMAC BHVN US 1,003.2 (218.2) 504.9
BIOHAVEN PHARMAC 2VN GR 1,003.2 (218.2) 504.9
BIOHAVEN PHARMAC BHVNEUR EU 1,003.2 (218.2) 504.9
BLUE BIRD CORP 4RB GR 326.0 (52.6) (11.5)
BLUE BIRD CORP BLBDEUR EU 326.0 (52.6) (11.5)
BLUE BIRD CORP 4RB GZ 326.0 (52.6) (11.5)
BLUE BIRD CORP BLBD US 326.0 (52.6) (11.5)
BLUE BIRD CORP 4RB TH 326.0 (52.6) (11.5)
BLUE BIRD CORP 4RB QT 326.0 (52.6) (11.5)
BOEING CO-BDR BOEI34 BZ 148,935.0 (16,485.0) 30,871.0
BOEING CO-CED BA AR 148,935.0 (16,485.0) 30,871.0
BOEING CO-CED BAD AR 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BAEUR EU 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BCO GR 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA EU 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BOE LN 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BCO TH 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA PE 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BOEI BB 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA US 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA SW 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA* MM 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA TE 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA-RM RM 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA CI 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BAUSD SW 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BCO GZ 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA AV 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BAEUR EZ 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BA EZ 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BCO QT 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE BACL CI 148,935.0 (16,485.0) 30,871.0
BOEING CO/THE TR TCXBOE AU 148,935.0 (16,485.0) 30,871.0
BOMBARDIER INC-B BBDBN MM 13,901.0 (2,911.0) 1,824.0
BRIDGEBIO PHARMA 2CL GZ 1,081.5 (455.6) 778.0
BRIDGEBIO PHARMA BBIOEUR EU 1,081.5 (455.6) 778.0
BRIDGEBIO PHARMA 2CL TH 1,081.5 (455.6) 778.0
BRIDGEBIO PHARMA BBIO US 1,081.5 (455.6) 778.0
BRIDGEBIO PHARMA 2CL GR 1,081.5 (455.6) 778.0
BRIDGEMARQ REAL BRE CN 88.3 (54.2) 10.0
BRINKER INTL BKJ GR 2,309.0 (390.6) (325.4)
BRINKER INTL EAT US 2,309.0 (390.6) (325.4)
BRINKER INTL BKJ TH 2,309.0 (390.6) (325.4)
BRINKER INTL BKJ QT 2,309.0 (390.6) (325.4)
BRINKER INTL EAT2EUR EU 2,309.0 (390.6) (325.4)
BRINKER INTL EAT2EUR EZ 2,309.0 (390.6) (325.4)
BROOKFIELD INF-A BIPC US 9,344.0 (572.0) (2,174.0)
BROOKFIELD INF-A BIPC CN 9,344.0 (572.0) (2,174.0)
BROOKLYN IMMUNOT BTX US 20.7 (4.4) 4.8
BRP INC/CA-SUB V B15A GR 4,429.6 (250.5) 379.5
BRP INC/CA-SUB V DOOO US 4,429.6 (250.5) 379.5
BRP INC/CA-SUB V DOO CN 4,429.6 (250.5) 379.5
BRP INC/CA-SUB V DOOEUR EU 4,429.6 (250.5) 379.5
BRP INC/CA-SUB V B15A GZ 4,429.6 (250.5) 379.5
BRP INC/CA-SUB V B15A TH 4,429.6 (250.5) 379.5
CADIZ INC CDZI US 89.5 (13.1) 17.2
CADIZ INC CDZIEUR EU 89.5 (13.1) 17.2
CADIZ INC 2ZC GR 89.5 (13.1) 17.2
CALUMET SPECIALT CLMT US 1,868.0 (273.5) (229.1)
CEDAR FAIR LP FUN US 2,664.2 (841.6) 80.8
CENGAGE LEARNING CNGO US 2,743.4 (212.3) 117.2
CENTESSA PHARMAC CNTA US 5.3 (3.2) (3.5)
CENTESSA PHARMAC 260 GR 5.3 (3.2) (3.5)
CENTESSA PHARMAC CNTA1EUR EU 5.3 (3.2) (3.5)
CENTESSA PHARMAC 260 TH 5.3 (3.2) (3.5)
CENTESSA PHARMAC 260 QT 5.3 (3.2) (3.5)
CENTRUS ENERGY-A 4CU GR 483.7 (284.8) 67.2
CENTRUS ENERGY-A LEU US 483.7 (284.8) 67.2
CENTRUS ENERGY-A 4CU TH 483.7 (284.8) 67.2
CENTRUS ENERGY-A LEUEUR EU 483.7 (284.8) 67.2
CEREVEL THERAPEU CERE US 408.1 340.0 315.7
CINCINNATI BELL CBBEUR EU 2,600.4 (183.2) (154.4)
CINCINNATI BELL CBB US 2,600.4 (183.2) (154.4)
CINCINNATI BELL CIB1 GR 2,600.4 (183.2) (154.4)
CINEPLEX INC CX0 GR 2,246.7 (65.3) (269.2)
CINEPLEX INC CPXGF US 2,246.7 (65.3) (269.2)
CINEPLEX INC CGX CN 2,246.7 (65.3) (269.2)
CINEPLEX INC CX0 TH 2,246.7 (65.3) (269.2)
CINEPLEX INC CGXEUR EU 2,246.7 (65.3) (269.2)
CINEPLEX INC CGXN MM 2,246.7 (65.3) (269.2)
CINEPLEX INC CX0 GZ 2,246.7 (65.3) (269.2)
CLOVIS ONCOLOGY C6O GR 572.2 (207.0) 122.5
CLOVIS ONCOLOGY CLVS US 572.2 (207.0) 122.5
CLOVIS ONCOLOGY C6O QT 572.2 (207.0) 122.5
CLOVIS ONCOLOGY CLVSEUR EZ 572.2 (207.0) 122.5
CLOVIS ONCOLOGY C6O TH 572.2 (207.0) 122.5
CLOVIS ONCOLOGY CLVSEUR EU 572.2 (207.0) 122.5
CLOVIS ONCOLOGY C6O GZ 572.2 (207.0) 122.5
CM LIFE SCIENC-A CMLT US 0.4 (0.0) (0.4)
CM LIFE SCIENCES CMLTU US 0.4 (0.0) (0.4)
COGENT COMMUNICA CCOI US 1,010.7 (336.1) 360.8
COGENT COMMUNICA OGM1 GR 1,010.7 (336.1) 360.8
COGENT COMMUNICA CCOIEUR EU 1,010.7 (336.1) 360.8
COGENT COMMUNICA CCOI* MM 1,010.7 (336.1) 360.8
COMMUNITY HEALTH CG5 GR 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CYH US 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CG5 QT 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CYH1EUR EU 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CYH1EUR EZ 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CG5 TH 15,528.0 (1,118.0) 1,184.0
COMMUNITY HEALTH CG5 GZ 15,528.0 (1,118.0) 1,184.0
CPI CARD GROUP I PMTSEUR EU 246.3 (135.6) 87.5
CPI CARD GROUP I PMTS US 246.3 (135.6) 87.5
CPI CARD GROUP I PMTS CN 246.3 (135.6) 87.5
CPI CARD GROUP I CPB1 GR 246.3 (135.6) 87.5
CUSTOM TRUCK ONE CTOS US 750.2 (68.7) 39.3
DA32 LIFE SCIE-A DALS US 0.5 (0.0) (0.3)
DELEK LOGISTICS DKL US 935.5 (107.8) (44.4)
DENNY'S CORP DENN US 418.3 (99.4) (39.2)
DENNY'S CORP DE8 TH 418.3 (99.4) (39.2)
DENNY'S CORP DENNEUR EU 418.3 (99.4) (39.2)
DENNY'S CORP DE8 GR 418.3 (99.4) (39.2)
DIALOGUE HEALTH CARE CN - - -
DIEBOLD NIXDORF DBD SW 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBD GR 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBD US 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBDEUR EU 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBDEUR EZ 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBD TH 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBD QT 3,535.1 (842.6) 225.0
DIEBOLD NIXDORF DBD GZ 3,535.1 (842.6) 225.0
DIGITAL MEDIA-A DMS US 220.0 (79.5) 18.7
DINE BRANDS GLOB DIN US 1,895.9 (282.8) 116.3
DINE BRANDS GLOB IHP GR 1,895.9 (282.8) 116.3
DINE BRANDS GLOB IHP TH 1,895.9 (282.8) 116.3
DINE BRANDS GLOB IHP GZ 1,895.9 (282.8) 116.3
DOMINO'S PIZZA EZV TH 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA DPZEUR EU 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA EZV GR 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA DPZ US 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA EZV GZ 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA DPZEUR EZ 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA DPZ AV 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA DPZ* MM 1,721.8 (4,140.6) 426.5
DOMINO'S PIZZA EZV QT 1,721.8 (4,140.6) 426.5
DOMO INC- CL B DOMOEUR EU 192.4 (92.9) (30.5)
DOMO INC- CL B 1ON GZ 192.4 (92.9) (30.5)
DOMO INC- CL B 1ON TH 192.4 (92.9) (30.5)
DOMO INC- CL B DOMO US 192.4 (92.9) (30.5)
DOMO INC- CL B 1ON GR 192.4 (92.9) (30.5)
DROPBOX INC-A DBX US 3,328.1 (94.8) 942.3
DROPBOX INC-A 1Q5 GR 3,328.1 (94.8) 942.3
DROPBOX INC-A 1Q5 SW 3,328.1 (94.8) 942.3
DROPBOX INC-A 1Q5 TH 3,328.1 (94.8) 942.3
DROPBOX INC-A DBXEUR EU 3,328.1 (94.8) 942.3
DROPBOX INC-A 1Q5 QT 3,328.1 (94.8) 942.3
DROPBOX INC-A DBX AV 3,328.1 (94.8) 942.3
DROPBOX INC-A DBXEUR EZ 3,328.1 (94.8) 942.3
DROPBOX INC-A DBX* MM 3,328.1 (94.8) 942.3
DROPBOX INC-A 1Q5 GZ 3,328.1 (94.8) 942.3
DYE & DURHAM LTD DND CN 1,523.4 743.6 499.8
DYE & DURHAM LTD DYNDF US 1,523.4 743.6 499.8
ESPERION THERAPE ESPR US 280.5 (304.3) 192.5
ESPERION THERAPE ESPREUR EZ 280.5 (304.3) 192.5
ESPERION THERAPE ESPREUR EU 280.5 (304.3) 192.5
ESPERION THERAPE 0ET TH 280.5 (304.3) 192.5
ESPERION THERAPE 0ET QT 280.5 (304.3) 192.5
ESPERION THERAPE 0ET GR 280.5 (304.3) 192.5
ESPERION THERAPE 0ET GZ 280.5 (304.3) 192.5
EXELA TECHNOLOGI XELAU US 1,104.7 (940.3) (130.8)
EXELA TECHNOLOGI XELA US 1,104.7 (940.3) (130.8)
EXPRESS INC EXPR US 1,406.7 (35.7) (70.1)
EXPRESS INC 02Z TH 1,406.7 (35.7) (70.1)
EXPRESS INC 02Z GR 1,406.7 (35.7) (70.1)
EXPRESS INC 02Z QT 1,406.7 (35.7) (70.1)
EXPRESS INC EXPREUR EU 1,406.7 (35.7) (70.1)
EXPRESS INC 02Z GZ 1,406.7 (35.7) (70.1)
F45 TRAINING HOL FXLV US 84.8 (278.4) 10.4
F45 TRAINING HOL 4OP GR 84.8 (278.4) 10.4
F45 TRAINING HOL FXLVEUR EU 84.8 (278.4) 10.4
F45 TRAINING HOL 4OP TH 84.8 (278.4) 10.4
F45 TRAINING HOL 4OP GZ 84.8 (278.4) 10.4
F45 TRAINING HOL 4OP QT 84.8 (278.4) 10.4
FARMERS EDGE INC FDGE CN 194.0 150.0 101.2
FARMERS EDGE INC 8QI GR 194.0 150.0 101.2
FARMERS EDGE INC FDGEEUR EU 194.0 150.0 101.2
FARMERS EDGE INC FMEGF US 194.0 150.0 101.2
FAT BRANDS INC FAT US 169.2 (45.2) 15.1
FERRELLGAS PAR-B FGPRB US 1,644.7 (189.4) 276.0
FERRELLGAS-LP FGPR US 1,644.7 (189.4) 276.0
FLEXION THERAPEU F02 TH 210.0 (56.2) 144.2
FLEXION THERAPEU F02 QT 210.0 (56.2) 144.2
FLEXION THERAPEU FLXNEUR EU 210.0 (56.2) 144.2
FLEXION THERAPEU FLXN US 210.0 (56.2) 144.2
FLEXION THERAPEU F02 GR 210.0 (56.2) 144.2
FRONTIER COMMUNI FYBR US 16,960.0 (4,830.0) (4,304.0)
GALERA THERAPEUT GRTX US 70.5 (10.6) 48.4
GLOBAL CLEAN ENE GCEH US 234.4 (36.4) (13.8)
GODADDY INC-A 38D TH 7,362.1 (31.4) (465.7)
GODADDY INC-A GDDYEUR EZ 7,362.1 (31.4) (465.7)
GODADDY INC-A 38D QT 7,362.1 (31.4) (465.7)
GODADDY INC-A GDDY* MM 7,362.1 (31.4) (465.7)
GODADDY INC-A 38D GR 7,362.1 (31.4) (465.7)
GODADDY INC-A GDDY US 7,362.1 (31.4) (465.7)
GODADDY INC-A 38D GZ 7,362.1 (31.4) (465.7)
GOGO INC GOGO US 352.0 (577.3) 0.3
GOGO INC G0G GR 352.0 (577.3) 0.3
GOGO INC G0G SW 352.0 (577.3) 0.3
GOGO INC G0G TH 352.0 (577.3) 0.3
GOGO INC GOGOEUR EU 352.0 (577.3) 0.3
GOGO INC GOGOEUR EZ 352.0 (577.3) 0.3
GOGO INC G0G QT 352.0 (577.3) 0.3
GOGO INC G0G GZ 352.0 (577.3) 0.3
GOLDEN NUGGET ON GNOG US 281.6 (21.1) 131.6
GOLDEN NUGGET ON 5ZU GR 281.6 (21.1) 131.6
GOLDEN NUGGET ON LCA2EUR EU 281.6 (21.1) 131.6
GOLDEN NUGGET ON 5ZU TH 281.6 (21.1) 131.6
GOOSEHEAD INSU-A GSHD US 238.0 (27.5) 28.7
GOOSEHEAD INSU-A 2OX GR 238.0 (27.5) 28.7
GOOSEHEAD INSU-A GSHDEUR EU 238.0 (27.5) 28.7
GOOSEHEAD INSU-A 2OX TH 238.0 (27.5) 28.7
GOOSEHEAD INSU-A 2OX QT 238.0 (27.5) 28.7
GORES HOLD VII-A GSEV US 552.9 521.2 (9.6)
GORES HOLDINGS V GSEVU US 552.9 521.2 (9.6)
GORES TECH-B GTPB US 461.7 431.2 (12.7)
GORES TECHNOLOGY GTPBU US 461.7 431.2 (12.7)
GRAF ACQUISITION GFOR US 0.3 (0.0) (0.0)
GRAF ACQUISITION GFOR/U US 0.3 (0.0) (0.0)
GRAFTECH INTERNA EAF US 1,397.1 (176.6) 388.9
GRAFTECH INTERNA G6G GR 1,397.1 (176.6) 388.9
GRAFTECH INTERNA EAFEUR EU 1,397.1 (176.6) 388.9
GRAFTECH INTERNA G6G TH 1,397.1 (176.6) 388.9
GRAFTECH INTERNA G6G QT 1,397.1 (176.6) 388.9
GRAFTECH INTERNA EAFEUR EZ 1,397.1 (176.6) 388.9
GRAFTECH INTERNA G6G GZ 1,397.1 (176.6) 388.9
GRAFTECH INTERNA EAF* MM 1,397.1 (176.6) 388.9
GRAPHITE BIO INC GRPH US 182.9 176.5 173.9
GREEN IMPACT PAR GIP CN 0.5 (0.0) (0.1)
GREEN PLAINS PAR GPP US 102.5 (4.0) (8.6)
GREENSKY INC-A GSKY US 1,311.0 (118.5) 610.3
HERBALIFE NUTRIT HOO GR 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HLF US 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HOO TH 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HOO GZ 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HLFEUR EZ 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HLFEUR EU 2,966.7 (1,291.2) 564.0
HERBALIFE NUTRIT HOO QT 2,966.7 (1,291.2) 564.0
HEWLETT-CEDEAR HPQ AR 34,549.0 (3,360.0) (7,938.0)
HEWLETT-CEDEAR HPQC AR 34,549.0 (3,360.0) (7,938.0)
HEWLETT-CEDEAR HPQD AR 34,549.0 (3,360.0) (7,938.0)
HILTON WORLD-BDR H1LT34 BZ 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HLT US 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HLT* MM 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HLTEUR EU 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HLTEUR EZ 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HLTW AV 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HI91 TE 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HI91 QT 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HI91 GR 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HI91 TH 15,090.0 (1,416.0) (400.0)
HILTON WORLDWIDE HI91 GZ 15,090.0 (1,416.0) (400.0)
HORIZON GLOBAL HZN US 479.4 (22.5) 108.1
HORIZON GLOBAL 2H6 GR 479.4 (22.5) 108.1
HORIZON GLOBAL HZN1EUR EU 479.4 (22.5) 108.1
HORIZON GLOBAL 2H6 GZ 479.4 (22.5) 108.1
HP COMPANY-BDR HPQB34 BZ 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ US 34,549.0 (3,360.0) (7,938.0)
HP INC 7HP TH 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ TE 34,549.0 (3,360.0) (7,938.0)
HP INC 7HP GR 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ* MM 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ CI 34,549.0 (3,360.0) (7,938.0)
HP INC HPQUSD SW 34,549.0 (3,360.0) (7,938.0)
HP INC 7HP GZ 34,549.0 (3,360.0) (7,938.0)
HP INC HPQEUR EU 34,549.0 (3,360.0) (7,938.0)
HP INC HPQEUR EZ 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ AV 34,549.0 (3,360.0) (7,938.0)
HP INC 7HP QT 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ SW 34,549.0 (3,360.0) (7,938.0)
HP INC HPQ-RM RM 34,549.0 (3,360.0) (7,938.0)
HYRECAR INC 8HY GR 28.8 19.7 19.8
HYRECAR INC HYRE US 28.8 19.7 19.8
HYRECAR INC HYREEUR EZ 28.8 19.7 19.8
HYRECAR INC 8HY TH 28.8 19.7 19.8
HYRECAR INC 8HY QT 28.8 19.7 19.8
HYRECAR INC 8HY GZ 28.8 19.7 19.8
IMMUNITYBIO INC NK1EUR EU 209.4 (185.3) 19.7
IMMUNITYBIO INC NK1EUR EZ 209.4 (185.3) 19.7
IMMUNITYBIO INC 26C GZ 209.4 (185.3) 19.7
IMMUNITYBIO INC IBRX US 209.4 (185.3) 19.7
IMMUNITYBIO INC 26CA GR 209.4 (185.3) 19.7
IMMUNITYBIO INC 26CA TH 209.4 (185.3) 19.7
IMMUNITYBIO INC 26CA QT 209.4 (185.3) 19.7
INFRASTRUCTURE A IEA US 798.3 (91.7) 81.3
INFRASTRUCTURE A IEAEUR EU 798.3 (91.7) 81.3
INFRASTRUCTURE A 5YF GR 798.3 (91.7) 81.3
INFRASTRUCTURE A 5YF TH 798.3 (91.7) 81.3
INFRASTRUCTURE A 5YF QT 798.3 (91.7) 81.3
INSEEGO CORP INO TH 224.7 (8.9) 63.7
INSEEGO CORP INO QT 224.7 (8.9) 63.7
INSEEGO CORP INSG US 224.7 (8.9) 63.7
INSEEGO CORP INO GR 224.7 (8.9) 63.7
INSEEGO CORP INSGEUR EU 224.7 (8.9) 63.7
INSEEGO CORP INSGEUR EZ 224.7 (8.9) 63.7
INSEEGO CORP INO GZ 224.7 (8.9) 63.7
INSPIRED ENTERTA 4U8 GR 301.0 (112.4) 1.4
INSPIRED ENTERTA INSEEUR EU 301.0 (112.4) 1.4
INSPIRED ENTERTA INSE US 301.0 (112.4) 1.4
INSTADOSE PHARMA INSD US 0.0 (0.1) (0.1)
INTERCEPT PHARMA ICPT US 523.2 (203.2) 347.8
INTERCEPT PHARMA I4P GR 523.2 (203.2) 347.8
INTERCEPT PHARMA ICPT* MM 523.2 (203.2) 347.8
INTERCEPT PHARMA I4P TH 523.2 (203.2) 347.8
INTERCEPT PHARMA I4P GZ 523.2 (203.2) 347.8
IWEB INC IWBB US 0.6 (0.7) (1.1)
J. JILL INC JILL US 489.4 (115.0) (30.0)
J. JILL INC 1MJ1 GR 489.4 (115.0) (30.0)
J. JILL INC JILLEUR EU 489.4 (115.0) (30.0)
J. JILL INC 1MJ1 GZ 489.4 (115.0) (30.0)
JACK IN THE BOX JBX GR 1,787.5 (811.6) (136.4)
JACK IN THE BOX JACK US 1,787.5 (811.6) (136.4)
JACK IN THE BOX JBX GZ 1,787.5 (811.6) (136.4)
JACK IN THE BOX JBX QT 1,787.5 (811.6) (136.4)
JACK IN THE BOX JACK1EUR EZ 1,787.5 (811.6) (136.4)
JACK IN THE BOX JACK1EUR EU 1,787.5 (811.6) (136.4)
JAWS JUGGERNAUT JUGGU US 7.1 (0.0) 6.1
JOSEMARIA RESOUR NGQSEK EZ 15.0 (18.6) (31.2)
JOSEMARIA RESOUR JOSES I2 15.0 (18.6) (31.2)
JOSEMARIA RESOUR JOSE SS 15.0 (18.6) (31.2)
JOSEMARIA RESOUR NGQSEK EU 15.0 (18.6) (31.2)
JOSEMARIA RESOUR JOSES IX 15.0 (18.6) (31.2)
JOSEMARIA RESOUR JOSES EB 15.0 (18.6) (31.2)
KALTURA INC KLTR US 91.0 (100.5) (29.5)
KARYOPHARM THERA KPTI US 286.6 (83.1) 215.4
KARYOPHARM THERA 25K SW 286.6 (83.1) 215.4
KARYOPHARM THERA 25K QT 286.6 (83.1) 215.4
KARYOPHARM THERA 25K TH 286.6 (83.1) 215.4
KARYOPHARM THERA 25K GZ 286.6 (83.1) 215.4
KARYOPHARM THERA 25K GR 286.6 (83.1) 215.4
KARYOPHARM THERA KPTIEUR EU 286.6 (83.1) 215.4
KINIKSA PHARMA-A KNSA US 279.2 (608.5) 240.1
KITS EYECARE LTD KITS CN 93.1 62.9 34.2
KL ACQUISI-CLS A KLAQ US 289.1 269.2 1.3
KL ACQUISITION C KLAQU US 289.1 269.2 1.3
KNOWBE4 INC-A KNBE US - - -
L BRANDS INC-BDR B1BW34 BZ 10,546.0 (533.0) 1,932.0
L BRANDS INC-W/I BBWI-W US 10,546.0 (533.0) 1,932.0
LAREDO PETROLEUM LPI US 1,786.8 (154.3) (186.9)
LAREDO PETROLEUM 8LP1 GR 1,786.8 (154.3) (186.9)
LAREDO PETROLEUM LPI1EUR EZ 1,786.8 (154.3) (186.9)
LAREDO PETROLEUM 8LP1 QT 1,786.8 (154.3) (186.9)
LAREDO PETROLEUM LPI1EUR EU 1,786.8 (154.3) (186.9)
LDH GROWTH C-A LDHA US 233.2 215.2 2.6
LDH GROWTH CORP LDHAU US 233.2 215.2 2.6
LEE ENTERPRISES LEE US 835.1 (12.8) (39.5)
LEGALZOOMCOM INC LZ US 284.8 (482.7) (76.5)
LEGALZOOMCOM INC 1LZ GR 284.8 (482.7) (76.5)
LEGALZOOMCOM INC 1LZ TH 284.8 (482.7) (76.5)
LEGALZOOMCOM INC LZEUR EU 284.8 (482.7) (76.5)
LEGALZOOMCOM INC 1LZ GZ 284.8 (482.7) (76.5)
LEGALZOOMCOM INC 1LZ QT 284.8 (482.7) (76.5)
LENNOX INTL INC LII US 2,204.7 (213.3) 202.6
LENNOX INTL INC LXI GR 2,204.7 (213.3) 202.6
LENNOX INTL INC LII* MM 2,204.7 (213.3) 202.6
LENNOX INTL INC LXI TH 2,204.7 (213.3) 202.6
LENNOX INTL INC LII1EUR EU 2,204.7 (213.3) 202.6
LESLIE'S INC LESL US 858.9 (391.0) 140.9
LESLIE'S INC LE3 GR 858.9 (391.0) 140.9
LESLIE'S INC LESLEUR EU 858.9 (391.0) 140.9
LESLIE'S INC LE3 TH 858.9 (391.0) 140.9
LESLIE'S INC LE3 QT 858.9 (391.0) 140.9
LIFESPEAK INC LSPK CN 11.8 (30.2) (5.7)
LION ELECTRIC CO LEV US - - -
LION ELECTRIC CO LEV CN - - -
LIVE NATION ENTE 3LN GR 12,245.7 (328.8) 258.0
LIVE NATION ENTE 3LN TH 12,245.7 (328.8) 258.0
LIVE NATION ENTE LYVEUR EU 12,245.7 (328.8) 258.0
LIVE NATION ENTE 3LN QT 12,245.7 (328.8) 258.0
LIVE NATION ENTE LYV US 12,245.7 (328.8) 258.0
LIVE NATION ENTE LYV* MM 12,245.7 (328.8) 258.0
LIVE NATION ENTE LYVEUR EZ 12,245.7 (328.8) 258.0
LIVE NATION ENTE 3LN GZ 12,245.7 (328.8) 258.0
LIVE NATION-BDR L1YV34 BZ 12,245.7 (328.8) 258.0
MADISON SQUARE G MSG1EUR EU 1,304.4 (255.3) (146.2)
MADISON SQUARE G MS8 GR 1,304.4 (255.3) (146.2)
MADISON SQUARE G MSGS US 1,304.4 (255.3) (146.2)
MADISON SQUARE G MS8 TH 1,304.4 (255.3) (146.2)
MADISON SQUARE G MS8 QT 1,304.4 (255.3) (146.2)
MADISON SQUARE G MS8 GZ 1,304.4 (255.3) (146.2)
MAGNET FORENSICS MAGT CN 41.2 (6.9) (5.2)
MANNKIND CORP MNKD US 319.4 (173.6) 215.2
MANNKIND CORP NNFN TH 319.4 (173.6) 215.2
MANNKIND CORP NNFN GR 319.4 (173.6) 215.2
MANNKIND CORP MNKDEUR EZ 319.4 (173.6) 215.2
MANNKIND CORP NNFN QT 319.4 (173.6) 215.2
MANNKIND CORP MNKDEUR EU 319.4 (173.6) 215.2
MANNKIND CORP NNFN GZ 319.4 (173.6) 215.2
MATCH GROUP -BDR M1TC34 BZ 4,433.9 (133.8) 56.5
MATCH GROUP INC MTCH US 4,433.9 (133.8) 56.5
MATCH GROUP INC 4MGN TH 4,433.9 (133.8) 56.5
MATCH GROUP INC MTCH1* MM 4,433.9 (133.8) 56.5
MATCH GROUP INC 4MGN QT 4,433.9 (133.8) 56.5
MATCH GROUP INC 4MGN GR 4,433.9 (133.8) 56.5
MATCH GROUP INC MTC2 AV 4,433.9 (133.8) 56.5
MATCH GROUP INC 4MGN SW 4,433.9 (133.8) 56.5
MATCH GROUP INC 4MGN GZ 4,433.9 (133.8) 56.5
MBIA INC MBJ TH 5,375.0 (28.0) -
MBIA INC MBI US 5,375.0 (28.0) -
MBIA INC MBJ GR 5,375.0 (28.0) -
MBIA INC MBI1EUR EU 5,375.0 (28.0) -
MBIA INC MBJ QT 5,375.0 (28.0) -
MBIA INC MBJ GZ 5,375.0 (28.0) -
MCAFEE CORP - A MCFE US 5,362.0 (1,783.0) (1,457.0)
MCAFEE CORP - A MC7 GR 5,362.0 (1,783.0) (1,457.0)
MCAFEE CORP - A MCFEEUR EU 5,362.0 (1,783.0) (1,457.0)
MCAFEE CORP - A MC7 TH 5,362.0 (1,783.0) (1,457.0)
MCDONALD'S CORP TCXMCD AU 51,893.1 (5,808.0) 1,766.4
MCDONALDS - BDR MCDC34 BZ 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD SW 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD US 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MDO GR 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD* MM 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD TE 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD CI 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MDO TH 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDUSD SW 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MDO GZ 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDEUR EU 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD AV 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDUSD EZ 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDEUR EZ 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP 0R16 LN 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MDO QT 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDUSD EU 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCD-RM RM 51,893.1 (5,808.0) 1,766.4
MCDONALDS CORP MCDCL CI 51,893.1 (5,808.0) 1,766.4
MCDONALDS-CEDEAR MCD AR 51,893.1 (5,808.0) 1,766.4
MCDONALDS-CEDEAR MCDC AR 51,893.1 (5,808.0) 1,766.4
MCDONALDS-CEDEAR MCDD AR 51,893.1 (5,808.0) 1,766.4
MCKESSON CORP MCK* MM 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK TH 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK GR 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK US 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK GZ 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK1EUR EZ 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK1EUR EU 62,894.0 (38.0) (485.0)
MCKESSON CORP MCK QT 62,894.0 (38.0) (485.0)
MCKESSON-BDR M1CK34 BZ 62,894.0 (38.0) (485.0)
MDC PARTNERS-A MD7A GR 1,587.2 (383.1) (137.2)
MDC PARTNERS-A MDCA US 1,587.2 (383.1) (137.2)
MDC PARTNERS-A MDCAEUR EU 1,587.2 (383.1) (137.2)
MEDIAALPHA INC-A MAX US 241.7 (89.4) 30.4
METAMATERIAL EXC MMAX CN 15.0 (1.6) 2.6
MIROMATRIX MEDIC MIRO US 5.4 (4.6) (3.5)
MONEYGRAM INTERN 9M1N GR 4,473.0 (168.2) (18.4)
MONEYGRAM INTERN MGI US 4,473.0 (168.2) (18.4)
MONEYGRAM INTERN 9M1N TH 4,473.0 (168.2) (18.4)
MONEYGRAM INTERN MGIEUR EU 4,473.0 (168.2) (18.4)
MONEYGRAM INTERN 9M1N QT 4,473.0 (168.2) (18.4)
MONGODB INC 526 GZ 1,377.6 (268.4) 767.3
MONGODB INC MDB US 1,377.6 (268.4) 767.3
MONGODB INC 526 GR 1,377.6 (268.4) 767.3
MONGODB INC 526 QT 1,377.6 (268.4) 767.3
MONGODB INC MDBEUR EU 1,377.6 (268.4) 767.3
MONGODB INC 526 TH 1,377.6 (268.4) 767.3
MONGODB INC MDBEUR EZ 1,377.6 (268.4) 767.3
MONGODB INC MDB* MM 1,377.6 (268.4) 767.3
MONGODB INC- BDR M1DB34 BZ 1,377.6 (268.4) 767.3
MOTOROLA SOL-BDR M1SI34 BZ 11,131.0 (344.0) 1,476.0
MOTOROLA SOL-CED MSI AR 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MTLA TH 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MTLA GR 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MOT TE 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MSI US 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MSI1EUR EU 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MTLA GZ 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MSI1EUR EZ 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MOSI AV 11,131.0 (344.0) 1,476.0
MOTOROLA SOLUTIO MTLA QT 11,131.0 (344.0) 1,476.0
MSCI INC 3HM GR 4,791.1 (367.8) 1,607.9
MSCI INC MSCI US 4,791.1 (367.8) 1,607.9
MSCI INC 3HM SW 4,791.1 (367.8) 1,607.9
MSCI INC 3HM GZ 4,791.1 (367.8) 1,607.9
MSCI INC 3HM QT 4,791.1 (367.8) 1,607.9
MSCI INC MSCIEUR EZ 4,791.1 (367.8) 1,607.9
MSCI INC MSCI* MM 4,791.1 (367.8) 1,607.9
MSCI INC 3HM TH 4,791.1 (367.8) 1,607.9
MSCI INC MSCI AV 4,791.1 (367.8) 1,607.9
MSCI INC-BDR M1SC34 BZ 4,791.1 (367.8) 1,607.9
MSG NETWORKS- A MSGN US 971.8 (418.9) 358.2
MSG NETWORKS- A MSGNEUR EU 971.8 (418.9) 358.2
MSG NETWORKS- A 1M4 QT 971.8 (418.9) 358.2
MSG NETWORKS- A 1M4 TH 971.8 (418.9) 358.2
MSG NETWORKS- A 1M4 GR 971.8 (418.9) 358.2
N/A HYREEUR EU 28.8 19.7 19.8
NATHANS FAMOUS NATH US 114.0 (58.1) 85.0
NATHANS FAMOUS NFA GR 114.0 (58.1) 85.0
NATHANS FAMOUS NATHEUR EU 114.0 (58.1) 85.0
NATIONAL CINEMED NCMI US 895.0 (299.3) 165.8
NEIGHBOURLY PHAR NBLY CN 504.1 319.8 123.0
NEUROPACE INC NPCE US 50.3 (15.0) 36.3
NEW ENG RLTY-LP NEN US 290.2 (43.5) -
NEXIMMUNE INC NEXI US 126.6 120.5 116.9
NEXIMMUNE INC 737 GR 126.6 120.5 116.9
NEXIMMUNE INC NEXI1EUR EU 126.6 120.5 116.9
NEXIMMUNE INC 737 GZ 126.6 120.5 116.9
NOBLE CORP NE US 2,150.5 1,385.7 195.7
NOBLE ROCK ACQ-A NRAC US 243.6 218.7 1.9
NOBLE ROCK ACQUI NRACU US 243.6 218.7 1.9
NORTHERN OIL AND 4LT1 GR 1,091.8 (168.2) (161.2)
NORTHERN OIL AND NOG US 1,091.8 (168.2) (161.2)
NORTHERN OIL AND NOG1EUR EU 1,091.8 (168.2) (161.2)
NORTHERN OIL AND 4LT1 TH 1,091.8 (168.2) (161.2)
NORTHERN OIL AND 4LT1 GZ 1,091.8 (168.2) (161.2)
NORTONLIFEL- BDR S1YM34 BZ 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYM TH 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYM GR 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYMC TE 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I NLOK US 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I NLOK* MM 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYMCEUR EU 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYM GZ 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYMC AV 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYMCEUR EZ 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I SYM QT 6,565.0 (497.0) (435.0)
NORTONLIFELOCK I NLOK-RM RM 6,565.0 (497.0) (435.0)
NUTANIX INC - A 0NU GZ 2,265.6 (746.8) 705.5
NUTANIX INC - A 0NU GR 2,265.6 (746.8) 705.5
NUTANIX INC - A 0NU TH 2,265.6 (746.8) 705.5
NUTANIX INC - A NTNXEUR EU 2,265.6 (746.8) 705.5
NUTANIX INC - A 0NU QT 2,265.6 (746.8) 705.5
NUTANIX INC - A NTNXEUR EZ 2,265.6 (746.8) 705.5
NUTANIX INC - A NTNX US 2,265.6 (746.8) 705.5
OMEROS CORP OMER US 161.4 (222.0) 89.0
OMEROS CORP 3O8 GR 161.4 (222.0) 89.0
OMEROS CORP 3O8 QT 161.4 (222.0) 89.0
OMEROS CORP 3O8 TH 161.4 (222.0) 89.0
OMEROS CORP OMEREUR EU 161.4 (222.0) 89.0
OMEROS CORP 3O8 GZ 161.4 (222.0) 89.0
ONCOLOGY PHARMA ONPH US 0.0 (0.4) (0.4)
ONCTERNAL THERAP GTU2 GR 108.4 (96.4) 97.8
ONCTERNAL THERAP ONCT US 108.4 (96.4) 97.8
ONCTERNAL THERAP GTU2 TH 108.4 (96.4) 97.8
ONCTERNAL THERAP GTXIEUR EU 108.4 (96.4) 97.8
ONCTERNAL THERAP GTU2 GZ 108.4 (96.4) 97.8
OPTIVA INC OPT CN 73.1 (63.2) 5.2
ORTHO CLINCICAL OCDX US 3,392.5 376.6 354.9
ORTHO CLINCICAL 41V GR 3,392.5 376.6 354.9
ORTHO CLINCICAL OCDXEUR EU 3,392.5 376.6 354.9
ORTHO CLINCICAL 41V TH 3,392.5 376.6 354.9
OTIS WORLDWI OTIS US 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI 4PG GR 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI OTISEUR EU 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI OTIS* MM 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI 4PG GZ 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI OTISEUR EZ 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI 4PG TH 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI 4PG QT 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI OTIS AV 10,857.0 (3,254.0) (35.0)
OTIS WORLDWI-BDR O1TI34 BZ 10,857.0 (3,254.0) (35.0)
PANAMERA HEALTHC PNHT US 0.0 (0.1) (0.1)
PAPA JOHN'S INTL PP1 GR 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PZZA US 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PZZAEUR EU 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PP1 GZ 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PP1 TH 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PP1 QT 855.7 (141.1) (54.2)
PAPA JOHN'S INTL PZZAEUR EZ 855.7 (141.1) (54.2)
PARATEK PHARMACE N4CN TH 159.3 (119.0) 118.9
PARATEK PHARMACE PRTK US 159.3 (119.0) 118.9
PARATEK PHARMACE N4CN GR 159.3 (119.0) 118.9
PARATEK PHARMACE N4CN GZ 159.3 (119.0) 118.9
PARTS ID INC ID US 66.9 (13.3) (26.4)
PET VALU HOLDING PET CN 515.5 (471.5) 26.1
PHILIP MORRI-BDR PHMO34 BZ 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM1EUR EU 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PMI SW 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN 4I1 GR 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM US 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM1CHF EU 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN 4I1 TH 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM1 TE 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PMIZ IX 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PMIZ EB 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN 0M8V LN 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PMOR AV 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN 4I1 GZ 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM1CHF EZ 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM1EUR EZ 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM* MM 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN 4I1 QT 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PMIZ TQ 40,686.0 (9,200.0) 2,859.0
PHILIP MORRIS IN PM-RM RM 40,686.0 (9,200.0) 2,859.0
PLANET FITNESS-A 3PL QT 1,865.0 (696.7) 441.0
PLANET FITNESS-A PLNT1EUR EU 1,865.0 (696.7) 441.0
PLANET FITNESS-A PLNT1EUR EZ 1,865.0 (696.7) 441.0
PLANET FITNESS-A PLNT US 1,865.0 (696.7) 441.0
PLANET FITNESS-A 3PL TH 1,865.0 (696.7) 441.0
PLANET FITNESS-A 3PL GR 1,865.0 (696.7) 441.0
PLANET FITNESS-A 3PL GZ 1,865.0 (696.7) 441.0
PLANTRONICS INC PTM GR 2,135.1 (112.6) 207.9
PLANTRONICS INC POLY US 2,135.1 (112.6) 207.9
PLANTRONICS INC PTM GZ 2,135.1 (112.6) 207.9
PLANTRONICS INC PLTEUR EU 2,135.1 (112.6) 207.9
PLANTRONICS INC PTM TH 2,135.1 (112.6) 207.9
PLANTRONICS INC PTM QT 2,135.1 (112.6) 207.9
PPD INC PPD US 6,749.1 (506.7) 501.2
PRIORITY TECHNOL PRTH US 400.5 (99.8) (18.0)
PRIORITY TECHNOL PRTHEUR EU 400.5 (99.8) (18.0)
PRIORITY TECHNOL 60W GR 400.5 (99.8) (18.0)
QUALTRICS INT-A XM US 1,434.1 35.3 324.9
QUALTRICS INT-A 5DX0 GZ 1,434.1 35.3 324.9
QUALTRICS INT-A 5DX0 GR 1,434.1 35.3 324.9
QUALTRICS INT-A 5DX0 QT 1,434.1 35.3 324.9
QUALTRICS INT-A XM1EUR EU 1,434.1 35.3 324.9
QUALTRICS INT-A 5DX0 TH 1,434.1 35.3 324.9
QUANTUM CORP QNT2 GR 194.9 (112.2) (3.0)
QUANTUM CORP QMCO US 194.9 (112.2) (3.0)
QUANTUM CORP QTM1EUR EU 194.9 (112.2) (3.0)
QUANTUM CORP QNT2 TH 194.9 (112.2) (3.0)
RADIUS HEALTH IN RDUS US 192.9 (227.1) 102.8
RADIUS HEALTH IN RDUSEUR EZ 192.9 (227.1) 102.8
RADIUS HEALTH IN 1R8 TH 192.9 (227.1) 102.8
RADIUS HEALTH IN RDUSEUR EU 192.9 (227.1) 102.8
RADIUS HEALTH IN 1R8 QT 192.9 (227.1) 102.8
RADIUS HEALTH IN 1R8 GR 192.9 (227.1) 102.8
RAPID7 INC RPDEUR EU 1,240.3 (95.4) 343.6
RAPID7 INC RPD US 1,240.3 (95.4) 343.6
RAPID7 INC R7D GR 1,240.3 (95.4) 343.6
RAPID7 INC R7D TH 1,240.3 (95.4) 343.6
RAPID7 INC RPD* MM 1,240.3 (95.4) 343.6
REVLON INC-A RVL1 GR 2,430.9 (1,958.7) 278.3
REVLON INC-A REV US 2,430.9 (1,958.7) 278.3
REVLON INC-A REV* MM 2,430.9 (1,958.7) 278.3
REVLON INC-A RVL1 TH 2,430.9 (1,958.7) 278.3
REVLON INC-A REVEUR EU 2,430.9 (1,958.7) 278.3
RICE ACQUISITI-A RONI US 0.3 (0.0) (0.0)
RICE ACQUISITION RONI/U US 0.3 (0.0) (0.0)
RIMINI STREET IN RMNI US 311.6 (22.9) (11.4)
RR DONNELLEY & S DLLN TH 3,000.9 (243.8) 502.7
RR DONNELLEY & S DLLN GR 3,000.9 (243.8) 502.7
RR DONNELLEY & S RRD US 3,000.9 (243.8) 502.7
RR DONNELLEY & S RRDEUR EU 3,000.9 (243.8) 502.7
RR DONNELLEY & S DLLN GZ 3,000.9 (243.8) 502.7
RUSH STREET INTE RSI US 428.8 364.8 352.4
RYMAN HOSPITALIT RHP US 3,552.3 (25.8) (9.9)
RYMAN HOSPITALIT 4RH GR 3,552.3 (25.8) (9.9)
RYMAN HOSPITALIT 4RH TH 3,552.3 (25.8) (9.9)
RYMAN HOSPITALIT 4RH QT 3,552.3 (25.8) (9.9)
RYMAN HOSPITALIT RHPEUR EZ 3,552.3 (25.8) (9.9)
RYMAN HOSPITALIT RHPEUR EU 3,552.3 (25.8) (9.9)
SABRE CORP 19S SW 5,608.4 (159.8) 939.4
SABRE CORP 19S QT 5,608.4 (159.8) 939.4
SABRE CORP SABREUR EU 5,608.4 (159.8) 939.4
SABRE CORP SABREUR EZ 5,608.4 (159.8) 939.4
SABRE CORP SABR US 5,608.4 (159.8) 939.4
SABRE CORP 19S GR 5,608.4 (159.8) 939.4
SABRE CORP 19S TH 5,608.4 (159.8) 939.4
SABRE CORP 19S GZ 5,608.4 (159.8) 939.4
SBA COMM CORP 4SB GR 9,960.3 (4,824.6) (143.8)
SBA COMM CORP SBAC US 9,960.3 (4,824.6) (143.8)
SBA COMM CORP 4SB TH 9,960.3 (4,824.6) (143.8)
SBA COMM CORP 4SB GZ 9,960.3 (4,824.6) (143.8)
SBA COMM CORP SBACEUR EZ 9,960.3 (4,824.6) (143.8)
SBA COMM CORP SBAC* MM 9,960.3 (4,824.6) (143.8)
SBA COMM CORP SBACEUR EU 9,960.3 (4,824.6) (143.8)
SBA COMM CORP 4SB QT 9,960.3 (4,824.6) (143.8)
SBA COMMUN - BDR S1BA34 BZ 9,960.3 (4,824.6) (143.8)
SCIENTIFIC GAMES TJW GZ 7,856.0 (2,521.0) 1,240.0
SCIENTIFIC GAMES SGMS US 7,856.0 (2,521.0) 1,240.0
SCIENTIFIC GAMES TJW GR 7,856.0 (2,521.0) 1,240.0
SCIENTIFIC GAMES TJW TH 7,856.0 (2,521.0) 1,240.0
SEAWORLD ENTERTA SEAS US 2,786.7 (21.3) 243.7
SEAWORLD ENTERTA W2L GR 2,786.7 (21.3) 243.7
SEAWORLD ENTERTA W2L TH 2,786.7 (21.3) 243.7
SEAWORLD ENTERTA SEASEUR EU 2,786.7 (21.3) 243.7
SECOND SIGHT MED EYES US 4.5 (0.7) (0.9)
SELECTA BIOSCIEN SELB US 176.7 (19.6) 78.5
SELECTA BIOSCIEN 1S7 GR 176.7 (19.6) 78.5
SELECTA BIOSCIEN SELBEUR EU 176.7 (19.6) 78.5
SELECTA BIOSCIEN 1S7 TH 176.7 (19.6) 78.5
SELECTA BIOSCIEN 1S7 GZ 176.7 (19.6) 78.5
SENSEONICS HLDGS SENS US 195.9 (185.9) 175.6
SHELL MIDSTREAM SHLX US 2,327.0 (467.0) 352.0
SHOALS TECHNOL-A SHLS US 252.3 (42.9) 45.0
SIENTRA INC SIEN3EUR EU 198.4 (12.9) 89.6
SIENTRA INC SIEN US 198.4 (12.9) 89.6
SIENTRA INC S0Z GR 198.4 (12.9) 89.6
SINCLAIR BROAD-A SBGIEUR EU 13,132.0 (998.0) 2,048.0
SINCLAIR BROAD-A SBTA GZ 13,132.0 (998.0) 2,048.0
SINCLAIR BROAD-A SBTA TH 13,132.0 (998.0) 2,048.0
SINCLAIR BROAD-A SBTA QT 13,132.0 (998.0) 2,048.0
SINCLAIR BROAD-A SBGI US 13,132.0 (998.0) 2,048.0
SINCLAIR BROAD-A SBTA GR 13,132.0 (998.0) 2,048.0
SIRIUS XM HO-BDR SRXM34 BZ 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN SIRI US 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN RDO GR 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN RDO TH 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN SIRIEUR EU 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN RDO GZ 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN SIRI AV 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN SIRIEUR EZ 11,201.0 (2,515.0) (1,808.0)
SIRIUS XM HOLDIN RDO QT 11,201.0 (2,515.0) (1,808.0)
SIX FLAGS ENTERT 6FE GR 2,928.4 (617.2) (115.4)
SIX FLAGS ENTERT 6FE QT 2,928.4 (617.2) (115.4)
SIX FLAGS ENTERT SIXEUR EU 2,928.4 (617.2) (115.4)
SIX FLAGS ENTERT SIX US 2,928.4 (617.2) (115.4)
SIX FLAGS ENTERT 6FE TH 2,928.4 (617.2) (115.4)
SKYWATER TECHNOL SKYT US 318.8 95.5 63.8
SLEEP NUMBER COR SNBR US 854.5 (403.7) (659.1)
SLEEP NUMBER COR SL2 GR 854.5 (403.7) (659.1)
SLEEP NUMBER COR SNBREUR EU 854.5 (403.7) (659.1)
SLEEP NUMBER COR SL2 TH 854.5 (403.7) (659.1)
SLEEP NUMBER COR SL2 QT 854.5 (403.7) (659.1)
SLEEP NUMBER COR SL2 GZ 854.5 (403.7) (659.1)
SOFTCHOICE CORP SFTC CN 533.0 (31.2) (12.1)
SOFTCHOICE CORP 90Q GR 533.0 (31.2) (12.1)
SOFTCHOICE CORP SFTCEUR EU 533.0 (31.2) (12.1)
SOFTCHOICE CORP 90Q GZ 533.0 (31.2) (12.1)
SOUTHWESTRN ENGY SW5 TH 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SW5 GR 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SWN US 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SWN1EUR EZ 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SW5 QT 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SWN1EUR EU 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SW5 GZ 5,394.0 (18.0) (1,351.0)
SOUTHWESTRN ENGY SWN-RM RM 5,394.0 (18.0) (1,351.0)
SQL TECHNOLOGIES SQFL US 7.0 (22.9) (19.6)
SQUARESPACE IN-A SQSP US 872.5 (45.5) (71.1)
SQUARESPACE IN-A SQSPEUR EU 872.5 (45.5) (71.1)
SQUARESPACE IN-A 8DT GR 872.5 (45.5) (71.1)
SQUARESPACE IN-A 8DT GZ 872.5 (45.5) (71.1)
SQUARESPACE IN-A 8DT TH 872.5 (45.5) (71.1)
SQUARESPACE IN-A 8DT QT 872.5 (45.5) (71.1)
STARBUCKS CORP SRB TH 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX* MM 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SRB GR 29,476.8 (6,794.3) 131.9
STARBUCKS CORP USSBUX KZ 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX TE 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUXEUR EU 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX IM 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX CI 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX US 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUXUSD SW 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SRB GZ 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX AV 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUXEUR EZ 29,476.8 (6,794.3) 131.9
STARBUCKS CORP 0QZH LI 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX PE 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SRB QT 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX SW 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUX-RM RM 29,476.8 (6,794.3) 131.9
STARBUCKS CORP SBUXCL CI 29,476.8 (6,794.3) 131.9
STARBUCKS-BDR SBUB34 BZ 29,476.8 (6,794.3) 131.9
STARBUCKS-CEDEAR SBUXD AR 29,476.8 (6,794.3) 131.9
STARBUCKS-CEDEAR SBUX AR 29,476.8 (6,794.3) 131.9
SWITCHBACK II CO SWBK/U US 317.9 5.0 1.2
SWITCHBACK II-A SWBK US 317.9 5.0 1.2
SYSOREX INC SYSX US 3.3 (24.9) (12.8)
TAIGA MOTORS COR TAIG CN 102.3 (7.5) (109.1)
TAIGA MOTORS COR TAIMF US 102.3 (7.5) (109.1)
TASTEMAKER ACQ-A TMKR US 279.9 256.4 1.0
TASTEMAKER ACQUI TMKRU US 279.9 256.4 1.0
THUNDER BRIDGE C TBCPU US 415.2 392.2 (7.3)
THUNDER BRIDGE-A TBCP US 415.2 392.2 (7.3)
TORRID HOLDINGS CURV US - - -
TPG PACE BENEFIC YTPG US 1.4 (0.0) (0.0)
TPG PACE SOLUTIO TPGS US 1.4 (0.0) (0.0)
TRANSAT A.T. TRZ CN 1,862.3 (66.0) (127.8)
TRANSAT A.T. TRZBF US 1,862.3 (66.0) (127.8)
TRANSDIGM - BDR T1DG34 BZ 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP TDG US 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP T7D GR 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP TDG* MM 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP T7D TH 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP TDGEUR EZ 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP T7D QT 18,739.0 (3,521.0) 4,778.0
TRANSDIGM GROUP TDGEUR EU 18,739.0 (3,521.0) 4,778.0
TRANSPHORM INC TGAN US 18.1 (25.1) (12.8)
TRAVEL + LEISURE WD5A TH 6,639.0 (918.0) 653.0
TRAVEL + LEISURE WD5A GR 6,639.0 (918.0) 653.0
TRAVEL + LEISURE 0M1K LI 6,639.0 (918.0) 653.0
TRAVEL + LEISURE WD5A QT 6,639.0 (918.0) 653.0
TRAVEL + LEISURE WYNEUR EU 6,639.0 (918.0) 653.0
TRAVEL + LEISURE TNL US 6,639.0 (918.0) 653.0
TRAVEL + LEISURE WD5A GZ 6,639.0 (918.0) 653.0
TREACE MEDICAL C TMCI US 37.4 (0.7) 27.9
TREACE MEDICAL C 7DW TH 37.4 (0.7) 27.9
TREACE MEDICAL C 7DW GR 37.4 (0.7) 27.9
TREACE MEDICAL C TMCIEUR EU 37.4 (0.7) 27.9
TREATMENT.COM IN TRUE CN 1.5 1.2 1.2
TRIUMPH GROUP TG7 GR 1,883.5 (826.2) 444.5
TRIUMPH GROUP TGI US 1,883.5 (826.2) 444.5
TRIUMPH GROUP TG7 TH 1,883.5 (826.2) 444.5
TRIUMPH GROUP TGIEUR EU 1,883.5 (826.2) 444.5
TRIUMPH GROUP TG7 GZ 1,883.5 (826.2) 444.5
TUPPERWARE BRAND TUP US 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP GR 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP TH 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP1EUR EU 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP GZ 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP1EUR EZ 1,194.4 (112.8) (341.6)
TUPPERWARE BRAND TUP QT 1,194.4 (112.8) (341.6)
UBIQUITI INC 3UB GR 893.0 (60.2) 440.3
UBIQUITI INC UI US 893.0 (60.2) 440.3
UBIQUITI INC 3UB GZ 893.0 (60.2) 440.3
UBIQUITI INC UBNTEUR EU 893.0 (60.2) 440.3
UBIQUITI INC 3UB TH 893.0 (60.2) 440.3
UNISYS CORP UISEUR EU 2,376.3 (263.8) 467.3
UNISYS CORP UISCHF EU 2,376.3 (263.8) 467.3
UNISYS CORP USY1 TH 2,376.3 (263.8) 467.3
UNISYS CORP USY1 GR 2,376.3 (263.8) 467.3
UNISYS CORP UIS US 2,376.3 (263.8) 467.3
UNISYS CORP UIS1 SW 2,376.3 (263.8) 467.3
UNISYS CORP USY1 GZ 2,376.3 (263.8) 467.3
UNISYS CORP USY1 QT 2,376.3 (263.8) 467.3
UNISYS CORP UISEUR EZ 2,376.3 (263.8) 467.3
UNISYS CORP UISCHF EZ 2,376.3 (263.8) 467.3
UNITI GROUP INC 8XC GR 4,745.4 (2,133.4) -
UNITI GROUP INC 8XC TH 4,745.4 (2,133.4) -
UNITI GROUP INC UNIT US 4,745.4 (2,133.4) -
UNITI GROUP INC 8XC GZ 4,745.4 (2,133.4) -
VECTOR GROUP LTD VGR US 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGR GR 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGREUR EU 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGREUR EZ 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGR TH 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGR QT 1,403.6 (656.5) 392.3
VECTOR GROUP LTD VGR GZ 1,403.6 (656.5) 392.3
VERA THERAPEUTIC VERA US 51.8 46.3 47.8
VERISIGN INC VRS GR 1,741.4 (1,417.8) 190.7
VERISIGN INC VRSN US 1,741.4 (1,417.8) 190.7
VERISIGN INC VRSN* MM 1,741.4 (1,417.8) 190.7
VERISIGN INC VRS TH 1,741.4 (1,417.8) 190.7
VERISIGN INC VRS GZ 1,741.4 (1,417.8) 190.7
VERISIGN INC VRSNEUR EU 1,741.4 (1,417.8) 190.7
VERISIGN INC VRSNEUR EZ 1,741.4 (1,417.8) 190.7
VERISIGN INC VRS QT 1,741.4 (1,417.8) 190.7
VERISIGN INC-BDR VRSN34 BZ 1,741.4 (1,417.8) 190.7
VERISIGN-CEDEAR VRSN AR 1,741.4 (1,417.8) 190.7
VIVINT SMART HOM VVNT US 2,973.8 (1,630.6) (327.2)
W&T OFFSHORE INC WTI US 1,139.0 (259.8) 57.4
W&T OFFSHORE INC UWV SW 1,139.0 (259.8) 57.4
WALDENCAST ACQ-A WALD US 347.0 303.4 1.4
WALDENCAST ACQUI WALDU US 347.0 303.4 1.4
WARRIOR TECHN-A WARR US 0.4 (0.0) (0.4)
WARRIOR TECHNOLO WARR/U US 0.4 (0.0) (0.4)
WAYFAIR INC- A W US 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A W* MM 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A 1WF QT 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A WEUR EZ 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A 1WF GZ 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A 1WF GR 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A 1WF TH 4,681.2 (1,541.9) 908.2
WAYFAIR INC- A WEUR EU 4,681.2 (1,541.9) 908.2
WIDEOPENWEST INC WU5 TH 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WU5 GR 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WU5 QT 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WOW1EUR EU 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WOW US 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WOW1EUR EZ 2,505.1 (202.0) (91.3)
WIDEOPENWEST INC WU5 GZ 2,505.1 (202.0) (91.3)
WINGSTOP INC WING1EUR EU 234.3 (322.2) 33.1
WINGSTOP INC WING US 234.3 (322.2) 33.1
WINGSTOP INC EWG GR 234.3 (322.2) 33.1
WINGSTOP INC EWG GZ 234.3 (322.2) 33.1
WINMARK CORP WINA US 27.0 (12.7) 4.9
WINMARK CORP GBZ GR 27.0 (12.7) 4.9
WW INTERNATIONAL WW6 GR 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WW US 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WW6 GZ 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WTWEUR EZ 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WTW AV 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WTWEUR EU 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WW6 QT 1,436.4 (555.8) (76.2)
WW INTERNATIONAL WW6 TH 1,436.4 (555.8) (76.2)
WYNN RESORTS LTD WYNN* MM 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYNN US 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYR GR 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYR TH 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYR GZ 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYNNEUR EU 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYNNEUR EZ 13,166.9 (202.9) 1,879.9
WYNN RESORTS LTD WYR QT 13,166.9 (202.9) 1,879.9
WYNN RESORTS-BDR W1YN34 BZ 13,166.9 (202.9) 1,879.9
YELLOW CORP YEL GR 2,491.2 (286.4) 303.9
YELLOW CORP YELL US 2,491.2 (286.4) 303.9
YELLOW CORP YRCWEUR EZ 2,491.2 (286.4) 303.9
YELLOW CORP YEL QT 2,491.2 (286.4) 303.9
YELLOW CORP YRCWEUR EU 2,491.2 (286.4) 303.9
YELLOW CORP YEL1 TH 2,491.2 (286.4) 303.9
YELLOW CORP YEL GZ 2,491.2 (286.4) 303.9
YUM! BRANDS -BDR YUMR34 BZ 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC TGR TH 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC TGR GR 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUM* MM 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUM US 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUMUSD SW 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC TGR GZ 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUMEUR EZ 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUM AV 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC TGR TE 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUMEUR EU 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC TGR QT 5,649.0 (7,893.0) (44.0)
YUM! BRANDS INC YUM SW 5,649.0 (7,893.0) (44.0)
ZETA GLOBAL HO-A ZETA US 286.3 (85.0) 37.4
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2021. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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*** End of Transmission ***