/raid1/www/Hosts/bankrupt/TCR_Public/210818.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, August 18, 2021, Vol. 25, No. 229
Headlines
3052 BRIGHTON FIRST: Secured Creditors Fine-Tune Sale Plan
4F ITALIA: Unsecured Creditors' Recovery Hiked to 67.58% in Plan
5X5 CAPITAL: Unsecureds Will Get 74.98% Dividend in 60 Months
ACASTI PHARMA: Reports $3.1 Million Net Loss for First Quarter
ADTALEM GLOBAL: Moody's Cuts CFR to B1 & Alters Outlook to Stable
AIR CANADA: Egan-Jones Keeps CCC Senior Unsecured Ratings
ALM LLC: Seeks Approval to Hire ODV Appraisal Group
ALPHABET HOLDING: S&P Withdraws 'B-' ICR on Acquisition by NHS
AMERICAN AXLE: Moody's Affirms B1 CFR & Rates New $600MM Notes B2
AMERICAN AXLE: S&P Raises Secured Debt Rating to 'BB+'
APOLLO COMMERCIAL: Egan-Jones Keeps BB Senior Unsecured Ratings
APPLIED DNA: Incurs $3.5 Million Net Loss in Third Quarter
ARMATA PHARMACEUTICALS: Incurs $6.2 Million Net Loss in 2nd Quarter
ASBURY AUTOMOTIVE: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
AZ HEALTH: Seeks Authorized Access to Cash Until Dec. 31
BASIC ENERGY: Case Summary & 30 Largest Unsecured Creditors
BASIC ENERGY: Enters Chapter 11 to Sell to Axis, Berry & Select
BAYTEX ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to B
BEZH SERVICES: Seeks to Hire Perry Realty as Real Estate Broker
BIONIK LABORATORIES: Incurs $451K Net Loss in First Quarter
BLACKSTONE DEVELOPERS: Seeks to Hire Green Earth as Listing Agent
BOEING COMPANY: Egan-Jones Keeps BB Senior Unsecured Ratings
BOYD GAMING: Egan-Jones Hikes Senior Unsecured Ratings to CCC+
BRGSSC, LLC: Creditors to Get Full Payment from $1.8M Sale Plan
BRYAN RISHFORTH: Public Auction of LLC Interests on Aug. 31
C&C CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
C2R GLOBAL: Plan of Reorganization Confirmed by Judge
CALIFORNIA RESOURCES: Posts Net Loss of $111M for 2nd Quarter
CASTLEROCK DEVELOPMENT: Wins Cash Collateral Access Thru Sept 23
CDT DE SAN SEBASTIAN: Ordered to File Amended Plan by Sept. 24
CENTURY COMMUNITIES: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
CHART INDUSTRIES: Egan-Jones Keeps BB+ Senior Unsecured Ratings
CLEARPOINT NEURO: Incurs $3.7 Million Net Loss in Second Quarter
CLEVELAND-CLIFFS INC: Egan-Jones Hikes Sr. Unsecured Ratings to B+
CLIFFORD PASSAGE: Seeks to Hire Abbasi Law Corp. as Legal Counsel
COBRA INK: Gets OK to Use Cash Collateral Through Sept. 28
COLFAX CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB
CORNERSTONE ONDEMAND: Egan-Jones Keeps CCC Sr. Unsecured Ratings
COSTAR GROUP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
CRESTWOOD HOSPITALITY: Seeks to Tap R&A CPAs as Accountant
CROCKETT COGENERATION: S&P Lowers Sr. Secured Notes Rating to 'B-'
DESOTO OWNERS: Gets OK to Hire CBRE Inc. as Real Estate Broker
DMVH LLC: Seeks to Hire Hurtik Law & Associates as Legal Counsel
DOMINO'S PIZZA: Egan-Jones Keeps BB- Senior Unsecured Ratings
ENERPAC TOOL: Egan-Jones Hikes Senior Unsecured Ratings to BB+
EQUESTRIAN EVENTS: Gets Continued Access to Cash Collateral
EQUESTRIAN EVENTS: Wins Final OK on $1.45M DIP Financing
FMC TECHNOLOGIES: Egan-Jones Keeps B+ Senior Unsecured Ratings
FOSSIL GROUP: Incurs $1.2 Million Net Loss in Second Quarter
FREDERICK LLC: May Use Cash Collateral until November 19
GBG USA: U.S. Trustee Appoints Creditors' Committee
GIRARDI & KEESE: Ex-Atty, Edelson PC Fight on Contempt Testimony
GO DADDY: $250MM Share Repurchase No Impact on Moody's Ba2 CFR
GOGO INC: S&P Upgrades ICR to 'B' Following Improved Performance
GRIDIRON FIBER: S&P Assigns 'B-' ICR, Outlook Stable
GULFPORT ENERGY: Reports Second Quarter 2021 Financial Results
HASBRO INC: Egan-Jones Keeps BB Senior Unsecured Ratings
HAWAIIAN HOLDINGS: Egan-Jones Keeps CCC- Senior Unsecured Ratings
HELIUS MEDICAL: Incurs $6 Million Net Loss in Second Quarter
HELIX ENERGY: Egan-Jones Keeps B- Senior Unsecured Ratings
HERITAGE CHRISTIAN: Cash Collateral Access Extended Until Sept. 2
HERTZ GLOBAL: Reports Second Quarter 2021 Financial Results
HI TORK POWER: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
HUMANIGEN INC: Widens Net Loss to $70.8 Million in Second Quarter
HWY 24 LUMBER: Unsecured Creditors' Recovery Hiked to 100% in Plan
INTEGRATED GLOBAL: Fannie Mae Opposes Unauthorized Access to Cash
INTELSAT SA: Posts Net Loss of $152.3M for Second Quarter 2021
ION GEOPHYSICAL: Incurs $23.5 Million Net Loss in Second Quarter
J.F. GRIFFIN: Wins Access to Cash Through November 19
KATERRA INC: Seeks Liquidation After Assets Sale
LEN ENGLAND: U.S. Trustee Unable to Appoint Committee
LIMETREE BAY: Cash Collateral Access Extended Thru Aug 29
LOYE GRADING: Obtains Court Nod to Use Cash Through Sept. 30
MAIN STREET: Case Summary & 8 Unsecured Creditors
MARY BRICKELL: Seeks to Hire Pack Law as Legal Counsel
MATTEL INC: Egan-Jones Keeps B- Senior Unsecured Ratings
MAY CONTRACTING: Obtains Interim OK to Use Cash Collateral
MAYBELLE BEVERLY: Subchapter V Plan to Pay 100% of Claims
MAYBERRY'S LLC: Obtains Court OK on Use of Cash Collateral
MEDLEY LLC: Says Disclosure Objections Resolved
MERITOR INC: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
MOHEGAN TRIBAL: Posts $25.9 Million Net Income in Third Quarter
MPH ACQUISITION: Moody's Rates New $775MM Sr. Secured Notes 'Ba3'
MULTIPLAN CORP: S&P Assigns 'B+' Rating on Senior Secured Notes
MUSEUM OF AMERICAN JEWISH: Wins Access to Cash Until Sept. 13
NEWSTREAM HOTEL: May Use Cash Collateral Through Sept. 24
NORTEL NETWORKS: Unsec. Creditors to Recover 33.7% in NNIII's Plan
NORTHWEST CHILD: Unsec. Creditors Will Get 11% of Claims in 3 Years
NORWICH ROMAN: Seeks to Tap Robinson & Cole as Connecticut Counsel
NOVABAY PHARMACEUTICALS: Incurs $1.9M Net Loss in Second Quarter
OASIS PETROLEUM: Egan-Jones Hikes Sr. Unsecured Ratings to CCC-
OLIN CORP: Egan-Jones Keeps B- Senior Unsecured Ratings
OMNIQ CORP: Incurs $2.5 Million Net Loss in Second Quarter
PALACE THEATER: Case Summary & 10 Unsecured Creditors
PENN NATIONAL: Egan-Jones Keeps CCC Senior Unsecured Ratings
PHILADELPHIA SCHOOL: Unsecureds Recovery Hiked to 100% in Plan
PURDUE PHARMA: Can't Sell Assets Without Releases, Say Sackler Reps
QUICK FITTING: Sep. 20, 2021 Bar Date in Receivership Case
RGN-GROUP HOLDINGS: Jenkins Court Says Plan Supplement Inaccurate
RGN-GROUP HOLDINGS: Landlord TCG BOA Says Plan Still Unconfirmable
ROSIE'S LLC: Voluntary Chapter 11 Case Summary
SAMURAI MARTIAL: Wins Interim Access to Cash Collateral
SG MCINTOSH: Taps Wagoner Bankruptcy Group as Legal Counsel
SINTX TECHNOLOGIES: Incurs $2.2 Million Net Loss in Second Quarter
SKECHERS USA: Egan-Jones Keeps BB+ Senior Unsecured Ratings
SOUTHWESTERN ENERGY: Fitch Alters Outlook on 'BB' IDR to Positive
SOUTHWESTERN ENERGY: Moody's Rates New Sr. Unsecured Notes 'Ba3'
SOUTHWESTERN ENERGY: S&P Rates New $1BB Sr. Unsecured Notes 'BB-'
STANTON VIEW: Tayman Lane Represents Condo Purchasers
TREMAN PARK: Moody's Upgrades Rating on $6.25MM F-RR Notes to B3
TRINITY INDUSTRIES: Egan-Jones Keeps B+ Senior Unsecured Ratings
TRIUMPH GROUP: Moody's Hikes CFR to Caa2 & Alters Outlook to Stable
U-HAUL OF HISTORICAL: Permanently Closes Store After 44 Years
U.S. TOBACCO: Seeks to Hire CliftonLarsonAllen LLP as Accountant
US ACUTE CARE: $125MM Notes Add-on No Impact on Moody's B2 CFR
US ACUTE CARE: S&P Alters Outlook to Positive, Affirms 'B-' ICR
VALARIS LTD: Reports Second Quarter 2021 Financial Results
VALLEY FARM: Wins Additional 90-Day Access to Cash Collateral
VANTAGE DRILLING:Incurs $29 Million Net Loss in Second Quarter
WADSWORTH ESTATES: Says Unsecureds Won't Get Significant Payout
WASHINGTON PRIME: Committee Taps Province LLC as Financial Advisor
WASHINGTON PRIME: Posts Net Loss of $105.5M for 2nd Quarter
WESTERN COMMUNITY: U.S. Trustee Unable to Appoint Committee
WHITE RIVER: ETPC LLC Seeks Disclosure on Tax Claims Treatment
WHITING PETROLEUM: Posts Net Loss of $62M for Second Quarter 2021
WING DINGERS: Seeks to Hire Eric A. Liepins as Legal Counsel
WOODBRIDGE HOSPITALITY: Gets OK to Hire R&A CPAs as Accountant
XEROX CORP: Egan-Jones Keeps BB Senior Unsecured Ratings
[*] Frederick Hyman Joins Crowell & Moring's NY Corporate Group
*********
3052 BRIGHTON FIRST: Secured Creditors Fine-Tune Sale Plan
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Secured creditors, 3052 Brighton 1st Street II LLC and 3052
Brighton 1st Street LLC have filed its Modified Third Amended Plan
of Liquidation and a corresponding Disclosure Statement for debtor
3052 Brighton First, LLC.
The Modified Third Amended Plan and Disclosure Statement, which
only finetune the previous version of the documents, contemplates
the sale of substantially all of the assets of the estate of 3052
Brighton First LLC pursuant to 11 U.S.C. Section 1125.
The Plan provides for the reorganization of the Debtor by
liquidating the real property and improvements thereon, commonly
known as and located at 3052/3062 Brighton 1st Street, Brooklyn,
New York 11235 (Block: 8669, Lot: 18), the proceeds of which shall
be used to pay Claims.
The Proponents have communicated with, and intend to engage
Rosewood Realty Group to market and auction the Property pursuant
to 11 U.S.C. Sec. 363 in order to obtain its highest and best
price, in accordance with applicable provisions of the Bankruptcy
Code. The Sale will be conducted following confirmation of the
Plan. Bid procedures will be the subject of a separate motion and
order.
In addition to proceeds from the sale of the Properties, the
Proponents intend to commit cash presently held by the Receiver in
order to pay all Statutory Fees, Administrative Claims, the Other
Secured Claims in Class 1 and Class 4 in full on the Effective
Date.
In the event that the Available Cash on the Effective Date is
insufficient to provide creditors of the Debtor's estate with the
distributions required to be made on the Effective Date, any
shortfall will be funded by the Proponents -- by either reducing
the distribution to be made on account of the Proponents' Secured
Claims in Class 2 and/or Class 3, or through Cash to be provided
one or more of the Proponents -- with any such shortfall funding
constituting an administrative claim against the Debtor's estate
payable from Cash after the Effective Date.
Claims will be an amount to be determined through the distribution
of the net proceeds of the sale of the Debtor's Property, in
priority order, with Class 2 being paid in full, and then Class 3
being paid full, and, in each case inclusive of post-petition
interest at the rate set forth in the applicable note and, together
with fees and costs.
The recovery of 5 General Unsecured Claims (estimated to total
$56,143.27) is presently unknown.
A copy of the Modified Third Amended Plan is available at
https://bit.ly/3gbmY5j
Attorneys for 3052 Brighton 1st Street II LLC & 3052 Brighton 1st
Street LLC:
KRISS & FEUERSTEIN LLP
360 Lexington Avenue, Suite 1200
New York, NY 10017
Tel: (212) 661-2900
Jerold C. Feuerstein, Esq.
Daniel N. Zinman, Esq.
Stuart L. Kossar, Esq.
About 3052 Brighton First
3052 Brighton First, LLC, is a New York Limited Liability Company
having an address of 4403 15th Avenue, Brooklyn, New York 11219.
Its business consists of ownership and operating of the Property
located at 3052/3062 Brighton 1st Street, Brooklyn, New York 11235
(Block: 8669, Lot: 18).
3052 Brighton First, LLC, filed a Chapter 11 petition (Bankr.
E.D.N.Y. Case No. 20-40794) on Feb. 6, 2020. Bruce Weiner, Esq.,
is the Debtor's counsel.
4F ITALIA: Unsecured Creditors' Recovery Hiked to 67.58% in Plan
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4F Italia, LLC d/b/a Bufarella Genuine Italian Gourmet, submitted a
Second Modification to Chapter 11 Plan of Reorganization under
Subchapter V dated August 12, 2021.
The Debtor filed its Chapter 11 Small Business Subchapter V Plan on
July 7, 2021. The Debtor filed a First Modification to Chapter 11
Plan of Reorganization under Subchapter V on July 23, 2021 (the
"First Modification"). All revisions in the First Modification
remain unchanged with the exception of the following:
* This Second Modification increases the plan payments to all
unsecured creditors (Class 1) from a 64.87% distribution
($95,999.76) to a 67.58% distribution ($100,019.76).
* The specific amounts and percentages as set forth in this
Modification shall govern, have preference over, and supersede any
other prior stated amounts and percentages set forth in the
original Plan.
* The "Plan Payment Chart", as amended in the First
Modification, is replaced by the Second Amended Exhibit "B"- Plan
Payment Chart to reflect the increase in the plan payments.
* Liquidation Analysis filed as Amended Exhibit "C" –
Liquidation Analysis to the First Modification is replaced with the
Second Amended Exhibit "C" – Liquidation Analysis to be
consistent with the increase in the distribution to unsecured
creditors in Class 1 of the Plan from $95,999.76 to $100,019.76.
A full-text copy of the Second Modified Plan of Reorganization
dated August 12, 2021, is available at https://bit.ly/3CTA8xj from
PacerMonitor.com at no charge.
Debtor's Counsel:
Chad T. Van Horn, Esq.
Van Horn Law Group, PA
330 N. Andrews Ave., Suite 450
Fort Lauderdale, FL 33301
Telephone: (954) 765-3166
Email: Chad@cvhlwgroup.com
About 4F Italia
4F Italia, LLC, doing business as Bufarella Genuine Italia Gourmet,
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-13339) on April 8,
2021, listing under $1 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case. Van Horn Law Group, PA,
led by Chad T. Van Horn, Esq., serves as the Debtor's legal
counsel.
5X5 CAPITAL: Unsecureds Will Get 74.98% Dividend in 60 Months
-------------------------------------------------------------
5X5 Capital LLC submitted an Amended Plan of Reorganization for
Small Business dated August 12, 2021.
The Debtor's primary restaurant assets include kitchen equipment
and other dining room related assets including but not limited to:
dining room chairs/pictures/tables, refrigerators, pizza ovens,
perishable foods used for pizzeria, pizza boxes/take out
containers/drink containers, and other miscellaneous kitchen
equipment, recipes, franchise agreement, customer lists, and
goodwill. The Debtor's exclusive source of income is from volume
sales of pizza, pasta, wings and salads -- which is primarily
either by delivery or carry out due to the COVID-19 pandemic.
The Debtor's primary secured liability is to the landlord The Shops
at Highland Walk, LLC in an amount of $85,741.72 (claim no. 7). In
addition to this full claim, the Plan proposes to also pay back 12%
accrued in post-Petition interest to the landlord.
The Debtor also owes sales tax secured by the assets of the
business to the Colorado Department in Revenue in an amount of
$41,719.82 (claim no. 3). In addition to this full claim, the Plan
proposes to also pay back 9% accrued in post-Petition interest to
the Colorado Department of Revenue.
Further, Debtor owes for secured claims to the Douglas County
Treasurer for $490.88 and $440.87, respectively. In addition to
these full claims, the Plan proposes to also pay back 12% accrued
in post-Petition interest to the Douglas County Treasurer.
The total claims filed as to other general unsecured debt is
$30,450. The non-governmental claims bar date has now passed. The
Debtor intends to pay back all unsecured creditors a pro rata
portion of monthly projected disposable income of $3,386, with
general unsecured creditors being paid a dividend of 74.98%.
The Plan Proponents financial projections show that the Debtor will
have average projected disposable income of $3,386 per month, which
will enable Debtor to pay back all secured claims and a pro rata
portion of disposable income to Class V general unsecured
creditors.
Additionally, the Debtor has received approximately $132,000 in
Paycheck Protection Program ("PPP") funds. PPP guidelines have
established that the funds provided are not forgivable and are
required to be paid back if Debtor fails to use at least 60% of the
funds for payroll related purposes. In other words, borrowers are
required to spend at least 60% of the funding on payroll costs to
receive full loan forgiveness.
As such, approximately 40% of the PPP funds received, or $52,800,
will be paid in a lump sum to the landlord on the effective date.
After the 40% of the PPP funds received is paid in a lump sum to
the landlord, no further PPP funds shall be used to fund the Plan.
Instead, Class III secured creditors will then be paid in full from
monthly disposable income plus post-petition interest, followed by
Class IV secured creditors being paid in full from monthly
disposable income also plus post-Petition interest. After full
payment of all secured claims, Class IV unsecured creditors shall
then be paid pro rata from remaining monthly disposable income for
the remainder of the 60 month Plan.
A full-text copy of the Amended Plan of Reorganization dated August
12, 2021, is available at https://bit.ly/3k11nxt from
PacerMonitor.com at no charge.
Attorney for the Debtor:
David M. Serafin, Esq.
Law Office of David M. Serafin
501 S. Cherry St., #1100
Denver, CO 80246
Tel: (303) 862-9124
Email: david@davidserafinlaw.com
About 5X5 Capital
5X5 Capital, LLC owns and operates a franchise of Garlic Jim's
Famous Gourmet Pizza located at 3982 Red Cedar Drive, Highlands
Ranch, Colo.
5X5 Capital sought protection under Subchapter V of Chapter 11 of
the Bankruptcy Code (Bankr. D. Colo. Case No. 21-10405) on Jan. 27,
2021. Brent and Kristen Barnett, owners of 5X5 Capital, signed the
petition. In the petition, the Debtor disclosed assets of between
$100,001 and $500,000 and liabilities of the same range.
Judge Michael E. Romero oversees the Debtor's Chapter 11 case. The
Debtor is represented by the Law Office of David M. Serafin in its
case.
ACASTI PHARMA: Reports $3.1 Million Net Loss for First Quarter
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Acasti Pharma Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and comprehensive loss of $3.12 million for the three months ended
June 30, 2021, compared to a net loss and comprehensive loss of
$4.67 million for the three months ended June 30, 2020.
The reduction in net loss resulted primarily from a decrease in
research and development expenses as the TRILOGY Phase 3 clinical
program for CaPre has been completed. Sales and marketing expenses
also decreased due to the discontinuation of CaPre
commercialization activities due to the primary endpoint not being
met in the TRILOGY 2 Phase 3 clinical trials. These decreases are
offset by an increase related to general and administrative
expenses from the prior period, due to legal and professional fees
incurred in relation to the Proposed Transaction.
Research and development expenses before depreciation, amortization
and stock-based compensation expenses for the three months ended
June 30, 2021 totaled $0.42 million compared to $1.1 million for
the three months ended June 30, 2020. The net decrease was mainly
attributable to a reduction in research contracts associated with
the completed TRILOGY trials as well as a reduction in headcount
within the research and development and marketing departments.
General and administration expenses before stock-based compensation
expenses for the three months ended June 30, 2021 were $2.6 million
compared to $1.3 million for the three months ended June 30, 2020.
This increase is a result of increased legal and professional fees
related to the Proposed Transaction.
Sales and marketing expenses before stock-based compensation
expenses were nil for the three months ended June 30, 2021,
compared to $0.57 million for the three months ended June 30, 2020.
The decrease was due to the discontinuation of planned pre-launch
marketing activities for CaPre.
Cashflows, liquidity, cash, cash equivalents and short-term
investments totaled $57.7 million as of June 30, 2021, compared to
$12.1 million at June 30, 2020.
As of June 30, 2021, the Company had $60.45 million in total
assets, $7 million in total liabilities, and $53.46 million in
total shareholders' equity.
The Corporation has incurred operating losses and negative cash
flows from operations since its inception. In prior years there
was substantial doubt regarding the Corporation's ability to
realize its assets and discharge its liabilities and commitments in
the ordinary course of business. During year ended March 31, 2021,
the Corporation has raised net proceeds of $59.3 million under its
At-the-Market program. The Corporation's assets as at June 30,
2021, include cash and cash equivalents and short-term investments
totaling $57.7 million. The Corporation's current liabilities
total $2.3 million as at June 30, 2021 and are comprised primarily
of amounts due to or accrued for creditors.
The Corporation said its ability to continue as a going concern is
dependent upon its ability to achieve a successful strategic
alternative and ultimately generate cashflows to meet its
obligations. To date, the Corporation has financed its operations
primarily through public offerings of common shares, private
placements, and the proceeds from research tax credits, and will
require additional financing in the future. There is no assurance
that a strategic transaction will be consummated, as completion of
such transaction is not wholly within the Corporation's control.
As a result of the Corporation's current liquidity profile, the
reduction of operating expenses and limited liabilities management
has assessed that substantial doubt no longer exists regarding the
Corporation's ability to continue as a going concern for one year
from the issuance date of these financial statements.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1444192/000117184321005871/acst20210630_10q.htm
Business Update
Acasti Pharma provided a business update and announced its
operating and financial results for the first quarter of fiscal
2022 ended June 30, 2021.
On May 7, 2021, Acasti announced that it had entered into a
definitive agreement to acquire Grace Therapeutics, Inc., a
privately held emerging biopharmaceutical company focused on
developing innovative drug delivery technologies for the treatment
of rare and orphan diseases to address critical unmet medical
needs. The Proposed Transaction has been approved by the boards of
directors of both companies and is supported by Grace's
shareholders through voting and lock-up agreements with Acasti.
The transaction remains subject to approval of Acasti stockholders,
as well as applicable stock exchanges.
Jan D'Alvise, Acasti's chief executive officer stated, "We remain
encouraged and excited about the planned acquisition of Grace, as
we believe this transaction will be transformative for our Company
and our shareholders. Grace has developed novel drug delivery
technologies and is applying them to approved pharmaceutical
compounds with proven safety profiles and clinical efficacy.
Grace's technologies enable them to customize the formulation of
these marketed drugs in new ways that have the potential to address
significant unmet medical needs in rare and orphan diseases by
achieving faster onset of action, enhanced efficacy, reduced side
effects, and more convenient drug delivery - all which can help to
increase treatment compliance and improve patient outcomes. We
plan to utilize the Section 505(b)(2) regulatory pathway under the
Federal Food, Drug and Cosmetic Act for clinical development and
approval, which can significantly reduce time to market, as well as
cost and risk. Moreover, Orphan Drug Designation from the FDA
should provide seven years of marketing exclusivity in the U.S.
post-launch. In addition, Grace brings 40-plus granted and pending
patents around the world, which should provide exclusivity beyond
2036."
"The proposed acquisition of Grace represents a unique opportunity
for Acasti and our shareholders to build a new, late-stage
specialty pharma company focused on rare and orphan diseases, by
combining Acasti's drug development, manufacturing, and
commercialization expertise, as well as our strong balance sheet,
with Grace's drug delivery technologies and their deep clinical and
preclinical product pipeline. Following the merger, we expect to
have more than $60 million in cash on our balance sheet, which
should provide at least two years of operating runway and enable us
to achieve meaningful catalysts including the completion of the
clinical development and filing of an NDA for Grace's lead clinical
asset, GTX-104, as well as advancing other drug candidates in the
Grace pipeline to additional key, value-enhancing milestones,"
concluded, Ms. D’Alvise.
The Company has posted a presentation summarizing key highlights of
the transaction, which is available on both the Acasti and Grace
websites, as well as frequently asked questions regarding the
transaction.
Nasdaq Communication
Acasti presented a detailed plan of compliance for the NASDAQ
Hearings Panel's consideration on June 17, 2021, which included
Acasti's commitment to implement a share consolidation, if needed,
to evidence compliance with NASDAQ's listing rules. On July 12,
2021, the NASDAQ Hearings Panel issued its decision, which extended
the time for Acasti to regain compliance with Listing Rule 5550(a),
subject to the following: 1) on or before Aug. 26, 2021, Acasti
will hold a shareholders meeting to obtain approval for a share
consolidation at a ratio that will allow for long term compliance
with Listing Rule 5550(a); and 2) on or before Sept. 10, 2021,
Acasti will have regained compliance with Listing Rule 5550(a).
The approval by NASDAQ of (i) the continued listing of Acasti's
common shares on NASDAQ following the effective time of the merger
and (ii) the listing of the Acasti common shares being issued to
Grace stockholders in connection with the merger on NASDAQ at or
prior to the effective time are conditions to the closing of the
merger.
About Acasti Pharma
Acasti -- http://www.acastipharma.com-- is a biopharmaceutical
innovator that has historically focused on the research,
development and commercialization of prescription drugs using OM3
fatty acids delivered both as free fatty acids and
bound-to-phospholipid esters, derived from krill oil. OM3 fatty
acids have extensive clinical evidence of safety and efficacy in
lowering triglycerides in patients with hypertriglyceridemia, or
HTG. CaPre, an OM3 phospholipid therapeutic, was being developed
for patients with severe HTG.
Acasti reported net loss and comprehensive loss of $19.68 million
for the year ended March 31, 2021, compared to a net loss and
comprehensive loss of $25.51 million for the year ended March 31,
2020. As of March 31, 2021, the Company had $62.46 million in
total assets, $6.80 million in total liabilities, and $55.66
million in total shareholders' equity.
ADTALEM GLOBAL: Moody's Cuts CFR to B1 & Alters Outlook to Stable
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Moody's Investors Service downgraded Adtalem Global Education
Inc.'s corporate family rating to B1 from Ba3 and confirmed its
B1-PD probability of default rating. The company's senior secured
first lien credit facility, which includes an $850 million term
loan facility due 2028 and a $400 million revolving credit facility
expiring in 2026, was affirmed at B1 and its $800 million senior
secured notes due 2028 was affirmed at B1. The Speculative Grade
Liquidity ("SGL") rating was maintained at SGL-1. The outlook was
revised to stable, from ratings under review. This action concludes
the review of the ratings initiated on September 14, 2020.
The downgrade of the CFR reflects the substantial increase in
Adtalem's financial leverage with pro-forma debt to EBITDA
increasing to about 4x (excluding $60 million of run rate cost
synergies) from about 1.6x (excluding balance sheet debt associated
with the acquisition) for LTM March 31, 2021 following the
company's debt-funded acquisition of Walden University ("Walden").
Moody's also recognizes the heightened integration and execution
risks given the large scale of Walden. There are inherent risks
with the integration of such a large acquisition, including the
potential for temporary organizational or operational
inefficiencies, which could lead to higher costs or negatively
impact enrollments.
Governance considerations include Adtalem's more shareholder
friendly financial strategy and increased leverage levels resulting
from the Walden acquisition. However, management publicly stated it
will use free cash flow generation to repay debt such that
company-calculated net debt to EBITDA leverage will decrease below
2x within 2 years after the Walden acquisition close.
Downgrades:
Issuer: Adtalem Global Education Inc.
Corporate Family Rating, Downgraded to B1 from Ba3
Confirmations:
Issuer: Adtalem Global Education Inc.
Probability of Default Rating, Confirmed at B1-PD
Affirmations:
Issuer: Adtalem Global Education Inc.
Senior Secured First Lien Credit Facility, Affirmed B1 (LGD3)
Senior Secured Regular Bond/Debenture, Affirmed B1 (LGD3)
Outlook Actions:
Issuer: Adtalem Global Education Inc.
Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
Adtalem's B1 CFR reflects the company's high pro forma financial
leverage with debt to EBITDA estimated at about 4x. Moody's expects
debt to EBITDA to improve to below 3.5x over the next 18 months
through a combination of earnings growth boosted by cost and
operational synergies that the company expects to realize and
voluntary debt repayment. The rating also reflects Adtalem's
substantial regulatory requirements for operating for-profit higher
education businesses and integration and execution risks associated
with the Walden acquisition. The rating is supported by Adtalem's
good financial performance at its for-profit medical, veterinary,
and nursing programs while operating in a challenging higher
education regulatory environment, good free cash flow generation,
and very good liquidity profile.
All financial metrics cited reflect Moody's standard adjustments
unless otherwise noted.
The SGL-1 rating reflects Moody's expectation that liquidity will
be very good over the next 12 to 18 months supported by cash
balances of about $300 million and strong free cash flow
generation. Mandatory debt payments on the term loan will be $8.5
million per year. The company's $400 million revolving credit
facility expires in 2026. With the exception of an $83 million
letter of credit required by the Department of Education's
preacquisition review of Walden and a $68 million letter of credit
related to DeVry which expires in November 2021, Moody's does not
expect Adtalem to draw on revolver. The revolver contains a maximum
total net leverage ratio covenant that is tested starting on
December 31, 2021 which cannot exceed 4x until December 31, 2023
and steps down to 3.25x thereafter. Moody's expects the company to
maintain ample cushion under its financial covenant. Alternate
liquidity is limited as the company's credit facilities are secured
by a first-priority lien on substantially all tangible and
intangible assets.
Debt capital is comprised of the company's senior secured first
lien credit facility, which includes an $850 million term loan
facility due 2028 and a $400 million revolving credit facility
expiring in 2026, and $800 million senior secured notes due 2028.
The B1 credit facility and senior secured notes ratings, the same
as the B1 CFR, reflect the preponderance of debt represented by the
credit facility and notes. The senior secured notes and first lien
credit facilities have a first lien priority on substantially all
assets of the combined company.
The stable outlook reflects Moody's expectation that Adtalem will
continue to grow in revenue, generate free cash flow to debt at
least in the high single digit percentage range, and successfully
integrate Walden into its operations.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Adtalem maintains strong student
enrollment growth and leverage sustainably decreases below 2.75x
while the company maintains balanced financial policies and a very
good liquidity profile.
Adtalem's ratings could be downgraded if leverage is sustained
above 4x, if enrollments meaningfully decline, its liquidity
position meaningfully deteriorates, or if the company encounters
any substantial challenges in integrating Walden with its
operations. A downgrade may also be warranted if unanticipated
regulatory challenges result in sizeable litigation expenses,
ineligibility for Title IV funding or the removal of accreditation
to one of the company's learning institutions.
Headquartered in Chicago, Illinois, Adtalem Global Education Inc.
is a global provider of educational services with a focus on
Medical and Healthcare and Financial Services. The company operates
seven educational institutions across the US and Caribbean. Revenue
totaled approximately $1.1 billion for the last twelve months ended
March 31, 2021.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
AIR CANADA: Egan-Jones Keeps CCC Senior Unsecured Ratings
---------------------------------------------------------
Egan-Jones Ratings Company, on August 2, 2021, maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by AirCanada. EJR also maintained its 'C' rating on
commercial paper issued by the Company.
Headquartered in Montreal, Canada, AirCanada services Canada, the
United States, Europe, Asia, the Middle East, and the Caribbean.
ALM LLC: Seeks Approval to Hire ODV Appraisal Group
---------------------------------------------------
ALM, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Puerto Rico to hire ODV Appraisal Group, PSC.
The Debtor requires an appraiser to make an opinion related to the
market value of its real property located at Los Manantiales, Km
42, State Road 852, Quebrada Grande Ward, Trujillo Alto, P.R.
ODV Appraisal Group will receive a flat fee of $3,600.
J. Javier Ortiz, a senior partner at ODV Appraisal Group, 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.
ODV Appraisal Group may be reached at:
J. Javier Ortiz, MAI,CCIM
ODV Appraisal Group, PSC
Suite 266, PO Box 19-4000
San Juan, PR 00919-4000
Tel: 787-771-5580
Fax: 787-771-5587
Email: jortiz@odvappraisal.com
About ALM LLC
ALM, LLC, also known as Agua La Montana, is the owner of a fee
simple title to a property in Trujillo Alto, P.R., having a current
value of $860,943.
ALM filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 20-04571) on Nov. 25, 2020,
listing total assets of $1,083,384 and total liabilities of
$2,919,967. ALM President Kristian E. Riefkohl Bravo signed the
petition.
Judge Mildred Caban Flores oversees the case.
Gandia Fabian Law Office and Jimenez Vazquez & Associates, PSC
serve as the Debtor's legal counsel and accountant, respectively.
ALPHABET HOLDING: S&P Withdraws 'B-' ICR on Acquisition by NHS
--------------------------------------------------------------
S&P Global Ratings withdrew all its ratings on Alphabet Holding Co.
Inc., including its 'B-' issuer credit rating, following the sale
of parent The Bountiful Co.'s core brands to Nestle Health Science.
All of Alphabet's rated debt has been repaid.
Ratings List
NOT RATED ACTION
TO FROM
ALPHABET HOLDING CO. INC.
Issuer Credit Rating NR/-- B-/Watch Pos/--
ALPHABET HOLDING CO. INC.
CLOVER MERGER SUB INC.
Senior Secured NR B+ /Watch Pos
Recovery Rating NR 1(95%)
Senior Secured NR B- /Watch Pos
Recovery Rating NR 3(55%)
NR: Not Rated
AMERICAN AXLE: Moody's Affirms B1 CFR & Rates New $600MM Notes B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 to American Axle &
Manufacturing, Inc.'s proposed $600 million senior unsecured notes
offering. Moody's also affirmed the corporate family rating at B1,
Probability of Default Rating at B1-PD and the senior unsecured
rating at B2. At the same time, Moody's upgraded the rating on the
senior secured debt to Ba1 from Ba2. The Speculative Grade
Liquidity Rating remains SGL-2. The rating outlook is positive.
The affirmations reflect Moody's expectation for a sustained
rebound in operating results as global light vehicle volumes
continue to recover though likely not approaching prior peak
production levels until mid-decade. American Axle is benefiting
from consumers' preference for light trucks and SUVs, especially in
North America where the company has heavy concentration.
The proceeds from the proposed senior unsecured notes will be used
to repay the 2025 senior unsecured notes and is therefore leverage
neutral.
The upgrade of the senior secured rating reflects the increased
prospects of recovery at the senior secured level given the
reduction in the percentage of secured debt in the debt capital
structure following accelerated term loan repayments in the first
half of 2021.
Upgrades:
Issuer: American Axle & Manufacturing, Inc.
Senior Secured Revolving Credit Facility, Upgraded to Ba1 (LGD2)
from Ba2 (LGD2)
Senior Secured Term Loan, Upgraded to Ba1 (LGD2) from Ba2 (LGD2)
Assignments:
Issuer: American Axle & Manufacturing, Inc.
Gtd Senior Unsecured Notes, Assigned B2 (LGD5)
Affirmations:
Issuer: American Axle & Manufacturing, Inc.
Probability of Default Rating, Affirmed B1-PD
Corporate Family Rating, Affirmed B1
Senior Unsecured Notes, Affirmed B2 (LGD5)
Outlook Actions:
Issuer: American Axle & Manufacturing, Inc.
Outlook, Remains Positive
RATINGS RATIONALE
American Axle's ratings reflect a strong competitive position as a
supplier of driveline and metal forming products that skew towards
higher margin light trucks and SUVs/CUVs which continue to increase
as a percentage of global vehicle production. While revenues are
still heavily reliant on internal combustion engine platforms, the
company's products correlate with increasing demand for fuel
efficiency and emissions reductions with focus on axle efficiency,
vehicle light weighting and all-wheel drive applications.
Additionally, American Axle is gradually aligning itself with the
auto industry's transition to alternative propulsion with
development of hybrid and electric driveline systems and
components. Electrification/e-Drive wins represent roughly 15% of
the company's three-year new business backlog, with increasing
quoted and emerging opportunities.
The ratings also reflect Moody's consideration of reliance on one
region (North America represents approximately 80% of revenues) and
a limited number of customers with nearly 40% of revenues generated
from General Motors Company (GM), 20% from Stellantis N.V.
(Stellantis, formerly FCA) and 12% from Ford Motor Company (Ford).
However, customer concentration is partially mitigated by American
Axle's meaningful driveline content on top-selling light truck and
SUV platforms such as the GM Silverado and Sierra, the Stellantis
HD Ram truck series, and the Nissan Titan, and additional content
on the Ford F-Series and the Ford Explorer.
The positive outlook reflects Moody's expectation that the recovery
of automotive vehicle volumes will continue in North America
through 2022, supporting improvement in operating results. The
positive outlook also anticipates that solid free cash flow will be
largely utilized for debt repayment, with the possibility of
smaller tuck-in acquisitions to supplement increased penetration of
electric driveline markets.
The SGL-2 Speculative Grade Liquidity Rating reflects good
liquidity supported by cash of nearly $590 million at June 30, 2021
and $895 million of availability under the $925 million revolving
credit facility set to expire July 2024. Moody's estimates that the
company's run-rate cash position is about $400 million but is
currently elevated to provide enhanced financial flexibility due to
lingering post-pandemic uncertainty and the uneven recovery in
vehicle production levels. Following an amendment in April 2020,
the financial covenants under the secured credit facilities were
adjusted to provide additional cushion through March 2022. Moody's
anticipates annual free cash flow to comfortably exceed $200
million over the next couple of years even with increased spending
on working capital and capital expenditures as well as
restructuring payments and electrification investments.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with expectations for continued
revenue and earnings growth, with an EBITA margin in excess of 8%
and free cash flow-to-debt sustained above 10%. Expectations for
EBITA-to-interest to be maintained above 3x and debt-to-EBITDA
below 3.5x, while maintaining a good liquidity profile, could also
result in a positive rating action. Progress in improving
diversification as well as a strategy that will enable increased
participation in the OEMs' move to alternative propulsion
drivetrains, primarily through the new business backlog, would also
be viewed favorably. Ratings could be downgraded if
EBITA-to-interest is expected to fall below 1.5x or debt-to-EBITDA
rises above 4.5x into the first half of 2022. A deteriorating
liquidity position or sharply lower free cash flow could also
pressure ratings.
The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.
American Axle & Manufacturing Holdings, Inc. is a global Tier 1
supplier to the automotive industry that provides driveline (axles,
driveshafts, clutch modules) and metal forming (axle and
transmission shafts, ring and pinion gears, connecting rods)
products designed to make the next generation of vehicles lighter,
safer and more efficient. Revenue for the latest twelve months
ended June 30, 2021 was approximately $5.6 billion.
American Axle & Manufacturing, Inc., is the US debt issuer
supporting the global operations of American Axle & Manufacturing
Holdings, Inc.
AMERICAN AXLE: S&P Raises Secured Debt Rating to 'BB+'
------------------------------------------------------
S&P Global Ratings raised its issue-level rating on American Axle
and Manufacturing Inc.'s (AAM) secured debt to 'BB+' from 'BB' and
revised the recovery rating to '1' (90%-100%; rounded estimate:
90%) from '2'. S&P raised its rating on its unsecured debt to 'B+'
from 'B' and revised the recovery rating to '5' (10%-30%; rounded
estimate: 10%) from '6'. S&P also assigned its 'B+' issue-level
rating and '5' recovery rating to the proposed $600 million senior
unsecured notes. American Axle is issuing these notes to repay its
2025 notes, which S&P expects it will withdraw ratings on when the
transaction is complete.
American Axle has been reducing its secured debt, which has
improved recovery available to secured and unsecured debtholders in
a hypothetical default scenario. While the company has been focused
on using cash to pay down debt, the deleveraging is not significant
enough to affect our current view of S&P's rating on the company.
However, the reduction in debt has increased our hypothetical
recovery for the debt tranches.
The 'BB-' issuer credit ratings and stable outlook are unchanged.
Issue Ratings - Recovery Analysis
Key analytical factors
-- S&P's simulated default scenario incorporates a payment default
occurring in 2025 due to a combination of the following factors:
production cuts at one or more of AAM's major customers, a
sustained economic downturn that reduces customer demand for new
automobiles, and intense pricing pressure due to the competitive
actions of other auto suppliers and/or raw material vendors. This,
in turn, negatively affects the company's ability to generate cash
flow.
-- S&P anticipates EBITDA at emergence of about $459 million based
on the company's capital structure, its assumed increase in its
borrowing costs, and other adjustments as per its criteria.
-- S&P believes that if the company were to default, it would
remain a viable business model given its track record of
operational excellence. Therefore, S&P believes its debtholders
would achieve the greatest recovery value through a reorganization
rather than a liquidation.
-- S&P also believes the company would file for bankruptcy in the
U.S. because it is headquartered in Detroit and the majority of its
debt and sales/assets are located in the U.S.
-- The term loan facilities and the revolver are secured by
substantially all of AAM's assets, including a pledge of the stock
of substantially all of its direct domestic subsidiaries and 66% of
the stock of its restricted direct, first-tier foreign subsidiaries
subject to customary exceptions. The notes rank pari passu with the
company's existing bonds and have a downstream guarantee from its
parent and upstream guarantees from its direct and indirect
wholly-owned domestic material restricted subsidiaries.
Simulated default assumptions
-- Year of default: 2025
-- An 85% draw under the proposed revolving credit facility at
default
-- All debt includes six months of accrued interest
-- Administrative claims of 5% of enterprise value, which is S&P's
standard assumption for the auto supplier sector
Simplified waterfall
-- Gross enterprise value: $2.29 billion
-- Administrative expenses: $115 million
-- EBITDA at emergence: $459 million
-- Enterprise value multiple: 5x
-- Net enterprise value: $2.18 billion
-- Priority claims: $143 million
-- Secured first-lien debt claims: $1.91 billion
--Recovery expectations: 90%-100% (rounded estimate: 90%)
-- Unsecured debt claims: $2.075 billion
--Recovery expectations: 0%-10% (rounded estimate: 10%)
Ratings List
AMERICAN AXLE & MANUFACTURING HOLDINGS INC.
AMERICAN AXLE & MANUFACTURING INC.
Issuer Credit Rating BB-/Stable/-- BB-/Stable/--
NEW RATING
AMERICAN AXLE & MANUFACTURING INC.
Senior Unsecured
US$600 mil sr notes B+
Recovery Rating 5(10%)
ISSUE-LEVEL RATINGS RAISED
AMERICAN AXLE & MANUFACTURING INC.
Senior Secured BB+ BB
Recovery Rating 1(90%) 2(80%)
Senior Unsecured B+ B
Recovery Rating 5(10%) 6(5%)
APOLLO COMMERCIAL: Egan-Jones Keeps BB Senior Unsecured Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Apollo Commercial Real Estate Finance, Inc.
Headquartered in New York, New York, Apollo Commercial Real Estate
Finance, Inc. is a commercial real estate finance company.
APPLIED DNA: Incurs $3.5 Million Net Loss in Third Quarter
----------------------------------------------------------
Applied DNA Sciences, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $3.45 million on $1.70 million of total revenues for the three
months ended June 30, 2021, compared to a net loss of $3.29 million
on $431,516 of total revenues for the three months ended June 30,
2020.
For the nine months ended June 30, 2021, the Company reported a net
loss of $9.77 million on $5.99 million of total revenues compared
to a net loss of $8.90 million on $1.62 million of total revenues
for the nine months ended June 30, 2020.
As of June 30, 2021, the Company had $17.19 million in total
assets, $1.61 million in total liabilities, and $15.58 million in
total equity.
The Company has recurring net losses, which have resulted in an
accumulated deficit of $279,610,999 as of June 30, 2021. The
Company incurred a net loss of $9,770,855 and generated negative
operating cash flow of $8,675,878 for the nine-month period ended
June 30, 2021. At June 30, 2021 the Company had cash and cash
equivalents of $12,173,443 and working capital of $12,121,760.
The Company has historically financed its operations principally
from the sale of equity and equity-linked securities. Through
June 30, 2021, the Company has dedicated most of its financial
resources to commercialization of its LineaTM COVID-19 Assay Kit
and its clinical testing laboratory, as well as to research and
development efforts, including the development and validation of
its own technologies as well as, advancing its intellectual
property, and general and administrative activities.
The Company expects to finance its operations primarily through
cash received from the January 2021 registered direct public
offering and the warrant exercises as well as collection of its
accounts receivable. The Company estimates that it will have
sufficient cash and cash equivalents to fund operations for the
next twelve months from the date of filing of this quarterly
report.
The Company said it may require additional funds to complete the
continued development of its products, services, product
manufacturing, and to fund expected additional losses from
operations until revenues are sufficient to cover its operating
expenses. In addition, if the Company is successful with any of
its preclinical vaccine candidates, the Company would require
additional funds to complete the vaccine candidate development. If
revenues are not sufficient to cover the Company's operating
expenses, and if the Company is not successful in obtaining the
necessary additional financing, the Company will most likely be
forced to reduce operations.
Management Commentary
"We delivered excellent year-over-year revenue growth in the fiscal
third quarter while laying the groundwork to secure a recently
awarded COVID-19 testing services contract that has potential to be
the largest contract in the Company's history," said Dr. James A.
Hayward, president and CEO of Applied DNA. "Demand for safeCircle,
our pooled COVID-19 testing program, experienced a seasonal decline
from the fiscal second quarter, reflecting the start of the summer
recess months for our academic clients and progressively higher
vaccination rates and lower positivity rates in our operating area.
Our recent award from the City University of New York for
large-scale turnkey COVID-19 testing services should continue to
drive strong year-over-year revenue growth over the period of the
contract."
Continued Dr. Hayward, "Our operating activities during the quarter
were distinguished by an expansion of our COVID-19 offerings to
drive incremental revenue and to drive adoption of LinearDNA as an
alternative to plasmids for nucleic acid-based therapies.
Following constructive interactions with the U.S. Food and Drug
Administration (FDA) as part of a preliminary Emergency Use
Authorization application process and the evolving nature of the
pandemic, we revised our LineaTM SARS-CoV-2 Mutation (the "Linea
Mutation Panel") (formerly SGS Mutation Panel) to target three
SARS-CoV-2 mutations (E48K, L452R, N501Y) that have been designated
substitutions (mutations) of therapeutic concern by the Centers for
Disease Control and Prevention.
"Should the FDA grant an EUA for the Linea Mutation Panel, we
believe that it will offer clinical utility to healthcare systems
by enabling precision COVID-19 treatment and commercial utility to
monoclonal antibody manufacturers by better characterizing patients
before treatments. In recent months, several monoclonal antibody
treatments have had their EUA revoked or have demonstrated a
reduction in efficacy on a standalone or in combination with other
treatments due to mutational impact. Use of the Linea Mutation
Panel is tied to our Linea COVID-19 Assay Kit to determine
positivity in clinical samples that would drive additional Assay
demand if the EUA is granted for our Mutation Panel. We believe
that an EUA-authorized Linea Mutation Panel will also provide
additional value to our existing COVID-19 testing customers and,
when combined with our Whole Genome Sequencing assets, provide data
of interest to epidemiologists.
"Concurrently, the launch of our veterinary LinearDNA COVID-19
vaccine trial and the subsequently reported strong immune response
that the vaccine candidate elicited, further reinforce the value
proposition of LinearDNA, and, longer-term, generates invaluable
preclinical data supporting the eventual application of LinearDNA
to nucleic acid-based therapies in humans."
Concluded Dr. Hayward, "Looking ahead, the confluence of increasing
positivity rates due to the Delta variant, the commingling of
vaccinated, partially vaccinated, and unvaccinated individuals, and
new mandatory testing requirements for local and state-level
employees in our operating area affirm the need for ongoing and
consistent COVID-19 screening available through safeCircle.
Subject to FDA's evolving EUA request review priorities, we expect
to file shortly our formal request for EUA for our Linea Mutation
Panel. In addition, in the coming weeks we intend to launch our
COVID-19 veterinary vaccine candidate challenge trial in
furtherance of a commercial animal health opportunity.
"Regarding our supply chain security business, we have cautious
optimism within the cotton supply chains we serve as we approach
the start of the cotton ginning season in the U.S. However, with
Asia-Pacific beset by the Delta variant, man-made fiber
opportunities remain static. With the tailwind of COVID-19 testing
at our back supplemented by continued execution on business
development initiatives, we believe we are laying the foundation
for sustainable growth."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/744452/000110465921104140/apdn-20210630x10q.htm
About Applied DNA
Applied DNA -- http//www.adnas.com -- is a provider of molecular
technologies that enable supply chain security, anti-counterfeiting
and anti-theft technology, product genotyping, and pre-clinical
nucleic acid-based therapeutic drug candidates. Applied DNA makes
life real and safe by providing innovative, molecular-based
technology solutions and services that can help protect products,
brands, entire supply chains, and intellectual property of
companies, governments and consumers from theft, counterfeiting,
fraud and diversion.
Applied DNA reported a net loss of $13.03 million for the year
ended Sept. 30, 2020, compared to a net loss of $8.63 million for
the year ended Sept. 30, 2019. As of March 31, 2021, the Company
had $20.78 million in total assets, $2.16 million in total
liabilities, and $18.62 million in total equity.
Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 17,
2020, citing that the Company incurred a net loss of $13,028,904
and generated negative operating cash flow of $11,143,059 for the
fiscal year ended Sept. 30, 2020 and has a working capital
deficiency of $4,811,847. These conditions along with the COVID-19
risks and uncertainties raise substantial doubt about the Company's
ability to continue as a going concern.
ARMATA PHARMACEUTICALS: Incurs $6.2 Million Net Loss in 2nd Quarter
-------------------------------------------------------------------
Armata Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $6.19 million on $1.17 million of grant revenue for the three
months ended June 30, 2021, compared to a net loss of $4.71 million
on $31,000 of grant revenue for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $11.69 million on $2.23 million of grant revenue compared
to a net loss of $9.79 million on $31,000 of grant revenue for the
same period a year ago.
As of June 30, 2021, the Company had $48.28 million in total
assets, $19.66 million in total liabilities, and $28.62 million in
total stockholders' equity.
Research and development expenses for the three months ended June
30, 2021 were approximately $5.2 million as compared to $2.6
million for the comparable period in 2020. The increase was
primarily related to the increase in clinical trial and personnel
related expenses.
General and administrative expenses for the three months ended June
30, 2021 were $2.1 million as compared to $2.0 million for the
comparable period in 2020.
Loss from operations for the three months ended June 30, 2021 was
$(6.2) million as compared to a loss from operations of $(4.6)
million for the comparable period in 2020.
As of June 30, 2021, Armata held approximately $17.5 million of
unrestricted cash and cash equivalents, as compared to $9.7 million
as of Dec. 31, 2020.
As of Aug. 12, 2021, there were approximately 24.9 million shares
of common stock outstanding.
Armata said, "The Company has prepared its consolidated financial
statements on a going concern basis, which assumes that the Company
will realize its assets and satisfy its liabilities in the normal
course of business. However, the Company has incurred net losses
since its inception and has negative operating cash flows. These
circumstances raise substantial doubt about the Company's ability
to continue as a going concern. The accompanying financial
statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets
or the amounts and classifications of liabilities that may result
from the outcome of the uncertainty concerning the Company's
ability to continue as a going concern," Armata said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/921114/000155837021011476/armp-20210630x10q.htm
About Armata Pharmaceuticals
Marina del Rey, CA-based Armata is a clinical-stage biotechnology
company focused on the development of pathogen-specific
bacteriophage therapeutics for the treatment of
antibiotic-resistant and difficult-to-treat bacterial infections
using its proprietary bacteriophage-based technology. Armata is
developing and advancing a broad pipeline of natural and synthetic
phage candidates, including clinical candidates for Pseudomonas
aeruginosa, Staphylococcus aureus, and other pathogens. In
addition, in collaboration with Merck, known as MSD outside of the
United States and Canada, Armata is developing proprietary
synthetic phage candidates to target an undisclosed infectious
disease agent. Armata is committed to advancing phage with drug
development expertise that spans bench to clinic including in-house
phage specific GMP manufacturing.
Armata reported a net loss of $22.18 million for the year ended
Dec. 31, 2020, compared to a net loss of $19.48 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$52.84 million in total assets, $18.83 million in total
liabilities, and $34.01 million in total stockholders' equity.
ASBURY AUTOMOTIVE: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Asbury Automotive Group, Inc. to BB+ from BB.
Headquartered in Duluth, Georgia, Asbury Automotive Group, Inc.
operates as an automotive retailer operating franchises and
dealership locations in the United States.
AZ HEALTH: Seeks Authorized Access to Cash Until Dec. 31
--------------------------------------------------------
AZ Health Partners, PLLC asked the U.S. Bankruptcy Court for the
District of Arizona to authorize the interim use of cash
collateral, and the grant of adequate protection to parties in
interest to the cash collateral on account of such use. The Debtor
disclosed that it will not have sufficient funds to cover the
expenses accruing until a final hearing on the motion could be
held.
The Debtor is seeking permission to make disbursements of the cash
collateral to meet its cash needs through December 31, 2021,
pursuant to a proposed budget. The Debtor said it will use the
cash collateral solely to fund ordinary course business
operations.
Prior to the Petition Date, Citizens Bank and the U.S. Small
Business Administration made certain loans to the Debtor. As of
the Petition Date, the Debtor owed Citizens Bank $547,283 and the
SBA $155,502, in addition to accrued interest, fees and expenses.
The Debtor granted the Lenders liens and security interests in
substantially all of the Debtor's property in order to secure the
prepetition debt.
As adequate protection for the use of its cash collateral, the
Debtor proposed to grant the Lenders valid, binding, enforceable
and perfected liens on all property of the Debtor's estate to
secure an amount of prepetition debt equal to any decrease in value
of the Lenders' interest in the prepetition collateral occurring
after the Petition Date. The Adequate Protection Liens shall be
senior in priority to all liens or security interests in the assets
of the Debtor and its estate, subject only to (i) any priming liens
that may be granted the Lender in connection with a DIP financing,
and (ii) the Carve-Out.
Moreover, the Adequate Protection Obligations shall have super
priority pursuant to Section 364(c)(1) of the Bankruptcy Code over
all administrative expenses.
The Carve-Out consists of:
a. compensation and expense reimbursement of Brown and
Associates PLLC as attorneys for the Debtor, to the extent that
such professional fees (i) were incurred on or after the Petition
Date and prior to the earlier to occur of the termination date or
receipt of a written notice of a Carve-Out Event; (ii) do not
exceed $10,000 plus any retainer held by the Debtor Professionals
on the Petition Date, and (iii) are approved for payment by the
Court;
b. quarterly fees payable to the U.S. Trustee; and
c. the expenses of the Clerk's Office of the U.S. Bankruptcy
Court.
Filed with the motion is the Debtor's Profit and Loss for June 2021
which disclosed $71,023 in total expenses.
A copy of the motion, along with the proposed order, is available
for free at https://bit.ly/3m4MmgV from PacerMonitor.com
About AZ Health Partners, PLLC
AZ Health Partners, PLLC, d/b/a Arizona Spine Disc and Sport, is in
the business of chiropractic care. The company filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 21-05142) on July 1, 2021.
On the Petition Date, the Debtor estimated $1,000,000 to
$10,000,000 in assets and $500,000 to $1,000,000 in liabilities.
The petition was signed by Eric Breure, manager.
Judge Daniel P. Collins is assigned to the case. Brown &
Associates PLLC serves as the Debtor's counsel.
BASIC ENERGY: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Thirteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Basic Energy Services, Inc. (Lead Case) 21-90002
801 Cherry Street, Suite 2100
Fort Worth, Texas 76102
Basic Energy Services, L.P. 21-90001
C&J Well Services, Inc. 21-90003
KVS Transportation, Inc. 21-90004
Indigo Injection #3, LLC 21-90005
Basic Energy Services GP, LLC 21-90006
Basic Energy Services LP, LLC 21-90007
Taylor Industries, LLC 21-90008
SCH Disposal, L.L.C. 21-90009
Agua Libre Holdco LLC 21-90010
Agua Libre Asset Co LLC 21-90011
Agua Libre Midstream LLC 21-90012
Basic ESA, Inc. 21-90013
Business Description: Basic is a provider of production-
focused services in the United States to oil
and natural gas production companies, with a
focus on well servicing and water logistics
services. Headquartered in Fort Worth,
Texas, the Company's operations support five
primary geomarkets by conducting operations
in California, the Permian Basin, South
Texas/Eagle Ford, North Texas/Oklahoma, and
Rockies/Bakken.
Chapter 11 Petition Date: August 17, 2021
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. David R. Jones
Debtors' Counsel: Alfredo R. Perez, Esq.
Stephanie N. Morrison, Esq.
WEIL, GOTSHAL & MANGES LLP
700 Louisiana Street, Suite 1700
Houston, TX 77002
Tel: 713.546.5000
Fax: 713.224.9511
Email: alfredo.perez@weil.com
- and -
Ray C. Schrock, P.C.
Sunny Singh, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153
Tel: 212.310.8000
Fax: 212.310.8007
Email: ray.schrock@weil.com
sunny.singh@weil.com
Debtors'
Restructuring
Advisor: ALIXPARTNERS LLP
300 North LaSalle Street,
Suite 1900
Chicago, IL 60654
Debtors'
Financial
Advisor: LAZARD FRERES & COMPANY
30 Rockefeller Plaza
New York, NY 10112
Debtors'
Claims,
Noticing &
Solicitation
Agent: PRIME CLERK
830 Third Avenue, 9th Floor
New York, NY 10022
Total Assets as of March 31, 2021: $331 million
Total Debts as of March 31, 2021: $549 million
The petitions were signed by Adam L. Hurley as executive vice
president, chief financial officer, treasurer and secretary.
A full-text copy of Basic Energy Services' petition is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/UGXRDNI/Basic_Energy_Services_Inc__txsbke-21-90002__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. IRS Payroll Taxes $7,860,683
Attn: Centralized
Insolvency Operation
P.O. Box 7346
Philadelphia, PA 19101
Tel: (800) 973‐0424
Fax: (855) 235‐6787
2. Howard Supply Company Material & $4,738,474
Attn: Vincent Rullo Supplies
4100 International Plaza,
Suite 850
Fort Worth, TX 76109
Tel: (817) 529‐9950
Email: vrullo@howard‐supply.com
3. Arlisa Ann Carr Litigation $2,500,000
Individually and as
Representative of the
Estate of Dexture Carr
Attn: Jarom Tefteller
403 West Tyler Street
Gilmer, TX 75644
Tel: (903) 843‐5678
Email: jt@tlaw‐pllc.com
4. Nextier Completion Solutions Acquisition $2,429,207
Attn: Oladipo Lluyomade Liabilities
3990 Rogerdale
Houston, TX 77042
Tel: (713) 325‐6000
Email: oladipo.lluyomade@nextierOFS.com
5. Workday Inc. IT Services $1,693,196
Attn: Tim Zuch
6230 Stoneridge Mall Road
Pleasanton, CA 94588
Tel: (925) 951‐9000
Email: tim.zuch@workday.com
6. Invoke Tax Partners Professional $1,626,101
Attn: Jerrod Raymond Services
12221 Merit Drive, Suite 1200
Dallas, TX 75251
Tel: (469) 206‐4210
Email: jerrod.raymond@invoke.tax
7. Lockton Companies LLC Insurance $1,139,093
Attn: William Ligon
2100 Ross Avenue, Suite 1400
Dallas, TX 75201
Tel: (214) 969‐6722
Email: bligon@lockton.com
8. Defferred Compensation #1 Deferred $942,519
Confidential, Available on Request Compensation
9. WTG Fuels Fuel & Fuel $923,231
Attn: Brandon Rayburn Transportation
211 N Colorado Street
Midland, TX 79701
Tel: (432) 682‐4349
Email: brayburn@gascard.net
10. CERTEX USA Inc. Materials & $899,174
Attn: Gary Johnson Supplies
1721 W. Culver Street
Phoenix, AZ 85007
Tel: (602) 271‐9048
Email: gjohnson@certex.com
11. MIX Telematics IT Services $804,272
North America Inc.
Attn: Paul Dell
750 Park of Commerce
Bouldevard, Ste 100
Boca Raton, FL 33487
Tel: (855) 908‐3360
Email: paul.dell@mixtelematics.com
12. National Oilwell Varco Field Service & $753,440
Attn: Gay Wathern Maintenance
7909 Parkwood Circle Drive
Houston, TX 77036
Tel: (713) 375‐3700
Email: gay.wathen@nov.com
13. CINTAS Health, Safety, & $748,211
Attn: Ross Chancellor Environmental
6800 Cintas Boulevard
Cincinatti, OH 45262
Tel: (513) 459‐1200
Email: chancellorg@cintas.com
14. Liquidframeworks Inc. IT Services $720,240
Attn: Paul Marvin
24 E Greenway Plaza, Suite 1050
Houston, TX 77046
Tel: (713) 552‐9250
Email: pmarvin@liquidframeworks.com
15. Sun Coast Materials LLC Material & $666,469
Attn: Jim Skiba Supplies
1401 S Union Avenue
Bakersfield, CA 93307
Tel: (661) 831‐7916
Email: jskiba@suncoastmaterials.com
16. Bluecross Blueshield Employee $620,996
of Texas Related
Attn: Anita Howell
1001 E. Lookout Drive
Richardson, TX 75082
Tel: (972) 766‐6900
Email: anita_howell@bcbstx.com
17. Schledewitz Trucking LLC Logistics, $577,351
Attn: Tyson Schledewitz Trucking, &
107 S Meeker Street Offsite
Fort Morgan, CO 80701 Storage
Tel: (970) 370‐2550
Email: tysonschledewitz@gmail.com
18. Defferred Deferred $543,677
Compensation #2 Compensation
Confidential,
Available on Request
19. Craneworks Rentals LLC Equipment $511,252
Attn: Amanda Carabajal Rental
7795 Little York Road
Houston, TX 77016
Tel: (281) 219‐7779
Email: acarabajal@crane‐works.com
20. Dragon Rig Sales & Service Field Service $510,723
Attn: Casey Crenshaw & Maintenance
960 S Pagewood Avenue
Odessa, TX 79761
Tel: (409) 833‐2665
Email: casey.crenshaw@modernusa.com
21. Vista Proppants & Material & $500,887
Logistics Supplies
Attn: Chris Favors
4413 Carey Street
Fort Worth, TX 76119
Tel: (817) 563‐3500
Email: cfavors@vprop.com
22. Cahill Gordon & Reindel LLP Professional $499,038
Attn: Michael Colpo Service
32 Old Slip
New York, NY 10005
Tel: (212) 701‐3989
Email: mcolpo@cahill.com
23. Helmsman Management Insurance $472,935
Services Inc.
Attn: Peter Clas
175 Berkeley Street
Boston, MA 02116
Tel: (857) 224‐1970
Email: peter.clas@helmsmantpa.com
24. Central California Power Field Service & $458,620
Attn: Rod Headley Maintenance
19487 Broken Court
Shafter, CA 93263
Tel: (661) 589‐2870
Email: rodh@gensets.com
25. UNIFIRST Health, Safety, $443,416
Attn: Timothy Duy & Environmental
68 Jonspin Road
Wilmington, MA 01887
Tel: (978) 658‐8888
Email: timothy_duy@unifirst.com
26. APM Contractor Health, Safety $401,866
Services LLC & Environmental
Attn: Brian Atkins
2208 Stoner Road
Odessa, TX 79764
Tel: (432) 550‐5228
Email: bdasweep@yahoo.com
27. Jackson Walker LLP Professional $358,308
Attn: William R. Jenkins Services
777 Main Street, Suite 2100
Fort Worth, TX 76102
Tel: (817) 334‐7214
Email: wjenkins@jw.com
28. Defferred Deferred $357,273
Compensation #3 Compensation
Confidential,
Available on Request
29. The Paint & Safety Store Health, $343,696
Attn: Kelly Long Safety &
201 South Benton Street Environmental
Big Spring, TX 79720
Tel: (800) 687‐0916
Email: kelly@thepassonline.com
30. Kaiser Foundation Health Plan Employee $311,211
Attn: Tami Olivares Related
3600 Broadway
Oakland, CA 94611
Tel: (661) 334‐2023
Email: tami.m.olivares@kp.com
BASIC ENERGY: Enters Chapter 11 to Sell to Axis, Berry & Select
---------------------------------------------------------------
Basic Energy Services, Inc. on Aug. 17, 2021, said it has entered
into asset purchase agreements with each of Axis Energy Services
Holdings, LLC, Berry Corporation (NASDAQ: BRY), and Select Energy
Services, Inc. (NYSE: WTTR) pursuant to which, if consummated:
* Axis will acquire substantially all of the Company's Well
Servicing and Completion & Remedial segment assets outside of
California.
* Berry will acquire substantially all of the Company's assets
in California.
* Select will acquire substantially all of the Company's Water
Logistics segment assets outside of California, including all of
the assets of Agua Libre Midstream, LLC.
To facilitate the sales, Basic has commenced voluntary Chapter 11
proceedings in the U.S. Bankruptcy Court for the Southern District
of Texas. The transactions are being undertaken pursuant to Section
363 of the U.S. Bankruptcy Code, with Axis, Berry and Select
serving as the "stalking horse" bidders in the court-supervised
sale process. Accordingly, the proposed transactions are subject
to higher and better offers, among other conditions.
The Company remains focused on serving customers and fully expects
to continue operating without interruption, including paying its
employees, during the court-supervised process.
"We believe the asset purchase agreements will enable us to
maximize the value of our businesses and create the best path
forward for our customers, partners, employees and the communities
we serve," said Keith Schilling, President and Chief Executive
Officer of Basic. "The Company has faced extraordinary challenges
as a result of the COVID-19 pandemic, and we thank the Basic team
for their ongoing hard work and dedication as we continue to
provide our customers outstanding service, experienced crews and a
wide range of safe and efficient production services."
If other qualified bids are submitted during the court-supervised
sale process, the Company will conduct an auction or auctions with
the agreements with Axis, Berry and Select setting the floor for
the auction processes.
Basic has received a commitment for $35.0 million in
debtor-in-possession ("DIP") financing from Guggenheim Credit
Services, LLC. Upon court approval, this new financing, together
with cash generated from the Company's ongoing operations, is
expected to provide sufficient liquidity to support the Company
during the court-supervised process.
Basic has filed a number of customary motions seeking court
approval to continue operating its business in the normal course
during the court-supervised process, including the continued
payment of employee wages without interruption, as well as paying
vendors and suppliers in full under normal terms for goods and
services provided on or after the filing date. The Company expects
to receive approval for these requests.
Basic's vendors and suppliers can access court filings and other
information related to the proceedings on a separate website
administrated by the Company's claims agent, Prime Clerk, LLC
("Prime Clerk"), at https://cases.primeclerk.com/basicenergy, by
calling Prime Clerk toll-free at (877) 329-2031 (or +1 (917)
994-8420 for calls originating outside of the U.S.), or by sending
an email to basicenergyinfo@primeclerk.com.
About Axis Energy Services Holdings
Axis is a data-driven energy services company committed to
continuous improvement across the life of the well by utilizing
innovative technologies, employee training, and best-in-class
customer service. The proprietary Axis CORE system is a data
acquisition and analytics software platform offered with our
services that enables safer, more efficient operations and a
data-driven experience for our customers. Formed in 2018, Axis is
a private company backed by Lime Rock Partners and B-29
Investments. Axis is headquartered in Longview, Texas with
operations in the Bakken, Eagle Ford, Haynesville, Marcellus,
Permian, and Utica basins.
About Berry Corporation
Berry is a publicly traded western United States independent
upstream energy company focused on creating value for shareholders
through the development and production of conventional, long-lived
oil reserves located primarily in the San Joaquin basin of
California.
About Select Energy Services
Select Energy Services -- http://www.selectenergy.com/-- is a
provider of sustainable full life cycle water and chemical
solutions to the unconventional oil and gas industry in the United
States. Select provides for the sourcing and transfer of water,
both by permanent pipeline and temporary hose, prior to its use in
the drilling and completion activities associated with hydraulic
fracturing, as well as complementary water-related services that
support oil and gas well completion and production activities,
including containment, monitoring, treatment and recycling,
flowback, hauling, gathering and disposal. Select also develops and
manufactures a full suite of specialty chemicals used in the well
completion process and production chemicals used to enhance
performance over the producing life of a well. Select currently
provides services to exploration and production companies and
oilfield service companies operating in all the major shale and
producing basins in the United States.
About Basic Energy Services
Basic Energy Services (OTCQX: BASX) -- http://www.basices.com/--
provides wellsite services essential to maintaining production from
the oil and gas wells within its operating areas. The Company's
operations are managed regionally and are concentrated in major
United States onshore oil-producing regions located in Texas,
California, New Mexico, Oklahoma, Arkansas, Louisiana, Wyoming,
North Dakota, Colorado and Montana. Specifically, the Company has a
significant presence in the Permian Basin, Bakken, Los Angeles and
San Joaquin Basins, Eagle Ford, Haynesville and Powder River Basin.
Basic Energy Services, Inc. and 12 affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 21-90002) on Aug. 17,
2021. The Company disclosed total assets of $331 million and debt
of $549 million as of March 31, 2021.
The Hon. David R. Jones is the case judge.
The Debtors tapped WEIL, GOTSHAL & MANGES LLP as counsel;
ALIXPARTNERS LLP as restructuring advisor; and LAZARD FRERES &
COMPANY as financial advisor. PRIME CLERK is the claims agent.
BAYTEX ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to B
-------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Baytex Energy Corp. to B from CCC.
Headquartered in Calgary, Canada, Baytex Energy Corp. is an oil and
gas company.
BEZH SERVICES: Seeks to Hire Perry Realty as Real Estate Broker
---------------------------------------------------------------
Bezh Services, LLC and Menucha Enterprise, LLC seek approval from
the U.S. Bankruptcy Court for the District of Colorado to employ
Centennial, Colo.-based Perry Realty & Associates.
The Debtors require the services of a real estate broker in
connection with the sale of their properties at (i) 660 Monaco
Parkway, Denver; (ii) 4554 W. Moncrieff Pl., Denver; (iii) 2655
Oneida St., Denver; and 4602 S. White Ct., Littleton, Colo.
Perry will receive a 5.6 percent commission on the gross purchase
price, of which 2.8 percent will be paid to the buyer's agent or
transaction broker. Further, if Perry procures the buyer, the
commission will be reduced to 5 percent.
As disclosed in court filings, Perry has no connection with
creditors and is disinterested as defined in the Bankruptcy Code.
The firm can be reached through:
Perry Friedentag
Perry Realty & Associates
5597 S. Mobile St
Centennial, CO 80015
Phone: (303) 523-3568
About Bezh Services and Menucha Enterprises
Bezh Services, LLC and Menucha Enterprises, LLC, a company engaged
in the business of owning and operating residential real property,
filed Chapter 11 bankruptcy petitions (Bankr. D. Colo. Lead Case
No. 21-10745) on Feb. 17, 2021 and on March 9, 2021, respectively.
At the time of the filing, Bezh Services listed as much as $50,000
in assets and as much as $500,000 in liabilities while Menucha
Enterprises listed $1 million to $10 million in both assets and
liabilities.
Judge Thomas B. Mcnamara oversees the cases.
Kutner Brinen, P.C. and RubinBrown, LLP serve as the Debtors' legal
counsel and accountant, respectively.
BIONIK LABORATORIES: Incurs $451K Net Loss in First Quarter
-----------------------------------------------------------
Bionik Laboratories Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $450,912 on $671,283 of net revenues for the three months ended
June 30, 2021, compared to a net loss of $2.01 million on $257,908
of net revenues for the three months ended June 30, 2020.
As of June 30, 2021, the Company had $8.68 million in total assets,
$5.76 million in total liabilities, and $2.92 million in total
stockholders' equity.
"The growing revenue trend that we had in the last quarter of
fiscal 2021 continues into the first quarter of fiscal 2022. Our
commercial pipeline continues to grow and we are seeing continued
traction in our distribution channels. This growth is driven by
our InMotion robot sales in the U.S. as well as our InMotion
Connect digital solutions sales from one of our strategic
partners," said Rich Russo, chief financial officer and interim
chief executive officer. "With our recent announcement of our $5
million capital raise financing, coupled with our 160% increase in
revenues over the same period in the prior year, BIONIK is well
poised to move the ball forward with its strategic initiatives and
execute on its operating plan."
First quarter gross profit increased to $0.5 million, compared to
$0.2 million for the quarter ended June 30, 2020. The increase is
due to the increased number of units sold from the quarter ended
June 30, 2021 as compared to the quarter ended June 30, 2020. The
overall gross margin was up from 75.7% for the quarter ended June
30, 2020 to 80.6% for the quarter ended June 30, 2021 as certain of
our demonstration inventory was sold during the first quarter of
fiscal 2022, which generally carry higher margins on revenues.
Total operating expenses were $1.3 million in the first quarter of
fiscal 2022 compared to $2.2 million in the prior year first
quarter, a decrease of $0.8 million, or 38%. This decrease was
primarily driven by reduced headcount and reduced research and
development programs coupled with reduced professional fees and
services in general and administrative expenses.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1508381/000110465921103760/bnkl-20210630x10q.htm
About BIONIK Laboratories
BIONIK Laboratories -- http://www.BIONIKlabs.com-- is a robotics
company focused on providing rehabilitation and mobility solutions
to individuals with neurological and mobility challenges from
hospital to home. The Company has a portfolio of products focused
on upper and lower extremity rehabilitation for stroke and other
mobility-impaired patients, including three products on the market
and three products in varying stages of development.
Bionik Laboratories reported a net loss and comprehensive loss of
$13.62 million for the year ended March 31, 2021, compared to a net
loss and comprehensive loss of $25.02 million for the year ended
March 31, 2020. As of March 31, 2021, the Company had $8.79
million in total assets, $5.51 million in total liabilities, and
$3.28 million in total stockholders' equity.
Toronto, Canada-based MNP LLP, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated June 24,
2021, citing that he Company has experienced losses and has a
working capital deficiency and an accumulated deficit. These
conditions, along with other matters, raise substantial doubt about
Company's ability to continue as a going concern.
BLACKSTONE DEVELOPERS: Seeks to Hire Green Earth as Listing Agent
-----------------------------------------------------------------
Blackstone Developers, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Green Earth
Realty, LLC as listing agent and property manager.
The Debtor needs the firm's assistance to manage its property at
205 South Main St., Red Oak, Texas, and to list for lease the
vacant suites located at the property.
The firm will receive a fee equal to 4 percent of the total base
rent or $3 per square foot, whichever is higher, and expense
reimbursements upon completion of the execution of the leases
obtained for future operations.
As disclosed in court filings, Green Earth Realty is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Michael Zimmermann
Green Earth Realty LLC
3720 Walnut Hill Ln # 221
Dallas, TX 75229
Phone: +1 214-351-2922
Fax: (214) 351-2712
About Blackstone Developers
Red Oak, Texas-based Blackstone Developers, LLC owns and operates a
commercial real estate complex located at 205 South Main St., Red
Oak, Texas.
Blackstone Developers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 21-41055) on April 30,
2021, disclosing total assets of up to $50,000 and total
liabilities of up to $10 million. Judge Mark X. Mullin oversees
the case. The Law Office of Marilyn D. Garner is the Debtor's
legal counsel.
BOEING COMPANY: Egan-Jones Keeps BB Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2021, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Boeing Company.
Headquartered in Chicago, Illinois, Boeing Company, together with
its subsidiaries, develops, produces, and markets commercial jet
aircraft, as well as provides related support services to the
commercial airline industry worldwide.
BOYD GAMING: Egan-Jones Hikes Senior Unsecured Ratings to CCC+
--------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Boyd Gaming Corporation to CCC+ from CCC-. EJR also downgraded
the rating on commercial paper issued by the Company to B from C.
Headquartered in Las Vegas, Nevada, Boyd Gaming Corporation owns
and operates several gaming properties throughout the United
States.
BRGSSC, LLC: Creditors to Get Full Payment from $1.8M Sale Plan
---------------------------------------------------------------
BRGSSC, LLC, filed a Chapter 11 Plan and a Disclosure Statement.
Since filing for bankruptcy protection, the Debtor continued to
operate its property rental business in San Antonio, Texas, leasing
its real property to Burnwood 68, LLC for the sum of $14,200 per
month. That rental income has been used by the Debtor to make
adequate protection payments of $14,200 to its mortgage lender.
During the Chapter 11 case, the Debtor negotiated a contract of
sale with its tenant, Burnwood 68, LLC, for the purchase of the
Debtor's real property at 18745 Redland Rd., San Antonio, Texas for
the sum $1,800,000. A motion to approve the sale has been filed
with the Bankruptcy Court but a ruling on the motion has yet to
occur.
The Debtor proposes to pay all Priority Creditors, Secured
Creditors and General Unsecured Creditors of their claims in full.
The Debtor proposes to fund its Plan through the liquidation of its
assets, primarily its real property.
The net proceeds of the sale shall be used to pay the existing
lienholders on the property and to fund the Plan payments to other
creditors.
Based upon the projection of net proceeds from the sale of the
property, the Debtor will have sufficient funds to pay to creditors
after confirmation of the Debtor's Plan.
General Unsecured Claims in Class 4 total $1,000,000, and consist
of the claim of Gerardo Briseno-Richards, the equity interest
holder of the Debtor. This class shall be paid from the net
proceeds from the sale of the Debtor's real property to the extent
that such proceeds remain after payment of all lienholders on the
property. The class is impaired.
The holder of the equity interest in the Debtor will his interest
in the Debtor and is unimpaired.
A copy of the Disclosure Statement dated Aug. 11, 2021, is
available at PacerMonitor.com at https://bit.ly/3maLffI
About BRGSSC LLC
BRGSSC LLC is a Texas Limited Liability Company that was formed on
June 21, 2012. It currently operates a property rental business.
It leases its real property at 18745 Redland Rd., San Antonio,
Texas. Prior to leasing the property, the company operated a
restaurant called The Pod on the real property from January 2017
until June 2018.
As a result of the loss of its rental income for most of 2020 due
to government-mandated closures and the Covid-19 Pandemic, the
Company was unable to remain current on its existing mortgage
obligations.
To stop foreclosure, BRGSSC, LLC filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex.
Case No. 21-50548) on May 3, 2021, listing under $1 million in both
assets and liabilities. Gerardo Briseno-Richards, president, signed
the petition. Judge Craig A. Gargotta oversees the case. David T.
Cain, Esq., serves as the Debtor's legal counsel.
BRYAN RISHFORTH: Public Auction of LLC Interests on Aug. 31
-----------------------------------------------------------
IV-CVCF CS I Trust ("secured party") will offer for sale at public
auction on Aug. 31, 2021, at 10:00 a.m. (Local New York Time),
certain personal property assets in which the secured party has
been granted a security interest by Bryan Rishforth ("Debtor"),
including certain limited liability company interests, and certain
rights and property related and appurtenant thereto in South London
Holdings LLC and Crotonville Holdings LLC.
The Debtor has represented and warranted that the collateral
includes 100% of the limited liability company interests in each
issuer. South London is believed to own certain real property
commonly known as Lot 3, a part of 980 Elk Grove Town Center, Elk
Grove Village Illinois 60007. Crotonville is believed to own
certain real property commonly known as 1024 E. Lancaster Ave.,
Bryn Mawr, Pennsylvania 19010.
The sale will be conducted virtually vial online video conference.
Instruction on how to become a "qualified bidder" and attend the
auction via online are set forth in the sale procedures for secured
party sale available at
https://www.hilcorealestate.com/properties-for-sale/listing or by
contacting Jonathan Cuticelli of Hilco Real Estate at (203)
561-8737 or jcuticelli@hilcoglobal.com.
Any prospective bidder must satisfy the requirement to be a
"qualified bidder" by no later than 4:00 p.m. (Local New York Time)
on Aug. 27, 2021.
Qualified bidders will be required to post a $20,000 good faith
deposit prior to bidding, which deposit will be required to be
increased to 10% of the successful bid by the successful bidder
within three business days of the sale.
C&C CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: C&C Construction and Management LLC
23808 W. Andrew Road, Ste. 1
Plainfield, IL 60585
Business Description: C&C Construction and Management LLC is a
building finishing contractor based in
Plainfield, Illinois. It offers
construction, exterior building maintenance,
& commercial remodeling services.
Chapter 11 Petition Date: August 17, 2021
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 21-09630
Judge: Hon. Lashonda A. Hunt
Debtor's Counsel: Robert R. Benjamin, Esq.
GOLAN CHRISTIE TAGLIA LLP
70 W. Madison St., Suite 1500
Chicago, IL 60602
Tel: (312) 263-2300
E-mail: rrbenjamin@gct.law
Total Assets: $376,911
Total Liabilities: $1,339,128
The petition was signed by Anthony Cassidy as managing member.
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/NBBRAYA/CC_Construction_and_Management__ilnbke-21-09630__0001.0.pdf?mcid=tGE4TAMA
C2R GLOBAL: Plan of Reorganization Confirmed by Judge
-----------------------------------------------------
Judge Beth E. Hanan has entered an order confirming the Plan of
Reorganization of C2R Global Manufacturing, Inc.
The Court has determined that (i) the Plan contains adequate
information as required by Sec. 1125(a) of the Bankruptcy Code;
(ii) proper notice of the confirmation hearing was served on all
creditors and other parties in interest on July 8, 2021; and (iii)
each of the requirements set forth in Sec. 1129(a) of the
Bankruptcy Code have been satisfied.
The failure to specifically include or refer to any particular
article, section, or provision of the Plan or any related document
in this Confirmation Order does not diminish or impair the
effectiveness or enforceability of such article, section, or
provision.
The compromises and settlements embodied in and contemplated by the
Plan are approved.
A full-text copy of the Plan Confirmation Order dated Aug. 12,
2021, is available at https://bit.ly/3sz0X5v from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Jerome R. Kerkman
Kerkman & Dunn
839 N. Jefferson St., Suite 400
Milwaukee, WI 53202-3744
Tel: 414.277.8200
Fax: 414.277.0100
E-mail: jkerkman@kerkmandunn.com
About C2R Global Manufacturing
Headquartered in Burlington, Wisconsin, C2R Global Manufacturing,
Inc. -- http://www.c2r-globalmfg.com/-- specializes in developing,
manufacturing, and marketing products for small to medium-sized
customers. Its products include tooling and electronics (software
and circuit design), metal castings, sheet metal fabrications, and
molding all forms of plastics and rubbers. C2R currently services
customers in virtually every market.
C2R Global Manufacturing, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 18-30182) on Oct.
29, 2018. At the time of the filing, the Debtor disclosed assets
of $1 million to $10 million and liabilities of $1 million to $10
million. Judge Beth E. Hanan oversees the case.
The Debtor tapped Kerkman & Dunn as its bankruptcy counsel, Quarles
& Brady LLP as special counsel, and Premier Accounting Services,
LLC, as accountant.
CALIFORNIA RESOURCES: Posts Net Loss of $111M for 2nd Quarter
-------------------------------------------------------------
California Resources Corporation, an independent oil and natural
gas company committed to energy transition in the sector, on Aug.
5, 2021, reported second quarter 2021 operational and financial
results.
"CRC continued to deliver on its strategy with strong second
quarter results driven by robust financial and operational
performance, resulting in an increase in 2021 free cash flow1
guidance to $400 to $500 million. Given our financial strength and
low stock valuation relative to fundamentals, we are increasing our
Share Repurchase Program from $150 million to $250 million," said
Mac McFarland, President and Chief Executive Officer. "I am also
pleased to announce an acquisition of the 90% working interest in
the joint venture wells held by our partner as well as a planned
divestiture of our non-core Ventura operations. These strategic A&D
transactions will simplify our business model, lower our overall
operating costs and provide positive net cash proceeds."
Mr. McFarland continued, "We continued to make strides on our ESG
strategy and are pleased to announce we have identified
approximately one billion metric tons of CO2 permanent storage
capacity as well as up to 1,000 megawatts (MW) of
front-of-the-meter solar opportunities which will help contribute
to the decarbonization of California. As a first step, we are
submitting permits for an ~40 million metric ton permanent storage
CCS project, Carbon TerraVault I. Further, we are advancing
arrangements with SunPower for an initial 12 MW and up to 45 MW of
behind-the-meter solar projects.
"I'm also excited to announce the appointment of Nicole Neeman
Brady to our Board and look forward to her contributions,
particularly on the Sustainability Committee."
Second Quarter 2021 Highlights
Financial
-- Reported a net loss attributable to common stock of $111
million, or $1.34 per diluted share. Adjusted net income was $78
million, or $0.94 per diluted share
-- Generated net cash provided by operating activities of $127
million, adjusted EBITDAX1 of $169 million and free cash flow1 of
$77 million
-- Closed the quarter with $151 million of cash on hand, an
undrawn credit facility and $518 million of liquidity
-- Sustained non-energy operating costs and general and
administrative (G&A) expense improvements achieved earlier in 2021
Operational
-- Produced an average of 101,000 net barrels of oil equivalent
(BOE) per day, including 61,000 barrels per day of oil, with
quarterly capital expenditures of $50 million
-- Operated two drilling rigs in the San Joaquin Basin and
drilled 21 wells (21 online in 2Q21)
-- Operated 35 maintenance rigs
-- Completed 48 capital workovers
Transactional
-- Signed agreements to divest operations in the Ventura basin
for total cash consideration of up to $102 million plus additional
earn-out consideration that is linked to future commodity prices
-- Post quarter end, acquired the working interest in the joint
venture wells held by Macquarie Infrastructure and Real Assets,
Inc. ("MIRA") for $53 million
-- Post quarter end, filing permits for an ~40 MMT CO2 permanent
storage CCS project, Carbon TerraVault I
-- Advancing a 12 MW behind-the-meter solar project with
SunPower for CRC's Mt. Poso field which is expected to be Low
Carbon Fuel Standard ("LCFS") eligible; construction is expected to
start in early 2022
Guidance
-- Raised 2021 free cash flow1 guidance to $400 to $500 million
-- Optimized CRC investment dollars by shifting an additional
$20 million from drilling and completions to downhole maintenance
projects which provide efficiencies and faster payouts
-- Raised the Share Repurchase Program ("SRP") to $250 million
from $150 million; repurchased 1.4 million shares for $45 million
in 2Q21
2021 Guidance & Capital Program
Given the strength of the second quarter results, CRC has raised
its full year 2021 free cash flow1 guidance to $400 to $500 million
from $250 to $350 million, adjusted EBITDAX1 guidance to $725 to
$825 million from $625 to $725 million and production guidance to
97 to 100 MBOE per day from 96 to 99 MBOE per day. Recognizing
capital efficiency improvements and faster payouts on downhole
maintenance projects, CRC revised its full year 2021 operating cost
and capital guidance by shifting an additional $20 million of
drilling capital to these opportunities. In addition to this shift
from capital to operating costs, an increase in natural gas prices
further raises expected operating costs by approximately $35
million, which is more than offset by increased natural gas
revenues as CRC is net long natural gas on the whole. These two
items result in revised full year 2021 capital guidance of $170 to
$190 million from $185 to $210 million and revised full year 2021
operating cost guidance of $670 to $695 million from $615 to $630
million.
CRC made $77 million of capital investments in the first half of
2021. The current capital program anticipates that CRC will
maintain a consistent level of investment throughout the remainder
of the year. If commodity prices decline significantly from current
levels. CRC may need to decrease the size of its capital program in
response to market conditions. The Company's capital program will
be dynamic in response to oil market volatility while focusing on
maintaining its oil production, strong liquidity and maximizing its
free cash flow.
Increasing the Share Repurchase Program
In August 2021, CRC's Board of Directors increased the Share
Repurchase Program by $100 million to $250 million through March
31, 2022.
Acquisitions and Divestitures
In the second quarter of 2021, CRC entered into agreements to sell
its Ventura basin operations for expected cash consideration of up
to $102 million plus additional earn-out consideration that is
linked to future commodity prices. The consideration includes $82
million of cash to be paid at closing and up to $20 million of
potential additional consideration if the buyer does not perform
certain abandonment obligations with respect to the divested
properties. These transactions will simplify CRC's business model,
lower its overall operating costs and decrease its asset retirement
obligations. For the three months ending June 30, 2021, CRC's
Ventura basin operations were producing 3,600 BOE per day (~65%
oil). The closing of the transaction is subject to customary
closing conditions, including satisfaction of land and
environmental due diligence and third-party consents.
In August 2021, CRC continued to demonstrate its focus on core
areas by acquiring the 90% working interest in the joint venture
wells held by MIRA for $53 million, before transaction costs. The
acquisition of MIRA's working interest would have added oil
production of 1,600 BOE per day (~100% oil) for the first half of
2021 with minimal integration costs and underground risk.
CRC's full year guidance will be updated upon the closing of the
Ventura basin transactions which are expected in the second half of
2021.
Sustainability Update
According to internal and third party estimates, CRC has some of
the lowest carbon intensity production in the U.S. CRC aims to
build upon this position through investment in decarbonization
projects and other emissions reducing projects to help advance
energy transition in California. As part of an initial review, CRC
has the potential to permanently store up to 1 billion metric tons
of CO2 in its oil and gas reservoirs as well as the opportunity to
generate 300 to 1,000 MW of front-of-the-meter solar power for the
grid by utilizing CRC's vast surface land footprint. In addition to
these opportunities, CRC has the potential for up to 45 MW of
behind-the-meter solar development projects with its partner
SunPower.
Building on CRC's carbon capture opportunity, CRC is applying for
Class VI EPA permits for a project with a capability of up to 40
million metric tons of permanent CO2 storage, referred to as Carbon
TerraVault I. Injection for this project could begin in the 2025
time frame with the injection of approximately 1 million metric
tons per year, equivalent to the annual emissions of approximately
200,000 passenger vehicles. CRC is proud to be a first mover of CCS
operations in California and to help the state make progress on its
carbon neutrality goals.
CRC has a dedicated Sustainability Committee chaired by William B.
Roby, with members Nicole Neeman Brady and Andrew B. Bremner along
with a dedicated corporate function under the executive leadership
of Chris Gould as EVP and Chief Sustainability Officer.
Board Enhancement
On August 5, 2021, CRC's Board of Directors elected one new Board
member, Nicole Neeman Brady.
Ms. Neeman Brady has over 20 years of experience as an
entrepreneur, executive, investor and community leader with global
water, energy, and agricultural expertise. She serves as the Chief
Executive Officer and a director of Sustainable Development
Acquisition Corp. since December 2020. She also served as Principal
and Chief Operating Officer at Renewable Resources Group LLC, as
well as a member of the Investment Committee and a board member of
several of its portfolio companies. Her experience also includes a
deep understanding of and passion for the public sector, including
board service on the Colorado River Board of California and
currently, as a Commissioner on the Los Angeles Department of Water
and Power, a Board member of Blue Ocean Mariculture and a Board
member of the Library Foundation of Los Angeles. Please see
www.crc.com for more details.
Fresh Start Accounting and Predecessor and Successor Periods
CRC qualified and adopted fresh start accounting upon emergence
from bankruptcy on October 27, 2020, at which point CRC became a
new entity for financial reporting purposes. CRC adopted an
accounting convenience date of October 31, 2020 for the application
of fresh start accounting. As a result of the application of fresh
start accounting and the effects of the implementation of the joint
plan of reorganization, the financial statements after October 31,
2020 may not be comparable to the financial statements prior to
that date. Accordingly, "black-line" financial statements are
presented to distinguish between the Predecessor and Successor
companies. References to "Predecessor" refer to the Company for
periods ended on or prior to October 31, 2020 and references to
"Successor" refer to the Company for periods subsequent to October
31, 2020.
Second Quarter 2021 Results
Review of Operating and Financial Results
Total daily net production volumes decreased 10% from 112,000 BOE
per day for the second quarter of 2020 to 101,000 BOE per day for
the second quarter of 2021. The decrease from the same period in
2020 was primarily due to limited drilling activity and capital
investment during the prior twelve months and natural decline
rates. Total daily net production volumes decreased 15% from
117,000 BOE per day for the six months ended June 30, 2020 to
100,000 BOE per day for the same period in 2021. Production sharing
type contracts (PSC-type) at CRC's Long Beach assets negatively
impacted oil production by approximately 5,000 and 4,000 barrels
per day in the three and six months ended June 30, 2021,
respectively, compared to the same prior-year period. See
Attachment 3 for further information on production.
Realized oil prices, including the effect of settled hedges,
increased by $23.28 per barrel from $30.82 per barrel in the second
quarter of 2020 to $54.10 per barrel in the second quarter of 2021.
For the six months ended June 30, 2021, realized oil prices,
including the effect of settled hedges, increased by $10.15 to
$53.91 from $43.76 in the same period of 2020. Realized oil prices
were higher in the second quarter of 2021 compared to the same
prior-year period as oil demand recovered from its COVID-19 driven
lows. See Attachment 4 for further information on prices.
Adjusted EBITDAX1 for the second quarter of 2021 was $169 million
and net cash provided by operating activities was $127 million.
Internally funded capital invested during the second quarter of
2021 was $50 million. Free cash flow1 was $77 million. Adjusted
EBITDAX1 for the six months ended June 30, 2021 was $358 million
and net cash provided by operating activities was $274 million. For
the first half of 2021, internally funded capital invested was $77
million. Free cash flow1 was $197 million.
Operating costs for the second quarter of 2021 were $169 million
compared to $127 million for the second quarter of 2020. Operating
costs for the six months ended June 30, 2021 were $333 million
compared to $319 million for the same period in 2020. The increase
was primarily attributable to higher downhole maintenance activity
in 2021 which was deferred in 2020 as CRC shut-in wells.
Additionally, operating costs increased in 2021 due to higher
energy costs and natural gas prices as compared to 2020. Partially
offsetting these increases were lower compensation-related costs
from streamlining CRC's operations, which included headcount
reductions in late 2020 and early 2021. CRC's second quarter 2020
reflect cost savings for reduced work hours and reduced management
salaries in response to the industry downturn and the COVID-19
pandemic. Although higher natural gas and electricity prices in
2021 increased CRC's operating costs, higher prices have a net
positive effect on operating results due to higher revenue from
sales of these commodities which CRC also produces.
G&A expenses were $48 million for the second quarter of 2021,
compared to $69 million in the same prior-year period. For the six
months ended June 30, 2021, G&A expenses were $96 million compared
to $129 million in the same prior-year period. The decrease in G&A
expenses reflects lower compensation-related costs primarily due to
workforce reductions that occurred in the second half of 2020 and
the first quarter of 2021 as well as benefit reductions in the
second quarter of 2021. CRC's second quarter 2020 results include
savings from reduced work hours and reduced management salaries in
response to the industry downturn and the COVID-19 pandemic. The
remaining decrease between comparative periods was primarily due to
cost saving efforts which resulted in lower spend across a number
of cost categories. The decrease was partially offset by
stock-based compensation expense related to awards granted to
executives and directors in 2021.
Balance Sheet and Liquidity Update
CRC's aggregate commitment under the Revolving Credit Facility was
$492 million as of June 30, 2021. The borrowing base for the
Revolving Credit Facility is redetermined around April and October
of each year and was most recently set at $1.2 billion in May 2021.
The amount CRC is able to borrow under the Revolving Credit
Facility is limited to the amount of the commitment described
above.
In May 2021, CRC amended its Revolving Credit Facility to provide
further strategic flexibility with respect to CRC's minimum and
maximum hedging restrictions and to increase CRC's capacity to make
certain restricted payments, including paying dividends on its
common stock and repurchasing its common stock.
As of June 30, 2021, CRC had liquidity of $518 million, which
consisted of $151 million in unrestricted cash and $367 million of
available borrowing capacity under its Revolving Credit Facility
after accounting for $125 million in outstanding letters of
credit.
CRC anticipates the preferred interest in a development joint
venture held by Benefit Street Partners ("BSP") could be
automatically redeemed in the second half of 2021. We anticipate
the remaining distributions to BSP will approximate $20 million.
CRC may begin paying income taxes in early 2022 if Brent prices
remain at current levels for a sustained period. CRC's tax paying
status depends on a number of factors, including but not limited
to, the amount and type of CRC's capital spend, cost structure and
activity levels. Potential legislation could also limit tax
incentives for fossil fuels.
Operational Update
During the second quarter of 2021, CRC operated an average of two
drilling rigs in the San Joaquin Basin, drilled 21 net wells, 19 of
which were brought online in addition to the two that were brought
online from the first quarter totaling 21 online wells. The San
Joaquin basin produced 74,500 net BOE per day. The Los Angeles
basin produced 19,200 net BOE per day, the Ventura basin produced
3,600 net BOE per day and the Sacramento basin produced 3,300 net
BOE per day.
September 2021 Investor Conferences
CRC's executives will be participating in the Barclays CEO
Energy-Power Conference on September 8-10. Mac McFarland, President
and CEO, and Francisco Leon, EVP and CFO, will also be presenting
on September 10th at 10:55 a.m. ET.
CRC's presentation materials will be available the day of the event
on the Earnings and Presentations page in the Investor Relations
section on www.crc.com.
About California Resources Corp.
California Resources Corporation (NYSE: CRC) is an oil and natural
gas exploration and production company headquartered in Los
Angeles. The company operates its resource base exclusively within
California, applying complementary and integrated infrastructure to
gather, process and market its production. Visit
http://www.crc.com/for more information.
On July 15, 2020, California Resources and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Lead Case No. 20-33568). At the time of the filing, California
Resources estimated assets of between $1 billion and $10 billion
and liabilities of the same range.
Judge David R. Jones oversaw the cases.
The Debtors tapped Sullivan & Cromwell, LLP and Vinson & Elkins LLP
as their bankruptcy counsel, Perella Weinberg Partners as
investment banker, Alvarez & Marsal North America, LLC as
restructuring advisor, and Epiq Corporate Restructuring, LLC, as
claims agent.
* * *
California Resources Corporation in October 2020 emerged from the
bankruptcy process after cutting $5.91 billion in debt to $725
million. CRC's Joint Plan of Reorganization in its Chapter 11 case
cancelled pre-existing debt, consolidated CRC's ownership in the
Elk Hills power plant and cryogenic gas plant, and provided for the
payment in full of all valid and undisputed trade and contingent
claims in the ordinary course of business.
CASTLEROCK DEVELOPMENT: Wins Cash Collateral Access Thru Sept 23
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Gainesville Division, has authorized Castlerock Development
Services, LLC to use cash collateral on an interim basis and
provide adequate protection through the date of the final hearing.
The Debtor requires the use of cash collateral to continue its
operations and preserve the value of its assets.
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., which assert security
interests in certain of the Debtor’s assets.
The Debtor is the borrower under two finance agreements with GM
Financial with approximately $115,814.18 owed as of the Petition
Date. In addition, the Debtor is a borrower under a finance
agreement from Cowin but the Debtor no longer possesses the
underlying financed equipment.
The Debtor is also a borrower on a loan from John Deere which was
used to finance certain equipment, with an approximate amount owed
as of the Petition Date of $20,844.20. Similarly, the Debtor is a
borrower on a finance agreement with Wells Fargo with an
approximate amount owed of $40,941.08, which was also used to
finance certain equipment.
Additionally, Yancey Bros. Co. is a judgment lien creditor by
virtue of a Judgment entered against the Debtor on October 21,
2020, in the Superior Court of Cobb County and the Writ of Fieri
Facias concerning the same. Yancey Bros Co. asserts an interest in
the Cash Collateral and reserves all rights related thereto.
As adequate protection for the Debtor's use of cash collateral, the
Lenders and any other secured creditor, to the extent they hold
valid liens, security interests, or rights of setoff as of the
Petition Date under applicable law, are granted valid and
properly-perfected liens on all property acquired by the Debtor
after the Petition Date.
The final hearing is scheduled for September 23, 2021 at 10:30
a.m.
A copy of the order is available for free at https://bit.ly/3jUq3aT
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.
Judge James R. Sacca oversees the case.
Rountree, Leitman & Klein, LLC serves as the Debtor's counsel.
CDT DE SAN SEBASTIAN: Ordered to File Amended Plan by Sept. 24
--------------------------------------------------------------
Following a hearing on Aug. 11, 2021, Judge Edward A. Godoy ordered
debtor CDT De San Sebastian Inc. to file an amended disclosure
statement and plan by Sept. 24. According to the minutes of the
proceeding, the hearing on the disclosure statement is continued to
Nov. 3 at 1:30 p.m. via Microsoft Teams. The Debtor is ordered to
give notice to all creditors and parties in interest of the Nov. 3,
2021 hearing when it files the amended disclosure statement and
plan.
The hearing has been continued several times.
As reported in the TCR, CDT de San Sebastian filed a Chapter 11
Plan proposes to pay creditors pursuant to a schedule of deferred
cash payments, under a 5-year term, beginning on its effective
date, with cash to be received from the continuing operation of its
business and/or additional cash contributions from its shareholders
and/or legal collection actions to recover past due receivables
from medical insurance provider Triple S. General unsecured
creditors holding allowed claims will receive cash distributions
which the proponent of this Plan has valued at 10% and 1% of the
allowed amount of the claim or scheduled amount, depending on
whether or not a claim was timely filed.
On Aug. 5, 2021, VIP Energy Consultants and PREPA filed objections
to Debtor's Disclosure Statement. The Debtor responded that both
objections are time-barred as they were not filed 14 days prior to
the Aug. 11 hearing.
The U.S. Trustee in June timely filed an objection to the
Disclosure Statement.
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.
CENTURY COMMUNITIES: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable, and
affirmed its issuer credit rating of 'BB-' on Century Communities
Inc. S&P also affirmed the 'BB-' rating on Century's senior notes.
The '3' recovery rating is unchanged, reflecting its expectation
for recovery to creditors in the meaningful range of (50%-70%;
point estimate: 60%) in the event of default.
The positive outlook reflects the likelihood that Century will
maintain debt to EBITDA at or below 2x while continuing to increase
its scale of homebuilding operations.
Century Communities' improved credit profile is driven by robust
ongoing profit growth. S&P's forecasts now suggest a more than 80%
improvement in 2021 EBITDA, after profits climbed by about 55% in
2020. Driven by strong sales of the more affordable Century
Complete brand, these ongoing EBITDA gains mainly reflect
improvements in closing volumes, where a near doubling in the
backlog of home orders (with deposits) in the second quarter of
2021 provide meaningful visibility.
Inventory management strategies are enhancing returns and buoying
free cash flows. Century now owns just one-third of its 65,610
total lots, compared to more than two-thirds of homesites tied up
via costly land ownership just five years ago. Helped by an
accelerated pace of home sales, its ongoing transition to a
"land-lite" model is an important driver of the company's upward
trending returns on capital--now well into the double-digit
percentages. Meanwhile, with inventory growth expected to trail
corresponding profit expansion again in 2021, free cash flows
should reach $250 million this year.
These same favorable land-based strategies should limit downside in
the next downturn. Should the healthy homebuilding demand
unexpectedly reverse, having less costly land controlled through
direct ownership would help Century reduce potential write-downs
and discounting of raw land or finished lots.
Swelling cash balances should act to further offset potentially
weaker demand. On June 30, the company had more than $400 million
in cash and an undrawn revolver. This overall liquidity of more
than $1 billion is Century's first line of defense against a
downturn.
S&P said, "Our positive rating outlook on Century is based on our
forecast that during the next 12 months, debt will edge below 2x
EBITDA, EBITDA will cover interest by more than 10x, and debt to
capital will trend toward 40%. We think Century's profitability
will continue to trend firmly upward over the next year, aided by
the tailwind of strong broader demand across most U.S. housing
markets.
"We could raise the rating to 'BB' if Century continues enhancing
the breadth of its homebuilding operations while maintaining steady
debt leverage. In such a scenario, we would expect annualized
revenues that approach the level of most other 'BB'-rated builders
(e.g., KB Home and Mattamy Group), though much smaller than the
third (e.g., Taylor Morrison). Further, the company would need to
sustain debt to EBITDA below 2x to account for potentially weaker
earnings in a cyclical downturn.
"We expect the company to maintain stronger credit ratios than
typically associated with the rating while the housing industry
remains relatively healthy and stable. Therefore:
"We could lower our rating on Century Communities if we expected it
to sustain its debt to EBITDA at more than 3x during these good
market conditions or 4x during a cyclical downturn, incorporating
the inherent profit volatility for U.S homebuilders.
"Under currently attractive market conditions, we would anticipate
this could occur if the company added about $500 million in debt
for further growth, or if EBITDA declined by nearly 30% from our
forecast.
"In a weaker housing market, debt to EBITDA could rise above 4x if
EBITDA came in at under $300 million, or nearly 50% below our 2021
forecast, through a 10% drop in revenues and about a 300 basis
point (bp) decline in EBITDA margins from 2020 levels."
CHART INDUSTRIES: Egan-Jones Keeps BB+ Senior Unsecured Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2021, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Chart Industries, Inc.
Headquartered in Ball Ground, Georgia, Chart Industries, Inc.
operates as a global manufacturer of equipment used in the
production, storage, and end-use of hydrocarbon and industrial
gases.
CLEARPOINT NEURO: Incurs $3.7 Million Net Loss in Second Quarter
----------------------------------------------------------------
ClearPoint Neuro, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $3.74 million on $3.41 million of total revenue for the three
months ended June 30, 2021, compared to a net loss of $1.66 million
on $2.48 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 $6.28 million on $7.44 million of total revenues compared
to a net loss of $3.72 million on $5.59 million of total revenues
for the six months ended June 30, 2020.
As of June 30, 2021, the Company had $72.33 million in total
assets, $24.36 million in total liabilities, and $47.97 million in
total stockholders' equity.
The Company has incurred net losses since its inception, which has
resulted in a cumulative deficit at June 30, 2021 of $126 million.
In addition, the Company's use of cash from operations amounted to
$5.8 million for the six months ended June 30, 2021 and $7.8
million for the year ended Dec. 31, 2020. Since its inception, the
Company has financed its operations principally from the sale of
equity securities, the issuance of notes payable, product and
service contracts and license arrangements.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1285550/000117152021000354/eps9776.htm
About ClearPoint Neuro
ClearPoint Neuro formerly MRI Interventions, Inc. --
http://www.clearpointneuro.com-- is a medical device company that
develops and commercializes innovative platforms for performing
minimally invasive surgical procedures in the brain under direct,
intra-procedural magnetic resonance imaging, or MRI, guidance.
Applications of the Company's current product portfolio include
deep-brain stimulation, laser ablation, biopsy, neuro-aspiration,
and delivery of drugs, biologics, and gene therapy to the brain.
Clearpoint Neuro reported a net loss of $6.78 million for the year
ended Dec. 31, 2020, compared to a net loss of $5.54 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$74.26 million in total assets, $30.28 million in total
liabilities, and $43.98 million in total stockholders' equity.
CLEVELAND-CLIFFS INC: Egan-Jones Hikes Sr. Unsecured Ratings to B+
------------------------------------------------------------------
Egan-Jones Ratings Company, on August 2, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Cleveland-Cliffs Inc. to B+ from B.
Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc.
manufactures custom-made pellets and hot briquetted iron (HBI),
flat-rolled carbon steel, stainless, electrical, plate, tinplate
and long steel products, as well as carbon and stainless steel
tubing, hot and cold stamping and tooling.
CLIFFORD PASSAGE: Seeks to Hire Abbasi Law Corp. as Legal Counsel
-----------------------------------------------------------------
Clifford Passage, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Abbasi Law
Corporation to serve as legal counsel in its Chapter 11 case.
The firm will render these services:
a. represent the Debtor at its initial interview;
b. represent the Debtor in its meeting of creditors pursuant
to the Bankruptcy Code;
c. represent the Debtor at court hearings;
d. prepare legal papers;
e. advise the Debtor regarding matters of bankruptcy law,
including its rights and remedies with respect to its assets and
claims of its creditors;
f. represent the Debtor in all contested matters;
g. assist the Debtor in the preparation of a disclosure
statement and the negotiation, preparation, and implementation of a
plan of reorganization;
h. analyze any secured, priority, or general unsecured claims
that have been filed in the Debtor's bankruptcy case;
i. negotiate with the Debtor's secured and unsecured creditors
regarding the amount and payment of their claims;
j. object to claims as may be appropriate;
k. advise the Debtor with respect to its powers and duties in
the continued operation of its business;
l. provide counseling with respect to the general corporate,
securities, real estate, litigation, environmental, state
regulatory, and other legal matters, which may arise during the
pendency of the Chapter 11 case; and
m. perform all other legal services for the Debtor;
The firm's hourly rates are as follows:
Attorneys $400 per hour
Paralegals $60 per hour
Law Clerks $25 per hour
Abbasi Law Corporation received from the Debtor a retainer in the
amount of $5,000 and $1,738 for the filing fee. The firm will be
reimbursed for out-of-pocket expenses incurred.
Matthew Abbasi, Esq., a partner at Abbasi Law Corporation,
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.
Abbasi Law can be reached at:
Matthew Abbasi, Esq.
Abbasi Law Corporation
6320 Canoga Ave., Suite 220
Woodland Hills, CA 91367
Tel: (310) 358-9341
Fax: (888) 709-5448
Email: matthew@malawgroup.com
About Clifford Passage LLC
Clifford Passage, LLC, filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
21-11994) on March 12, 2021, listing $50,000 in both assets and
liabilities. Judge Sheri Bluebond oversees the case. Matthew
Abbasi, Esq., at Abbasi Law Corporation, represents the Debtor as
legal counsel.
COBRA INK: Gets OK to Use Cash Collateral Through Sept. 28
----------------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennessee authorized Cobra Ink Systems, Inc. to
use cash collateral, on an interim basis, in the ordinary course of
business from the Petition Date through September 28, 2021 at 9:30
a.m. at which time the Court will consider the Debtor's further use
of the cash collateral.
The Court ruled that Alliance Funding Group, LLC and Putnam 1st
Mercantile will have a perfected post-petition lien against cash
collateral to the same extent and with the same validity and
priority as their respective prepetition liens.
Alliance Funding Group and Putnam 1st Mercantile reserve the right
to request an earlier hearing date to protect its interest in cash
collateral, if necessary.
Counsel for Alliance Funding Group, LLC:
Thomas W. Lawless, Esq.
Lawless & Associates, P.C.
The Customs House, Suite 403
701 Broadway
Nashville, TN 37203
Telephone: (615) 351-7839
Facsimile: (615) 985-0900-fax
Email: tomlawless@comcast.net
Counsel for Putnam 1st Mercantile:
Jeffrey G. Jones, Esq.
Wimberly Lawson Wright Daves & Jones, PLLC
P.O. Box 655
Cookeville, TN 38503-0655
Telephone:(931) 372-9123
Facsimile: (931) 372-9181-fax
Email: jjones@wimberlylawson.com
About Cobra Ink Systems, Inc.
Cobra Ink Systems, Inc. sells ink for printers for businesses and
consumers that do high volume printing and needs better supplies as
a result. It filed a Chapter 11 petition (Bankr. M.D. Tenn. Case
No. 21-01651) on May 25, 2021. Emma R. McMaster, its president,
signed the petition.
On the Petition Date, the Debtor estimated $50,000 to $100,000 in
assets and $500,000 to $1,000,000 in liabilities.
Judge Randal S. Mashburn is assigned to the case. Lefkovitz &
Lefkovitz represents the Debtor as counsel.
Lender FC Marketplace, LLC is represented by Beckett & Lee, LLP.
COLFAX CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB
-------------------------------------------------------------
Egan-Jones Ratings Company, on August 3, 2021, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Colfax Corporation to BB from BB-.
Headquartered in Wilmington, Delaware, Colfax Corporation operates
as a multi-platform diversified industrial company.
CORNERSTONE ONDEMAND: Egan-Jones Keeps CCC Sr. Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by Cornerstone OnDemand, Inc. EJR also maintained its
'C' rating on commercial paper issued by the Company.
Headquartered in Santa Monica, California, Cornerstone OnDemand,
Inc. develops and markets on demand employee development computer
software.
COSTAR GROUP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
---------------------------------------------------------------
S&P Global Ratings revised the outlook on Washington D.C.-based
CoStar Group Inc., a leading provider of information, analytics,
and marketing solutions to the U.S. commercial real estate (CRE)
industry, to positive from stable and affirmed its 'BB+' issuer
credit rating on the company.
The issue-level ratings are unchanged, including S&P's 'BB+'
issue-level rating and '3' recovery rating on CoStar's $1 billion
2.8% senior unsecured notes due 2025.
S&P said, "The positive outlook reflects our view that during the
next 12 to 24 months CoStar will continue to benefit from its
leading position in its core U.S. market, and generate adjusted
EBITDA margins above 30%, while sustaining adjusted debt to EBITDA
well below 2x, incorporating at least $500 million in cash.
"We expect CoStar to maintain its strong position in the
fast-growing U.S. CRE information services and online marketplace.
CoStar benefits from the technology disruption transforming the
large, cyclical, and highly fragmented real estate industry and
increasing demand for CRE marketing and information services. The
company has invested about $5.4 billion over the past 30 years to
amass one of the largest CRE datasets, software platforms, and
online real estate marketplaces in the U.S. Its dataset includes
information on leasing, sales, comparable sales, tenants, demand
statistics, and digital images.
"The outlook is positive, reflecting our view that over the next 12
to 24 months CoStar will continue to benefit from its leading
position in its core U.S. market, and generate adjusted EBITDA
margins above 30%, while sustaining adjusted debt to EBITDA well
below 2x, incorporating at least $500 million in cash.
"We could raise the rating over the next 12-24 months if CoStar
continues to increase its scale, scope, and diversity through
acquisitions and international expansion such that adjusted EBITDA
approached $700 million. We could also raise the rating if CoStar
extends its track record of a conservative financial policy, and we
believe it is unlikely to pursue a large acquisition that would
result in a significant increase in adjusted leverage."
This would be consistent with:
-- Adjusted debt (currently based on net debt) to EBITDA well
below 2x; and
-- A liquidity position we view to be strong or better.
S&P said, "We could return the outlook to stable if CoStar faces
operating challenges or competitive losses that reduce platform
usage, subscribers, or profitability. We could also lower the
rating if the company exhibits a significantly more aggressive
financial policy including a sizable acquisition that significantly
depletes the company's cash balances."
In such scenarios S&P would look to:
-- Adjusted debt to EBITDA expected to be sustained above 2x; or
-- A level of profitability S&P no longer considered to be above
average relative to peers in the enterprise and consumer software
space.
CRESTWOOD HOSPITALITY: Seeks to Tap R&A CPAs as Accountant
----------------------------------------------------------
Crestwood Hospitality, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to employ R&A CPAs as
its accountant.
R&A's services will include preparing and finalizing the Debtor's
tax returns and monthly operating reports, and providing the Debtor
with other bookkeeping and accounting services as needed.
The firm has agreed to provide the services at its ordinary rate of
$65 to $340 per hour.
Tariq Khan, a shareholder and officer of R&A, disclosed in a court
filing that the firm is disinterested within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Tariq Khan, CPA
R&A CPAs
4542 E Camp Lowell Dr #100
Tucson, AZ 85712
Phone: +1 520-881-4900/+1 520-389-6001
About Crestwood Hospitality
Crestwood Hospitality, LLC, a Tucson, Ariz.-based company that
operates in the hotels and motels industry, filed a voluntary
Chapter 11 petition (Bankr. D. Ariz. Case No. 21-03091) on April
30, 2021, listing as much as $10 million in assets and as much as
$50 million in liabilities. Sukhbinder Khangura, member and vice
president, signed the petition.
Judge Brenda Moody Whinery oversees the case.
Sacks Tierney, PA and R&A CPAs serve as the Debtor's legal counsel
and accountant, respectively.
CROCKETT COGENERATION: S&P Lowers Sr. Secured Notes Rating to 'B-'
------------------------------------------------------------------
S&P Global Ratings lowered the ratings on Crockett Cogeneration
L.P.'s senior secured notes to 'B-' from 'B+'. The downgrade
reflects its expectation of significant withdrawal on the project's
liquidity accounts (including debt service reserve account {DSRA})
in order to fulfill its remaining carbon compliance cost and debt
service obligations in this year. S&P believes the reduced
liquidity cushion will deteriorate the project's ability to survive
amid any unexpected unfavorable operating conditions.
S&P has revised the recovery rating to '3' (50%-70%; rounded
estimate 65%) from '2' (70%-90%; rounded estimate: 70%), indicating
its expectation of meaningful recovery, as it has updated its
default scenario.
The negative outlook reflects S&P's view that if the project
encounter unexpected and substantial outages during the remainder
of the year, the reduction in capacity revenue and increase in
maintenance costs would further erode project's liquidity position
resulting in the project approaching an event of default in the
near term.
California-based Crockett Cogeneration is a 240-megawatt (MW)
natural-gas-fired electric cogeneration plant project in Crockett,
Calif., about 25 miles east of San Francisco. Crockett is a
qualifying facility selling power to Pacific Gas and Electric Co.
(PG&E) under a power purchase agreement (PPA) that expires on May
26, 2026, and sells steam to C&H Sugar Co. Inc. under an agreement
that also expires in 2026. The project is ultimately owned by
Blackrock (92%) and Osaka Gas (8%).
The project's liquidity cushion will be significantly deteriorated
with material drawdown from its DSRA given the need to fulfill its
carbon compliance obligations and debt services for the remainder
of the year. Crockett is facing a liquidity risk to pay off $28.3
million total carbon compliance costs due this year, which
represents 70% of the two previous years' emissions and 100% of the
third year's emissions. S&P's projected minimum debt service
coverage ratio (DSCR) is 0.13x in 2021, with the project needing to
use liquidity reserves to cover the shortfall, following by the
next minimum DSCR of 0.44x in 2024, when the project is obligated
to pay the next large carbon compliance cost in three years.
S&P has previously assumed Crockett would have sufficient cash
reserves to fulfill the carbon expenses, contingent on the project
entering a new letter of credit (LOC) facility for DSRA after PG&E
emerged from bankruptcy last year. However, Crockett has not been
able to settle an LOC with any lenders. Therefore, there is no
additional cash unlocked by the LOC and the project's ability to
service debt and carbon cost obligations is significantly dependent
on its existing cash liquidity and operational cash flow for the
remainder of 2021.
As the result, the project's liquidity level declined to $10.2
million from $24.9 million during the past 12 months, mostly
because of drawdowns for debt services in March and June 2021 and
major maintenance expenses in June 2021. By the end of July 2021,
Crockett has paid $8.2 million carbon costs, lowering the total
balance of carbon cost obligation to $20.1 million due in November.
S&P said, "To fully fulfill it on time, we expect Crockett to use
nearly all operational cash flow from August to November, totaled
at around $23.5 million based on its 2021 budget. We also expect
Crockett's next debt service of $5.6 million due in September would
be paid from the drawdown of its DSRA, lowering the balance of DSRA
to about $3.7 million, which is equivalent to one third of the
required amount. This is because the project will be using all
operating cash flows to pay the carbon cost obligations throughout
the year, leaving no residual cash flows to pay debt service. We
believe such reduced liquidity cushion would ultimately deteriorate
Crockett's ability to survive if any unexpected unfavorable
operating conditions were to occur for the remainder of this
year."
The project's operational cash flow remains the sole source of
funds to pay the carbon costs, and this is driven primarily by its
capacity revenue and dependent on the plant availability.
Management has budgeted a $3.3 million cushion, based on an average
of 93.2% availability from August to December. This incorporated a
29% planned outage in October and a forced outage of 2% for each
month. Under the PPA, the capacity payment will be paid in full if
availability is more than 80%, proportionate if availability is
between 50% and 80%, and zero if availability is below 50%. S&P
said, "Given around $6.0 million monthly capacity payment, we
believe the budgeted capacity revenue is achievable because in
order to wipe out the $3.3 million cushion, the project would need
to experience an outage of more than 50% in one month, or slightly
less than 50% outage for two months. By reviewing the project's
historical performance from August to December in the past three
years, we expect the likelihood of such unfavorable operating
conditions occurring is unlikely, but the risk still exists given
low liquidity cushion."
S&P said, "We believe the ratings on Crockett's senior secure notes
are highly dependent on its ability to cover carbon cost obligation
due in November and its liquidity cushion to service debt
obligation. Though we believe the project would be able to pay its
carbon cost obligation based on our base case, the two-notch
downgrade reflects our expectation of significant withdrawal on the
project's DSRA in order to fulfill its carbon cost and debt service
obligations in this year, and weaker liquidity cushion against any
unexpected unfavorable operating conditions."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Greenhouse gas emissions
S&P said, "The negative outlook reflects our view that if the
project encounter unexpected and substantial outages during the
remainder of the year, the reduction in capacity revenue and
increase in maintenance costs would further erode project's
liquidity position resulting in the project approaching an event of
default in the near term. We forecasted a minimum DSCR of 0.13x in
2021 and the next minimum DSCR of 0.44x in 2024, when the project
is obligated to pay the next large carbon cost payment by the end
of its fourth compliance period.
"We could lower the rating to the 'CCC' category if the project's
availably falls below 50% in one month, or slightly above 50% for
two months for the remainder of the year, or other non-fuel
operating expense increases significantly more than $3 million, all
else equal, leading to an exhaustion of the project's $3.3 million
before November.
"We could revise the outlook to stable if the project fulfills its
carbon cost and debt service obligation as we expected, with DSRA
funded at around $7 million by the end of 2021."
DESOTO OWNERS: Gets OK to Hire CBRE Inc. as Real Estate Broker
--------------------------------------------------------------
Desoto Owners, LLC received approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Tampa, Fla.-based real
estate broker CBRE, Inc.
The Debtors needs the services of a real estate broker in
connection with the sale of its real property known as the Desoto
Square Mall in Bradenton, Fla.
Pursuant to its listing agreement with the Debtor, CBRE will be
paid an amount equal to 5 percent of the gross proceeds as a
buyer's premium on the sale of the property executed during the
term of the agreement. Further, in the event of a credit bid of at
least $25 million by TIG Romspen US Master Mortgage LP, the
Debtor's senior lender, and in accordance with certain milestones,
TIG will pay CBRE as a buyer's premium of $50,000, with potential
additional payments of $10,000 for each additional million dollars
of bidding, up to $100,000 in total. In the event that there are
no bids, and TIG elects not to credit bid, CBRE will receive an
allowed administrative expense claim for the use of its auction
platform in the amount of $50,000 representing its sole
compensation.
Michael DiBlasi, managing director at CBRE, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael DiBlasi
CBRE, Inc.
101 E. Kennedy Boulevard, Suite 1500
Tampa, FL 33602
Phone: +1 813 229 3111
Fax: +1 813 223 7144
Email: mike.diblasi@cbre.com
About Desoto Owners LLC
Brooklyn, N.Y.-based Desoto Owners, LLC filed a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 20-43387) on Sept. 22, 2020, listing up to $10 million in
assets and up to $50 million in liabilities. Moshe Fridman, chief
executive officer, signed the petition.
Judge Jil Mazer-Marino oversees the case.
Isaac Nutovic, Esq., at Nutovic & Associates, represents the Debtor
as legal counsel. Blalock Walters P.A. and NDC Development Company
serve as the Debtor's special counsel and consultant, respectively.
DMVH LLC: Seeks to Hire Hurtik Law & Associates as Legal Counsel
----------------------------------------------------------------
DMVH, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to hire Hurtik Law & Associates 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
in the continued management and operation of its business and
property;
b. attending meetings and negotiating with representatives of
creditors and other parties in interest and advising and consulting
on the conduct of the case, including all the legal and
administrative requirements of operating in Chapter 11;
c. assisting the Debtor in the preparation of its schedules of
assets and liabilities and statement of financial affairs;
d. advising the Debtor in connection with any contemplated
sales of assets or business combinations, formulating and
implementing appropriate procedures with respect to the closing of
any such transactions, and counseling the Debtor in connection with
such transactions;
e. advising the Debtor in connection with any post-petition
financing arrangements and negotiating and drafting related
documents, providing advice with respect to pre-bankruptcy
financing agreements and their possible restructuring;
f. advising the Debtor on matters relating to the assumption,
rejection or assignment of unexpired leases and executory
contracts;
g. advising the Debtor with respect to legal issues arising in
or relating to its ordinary course of business, including
attendance at senior management meetings and meetings with the
Debtor's board of directors;
h. taking all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on its
behalf, the defense of any actions commenced against it,
negotiations concerning all litigation in which the Debtor is
involved, and objecting to claims filed against the Debtor's
estate;
i. preparing legal papers;
j. negotiating and preparing a Chapter 11 plan, disclosure
statement, and all related documents, and taking any necessary
action to obtain confirmation of the plan;
k. attending meetings with creditors and other third parties
and participating in negotiations;
l. appearing before the bankruptcy court, any appellate courts
and the U.S. trustee; and
m. performing all other necessary legal services.
The firm received a retainer in the amount of $2,000.
The firm will be paid at these rates:
Carrie Hurtik, Esq. $475 per hour
Lawyers $375 to $475 per hour
Paralegals $125 to $200 per hour
Hurtik Law & Associates is a "disinterested person" as that term is
defined in Bankruptcy Code Section 101(14), according to court
papers filed by the firm.
The firm can be reached through:
Carrie E. Hurtik, Esq.
Hurtik Law & Associates
6767 W. Tropicana Avenue, Suite 200
Las Vegas, NV 89103
Tel: 702-966-5200
Fax: 702-966-5206
Email: churtik@hurtiklaw.com
About DMVH LLC
DMVH LLC, a company in Las Vegas, filed its voluntary Chapter 11
petition (Bankr. D. Nev. Case No. 21-12712) on May 27, 2021,
listing $1,712,347 in assets and $820,417 in liabilities. Nam
Pham, member, signed the petition. Judge Natalie M. Cox oversees
the case. Carrie E. Hurtik, Esq., at Hurtik Law & Associates,
represents the Debtor as legal counsel.
DOMINO'S PIZZA: Egan-Jones Keeps BB- Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2021, maintained its 'BB-'
foreign currency and local currency senior unsecured ratings on
debt issued by Domino's Pizza, Inc.
Headquartered in Ann Arbor, Michigan, Domino's Pizza, Inc. operates
a network of company-owned and franchise Domino's Pizza stores,
located throughout the United States and in other countries.
ENERPAC TOOL: Egan-Jones Hikes Senior Unsecured Ratings to BB+
--------------------------------------------------------------
Egan-Jones Ratings Company, on August 2, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Enerpac Tool Group Corp. to BB+ from BB-.
Headquartered in Menomonee Falls, Wisconsin, Enerpac Tool Group
Corp. operates as an industrial tools and services company.
EQUESTRIAN EVENTS: Gets Continued Access to Cash Collateral
-----------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois entered an agreed order authorizing
Equestrian Events, LLC to use cash collateral from and after July
31, 2021, to the extent provided in the budget and any subsequent
budget approved by lenders Skyylight Services and Silver Bottom,
LLC.
As adequate protection to the Lenders, the Debtor was slated to pay
Skyylight cash proceeds amounting to $1,012,480 by wire transfer by
August 13, 2021. Also by August 13, the Debtor was required to pay
Silver Bottom, by wire transfer, cash proceeds in the amount of
$487,520; and execute and deliver to Silver Bottom (A) promissory
note for $250,000; and (B) mortgage against the Debtor's Premises
to secure the SB Note.
The Lenders are each awarded recovery of post-Petition Date
interest and attorney's fees on their secured claims, as follows:
* Skyylight is allowed: (i) $32,638.44 in accrued interest and
charges (excluding attorney's fees) from the Petition Date to July
31, 2021, with a per diem of $147.02 thereafter; and (ii)
attorney's fees and costs in an undetermined amount;
* Silver Bottom is allowed: (i) $22,434.50 in accrued interest
and charges (excluding attorney's fees) from the Petition Date to
July 31, 2021, with a per diem of $43.61 thereafter; and (ii)
attorney's fees and costs in an undetermined amount;
* the Lenders' 506(b) Claims shall be deemed to be fully
satisfied from the Skyylight Payment, the Silver Bottom Payment and
the payments received by each of the Lenders from the Debtor after
the Petition Date.
All claims, causes of action, damages, recoveries, relief and
demands that the Debtor and its bankruptcy estate, on the one hand,
and the Lenders and/or their respective members, managers and
agents, on the other hand, may have against the other shall be
deemed to be fully and unconditionally satisfied and released upon
(a) the Lenders' indefeasible receipt of the Skyylight Payments and
the Silver Bottom Payments, (b) Silver Bottom's receipt of the SB
Note, the SB Mortgage and the instruments and agreements in favor
of Silver Bottom, and (c) the recording of the SB Mortgage against
the Debtor's Premises. However, this satisfaction and release
between the parties shall not release or apply to any term or
provision of the current order, the Approved Boarding Arrangement
or the rights, claims and interests of Silver Bottom and the Debtor
pursuant to each of the Instruments and Agreements, all of which
will remain enforceable.
Claim number 4 and Claim number 5, filed in the Debtor's case by
Silver Bottom and Skyylight, respectively, are each allowed
pursuant to Section 502(b) of the Bankruptcy Code, overruling the
Debtor's objection to Claim number 4.
The Debtor disclosed that it has procured alternative financing
from Legalist DIP Fund I, LP to be used in connection with the
partial satisfaction of the Lenders' foregoing secured claims.
A copy of the agreed final order is available for free at
https://bit.ly/3yOxOoW from PacerMonitor.com.
About Equestrian Events, LLC
Equestrian Events, LLC operates a horse boarding business at
45W015-45W017 Welter Rd, Maple Park, Illinois. It has 100%
ownership interest in the property, which has a current value of
$2.10 million.
Equestrian Events filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
20-21793) on Dec. 21, 2020. Brian Anderson, its manager, signed the
petition.
At the time of filing, the Debtor disclosed total assets of
$2,186,326 and total liabilities of $3,162,525.
Judge Timothy A. Barnes oversees the case.
Springer Larsen Greene, LLC serves as the Debtor's legal counsel.
Skyylight Services and Silver Bottom, LLC, as Lenders, are
represented by Mark A. Carter, Esq., Richard Polony, Esq., and
Daniel L. Morriss, Esq., at Hinshaw & Culbertson LLP as counsel.
EQUESTRIAN EVENTS: Wins Final OK on $1.45M DIP Financing
--------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Equestrian Events, LLC, on
a final basis, to obtain postpetition financing of up to $1,450,000
in senior secured superpriority term loans from Legalist Fund I, LP
as lender, agent, and collateral agent, pursuant to the terms of a
DIP Term Loan Credit Agreement.
The Debtor will use the proceeds of the DIP Loans exclusively to
(a) pay DIP Lender Expenses, (b) pay all other DIP Obligations, and
(c) pay other amounts permitted under the Budget. All DIP
Obligations constitute DIP Claims, payable from all property of the
Debtor's estate.
The DIP Lender holds the following security interests in and liens
on all DIP Collateral, which the Debtor has assigned and conveyed
as security unto the DIP Lender, and which have been automatically
perfected:
(a) senior DIP Liens on all DIP Collateral not subject to
Existing Liens;
(b) junior DIP Liens on all DIP Collateral subject to Existing
Liens;
(c) equal DIP Liens on all DIP Collateral subject to Existing
Liens, other than Permitted Senior Liens; and
(d) senior DIP Liens on all DIP Collateral subject to Existing
Liens, other than Permitted Senior Liens.
The Debtor shall pay administrative expenses of its Chapter 11 case
in the ordinary course as permitted by the Budget until the
Carve-out Trigger Date.
From and after the Carveout Trigger Date, the Debtor shall pay
administrative expenses (irrespective of when incurred) solely as
permitted under the Carveout, which consists of an amount not to
exceed 2.50% of the DIP Loans then outstanding set aside solely for
(x) fees, expenses, and costs then due and payable to the U.S.
Trustee and/or Clerk of the Court, plus (y) potential future fees,
expenses, and costs of a statutory trustee appointed in the
Debtor's case. The Carveout Trigger Date is the date from and
after the delivery by the DIP Lender to the counsel to the Debtor
and the Office of the U.S. Trustee of notice that both (a) an Event
of Default has occurred and is continuing and (b) the DIP Lender
has triggered the Carve-out.
The Debtor's existing Pre-Petition lenders, Skyylight Services and
Silver Bottom, LLC shall retain their existing liens until:
(1) the indefeasible payment of $1,500,000 from the proceeds
of the DIP Loans and the Debtor's available cash; and
(2) Court approval (where applicable), execution and delivery
of a promissory note for $250,000 in favor of Silver Bottom, LLC;
an unconditional guaranty of Brian Anderson, individually, in favor
of Silver Bottom, LLC, guaranteeing the Note; and a second mortgage
on the Debtor's real estate to secure the Note with such Note to be
paid down through a new, Court approved boarding agreement entered
into as of the date of the current Order, at the rate of $2,500 per
month.
The Pre-Petition Lenders shall release the first and second
mortgages of the Pre-Petition Lenders existing as of the Petition
Date upon payment of the proceeds of the DIP Loans and execution of
the Note and providing for the boarding of three horses (the
Boarding Agreement) and upon (1) the Pre-Petition Lenders'
indefeasible receipt of the Lenders' Proceeds, (2) Silver Bottom's
receipt of a fully executed Note, the Anderson Guaranty, the Silver
Bottom Mortgage, and the Boarding Agreement, and (3) the entry of
the Agreed Final Order Approving the Use of Cash Collateral of
Skyylight Services and Silver Bottom, LLC.
A copy of the agreed final order is available for free at
https://bit.ly/2VQorqf from PacerMonitor.com.
About Equestrian Events, LLC
Equestrian Events, LLC operates a horse boarding business at
45W015-45W017 Welter Rd, Maple Park, Illinois. It has 100%
ownership interest in the property, which has a current value of
$2.10 million.
Equestrian Events filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
20-21793) on Dec. 21, 2020. Brian Anderson, its manager, signed the
petition.
At the time of filing, the Debtor disclosed total assets of
$2,186,326 and total liabilities of $3,162,525.
Judge Timothy A. Barnes oversees the case.
Springer Larsen Greene, LLC serves as the Debtor's legal counsel.
Skyylight Services and Silver Bottom, LLC, as Lenders, are
represented by Mark A. Carter, Esq., Richard Polony, Esq., and
Daniel L. Morriss, Esq., at Hinshaw & Culbertson LLP as counsel.
FMC TECHNOLOGIES: Egan-Jones Keeps B+ Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by FMC Technologies, Inc.
Headquartered in Houston, Texas, FMC Technologies, Inc. provides
oilfield services and equipment.
FOSSIL GROUP: Incurs $1.2 Million Net Loss in Second Quarter
------------------------------------------------------------
Fossil Group, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
attributable to the company of $1.19 million on $410.94 million of
net sales for the 13 weeks ended July 3, 2021, compared to a net
loss attributable to the company of $22.54 million on $259.01
million of net sales for the 13 weeks ended July 4, 2020.
For the 26 weeks ended July 3, 2021, Fossil Group reported a net
loss attributable to the company of $25.63 million on $773.98
million of net sales compared to a net loss attributable to the
company of $108.12 million on $649.73 million of net sales for the
27 weeks ended July 4, 2020.
As of July 3, 2021, the Company had $1.34 billion in total assets,
$521.8 million in total current liabilities, $406.31 million in
total long-term liabilities, and $409.33 million of total
stockholders' equity.
As of July 3, 2021, the Company had total liquidity of $294
million, comprised of $252 million of cash and cash equivalents and
$42 million of availability under its revolving credit facility.
Total debt was $178 million, including $129 million under its term
credit agreement. Inventories at the end of the second quarter of
2021 totaled $352 million, a decrease of 6% versus a year ago.
For fiscal year 2021, the Company is raising its outlook for
worldwide net sales growth to approximately 14% to 17% and full
year Adjusted EBITDA margin guidance to 6% to 8%. For the 13-week
quarter ending Oct. 2, 2021, worldwide net sales are expected to
increase in the range of 5% to 10% compared to the 13-week quarter
ended October 3, 2020.
"Our strong second quarter performance reflects solid operational
execution across all channels and regions in a challenging consumer
environment," said Kosta Kartsotis, chairman and CEO. "We are
encouraged by improving consumer demand in our largest markets and
our core category of traditional watches. Based on our strong
year-to-date performance and strengthening demand signals going
into the second half of the year, we are raising our 2021 outlook.
Looking ahead we are pleased that our digital initiatives,
brand-building efforts and ongoing transformation activities are
positioning the business to deliver sustained sales and earnings
growth over the long-term."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/883569/000088356921000037/fosl-20210703.htm
About Fossil Group
Headquartered in Richardson, Texas, Fossil Group, Inc. --
www.fossilgroup.com -- is a global design, marketing and
distribution company that specializes in consumer fashion
accessories. The Company's principal offerings include an
extensive line of men's and women's fashion watches and jewelry,
handbags, small leather goods, belts, and sunglasses. In the watch
and jewelry product categories, the Company have a diverse
portfolio of globally recognized owned and licensed brand names
under which its products are marketed.
Fossil Group reported a net loss of $95.94 million in 2020, a net
loss of $50.01 million in 2019, and a net loss of $938,000 in 2018.
As of April 3, 2021, the Company had $1.35 billion in total assets,
$507.23 million in total current liabilities, $433.06 million in
total long-term liabilities, and $408.82 million in total
stockholders' equity.
FREDERICK LLC: May Use Cash Collateral until November 19
--------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts authorized The Frederick, LLC to use cash
collateral on an interim basis through November 19, 2021.
The Court will conduct a final hearing on the Debtor's further use
of cash collateral on November 19 at 11 a.m., via telephone.
A copy of the order is available for free at https://bit.ly/2VYh54r
from PacerMonitor.com.
About The Frederick, LLC
The Frederick, LLC owns and operates the Kemble Inn, a
nine-guestroom mansion built in the 1880s, and Table Six, a fine
dining restaurant and bar, located in Lenox, Massachusetts.
It sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Mass. Case No. 21-30240) on June 28, 2021. In the
petition signed by Scott M. Shortt, manager, the Debtor disclosed
up to $10 million in both assets and liabilities.
Judge Elizabeth D. Katz oversees the case.
Andrea M. O'Connor, Esq. at Fitzgerald Attorneys At Law, P.C. is
the Debtor's counsel.
GBG USA: U.S. Trustee Appoints Creditors' Committee
---------------------------------------------------
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of GBG USA,
Inc. and its affiliates.
The committee members are:
1. Authentic Brands Group
1411 Broadway, 21st Floor
New York, NY 10018
Attention: Richard Goldberg
Executive Vice President, Bus. Dev.
Tel: (212) 760-2410
E-mail: rgoldberg@authenticbrands.com
2. 144 5th Retail LLC
500 Fifth Avenue, 54th Floor
New York, NY 10110
Attention: Jeff Sutton, Member
Tel: (212) 573-9001
E-mail: js@jeffsutton.com
3. The Media Project LLC
46 Bounty Street
Metuchen, NJ 08840
Attention: Evan Ziccardi, Principal
Tel: (646) 242-6160
E-mail: evanz@themediaprojectagency.com
4. Kenneth Cole Productions, Inc.
603 West 50th Street
New York, NY 10019
Attention: Marc Goldfarb
Senior Vice President and General Counsel
Tel: (212) 315-8239
E-mail: MGoldfarb@kennethcole.com
5. Maria Salceda
c/o Mooradian Law
24007 Ventura Blvd., Suite 210
Calabasas, CA 91302
Attention: Zorik Mooradian, Esq.
Tel: (818) 487-1998
E-mail: zorik@mooradianlaw.com
6. ESRT Empire State Building, L.L.C.
c/o Empire Real Estate Trust
111 West 33rd Street
New York, NY 10120
Attention: Thomas N. Keltner, Jr.
Tel: (212) 850-2600
E-mail: tkeltner@esrtreit.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Global Brands Group Holding Limited
Global Brands Group Holding Limited (SEHK Stock Code: 787) is a
branded apparel and footwear company. The Group designs, develops,
markets and sells products under a diverse array of owned and
licensed brands.
The Group's Europe wholesale business operates under legal entities
entirely separate and independent from the wholesale business in
North America. It primarily supplies apparel, footwear and
accessories to retailers and consumers across Europe under licenses
separately entered into by the Europe entities of the Group. The
Group's global brand management business operates on a different
business model and is distinctly separate from the wholesale
businesses in North America and Europe.
GBG USA is a company incorporated under the laws of Delaware and is
an indirect wholly owned subsidiary of the Company. GBG USA is
primarily engaged in operating the wholesale and direct-to-consumer
footwear and apparel business in North America.
GBG USA and 10 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 21-11369) on July 29, 2021. In the
petition signed, GBG estimated both assets and liabilities between
$1 billion and $10 billion.
The cases are handled by Honorable Judge Michael E Wiles.
Willkie Farr & Gallagher LLP is the Debtors' counsel. Ankura
Consulting Group, LLC, is the Debtors' restructuring advisor.
Ducera Partners LLC is the Debtors' financial advisor. Prime Clerk
LLC is the claims and noticing agent.
Counsel to the First Lien Admin Agent, First Lien Collateral Agent
and Second Lien Collateral Agent is Moses & Singer LLP. Counsel to
the First Lien Lenders is Linklaters LLP.
GIRARDI & KEESE: Ex-Atty, Edelson PC Fight on Contempt Testimony
----------------------------------------------------------------
Law360 reports that a former Girardi Keese partner on Friday,
August 13, 2021, slammed a bid by Edelson PC to compel his
appearance and testimony at a contempt hearing related to claims he
covered up the alleged theft of $2 million in client settlement
funds, saying the firm is acting like adversary counsel.
Attorney Keith Griffin urged U.S. District Judge Thomas M. Durkin
to deny the firm's motion to compel as moot, saying he intends to
be in court during the hearing in September 2021 and will testify
as to "all relevant matters." But he also accused the Edelson firm
of going beyond its role as amicus curiae.
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
GO DADDY: $250MM Share Repurchase No Impact on Moody's Ba2 CFR
--------------------------------------------------------------
Moody's Investors Service said Go Daddy Operating Company, LLC's
("GoDaddy") announcement that it has entered into a $250 million
accelerated share repurchase agreement (ASR) is credit negative
because it reduces the company's financial flexibility and may
signal a move towards a more aggressive financial policy. However,
given the company's significant cash balance and strong free cash
flow generation, there is no impact to the ratings, including the
Ba2 corporate family rating, or the stable outlook. The share
repurchase will be funded with balance sheet cash and is expected
to be completed in Q3 of 2021.
Go Daddy Operating Company, LLC, is an indirect subsidiary of
publicly-traded GoDaddy Inc. GoDaddy Inc. is a leading provider of
domain name registration, web hosting and other services to small
business. Moody's expect 2021 revenues of over $3.7 billion.
GOGO INC: S&P Upgrades ICR to 'B' Following Improved Performance
----------------------------------------------------------------
S&P Global Ratings raised all ratings on Gogo Inc. by one notch,
including its issuer credit rating to 'B' from 'B-'.
S&P said, "The stable outlook reflects that we would need further
clarification surrounding the company's leverage policy prior to
upgrading the company to 'B+', despite the potential for leverage
to improve below the 5x upgrade threshold for the current rating
within the next year.
"Gogo has outperformed our prior base-case expectation because of
growth in private jet travel due to the pandemic, which we expect
will persist.We have raised ratings on Gogo because revenue,
EBITDA, and free cash flow growth have accelerated beyond previous
expectations due to the quick recovery in the business aviation
market, coupled with increasing demand for connectivity. We believe
the increasing level of business aviation will continue over the
near term, as private jet travelers seek to avoid commercial travel
due to the continued threat of COVID-19. Gogo has hit an all-time
high of 6,000 aircraft connected to its ATG network, which we
expect will increase as sales of Gogo's AVANCE L5 (its 5G
compatible receiver) grow. Further, we expect demand for in-flight
bandwidth to grow as travelers seek faster and more expensive
speeds, which recently led the company to grow its ARPU to $3,195,
close to its all-time high.
"We believe the risk of a decline in EBITDA from virus variants is
low. Gogo's wealthier customer bases are likely to continue
traveling domestically even if a virus strain that renders vaccines
less effective or causes a significant spike in cases among the
unvaccinated slows the overall travel recovery. If social
restrictions escalate, we still expect overall demand to exceed
2019 levels because of pent-up demand and private air travel being
relatively safe. Even under a worst-case scenario, Gogo's business
was resilient, with service revenue declining 20% in second-quarter
2020, at the onset of the pandemic when social restrictions were at
its peak, and service revenue declining only 4% for the full year
2020. We do not anticipate such strict quarantine conditions to
repeat in the U.S.
"Further, Gogo is nearing the end of its 5G investment cycle, and
we expect it to generate positive free cash flow going forward.We
expect Gogo to spend about $40 million-$50 million in 5G-related
capex over the next year, positioning the company to be over 90%
completed with its $100 million investment (that began in 2019) by
the end of 2022. As Gogo nears the end of its 5G investment, we
anticipate it will grow its already positive free cash flow to more
than $100 million annually by 2023. Further, management stated it
will fund the remainder of the project through internal cash
generation."
"Management has yet to clearly communicate a leverage target that
it plans to operate with longer term, but a return to above 6.5x is
unlikely. This improved credit profile is new for Gogo, which
historically operated with what we viewed as an unsustainable
capital structure before it sold its commercial aviation business.
However, management recently indicated that investing in the
business and continuing to reduce leverage are its top two
priorities behind strategic M&A and returning cash to shareholders
longer term, indicating the company will continue to improve credit
metrics over the next year. However, given that Mr. Thorne and
private-equity firm GCTR LLC combined own more than 50% of Gogo, we
believe there is the potential for an aggressive financial policy
that involves debt-to-EBITDA above 5x longer-term."
Gogo has a dominant market share of the niche, medium-sized private
jet connectivity market, but faces potential new threats. Due to
the narrow form factor of business airplanes, larger
satellite-based antenna systems do not fit on these smaller planes.
As a result, Gogo's BA business relies on its air-to-ground (ATG)
network, compared with the CA business that relies on costly
satellite leases. The cost of ATG service is relatively low since
Gogo has exclusive access to its ATG spectrum, which, has provided
Gogo with a competitive moat to date, particularly in the medium
and light jet connectivity markets. However, S&P believes new
technology (such as smaller satellite receivers) or a new ATG
competitor could pose a threat over the longer term. For example,
SmartSky has communicated its intention to enter the ATG market but
it has had limited success to date because of technological
challenges in launching its ATG network.
The stable outlook reflects good near-term visibility into
continued improvement in credit metrics, but also factors in
longer-term uncertainty around the company's financial policy and
leverage target.
S&P said, "We could raise the rating if operating trends continue
to support EBITDA growth such that debt to EBITDA falls below 5x on
a sustained basis, accompanied by a more clearly defined leverage
target from management.
"We while unlikely, we could lower ratings if revenue and EBITDA
stalls, or if the company engages in material shareholder
distributions, such that leverage rises above 6.5x."
GRIDIRON FIBER: S&P Assigns 'B-' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
U.S.-based residential broadband provider Gridiron Fiber Corp.,
primarily reflecting the elevated pro forma pension-adjusted
leverage of 7.8x resulting from the transaction and its expectation
for limited free operating cash flow (FOCF) generation.
S&P said, "We also assigned our 'B-' issue-level and '3' recovery
ratings to the proposed first-lien debt facilities, consisting of a
$55 million revolving credit facility due 2026 and a $360 million
term loan B due 2028. The '3' recovery rating indicates our
expectation of 50%-70% recovery (rounded estimate: 50%) in the
event of payment default.
"In addition, we assigned our 'CCC+' issue-level and '5' recovery
ratings to the proposed $110 million second-lien term loan due
2029. The '5' recovery rating reflects our expectation of 10%-30%
recovery (rounded estimate: 10%) in the event of a default. The
stable outlook reflects S&P Global Ratings' expectation that
headwinds from Gridiron's legacy services will only be partially
offset by solid growth from high-speed broadband, which will
contribute to flat earnings growth and limited FOCF generation such
that leverage remains in the high-7x area over the next 12 months.
"Pro forma leverage is elevated and will not improve meaningfully
over the next couple of years. We believe ongoing revenue declines
from Gridiron's voice, video, subsidy, and copper-based broadband
revenue will partially offset solid revenue growth from its
fiber-based broadband services, such that leverage will remain in
the high-7x area over the next couple of years. Despite the
company's capital expansion of the company's fiber-to-the-premises
(FTTP) network, we expect modest levels of FOCF primarily due to
its investment in Alltel Communications of North Carolina, which
contributes about $8 million-$9 million of cash flow annually."
Gridiron's transition services agreement, which has an effective
term of two years (18-month term plus six-month extension) for its
most critical services, should help to reduce any execution risk
associated with the carve-out from Segra, as the company tries to
increase its fiber-based broadband subscribers and ultimately
achieve longer-term revenue and earnings growth, which would
provide a credible path to leverage reduction over time.
S&P includes underfunded defined-benefit obligations in its measure
of adjusted debt, which adds about 0.7x to its leverage metric.
S&P said, "Gridiron faces secular declines from its legacy products
and services. Secular industry pressures from Gridiron's legacy
products, including digital subscriber line (DSL) internet and
wireline voice services, which account for approximately 22% of
total revenue, will constrain top-line growth over the next couple
of years, in our view. We estimate that DSL and legacy voice
subscribers are declining at a rate of 8%-10% a year as some
customers switch to technologies such as FTTP broadband and voice
over internet protocol (VoIP)." Furthermore, the company's video
product, a fiber-based PayTV service that accounts for
approximately 17% of total revenues, is losing subscribers in the
mid- to high-single-digit percent area as customers switch to
over-the-top (OTT) streaming alternatives. Gridiron's FTTP
broadband product accounts for about 28% of total revenues and is
unlikely to offset declines in legacy product and service,
resulting in very limited top-line growth over the next couple of
years until its FTTP product gains more scale.
Gridiron faces competition from larger, better-capitalized telecom
and cable providers. The company must routinely invest in its
network and maintain better-than-average service to compete
effectively with incumbent cable providers Charter and Comcast,
which overlap in 75% and 16% of the company's footprint,
respectively. These operators have the financial resources and
scale to take market share, and they offer competitively priced
bundled services. Gridiron also competes with incumbent telecom
operator AT&T. Although the fiber overlap with AT&T is less than 6%
of Gridiron's entire market, AT&T plans to expand its fiber
footprint in the United States, which could pressure Gridiron's
profitability longer term.
In addition, roughly a third of Gridiron's network is copper
infrastructure. These service areas typically only offer DSL speeds
of 10 Mbps or less, making them vulnerable to cable competition,
which can offer 1 gigabit per second (Gbps) speeds to potential
customers.
Continued network investment should drive broadband subscriber
growth over time but will constrain FOCF. Gridiron plans to
continue to invest in its network to enable gigabit capability
across 75% of its footprint by 2025 with FTTP from 66% of its
footprint. As part of its broadband-first strategy, Gridiron leads
with a 1 Gbps broadband product and currently has video as an
attachment option for prospective customers looking for video as
part of a broadband bundle. Through a combination of edge-outs and
new markets builds, we believe the company can increase FTTP
subscribers around 10% annually by 2025. S&P believes these
investments will allow the company to better compete with cable
operators, drive broadband market share gains, and enable revenue
growth longer term. That said, investments will also result in
elevated capital expenditures, which will limit FOCF generation and
debt reduction.
Reductions in government subsidies will pressure margins over the
next several years. Gridiron participates in the Alternative
Connect America Cost Model (ACAM) and Connect America Fund (CAF)
programs, which account for approximately 23% of total revenues. We
estimate that revenue from these programs is declining in the mid-
to high-single-digit percent area, further hindering the company's
ability to grow revenue and earnings. Revenue from these programs
carry high gross margins, so the loss of subsidy revenue will make
it difficult to increase earnings and reduce leverage over time.
The stable outlook reflects S&P Global Ratings' expectation that
headwinds from Gridiron's legacy services will only be partially
offset by solid growth from high-speed broadband, which will
contribute to flat earnings growth and limited FOCF generation such
that leverage remains in the high-7x area over the next 12 months.
S&P said, "We could lower the rating if aggressive broadband
competition results in higher churn, pricing pressure, and margin
degradation such that the company is not able to sufficiently
increase EBITDA and reduce leverage, leading us to assess the
capital structure as unsustainable. We could also lower the rating
if FOCF turns negative and liquidity deteriorates.
"We could raise the rating if the company profitably increases
broadband penetration and successfully executes on its strategy to
expand FTTP to its service area, resulting in revenue growth,
margin expansion, and leverage declining to below 6x and we
believed it would be sustained at that level. However, we view this
as unlikely in the near term given the secular declines of legacy
voice, video, broadband services, as well as elevated capital
expenditures (capex), which will constrain FOCF generation and
earnings growth over the next year."
GULFPORT ENERGY: Reports Second Quarter 2021 Financial Results
--------------------------------------------------------------
Gulfport Energy Corporation on Aug. 5, 2021, reported financial and
operating results for the three months and six months ended June
30, 2021 and provided its 2021 development plan and financial
guidance.
Second Quarter 2021 Highlights
-- Emerged from restructuring process on May 17, 2021
-- Right-sized firm transportation commitments and negotiated
new, cost-competitive midstream agreements to better align with
operating plan
-- Reduced total debt by more than $1.2 billion and reduced
annual cash interest expense by over $90 million
-- Reported $87.3 million of Net Cash Provided by Operating
Activities
-- Delivered $74.4 million of Free Cash Flow (non-GAAP measure)
2021 Full Year Forecast
-- Intend to invest $290 million to $310 million of capital
-- Expect to deliver full year net production of 975 MMcfe to
1,000 MMcfe per day
-- Forecast to reduce total per unit expense(2) by more than 23%
when compared to 2020
-- Plan to generate approximately $290 million to $310 million
of Free Cash Flow (non-GAAP measure)
"During the second quarter 2021, we emerged from our restructuring
process with a continuous improvement mindset, focused on cost
effective production and capital discipline, supported by a strong
balance sheet. We are fully committed to safely executing in the
field and improving our Environmental, Social and Governance
performance. We flattened our corporate structure, reduced overhead
and are focused on optimizing our development program to deliver
the highest returns possible to our investors," commented Tim Cutt,
Interim CEO of Gulfport.
"We plan to develop our assets in a disciplined manner, investing
approximately $300 million of capital to deliver 1.0 Bcfe per day
of production and targeting sustainable cash flow generation of
roughly $300 million per year. We believe that our ability to
deliver substantial free cash flow, with top-quartile operating
costs and leverage, provides a unique opportunity for investors."
Fresh Start Accounting and Predecessor and Successor Periods
On May 17, 2021 ("Emergence Date"), Gulfport successfully completed
its restructuring process and emerged from Chapter 11 protection.
In connection with the Company's emergence from bankruptcy, the
Company qualified for and applied fresh start accounting on the
Emergence Date. As a result of the application of fresh start
accounting, the consolidated financial statements after May 17,
2021, are not comparable with the consolidated financial statements
on or prior to that date. References to “Successor” refer to
the Gulfport entity after emergence from bankruptcy on the
Emergence Date. References to “Predecessor” refer to the
Gulfport entity prior to emergence from bankruptcy.
2020 Corporate Sustainability Report
Gulfport today released its 2020 Corporate Sustainability Report.
The report highlights Gulfport’s commitment to environmental
excellence, managing and reducing risks, and our commitment to the
well-being of our employees and the communities in which we
operate. The report is available at
gulfportenergy.com/sustainability.
Operational Update
For the second quarter of 2021, the Company spud one gross operated
well in the Utica with a planned lateral length of 12,100 feet and
two gross operated wells in the SCOOP with planned lateral lengths
of 9,700 feet. In addition, Gulfport turned-to-sales two gross
operated wells in the Utica and eight gross operated wells in the
SCOOP. The average lateral length for the wells turned-to-sales was
approximately 13,000 feet in the Utica and 9,300 feet in the
SCOOP.
Gulfport’s net daily production for the second quarter of 2021
averaged 989.1 MMcfe per day, primarily consisting of 744.3 MMcfe
per day in the Utica and 244.4 MMcfe per day in the SCOOP. For the
second quarter of 2021, Gulfport’s net daily production mix was
comprised of approximately 91% natural gas, 6% natural gas liquids
("NGL") and 3% oil.
Capital Investment
Capital investment was $67.8 million (on an incurred basis) for the
second quarter of 2021, of which $67.6 million related to drilling
and completion (“D&C”) activity and $0.2 million related to
leasehold and land investment.
For the six-month period ended June 30, 2021, capital investment
was $140.5 million (on an incurred basis), of which $136.2 million
related to D&C activity and $4.3 million to leasehold and land
investment.
Financial Position and Liquidity
As of June 30, 2021, the Company had $9.4 million of cash and cash
equivalents, $105.0 million of borrowings under its revolving
credit facility, $180.0 million of borrowings under its term loan,
$114.8 million of letters of credit outstanding and $550 million of
outstanding 2026 senior notes. The Company was in compliance with
the covenants under its credit agreement.
The Company’s liquidity at June 30, 2021 totaled approximately
$150 million, comprised of the $9.4 million of cash and cash
equivalents and approximately $141 million of available borrowing
capacity under our revolving credit facility, after adjusting for
the $40 million liquidity blocker.
On June 30, 2021, the company paid dividends on its New Preferred
Stock, which included 1,006 shares of New Preferred Stock paid in
kind and approximately $25,000 of cash-in-lieu of fractional
shares.
2021 Development Plan and Financial Guidance
Gulfport released operational guidance and outlook for the full
year 2021, including full-year expense estimates and projections
for production and capital expenditures. Gulfport's 2021 guidance
assumes commodity strip prices as of July 7, 2021, adjusted for
applicable commodity and location differentials, and no property
acquisitions or divestitures.
About Gulfport Energy
Gulfport Energy Corporation -- http://www.gulfportenergy.com/-- is
an independent natural gas and oil company focused on the
exploration and development of natural gas and oil properties in
North America and a producer of natural gas in the contiguous
United States. Headquartered in Oklahoma City, Gulfport holds
significant acreage positions in the Utica Shale of Eastern Ohio
and the SCOOP Woodford and SCOOP Springer plays in Oklahoma. In
addition, Gulfport holds non-core assets that include an
approximately 22% equity interest in Mammoth Energy Services, Inc.
(NASDAQ: TUSK) and has a position in the Alberta Oil Sands in
Canada through its 25% interest in Grizzly Oil Sands ULC.
Gulfport and its subsidiaries sought Chapter 11 protection (Bankr.
S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020. As of Sept. 30,
2020, Gulfport had $2,375,559,000 in assets and $2,520,336,000 in
liabilities.
The Honorable David R. Jones is the case judge.
The Debtors tapped Kirkland & Ellis LLP as their bankruptcy
counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Alvarez
& Marsal North America, LLC as restructuring advisor; and Perella
Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as
financial advisor; and PricewaterhouseCoopers LLP as tax services
provider. Epiq Corporate Restructuring LLC is the claims agent.
Wachtell, Lipton, Rosen & Katz is counsel for the special committee
of Gulfport's Board of Directors while Chilmark Partners is the
financial advisor.
Katten Muchin Rosenman LLP is counsel for the special committee of
the governing body of each Debtor other than Gulfport while M III
Partners, LP, is the financial advisor.
The U.S. Trustee for Region 7 formed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. The committee
is represented by Norton Rose Fulbright US LLP and Kramer Levin
Naftalis & Frankel, LLP and Jefferies LLC as its investment banker.
HASBRO INC: Egan-Jones Keeps BB Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Hasbro, Inc.
Headquartered in Pawtucket, Rhode Island, Hasbro, Inc. designs,
manufactures, and markets toys, games, interactive software,
puzzles, and infant products internationally.
HAWAIIAN HOLDINGS: Egan-Jones Keeps CCC- Senior Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2021, maintained its
'CCC-' foreign currency and local currency senior unsecured ratings
on debt issued by Hawaiian Holdings, Inc. EJR also maintained its
'C' rating on commercial paper issued by the Company.
Headquartered in Honolulu, Hawaii, Hawaiian Holdings, Inc. provides
scheduled and charter air transportation of passengers, cargo, and
mail.
HELIUS MEDICAL: Incurs $6 Million Net Loss in Second Quarter
------------------------------------------------------------
Helius Medical Technologies, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $5.98 million on $71,000 of total operating revenue for
the three months ended June 30, 2021, compared to a net loss of
$3.36 million on $133,000 of total 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 $9.34 million on $155,000 of total operating revenue
compared to a net loss of $8.12 million on $339,000 of total
operating revenue for the six months ended June 30, 2020.
As of June 30, 2021, the Company had $10.72 million in total
assets, $2.35 million in total liabilities, and $8.37 million in
total stockholders' equity.
Net cash provided by financing activities during the six months
ended June 30, 2021 was $10.8 million.
As of June 30, 2021, the Company had cash of $7.4 million, compared
to $3.3 million at Dec. 31, 2020. The Company had no debt
outstanding at June 30, 2021.
"Helius made important progress during the second quarter and in
recent weeks in preparing for U.S. commercialization, following the
receipt of U.S. marketing authorization of our PoNS device for MS
in late March," said Dane Andreeff, president and chief executive
officer of Helius. "Most notably, we enhanced and expanded our
senior leadership team with the appointment of several highly
qualified individuals, including a Vice President of Sales and
Marketing for North America who will inform and lead our strategy
to commercialize in the U.S. We also secured many of the required
state licenses that will enable us to distribute and sell our PoNS
device, and are now cleared to sell in approximately 85% of states
in the U.S. Lastly, we continued to develop our go-to-market
strategy, by refining our plan to initially target the estimated
130,000 MS patients with gait deficit who may require physical
therapy. With respect to our operations in Canada, although the
country remained severely impacted by the effects of the COVID-19
pandemic during the second quarter, with restrictions on both the
clinics and patients we serve, we are cautiously optimistic that
these headwinds will moderate in the second half of 2021 as the
operating environment begins to recover."
Mr. Andreeff continued: "During the second half of this year, we
will remain keenly focused on pursuing our pre-commercial
activities in order to meet our goal of beginning U.S.
commercialization of our PoNS Treatment during the first quarter of
2022. Specifically, we plan to begin building our commercial team
and appropriately engage centers of excellence to allow them to
gain experience with PoNS in the target population, with the goal
that they will then disseminate their experience with PoNS to
colleagues and health care providers. The focus of these efforts
will include the 10 states we have identified that comprise more
than 50% of the targeted MS patients. We will also begin engaging
with payers in our pursuit to establish PoNS pricing in line with
benchmark pricing for comparable devices used in the
neurorehabilitation space. By executing on these near-term
initiatives, we aim to bring our innovative PoNS technology to the
aid of U.S. patients as quickly and efficiently as possible, which
we believe represents the best path to creating value for our
shareholders."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1610853/000156459021043981/hsdt-10q_20210630.htm
About Helius Medical
Helius Medical Technologies -- http://www.heliusmedical.com/-- is
a neurotech company focused on neurological wellness. Its purpose
is to develop, license or acquire non-invasive technologies
targeted at reducing symptoms of neurological disease or trauma.
Helius Medical reported a net loss of $14.13 million for the year
ended Dec. 31, 2020, compared to a net loss of $9.78 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $14.66 million in total assets, $2.77 million in total
liabilities, and $11.90 million in total stockholders' equity.
Philadelphia, Pennsylvania-based BDO USA, LLP issued a "going
concern" qualification in its report dated March 10, 2021, citing
that the Company has incurred substantial net losses since its
inception, has an accumulated deficit of $118.9 million as of Dec.
31, 2020 and the Company expects to incur further net losses in the
development of its business. These conditions raise substantial
doubt about its ability to continue as a going concern.
HELIX ENERGY: Egan-Jones Keeps B- Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'B-'
foreign currency and local currency senior unsecured ratings on
debt issued by Helix Energy Solutions Group, Inc. EJR also
maintained its 'B' rating on commercial paper issued by the
Company.
Headquartered in Houston, Texas, Helix Energy Solutions Group, Inc.
is a marine contractor and operator of offshore oil and gas
properties and production facilities.
HERITAGE CHRISTIAN: Cash Collateral Access Extended Until Sept. 2
-----------------------------------------------------------------
Judge Russ Kendig of the U.S. Bankruptcy Court for the Northern
District of Ohio extended the authority granted to Heritage
Christian Schools of Ohio, Inc. to use cash collateral through and
including September 2, 2021, pursuant to a budget, as agreed
between the Debtor, on the one hand, and Heritage Canton, LLC;
Fredric P. Schwieg, appointed Subchapter V Trustee for the Debtor;
and the Office of the U.S. Trustee, on the other hand.
The budget provided for total checks and payments of $124,606 for
August 2021 and $130,006 for September 2021.
The Court ruled that the Debtor must make adequate protection
payments of $1,806 each month -- to be applied to Heritage Canton,
LLC's principal balance -- no later than the last day of every
month. The first adequate protection payment shall be made upon
the entry of the current Amended Fourth Stipulation and Order, for
the month of July 2021, and the adequate protection payment for
August 2021 shall be made no later than August 31, 2021.
A copy of the Amended Fourth Stipulation and Order is available for
free at https://bit.ly/2VXUuED from PacerMonitor.com.
The Court will consider the Debtor's continued use of Cash
Collateral and any objections thereto, at a hearing on August 31 at
2 p.m. (Eastern Time) in U.S. Bankruptcy Court in Canton, Ohio.
Objections must be filed no later than 5 p.m. on August 27.
About Heritage Christian Schools of Ohio
Heritage Christian Schools of Ohio, Inc. --
https://heritagechristianschool.org -- is a tax-exempt private
Christian school located in Canton, Ohio.
Heritage Christian Schools of Ohio filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio
Case No. 21-60124) on Feb. 2, 2021. In the petition signed by
Sharla Elton, superintendent, the Debtor disclosed $1,206,968 in
assets and $626,431 in liabilities. Judge Russ Kendig presides
over the case.
The Debtor tapped Anthony J. DeGirolamo, Esq., as legal counsel and
Carolyn Valentine Co. Inc. as accountant and financial advisor.
Fredric P. Schwieg has been appointed as the Debtor's Subchapter V
Trustee.
HERTZ GLOBAL: Reports Second Quarter 2021 Financial Results
-----------------------------------------------------------
Hertz Global Holdings, Inc., on Aug. 9, 2021, announced financial
results for the second quarter of 2021.
For the second quarter 2021, the Company generated total revenues
of $1.9 billion reflecting strong leisure travel demand coupled
with tighter fleet inventory. Adjusted Corporate EBITDA was $639
million resulting in a 34% margin. The improvement resulted from
strong revenues, efficient fleet management and over $400 million
of structural, and recurring, cost reduction. The Company generated
a net loss of $168 million or $1.05 loss per share, which included
$633 million of reorganization expenses.
"Hertz delivered an outstanding second quarter as travel continued
to rebound," said Paul Stone, Hertz Global's President and Chief
Executive Officer. "With resurgent demand and tight supply across
the industry, we remained agile in managing our fleet to meet
customers' needs. At the same time, we benefited from the important
operational and financial improvements we made through our
restructuring process. Our improved financial position and capital
structure give us the flexibility and resources to build upon our
strengths and capitalize on accelerating momentum in the quarters
ahead."
"We are optimistic about a sustained recovery and travel rebound.
We are carefully managing our fleet accordingly to deliver superior
customer experience while optimizing profitability," Mr. Stone
continued.
Hertz Global emerged from its Chapter 11 process on June 30, 2021
as a well-capitalized company with the flexibility and resources to
pursue exciting new growth opportunities. The Company anticipates a
re-IPO, which includes hosting an investor roadshow and relisting
on a major exchange by year-end 2021.
Americas RAC second quarter 2021 revenues reflect upward pricing
trends due to continued positive momentum in domestic travel
combined with industry-wide fleet constraints. Americas RAC
Adjusted EBITDA of $664 million and margin of 40% reflect the
impact of demand-driven pricing, strong residual values,
disciplined fleet management and the Company's leaner cost
structure.
The pandemic-related impact on global travel continues to be a
headwind for International RAC and segment revenues continued to be
down compared to second quarter 2019 levels. Strong residual
values, disciplined fleet management and the Company's continued
execution on productivity were able to offset the revenue
headwinds. International RAC Adjusted EBITDA loss was $1 million,
which reflected an improvement of $111 million year-over-year.
LIQUIDITY AND CAPITAL RESOURCES
The Company emerged from Chapter 11 with significantly lower
non-vehicle debt levels relative to its pre-Chapter 11 balance
sheet. At June 30, 2021 the Company had $1.5 billion in outstanding
non-vehicle debt, comprised of a $1.3 billion Term B Loan and a
$245 million Term C Loan that will support the issuance of letters
of credit. In addition, the Company has a $1.3 billion first lien
revolving credit facility ("First Lien RCF"). At June 30, 2021,
the Company had $70 million of letters of credit deemed issued and
no borrowings outstanding under the First Lien RCF. The Company has
no material non-vehicle debt maturities until 2026.
The Company's liquidity position totaled $3.0 billion at June 30,
2021, comprised of $1.8 billion in unrestricted cash and $1.2
billion of availability under the First Lien RCF.
The Company also refinanced its ABS program with $2.8 billion of
committed funding under a 2-year, floating rate syndicated bank
sponsored Variable Funding Rental Car Asset Backed Notes, of which
$2.3 billion was drawn at June 30, 2021. The Company also issued
$4.0 billion in Fixed Rate Rental Car Asset Backed Notes split
evenly between 3- and 5-year maturities. The overall cost of the
ABS funding in the United States is currently below 2.0%.
ADDITIONAL MANAGEMENT COMMENTARY
Pre-recorded audio commentary on Hertz Global's second quarter 2021
results from President and CEO Paul Stone and CFO Kenny Cheung is
available at the Company's IR website at
https://ir.hertz.com/events-presentations.
RESULTS OF THE HERTZ CORPORATION
The Company's operating subsidiary, The Hertz Corporation
("Hertz"), posted the same revenues as the Company for the second
quarter of 2021 and 2020. Hertz's second quarter 2021 pre-tax loss
was $51 million versus the Company's pre-tax loss of $215 million.
The difference between Hertz's and the Company's GAAP results is
due to a $164 million backstop fee associated with a rights
offering offered by the Company in the second quarter of 2021.
Hertz's second quarter 2020 pre-tax loss was $1.2 billion versus
the Company's pre-tax loss of $1.0 billion. The difference between
Hertz's and the Company's GAAP results is primarily due to Hertz's
write off in the second quarter of 2020 of $133 million due from
the Company. The non-GAAP profitability metrics for Hertz are
materially the same as those for Hertz Global for the second
quarter 2021 and 2020.
FINANCIAL REORGANIZATION
As previously announced, on May 22, 2020, Hertz Global, Hertz and
certain of their direct and indirect subsidiaries in the United
States and Canada filed voluntary petitions for relief under
chapter 11 of the U.S. Bankruptcy Code ("Chapter 11"). On June 10,
2021, a joint Chapter 11 plan of reorganization (the
"Reorganization") was confirmed by the U.S. Bankruptcy Court for
the District of Delaware (the "Bankruptcy Court") and became
effective on June 30, 2021. On the same day, the Company emerged
from Chapter 11 in accordance with the terms of the
Reorganization.
Information related to the Reorganization and emergence from
Chapter 11 is included in the Hertz Global and Hertz quarterly
report on Form 10-Q for the quarter ended June 30, 2021 filed with
the Securities and Exchange Commission (the "SEC") and on the Hertz
website, IR.Hertz.com. Additional information, including access to
documents filed with the Bankruptcy Court, is also available online
at https://restructuring.primeclerk.com/hertz, a website
administered by Prime Clerk, LLC, a third-party bankruptcy claims
and noticing agent.
SELECTED FINANCIAL DATA, SUPPLEMENTAL SCHEDULES, NON-GAAP MEASURES
AND DEFINITIONS
The selected financial data of Hertz Global are set forth on page 7
of this release. Also included are Supplemental Schedules, which
are provided to present segment results, and reconciliations of
non-GAAP measures to their most comparable GAAP measures.
In the second quarter 2021, and in connection with its Chapter 11
emergence, the Company revised its reportable segments to combine
its Canada, Latin America and Caribbean operations with the U.S.
and renamed its U.S. Rental Car segment Americas Rental Car
("Americas RAC"). As a result, those operations will no longer be
reported in the International RAC segment. Accordingly, prior
periods have been recast to conform with the revised presentation.
Refer also to Supplemental Schedule IV.
Following the Supplemental Schedules, the Company provides
definitions for terminology used throughout this earnings release
and provides the usefulness of non-GAAP measures to investors and
additional purposes for which management uses such measures.
Financial data included in this release are derived from our
unaudited condensed consolidated financial statements for the three
months ended June 30, 2021, which are included in the Company's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2021
filed with the SEC and on the Hertz website, IR.Hertz.com. We have
prepared the unaudited condensed consolidated financial statements
on the same basis as we have prepared our audited consolidated
financial statements. The unaudited condensed consolidated
financial statements include all adjustments, consisting only of
normal recurring adjustments, that management considered necessary
for a fair statement of our financial position, results of
operations and cash flows for the quarter. The Company's historical
results are not necessarily indicative of the results to be
expected for any future period. Financial data included in this
release are qualified by reference to and should be read in
conjunction with the Company's unaudited condensed consolidated
financial statements and related notes which are included in its
Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.
About Hertz Global Holdings
Hertz Corp. and its subsidiaries (OTCPK: HTZZ; OTCPK: HTZZW) --
http://www.hertz.com/-- operate a worldwide vehicle rental
business under the Hertz, Dollar, and Thrifty brands, with car
rental locations in North America, Europe, Latin America, Africa,
Asia, Australia, the Caribbean, the Middle East, and New Zealand.
The Company also operates a vehicle leasing and fleet management
solutions business.
On May 22, 2020, The Hertz Corporation and certain of its U.S. and
Canadian subsidiaries and affiliates filed voluntary petitions for
reorganization under Chapter 11 in the U.S. Bankruptcy Court
(Bankr. D. Del. Case No. 20-11218).
The Hon. Mary F. Walrath is the presiding judge.
White & Case LLP is serving as legal advisor, Moelis & Co. is
serving as investment banker, and FTI Consulting is serving as
financial advisor. Richards, Layton & Finger, P.A., is the local
counsel.
Prime Clerk LLC is the claims agent, maintaining the page
https://restructuring.primeclerk.com/hertz
HI TORK POWER: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
----------------------------------------------------------------
Hi Tork Power, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire The Lane Law Firm, PLLC
to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued operation of its business and management of its
property;
(b) analyzing the Debtor's assets and liabilities,
investigating the extent and validity of lien and claims, and
participating in and reviewing any proposed asset sales or
dispositions;
(c) attending meetings and negotiating with representatives of
secured creditors;
(d) assisting the Debtor in the preparation, analysis and
negotiation of any plan of reorganization and disclosure
statement;
(e) taking all necessary actions to protect and preserve the
interests of the Debtor;
(f) appearing before the bankruptcy court, the appellate
courts and other courts in which matters may be heard; and
(g) performing all other necessary legal services.
The hourly rates of the firm's attorneys and staff are as follows:
Attorneys $425 per hour
Associate Attorneys $250 - $375 per hour
Paralegals/Legal Assistants $125 - $175 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
The firm received a retainer of $26,738 from the Debtor.
Robert Lane, Esq., a partner at The Lane Law Firm, disclosed in a
court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert C. Lane, Esq.
Joshua D. Gordan, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Telephone: (713) 595-8200
Facsimile: (713) 595-8201
Email: notifications@lanelaw.com
About Hi Tork Power Inc.
Hi Tork Power, Inc. is in the power generation and supply business
in Houston, Texas. On Aug. 5, 2021, Hi Tork Power filed a Chapter
11 petition (Bankr. S.D. Texas Case No. 21-32660), listing up to
$500,000 in assets and up to $1 million in liabilities. Hi Tork
Power President Jorge Tijerina signed the petition.
Judge Christopher Lopez oversees the case.
Robert Chamless Lane, Esq., at the Lane Law Firm, serves as the
Debtor's legal counsel.
HUMANIGEN INC: Widens Net Loss to $70.8 Million in Second Quarter
-----------------------------------------------------------------
Humanigen, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $70.80
million on $1.04 million of total revenue for the three months
ended June 30, 2021, compared to a net loss of $24.02 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 of $136.37 million on $1.52 million of total revenue compared
to a net loss of $26.49 million on zero revenue for the same period
during the prior year.
The increase in net loss for both periods was largely due to an
increase in total expenses, mainly research and development expense
which rose significantly as the company accelerated its efforts to
manufacture lenzilumab for potential commercialization upon a
regulatory authorization. R&D expense increased $41.9 million from
$21.1 million for the three months ended June 30, 2020, to $63.0
million for the three months ended June 30, 2021, and increased
$101.1 million from $21.8 million for the six months ended June 30,
2020, to $122.9 million for the six months ended June 30, 2021.
The manufacturing expense included in R&D was $57.1 million for the
second quarter of 2021 as compared to $17.1 million for the prior
year quarter, and $107.1 million for the six months ended June 30,
2021, as compared to $17.4 million for the prior year period. The
costs incurred to produce lenzilumab will continue to be included
in R&D expense until lenzilumab is authorized or approved for
commercial use, at which point the amounts expended for production
would be reclassified as inventory. A meaningful portion of these
expenses are associated with initiation of manufacturing processes
on a site-by-site basis.
As of June 30, 2021, the Company had $121.73 million in total
assets, $78.04 million in total liabilities, and $43.70 million in
total stockholders' equity.
Net cash used in operating activities, net of balance sheet
changes, was $103.8 million for the six months ended June 30, 2021.
During the same period, the company raised net proceeds of $36.1
million from the sale of shares of common stock under its
At-the-Market offering program, drew the first tranche of $25.0
million under its credit facility with Hercules Capital, providing
net proceeds of $24.4 million, and completed a public offering of
common stock with net proceeds of $94.2 million. As of June 30,
2021, the company had cash and cash equivalents of $120.5 million.
The company expects to continue to use its funds on the
manufacturing of lenzilumab in anticipation of its potential
commercialization under EUA in the US or conditional marketing
authorization in the UK. For the third quarter of 2021 the company
anticipates the R&D expense related to lenzilumab production will
be same level as the second quarter of 2021. If an EUA or CMA for
lenzilumab is not received in the third quarter of 2021, the
company would seek to decrease its spending on lenzilumab
production.
Update on Status of Emergency Use Authorization Application
On May 28, 2021, Humanigen submitted an EUA application for
lenzilumab in patients hospitalized with COVID-19. Since that
time, the company has responded to several requests from the U.S.
Food and Drug Administration regarding the application. No formal
timelines exist for the FDA to complete their review of the
Company's EUA application and as a result the company is unable to
give guidance on the timing of a decision by the FDA.
"We remain firm in our belief the results of our LIVE-AIR Phase 3
study warrant lenzilumab being granted emergency use authorization.
The achievement of the primary endpoint for the overall patient
population, and the recent supplemental subset analysis which
showed significant response to treatment by Black and
African-American patients in the study, support our view of the
potential benefit lenzilumab could bring to patient care if
authorization were to be granted," said Cameron Durrant, MD, chief
executive officer, Humanigen.
Timothy Morris, CFO and COO, Humanigen, noted "while the review of
the EUA application continues, we are preparing for potential
launch in the U.S., and simultaneously working to complete, before
the end of the third quarter 2021, the submission of the Marketing
Authorization Application ("MAA") to the Medicines Healthcare
products Regulatory Agency ("MHRA") in the U.K. We have initiated
the MAA process to the European Medicines Agency ("EMA") and
anticipate the appointment of rapporteurs in the near term."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1293310/000121465921008442/hgen10qq2-2021.htm
About Humanigen
Based in Brisbane, California, Humanigen, Inc. (OTCQB: HGEN),
formerly known as KaloBios Pharmaceuticals, Inc. --
http://www.humanigen.com-- is a clinical stage biopharmaceutical
company, developing its clinical stage immuno-oncology and
immunology portfolio of monoclonal antibodies. The Company is
focusing its efforts on the development of its lead product
candidate, lenzilumab, its proprietary Humaneered anti-human
GM-CSF
immunotherapy, through a clinical research agreement with Kite
Pharmaceuticals, Inc., a Gilead company to study the effect of
lenzilumab on the safety of Yescarta, axicabtagene ciloleucel
including cytokine release syndrome, which is sometimes also
referred to as cytokine storm, and neurotoxicity, with a secondary
endpoint of increased efficacy in a multicenter Phase Ib/II
clinical trial in adults with relapsed or refractory large B-cell
lymphoma.
Humanigen reported a net loss of $89.53 million for the 12 months
ended Dec. 31, 2020, compared to a net loss of $10.29 million for
the 12 months ended Dec. 31, 2019. As of Dec. 31, 2020, the
Company had $68.30 million in total assets, $22.76 million in total
liabilities, and $45.54 million in total stockholders' equity.
HWY 24 LUMBER: Unsecured Creditors' Recovery Hiked to 100% in Plan
------------------------------------------------------------------
HWY 24 Lumber & Feed, Inc., submitted an Amended Plan of
Reorganization dated August 12, 2021.
Class 4 consists of the Allowed Secured Claim of NG Solutions, LLC.
At the time of the filing of the original Plan, the Debtor and NG
Solutions LLC were in dispute concerning the amount and nature of
the NG claim. On August 2, 2021, the Court entered an Order
allowing NG an unsecured claim in the amount of $110,000.
Accordingly, the treatment of the NG claim will be provided for in
Class 6.
Class 5 consists of Allowed Claim of Bank of the West and are
impaired. The Debtor executed that certain Promissory Note in
favor of Bank of the West ("BOTW") on August 6, 2019 in the
original principal amount of $133,700. The Note was secured by
that certain Deed of Trust of even date on real property more fully
described in the Deed of Trust but commonly known as 1801 W Dallas,
Cooper, Texas ("Property"). BOTW has filed a Proof of Claim in the
amount of $131,101. ("BOTW Claim"). The Debtor shall pay the BOTW
Claim in full with interest at the rate of Wall Street Journal
Prime Rate commencing on the Effective Date. The applicable rate is
subject to adjustment upon a change in the Wall Street Journal
Prime Rate. The Debtor shall make 84 equal monthly payments to BOTW
to pay the claim in full.
Class 6 consists of Allowed Unsecured Creditors and are impaired.
All allowed unsecured creditors shall share pro rata in the
unsecured creditors' pool. The Debtor will make monthly payments
commencing on the Effective Date of $6,500 into the unsecured
creditors' pool. The Debtor shall make distributions to the Class 6
creditors every 90 days commencing 90 days after the Effective
Date. The Debtor shall make a total of 60 payments into the
unsecured creditors' pool with the first payment being made on the
Effective Date. Based upon the Proof of Claims and the Schedules
in the case the Class 6 creditors should receive approximately 100%
of their Allowed Claims. The Debtor may prepay any Class 6 Claim
at any time without penalty.
The Debtor's obligations under this Plan will be satisfied out of
the ongoing operations of the Reorganized Debtor.
A full-text copy of the Amended Plan dated August 12, 2021, is
available at https://bit.ly/2W3F95q from PacerMonitor.com at no
charge.
Attorneys for the Debtor:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
About HWY 24 Lumber & Feed, Inc.
HWY 24 Lumber & Feed, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Tex. Case No. 20-42468) on Dec.
16, 2020. At the time of filing, the Debtor disclosed less than
$50,000 in assets and up to $1 million in liabilities.
Judge Brenda T. Rhoades oversees the case.
Eric A. Liepins, P.C., serves as the Debtor's legal counsel.
NG Solutions, LLC, as Lender, is represented by Russell W. Mills.
Esq. and J. Reid Burley, Esq. at Bell Nunnally & Martin LLP.
INTEGRATED GLOBAL: Fannie Mae Opposes Unauthorized Access to Cash
-----------------------------------------------------------------
The Federal National Mortgage Association notified the U.S.
Bankruptcy Court for the Central District of California, Integrated
Global Concepts Medical Group, Inc., and parties-in-interest that
it does not consent to the Debtor's use of cash collateral without
Court order.
Fannie Mae said all rents, issues, and profits collected
pre-petition or to be collected post-petition from the Debtor's
Property, which consists of a real property commonly known as 800
Rose Avenue, Long Beach, CA 90813, constitute Fannie Mae's cash
collateral under Section 363(a) of the Bankruptcy Code.
Fannie Mae disclosed that the Debtor borrowed $1,887,000 from a
predecessor-in-interest pursuant to a promissory note secured with
a deed of trust, each dated November 2, 2010. The Deed of Trust
was properly recorded perfecting a lien on the Property and
associated rents and other personal property. The rights under the
Note and the Deed of Trust were assigned to Fannie Mae in its
entirety, as well as all present and future leases of the Property
and all rents from the Property.
Fannie Mae reserves all of its rights and the remedies available
under the Note, the Deed of Trust and under applicable law.
Counsel for Federal National Mortgage Association (Fannie Mae):
Daniel H. Slate, Esq.
Anthony J. Napolitano, Esq.
Buchalter, A Professional Corporation
1000 Wilshire Boulevard, Suite 1500
Los Angeles, CA 90017-2457
Telephone: (213) 891-0700
Facsimile: (213) 896-0400
Email: dslate@buchalter.com
anapolitano@buchalter.com
About Integrated Global Concepts
Medical Group, Inc.
Integrated Global Concepts Medical Group, Inc. filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 21-16329) on August 9, 2021.
On the date of filing, the Debtor estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
Michael Brenner, president and CEO.
Judge Hon. Sandra R. Klein is assigned to the case.
Haberbush, LLP represents the Debtor as counsel.
INTELSAT SA: Posts Net Loss of $152.3M for Second Quarter 2021
--------------------------------------------------------------
Intelsat S.A., on Aug. 3 announced financial results for the three
months ended June 30, 2021.
Intelsat reported total revenue was $507.9 million and net loss
attributable to Intelsat S.A. was $152.3 million for the three
months ended June 30, 2021.
Intelsat reported EBITDA1, or earnings before net interest, taxes
and depreciation and amortization, of $150.4 million and Adjusted
EBITDA1 of $283.8 million, or 56% of revenue, for the three months
ended June 30, 2021.
Intelsat's Chief Executive Officer, Stephen Spengler, said, "We
generated strong operating performance across all our business
sectors during the quarter. Network Services benefited from new
mobility business from FlexMaritime managed services and the
recovery in North American airline travel resulting in higher
inflight connectivity revenues. Solid results in Media were driven
by new business in our Europe and Asia markets and we also
announced a contract expansion with a major media company that is
expected to generate additional revenues in the future. The start
of hosted payload service on our Galaxy 30 satellite and continued
demand for our FlexMove land mobility managed services positively
impacted our Government business."
Spengler concluded, "Our results demonstrate that we are well
positioned to capitalize on an improving economic environment as
the global market leader in connectivity solutions. We are making
critical investments to expand our leadership position through
innovation. We expect these investments will generate broader
opportunities to secure new revenue streams while simultaneously
optimizing our cost structure to compete more effectively.
Investment in our next generation network is our highest priority.
We are leveraging our unparalleled global orbital and spectrum
rights, scale and partnerships to build the world's first global 5G
satellite-based software-defined network. The Intelsat network
will support a range of access technologies, enabling an open
architecture network for global mobility, the Internet of Things
(IoT) and 5G services with simplicity, coverage and performance."
Second Quarter 2021 Business Highlights
Intelsat provides critical communications infrastructure to
customers in the network services, media and government sectors.
Our customers use our services for broadband connectivity to
deliver fixed and mobile telecommunications, enterprise, video
distribution and fixed and mobile government applications.
Network Services
Network services revenue was $221.0 million (or 44% of Intelsat's
total revenue, which consolidates revenue from our commercial
aviation business), for the three months ended June 30, 2021, an
increase of 25% compared to the three months ended June 30, 2020.
Factors positively impacting revenue included in flight
connectivity services and the expansion of services with mobility
and network customers. The increase in revenue was partially
offset by specific non-renewals and capacity and price reductions
across our mobility and networks customer sets.
Media
Media revenue was $184.2 million (or 36% of Intelsat's total
revenue) for the three months ended June 30, 2021, a decrease of 9%
compared to the three months ended June 30, 2020. The decline in
media was primarily driven by a planned service migration by a
specific customer from Intelsat's network to the customer's own
network assets. Other factors impacting revenue were terminations
and non-renewals reflecting industry trends. The declines in
revenue were slightly offset by new business expansion.
Government
Government revenue was $95.8 million (or 19% of Intelsat's total
revenue) for the three months ended June 30, 2021, a nominal
decrease compared to the three months ended June 30, 2020. The
entry into service of a hosted payload on Galaxy 30 and continued
growth of FlexMove land mobility managed services contributed to
revenue for the quarter. This was offset by specific non-renewals
and capacity and price reductions.
Average Fill Rate
Intelsat's average fill rate as of June 30, 2021 on our
approximately 1,625 36 MHz station-kept wide-beam transponders was
74%, similar to our average fill rate at March 31, 2021. In
addition, as of June 30, 2021 our fleet included approximately
1,220 36 MHz equivalent transponders of high-throughput Intelsat
Epic capacity, consistent with the prior quarter.
Contracted Backlog
At June 30, 2021, Intelsat's contracted backlog, representing
expected future revenue under existing contracts with customers,
was $6.0 billion, as compared to $5.9 billion at March 31, 2021.
Financial Results for the Three Months Ended June 30, 2021
Total revenue for the three months ended June 30, 2021 increased by
$25.8 million to $507.9 million, or an increase of 5 percent as
compared to the three months ended June 30, 2020, primarily
reflecting the consolidation of revenue from our commercial
aviation business.
Direct costs of revenue (excluding depreciation and amortization)
increased by $56.4 million, or 53 percent, to $163.3 million for
the three months ended June 30, 2021, as compared to the three
months ended June 30, 2020. The increase was primarily due to a
$61.2 million increase in costs attributable to our commercial
aviation business.
Selling, general and administrative expenses increased by $36.3
million, or 57 percent, to $100.2 million for the three months
ended June 30, 2021, as compared to the three months ended June 30,
2020. The increase was primarily due to a $30.6 million increase in
costs attributable to our commercial aviation business and a $4.0
million increase in staff-related expenses largely relating to our
employee retention incentive plans.
Depreciation and amortization expense increased by $5.6 million, or
3 percent, to $168.3 million for the three months ended June 30,
2021, as compared to the three months ended June 30, 2020.
Significant items impacting depreciation and amortization in the
period included an increase of $7.4 million in depreciation and
amortization expense attributable to our commercial aviation
business and an increase of $3.1 million in depreciation expense
resulting from the impact of a certain satellite placed into
service. These increases were partially offset by a decrease of
$5.4 million in depreciation expense due to the timing of certain
satellites becoming fully depreciated.
Other operating expense—C-band consists of reimbursable and
non-reimbursable costs associated with our C-band spectrum
relocation efforts. We incurred $64.6 million of C-band clearing
related expenses for the three months ended June 30, 2021, with no
material comparable amounts for the three months ended June 30,
2020.
Interest expense, net consists of the gross interest expense we
incur, together with gains and losses on interest rate cap
contracts we held that matured in February 2021 (which reflected
the change in their fair value), offset by interest income earned
and the amount of interest we capitalize related to assets under
construction.
Interest expense, net decreased by $92.6 million, or 42 percent, to
$129.9 million for the three months ended June 30, 2021, as
compared to the three months ended June 30, 2020. This was
primarily due to a decrease of $76.4 million in interest expense
resulting from our Chapter 11 restructuring activities, and a $13.1
million decrease due to higher capitalized interest primarily
resulting from increased levels of satellites and related assets
under construction.
The non-cash portion of interest expense, net was $26.6 million for
the three months ended June 30, 2021, primarily consisting of
interest expense related to the significant financing component
identified in customer contracts, amortization and accretion of
discounts and premiums, and amortization of deferred financing
fees.
Other income, net was $20.2 million for the three months ended June
30, 2021, as compared to $2.8 million for the three months ended
June 30, 2020. The net increase in other income primarily consisted
of a $13.0 million gain, due to a change in fair value of a certain
investment and a sale of an investment in a third party company, as
well as foreign currency gains, with a net positive impact of $3.3
million for the three months ended June 30, 2021.
Reorganization items reflect direct costs incurred in connection
with our Chapter 11 restructuring activities. Reorganization items
of $49.6 million for the three months ended June 30, 2021 primarily
consisted of professional fees. Reorganization items of $298.7
million for the three months ended June 30, 2020 primarily
consisted of $197.0 million related to the write-off of debt
discount, premium and issuance costs, $52.2 million of financing
fees related to the DIP Facility (as defined below) and $49.0
million in professional fees.
Income tax expense increased by $3.1 million to $3.9 million for
the three months ended June 30, 2021, as compared to the three
months ended June 30, 2020. The increase was principally
attributable to higher income from our U.S. subsidiaries,
withholding taxes on revenue earned in some of the non-U.S.
jurisdictions in which we operate and prior year adjustments from
impacts of the Coronavirus Aid, Relief, and Economic Security
(CARES) Act. Cash paid for income taxes, net of refunds, totaled
$1.7 million and $2.1 million for the three months ended June 30,
2020 and 2021, respectively.
Net Income, Net Income per Diluted Common Share attributable to
Intelsat S.A., EBITDA and Adjusted EBITDA
Net loss attributable to Intelsat S.A. was $152.3 million for the
three months ended June 30, 2021, compared to a net loss of $405.4
million for the same period in 2020.
Net loss per diluted common share attributable to Intelsat S.A. was
$1.07 for the three months ended June 30, 2021, compared to net
loss of $2.85 per diluted common share for the same period in
2020.
EBITDA was $150.4 million for the three months ended June 30, 2021,
compared to ($18.8) million for the same period in 2020, reflecting
lower interest expense, higher income, and lower reorganization
fees as described above.
Adjusted EBITDA was $283.8 million for the three months ended June
30, 2021, or 56 percent of revenue, compared to $342.4 million, or
71 percent of revenue, for the same period in 2020.
Free Cash Flow Used In Operations
Net cash provided by operating activities was $26.0 million for the
three months ended June 30, 2021. Free cash flow used in operations
was $198.4 million for the same period. Free cash flow from (used
in) operations is defined as net cash provided by (used in)
operating activities and other proceeds from satellites from
investing activities, less payments for satellites and other
property and equipment (including capitalized interest) from
investing activities. Payments for satellites and other property
and equipment from investing activities, net during the three
months ended June 30, 2021 were $224.4 million.
In this release, financial measures are presented both in
accordance with U.S. GAAP and also on a non-U.S. GAAP basis.
EBITDA, Adjusted EBITDA (or AEBITDA), free cash flow from (used in)
operations and related margins included in this release are
non-U.S. GAAP financial measures. Please see the condensed
consolidated financial information below for information
reconciling non-U.S. GAAP financial measures to comparable U.S.
GAAP financial measures.
Conference Call Information
In light of the Company and certain of its subsidiaries' decision
to file voluntary petitions for relief the Chapter 11 Cases under
title 11 of the United States Code in the United States Bankruptcy
Court for the Eastern District of Virginia (the "Bankruptcy
Court"), the Company will not host a financial results conference
call this quarter. Additional details regarding the Company's
results and the bankruptcy proceedings are included in the
Company's Quarterly Report on Form 10-Q for the three months ended
June 30, 2021, which was filed with the U.S. Securities and
Exchange Commission ("SEC") earlier on Aug. 3, as well as the
Company's other filings with the SEC.
About Intelsat S.A.
Intelsat S.A. -- http://www.intelsat.com/-- is a publicly held
operator of satellite services businesses, which provides a diverse
array of communications services to a wide variety of clients,
including media companies, telecommunication operators, internet
service providers, and data networking service providers. It is
also a provider of commercial satellite communication services to
the U.S. government and other select military organizations and
their contractors. The company's administrative headquarters are
in McLean, Virginia, and the Company has extensive operations
spanning across the United States, Europe, South America, Africa,
the Middle East, and Asia.
Intelsat S.A. and its debtor-affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Va. Lead Case No. 20-32299) on May 13, 2020. The
petitions were signed by David Tolley, executive vice president,
chief financial officer, and co-chief restructuring officer. At the
time of the filing, the Debtors disclosed total assets of
$11,651,558,000 and total liabilities of $16,805,844,000 as of
April 1, 2020.
Judge Keith L. Phillips oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kutak Rock LLP as legal
counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; PJT Partners LP as financial advisor & investment banker;
Deloitte LLP as tax advisor; and Deloitte Financial Advisory
Services LLP as fresh start accounting services provider. Stretto
is the claims and noticing agent.
The U.S. Trustee for Region 4 appointed an official committee of
unsecured creditors on May 27, 2020. The committee tapped Milbank
LLP and Hunton Andrews Kurth LLP as legal counsel; FTI Consulting,
Inc. as financial advisor; Moelis & Company LLC as investment
banker; Bonn Steichen & Partners as special counsel; and Prime
Clerk LLC as information agent.
ION GEOPHYSICAL: Incurs $23.5 Million Net Loss in Second Quarter
----------------------------------------------------------------
Ion Geophysical Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $23.53 million on $19.71 million of total net revenues for the
three months ended June 30, 2021, compared to a net loss of $5.17
million on $22.73 million of total revenues for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, Ion Geophysical reported a
net loss of $30.78 million on $33.75 million of total net revenues
compared to a net loss of $7.51 million on $79.15 million of total
net revenues for the same period during the prior year.
As of June 30, 2021, the Company had $179.26 million in total
assets, $243.99 million in total liabilities, and a total deficit
of $64.73 million.
Management Commentary
"We delivered sequential revenue improvement, partly due to
starting the second, significantly larger phase of our Mid North
Sea High 3D multi-client program in the second quarter. Our
strategic decision to participate in the 3D new acquisition
multi-client market exposes us to larger scale earnings potential
and enables ION to capture existing market share without an
improvement in industry conditions. Our team is actively
cultivating additional 3D program opportunities, including several
with potential to start this year. A key 3D ingredient, our
proprietary Gemini source technology continues to perform
extraordinarily well and was recently highlighted by Shell for its
role in enhancing exploration insights in an eco-friendlier manner.
We continue to benefit commercially from the global 2D data
collaboration with PGS, which helps diversify both companies'
geographic exposure to opportunities globally while also increasing
sales efficiency.
"Operations Optimization revenues improved during the second
quarter, consistent with increasing global offshore activity. We
continue to advance our diversification strategy into ports and
offshore logistics. Notably, the Marlin SmartPort deployments
across nearly 20 UK ports continue to receive positive client
feedback on the value our software delivers, such as enhancing
decision-making via simple, visual dashboards. Based on the local
success in the UK, our business development team recently expanded
outreach in North America, Latin America and Africa. The
climate-smart digital infrastructure we are promoting with US
Department of Commerce support is garnering significant interest
for country-scale digitalization solutions spanning maritime
detection, port management and illegal fishing. WellAlert
conversations have also advanced beyond our initial target market,
receiving positive feedback in a number of regulatory environments
and, as a result, we started developing a full-scale prototype.
"We expect the seismic market will continue gradually improving,
yet remain challenging in the near-term. As such, in the third
quarter we are implementing a significant cost reduction program
targeting $15 million to $20 million of annualized savings,
building on the over $40 million eliminated last year, in an effort
to right-size our business while still being able to capitalize on
evolving market opportunities.
"In today's rapidly evolving landscape, we are focused on
empowering clients to operate more efficiently and sustainably.
Our offshore data and digitalization technologies are key
ingredients for enabling the sustainable use of marine resources,
combating climate change and optimizing energy development while
supporting the transition to renewable sources. We have doubled
down on our diversification efforts and expect momentum to continue
building as the year unfolds."
At quarter close, the Company's total liquidity of $32.8 million
consisted of $26.7 million of cash (including net revolver
borrowings of $19.8 million) and $6.1 million of remaining
available borrowing capacity under the revolving credit facility.
In April 2021, the Company successfully completed its bond exchange
and rights offering, which extended the bond maturity to 2025 with
a lower interest rate and a convertible feature that provides a
path to convert the debt to equity. In total, $116.2 million of
New Notes due in December 2025 were issued and 10.9 million shares
of Common Stock that generated $14 million in net proceeds. A
total of $7.1 million of Old Notes remained outstanding and due in
December 2021. Although the Company's balance sheet was bolstered
by these transactions and revenue in the second quarter improved
sequentially, the timing of the market recovery remains uncertain
and revenues for the first half of 2021 were lower than expected.
These lower than planned revenues will have an impact on second
half cash collections necessary to fund the Company's operations
and meet its debt and other obligations, therefore triggering a
going concern issue for ION. The Company continually evaluates
conditions in the capital markets, and will continue to explore
additional funding opportunities through private or public equity
transactions, debt financing or other capital sources, such as the
sale of non-strategic assets to meet its ongoing cash needs.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/866609/000143774921019553/io-20210630.htm
About ION
Headquartered in Houston, Texas, ION -- http://www.iongeo.com-- is
an innovative, asset light global technology company that delivers
powerful data-driven decision-making offerings to offshore energy,
ports and defense industries. The Company is entering a fourth
industrial revolution where technology is fundamentally changing
how decisions are made. The Company provides its services and
products through two business segments -- E&P Technology & Services
and Operations Optimization.
ION Geophysical reported a net loss of $37.11 million for the year
ended Dec. 31, 2020, compared to a net loss of $47.21 million on
$174.68 million for the year ended Dec. 31, 2019. As of March 31,
2021, the Company had $189.65 million in total assets, $258.02
million in total liabilities, and a total deficit of $68.37
million.
Houston, Texas-based Grant Thornton LLP, the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated Feb. 11, 2021, citing that as of Dec. 31, 2020, the Company
had outstanding $120.6 million aggregate principal amount of its
9.125% Senior Secured Second Priority Notes, which mature on Dec.
15, 2021. The Notes, classified as current liabilities, caused the
Company's current liabilities to exceed its current assets by
$150.9 million and its total liabilities exceeds its total assets
by $71.1 million. These conditions, along with other matters,
raise substantial doubt about the Company's ability to continue as
a going concern.
* * *
As reported by the TCR on June 7, 2021, S&P Global Ratings raised
its issuer credit rating on U.S.-based marine seismic data company
ION Geophysical Corp. to 'CCC' from 'SD' (selective default). S&P
said, "Our 'CCC' rating reflects the company's unsustainable
leverage and the potential for a liquidity shortfall over the next
12 months. After a 30% year-over-year decline in its revenue in
2020 and a 49% sequential decline in the first quarter of 2021, ION
is highly dependent on an improvement in demand for offshore
seismic data to survive."
J.F. GRIFFIN: Wins Access to Cash Through November 19
-----------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts authorized J. F. Griffin Publishing, LLC
to use cash collateral on an interim basis through November 19,
2021.
A copy of the order is available for free at https://bit.ly/3m7x3UG
from PacerMonitor.com.
A final hearing on the Debtor's further use of cash collateral is
set for November 19, 2021, at 10 a.m. The hearing will be
conducted telephonically.
About J. F. Griffin Publishing, LLC
J. F. Griffin Publishing, LLC is a full-service publisher of
informational and educational materials for different media types.
Its core services include complete content review, layout and
design services, project management, app development, and sale and
sponsorship integration. It currently produces 100 titles for state
agencies in 30 states, manages more than 90 web properties, and has
a mobile app. It has approximately 14 employees, including its
managing member, and maintains offices in Williamstown,
Massachusetts, and Birmingham, Alabama. Historically, it has
averaged approximately $4.6 million a year in gross revenue.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 21-30225) on June 21,
2021.
Judge Elizabeth D. Katz oversees the case.
Andrea M. O'Connor, Esq., at Fitzgerald Attorneys at Law, PC is the
Debtor's counsel.
KATERRA INC: Seeks Liquidation After Assets Sale
------------------------------------------------
Daniel Gill of Bloomberg Law reports that Katerra Inc., a
construction firm based in Silicon Valley, filed its Chapter 11
liquidation plan, proposing to fully repay secured lenders after
selling most of its assets.
The SoftBank-backed company's recent asset sales and
post-bankruptcy income generated $99 million, and rapid court
approval of its liquidation plan would help keep administrative
costs as low as possible, according to its filings in the U.S.
Bankruptcy Court for the Southern District of Texas.
The amount of unsecured creditors' recovery remains uncertain,
according to the Aug. 13 filings.
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. Tex. 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 official committee of unsecured creditors tapped Fox
Rothschild, LLP, as counsel; and FTI Consulting, Inc., as financial
advisor.
Weil, Gotshal & Manges LLP is counsel for SB Investment Advisers
(UK) Limited, DIP lender.
* * *
Katerra in early August 2021 won court approval to sell factories
in Washington state and California for a total of $71 million.
Blue Varsity LLC, a wholly-owned subsidiary of Mercer International
Inc., purchased Katerra's cross-laminated timber factory in
Spokane, Wash. Volumetric Building Companies, a Philadelphia-based
construction company, agreed to buy Katerra's two-year-old factory
in Tracy, Calif.
LEN ENGLAND: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The U.S. Trustee for Region 18 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Len England Orchard, Inc.
About Len England Orchard Inc.
Len England Orchard, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wash. Case No. 21-00917) on July 13,
2021, disclosing as much as $10 million in both assets and
liabilities. Len England, owner, signed the petition.
Judge Frederick P. Corbit oversees the case.
David P. Gardner, Esq., at Winston & Cashatt, Lawyers, serves as
the Debtor's legal counsel.
LIMETREE BAY: Cash Collateral Access Extended Thru Aug 29
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, has entered an order extending the terms of the
Interim Order (I) Authorizing the Debtors to (A) Obtain
Postpetition Senior Secured Superpriority Financing and (B) Use
Cash Collateral, (II) Granting Adequate Protection to Prepetition
Secured Parties, (III) Modifying the Automatic Stay, (IV)
Scheduling a Final Hearing, and (V) Granting Related Relief dated
July 14, 2021 and the (ii) Second Interim Order (I) Authorizing the
Debtors to (A) Obtain Postpetition Senior Secured Superpriority
Financing and (B) Use Cash Collateral, (II) Granting Adequate
Protection to Prepetition Secured Parties, (III) Modifying the
Automatic Stay, (IV) Scheduling a Final Hearing, and (V) Granting
Related Relief, dated August 2, 2021.
Specifically, the Court extended the Debtors' rights to use cash
collateral through August 29.
The new Interim Order also provided that in addition to the $5.5
million in postpetition financing previously authorized in the
First Interim Order and advanced in full to the Debtors, the
Debtors are authorized to (a) obtain additional postpetition
financing in an aggregate principal amount not to exceed $10
million on an interim basis.
The Debtors' failure to obtain entry of the Final Order will not
constitute, or be deemed to cause, a Termination Event unless the
Debtors fail to obtain entry of the Final Order by September 17,
2021.
The Events of Default, Defaults, Termination Events, and/or
Material Adverse Effect that were alleged in the Reservation of
Rights Letter filed at Docket No. 355, and any other Events of
Default, Defaults has knowledge as of the date hereof are deemed
cured and/or waived.
The DIP Lenders ratify and affirm that, as of the date of the
Order, the aggregate maximum outstanding principal amount of the
DIP Loans, if fully advanced to the Borrower, will be $25,000,000,
and that, subject to the Borrower's satisfaction of the conditions
precedent set forth in Section 4.02 of the DIP Credit Agreement,
the remaining aggregate Commitment of the DIP Lenders is
$19,500,000. After giving effect to the First Amendment, none of
the DIP Agent or the DIP Secured Parties have any knowledge or
notice of any Default or Event of Default which would permit the
DIP Agent or DIP Lenders to conclude that any of the conditions
precedent set forth in Section 4.02 have not been satisfied as of
the date thereof. The DIP Lenders, and/or their Administrative
Agent will be entitled to a $50,000 amendment fee on the terms
provided in the First Amendment.
The final hearing is scheduled for August 31 at 9:30 a.m.
A copy of the order and the Debtor's budget for the period from
August 9 through October 31, is available at https://bit.ly/3m1Ules
from PacerMonitor.com.
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.
LOYE GRADING: Obtains Court Nod to Use Cash Through Sept. 30
------------------------------------------------------------
Judge Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle
District of North Carolina authorized, on an interim basis, Loye
Grading & Tree Service, Inc. to use cash collateral in the ordinary
course of the Debtor's business, pursuant to the budget through the
earliest of:
(a) the entry of a final order authorizing the use of cash
collateral;
(b) the entry of a further interim order authorizing the use of
cash collateral;
(c) confirmation of a Plan of Reorganization;
(d) September 30, 2021;
(e) the entry of an order denying or modifying the use of cash
collateral; or
(f) the occurrence of a Termination Event.
The Debtor is authorized to make additional expenditures on any one
particular expense line item, not to exceed
10% of such line item, should the need arise, but in no case is the
Debtor permitted to exceed the budget for total expenditures in
excess of the budget by an amount greater than $15,000 without
prior Court authority.
The budget provided for cost of goods sold and expenses for August
and September 2021, as follows:
Cost of Total
Month Goods Sold Expenses
----------- ------------ ---------
August 2021 $15,000 $49,301
September 2021 $15,000 $47,301
The Debtor is only authorized to use cash collateral for the actual
and necessary expenses of operating its business and maintaining
the cash collateral pursuant to the budget. The Debtor shall not
use cash collateral for payment of any pre-petition debt or claims.
Secured Parties -- Direct Capital/CIT Bank, NA (CIT) and the U.S.
Small Business Administration -- are granted a post-petition
replacement lien in Debtor's post-petition property of the same
kind which secured the obligations to the Secured Parties
pre-petition, with such liens having the same validity, priority,
and enforceability as the Secured Parties had against the same kind
of such collateral as of the Petition Date, to the extent of the
diminution in value of their cash collateral.
As further adequate protection, the Secured Parties are granted an
allowed super-priority administrative expense claim to the extent
of any diminution in value of the Secured Parties' interest in
prepetition collateral.
Moreover, the Debtor shall make an adequate protection payment of
$250 to CIT on September 1, 2021 during the usage period.
The Debtor disclosed that it currently owes CIT $57,234 and the SBA
$150,000.
A copy of the Third Interim Order is available for free at
https://bit.ly/3CRk935 from PacerMonitor.com.
A further hearing on the Cash Collateral Motion and any objections
and responses thereto is scheduled for September 21, 2021 at 9:30
a.m.
About Loye Grading & Tree Service
Loye Grading & Tree Service, Inc., established in June 1997,
contracts with the State of North Carolina in order to mow the
medians of highways in Rockingham County. It also provides
demolition services, tree services, grading and other
construction-related services. The company's president is Ricky W.
Loye. His wife Pamela is the majority shareholder.
Loye Grading & Tree Service sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 21-10257) on May 10,
2021. In the petition signed by Rickey W. Loye, president, the
Debtor disclosed up to $500,000 in both assets and liabilities.
Judge Benjamin A. Kahn oversees the case. The Debtor tapped Ivey,
Mcclellan, Gatton & Siegmund as bankruptcy counsel and Daniel
Forlano as accountant.
MAIN STREET: Case Summary & 8 Unsecured Creditors
-------------------------------------------------
Debtor: Main Street Investments III, LLC
1319 S. Main Street
Las Vegas, Nevada 89104
Business Description: Main Street Investments III, LLC is a Single
Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
The Company previously sought Chapter 11
protection (Bankr. D. Nev. Case No. 21-10841)
on Feb 22, 2021. That case was dismissed
on July 15, 2021.
Chapter 11 Petition Date: August 16, 2021
Court: United States Bankruptcy Court
District of Nevada
Case No.: 21-14042
Judge: Hon. Mike K. Nakagawa
Debtor's Counsel: David Mincin, Esq.
MINCIN LAW, PLLC
7465 W. Lake Mead Boulevard, #100
Las Vegas, Nevada 89128
Tel: 702-852-1957
E-mail: dmincin@mincinlaw.com
Total Assets: $1,570,226
Total Liabilities: $1,141,858
The petition was signed by David LeGrand, manager for the manager
of Main Street Investments III, LLC.
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/IG24HYA/MAIN_STREET_INVESTMENTS_III_LLC__nvbke-21-14042__0001.0.pdf?mcid=tGE4TAMA
MARY BRICKELL: Seeks to Hire Pack Law as Legal Counsel
------------------------------------------------------
Mary Brickell Village Hotel, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Pack
Law, P.A. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. assisting the Debtor in carrying out its duties under the
Bankruptcy Code;
b. representing the Debtor in matters related to its proposed
plan of reorganization;
c. preparing legal papers; and
d. performing other legal services that may be required in
connection with the case or with the confirmation of the plan.
The firm's hourly rates are as follows:
Joseph Pack, Esq. $550 per hour
Jessey Krehl, Esq. $300 per hour
Paralegal Support $200 per hour
Pack Law is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, according to court papers filed by
the firm.
The firm can be reached through:
Joseph A. Pack, Esq.
Pack Law, P.A.
51 NE 24th St., Suite 108
Miami, FL 33137
Tel: (305) 916-4500
Email: joe@packlaw.com
About Mary Brickell Village Hotel
Mary Brickell Village Hotel, LLC operates the Aloft Miami Brickell
Hotel, a 14-storey hotel that consists of 160 rooms, a fitness
center, a large pool deck, and a 900-square-foot terrace for
events.
Mary Brickell Village Hotel filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 21-17103) on July 21, 2021, disclosing up to $50
million in both assets and liabilities. Judge Robert A. Mark
oversees the case. Joseph A. Pack, Esq., at Pack Law, P.A., is the
Debtor's legal counsel.
MATTEL INC: Egan-Jones Keeps B- Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2021, maintained its 'B-'
foreign currency and local currency senior unsecured ratings on
debt issued by Mattel, Inc. EJR also maintained its 'B' rating on
commercial paper issued by the Company.
Headquartered in El Segundo, California, Mattel, Inc. designs,
manufactures, and markets a broad variety of children's toy
products on a worldwide basis.
MAY CONTRACTING: Obtains Interim OK to Use Cash Collateral
----------------------------------------------------------
Judge Tracey N. Wise of the U.S. Bankruptcy Court for the Eastern
District of Kentucky authorized May Contracting, Inc. to use cash
collateral from the Petition Date through any final hearing date on
the Cash Collateral Motion and to the extent necessary to avoid
irreparable harm.
The Debtor may use cash collateral pursuant to the budget,
including monthly payments, when due, to those entities listed in
the Motion as Pre-Petition Lenders. The Motion filed in Court
identified (i) City National Bank of West Virginia and (ii) FIVCO
Area Development District as parties that may claim an interest in
the pre-petition cash collateral, according to a report by the
Troubled Company Reporter.
As adequate protection for any diminution in the value of the
Lenders' interests in the cash collateral, the Cash Collateral
Lenders are granted liens on all property of the Debtor of the same
type and priority as existed as of the Petition Date, subject to
any valid and enforceable, perfected, and non-avoidable liens of
other secured creditors.
As additional adequate protection, the Debtor shall continue to
account for all cash use, and ensure that the proposed cash use as
set forth in the Budget is being incurred primarily to preserve the
property of the Estate.
Objections to granting the requested relief on a final basis must
be filed on or before five business days prior to the scheduled
hearing, and noticed for the telephonic hearing scheduled on August
25 2021 at 9:30 a.m., Eastern Time.
A copy of the order is available for free at https://bit.ly/3fZocAr
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 million in both assets and liabilities.
Taft A. McKinstry at Fowler Bell PLLC is the Debtor's counsel.
MAYBELLE BEVERLY: Subchapter V Plan to Pay 100% of Claims
---------------------------------------------------------
Maybelle Beverly Family Trust submitted a First Amended Plan of
Reorganization under Subchapter V dated August 12, 2021.
This Plan is filed under subchapter V of chapter 11 of the
Bankruptcy Code. The Debtor shall sell the real property located at
40229 North Thibodaux Road, Ponchatoula, Louisiana that is
currently operated as a trailer park (the "Trailer Park"). The
Motion to Sell the Trailer Park is set for hearing on September 1,
2021 and provides for the sale of the Trailer Park to Buyer, an
unrelated third-party for the cash price of $315,000.00 to close by
September 30, 2021. The Sale will consist of only the transfer of
real property as the Debtor does not own any of the trailers and
all trailers currently renting lots are on a month-to-month term.
At the Closing of the sale of the Trailer Park (the "Closing"),
outstanding property taxes owed to Tangipahoa Parish, the interests
of Husker, a 4% sale commission and all costs of sale will be
deducted from the sale proceeds such that the transfer of the
Trailer Park is free and clear of all liens and encumbrances of any
kind. The remaining sale proceeds (the "Net Sale Proceeds") of
approximately $200,000.00 will be held by the Subchapter V Trustee
who will act as the Disbursing Agent under this Plan.
The Subchapter V Trustee, will be retained by the Debtor at a 5.00%
commission. The Subchapter V Trustee will pay all administrative,
priority, secured and unsecured creditors in full upon the Plan
Effective Date. Any remaining Net Sale Proceeds, after payment of
the 5% commission to the Trustee for his post-confirmation services
as a disbursement agent, will be remitted to the Debtor. Following
the full payment of all Allowed Claims, the Trustee shall file a
final accounting with the Court evidencing the completion of the
Plan payments and Debtor shall file its Motion for Entry of
Discharge.
As all Claimants will be paid in full, Debtor believes that its
Plan will be confirmed as a consensual plan under 11 U.S.C. Section
1191(a) as all creditors are deemed to have accepted. The Debtor
does not believe that any Claim is impaired as all claimants will
receive 100% of Proofs of Claim as filed.
The Debtor estimates that holders of Allowed General Unsecured
Claims in Class 8 will be paid 100 cents on the dollar. This Plan
also provides for the payment of Allowed Administrative Expense
Claims and Priority Claims.
Ryan Richmond, as Subchapter V Trustee shall serve as the
disbursing agent under this Plan, which is anticipated to be
confirmed under Section 1191(a) (consensual confirmation). Mr.
Richmond will be paid a commission of 5.0% of the disbursements
made under the Plan for his post-petition services.
The Amended Plan will treat claims as follows:
* Class 1. The Tangipahoa Parish real property tax claim on
the Trailer Park will be paid in full for all past due real estate
taxes plus a pro rata share of the 2021 real estate taxes at
Closing. This amount is estimated to total $8,004.00 but may
increase by whatever amount is necessary to convey clear title of
the Trailer Park to the Buyer.
* Class 2. The Hancock County secured claim on Bay St. Louis
Rental -- redeemable past due taxes for 2019 and 2020 of $8,502.17,
plus whatever minimum amount that may be due to bring the taxes on
the Bay St. Louis Rental current -- will be paid in a single lump
sum on the Effective Date.
* Class 3. The Husker proof of claim of $47,964.16 shall be
paid in full at the Closing of the sale of the Trailer Park. Husker
shall execute a Quit Claim Deed at the Closing, if necessary, along
with any other sale documents that may be required to transfer the
Trailer Park to the Buyer free and clear of any interest, lien or
claim of Husker.
* Class 3. The Alpha claim, secured by real properties for
2014-2017 taxes and 1.00% ownership interest on Wendell Lane, will
be paid its Secured Claim of $12,101.36. Alpha will be paid in a
single lump sum on the Effective Date. Within 10 days of receipt of
payments, Alpha shall execute and file in Tangipahoa Parish a Quit
Claim Deed or any other necessary documentation to transfer Wendell
Lane in full ownership to the Debtor free and clear of any
encumbrance, lien or claim of Alpha.
* Class 5. Viking's claim of $33,200.00 will be paid in full
by the Trustee from the Net Sale Proceeds on the Plan Effective
Date. Within 10 days of its receipt of full payment herein
Foxtrot/Viking will provide a deed in exchange for the amounts
previously agreed and /or will take all other actions necessary to
record in the public records of Hancock County the transfer of the
Bay St. Louis Rental back to Debtor free and clear of any claim,
right or interest of Viking/ Foxtrot.
* Class 6. General unsecured creditors will be paid in full,
single lump sum on Effective Date. No unsecured creditors filed
proofs of claim herein however, Debtor listed two non-disputed
unsecured creditors with claims totaling $2,000.00 that shall be
paid.
A full-text copy of the Subchapter V Plan dated August 12, 2021, is
available at https://bit.ly/37NqSfZ from PacerMonitor.com at no
charge.
Attorney for Debtor:
Robin De Leo, Esq.
The De Leo Law Firm, LLC
800 Ramon Street
Mandeville, LA 70448
Tel: (985) 727-1664
Fax: (985) 727-4388
Email: elaine@northshoreattorney.com
About Maybelle Beverly Family Trust
The Maybelle Beverly Family Trust is a business trust that was
created on November 3, 1967 by Maybelle Beverly and Jack Beverly
Sr. aka Loyal E. Beverly of Saline County, Kansas.
Maybelle Beverly Family Trust filed a Chapter 11 petition (Bankr.
E.D. La. Case No. 21-10391) on March 23, 2021. At the time of the
filing, the Debtor disclosed $500,001 to $1 million in assets and
$50,001 to $100,000 in liabilities. Judge Meredith S. Grabill
oversees the case. The De Leo Law Firm, LLC represents the Debtor
as legal counsel.
MAYBERRY'S LLC: Obtains Court OK on Use of Cash Collateral
----------------------------------------------------------
Judge Natalie M. Cox of the U.S. Bankruptcy Court for the District
of Nevada authorized Mayberry's LLC to use the revenue generated by
its business to pay for all of its regular business expenses.
The Court approved the motion there being no objections to the
Debtor's cash collateral use request.
A copy of the order is available for free at https://bit.ly/3fZplb3
from PacerMonitor.com.
About Mayberry's LLC
Mayberry's LLC is a small business which specialized in cleaning
services such as carpel cleaning, tile and grout cleaning, general
cleaning, air duel cleaning, disinfecting, and window cleaning.
Mayberry's sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 21-12946) on June 9, 2021.
In the petition signed by Gil Sirimarco, managing member, the
Debtor disclosed up to $100,000 in assets and up to $500,000 in
liabilities. Seth D. Ballstaedt, Esq., at Ballstaedt Law Firm, is
the Debtor's counsel.
MEDLEY LLC: Says Disclosure Objections Resolved
-----------------------------------------------
Medley LLC filed a Second Amended Combined Disclosure Statement and
Chapter 11 Plan on Aug. 11, 2021, following objections filed by the
U.S. Trustee, the U.S. Securities and Exchange Commission and
Strategic Capital.
The Plan is being backed by the Debtor's Official Committee of
Unsecured Creditors. On July 22, 2021, the Debtor, the Creditors'
Committee and Medley Capital reached an agreement on a global plan
settlement. The terms of the comprehensive, tripartite settlement
embodied in the Plan Term Sheet resolve the issues at the heart of
this Chapter 11 Case, including (i) establishment of the
Liquidating Trust, (ii) settlement of certain material claims,
including, intercompany claims, and (iii) provisions that allow
Medley Capital to continue servicing the Remaining Company
Contracts, thereby enhancing recoveries to allowed claims.
In response to the recent objection, the Debtor noted that the Plan
Proponents are at this time seeking only to obtain interim approval
of the Combined Disclosure Statement and Plan for the purposes of
solicitation. Confirmation of the Plan is not presently before the
Court.
The Plan Proponents believe they have addressed most of the issues
raised in the Objections through amendments to the Combined
Disclosure Statement and Plan and the Solicitation Procedures
Order. This also includes filing an amended Liquidation Analysis
that will further demonstrate that administrative claimants would
not be paid in full, and that general unsecured creditors would not
receive any recovery in a chapter 7 liquidation of the Debtor.
A copy of the Second Amended Plan and Disclosure Statement is
available at PacerMonitor.com at https://bit.ly/3ATuUQF
Under the Plan, Cass 3 Notes Claims totaling $125,511,108 will
receive payment from available cash, for a recovery of 2.02% to
2.17%. Class 4 General Unsecured Claims totaling $7.77 million to
$18.11 million are also slated to recover 2.02% to 2.17%.
About Medley LLC
Medley LLC, through its direct and indirect subsidiaries, including
Medley Capital LLC, is an alternative asset management firm
offering yield solutions to retail and institutional investors. It
provides investment management services to a permanent capital
vehicle, long-dated private funds, and separately managed accounts,
and serves as the general partner to the private funds. Medley is
headquartered in New York City and incorporated in Delaware.
As of Sept. 30, 2020, Medley had $3.4 billion of assets under
management in two business development companies, Medley Capital
Corporation (NYSE: MCC) and Sierra Income Corporation, and several
private investment vehicles. Over the past 18 years, Medley has
provided capital to over 400 companies across 35 industries in
North America.
Medley filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case
No. 21-10526) on March 7, 2021. The Debtor disclosed $5,422,369 in
assets and $140,752,116 in liabilities as of March 2, 2021.
The Debtor tapped Lowenstein Sandler LLP and Morris James LLP as
bankruptcy counsel, Eversheds Sutherland (US) LLP as special
counsel, B. Riley Securities Inc. as investment banker, and
Andersen Tax LLC as tax accountant. Corporation Service Company
serves as the Debtor's independent manager. Kurtzman Carson
Consultants, LLC is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on April 22, 2021. The committee is
represented by Potter Anderson & Corroon, LLP and Kelley Drye &
Warren, LLP.
MERITOR INC: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed Meritor, Inc.'s corporate family
rating at Ba3, Probability of Default rating at Ba3-PD and senior
unsecured rating at B1. The outlook was changed to stable from
negative. The Speculative Grade Liquidity Rating remains SGL-2.
The affirmation of the ratings and change in outlook to stable
reflects Moody's expectation for a steady but protracted rebound in
operating results as Meritor's key end markets continue recovering
through 2022. Demand fundamentals are largely robust across
commercial vehicle, off-highway and industrial markets. However,
improvement in operating results is being constrained by escalating
costs and lingering supply chain issues. Margin and free cash flow
will benefit from improving operating leverage but face friction
from higher steel, freight and labor costs as well as increased
spending on electrification capabilities. Cost recovery mechanisms
are in place for rising raw material inputs but the continued rise
in prices extends the reimbursement lag, weighing on margins.
Moody's took the following actions on Meritor, Inc.:
Corporate Family Rating, affirmed at Ba3
Probability of Default Rating, affirmed at Ba3-PD
Senior Unsecured Regular Bond/Debenture, affirmed at B1 (LGD5)
Speculative Grade Liquidity Rating, unchanged at SGL-2
Outlook, changed to Stable from Negative
RATINGS RATIONALE
Meritor's ratings reflect a strong competitive position as a major
supplier of commercial vehicle drivetrains, brakes and aftermarket
products to the commercial vehicle, transportation and industrial
sectors. Meritor has a demonstrated track record of long-standing
customer relationships and product development and innovation
utilizing technologies supporting vehicle light weighting, fuel
efficiencies, reduced carbon emissions and electrification.
The ratings also reflect the company's vulnerability to highly
cyclical end markets, especially heavy-duty trucks, and significant
reliance on internal combustion engine vehicle platforms. Balancing
the transition from higher return, but declining,
combustion-related revenues with the industry's evolution to
currently unprofitable, but higher growth, electric vehicle
revenues remains a risk. Nonetheless, more recent platform awards
highlight good progress on electrification capabilities as the
company is on pace to exceed its fiscal year 2022 new business
target.
Moody's adjusted debt-to-EBITDA is currently 4.7x but expected to
fall below 4x by the company's September 30th fiscal year end. The
EBITA margin should approach 10% by the end of fiscal 2022 despite
cost headwinds, up from less than 5% in fiscal 2020. Moody's
projected free cash flow (cash flow from operations less capital
expenditures less dividends) will moderate from prior year levels,
especially 2020, due to increased investment in working capital but
should still exceed $50 million in fiscal 2021 before approaching
$100 million in fiscal 2022.
The stable outlook reflects Moody's expectation for a steady, but
at times uneven, rebound in results supported by strong end market
demand through 2022. Credit metrics should improve as cost
headwinds abate and supply chain disruptions ease, allowing
steadier OEM production schedules.
The SGL-2 Speculative Grade Liquidity indicates good liquidity with
Moody's expectation for Meritor to maintain a cash position in the
range of $150 million - $200 million ($138 million at June 30,
2021) along with increasing availability (nearly $500 million at
June 30, 2021) under the $685 million revolving credit facility set
to expire June 2024. Moody's anticipates fiscal 2021 free cash flow
of about $50 million, sharply lower than the fiscal year 2020 peak
due to the return of growth investment in working capital - fiscal
2022 free cash flow should approach $100 million as end market
demand remains strong.
At June 30, 2021, the company utilized nearly $200 million of
receivables factoring and securitization facility arrangements
which has been an ongoing practice but is also a potential funding
risk if factoring arrangements are not continued. Most of these
arrangements are under long-term committed facilities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with evidence of greater than
expected financial flexibility including cost controls to produce
an EBITA margin approaching 8%, EBITA-to-interest in excess of 4x
and debt-to-EBITDA below 3x. Significant and increasing free cash
flow would also be viewed favorably. The ratings could be
downgraded with expectations of an EBITA margin falling towards 6%,
EBITA-to-interest below 3x or debt-to-EBITDA above 4x going into
2022. Free cash flow falling below $50 million could also result in
a negative rating action. Other events that could result in a
downgrade include material loss of market position, weaker
liquidity or more aggressive financial policies, including higher
target leverage or a meaningful increase in return of capital to
shareholders.
The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.
Meritor, Inc. provides axles, drivelines, brakes and suspension
systems to OEMs and the aftermarket for the commercial vehicle,
transportation and industrial sectors. Through its Commercial Truck
(78% of revenues) and Aftermarket and Industrial (22%) segments,
the company serves commercial truck, trailer, off-highway,
military, bus and coach, construction and other industrial OEMs and
certain aftermarkets. Revenue for the latest twelve months ended
June 30, 2021 was approximately $3.6 billion.
MOHEGAN TRIBAL: Posts $25.9 Million Net Income in Third Quarter
---------------------------------------------------------------
Mohegan Tribal Gaming Authority filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing
net income of $25.90 million on $328.19 million of net revenues for
the three months ended June 30, 2021, compared to a net loss of
$49.93 million on $107.20 million of net revenues for the three
months ended June 30, 2020.
For the nine months ended June 30, 2021, the Company reported a net
loss of $16.83 million on $837.60 million of net revenues compared
to a net loss of $180.54 million on $820.95 million of net revenues
for the same period during the prior year.
As of June 30, 2021, the Company had $2.83 billion in total assets,
$2.95 billion in total liabilities, and a total deficit of $118.34
million.
As of June 30, 2021 and Sept. 30, 2020, the Company held cash and
cash equivalents of $158.4 million and $112.7 million,
respectively, of which the MGE Niagara Resorts held $13.3 million
and $15.1 million, respectively. Inclusive of letters of credit,
which reduce borrowing availability, the Company had $215.7 million
of borrowing capacity under its New Senior Secured Credit Facility
and line of credit as of June 30, 2021. As a result of the cash
based nature of its business, operating cash flow levels tend to
follow trends in its operating income, excluding the effects of
non-cash charges, such as depreciation and amortization and
impairment charges.
Cash provided by operating activities totaled $145.1 million for
the nine months ended June 30, 2021 compared to cash used in
operating activities of $33.6 million in the same period in the
prior year. The increase in cash provided by operating activities
was driven by a significant reduction in working capital
requirements, including lower working capital requirements
associated with the MGE Niagara Resorts resulting from the
continued closure of these facilities due to COVID-19. Cash
provided by operating activities also reflect increased net income
after factoring in non-cash items.
Cash used in investing activities declined by $85.8 million, or
72.7%, to $32.2 million for the nine months ended June 30, 2021
compared to $118.0 million in the same period in the prior year.
The decline in cash used in investing activities primarily
reflected lower capital expenditures, combined with the impact of
an investment in Mohegan Hotel Holding, LLC, in the same period in
the prior year.
Cash used in financing activities totaled $81.1 million for the
nine months ended June 30, 2021 compared to cash provided by
financing activities of $84.6 million in the same period in the
prior year. These results reflect the impact of higher borrowings
in the same period in the prior year to ensure maximum financial
flexibility in response to COVID-19, combined with the payment of
transaction costs associated with the Company's January 2021
refinancing transactions.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1005276/000100527621000013/mtga-20210630.htm
About Mohegan Gaming
Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming &
Entertainment is primarily engaged in the ownership, operation and
development of integrated entertainment facilities, both
domestically and internationally.
Mohegan Gaming reported a net loss of $162.02 million for the
fiscal year ended Sept. 30, 2020, compared to a net loss of $2.37
million for the year ended Sept. 30, 2019.
* * *
In February 2021, Moody's Investors Service upgraded Mohegan Tribal
Gaming Authority's ("MTGA") Corporate Family Rating to Caa1 from
Caa2 and Probability of Default Rating to Caa1-PD from Caa2-PD.
The upgrade considers that on January 26, MTGA closed on a
refinancing that had a meaningful positive impact on the company's
liquidity.
MPH ACQUISITION: Moody's Rates New $775MM Sr. Secured Notes 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to MPH Acquisition
Holdings LLC's ("MultiPlan") proposed new $775 million senior
secured notes due 2028. There are no changes to MultiPlan's
existing ratings including the B2 Corporate Family Rating, the
B2-PD Probability of Default Rating, and the SGL-1 Speculative
Grade Liquidity rating. The outlook remains stable.
Proceeds of the offering together with the recent issuance of a new
$1.6 billion First Lien Term Loan will be used to refinance
MultiPlan's $2.3 billion First Lien Term Loan. Moody's expects that
the proposed refinancing will be leverage neutral. While the
proposed refinancing will result in a small increase in interest
expense, the new facility will extend the tenor of MultiPlan's
senior secured credit facility by 5 years, which is a credit
positive.
Ratings assigned:
Issuer: MPH Acquisition Holdings LLC
Senior Secured Notes expiring 2028, Assigned Ba3 (LGD2)
RATINGS RATIONALE
The B2 CFR reflects MultiPlan's high financial leverage with
debt/EBITDA of around 6.7x in the last twelve months to June 30,
2021 and the company's very high customer concentration, with
around half of its revenue from two customers. The B2 is also
constrained by the company's track record of aggressive financial
policies including numerous debt-funded shareholder distributions,
which has however moderated under public ownership.
MultiPlan's rating is supported by the company's strong market
position in the preferred provider organization (PPO) industry,
robust operating margins, and solid free cash flow. The company
also benefits from high barriers to entry in the PPO industry and
switching costs for its analytics business. Moody's believes that
the analytics and payment integrity businesses have good growth
prospects going forward though there are some near term revenue
challenges due to the impact of the coronavirus outbreak. Moody's
expects earnings growth in 2022 together with positive free cash
flow to support deleveraging.
The updated capital structure rated Ba3 is two notches above the B2
CFR reflects its senior position to the unsecured notes issued by
MPH Acquisition Holdings LLC and the $1.3 billion convertible notes
issued by holding company Polaris Intermediate Corp.
The Speculative Grade Liquidity Rating of SGL-1 reflects the
company's very good liquidity, as Moody's expects MultiPlan will
generate ample positive free cash flow in 2021 and 2022. Further,
liquidity is supported by access to a $450 million revolving credit
facility expiring in 2026, which Moody's expects will remain
largely undrawn, and no near-term debt maturities. The company had
cash of $148 million at June 30, 2021.
The stable outlook reflects Moody's expectation that the company
will improve leverage primarily through earnings growth.
Specifically, Moody's expects adjusted debt/EBITDA to remain
between 5.5-6.0x over the next 12-18 months.
MultiPlan has material exposure to social and regulatory risks,
including legislation to curb surprise medical bills as well as
proposals to adopt a single-payer that Moody's consider a long-term
risk. Similarly, there is a risk that over time more health
providers opt to be in-network, which will reduce the size of the
business opportunity for MultiPlan's analytics business, which
reprices out-of-network bills. A resurgence of the coronavirus
pandemic and social distancing measures will have a negative impact
on MultiPlan's revenue generation as patients will delay medical
appointments and elective procedures.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if the company demonstrates less
aggressive financial policies and Moody's expects debt to EBITDA to
be sustained below 5.5x. Furthermore, an upgrade would require the
company to maintain free cash flow to debt above 10%.
The ratings could be downgraded if operating performance weakens,
liquidity deteriorates, or if debt to EBITDA is sustained above
6.5x. Any material customer losses or pricing pressure could also
result in a downgrade.
MultiPlan operates in the healthcare benefits field as a provider
of healthcare cost management solutions. Through its Network-Based
Solutions (29% of 2020 revenue), MultiPlan is one of the largest
independent PPOs, providing networks of contracted healthcare
providers for health plans to use. It also operates two other
segments: Analytics Solutions (60%) and Payment Integrity Solutions
(11%). For the analytics business, MultiPlan uses data and
technology to determine a fair price for out of network claims. The
company delivers savings to payors through contracted discounts
with its providers. MultiPlan then applies that price to the claim
or uses the information to negotiate the claim. Over 90% of the
company's revenues are generated as a percentage of savings
realized by their payor customers. MultiPlan is a public company
and its largest shareholder is Hellman & Friedman. MultiPlan
generates roughly $1 billion in revenue.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
MULTIPLAN CORP: S&P Assigns 'B+' Rating on Senior Secured Notes
---------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating and '3' recovery
rating to MultiPlan Corp. subsidiary MPH Acquisition Holdings LLC's
$775 million senior secured notes due 2028. The '3' recovery rating
indicates its expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of a default.
The senior secured notes will be pari passu with MPH's proposed
$450 million first-lien revolver due 2026 and $1.6 billion
first-lien term loan due 2028. MultiPlan plans to use the debt
proceeds to repay $2.341 billion outstanding of its first-lien term
loan due 2023. The transactions will be leverage neutral. As of
June 30, 2021, MultiPlan's leverage was 6.5x.
The ratings on MultiPlan Corp. and MPH Acquisition Holdings LLC are
unaffected by the proposed financing. S&P's 'B+' long-term issuer
credit ratings on MultiPlan reflect its well-established market
position as a leading cost containment provider for the health
insurance industry, as well as its highly leveraged financial risk
profile, with projected leverage of 6x-6.5x and EBITDA interest
coverage of 2.75x-3.25x in 2021-2022.
In the company's recent earnings report, it raised its revenue and
earnings outlook for 2021 on better-than-expected organic growth
from improving claims volumes and the impact of two acquisitions
(Discovery Health Partners and HSTechnology Solutions Inc.). S&P
expects MultiPlan will report revenue of at least $1.085 billion
and adjusted EBITDA of $800 million to $820 million in 2021.
COVID-19 continues to have a negative impact on MultiPlan's
revenue. The company said that its non-COVID-19 claims recovered to
about 90% of the pre-pandemic level during the second quarter of
2021. However, a change in claims mix (fewer higher-acuity claims)
has led to a decrease in average claim charges. S&P believes
increased COVID-19 incidence (due to variants) could dampen revenue
for the rest of 2021, though likely not to the degree in 2020 (when
revenue declined by 4.6% overall).
MultiPlan's recent senior management changes were unexpected, but
the company has laid out an orderly transition plan. S&P expects no
major change to MultiPlan's long-term growth strategy, which
revolves around expanding and diversifying the business. Longtime
CEO Mark Tabak will be succeeded by Dale White, who has been with
the company since 2004. Mr. White will become CEO in early 2022,
and Mr. Tabak will stay on as chairman of the board. Additionally,
MultiPlan will be searching for a new CFO following the
announcement that Executive Vice President and CFO David Redmond
will retire at the end of the year. In addition to these senior
leadership changes, MultiPlan has bolstered its overall management
team during the past several months.
MultiPlan's key credit strengths are its:
-- Market position as a leading independent preferred provider
organization (PPO) in the U.S.,
-- Strong EBITDA margins (though lower prospectively at 73%-74% in
2021-2022 compared with 75%-78% historically),
-- Good client retention (with 25-plus-year relationships with
several top clients), and
-- Proprietary technology and data analysis capabilities, which
are key barriers to entry.
It has a good track record of diversifying its products and
services to meet its clients' needs. For the first half of 2021,
MultiPlan's revenue breakout by segment was network services
(26.6%), analytics-based services (61.7%), and payment and revenue
integrity services (11.6%).
MultiPlan's key near-term business risks are COVID-19-related.
Medical utilization may not increase further or may remain below
pre-pandemic levels for a sustained period. Moreover, COVID-19's
economic impact may cause MultiPlan's clients to lose commercial
membership (or struggle to regain membership), which would hurt
revenue. Although MultiPlan is growing its Medicare/Medicaid
business (part of its new growth strategy), the bulk of its
business is still tied to commercial membership.
The company's other key risks include its high client
concentrations (its top two clients made up 35% and 25% of revenue,
respectively, in 2020), steady competition from regional PPOs and a
diverse group of health care services providers, and growth and
execution risks tied to its entrance into new and adjacent
businesses. Moreover, the federal "surprise billing" reform law
(called the No Surprises Act) is a developing risk. The regulations
have yet to be finalized but will change the manner in which payors
and providers determine their initial payment amount and negotiate
payments through arbitration. MultiPlan is still assessing how it
will need to adapt its products and services under the new
regulatory framework.
MUSEUM OF AMERICAN JEWISH: Wins Access to Cash Until Sept. 13
-------------------------------------------------------------
Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized the Museum of American
Jewish History, d/b/a National Museum of American Jewish History,
to use cash collateral for working capital purposes, the payment of
certain obligations in accordance with relief authorized by the
Court and other obligations, pursuant the budget.
The Debtor's right to use cash collateral under the current Interim
Order shall commence on August 13 and will expire on September 13,
2021, subject to renewal by the entry of a further Order.
As adequate protection for the interest of UMB Bank, N.A., as
Indenture Trustee, or any duly appointed successor trustee in the
cash collateral, the Court grants the Indenture Trustee replacement
security interests in and replacement liens on all of the Debtor's
post-petition assets as to which the Indenture Trustee held a
pre-petition lien, provided that such lien on post-petition assets
shall apply only to the types of collateral in which the Indenture
Trustee held a valid and enforceable lien on pre-petition assets.
The Replacement Liens shall be subject to fees payable to the U.S.
Trustee and the Clerk of the Bankruptcy Court.
A copy of the 19th interim order is available for free at
https://bit.ly/37NdRD2 from Donlin Recano, claims agent.
A hearing to consider the further use of the cash collateral is
scheduled for September 8, 2021 at 11:30 a.m. Objections must be
filed no later than five business days prior to the date of the
hearing, at 4 p.m. prevailing Eastern Time.
About Museum of American Jewish History
The Museum of American Jewish History -- https://www.nmajh.org/ --
is a Pennsylvania non-profit organization which operates the
National Museum of American Jewish History, the only museum in the
nation dedicated exclusively to exploring and interpreting the
American Jewish experience. The museum presents educational and
public programs that preserve, explore and celebrate the history of
Jews in America. The museum was established in 1976 and is housed
in the Philadelphia's Independence Mall.
On March 1, 2020, Museum of American Jewish History sought Chapter
11 protection (Bankr. E.D. Pa. Case No. 20-11285). The Debtor was
estimated to have $10 million to $50 million in assets and
liabilities. Judge Magdeline D. Coleman oversees the case. The
Debtor tapped Dilworth Paxson, LLP as its legal counsel and Donlin,
Recano & Company, Inc. as its claims agent.
NEWSTREAM HOTEL: May Use Cash Collateral Through Sept. 24
---------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized Newstream Hotel Partners-LIT,
LLC to use the cash collateral of UC Four Points Little Rock
Holder, LLC during the period from the Petition Date through the
Termination Date to pay for the approved expenses set forth in the
approved budget.
UC Four Points Little Rock Holder, LLC is the successor in interest
to UC Funding, LLC with respect to a Loan Agreement the Debtor
contracted with UC Funding before the Petition Date. UC Four
Points Little Rock Holder LLC later acquired the Loan Agreement
from UC Funding through assignment.
The Debtor's right to use the cash collateral pursuant to the
current Order shall terminate upon the earlier of:
* September 24, 2021, if the final order, or an additional
interim order, has not been entered by the Court on or before such
date; or
* the occurrence of any of the Termination Events; and
* five business days following the delivery of a written notice
by the Prepetition Secured Lender to the Debtor, counsel to the
Debtor, and the U.S. Trustee, of a Default Notice of the occurrence
and continuance of a Termination Event unless such occurrence and
continuance is cured by the Debtor prior to the expiration of the
Default Notice Period.
Each of the following shall each be considered a Termination
Event:
a. the Debtor violates any term of the current Interim Cash
Collateral Order;
b. the Debtor's actual expenditures exceed the amounts set forth
in the line items to an approved budget by more than the permitted
variance, and the Prepetition Secured Lender did not previously
consent in writing to such variation from the approved budget;
c. the consummation of the sale or other disposition of all or
substantially all of the Debtor's assets; and
d. the entry of an order (i) converting the Chapter 11 Case to a
case under Chapter 7 of the Bankruptcy Code; or (ii) dismissing the
Chapter 11 Case.
The Prepetition Secured Lender shall be granted continuing, valid,
binding, enforceable, fully perfected, replacement liens and first
priority security interests in the Debtor's property and assets and
the proceeds and products thereof, junior only to the Carve-Out.
The Adequate Protection Liens shall be granted only to the extent
the prepetition liens of UC Four Points are valid, enforceable,
non-avoidable liens and security interests that were perfected
prior to the Petition Date, which are not subject to avoidance,
reduction, disallowance, impairment, or subordination.
Nothing in the current Order or in any prior order shall be
construed to alter the senior priority of ad valorem property tax
liens that secure all amounts owed for tax year 2020 and all
subsequent tax years pursuant to Texas law.
A copy of the order is available for free at https://bit.ly/3jUpcHm
from PacerMonitor.com.
The final hearing on the Motion is continued to September 7, 2021
at 1:30 p.m. (CDT).
About Newstream Hotel Partners-Lit LLC
Newstream Hotel Partners-LIT, LLC filed a Chapter 11 petition
(Bankr. E.D. Tex. Case No. 21-40561) on April 16, 2021 with the
U.S. Bankruptcy Court for the Eastern District of Texas.
In the petition signed by Timothy Nystrom, manager, the Debtor
estimated assets between $1 million and $10 million, and
liabilities between $10 million and $50 million.
Judge Brenda T. Rhoades oversees the case.
Spencer Fane represents the Debtor as counsel.
Centennial Bank, as Prepetition Lender, is represented by Baker
Lopez PLLC.
NORTEL NETWORKS: Unsec. Creditors to Recover 33.7% in NNIII's Plan
------------------------------------------------------------------
Nortel Networks India International Inc. ("NNIII"), a Delaware
corporation and a wholly-owned subsidiary of Nortel Networks Inc.
("NNI"), filed a Disclosure Statement for Chapter 11 Plan dated
August 12, 2021.
NNIII filed its proposed Chapter 11 Plan of Nortel Networks India
International Inc. and an accompanying disclosure statement on July
20, 2021, and each was revised on August 12, 2021.
The key components of the Plan include:
* Payment in full of all Allowed Administrative Expense
Claims, Priority Tax Claims, Priority Non-Tax Claims, and Secured
Claims.
* Incorporation of the global resolution among the Nortel
Group regarding the allocation of the Sale Proceeds among each of
the Nortel Group estates and settlement of other inter-estate
claims and other claims, through the negotiated Settlement and
Plans Support Agreement which was approved under Bankruptcy Rule
9019 on January 24, 2017.
* The satisfaction, compromise and settlement of various
Intercompany Administrative Expense Claims.
* The appointment of a Plan Administrator to wind down and
distribute the assets of NNIII.
The overriding purpose of the Plan is to enable the expeditious
distribution of the NNIII's assets to Holders of Allowed Claims and
to administer and wind down its remaining assets and obligations.
The Plan provides for the treatment of Allowed Claims as follows:
(i) with respect to each Holder of an Allowed Secured Claim, at the
option of NNIII, (a) payment in Cash by or on behalf of NNIII in
the amount equal to the Allowed amount of such Secured Claim, (b)
the Distribution of the sale or other disposition proceeds of the
Collateral securing such Allowed Secured Claim, (c) surrender of
the Collateral securing such Allowed Secured Claim to the Holder of
such Allowed Secured Claim, (d) such treatment that leaves
unaltered the legal, equitable and contractual rights to which the
Holder of the Allowed Secured Claim is entitled or (e) such other
treatment to which the parties may agree; and (ii) with respect to
each Holder of an Allowed General Unsecured Claim, its Pro Rata
Share of the Creditor Proceeds as of the applicable Distribution
Date.
In addition, the Plan provides for the appointment of a Plan
Administrator, who shall have the authority and right on behalf of
NNIII and Wind-Down NNIII, without the need for Bankruptcy Court
approval, to carry out and implement all provisions of the Plan,
the SPSA and the Plan Administration Agreement in accordance with
the provisions.
Under the provisions of the Plan, Wind-Down NNIII will continue to
resolve its wind-down obligations and fulfill its other obligations
under the Plan. Upon completion of such obligations, Wind-Down
NNIII may be dissolved by the Plan Administrator without further
corporate action, subject to appropriate governmental filings.
Class 1 Claims consist of all Allowed Priority Non-Tax Claims
against NNIII. Each Holder of an Allowed Priority Non-Tax Claim in
Class 1 shall be paid by or on behalf of NNIII in Cash in the
amount equal to the Allowed amount of such Priority Non-Tax Claim.
Class 2 Claims consist of all Allowed Secured Claims, if any,
against NNIII. Each Holder of an Allowed Secured Claim in Class 2
shall be satisfied by, at the option of NNIII: (i) payment in Cash
by or on behalf of NNIII in the amount equal to the Allowed amount
of such Secured Claim on the later of the Effective Date and the
date on which such Secured Claim becomes an Allowed Secured Claim;
(ii) the Distribution of the sale or other disposition proceeds of
the Collateral securing such Allowed Secured Claim; (iii) surrender
of the Collateral securing such Allowed Secured Claim to the Holder
of such Allowed Secured Claim or (iv) such treatment that leaves
unaltered the legal, equitable and contractual rights to which the
Holder of the Allowed Secured Claim is entitled.
Class 3 Claims consist of all Allowed General Unsecured Claims
NNIII. Each Holder of an Allowed General Unsecured Claim in Class 3
shall receive its Pro Rata Share of the Creditor Proceeds as of the
applicable Distribution Date from NNIII. The Disbursing Agent shall
make periodic Interim Distributions of the remaining available
Creditor Proceeds to Holders of Allowed General Unsecured Claims in
Class 3 until the Final Distribution Date. This Class has 33.7%
estimated recovery.
Class 4 Claims consist of all Interests in NNIII. NNI, as the only
Holder of Interests in NNIII, is not expected to receive any
Distributions on account of such Interests under the Plan. NNI
shall receive no Distributions on account of such Interests until
such time that all Allowed Claims in Classes 1 through 3 have been
satisfied. At such time, NNI will receive its Pro Rata Share of any
remaining Creditor Proceeds from NNIII.
The Plan incorporates the terms of the SPSA and, to the extent not
previously approved by the Bankruptcy Court, the provisions of the
Plan shall constitute a good-faith compromise and settlement of all
Claims and Interests and controversies resolved pursuant to the
Plan and the SPSA.
A full-text copy of the Disclosure Statement dated August 12, 2021,
is available at https://bit.ly/3xRyGbl from PacerMonitor.com at no
charge.
Attorneys for the Debtors:
Lisa M. Schweitzer, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, NY 10006
Derek C. Abbott, Esq.
Andrew R. Remming, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 North Market Street, 18th Floor
P.O. Box 1347
Wilmington, DE 19899
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications. Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.
On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors. Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group. That same
day, the Monitor sought recognition of the CCAA Proceedings in U.S.
Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter
15 of the U.S. Bankruptcy Code.
That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).
In addition, the High Court of England and Wales placed 19 of NNI's
European affiliates into administration under the control of
individuals from Ernst & Young LLP. Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.
On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A. On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.
U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.
In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington,
serves as Delaware counsel. The Chapter 11 Debtors' other
professionals are Lazard Freres & Co. LLC as financial advisors;
and Epiq Bankruptcy Solutions LLC as claims and notice agent.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.
An ad hoc group of bondholders also was organized. An Official
Committee of Retired Employees and the Official Committee of Long-
Term Disability Participants tapped Alvarez & Marsal Healthcare
Industry Group as financial advisor. The Retiree Committee is
represented by McCarter & English LLP as Delaware counsel, and
Togut Segal & Segal serves as the Retiree Committee. The Committee
retained Alvarez & Marsal Healthcare Industry Group as financial
advisor, and Kurtzman Carson Consultants LLC as its communications
agent.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers. Nortel has collected roughly $9 billion for
distribution to creditors. Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July 2011.
Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court. The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.
The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014. The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.
According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.
About Nortel Networks India
Nortel Networks India International Inc., f/k/a Nortel Networks
RIHC Inc., acts as a supplier of hardware and software for
contracts with certain Nortel customers in India.
The Company filed for Chapter 11 protection on July 26, 2016
(Bankr. Del. Case No. 16-117140). The Debtor estimated assets
between $10 million and $50 million, and debts of between $500
million and $1 billion.
NORTHWEST CHILD: Unsec. Creditors Will Get 11% of Claims in 3 Years
-------------------------------------------------------------------
Northwest Child Development Centers, Inc. submitted a Second
Amended Plan of Reorganization for Small Business dated August 12,
2021.
At its height, the Debtor operated six childcare centers across
three counties – Forsyth, Stokes, and Davie. Currently, the
Debtor only operates a childcare center in Davie County. That
center is serving a substantial childcare need, operating at a
positive cash flow, and demand for more childcare services is
apparent. Therefore, the Debtor believes its underlying operations
are strong. The Debtor filed this Chapter 11 case primarily to deal
with claims and debt arising from the five former childcare
centers, all of which closed prior to the Chapter 11 filing, a
single judgment, and the interim effects of the COVID-19
restrictions on operations at the remaining childcare center.
Administrative expense claims, secured claims, priority non-tax
claims, and priority tax claims will be paid $35,000 on the
effective date, leaving any unpaid balances to be completed over
the Plan term.
Non-priority, non-insider unsecured creditors holding allowed
claims will receive distributions in an aggregate amount estimated
to be $15,000 in quarterly installments over a three-year period
from operations, which the proponent of this Plan has valued at
approximately 11 cents on the dollar in full satisfaction of such
claims.
Equity interests will remain in place.
This Plan of Reorganization proposes to pay creditors of the Debtor
from the cash flow derived from operations over the Plan term of
three years commencing on the effective date.
Debtor shall make an initial payment of $35,000 on the Effective
Date. This is the amount of cash the Debtor has earned during the
pendency of the case. Debtor's counsel consents to claim treatment
such that all administrative and priority claims shall be paid
senior to the counsel's allowed attorneys fees.
Debtor shall make Quarterly Payments of $3,000 beginning on
September 30, 2021 (9/30/21). Debtor shall make additional payments
for 12 consecutive quarters at the end of each quarter.
The Debtor will pay all unsubordinated administrative and priority
claims first, using the initial $35,000 payment and the $3,000
initial quarterly payment. The Debtor will pay each class of the
Plan in order, starting with the priority tax claims, then the
subordinated debtor's attorney fee, and then the general unsecured
creditors.
A full-text copy of the Second Amended Plan of Reorganization dated
August 12, 2021, is available at https://bit.ly/2W2d6nf from
PacerMonitor.com at no charge.
About Northwest Child Development Centers
Northwest Child Development Centers, Inc., operates a child care
facility located in Mocksville, NC. It filed a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C.
Case No. 20-50632) on Aug. 17, 2020. Judge Lena M. James oversees
the case. Bennett Guthrie, PLLC serves as Debtor's legal counsel.
NORWICH ROMAN: Seeks to Tap Robinson & Cole as Connecticut Counsel
------------------------------------------------------------------
The Norwich Roman Catholic Diocesan Corporation seeks approval from
the U.S. Bankruptcy Court for the District of Connecticut to employ
Robinson & Cole, LLP as Connecticut counsel.
The firm will render these services:
(a) advising the Debtor of its rights, powers and duties and
the continued possession or operation of its businesses and
management of its properties;
(b) advising the Debtor on general bankruptcy matters;
(c) preparing legal papers;
(d) representing the Debtor at all court hearings and matters
pertaining to its affairs;
(e) representing the Debtor in connection with any litigated
matters that may arise during the Chapter 11 case;
(f) advising the Debtor in connection with any sale of its
assets or business;
(g) attending meetings and negotiating with representatives of
the Debtor's creditors and other parties-in-interest as well as
responding to creditor inquiries;
(h) taking all necessary action to protect and preserve the
Debtor's estate;
(i) reviewing applications and motions filed in connection
with the case;
(j) negotiating and preparing, if applicable, on the Debtor's
behalf, a plan of reorganization, disclosure statement, and all
related documents, and taking any necessary action to obtain
confirmation of any such plan;
(k) representing the Debtor in connection with obtaining use
of cash collateral or post-petition loans and financing;
(l) reviewing the nature and validity of liens asserted
against the property or interests of the Debtor and advising
regarding the enforceability or avoidance of such liens, including
the preparation, filing and prosecution of avoidance actions;
(m) reviewing and evaluating the Debtor's executory contracts
and unexpired leases and representing the Debtor in connection with
any rejection, assumption or assignment of such executory contracts
and unexpired leases;
(n) consulting with and advising the Debtor regarding labor
and employment matters;
(o) reviewing and analyzing various claims of the Debtor's
creditors and the treatment of such claims and the preparation,
filing or prosecution of any objections thereto;
(p) advising the Debtor concerning actions that they might
take to collect and recover property for the benefit of its
estate;
(q) reviewing financial reports; and
(r) performing all other necessary legal services.
The firm's hourly rates are as follows:
Partners $550 tp $800 per hour
Associates $300 to $340 per hour
Patrick Birney, Esq., a partner at Robinson & Cole, disclosed in
court filings that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Patrick M. Birney, Esq.
Andrew A. DePeau, Esq.
Annecca H. Smith, Esq.
Robinson & Cole LLP
280 Trumbull Street
Hartford, CT 06103
Tel: (860) 275-8275
Fax: (860) 275-8299
Email: pbirney@rc.com
adepeau@rc.com
asmith@rc.com
About The Norwich Roman Catholic
Diocesan Corporation
The Norwich Roman Catholic Diocesan Corporation is a nonprofit
corporation that gives endowments to parishes, schools, and other
organizations in the Diocese of Norwich, a Latin Church
ecclesiastical territory or diocese of the Catholic Church in
Connecticut and a small part of New York.
The Norwich Roman Catholic Diocesan Corporation sought Chapter 11
protection (Bankr. D. Conn. 2:21-bk-20687) on July 15, 2021. The
Debtor estimated $10 million to $50 million in assets against
liabilities of more than $50 million. Judge James J. Tancredi
oversees the case.
The Debtor tapped Ice Miller, LLP as bankruptcy counsel and
Robinson & Cole, LLP as Connecticut counsel. Epiq Corporate
Restructuring, LLC is the claims and noticing agent.
NOVABAY PHARMACEUTICALS: Incurs $1.9M Net Loss in Second Quarter
----------------------------------------------------------------
Novabay Pharmaceuticals, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss and comprehensive loss of $1.86 million on $2.13 million
of total net sales for the three months ended June 30, 2021,
compared to a net loss and comprehensive loss of $4.48 million on
$3.98 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 and comprehensive loss of $3.38 million on $3.94 million of
total net sales compared to a net loss and comprehensive loss of
$6.06 million on $5.88 million of total net sales for the same
period in 2020.
As of June 30, 2021, the Company had $13.60 million in total
assets, $2.39 million in total liabilities, and $11.21 million in
total stockholders' equity.
Based primarily on the Company's funds available on June 30, 2021,
management believes that the Company's existing cash and cash
equivalents and cash flows generated from product sales will be
sufficient to enable the Company to meet its planned operating
expenses at least through Aug. 12, 2022. However, changing
circumstances may cause the Company to expend cash significantly
faster than currently anticipated, and the Company may need to
spend more cash than currently expected because of circumstances
beyond its control. Additionally, the Company's future results,
cash expenditures and ability to obtain additional external
financing could be adversely affected by the COVID-19 pandemic and
general adverse economic conditions.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1389545/000143774921019696/nby20210630_10q.htm
About Novabay
Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds. The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.
Novabay reported a net loss attributable to common stockholders of
$11.04 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to common stockholders of $10.48 million for the
year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$15.24 million in total assets, $2.92 million in total liabilities,
and $12.32 million in total stockholders' equity.
OASIS PETROLEUM: Egan-Jones Hikes Sr. Unsecured Ratings to CCC-
---------------------------------------------------------------
Egan-Jones Ratings Company, on August 4, 2021, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Oasis Petroleum Inc. to CCC- from D. EJR also downgraded the
rating on commercial paper issued by the Company to C from D.
Headquartered in Houston, Texas, Oasis Petroleum Inc. operates as
an oil and gas exploration company. The Company acquires, explores,
produces, and supplies petroleum products.
OLIN CORP: Egan-Jones Keeps B- Senior Unsecured Ratings
-------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2021, maintained its 'B-'
foreign currency and local currency senior unsecured ratings on
debt issued by Olin Corporation. EJR also maintained its 'B' rating
on commercial paper issued by the Company.
Headquartered in Clayton, Missouri, Olin Corporation manufactures
chemicals and ammunition products.
OMNIQ CORP: Incurs $2.5 Million Net Loss in Second Quarter
----------------------------------------------------------
Omniq Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $2.51
million on $13.12 million of total revenues for the three months
ended June 30, 2021, compared to a net loss of $1.99 million on
$12.68 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 $5.85 million on $32.87 million of total revenues compared
to a net loss of $4.87 million on $26.48 million of total revenues
for the six months ended June 30, 2020.
As of June 30, 2021, the Company had $35.86 million in total
assets, $44.50 million in total liabilities, and a total
stockholders' deficit of $8.64 million.
Shai Lustgarten, CEO of OMNIQ, "Our strong momentum in 2021
continued during the second quarter, and into Q3. In fact, just
last month we announced the closing of our 51% acquisition of
Dangot, based on Pro Forma 2021 half year results the combined
consolidated revenue exceeds $52 million representing an annual run
rate of over $100 million. We have become a powerhouse of AI,
object identification and automation that is well placed to drive
growth and stronger financial results. First steps in combining
technologies and efforts with Dangot look very promising and we
hope to benefit from these efforts very soon. Also, we expect pro
forma financials, combined with Dangot, will help us achieve our
goal of uplisting to a major stock exchange. Additionally, Dangot
launches OMQNIQ into the self-service kiosk market, which is
estimated to reach $30.8 billion by 2024."
"We also recorded strong results on an organic basis," said Shai
Lustgarten, CEO of OMNIQ. "Six months revenue reached $33 million,
up 24% year over year, and AI based revenue in Q2 2021 increased
~100% from Q1 2021. We also improved our margins, returning to 25%
margins in Q2 2021 and subsequent to the end of the quarter we
improved our financial strength with a record in cash position.
Looking ahead, we are focused on continuing to add new AI based
projects, book repeat supply chain sales, in higher volumes, from
our Fortune 500 customers, and cross-sell AI-based solutions to our
supply chain customers, and now to Dangot customers. We expect
growth to continue."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/278165/000149315221019557/form10-q.htm
About omniQ Corp.
Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) --
http://www.omniq.com-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic & parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq Corp. reported a net loss attributable to common stockholders
of $11.31 million for the year ended Dec. 31, 2020, compared to a
net loss attributable to common stockholders of $5.31 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$38.21 million in total assets, $45.55 million in total
liabilities, and a total stockholders' deficit of $7.34 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 31, 2021, citing that the Company has a deficit in
stockholders' equity, and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
PALACE THEATER: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Palace Theater, LLC
564 Wisconsin Dells Pkwy S
Wisconsin Dells, WI 53965
Business Description: Palace Theater, LLC is a privately held
company in the performing arts business.
The Palace Theater is a theatre
destination, producing classic broadway
productions, children's theatre shows,
comedy & concerts, with both original
artists and tribute concerts.
Chapter 11 Petition Date: August 16, 2021
Court: United States Bankruptcy Court
Western District of Wisconsin
Case No.: 21-11714
Debtor's Counsel: Paul G. Swanson, Esq.
STEINHILBER SWANSON LLP
107 Church Avenue
Oshkosh, WI 54901
Tel: 920-235-6690
Fax: 920-426-5530
Email: pswanson@steinhilberswanson.com
Debtor's
Accountant: MARTIN J. COWIE
Total Assets: $9,086,225
Total Liabilities: $6,449,452
The petition was signed by Anthony J. Tomaska as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/JDHF47I/Palace_Theater_LLC__wiwbke-21-11714__0001.0.pdf?mcid=tGE4TAMA
PENN NATIONAL: Egan-Jones Keeps CCC Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on August 6, 2021, maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by Penn National Gaming, Inc. EJR also maintained its
'C' rating on commercial paper issued by the Company.
Headquartered in Wyomissing, Pennsylvania, Penn National Gaming,
Inc. owns and operates Charles Town Races in West Virginia which
features slot machines, casinos in Mississippi, and a riverboat
gaming facility in Louisiana.
PHILADELPHIA SCHOOL: Unsecureds Recovery Hiked to 100% in Plan
--------------------------------------------------------------
Philadelphia School of Massage and Bodywork, Inc., filed a Second
Amended Plan and a corresponding Disclosure Statement on Aug. 11,
2021.
Under the terms of the latest Plan, the Debtor expects to earmark
surplus net income from its operations to pay down certain amounts
pre-bankruptcy debt on a pro-rata share basis between October 2021
and June 30, 2022 -- currently expected to be $49,739. At present,
the Debtor expects that each holder of an unsecured claim that
filed a proof of claim will receive approximately 100 percent of
its total allowed claim amount.
The prior iteration of the Plan provided for a 60% recovery for
unsecured creditors.
Under the Proposed Plan, Debtor does not provide for any
distribution to a creditor (i) whose claim was listed as disputed,
contingent and unliquidated and (ii) who did not timely file a
proof of claim in this proceeding.
The Proposed Plan does not include any impaired class of claims.
As such, the Bankruptcy Code provisions relating to a cramdown or
consensual plan are inapplicable to the present bankruptcy
proceeding.
A copy of the Second Amended Disclosure Statement filed Aug. 11,
2021, is available at https://bit.ly/3k21Yin
About Philadelphia School of Massage and Bodywork
Philadelphia School of Massage and Bodywork, Inc., opened its doors
in May 2015. Its mission is to provide experience-based, quality
education and training in massage therapy and bodywork. It filed
its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 20-13642) on Sept. 10,
2020. Judge Eric L. Frank oversees the case. Danek Law Firm, LLC
serves as the Debtor's legal counsel.
PURDUE PHARMA: Can't Sell Assets Without Releases, Say Sackler Reps
-------------------------------------------------------------------
Law360 reports that the liability releases for Purdue Pharma-owning
members of the Sackler family in its Chapter 11 plan must stand in
order for a court in the British Crown dependency of Jersey to
release assets needed to fund the $4.5 billion settlement at its
center, family representatives told a New York bankruptcy court
Monday, August 16, 2021.
At the third day of virtual plan confirmation hearings before U.S.
Bankruptcy Judge Robert Drain custodians of the Sacklers' Jersey
trust funds said the court would likely rescind a ruling allowing
the sale of trust assets if Purdue's Chapter 11 plan is amended to
significantly narrow the legal releases.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation facing the Company.
The Company's consolidated balance sheet at Aug. 31, 2019, showed
$1.972 billion in assets and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has
been assigned to oversee Purdue's Chapter 11 case.
Davis Polk & Wardwell LLP and Dechert LLP are serving as legal
counsel to Purdue. PJT Partners is serving as investment banker,
and AlixPartners is serving as financial advisor. Prime Clerk LLC
is the claims agent.
QUICK FITTING: Sep. 20, 2021 Bar Date in Receivership Case
----------------------------------------------------------
Quick Fitting Inc. is involved in a receivership proceeding in the
Superior Court of the State of Rhode Island, CA No. KC2020-0501.
Persons or entities who wish to assert any claim against the
Company or participate in any distribution of funds from the
receivership estate must file claims before Sept. 20, 2021.
Any person or entity that fails to file a proof of claim before the
Bar Date will be forever barred from filing or asserting any claim
against QFIor participating in any distribution from the Estate
Notice of the claims bar date and file a claim can be accessed at
https://crfllp.com/cases/quickfitting--inc-
Proofs of claim must be mailed to
Joyce Gauthier
Chace Ruttenberg & Freedman, LLP
One Park Row, Ste. 300
Providence, RI 02903
Copy of the notice can also be accessed from the receiver's office
by calling (401) 453-6400 and asking for a copy of the "Quick
Fitting Bar Notice".
In the receivership case -- MICHAEL ABSHER, DAVID RARDIN, SCOTT
RARDIN, MAHESH PATEL,
YESWANT PATEL, and MICHAEL PAPPAS Petitioners, vs. QUICK FITTING,
INC., Case No. KC-2020-0501 -- the Kent County Superior Court
(Rhode Island) appointed Richard J. Land, Esq., as Temporary
Receiver of the Company.
The Receiver can be reached at:
Richard J. Land, Esq.
Chace Ruttenberg & Freedman, LLP
One Park Row, Ste. 300
Providence, RI 02903
Tel: 401-453-6400
Fax: 401-453-6411
Email: rland@crfllp.com
Quick Fitting Inc. develops and sells products using a patented
design for connecting plumbing pipe and conduit.
RGN-GROUP HOLDINGS: Jenkins Court Says Plan Supplement Inaccurate
-----------------------------------------------------------------
Jenkins Court Realty Co., L.P. ("Landlord"), landlord to debtor
RGN-Jenkintown I, LL ("Tenant") objects to Confirmation of First
Amended Joint Chapter 11 Plan of RGN-Group Holdings, LLC and its
Debtor Affiliates, and states as follows:
* Landlord does not object to the treatment of classes of
claims generally as provided by the Plan and does not object to the
treatment of its claims; however, the Plan Supplement is inaccurate
with respect to the amount of Landlord's claims.
* At the time of the Lease assumption, Landlord's counsel
advised Tenant's counsel that there were arrearages due under the
Lease.
* Certain of these arrearages have been acknowledged by Tenant
and already paid; however, Landlord's record reflect that Tenant
has not paid the August rent. Moreover, the Tenant has not paid
Landlord's attorneys' fees and costs for collection which are
properly reimbursable by the Tenant under the Lease.
* The legal fees are subject to ongoing negotiations, and
Tenant has asserted that the August rent has been paid.
These issues cannot be resolved prior to the Plan objection
deadline, Jenkins Court asserts.
Counsel for Jenkins Court:
Leona Mogavero, Esquire
Friedman Schuman, P.C.
101 Greenwood Avenue, Suite 500
Jenkintown, PA 19046
Telephone: (215)635-7200
Facsimile: (215)635-7212
LMogavero@fsalaw.com
About RGN Group Holdings
RGN-Group Holdings, LLC and its affiliates are primarily engaged in
renting and leasing real estate properties. On Aug. 17, 2020,
RGN-Group Holdings and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11961).
At the time of the filing, RGN-Group Holdings disclosed total
assets of $1,005,956,000 and total liabilities of $946,016,000.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors have tapped Faegre Drinker Biddle & Reath LLP as their
bankruptcy counsel, Alixpartners as financial advisor, Duff &
Phelps LLC as restructuring advisor, and Epiq Corporate
Restructuring LLC as claims and noticing agent.
Natasha Songonuga is the Subchapter V trustee for the estates of
RGN-Group Holdings, LLC and its affiliates. The trustee is
represented by Gibbons P.C.
The Official Committee of Unsecured Creditors has retained FTI
Consulting, Inc. as financial advisor; and Cole Schotz P.C. and
Frost Brown Todd LLC as Co-Counsel.
RGN-GROUP HOLDINGS: Landlord TCG BOA Says Plan Still Unconfirmable
------------------------------------------------------------------
TCG BOA Missouri Holdings LLC ("Landlord"), objects to Confirmation
of First Amended Joint Chapter 11 Plan of RGN-Group Holdings, LLC
and its Debtor Affiliates.
Under the terms of the Plan, the Debtors have classified Landlord's
Claim in "Class 4(A)" and have purported to leave Landlord's legal,
equitable and contractual rights with respect to such Claim
unaltered such that Landlord's Claim is deemed "unimpaired" under
the provisions of 11 U.S.C. Sec. 1124(a). As a result, Landlord was
denied an opportunity to vote to accept or reject the Plan under 11
U.S.C. Sec. 1126 and/or to opt-out of the "Third Party Release"
provided for under Article V, Section E of the Plan (the "Third
Party Release").
Consequently, Landlord maintains that under its current wording,
the Plan improperly characterizes Landlord's Claim as "unimpaired"
and, thus, fails to comply with the applicable provisions of Title
11 of the U.S. Code in accordance with the requirements of 11
U.S.C. Sec. 1129(a)(1).
Likewise, by failing to provide Landlord an opportunity to vote on
the Plan and/or opt-out of the Third Party Release, Landlord
maintains that the Debtors (in their capacities as proponents of
the Plan under its current wording) have failed to comply with the
applicable provisions of Title 11 of the U.S. Code in accordance
with the requirements of 11 U.S.C. Sec. 1129(a)(2).
Landlord asserts that Debtors have informally proposed to counsel
for the Landlord to make certain revisions to the Plan's Third
Party Release to clarify that the Third-Party Release does not
release the obligations of Non-Debtor Tenant to Landlord under the
Lease. Provided the Debtors formally adopt and implement revisions
to the Plan that provide sufficient and satisfactory clarification
in the foregoing regard, Landlord is prepared to withdraw this
Limited Objection.
As of the filing hereof, however, no such revisions have been
formally adopted and implemented to the Plan. Accordingly, Landlord
maintains that the Plan currently remains unconfirmable under the
provisions of 11 U.S.C. Sec. 1129(a)(1) and (2).
Attorneys for TCG BOA:
THOMPSON COBURN LLP
Cheryl A. Kelly
David D. Farrell
One US Bank Plaza
St. Louis, MO 63101
Tel: (314) 552-6000
Fax: (314) 552-7000
E-mail: ckelly@thompsoncoburn.com
dfarrell@thompsoncoburn.com
About RGN Group Holdings
RGN-Group Holdings, LLC and its affiliates are primarily engaged in
renting and leasing real estate properties. On Aug. 17, 2020,
RGN-Group Holdings and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
20-11961).
At the time of the filing, RGN-Group Holdings disclosed total
assets of $1,005,956,000 and total liabilities of $946,016,000.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors have tapped Faegre Drinker Biddle & Reath LLP as their
bankruptcy counsel, Alixpartners as financial advisor, Duff &
Phelps LLC as restructuring advisor, and Epiq Corporate
Restructuring LLC as claims and noticing agent.
Natasha Songonuga is the Subchapter V trustee for the estates of
RGN-Group Holdings, LLC and its affiliates. The trustee is
represented by Gibbons P.C.
The Official Committee of Unsecured Creditors has retained FTI
Consulting, Inc. as financial advisor; and Cole Schotz P.C. and
Frost Brown Todd LLC as Co-Counsel.
ROSIE'S LLC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Rosie's, LLC
17566 CR 30
Sterling, CO 80751
Business Description: Rosie's, LLC is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: August 16, 2021
Court: United States Bankruptcy Court
District of Colorado
Case No.: 21-14259
Debtor's Counsel: Patrick R. Akers, Esq.
MOYE WHITE LLP
1400 16th Street, 6th Floor
Denver, CO 80202
Tel: (303) 292-2900
E-mail: patrick.akers@moyewhite.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by David W. Lebsock as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CYRAZMQ/Rosies_LLC__cobke-21-14259__0001.0.pdf?mcid=tGE4TAMA
SAMURAI MARTIAL: Wins Interim Access to Cash Collateral
-------------------------------------------------------
Judge Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the
Southern District of Texas authorized Samurai Martial Sports, Inc.
to use cash collateral on an interim basis to pay for necessary
expenses incurred in the ordinary course of business, pursuant to
the budget until the final hearing on use of cash collateral.
The budget provided for $21,430 in cost of sales and $29,450 in
total expenses for each of August and September 2021. A copy of
the budget is available for free at https://bit.ly/3m68Uh9 from
PacerMonitor.com.
Judge Rodriguez further ruled that:
a. BankUnited and Texas Citizens Bank, the Debtor's Lenders,
shall continue to have the same liens, encumbrances and security
interests in the cash collateral generated post filing, plus all
proceeds, products, accounts, or profits thereof, as existed prior
to the filing date;
b. the Debtor keep the Lenders' collateral free and clear of all
further post-petition liens, encumbrances, and security interests;
provided, however, that nothing in the current Interim Order shall
prohibit the Debtor from seeking credit pursuant to Section 364 of
the Bankruptcy Code; and
c. the Debtor include a line item in the budget for the monthly
ad valorem tax liability of the Debtor's real property, and further
pay to BankUnited the monthly ad valorem tax liability to be held
in escrow for payment due in January 2021.
The Court will hold a further hearing on the Debtor's Motion for
Use of Cash Collateral on September 14, 2021 at 1 p.m. by audio and
video electronic means.
A copy of the interim order is available for free at
https://bit.ly/37KqONZ from PacerMonitor.com.
About Samurai Martial Sports
Samurai Martial Sports, Inc. is a Houston-based company that
operates a sports complex, camps, after school care and related
matters.
Samurai Martial Sports sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-32250) on July 2,
2021. In the petition signed by Ihab Ahmed, president, the Debtor
disclosed $1 million to $10 million in both assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case. Reese Baker, Esq.,
at Baker & Associates, is the Debtor's legal counsel.
SG MCINTOSH: Taps Wagoner Bankruptcy Group as Legal Counsel
-----------------------------------------------------------
SG McIntosh, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Missouri to hire Wagoner Bankruptcy Group,
P.C. to serve as legal counsel in its Chapter 11 case.
The firm's hourly rates for its services are as follows:
Attorney, Ryan A. Blay $300 per hour
Attorney, Jeffrey L. Wagoner $300 per hour
Attorney, G. Addam Fera $300 per hour
Attorney, Errin Stowell $300 per hour
Paralegal, Douglas Sisson $125 per hour
Paralegal, Ana Van Noy $125 per hour
Paralegal, Betsy Hayman $125 per hour
The firm received from the Debtor a retainer in the amount of
$5,000 and a filing fee of $1,738.
Wagoner Bankruptcy Group, doing business as WM Law, PC, and its
members are disinterested parties as defined in Section 101(14) of
the Bankruptcy Code, according to court papers filed by the firm.
The firm can be reached through:
Jeffrey L. Wagoner, Esq.
Ryan A. Blay, Esq.
WM Law, PC
15095 W. 116th St.
Olathe, KS 66062
Phone: (913) 422-0909
Fax: (913) 428-8549
Email: blay@wagonergroup.com
bankruptcy@wagonergroup.com
About SG McIntosh LLC
SG McIntosh, LLC filed a Chapter 11 petition (Bankr. W.D. Mo. Case
No. 21-40986) on Aug. 6, 2021, listing up to $100,000 in assets and
up to $500,000 in liabilities. Judge Brian T. Fenimore oversees
the case. Wagoner Bankruptcy Group, P.C., doing business as WM
Law, PC, serves as the Debtor's legal counsel.
SINTX TECHNOLOGIES: Incurs $2.2 Million Net Loss in Second Quarter
------------------------------------------------------------------
SINTX Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $2.20 million on $101,000 of product revenue for the three
months ended June 30, 2021, compared to a net loss of $4.03 million
on $204,000 of product revenue for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $4.83 million on $202,000 of product revenue compared to a
net loss of $2.86 million on $411,000 of product revenue for the
same period during the prior year.
As of June 30, 2021, the Company had $26.42 million in total
assets, $4.94 million in total liabilities, and $21.48 million in
total stockholders' equity.
The Company had an accumulated deficit of $245.9 million and $241.1
million as of June 30, 2021 and Dec. 31, 2020, respectively. To
date, the Company's operations have been principally financed from
proceeds from the issuance of preferred and common stock and, to a
lesser extent, cash generated from product sales. It is
anticipated that the Company will continue to generate operating
losses and use cash in operations. The Company said its
continuation as a going concern is dependent upon its ability to
increase sales, and/or raise additional funds through the capital
markets. Whether and when the Company can attain profitability and
positive cash flows from operations or obtain additional financing
is uncertain.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1269026/000149315221019482/form10-q.htm
About SINTX Technologies
Headquartered in Salt Lake City, Utah, SINTX Technologies --
https://ir.sintx.com -- is an OEM ceramics company that develops
and commercializes silicon nitride for medical and non-medical
applications. The core strength of SINTX Technologies is the
manufacturing, research, and development of silicon nitride
ceramics for external partners. The Company presently manufactures
advanced ceramics powders and components in its FDA registered, ISO
13485:2016 certified, and ASD9100D certified manufacturing
facility.
SINTX Technologies reported a net loss of $7.03 million for year
ended Dec. 31, 2020, compared to a net loss of $4.79 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $28.69 million in total assets, $5.09 million in total
liabilities, and $23.60 million in total stockholders' equity.
SKECHERS USA: Egan-Jones Keeps BB+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on August 2, 2021, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Skechers U.S.A., Inc.
Headquartered in Manhattan Beach, California, Skechers USA Inc.
designs and markets branded contemporary casual, active, rugged,
and lifestyle footwear for men, women, and children.
SOUTHWESTERN ENERGY: Fitch Alters Outlook on 'BB' IDR to Positive
-----------------------------------------------------------------
Fitch Ratings has affirmed Southwestern Energy Company's Long-Term
Issuer Default Rating (IDR) at 'BB'. In addition, Fitch has
affirmed Southwestern's senior secured revolver at 'BBB-'/'RR1' and
senior unsecured notes at 'BB'/'RR4'. The Rating Outlook has been
revised to Positive from Stable.
Southwestern's ratings are supported by its production scale,
expectation of material FCF generation at current Strip prices,
manageable debt maturity profile, solid hedging program, and ample
liquidity. This is partially offset by the need to integrate a
large acquisition and increasing differentials in the Appalachian
basin.
The Outlook revision to Positive reflects Fitch's belief that once
the Indigo acquisition has closed, and the entity has been
successfully integrated, the credit profile should improve with the
application of FCF to reduce debt, as well as extended debt
maturity runway and benefits from operational synergies.
KEY RATING DRIVERS
Accretive Indigo Acquisition: The Indigo acquisition will be funded
with $400 million in cash, the assumption of $700 million in debt,
and the issuance of Southwestern stock. Fitch believes the
acquisition will be accretive at current base case and Strip
pricing. Indigo will provide basin diversification and result in
lower overall differentials to natural gas prices and reduced
overall gathering and transportation costs. The increase in
production scale should lead to material FCF growth, which Fitch
expects to be used to reduce debt in the near term.
Extended Debt Maturity Schedule: The announced debt exchange and
bond transaction will simplify the capital structure and provided
for debt maturity runway. The assumed Indigo notes, which are
currently held at the Indigo entity, will be exchanged for par into
new Southwestern notes held at the parent, with an indenture
similar to existing Southwestern unsecured notes. The company would
have a manageable maturity in 2025 (approximately $700-$850
million) with the next bond maturity in 2027. FCF is expected to
reduce borrowings under the revolver, which is due in 2024. The new
Southwestern notes issued from the exchange and the announced bond
offer will have a similar rating to the existing senior unsecured
Southwestern notes.
FCF Pivot: Fitch expects Southwestern to generate material FCF
under its base case natural gas prices ($2.90 in 2021 and $2.45
over the long-term). FCF projections under current Strip pricing is
significantly higher. Fitch expects near-term FCF will be applied
to debt reduction, which could bring debt/EBITDA to below 2.0x in
2022.
Robust Appalachian Footprint: Southwestern has a large Appalachian
footprint with approximately 789,000 net acres and 12.0 Tcfe of
proved reserves pro forma for the Montage acquisition. The company
also has approximately 5,150 drilling locations (excluding the
1,000 locations from the pending Indigo acquisition in the
Haynesville basin), which provides for a deep inventory. Natural
gas production approximates for 79% of total production, although
the company has an ability to increase production of NGL production
when prices are attractive.
Fitch believes the Southwest Appalachian acreage continues to
deliver favorable operational results and believes development
spending in its liquids-weighted region combined with the recovery
in NGL pricing should help support netbacks.
Differentials to Henry Hub pricing has widened in 2021 and is
expected to continue to widen for the remainder of the year. This,
along with hedging, should negate a significant portion of the
impact of higher natural gas prices. Widening differentials and
takeaway capacity remain long-term concerns for Appalachian
operators.
Hedges Provide Near-Term Support: Southwestern has hedged
approximately 84% of its 2021 expected natural gas production at a
weighted average floor price of $2.63 and 76% of its 2022
production at a weighted average floor price of $2.66 pro forma for
the Indigo acquisition. In addition, approximately 77% and 50% of
its liquid production is hedged for 2021 and 2022, respectively.
Management's strategy is to hedge approximately 50%-90% of its
expected production over the next 12 months and 30%-50% of
production over the following twelve months.
Fitch believes Southwestern's hedging program is strong although it
longer-term multi-year hedges as employed by other Appalachian
producers. Hedges in 2021 provide liquidity uplift and increased
certainty of moving to FCF neutrality.
DERIVATION SUMMARY
Pro-forma for the Indigo transaction, Southwestern remains one of
the largest U.S. natural gas E&P companies at approximately 4.1
Bcfe/d, larger than CNX Resources (CNX; BB/Positive), but below EQT
Corporation (EQT; BB+/Stable) at 5.5 bcfe/d pro forma for its Alta
Resources acquisition. Fitch estimates 2022 debt/EBITDA at 2.0x,
which is lower than CNX (2.6x) and EQT (2.4x) based on Fitch's
current price deck. Southwestern's liquidity as of June 30, 2021
was weaker than CNX and EQT, although this is offset by
expectations of positive FCF and lack of material near-term
maturities.
Southwestern's three-year rolling hedge policy covers 84% of 2021
gas production and roughly 76% of 2021 forecast gas production.
This is less robust than CNX's and EQT's swap-heavy policy, in
which both hedge a greater share of expected production and for
further out than Southwestern.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for the issuer
include:
-- WTI oil price of $60.00/bbl in 2021, $52.00/bbl in 2022,
$50.00/bbl in 2023 and in the long term;
-- Henry Hub natural gas price of $2.90/mcf in 2021 and $2.45 in
the long term;
-- Production of 3.4 Bcfe/d in 2021, 4.1 Bcfe/d in 2022 and flat
over the long term;
-- Liquids mix of 14% in 2022 and throughout the forecast;
-- Capex above $1.1 billion in 2021 and $1.25 billion for the
remainder of the forecast;
-- No material M&A activity or shareholder activity.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Operational execution of Southwest Appalachia development
plan;
-- Successful integration of the Indigo acquisition;
-- Mid-cycle debt/EBITDA below 2.5x or FFO-Adjusted Leverage
below 2.75x on a sustained basis;
-- Demonstrated commitment to stated financial policy.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Mid-cycle debt/EBITDA above 3.0x or FFO-Adjusted Leverage
above 3.25x on a sustained basis;
-- Operational and financial plan that fails to execute on
Southwest Appalachia development and support FCF neutrality;
-- Weakening in differential trends and the unit cost profile.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Southwestern's liquidity consists of $2 million
of cash on hand and a $2.0 billion secured credit facility with
availability of $1.2 billion after $568 million drawn $233 million
in letters of credit. The borrowing base and elected commitments
were re-determined at $2.0 billion in March 2021. The revolver
matures in April 2024.
Financial covenants under the credit facility include a minimum
current ratio (including unused commitments under the credit
agreement) of 1.0x and a maximum total net leverage ratio of no
greater than 4.00x after June 30, 2020. As of June 30, 2021,
Southwestern was in compliance with all of its covenants.
Pro forma for the proposed bond offering, the next material bond
maturity is in 2025 (less than $700 million). Fitch anticipates FCF
will be used to reduce outstanding revolver borrowings in the near
term.
ISSUER PROFILE
Southwestern Energy Company is an independent energy company
engaged in exploration and development of, principally, natural gas
primarily in Northeast Appalachia in Pennsylvania and Southwest
Appalachia in West Virginia.
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.
SOUTHWESTERN ENERGY: Moody's Rates New Sr. Unsecured Notes 'Ba3'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Southwestern
Energy Company's proposed senior unsecured notes. Southwestern's
other ratings, including its Ba2 Corporate Family Rating, and
stable outlook remains unchanged. Proceeds from this notes issuance
will primarily be used to finance the $400 million cash
consideration for Southwestern's acquisition of Indigo Natural
Resources LLC (Indigo, B1 CFR under review for upgrade) and to
refinance Southwestern's 2026 notes. The consummation of Indigo
acquisition is subject to Southwestern's shareholder approval and
is expected to close following its shareholder proxy vote scheduled
for August 27th.
Assignments:
Issuer: Southwestern Energy Company
Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD4)
RATINGS RATIONALE
The proposed and existing senior unsecured notes are rated Ba3, as
a result of the secured nature and priority claim of the ABL
revolver with $2 billion borrowing base. Due to the size of the
claim of the secured debt, the senior notes are rated one notch
beneath the Ba2 CFR.
Southwestern's Ba2 CFR is supported by its sizeable production and
reserves base, supportive hedges against downside risk, and lack of
sizeable near term debt maturities. Southwestern benefits from its
low cost structure and good capital efficiency which allow it to
continue to have supportive credit metrics in times of commodity
price volatility. Southwestern's proposed acquisition of Indigo
should also strengthen its leverage metrics and free cash flow
generation while adding to production and proved reserves. The
acquisition of Indigo is favorable as it adds higher margin
production and provides basin diversification. However,
Southwestern will remain challenged by its natural gas weighted
production profile (over 75% of expected production) and high
reserves concentration.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could consider an upgrade if Southwestern sustains retained
cash flow to debt over 35% and the leveraged full-cycle ratio
(LFCR) approaches 2x in a commodity price environment in the middle
of Moody's medium term price ranges. The Ba2 CFR could be
downgraded if the retained cash flow to debt ratio drops below 20%
or if LFCR falls below 1x for a sustained period.
Southwestern Energy Company is a US independent exploration and
production (E&P) company headquartered in Houston, Texas.
The principal methodology used in this rating was Independent
Exploration and Production published in August 2021.
SOUTHWESTERN ENERGY: S&P Rates New $1BB Sr. Unsecured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level and '3' recovery
ratings to Southwestern Energy Co.'s proposed $1 billion senior
unsecured notes maturing in 2030. S&P placed the issue-level rating
on CreditWatch with positive implications, in line with all of its
other ratings on the company and its debt. The '3' recovery rating
indicates its expectation for meaningful (50%-70%; rounded
estimate: 55%) recovery of principal for creditors in the event of
a payment default.
S&P said, "We expect Southwestern to use proceeds from the offering
to fund the tender for the company's $618 million senior notes due
2026, an initial tender for up to $25 million of its 2025 senior
notes, and to pay down its credit facility in advance of the
acquisition of Indigo Natural Resources LLC, which we expect to
close in the third quarter of 2021."
The Indigo acquisition will increase Southwestern's geographic
diversity by providing it with another core natural gas play in the
Haynesville Shale, boosting its pro forma reserves to 15 trillion
cubic feet as of year-end 2020 and production to about 4.1 billion
cubic feet equivalent per day. S&P said, "In addition, we expect
Indigo's good cost structure and pricing in the Gulf Coast market
to increase Southwestern's exploration and production margin by
$0.15-per million cubic feet equivalent, which will improve its
profitability. The acquisition will also decrease the company's
exposure to in-basin pricing in Appalachia, which has historically
been affected by significant pricing differentials. Furthermore, it
provides Southwestern with multiple sales locations in Greater
Appalachia and the Gulf Coast, which have exposure to international
markets, where demand for liquified natural gas is growing. We
anticipate Southwestern will likely maintain financial policies
that support continued free cash flow generation and debt reduction
to support expected improvement in financial measures. The company
expects to generate over $2 billion of free cash flow through 2023
under current strip prices. We expect Southwestern will use this
cash flow to reduce debt, including to pay off its remaining $207
million of unsecured notes due 2022."
STANTON VIEW: Tayman Lane Represents Condo Purchasers
-----------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Tayman Lane Chaverri submitted a verified statement
to disclose that it is representing the Purchaser Claimants in the
Chapter 11 cases of Stanton View Development, LLC.
The names and addresses of the Purchaser Claimants represented by
the Firm are:
LaDonna May
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Ade Adenariwo
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Britney Bennett
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Theresa Brooks
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Davina Callahan
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Denine Edmonds
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Ciera Johnson
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Robin McKinney
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
Jaztina Somerville
c/o LaRuby May
May Lightfoot PLLC
3200 Martin Luther King Jr. Avenue SE | 3rd Floor
Washington, DC 20032
The nature and amount of the disclosable economic interest of the
Purchaser Claimants, and the times of acquisition thereof are
currently based on unsecured claims arising from prepetition sale
of condominiums to the Purchaser Claimants.
As of the Petition Date, the Purchaser Claimants were owed an
unknown amount, not less than $5,000,000.00.
The Firm was retained to represent the foregoing Purchaser
Claimants in July 2021.
Counsel for the Purchaser Claimants can be reached at:
Jeffery T. Martin, Jr., Esq.
TAYMAN LANE CHAVERRI LLP
601 13th St NW, Suite 900
Washington, DC 20005-3807
Tel: (202) 695-8146
Fax: (202) 478-2781
E-mail: jmartin@tlclawfirm.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3xXKqsG
About Stanton View Development
Greenbelt, Md.-based Stanton View Development, LLC is a privately
held company in the residential building construction business.
Stanton View Development filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
21-11810) on March 23, 2021. Donte Lee, managing member, signed
the petition. In its petition, the Debtor disclosed $567,519 in
assets and $2,291,972 in liabilities.
Judge Thomas J. Catliota oversees the case.
The Debtor tapped Wolff & Orenstein, LLC as its bankruptcy counsel.
Jordan M. Samuel, Esq., of Asmar, Schor & McKenna, PLLC and Alan
Levenstein, Esq., of Houlon, Berman, Finci & Levenstein, LLC serve
as the Debtor's special counsel.
TREMAN PARK: Moody's Upgrades Rating on $6.25MM F-RR Notes to B3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Treman Park CLO, Ltd. (the "CLO" or "Issuer"):
US$9,000,000 Class B-1RR Senior Secured Floating Rate Notes Due
2028 (the "Class B-1RR Notes"), Upgraded to Aaa (sf); previously on
January 20, 2021 Upgraded to Aa1 (sf)
US$48,000,000 Class B-2RR Senior Secured Floating Rate Notes Due
2028 (the "Class B-2RR Notes"), Upgraded to Aaa (sf); previously on
January 20, 2021 Upgraded to Aa1 (sf)
US$0 Class C-1RR Secured Deferrable Floating Rate Notes Due 2028
(the "Class C-1RR Notes"), Upgraded to Aa2 (sf); previously on
January 20, 2021 Confirmed at A2 (sf)
US$30,600,000 Class C-2RR Secured Deferrable Floating Rate Notes
Due 2028 (the "Class C-2RR Notes"), Upgraded to Aa2 (sf);
previously on January 20, 2021 Confirmed at A2 (sf)
US$4,000,000 Class C-3RR Secured Deferrable Floating Rate Notes Due
2028 (the "Class C-3RR Notes"), Upgraded to Aa2 (sf); previously on
January 20, 2021 Confirmed at A2 (sf)
US$34,000,000 Class D-RR Secured Deferrable Floating Rate Notes Due
2028 (the "Class D-RR Notes"), Upgraded to Baa2 (sf); previously on
January 20, 2021 Confirmed at Baa3 (sf)
US$32,250,000 Class E-RR Secured Deferrable Floating Rate Notes Due
2028 (the "Class E-RR Notes"), Upgraded to Ba2 (sf); previously on
August 14, 2020 Confirmed at Ba3 (sf)
US$6,250,000 Class F-RR Secured Deferrable Floating Rate Notes Due
2028 (the "Class F-RR Notes"), Upgraded to B3 (sf); previously on
August 14, 2020 Downgraded to Caa1 (sf)
US$116,600,000 Combination Notes Due 2028 (the "Combination Notes")
(current outstanding rated balance of $66,027,347), Upgraded to Aa1
(sf); previously on January 20, 2021 Upgraded to Aa2 (sf)
The CLO, originally issued in April 2015 and refinanced in December
2016 and November 2018, is a managed cashflow CLO. The notes are
collateralized primarily by a portfolio of broadly syndicated
senior secured corporate loans. The transaction's reinvestment
period ended in October 2020.
RATINGS RATIONALE
These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's
over-collateralization (OC) ratios since January 2021. The Class
A-RR notes have been paid down by approximately 32.6% or $127
million since then. Based on Moody's calculation, the OC ratios for
the Class A/B, Class C, Class D and Class E notes are currently at
143.78%, 129.75%, 118.40% and 109.33%, respectively, versus the
Januarly 2021 levels of 130.87%, 121.46%, 113.45% and 106.78%,
respectively.
The deal has also benefited from an improvement in the credit
quality of the portfolio since January 2021. Based on the trustee's
July 2021 report [1], the weighted average rating factor is
currently at 3091 compared to 3237 based on the trustee's January
2021 report [2].
The upgrade action on the Combination Notes is primarily a result
of the reduction of the Combination Notes' rated balance and an
increase in the Combination Notes' rated balance collateralization
coverage. The rated balance has been reduced by $4.7 million or
4.1% since January 2021, and is fully covered by the Class B-2RR
Notes and the Class C-2RR Notes components.
Moody's rating of the Combination Securities addresses only the
ultimate receipt of the Combination Securities Rated Balance by the
holders of the Combination Securities. Moody's rating of the
Combination Securities does not address any other payments or
additional amounts that a holder of the Combination Securities may
receive pursuant to the underlying documents.
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in "Moody's Global
Approach to Rating Collateralized Loan Obligations."
The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. For modeling
purposes, Moody's used the following base-case assumptions:
Performing par and principal proceeds balance: $460,146,705
Defaulted par: $0
Diversity Score: 70
Weighted Average Rating Factor (WARF): 2850
Weighted Average Spread (WAS) (before accounting for LIBOR floors):
3.21%
Weighted Average Recovery Rate (WARR): 47.5%
Weighted Average Life (WAL): 4.07 years
TRINITY INDUSTRIES: Egan-Jones Keeps B+ Senior Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on August 2, 2021, maintained its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by Trinity Industries, Inc.
Headquartered in Dallas, Texas, Trinity Industries, Inc.
manufactures transportation, construction, and industrial
products.
TRIUMPH GROUP: Moody's Hikes CFR to Caa2 & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded its ratings for Triumph Group,
Inc., including the company's corporate family rating to Caa2 from
Caa3 and Probability of Default Rating to Caa2-PD from Caa3-PD.
Concurrently, Moody's upgraded its ratings for the company's first
lien senior secured notes to B1 from B2, ratings for the senior
secured second lien notes to Caa1 from Caa2, and the ratings on the
senior unsecured notes to Caa3 from Ca. The speculative grade
liquidity (SGL) rating remains unchanged at SGL-3. The ratings
outlook has been changed to stable.
The following summarizes the rating actions:
Issuer: Triumph Group, Inc.
Corporate Family Rating, upgraded to Caa2 from Caa3
Probability of Default Rating, upgraded to Caa2-PD from Caa3-PD
First Lien Senior Secured Notes, upgraded to B1 (LGD2) from B2
(LGD1)
Second Lien Senior Secured Regular Bond/Debenture, upgraded to Caa1
(LGD3) from Caa2 (LGD3)
Senior Unsecured Regular Bond/Debenture, upgraded to Caa3 (LDG5)
from Ca (LGD5)
Outlook, Changed to Stable from Negative
The upgrades reflect Moody's expectations for stronger operating
performance that will result in a gradual improvement in credit
metrics through 2023. The upgrades also reflect Triumph's on-going
efforts to de-risk its business and its reduced exposure to
loss-making, legacy platforms. These changes will translate to a
more stable business profile.
RATINGS RATIONALE
The Caa2 corporate family rating balances Triumph's high financial
leverage and limited liquidity against its considerable scale and
well-established presence as an aerospace supplier. Over the next
few years, Moody's anticipates a challenging operating environment
for Triumph's commercial original equipment manufacturer (OEM)
markets resulting from lower production rates for most commercial
aerospace platforms. However, growing demand for maintenance,
repair, and overhaul (MRO) work in military and commercial markets
will help partially mitigate pressure from the OEM business.
Moody's recognizes Triumph's de-risking efforts over the last few
years, along with recent paydowns in debt, and the company's
meaningful exposure to military end markets (about 38% of sales),
which are likely to remain relatively stable compared to commercial
aerospace OEM markets. The ratings also reflect, Moody's
expectations for on-going cash consumption for Triumph during
fiscal year 2022 (ending March 2022) and into fiscal 2023. This
cash consumption will be against a backdrop of a highly leveraged
capital structure (debt-to-EBITDA of 13x as of June 2021) and the
absence of a committed revolving credit facility. Triumph's
intermediate-dated capital structure, with much of its principal
obligations becoming due in 2024, will necessitate strong earnings
growth over the next few years. An inability to achieve strong
earnings growth could increase default risk.
The stable outlook reflects Moody's expectation of a more steady
operating profile along with the on-going strengthening of earnings
and a gradual improvement in credit metrics.
The SGL-3 speculative grade liquidity rating denotes Moody's
expectations of adequate liquidity over the next twelve months.
Cash at the end of June 2021 was $237 million and there are no
obligations due until the second half of 2024. Moody's anticipates
cash consumption of around $160 million during fiscal 2022, as the
company continues to face cash headwinds from liquidations of
previous advances, exiting costs on the 747, and customer
settlements. External liquidity is limited to a $75 million
accounts receivable factoring facility that expires in December
2022 ($50 million available as of June 2021).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a ratings upgrade include improving
liquidity and a meaningful strengthening of the company's key
credit metrics.
Factors that could lead to a ratings downgrade include an inability
to consistently grow earnings or improve the quality of earnings.
Expectations of cash consumption beyond what is already
contemplated could also result in a downgrade.
The principal methodology used in these ratings was Aerospace and
Defense Methodology published in July 2020.
Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. designs,
engineers, manufactures, repairs and overhauls a broad portfolio of
aerospace and defense systems, components and structures. The
company serves the commercial aerospace (48% of fiscal 2021 sales),
military (38%), business jet (10%), and regional and other markets
(4%). Revenues for the fiscal year ended March 2021 were around
$1.9 billion.
U-HAUL OF HISTORICAL: Permanently Closes Store After 44 Years
-------------------------------------------------------------
The U-Haul of Historical Milford store at 439 Main St. in Milford,
Ohio, permanently closed its doors on Aug. 6 after 44 years of
serving the local community.
The facility had been open to self-move customers since 1977.
U-Haul(R)will maintain ownership of the 0.9-acre property and lease
the 6,556-square-foot building to a new tenant.
Customers of the former U-Haul location can find a full line of
self-move products and services just three miles away at U-Haul
Moving & Storage at Milford Parkway at 751 Chamber Drive.
U-Haul Moving & Storage at Milford Parkway offers truck and trailer
sharing, U-Box(R)portable storage containers, boxes and moving
supplies, towing equipment, professional hitch installation, bike
racks and more.
Customers will soon have access to indoor self-storage units with
climate-control options and high-tech security features at
affordable price points. There will also be the convenience of a
covered drive-in area to shield customers from the weather when
loading and unloading storage possessions. Outdoor drive-up storage
is available now.
"Our new Milford store was built from the ground up with
residential mobility and secure self-storage options in mind," said
Drew Case, U-Haul Company of Cincinnati president. "We have the
ability to expand at this new location and the location is much
more convenient for our customers. Being located right off I-275
gives us visibility and allows our customers easy access to our
retail showroom and expansive storage options."
Local U-Haul Companies are always exploring opportunities for
growth as they pursue means to better serve the needs of customers,
but sometimes find it necessary to close or relocate stores.
Reasons for closures can include: long-term strategic plans;
physical plant or property limitations; shifts in demographics;
trends in migration; expansion of the U-Haul neighborhood dealer
network; and proximity to other new or existing U-Haul stores.
As a result of U-Haul of Historical Milford store closing, seven
Team Members were let go.
As an essential service provider, U-Haul continues to serve
communities during the COVID-19 recovery while offering contactless
business programs and enhanced cleaning protocols, including added
steps for sanitizing equipment between customer transactions.
U-Haul products are used daily by First Responders; delivery
companies bringing needed supplies to people's homes; small
businesses trying to remain afloat; college students; and many
other dependent groups, in addition to the do-it-yourself household
mover.
About U-HAUL
Since 1945, U-Haul has been the No. 1 choice of do-it-yourself
movers, with a network of more than 23,000 locations across all 50
states and 10 Canadian provinces. U-Haul Truck Share 24/7 offers
secure access to U-Haul trucks every hour of every day through the
customer dispatch option on their smartphones and our proprietary
Live Verify technology. Our customers' patronage has enabled the
U-Haul fleet to grow to approximately 176,000 trucks, 126,000
trailers and 46,000 towing devices. U-Haul offers nearly 825,000
rentable storage units and 71.6 million square feet of self-storage
space at owned and managed facilities throughout North America.
U-Haul is the largest retailer of propane in the U.S., and
continues to be the largest installer of permanent trailer hitches
in the automotive aftermarket industry. U-Haul has been recognized
repeatedly as a leading "Best for Vets" employer and was recently
named one of the 15 Healthiest Workplaces in America.
U.S. TOBACCO: Seeks to Hire CliftonLarsonAllen LLP as Accountant
----------------------------------------------------------------
U.S. Tobacco Cooperative Inc. and its affiliates seek approval from
the U.S. Bankruptcy Court for the Eastern District of North
Carolina to employ CliftonLarsonAllen, LLP as their financial and
tax accountant.
The firm's services include:
a. conducting an audit of the Debtors' consolidated financial
statements comprising the consolidated balance sheet as of April
30, 2020 and 2021, and the consolidated statements of operations,
comprehensive income, members' equity and cash flows for the years
ended April 30, 2020 and 2021;
b. conducting an audit of financial statements of the 401k
Plan as of and for the year ended Dec. 31, 2020;
c. conducting an audit of financial statements of the Pension
Plan as of and for the year ended April 30, 2021;
d. preparing the Debtors' federal and state income tax
returns, consulting on particular tax issues that may arise in the
course of the Debtors' operations, and providing quarterly federal
tax payment estimates;
e. responding to tax notices issued to the Debtors by various
state taxing authorities; and
f. other audit, tax and accounting services requested by the
Debtors.
The firm's hourly rates are as follows:
Ed Grossman, CPA, Principal $400 per hour
Jeff Hardin, CPA, Principal $360 per hour
Rebecca Thoune, CPA, Tax Director $340 per hour
Cathy Vicary, CPA, Director $240 per hour
Cassandra Kurek, CPA, Manager $235 per hour
Other Senior Assurance Personnel $220 - 240 per hour
Staff Assurance Personnel $155 - 165 per hour
Jeff Hardin, a principal at CliftonLarsonAllen, disclosed in a
court filing that his firm is a "disinterested person" as such term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jeff Hardin
CliftonLarsonAllen
420 South Orange Avenue, Suite 500
CNL Center II
Orlando, FL 32801-3399
Tel: 407-802-1200/407-802-1316
Fax: 407-802-1250
About U.S. Tobacco Cooperative
U.S. Tobacco Cooperative produces U.S. flue-cured tobacco grown by
500+ member growers in Florida, Georgia, South Carolina, North
Carolina, and Virginia. Member-grown tobacco is processed and sold
as raw materials to cigarette manufacturers worldwide.
U.S. Tobacco Cooperative and affiliates sought Chapter 11
protection (Bankr. E.D. N.C. Lead Case No. 21-01511) on July 7,
2021. In the petition signed by Keith H. Merrick, chief financial
officer, U.S. Tobacco Cooperative estimated assets of between $100
million and $500 million and estimated liabilities of between $100
million and $500 million.
Judge Joseph N. Callaway oversees the cases.
The Debtors are represented by Hendren, Redwine & Malone, PLLC. BDO
Consulting Group, LLC, SSG Advisors, LLC and CliftonLarsonAllen
serve as the Debtors' financial advisor, investment banker and
accountant, respectively.
US ACUTE CARE: $125MM Notes Add-on No Impact on Moody's B2 CFR
--------------------------------------------------------------
Moody's Investors Service says that U.S. Acute Care Solutions,
LLC's ("UCACS") decision to raise approximately $125 million as a
fungible add-on to its existing $375 million senior secured notes
is credit negative. However, there is no change in UCACS' ratings
or stable outlook given that pro forma leverage will remain around
4.5x.
According to the company, the proceeds from the senior notes add-on
along with a small amount of internal cash will be used to fund a
$93 million buyback of preferred shares and to pay $39 million in
dividends and transaction fees. Moody's notes that this
sponsor-friendly transaction comes shortly after USCAS paid
approximately $82 million in common dividend in the first quarter
of 2021, the majority of which was used to buy out the stake of the
previous private equity sponsor.
Moody's views this transaction as credit negative because it
demonstrates the employment of an aggressive financial policy by
the sponsor.
While the company's add-on transaction is credit negative, other
recent developments -- USACS' acquisition of VEP Healthcare Inc.
and Ascension Health Alliance's investment in USACS -- are
supportive to USACS's credit profile. These recent developments
partially mitigate the negative impact on the company's rating.
Consequently, there is no impact on the company's B2 corporate
family rating, and B2-PD probability of default rating. There is
also no change to the B2 rating on senior secured notes due in
2026. The outlook remains stable.
Earlier in June 2021, the company acquired VEP Healthcare Inc., a
California-focused physician staffing practice. The VEP Healthcare
acquisition was funded by the issuance of $76 million of USACS
common shares, $34 million cash and approximately $40 million in
UCACS equity to VEP physician shareholders that will vest in the
next 5 years. Moody's considers this acquisition to have a
deleveraging effect on USACS's credit profile because it brings in
incremental EBITDA with minimal cash outflow and without incurring
additional debt.
Concurrent to VEP acquisition, in June 2021, Ascension Health
Alliance made an investment in USACS by purchasing $55 million of
newly issued preferred shares, $10 million of newly issued common
shares and $25 million of existing preferred shares acquired from
Apollo. Moody's views Ascension Health's investment in USACS as
credit neutral because the positive financial impact from
Ascension's cash injection is more than offset by the company's
decision to pay a $83 million dividend in Q1'2021. Moody's
recognizes that USACS is now better positioned to leverage its
relationship with Ascension and the company has also reduced
high-cost preferred capital in its capital structure.
Moody's estimates that the company's debt/EBITDA including proforma
VEP contribution and $125 million increase in senior notes was
approximately 4.5 times at the end of June 2021. Moody's ratings
for USACS also consider the company's financial policy (including
dividends and share buybacks) and risk associated with the call/put
provisions of preferred capital.
Headquartered in Canton, OH, US Acute Care Solutions, LLC is a
provider of emergency medicine, hospitalist and observation
services in 22 US states. The company's parent is over 90% owned by
physicians. The PE sponsor (Apollo Management L.P), who has a
sizeable preferred equity investment in the company's parent, has
minority board representation. The company's proforma revenues
(including VEP acquisition) are approximately $1.2 billion.
US ACUTE CARE: S&P Alters Outlook to Positive, Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings revised the rating outlook on Canton, Ohio and
Dallas, Texas-based emergency medicine provider U.S. Acute Care
Solutions Inc. (USACS) to positive from stable and affirmed the
'B-' issuer credit rating on the company.
At the same time, S&P affirmed the 'B-' issue level rating. The
recovery rating on the secured notes remains '3'.
The positive outlook reflects S&P's expectation for improved credit
measures, despite lingering COVID-19-related risks related to the
recent delta variant spread. S&P expects adjusted debt to EBITDA
below 8x and the ratio of free cash flow to debt of above 3% in
2021.
U.S. Acute Care Solutions Inc.'s performance through the first half
of 2021 has demonstrated that margin improvements from 2020 are
more sustainable than previously expected. The company's first half
2021 operating results benefitted from a rebound in revenue along
with EBITDA margins that have remained strong following the
significant improvement in 2020. Revenues grew in the mid-teens on
a year-over-year basis for the first half, benefitting from a
rebound in billable encounter volumes to about 95% of pre-pandemic
levels in the second quarter. S&P said, "We attribute this
improvement to lower-case levels of COVID-19 and progress rolling
out vaccines, which results in patients being more comfortable
going to hospitals for health care services. Despite this
improvement, we believe COVID-19 remains a material risk factor,
and any future outbreaks could continue to disrupt patient
volumes."
The company's EBITDA margins improved materially in 2020 from the
mid-single-digit percentage range to the low-double-digit range,
and margins have remained elevated through the first half of 2021.
The improvement is attributed to several factors, including
investments in the company's revenue cycle management (RCM)
processes, which has enabled improved revenue collections and cost
savings initiatives. The company also benefitted in 2020 from
higher acuity levels, as we typically expect in an environment of
lower volumes. S&P expects acuity levels to decline in 2021 as
volumes return, which may be a slight headwind in terms of margins,
but should be accretive to EBITDA on a dollar basis due to the
higher volumes. In the first half of 2021, the company continued to
deliver low-teens EBITDA margins.
S&P said, "Our analysis takes into account various transactions the
company completed in the second quarter, as well as the proposed
notes issuance. USACS entered into two agreements of note in the
second quarter. First, the company acquired VEP Healthcare Inc., an
acquisition that adds 42 sites to the USACS footprint. The company
funded the deal primarily from issuance of equity units, and
therefore we view the transaction as modestly accretive to credit
measures. During the second quarter, the company also raised new
preferred and common equity from Ascension Health, which modestly
increases our adjusted debt calculation.
"We expect the company to use the majority of proceeds from the
proposed $125 million secured notes issuance to redeem preferred
equity, which we previously treated as debt. Therefore the majority
of this transaction is neutral for leverage in our view (except for
the expected $39 million proceeds to be paid as dividend). Overall
we view the company's recent operating results, as opposed to the
transactions described above, as the primary driver of our
expectation for improved credit measures in 2021 and beyond.
"The positive outlook reflects our expectation for adjusted debt to
EBITDA of 7x to 8x, and free cash flow to debt of more than 3% in
2021. Following a solid first half of 2021, we expect that
rebounded patient volumes and steady margins will enable the
company to maintain adjusted debt to EBITDA in the 7x to 8x range.
Our evaluation and presentation of adjusted credit measures
includes treatment of the company's preferred equity as debt. We
expect the company's EBITDA margins to be in the low-teens
percentage area leading to free cash flow in the $50 million to $80
million range. We could raise the rating if the company meets our
base case expectations for 2021 by further establishing its track
record of improved profitability and cash flow generation.
"The positive outlook on U.S. Acute Care Solutions Inc. reflects
the potential for an upgrade if the company meets our base case
expectations despite pandemic-related uncertainty. We expect free
operating cash flow to debt of above 3%, supported by continued
recovery in patient encounters along with low double-digit
percentage EBITDA margins. We also expect debt to EBITDA of below
8x. For purposes of evaluating credit measures, we treat the
company's preferred equity as debt.
"We could raise our rating if debt to EBITDA sustainably improved
to below 8x with free operating cash flow (FOCF) to debt above 3%.
This could occur if the company continues to demonstrate that
recent profitability improvements are sustainable, leading to
expanded EBITDA margins and free cash flow generation. For an
upgrade we would also expect to have more insight about the
pandemic's trajectory and not be in a period of escalating cases.
"We could revise the outlook to stable if the company's cash flow
generation deteriorates such that the ratio of free operating cash
flow to debt falls below 3% with adjusted debt to EBITDA remaining
at or above 8x, along with our expectations that a near-term and
sustainable return to stronger cash generation is unlikely."
This could occur if:
-- Cash flow is burdened more than expected by items such as
acquisition and integration costs, consulting fees, or other
non-recurring items; or
-- Pricing is unfavorable leading to margin declines; or
-- The company loses a major contract.
VALARIS LTD: Reports Second Quarter 2021 Financial Results
----------------------------------------------------------
Valaris Limited on Aug. 3, 2021, reported second quarter 2021
results.
President and Chief Executive Officer Tom Burke said, "On April 30,
2021, Valaris emerged from chapter 11 with a significantly
strengthened capital structure, including a net cash position, $550
million of debt due in 2028 and an industry-leading cost structure
that is scalable and adaptable to changing market conditions."
Mr. Burke added, "During the three months since emergence, our
customers awarded Valaris more than 20 new contracts or extensions
with associated contract backlog totaling over $1.3 billion. This
figure includes an eight-well contract, with an estimated duration
of three-and-a-half years, for VALARIS DS-11, a two-year contract
for VALARIS DS-16 and a 420-day contract for VALARIS DPS-1, which
we announced in today's fleet status report, as well as a
three-year contract for VALARIS DS-18 awarded in early June. These
contract awards are a testament to the technical capabilities of
our fleet and the excellent operational and safety performance of
our crews, and I want to take the opportunity to recognize all the
teams in Valaris that have contributed to this outstanding
contracting success over the past several months."
Mr. Burke concluded, "We are beginning to see early signs of a
recovery in customer demand following the downturn caused by the
COVID-19 pandemic, evidenced by our contracting activity over the
past few months. As a result, Valaris is well-positioned to benefit
from the opportunities we see in the market today. We will continue
to focus on winning work for our active fleet and returning some of
our high-quality stacked rigs to work as suitable opportunities
arise. I am extremely proud of what Valaris has achieved during the
three months since our emergence from chapter 11, and I am excited
to see what the future holds for the Company."
Fresh Start Accounting
Valaris emerged from Chapter 11 bankruptcy protection on April 30,
2021 (the "Effective Date"). Upon emergence, Valaris applied fresh
start accounting which resulted in Valaris becoming a new reporting
entity for accounting and financial reporting. Accordingly, our
financial statements and notes after the Effective Date are not
comparable to our financial statements and notes prior to that
date. As required by GAAP, results for the quarter must be
presented separately for the predecessor period from April 1, 2021,
through April 30, 2021 (the "Predecessor" period) and the successor
period from May 1, 2021, through June 30, 2021 (the "Successor"
period). However, the Company has combined certain results of the
Predecessor and Successor periods ("Combined" results) as non-GAAP
measures to compare to prior periods since we believe it provides
the most meaningful basis to analyze our results.
Second Quarter Highlights
Revenues were $203 million and $90 million for the Successor and
Predecessor periods, respectively. Combined revenues declined to
$293 million in the second quarter 2021 from $307 million in the
first quarter. Excluding reimbursable items, Combined revenues
declined to $261 million in the second quarter from $277 million in
the prior quarter primarily due to lower revenues from the floater
fleet as two drillships working in the first quarter were between
contracts for most of the second quarter.
Contract drilling expense was $169 million and $86 million for the
Successor and Predecessor periods, respectively. Combined contract
drilling expense increased to $254 million in the second quarter
2021 from $252 million in the first quarter. Excluding reimbursable
items, Combined contract drilling expense declined to $236 million
in the second quarter from $237 million in the prior quarter
primarily due to fewer operating days for the floater fleet. This
was partially offset by additional operating days for the jackup
fleet and higher rig reactivation costs as previously stacked rigs,
primarily VALARIS JU-249 and VALARIS JU-121, underwent preparations
for long-term contracts.
General and administrative expense was $13 million and $6 million
for the Successor and Predecessor periods, respectively. Combined
general and administrative expense declined to $19 million in the
second quarter 2021 from $24 million in the prior quarter primarily
due to lower personnel costs.
Tax expense was $15 million and tax benefit was $16 million for the
Successor and Predecessor periods, respectively. Combined tax
benefit was less than $1 million in the second quarter 2021
compared to tax expense of $32 million in the prior quarter. The
Combined second quarter tax provision included $12 million of
discrete tax benefit primarily related to fresh start accounting
adjustments. The prior quarter tax provision included $20 million
of discrete tax expense related to uncertain tax positions taken
for prior years. Adjusted for discrete items, Combined tax expense
of $12 million in the second quarter was in line with the prior
quarter.
Combined adjusted EBITDA of $17 million in the second quarter 2021
compared to $28 million in the prior quarter. Combined adjusted
EBITDAR of $41 million in the second quarter 2021 compared to $39
million in the prior quarter. Combined adjusted EBITDARPS of $58
million in the second quarter 2021 compared to $57 million in the
prior quarter.
Segment Highlights
Floaters
Floater revenues were $50 million and $18 million for the Successor
and Predecessor periods, respectively. Combined floater revenues
declined to $68 million in the second quarter 2021 from $97 million
in the prior quarter. Excluding reimbursable items, Combined
revenues declined to $62 million in the second quarter from $88
million in the prior quarter primarily due to fewer operating days
as two drillships that were working in the first quarter were
between contracts for most of the second quarter.
Contract drilling expense was $45 million and $22 million for the
Successor and Predecessor periods, respectively. Combined contract
drilling expense declined to $67 million in the second quarter 2021
from $84 million in the prior quarter. Excluding reimbursable
items, Combined contract drilling expense declined to $63 million
in the second quarter from $81 million in the prior quarter
primarily due to fewer operating days in the second quarter.
Jackups
Jackup revenues were $129 million and $60 million for the Successor
and Predecessor periods, respectively. Combined jackup revenues
increased to $188 million in the second quarter 2021 from $173
million in the prior quarter. Excluding reimbursable items,
Combined revenues increased to $167 million in the second quarter
from $157 million in the prior quarter. The sequential quarter
increase was primarily due to an increase in average day rates,
which were $99,000 in the second quarter compared to $95,000 in the
prior quarter and a four percentage point increase in utilization
to 54%.
Contract drilling expense was $96 million and $49 million for the
Successor and Predecessor periods, respectively. Combined contract
drilling expense increased to $144 million in the second quarter
2021 from $121 million in the prior quarter. Excluding reimbursable
items, Combined contract drilling expense increased to $134 million
in the second quarter from $114 million in the prior quarter
primarily due to $19 million higher reactivation costs in the
second quarter as we prepare rigs, primarily VALARIS JU-249 and
VALARIS JU-121, for long-term contracts starting later in the
year.
ARO Drilling
Revenues were $84 million and $41 million for the Successor and
Predecessor periods, respectively. Combined revenues increased to
$125 million in the second quarter 2021 from $123 million in the
prior quarter. Combined contract drilling expense increased to $93
million in the second quarter from $86 million in the prior quarter
primarily due to higher personnel costs. Combined EBITDA was $28
million in the second quarter compared to $33 million in the prior
quarter.
Other
Revenues were $25 million and $12 million for the Successor and
Predecessor periods, respectively. Combined revenues of $37 million
in the second quarter 2021 were in line with the prior quarter and
Combined contract drilling expense declined to $14 million in the
second quarter from $15 million in the prior quarter.
About Valaris Limited
Valaris Limited (NYSE: VAL) -- http://www.valaris.com/-- is the
industry leader in offshore drilling services across all water
depths and geographies. Operating a high-quality rig fleet of
ultra-deepwater drillships, versatile semisubmersibles, and modern
shallow-water jackups, Valaris has experience operating in nearly
every major offshore basin. Valaris maintains an unwavering
commitment to safety, operational excellence, and customer
satisfaction, with a focus on technology and innovation. Valaris
Limited is a Bermuda exempted company.
About Valaris PLC
Valaris plc (NYSE: VAL) provides offshore-drilling services. It is
an English limited company with its corporate headquarters located
at 110 Cannon St., London. On the Web: http://www.valaris.com/
On Aug. 19, 2020, Valaris and its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 20-34114). The Debtors
had total assets of $13,038,900,000 and total liabilities of
$7,853,500,000 as of June 30, 2020.
The Debtors tapped Kirkland & Ellis LLP and Slaughter and May as
their bankruptcy counsel, Lazard as investment banker, and Alvarez
& Marsal North America LLC as their restructuring advisor. Stretto
is the claims agent, maintaining the page
http://cases.stretto.com/Valaris
Kramer Levin Naftalis & Frankel LLP and Akin Gump Strauss Hauer &
Feld LLP serve as legal advisors to the consenting noteholders
while Houlihan Lokey Inc. serves as their financial advisor.
VALLEY FARM: Wins Additional 90-Day Access to Cash Collateral
-------------------------------------------------------------
Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the
Central District of California approved the Fifth Stipulation
between Valley Farm Supply, Inc., Community Bank of Santa Maria
(CBSM) and Simplot AB Retail, Inc., pursuant to which the Debtor is
authorized to use cash collateral for an additional 90-day term.
The Debtor will use the cash collateral to pay for its ordinary and
necessary business expenses.
A further continued hearing on the Motion will be held on November
2, 2021 at 11:30 a.m. Any objection to the Debtor's continued use
of cash collateral must be filed no later than October 26. The
Court directed the Debtor to submit a supplemental budget to the
secured creditors no later than October 19.
A copy of the order is available for free at https://bit.ly/3AYL5w7
from PacerMonitor.com.
About Valley Farm Supply
Valley Farm Supply, Inc., a wholesaler of farm product raw
materials based in Nipomo, California, filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case No. 20-11072) on Sept. 2, 2020. The petition was signed
by Peter Compton, president. At the time of filing, the Debtor
disclosed total assets of $3,711,542 and total liabilities of
$8,460,250.
Judge Deborah J. Saltzman oversees the case.
The Debtor tapped Beall & Burkhardt, APC, as counsel; Terence J.
Long as restructuring consultant; and McDermott & Apkarian, LLP as
accountant.
Community Bank of Santa Maria, as secured creditor, is represented
by Sandra K. McBeth, Esq., at McBeth Legal.
Simplot AB Retail, Inc., as secured creditor, is represented by
Hagop T. Bedoyan, Esq. -- hagop.bedoyan@mccormickbarstow.com -- at
McCormick Barstow.
VANTAGE DRILLING:Incurs $29 Million Net Loss in Second Quarter
--------------------------------------------------------------
Vantage Drilling International filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $28.98 million on $35.60 million of total revenue for
the three months ended June 30, 2021, compared to a net loss of
$31.90 million on $36.78 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 $64.98 million on $55.77 million of total revenue compared
to a net loss of $62.47 million on $88.23 million of total revenue
for the same period during the prior year.
As of June 30, 2021, the Company had $731.19 million in total
assets, $60.84 million in total current liabilities, $346.04
million in long-term debt (net of discount and financing costs),
$13.97 million in other long-term liabilities, and $310.34 million
in total equity.
As of June 30, 2021, Vantage had approximately $124.4 million in
cash, including $13.0 million of restricted cash, compared to
$154.5 million in cash, including $12.5 million of restricted cash
at
Dec. 31, 2020. The Company used $40.9 million in cash from
operations in 2021 compared to $52.5 million used during the same
period of 2020.
Ihab Toma, CEO, commented: "The second quarter represented more
evidence that the industry is back on the way to recovery where we
have seen the Aquamarine Driller and Sapphire Driller commencing
their new contracts in Malaysia and Equatorial Guinea,
respectively. In addition, shortly after the quarter concluded, the
Soehanah returned to work in Indonesia, reflecting six of the
Company's seven rigs working. The safe and seamless return to work
by those rigs within weeks of each other is a testament to the
operations team at Vantage, of whom I am very proud."
Mr. Toma continued, "In addition to the three rigs returning to
service, we are delighted to announce that, the Sapphire Driller
and the Aquamarine Driller, were recently awarded three-year
contracts to work offshore Qatar, commencing in February and March
2022, respectively. We look forward to these multi-year programs
commencing alongside the Emerald Driller's campaign in Qatar where
we have operated since 2016."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1465872/000095017021001386/ck0001465872-20210630.htm
About Vantage
Vantage, a Cayman Islands exempted company, is an offshore drilling
contractor, with a fleet of two ultra-deepwater drillships, and
five premium jackup drilling rigs. Vantage's primary business is
to contract drilling units, related equipment and work crews
primarily on a dayrate basis to drill oil and natural gas wells
globally for major, national and independent oil and gas companies.
Vantage also markets, operates and provides management services in
respect of, drilling units owned by others.
Vantage Drilling reported a net loss of $276.76 million for the
year ended Dec. 31, 2020. As of Dec. 31, 2020, the Company had
$784.34 million in total assets, $48.37 million in total current
liabilities, $345.22 million in long-term debt, $15.01 million in
other long-term liabilities, and $375.74 million in total equity.
* * *
As reported by the TCR on April 19, 2021, S&P Global Ratings
affirmed its 'CCC' issuer credit rating on Vantage Drilling
International. The outlook is negative. S&P said, "The negative
outlook reflects the company's unsustainable leverage and increased
risk it could engage in a transaction that we would view as
distressed given low debt trading levels.
WADSWORTH ESTATES: Says Unsecureds Won't Get Significant Payout
---------------------------------------------------------------
Wadsworth Estates, LLC, on Aug. 11, 2021, filed a First
Supplemental and Amended Disclosure Statement in connection with
its proposed Plan of Liquidation.
The Plan provides for the satisfaction of certain claims against
and interests in the Debtors through an orderly liquidation of all
of the assets of the Debtors.
The Debtor said reorganization is not feasible as the company has a
negative cash flow and no regular income.
The allowed claims of First American Bank and Beverly Construction
Company LLC will be paid in full. The amount of the Disputed
Secured Claim of the Azby Fund will be ultimately resolved or
determined by the Bankruptcy Court. The Allowed Secured Claim of
Joseph Young Jr. will be paid up to the value of an overview of the
Plan is set forth below.
The Plan also provides for satisfaction of these claims and
interests:
(a) Satisfaction and payment in full of the Allowed
Administrative Claims;
(b) Satisfaction and payment of Allowed Priority Tax Claims;
(c) Pro-Rata payment of the Claims of the General Unsecured
Non-Priority Creditors' Claims. This Class of Claims will likely
receive a negligible distribution as the only funds available for
payment are derived from a gratuitous carve-out of a portion of the
Secured Claim of Joseph Young, Jr. This amount would nevertheless
be more than any of the unsecured creditors would receive in a
Chapter 7 liquidation.
(d) The cancellation of Equity Interests.
Class 6 General Unsecured Non-Priority Claims includes the
deficiency claims of secured lenders (Joseph Young, Jr., First
Bankers Bank, and The Azby Fund; debts incurred during the normal
course of business of the Debtor (Treuting Construction and Crull,
Castaing & Lilly). General Unsecured Non-Priority Creditors will
receive little if any of their claim.
The source of funding of the claims of the General Unsecured
Nonpriority Creditors will be a $150,000 carve out contributed by
Joseph Young, Sr. from the amount of his allowed secured claim to
pay, Administrative and Professional Fee Claims, and then, if any
funds remain, the claims of the General Unsecured Non-Priority
Claims. It is unlikely that Class 6 will receive a substantial
distribution.
About Wadsworth Estates
Wadsworth Estates is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)). Its only significant asset was a
92.5034-acre tract of land located in St. Tammany Parish that was
marketed under the name of Wadsworth Estates.
Wadsworth Estates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. La. 20-10540) on March 10, 2020. In
the petition signed Ashton J. Ryan, Jr., managing member, the
Debtor was estimated to have between $10 million to $50 million in
both assets and liabilities. William G. Cherbonnier, Jr., Esq. at
the CALUDA GROUP, LLC, represents the Debtor.
WASHINGTON PRIME: Committee Taps Province LLC as Financial Advisor
------------------------------------------------------------------
The official committee of equity security holders of Washington
Prime Group, Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to retain
Province, LLC as its financial advisor.
The firm's services include:
(a) collecting, analyzing and synthesizing financial,
operational and strategic data;
(b) interviewing key members of the Debtors' management team
to aid in the analysis of financial data;
(c) assisting the committee in evaluating the Debtors'
liquidity and cash flow forecasts;
(d) evaluating any joint ventures and off-balance sheet
items;
(e) assisting in the formulation, evaluation and
implementation of various options for restructuring;
(f) assisting in the evaluation of any financing or
debtor-in-possession financing process, potentially seeking
alternative capital structures or financing methods related to the
Debtors' assets;
(g) assisting the committee in its negotiations with the
Debtors and their lenders, creditors, shareholders and other
appropriate parties;
(h) meeting with and preparing presentations for the committee
and other constituents;
(i) providing financial advisory services to the committee in
connection with any proposed restructuring plan, which may be a
plan under Chapter 11 of the Bankruptcy Code;
(j) assisting in any sale processes and negotiating as to the
financial terms and structure of any transaction;
(k) attending court hearings;
(l) providing expert testimony as requested by the committee;
and
(m) other activities approved by the committee.
The firm's hourly rates are as follows:
Principals and Managing Directors $750 - $1,050 per hour
Sr. Directors, Directors
and Vice Presidents $550 - $750 per hour
Senior Associates, Associates
and Analysts $270 - $550 per hour
Paraprofessionals $185 - $225 per hour
In addition to such hourly fees, Province will receive the
following contingent fees:
-- A cash fee of $400,000 upon consummation of any
transaction.
-- A cash fee of $1.25 million upon the occurrence of the
confirmation of any alternative restructuring proposal that results
in a change of consideration provided or related to the Debtors'
creditors or other stakeholders, including equity holders, from
that proposed in the plan.
Daniel Moses, a principal at Province, disclosed in court filings
that he and his firm are "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
Province can be reached through:
Daniel Moses
Province, LLC
2360 Corporate Circle, Suite 330
Henderson, NV 89074
Tel: +1 (702) 685-5555
Email: info@provincefirm.com
About Washington Prime Group
Washington Prime Group Inc. (NYSE: WPG) --
http://www.washingtonprime.com/-- is a retail REIT and a
recognized leader in the ownership, management, acquisition and
development of retail properties. It combines a national real
estate portfolio with its expertise across the entire shopping
center sector to increase cash flow through rigorous management of
assets and provide new opportunities to retailers looking for
growth throughout the U.S.
Washington Prime Group and its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on June 13,
2021. At the time of the filing, Washington Prime Group's property
portfolio consists of material interests in 102 shopping centers in
the United States totaling approximately 52 million square feet of
gross leasable area. The company operates 97 of the 102
properties.
As of March 31, 2021, Washington Prime Group had total assets of
$4.029 billion against total liabilities of $3.471 billion.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as lead bankruptcy counsel; Jackson Walker, LLP
as co-counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; Guggenheim Securities, LLC as investment banker; Deloitte
Tax, LLP as tax services provider; and Ernst & Young, LLP as
auditor. Prime Clerk LLC is the claims agent, maintaining the page
http://cases.primeclerk.com/washingtonprime
SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP
and Evercore Group, LLC as its legal counsel and investment banker,
respectively.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtors' cases on June 25, 2021.
Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the
committee's legal counsel and financial advisor, respectively.
On July 15, 2021, the U.S. Trustee appointed an official committee
of equity security holders. The equity committee tapped Porter
Hedges, LLP and Brown Rudnick, LLP as its legal counsel. Province,
LLC is the financial advisor.
WASHINGTON PRIME: Posts Net Loss of $105.5M for 2nd Quarter
-----------------------------------------------------------
Washington Prime Group Inc. on Aug. 9, 2021, reported financial and
operating results for the second quarter ended June 30, 2021.
During the quarter, the Company commenced a voluntary Chapter 11
financial restructuring with a restructuring support agreement (the
"RSA") supported by over 70% of its holders of secured and
unsecured corporate debt. Due to the pending Chapter 11 cases, the
Company is not providing 2021 guidance and will not host an
earnings conference call this quarter.
Second Quarter Financial Results
Net loss attributable to common shareholders for the second quarter
of 2021 was $105.5 million, or $(4.26) per diluted share, compared
to net loss of $82.1 million, or $(3.88) per diluted share, a year
ago. The year-over-year (YOY) difference relates primarily to the
impacts of the Company’s Chapter 11 financial restructuring
process, which included prepetition charges of $38.1 million and
$24.4 million in reorganization items during the second quarter of
2021. There were no such charges during the same quarter a year
ago. Interest expense increased $15.1 million during the second
quarter of 2021 compared to a year ago, primarily resulting from
higher interest expense on the Company’s corporate debt as a
result of default.
Partially offsetting these factors was growth of $30.1 million in
comparable NOI from the Company’s Tier One and Open Air
properties as well as lower impairment charges of $35.0 million.
Funds from Operations (FFO) for the second quarter of 2021 was
$(43.7) million, or $(1.74) per diluted share, which compares to
$(9.4) million, or $(0.38) per diluted share, during the same
quarter a year ago. The YOY decrease in FFO is primarily attributed
to the aforementioned prepetition charges and reorganization items
related to the Company’s Chapter 11 financial restructuring
process, which did not occur during the second quarter of 2020,
partially offset by lower impairment charges on non-depreciable
real estate and higher net operating income, compared to the same
quarter a year ago. When adjusting for the impact of the
prepetition charges and reorganization items in the second quarter
of 2021 and the $11.2 million impairment on a note receivable in
the second quarter of 2020, FFO, as adjusted, for the second
quarter of 2021 was $18.8 million, or $0.75 per diluted share,
which compares to $1.8 million, or $0.07 per diluted share, during
the same quarter a year ago.
Operational Highlights
Ending occupancy for the core properties was 92.1% as of June 30,
2021, compared to 92.4% a year ago. Inline store sales at the
Company’s Tier One properties increased 2.1% to $433 per square
foot for the twelve months ended June 30, 2021, compared to $424
per square foot for the same period in 2019. Operating metrics by
asset group can be found in the second quarter 2021 Supplemental
Information report available on the Company’s website.
Financial Restructuring and Chapter 11 Process
On June 13, 2021, the Company and certain of its subsidiaries
(collectively, the "Company Parties"), filed voluntary petitions
for relief (the "Chapter 11 Cases") under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of Texas (the "Bankruptcy Court"). The
Company entered Chapter 11 after executing a RSA with creditors
that hold approximately 73% of the principal amount outstanding of
the Company’s secured corporate debt and 67% of the principal
amount outstanding of the Company’s unsecured notes. The Company
Parties commenced the Chapter 11 Cases to implement a comprehensive
financial restructuring of the Company’s corporate debt that will
allow the Company to substantially deleverage its balance sheet.
In connection with the Chapter 11 Cases, the Company obtained
debtor-in-possession ("DIP") financing in the aggregate principal
amount of $100.0 million under a non-amortizing multiple draw
super-priority secured term loan facility (the "DIP Facility").
The proceeds of the DIP Facility may be used for, among other
things, general corporate purposes, including working capital,
administrative costs, redevelopment costs, tenant obligations,
expenses and fees of the transactions contemplated by the Chapter
11 Cases, court approved adequate protection obligations and other
such purposes consistent with the documents governing the DIP
Facility. As of June 30, 2021, $50.0 million was outstanding under
the DIP Facility. In addition to the remaining $50 million of
capacity under the DIP Facility, the Company Parties had cash on
hand of $60.7 million at June 30, 2021.
Resources for the Company’s stakeholders, and other information
on the Company’s financial restructuring, can be accessed by
visiting the restructuring website at
http://cases.primeclerk.com/washingtonprime.Court filings and
other documents related to the Chapter 11 process are available at
http://cases.primeclerk.com/washingtonprime,by calling the
Company's claims agent, Prime Clerk, at (877) 329-1913 (toll free)
or (347) 919-5772 (international) or by emailing
washingtonprimeinfo@primeclerk.com.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
and Alvarez & Marsal North America, LLC is serving as restructuring
advisor. Guggenheim Securities, LLC is serving as the Company’s
investment banker.
Supplemental Information
For additional details on the Company’s results and properties,
please refer to the Supplemental Information report on the investor
relations section of the Company’s website. This press release as
well as the supplemental information have been furnished to the
Securities and Exchange Commission (SEC) in a Form 8-K.
About Washington Prime Group
Washington Prime Group Inc. (NYSE: WPG) --
http://www.washingtonprime.com/-- is a retail REIT and a
recognized leader in the ownership, management, acquisition and
development of retail properties. It combines a national real
estate portfolio with its expertise across the entire shopping
center sector to increase cash flow through rigorous management of
assets and provide new opportunities to retailers looking for
growth throughout the U.S.
Washington Prime Group and its affiliates sought Chapter 11
protection (Bankr. S.D. Texas Lead Case No. 21-31948) on June 13,
2021. At the time of the filing, Washington Prime Group's property
portfolio consists of material interests in 102 shopping centers in
the United States totaling approximately 52 million square feet of
gross leasable area. The company operates 97 of the 102
properties.
As of March 31, 2021, Washington Prime Group had total assets of
$4.029 billion against total liabilities of $3.471 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as lead bankruptcy counsel; Jackson Walker, LLP
as co-counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; Guggenheim Securities, LLC as investment banker; Deloitte
Tax, LLP as tax services provider; and Ernst & Young, LLP as
auditor. Prime Clerk LLC is the claims agent, maintaining the page
http://cases.primeclerk.com/washingtonprime
SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP
and Evercore Group, LLC as its legal counsel and investment banker,
respectively.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtors' cases on June 25, 2021.
Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the
committee's legal counsel and financial advisor, respectively.
WESTERN COMMUNITY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 15 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Western Community Energy.
About Western Community Energy
Western Community Energy filed a Chapter 9 voluntary petition
(Bankr. C.D. Calif. Case No. 21-12821) on May 24, 2021. Judge
Scott H. Yun oversees the case. David M. Goodrich, Esq., serves as
the Debtor's legal counsel.
WHITE RIVER: ETPC LLC Seeks Disclosure on Tax Claims Treatment
--------------------------------------------------------------
Creditor ETPC LLC objects to the Amended Disclosure Statement of
White River Contracting LLC, on the following basis:
* The Disclosure Statement fails to describe in complete
detail whether the Plan violates the intent of Section
1129(b)(2)(B)((i) and (ii). On its face, the Plan proposes a
liquidation of the assets of the Debtor with a carve out being used
to make payment, in whole or in part, to the unsecured priority
governmental tax claimant in Class 2.
* The Disclosure Statement fails to describe in detail the
nature and effect of the Class 2 tax claims, some of which appear
to be 941 type tax withholding claims, therefore claims that may
potentially represent a personal liability for members or officers
of the Debtor under applicable tax law.
* To the extent that payment of Class 2 claims from the carve
out would relieve the members of the Debtor from personal liability
for employee withholding taxes (or any other taxes), such payment
confers a benefit upon a class junior to that of ETPC in Class 3,
i.e., the members of the Debtor.
* ETPC submits that under 1129(b)(2)(B), the unsecured
creditors in Class 3 have a right to know if the members of the
Debtor, as junior interests, will receive a benefit from such carve
out when Class 3 will likely receive nothing.
* ETPC believes that the Disclosure Statement needs to address
the ramifications of the payment of these tax claims upon the
members or officers of the Debtor in detail in order that ETPC may
properly evaluate whether the Debtor's Plan will comply with
1129(b)(2)(B) and whether it is fair and equitable.
* The Debtor holds no statutory independent right to an
injunction where the Debtor, under 1141(d)(3), cannot receive a
discharge, i.e., an injunction. The Disclosure Statement needs to
explain the basis for the injunction in Article VI of the Plan.
A full-text copy of ETPC's objection dated August 12, 2021, is
available at https://bit.ly/3CPcSAF from PacerMonitor.com at no
charge.
Attorneys for ETPC LLC:
GOODRICH & REELY, PLLC
MALCOLM GOODRICH
P. O. Box 1899
Billings, MT 59103-1899
About White River Contracting
White River Contracting LLC is a privately held company in the
residential building construction industry that specializes in
custom-tailored homes.
White River Contracting, based in Hamilton, MT, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 20-90251) on Nov. 3, 2020. In
the petition signed by Craig Rostad, managing member, the Debtor
was estimated to have $1 million to $10 million in assets and $10
million to $50 million in liabilities. The Hon. Benjamin P. Hursh
presides over the case. Shimanek Law PLLC serves as bankruptcy
counsel to the Debtor.
WHITING PETROLEUM: Posts Net Loss of $62M for Second Quarter 2021
-----------------------------------------------------------------
Whiting Petroleum Corporation (NYSE: WLL) ("Whiting" or the
"Company") on Aug. 4 announced second quarter 2021 results.
Second Quarter 2021 Highlights
-- Revenue was $352 million for the quarter ending June 30,
2021
-- Net loss (GAAP) was $62 million or $1.57 per diluted share
-- Adjusted net income (non-GAAP) was $118 million or $3.01 per
diluted share
-- Adjusted EBITDAX (non-GAAP) was $176 million
-- June 30, 2021 net debt of $98 million (non-GAAP)
Lynn A. Peterson, President and CEO commented, "Our team is
delivering positive results and the economic conditions continue to
be in our favor. We generated net cash provided by operating
activities of $183 million and $111 million in adjusted free cash
flow during the quarter and over $200 million through six months.
We have reinvested approximately a third of our EBITDAX back into
our operations with the balance used to rapidly reduce our debt
position. Subsequent to the quarter, the Company announced the
purchase of assets within our Sanish field in North Dakota and the
divestiture of our Redtail assets in Colorado. These transactions
will increase our inventory life with higher return locations and
will better focus our asset portfolio. These transactions show the
flexibility provided by Whiting's balance sheet, liquidity and cash
flow generation. With our operating results to date and our
improving outlook for the year, we are updating our guidance for
2021 as discussed below. We have increased our expectations for
production and cash flows, while maintaining our capex investments
in 2021 at the higher end of our previous guidance."
Second Quarter 2021 Results
Revenue for the second quarter of 2021 increased $44 million to
$352 million when compared to the first quarter of 2021, primarily
due to increased commodity prices between periods.
Net loss for the second quarter of 2021 was $62 million, or $1.57
per share, as compared to a net loss of $0.9 million, or $0.02 per
share, for the first quarter of 2021. Adjusted net income
(non-GAAP) for the second quarter of 2021 was $118 million, or
$3.01 per share, as compared to $108 million, or $2.79 per share,
for the first quarter of 2021. The primary difference between net
loss and adjusted net income for both periods is non-cash expense
related to the change in the value of the Company's hedging
portfolio.
The Company's adjusted EBITDAX (non-GAAP) for the second quarter of
2021 was $176 million compared to $170 million for the first
quarter of 2021. This resulted in net cash provided by operating
activities of $183 million and adjusted free cash flow (non-GAAP)
of $111 million.
Adjusted net income, adjusted net income per share, adjusted
EBITDAX and adjusted free cash flow are non-GAAP financial
measures. Please refer to the end of this release for disclosures
and reconciliations regarding these measures.
Production averaged 92.6 thousand barrels of oil equivalent per day
(MBOE/d) and oil production averaged 53.4 thousand barrels of oil
per day (MBO/d). Total production benefited from better than
forecasted well performance and increased ethane recoveries from
our processed natural gas.
Capital expenditures in the second quarter of 2021 were $58 million
compared to the first quarter 2021 spend of $56 million. During the
quarter, the Company drilled 9 gross/5.6 net operated wells and
turned in line 9 gross/5.4 net operated wells. The Company
currently has one drilling rig and one completion crew operating in
its Sanish Field in North Dakota.
Lease operating expense (LOE) for the second quarter of 2021 was
$64 million compared to $59 million in the first quarter of 2021.
The increase was primarily due to an increase in well workover
costs and certain variable expenses associated with increased
activity and production. General and administrative expenses in the
second quarter of 2021 of $12 million was a slight increase from
the first quarter of 2021 of $10 million. Both quarters included
approximately $2.4 million of non-cash stock compensation costs.
During the second quarter, oil differentials improved reflecting a
more certain expectation of continued DAPL operations during the
EIS. Additionally, as basin total production levels remained
relatively flat, there was decreased utilization of pipeline
capacity further supporting narrowed differentials.
Full-Year 2021 Guidance
Based on the Company's increased expectations for the remainder of
the year along with the outperformance in the first half of 2021,
Whiting adjusted its guidance parameters as shown in the following
table. This guidance includes the effect of its previously
announced acquisition and divestiture.
As a result of this updated guidance along with WTI oil price of
$60 per barrel, the Company now expects to generate over $700
million of EBITDAX and over $425 million of adjusted free cash flow
in 2021.
Liquidity
As of June 30, 2021, the Company had a borrowing base of $750
million, borrowings of $115 million and unrestricted cash of $17
million, resulting in total liquidity of $650 million, net of
outstanding letters of credit. Whiting expects to continue to fund
its operations and its previously announced acquisition fully
within operating cash flow and proceeds from its divestiture. Based
on the above guidance, the Company forecasts to be in a positive
net cash position with no outstanding balance on its credit
facility by the end of the 2021.
About Whiting Petroleum Corporation
Whiting Petroleum Corporation, a Delaware corporation --
http://www.whiting.com/-- is an independent oil and gas company
that explores for, develops, acquires and produces crude oil,
natural gas and natural gas liquids primarily in the Rocky Mountain
region of the United States. Its largest projects are in the
Bakken and Three Forks plays in North Dakota and Niobrara play in
northeast Colorado.
Whiting Petroleum and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
20-32021) on April 1, 2020. At the time of the filing, the Debtors
disclosed $7,636,721,000 in assets and $3,611,750,000 in
liabilities.
Judge David R. Jones oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP, Kirkland & Ellis
International, LLP and Jackson Walker L.L.P. as legal counsel;
Moelis & Company as investment banker; Alvarez & Marsal as
financial advisor; Stretto as claims and solicitation agent, and
administrative advisor; and KPMG LLP US as tax consultant.
* * *
Whiting Petroleum emerged from Chapter 11 bankruptcy in September
2020. In accordance with the Plan, approximately $2.4 billion in
senior unsecured notes were equitized. The restructuring resulted
in a reduction of approximately $3.0 billion of debt.
WING DINGERS: Seeks to Hire Eric A. Liepins as Legal Counsel
------------------------------------------------------------
Wing Dingers Texas, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Eric A. Liepins,
P.C. to serve as legal counsel in its Chapter 11 case.
The firm's hourly rates are as follows:
Eric A. Liepins $275 per hour
Paralegals and Legal Assistants $30 - $50 per hour
Eric Liepins, Esq., the sole shareholder of the firm, disclosed in
a court filing that he is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 850
Dallas, TX 75251
Tel.: (972) 991-5591
Fax: (972) 991-5788
Email: eric@ealpc.com
About Wing Dingers Texas LLC
Wing Dingers Texas, LLC, a Mineola, Texas-based owner and operator
of restaurants, filed a Chapter 11 petition (Bankr. E.D. Texas Case
No. 21-60327) on Aug. 5, 2021, listing up to $50,000 in assets and
up to $10 million in liabilities. Christopher Fischer, sole
member, signed the petition. Eric A. Liepins, P.C. is the Debtor's
legal counsel.
WOODBRIDGE HOSPITALITY: Gets OK to Hire R&A CPAs as Accountant
--------------------------------------------------------------
Woodbridge Hospitality, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to hire R&A CPAs as
its accountant.
R&A's services will include preparing and finalizing the Debtor's
tax returns and monthly operating reports, and providing the Debtor
with other bookkeeping and accounting services as needed.
The firm's hourly rates range from $65 to $340.
Tariq Khan, a shareholder and officer of R&A, disclosed in a court
filing that the firm is disinterested within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Tariq Khan, CPA
R&A CPAs
4542 E Camp Lowell Dr #100
Tucson, AZ 85712
Phone: +1 520-881-4900/+1 520-389-6001
About Woodbridge Hospitality
Scottsdale, Ariz.-based Woodbridge Hospitality, LLC is a company
that operates in the hotel and motel industry. It conducts
business under the name Suites on Scottsdale.
Woodbridge Hospitality filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
21-04096) on May 26, 2021, disclosing $10 million to $50 million in
both assets and
liabilities. Judge Paul Sala oversees the case.
Sacks Tierney P.A. and R&A CPAs serve as the Debtor's legal counsel
and accountant, respectively.
Canyon Community Bank, as lender, is represented by Michael
McGrath, Esq., at Mesch Clark Rothschild.
XEROX CORP: Egan-Jones Keeps BB Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company, on August 5, 2021, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Xerox Corporation.
Headquartered in Norwalk, Connecticut, Xerox Corporation develops
document management technology solutions.
[*] Frederick Hyman Joins Crowell & Moring's NY Corporate Group
---------------------------------------------------------------
Crowell & Moring has expanded its Corporate Group in New York with
the addition of partner Frederick "Rick" Hyman, a highly regarded
financial restructuring and insolvency lawyer.
With more than two decades of experience, Mr. Hyman focuses his
practice on the representation of domestic and foreign lenders in
connection with in-court and out-of-court workouts and
restructurings in both large and middle-market transactions. He has
vast transactional experience representing agents and other secured
creditors in order to maximize their recoveries in all types of
distressed situations. Hyman represents lenders and other creditors
in all aspects of bankruptcy, including negotiating restructuring
support agreements and debtor-in-possession financing facilities.
"Rick has worked with some of the largest financial institutions in
the world, both in the U.S. and international markets," said Philip
T. Inglima, chair of Crowell & Moring. "His experience guiding
lenders and debtors through the full scope of restructuring and
bankruptcy matters enhances our growing offerings for clients in
the financial services space as they evaluate different strategies
and approaches to strengthen and expand their business."
Mr. Hyman has represented agents and lenders in some of the largest
recent U.S. bankruptcy matters in the energy and aviation sectors.
He also has experience representing debtors in Chapter 11 and
foreign representatives in Chapter 15 proceedings, and frequently
represents stalking-horse and other bidders in connection with the
acquisition of distressed assets.
One of the firm's strategic growth priorities is the continued
expansion of its transactional capabilities. In April, the firm
added 24 lawyers from the storied financial services firm Kibbe &
Orbe in New York, London, and Washington, D.C. Mr. Hyman's arrival
coincides with that of partner Sarvesh Mahajan, an experienced
technology transactions and outsourcing lawyer, who is also joining
the Corporate Group in New York.
"Working with our financial services team—including the lawyers
who have joined us from Kibbe & Orbe—Rick will enhance our
ability to provide clients with the experience and bandwidth
necessary to tackle larger matters in the distressed corporate
transactional space, as well as larger bankruptcy-related
proceedings," said Glen G. McGorty, managing partner of Crowell &
Moring's New York office.
"Rick represents the next step in the buildout of our financial
services offering, and his practice will dovetail nicely with the
work being done by the legacy K&O team," said Jennifer K. Grady,
co-chair of the firm's Corporate Group. "Rick's significant
experience providing strategic advice to distressed debt investors
makes him a unique addition to our team."
Mr. Hyman joins the firm from Duane Morris, where he was a partner
in the firm's Business Reorganization and Financial Restructuring
Practice Group. Prior to Duane Morris, he was a partner in Mayer
Brown's New York office, practicing there for nearly two decades.
Hyman earned his law degree from Hofstra Law School and his
undergraduate degree, cum laude, from the University of Vermont.
"I am incredibly excited to join Crowell & Moring, especially
considering the breadth of the firm's offerings to financial
services clients," said Hyman. "I look forward to working with the
financial services team to expand our presence on Wall Street and
to counsel our clients at every stage in a transaction. As a result
of the firm's growing practice, including joining forces with Kibbe
& Orbe, Crowell & Moring provides an exciting and valuable platform
for my existing clients, allowing me the opportunity to offer an
expanded suite of services."
About Crowell & Moring LLP
Crowell & Moring LLP is an international law firm with offices in
the United States, Europe, MENA, and Asia that represents clients
in litigation and arbitration, regulatory and policy, and
transactional and corporate matters. The firm is internationally
recognized for its representation of Fortune 500 companies in
high-stakes litigation and government-facing matters, as well as
its ongoing commitment to pro bono service and diversity, equity,
and inclusion.
*********
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.
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than a balance sheet solvency test.
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then-ending.
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